UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934

 

Date of report (Date of earliest event reported): January 18, 2018

 

Wyndham Worldwide Corporation

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-32876

 

20-0052541

(State or Other Jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification Number)

 

22 Sylvan Way
Parsippany, NJ

(Address of Principal Executive Offices)

 

07054
(Zip Code)

 

(973) 753-6000
(Registrant’s telephone number, including area code)

 

None
(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

x          Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). ¨

 

Emerging growth company o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

 

 

 



 

Item 8.01                                           Other Events.

 

Filed herewith as Exhibit 99.1 and incorporated in this Item 8.01 by reference is a presentation to investors of Wyndham Worldwide Corporation (“Wyndham Worldwide”) regarding Wyndham Worldwide’s previously announced proposed acquisition of La Quinta Holdings Inc.’s (“La Quinta”) franchising and management business pursuant to that certain Agreement and Plan of Merger, dated as of January 17, 2018, by and among Wyndham Worldwide, WHG BB Sub, Inc., a Delaware corporation and an indirect wholly-owned subsidiary of Wyndham Worldwide, and La Quinta Holdings Inc., a Delaware corporation.

 

tem 9.01                                                Financial Statements and Exhibits.

 

(d)                                 Exhibits.

 

99.1                        Investor Presentation, dated January 18, 2018.

 

2



 

EXHIBIT INDEX

 

Exhibit
Number

 

Description

 

 

 

99.1

 

Investor Presentation, dated January 18, 2018.

 

3



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereto duly authorized.

 

 

WYNDHAM WORLDWIDE CORPORATION

 

 

 

 

By:

/s/ Nicola Rossi

 

 

Nicola Rossi

 

 

Chief Accounting Officer

 

 

Date: January 18, 2018

 

 

4