0001209191-14-000327.txt : 20140102
0001209191-14-000327.hdr.sgml : 20140101
20140102192338
ACCESSION NUMBER: 0001209191-14-000327
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20131231
FILED AS OF DATE: 20140102
DATE AS OF CHANGE: 20140102
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Howard Hughes Corp
CENTRAL INDEX KEY: 0001498828
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 364673192
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: ONE GALLERIA TOWER
STREET 2: 13355 NOEL ROAD, SUITE 950
CITY: DALLAS
STATE: TX
ZIP: 75240
BUSINESS PHONE: 214-741-7744
MAIL ADDRESS:
STREET 1: ONE GALLERIA TOWER
STREET 2: 13355 NOEL ROAD, SUITE 950
CITY: DALLAS
STATE: TX
ZIP: 75240
FORMER COMPANY:
FORMER CONFORMED NAME: Spinco, Inc.
DATE OF NAME CHANGE: 20100811
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ACKMAN WILLIAM A
CENTRAL INDEX KEY: 0001056513
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34856
FILM NUMBER: 14503083
BUSINESS ADDRESS:
STREET 1: 888 SEVENTH AVENUE
STREET 2: 29TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: 212-813-3700
MAIL ADDRESS:
STREET 1: 888 SEVENTH AVENUE
STREET 2: 29TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PS Management GP, LLC
CENTRAL INDEX KEY: 0001336477
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34856
FILM NUMBER: 14503084
BUSINESS ADDRESS:
STREET 1: 888 SEVENTH AVENUE
STREET 2: 29TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: 212-813-3700
MAIL ADDRESS:
STREET 1: 888 SEVENTH AVENUE
STREET 2: 29TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Pershing Square Capital Management, L.P.
CENTRAL INDEX KEY: 0001336528
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34856
FILM NUMBER: 14503085
BUSINESS ADDRESS:
STREET 1: 888 SEVENTH AVENUE
STREET 2: 42ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: 212-813-3700
MAIL ADDRESS:
STREET 1: 888 SEVENTH AVENUE
STREET 2: 42ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
4
1
c651854_4x0.xml
MAIN DOCUMENT DESCRIPTION
X0306
4
2013-12-31
0001498828
Howard Hughes Corp
HHC
0001336528
Pershing Square Capital Management, L.P.
888 SEVENTH AVENUE
42ND FLOOR
NEW YORK
NY
10019
0
0
1
0
0001336477
PS Management GP, LLC
888 SEVENTH AVENUE
42ND FLOOR
NEW YORK
NY
10019
0
0
1
0
0001056513
ACKMAN WILLIAM A
888 SEVENTH AVENUE
42ND FLOOR
NEW YORK
NY
10019
1
0
1
0
Cash Settled Total Return Swaps
120.10
2013-12-31
4
J
1
1
A
2015-12-31
Common stock, par value $0.01 per share
482185
1
I
See footnotes
Cash Settled Total Return Swaps
120.10
2013-12-31
4
J
1
1
A
2015-12-31
Common stock, par value $0.01 per share
28943
1
I
See footnotes
Cash Settled Total Return Swaps
120.10
2013-12-31
4
J
1
1
A
2016-12-30
Common stock, par value $0.01 per share
7755
1
I
See footnotes
Cash Settled Total Return Swaps
120.10
2013-12-31
4
J
1
1
A
2015-12-31
Common stock, par value $0.01 per share
697773
1
I
See footnotes
Cash Settled Total Return Swaps
120.10
2013-12-31
4
J
1
1
A
2016-12-30
Common stock, par value $0.01 per share
920273
1
I
See footnotes
Cash Settled Total Return Swaps
120.12
2013-12-31
4
J
1
1
A
2016-06-30
Common stock, par value $0.01 per share
1501002
1
I
See footnotes
Cash Settled Total Return Swaps
120.10
2013-12-31
4
J
1
1
A
2015-12-31
Common stock, par value $0.01 per share
292102
1
I
See footnotes
Cash Settled Total Return Swaps
120.10
2013-12-31
4
J
1
1
A
2016-12-30
Common stock, par value $0.01 per share
218970
1
I
See footnotes
In addition to Pershing Square Capital Management, L.P., a Delaware limited partnership ("Pershing Square Capital"), this Form 4 is being filed jointly by PS Management GP, LLC, a Delaware limited liability company ("PS Management") and William A. Ackman, a citizen of the United States of America (collectively, the "Reporting Persons"), each of whom has the same business address as Pershing Square Capital and may be deemed to have a pecuniary interest in securities owned by it on this Form 4.
In connection with end of year rebalancing of the Pershing Square Funds (as defined below), the transactions reported in this Form 4 were consummated. In connection with such transactions, there was no change in beneficial ownership of the Reporting Persons. For a more detailed description of these transactions, see the amendment No. 2 to the Schedule 13D filed by the Reporting Persons on January 2, 2014.
Pershing Square Capital advises the accounts of Pershing Square, L.P., a Delaware limited partnership ("PS"), Pershing Square II, L.P., a Delaware limited partnership ("PS II"), Pershing Square International, Ltd., a Cayman Islands exempted company (together with its wholly-owned subsidiary PSRH, Inc., a Cayman Islands exempted company, "Pershing Square International"), and Pershing Square Holdings, Ltd., a limited liability company incorporated in Guernsey ("PSH", and together with PS, PS II and Pershing Square International, the "Pershing Square Funds").
Pershing Square Capital, as the investment adviser to the Pershing Square Funds, may be deemed to be the beneficial owner of the securities set forth in this Form 4 (the "Subject Securities") for purposes of Rule 16a-1(a) of the Securities Exchange Act of 1934. As the general partner of Pershing Square Capital, PS Management may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). By virtue of William A. Ackman's position as Chief Executive Officer of Pershing Square Capital and managing member of PS Management, William A. Ackman may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a).
Amendments, novations, and partial terminations to the swaps resulted in (i) PS being exposed economically to 171,116 additional notional shares, (ii) PS II being exposed economically to 5,839 additional notional shares, (iii) PSH being exposed economically to 22,551 additional notional shares, and (iv) Pershing Square International exposed economically to 199,506 less notional shares. There was no change in the overall beneficial ownership or economic exposure to the shares of the Issuer of the Reporting Persons in connection with such transactions.
Each of the Reporting Persons disclaims any beneficial ownership of any of the securities listed in this Form 4, except to the extent of any pecuniary interest therein.
The total return swaps set forth on Table II do not give the Pershing Square Funds or the Reporting Persons direct or indirect voting, investment or dispositive control over any securities of the issuer and do not require the counterparties thereto to acquire, hold, vote or dispose of any securities of the issuer.
Pershing Square Capital Management, L.P., By: PS Management GP, LLC, its General Partner, By: /s/ William A. Ackman, Managing Member
2014-01-02
PS Management GP, LLC, By: /s/ William A. Ackman, Managing Member
2014-01-02
/s/ William A. Ackman
2014-01-02