0000899243-17-017825.txt : 20170705
0000899243-17-017825.hdr.sgml : 20170705
20170705175936
ACCESSION NUMBER: 0000899243-17-017825
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170630
FILED AS OF DATE: 20170705
DATE AS OF CHANGE: 20170705
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, 22ND FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75240
BUSINESS PHONE: 214-741-7744
MAIL ADDRESS:
STREET 1: ONE GALLERIA TOWER
STREET 2: 13355 NOEL ROAD, 22ND FLOOR
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: 17949439
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: 17949440
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: 17949441
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
doc4.xml
FORM 4 SUBMISSION
X0306
4
2017-06-30
0
0001498828
Howard Hughes Corp
HHC
0001336528
Pershing Square Capital Management, L.P.
888 SEVENTH AVENUE
42ND FLOOR
NEW YORK
NY
10019
1
0
1
0
0001336477
PS Management GP, LLC
888 SEVENTH AVENUE
42ND FLOOR
NEW YORK
NY
10019
1
0
1
0
0001056513
ACKMAN WILLIAM A
888 SEVENTH AVENUE
42ND FLOOR
NEW YORK
NY
10019
1
0
1
0
Common stock, par value $0.01 per share
2017-06-30
4
P
0
414767
A
5484684
I
See footnotes
Common stock, par value $0.01 per share
2017-06-30
4
S
0
414767
D
5484684
I
See footnotes
Common stock, par value $0.01 per share
2017-06-30
4
X
0
1916667
50.00
A
5484684
I
See footnotes
Common stock, par value $0.01 per share
2017-06-30
4
S
0
780150
D
4704534
I
See footnotes
Cash Settled Total Return Swaps (call equivalent position)
122.84
2017-06-30
4
J
1
3
D
2017-06-30
Common stock, par value $0.01 per share
1501003
0
I
See footnotes
Cash Settled Total Return Swaps (call equivalent position)
122.84
2017-06-30
4
J
1
3
D
2017-12-29
Common stock, par value $0.01 per share
1250836
0
I
See footnotes
Cash Settled Total Return Swaps (call equivalent position)
122.84
2017-06-30
4
J
1
1
D
2018-06-29
Common stock, par value $0.01 per share
1501002
0
I
See footnotes
Cash Settled Total Return Swaps (call equivalent position)
122.84
2017-06-30
4
J
1
3
D
2018-12-31
Common stock, par value $0.01 per share
1146998
0
I
See footnotes
Cash Settled Total Return Swaps (call equivalent position)
122.84
2017-06-30
4
J
1
1
A
2017-12-31
Common stock, par value $0.01 per share
750000
1
I
See footnotes
Cash Settled Total Return Swaps (call equivalent position)
122.84
2017-06-30
4
J
1
9
A
2019-05-31
Common stock, par value $0.01 per share
4649839
9
I
See footnotes
Series A-2 Warrants (call equivalent position)
50.00
2017-06-30
4
X
0
1916667
0.00
D
2010-11-09
2017-11-09
Common stock, par value $0.01 per share
1916667
0
I
See footnotes
In addition to Pershing Square Capital Management, L.P., a Delaware limited partnership ("Pershing Square"), 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 and may be deemed to have a pecuniary interest in securities reported on this Form 4 (the "Subject Securities").
Pershing Square 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 ("PS International"), and Pershing Square Holdings, Ltd., a limited liability company incorporated in Guernsey ("PSH" and together with PS, PS II and PS International, the "Pershing Square Funds").
Pershing Square, as the investment adviser to the Pershing Square Funds, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. As the general partner of Pershing Square, PS Management may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). By virtue of Mr. Ackman's position as Chief Executive Officer of Pershing Square and managing member of PS Management, Mr. Ackman may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.
This Form 4 is being filed as a result of the cashless exercise and net settlement of warrants, the extension of swaps and ordinary course rebalancing transactions among the Pershing Square Funds. All of these transactions were effected at the same time. The terms of the warrants permitted only cashless exercise and net settlement, and if not exercised the warrants were scheduled to expire on November 9, 2017. Except for the reductions in economic exposure and beneficial ownership resulting from the cashless exercise and net settlement of warrants, there were no changes in aggregate economic exposure or number of Subject Securities beneficially owned by the Pershing Square Funds as a result of such transactions.
Mr. Ackman, a member of the board of directors of the Issuer of the Subject Securities, was elected to that board as a representative of Pershing Square, PS Management, the Pershing Square Funds and Pershing Square GP, LLC. As a result, each of those entities are directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934.
The total return swaps referred to in Table II do not give the Reporting Persons or the Pershing Square Funds 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
2017-07-05
PS Management GP, LLC, By: /s/ William A. Ackman, Managing Member
2017-07-05
/s/ William A. Ackman
2017-07-05