-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GPxqP6x5lpLZHLejdx8UvkhHQZ1orXciUVa2fISQCPVlQAP2oxm/Bz6wnzT73kVp u4uZ55qXiU/1ZuQs0ycavw== 0001209191-10-017992.txt : 20100319 0001209191-10-017992.hdr.sgml : 20100319 20100319154513 ACCESSION NUMBER: 0001209191-10-017992 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100317 FILED AS OF DATE: 20100319 DATE AS OF CHANGE: 20100319 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HEWITT THOMAS F CENTRAL INDEX KEY: 0001215428 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14331 FILM NUMBER: 10694218 MAIL ADDRESS: STREET 1: C/O INTERSTATE HOTELS & RESORTS STREET 2: 4501 NORTH FAIRFAX DRIVE, SUITE 800 CITY: ARLINGTON STATE: VA ZIP: 22203 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: INTERSTATE HOTELS & RESORTS INC CENTRAL INDEX KEY: 0001059341 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 510379982 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4501 NORTH FAIRFAX DRIVE CITY: ARLINGTON STATE: VA ZIP: 22203 BUSINESS PHONE: (703) 387-3100 MAIL ADDRESS: STREET 1: 4501 NORTH FAIRFAX DRIVE CITY: ARLINGTON STATE: VA ZIP: 22203 FORMER COMPANY: FORMER CONFORMED NAME: MERISTAR HOTELS & RESORTS INC DATE OF NAME CHANGE: 19980407 4 1 doc4.xml FORM 4 SUBMISSION X0303 4 2010-03-17 1 0001059341 INTERSTATE HOTELS & RESORTS INC IHR 0001215428 HEWITT THOMAS F 4501 NORTH FAIRFAX DRIVE SUITE 500 ARLINGTON VA 22203 1 1 0 0 CEO Common Stock, par value $.01 per share 2010-03-17 4 D 0 590124 2.25 D 0 D Options (right to buy) 4.58 2010-03-17 4 D 0 17000 D 2015-04-04 Common Stock 17000 0 D Disposed of pursuant to the Agreement and Plan of Merger, dated as of December 18, 2009, among Interstate Hotels & Resorts, Inc. (the "Issuer"), Interstate Operating Company, LP, Hotel Acquisition Company, LLC, HAC Merger Sub, Inc. and HAC Merger Partnership, L.P. (the "Merger Agreement"), pursuant to which (i) each outstanding share of the Issuer's common stock was canceled and converted into the right to receive $2.25 in cash, without interest and less any applicable withholding tax and (ii) each restricted stock award outstanding immediately prior to the effective time of the merger, whether or not vested, was converted into the right to receive an amount in cash, without interest and less applicable withholding taxes, equal to the product of $2.25 multiplied by the aggregate number of shares of the Issuer's common stock subject to such restricted stock award immediately prior to the effective time of the merger. Pursuant to the Merger Agreement, each stock option to purchase shares of the Issuer's common stock that remained outstanding immediately prior to the effective time of the merger, whether vested or unvested, was cancelled and, because none of the outstanding stock options had an exercise price of less than $2.25 per share, no payments were made in respect thereof. /s/ Thomas F. Hewitt 2010-03-18 -----END PRIVACY-ENHANCED MESSAGE-----