Current Report Filing (8-k)
March 10 2017 - 10:43AM
Edgar (US Regulatory)
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) March 9, 2017
HOST HOTELS & RESORTS, INC.
HOST HOTELS & RESORTS, L.P.
(Exact name of registrant as specified in its 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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6903 Rockledge Drive, Suite 1500
Bethesda, Maryland 20817
(Address of principal executive offices) (Zip Code)
(240) 744-1000
Registrants telephone number, including area code
Not Applicable
(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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 1.01. Entry into a Material Definitive Agreement.
On March 9, 2017, Host Hotels & Resorts, L.P. (Host L.P.), for whom Host Hotels & Resorts, Inc. acts as sole general
partner, entered into an underwriting agreement (the Underwriting Agreement) with Deutsche Bank Securities Inc., Goldman, Sachs & Co. and Wells Fargo Securities, LLC.
Under the Underwriting Agreement, Deutsche Bank Securities Inc., Goldman, Sachs & Co. and Wells Fargo Securities, LLC agreed to serve as
representatives of the several underwriters named in the Underwriting Agreement in connection with the public offering by Host L.P. of $400 million aggregate principal amount of its 3.875% Senior Notes due 2024.
The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by the full text of the Underwriting
Agreement, which is being filed as Exhibit 1.1 to this Current Report on
Form 8-K
and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
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Exhibit
No.
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Description
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1.1
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Underwriting Agreement, dated March 9, 2017, among Host Hotels & Resorts, L.P. and Deutsche Bank Securities Inc., Goldman, Sachs & Co. and Wells Fargo Securities, LLC, as representatives of the several underwriters named
therein.
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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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(Registrant)
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Date: March 9, 2017
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By:
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/s/ BRIAN G. MACNAMARA
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Brian G. Macnamara
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Senior Vice President and 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.
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(Registrant)
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By:
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HOST HOTELS & RESORTS, INC.
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Its General Partner
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Date: March 9, 2017
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By:
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/s/ BRIAN G. MACNAMARA
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Brian G. Macnamara
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Senior Vice President and Corporate Controller
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EXHIBIT INDEX
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Exhibit
No.
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Description
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1.1
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Underwriting Agreement, dated March 9, 2017, among Host Hotels & Resorts, L.P. and Deutsche Bank Securities Inc., Goldman, Sachs & Co. and Wells Fargo Securities, LLC, as representatives of the several underwriters named
therein.
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