-----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, QhDrTgA0Kk7SFla+RUx4tyahUmwqET9pZz+Eq/iUuCIH2d71xmDdvFsGepplVvcv 5mmBKZkQxJpZsWLk/KQE7g== 0001193125-04-097637.txt : 20040602 0001193125-04-097637.hdr.sgml : 20040602 20040602154354 ACCESSION NUMBER: 0001193125-04-097637 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040602 ITEM INFORMATION: Other events FILED AS OF DATE: 20040602 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HOST MARRIOTT CORP/ CENTRAL INDEX KEY: 0001070750 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 530085950 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14625 FILM NUMBER: 04844471 BUSINESS ADDRESS: STREET 1: 6903 ROCKLEDGE DR STREET 2: SUITE 1500 CITY: BETHESDA STATE: MD ZIP: 20817 BUSINESS PHONE: 240-744-1000 MAIL ADDRESS: STREET 1: HOST MARRIOTT CORP STREET 2: 6903 ROCKLEDGE DR., SUITE 1500 CITY: BETHESDA STATE: MD ZIP: 20817-1109 FORMER COMPANY: FORMER CONFORMED NAME: HMC MERGER CORP DATE OF NAME CHANGE: 19980921 8-K 1 d8k.htm FORM 8-K Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 reported): June 2, 2004

 

 

Host Marriott Corporation

(Exact name of registrant as specified in its chapter)

 

 

Maryland   001-14625   53-0085950

(State or other jurisdiction

of incorporation)

   (Commission File Number)  

(IRS Employer

Identification No.)

 

6903 Rockledge Drive, Suite 1500

Bethesda, Maryland 20817

(Address of principal executive offices, including Zip Code)

 

Registrant’s telephone number, including area code: (240) 744-1000

 

Item 5. Other Events

 

On June 2, 2004, Host Marriott Corporation, issued to the public 4,000,000 shares of its 8 7/8% Class E cumulative redeemable preferred stock at a price of $25.00 per share raising gross proceeds of $100 million. The Class E preferred stock has no stated maturity date and may be redeemed at the Company’s option on or after June 2, 2009. The Company intends to use the net proceeds from the offering (approximately $97 million after deducting underwriting discounts and commissions and estimated expenses) and available cash to redeem all of its outstanding Class A cumulative redeemable preferred stock.

 

The Company had previously entered into an Underwriting Agreement on May 26, with UBS Securities LLC and Bear, Stearns & Co. Inc., as representatives of the several underwriters named in the prospectus supplement filed with the Securities & Exchange Commission on May 28, 2004, pursuant to which the Company agreed to issue and sell the Class E preferred stock.

 

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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.

 

       

HOST MARRIOTT CORPORATION

June 2, 2004      

By:

  

/s/ LARRY K. HARVEY

           

Name:

  

Larry K. Harvey

           

Title:

  

Senior Vice President and

Corporate Controller

 

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