Current Report Filing (8-k)
August 11 2020 - 8:49AM
Edgar (US Regulatory)
false
0001070750
0001061937
0001070750
2020-08-11
2020-08-11
0001070750
hst:HostHotelsAndResortsLimitedPartnershipSubsidiariesMember
2020-08-11
2020-08-11
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): August 11, 2020
HOST HOTELS & RESORTS, INC.
HOST HOTELS & RESORTS, L.P.
(Exact Name of Registrant as Specified in Charter)
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Maryland (Host Hotels & Resorts, Inc.)
Delaware (Host Hotels & Resorts, L.P.)
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001-14625
0-25087
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53-0085950
52-2095412
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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4747 Bethesda Avenue, Suite 1300
Bethesda, Maryland
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20814
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (240) 744-1000
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:
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class
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Trading Symbol
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Name of Each Exchange on
Which Registered
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Host Hotels & Resorts, Inc.
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Common Stock, $.01 par value
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HST
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New York Stock Exchange
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Host Hotels & Resorts, L.P.
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None
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None
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None
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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 ☐
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. ☐
Item 8.01. Other Events.
On August 11, 2020, Host Hotels & Resorts, Inc. (the “Company”) announced that Host Hotels & Resorts, L.P., for whom the Company acts as sole general partner, has commenced a cash tender offer (the “Tender Offer”) for any and all of its outstanding $450 million principal amount of 4.750% Series C Senior Notes due 2023. A copy of the press release, dated August 11, 2020, announcing the commencement of the Tender Offer is attached as Exhibit 99.1 hereto and is incorporated herein by reference.
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Item 9.01.
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Financial Statements and Exhibits.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
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HOST HOTELS & RESORTS, INC.
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Date: August 11, 2020
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By:
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/S/ BRIAN G. MACNAMARA
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Name:
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Brian G. Macnamara
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Title:
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Senior Vice President, Principal Financial Officer, Corporate Controller
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
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HOST HOTELS & RESORTS, L.P.
By: HOST HOTELS & RESORTS, INC.
its General Partner
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Date: August 11, 2020
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By:
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/S/ BRIAN G. MACNAMARA
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Name:
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Brian G. Macnamara
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Title:
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Senior Vice President, Principal Financial Officer, Corporate Controller
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