-----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, EmJF03f3ipGZJhPTXUUgBw3DU2bPYsiuUFQtN6xmABEnhVGIpx4/vm1wI/dP9lbd zNVZYC+gkDjsTaxRUMFKsQ== 0001140361-10-046460.txt : 20101118 0001140361-10-046460.hdr.sgml : 20101118 20101118172856 ACCESSION NUMBER: 0001140361-10-046460 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20101109 FILED AS OF DATE: 20101118 DATE AS OF CHANGE: 20101118 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: 110 N. WACKER DRIVE CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 312-960-5000 MAIL ADDRESS: STREET 1: 110 N. WACKER DRIVE CITY: CHICAGO STATE: IL ZIP: 60606 FORMER COMPANY: FORMER CONFORMED NAME: Spinco, Inc. DATE OF NAME CHANGE: 20100811 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CHINA INVESTMENT CORP CENTRAL INDEX KEY: 0001468702 STATE OF INCORPORATION: F4 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34856 FILM NUMBER: 101203579 BUSINESS ADDRESS: STREET 1: NEW POLY PLAZA STREET 2: NO. 1 CHAOYANGMEN BEIDAJIE, DONGCHENG CITY: BEIJING STATE: F4 ZIP: 100010 BUSINESS PHONE: 86 10 64086277 MAIL ADDRESS: STREET 1: NEW POLY PLAZA STREET 2: NO. 1 CHAOYANGMEN BEIDAJIE, DONGCHENG CITY: BEIJING STATE: F4 ZIP: 100010 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Stable Investment Corp CENTRAL INDEX KEY: 0001505859 STATE OF INCORPORATION: F4 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34856 FILM NUMBER: 101203581 BUSINESS ADDRESS: STREET 1: 616, NEW POLY PLAZA STREET 2: NO. 1 CHAOYANGMEN BEIDAJIE CITY: DONGCHENG DISTRICT, BEIJING STATE: F4 ZIP: 100010 BUSINESS PHONE: 86 10 8409 6766 MAIL ADDRESS: STREET 1: 616, NEW POLY PLAZA STREET 2: NO. 1 CHAOYANGMEN BEIDAJIE CITY: DONGCHENG DISTRICT, BEIJING STATE: F4 ZIP: 100010 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Best Investment Corp CENTRAL INDEX KEY: 0001505860 STATE OF INCORPORATION: F4 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34856 FILM NUMBER: 101203580 BUSINESS ADDRESS: STREET 1: 616, NEW POLY PLAZA STREET 2: NO. 1 CHAOYANGMEN BEIDAJIE CITY: DONGCHENG DISTRICT, BEIJING STATE: F4 ZIP: 100010 BUSINESS PHONE: 86 10 8409 6766 MAIL ADDRESS: STREET 1: 616, NEW POLY PLAZA STREET 2: NO. 1 CHAOYANGMEN BEIDAJIE CITY: DONGCHENG DISTRICT, BEIJING STATE: F4 ZIP: 100010 3 1 doc1.xml FORM 3 X0203 3 2010-11-09 0 0001498828 Howard Hughes Corp HHC 0001468702 CHINA INVESTMENT CORP NEW POLY PLAZA NO. 1 CHAOYANGMEN BEIDAJIE BEIJING F4 100010 CHINA 0 0 1 0 0001505859 Stable Investment Corp NEW POLY PLAZA NO. 1 CHAOYANGMEN BEIDAJIE BEIJING F4 100010 CHINA 0 0 1 0 0001505860 Best Investment Corp NEW POLY PLAZA NO. 1 CHAOYANGMEN BEIDAJIE BEIJING F4 100010 CHINA 0 0 1 0 Common Stock, Par Value $0.01 per share 621147 I See footnote Warrants to acquire Common Stock 50.00 2010-11-09 2017-11-09 Common Stock 982036 I See footnote Stable Investment Corporation ("Stable") and Best Investment Corporation ("Best") hold a collective 99.499848% percentage ownership interest in Brookfield Retail Holdings III LLC (subject to a "carry interest" held by the managing member thereof), which owns 621,147 shares of the Common Stock of the Issuer. China Investment Corporation ("CIC") is the parent of each of Stable and Best. Each of CIC, Stable and Best disclaim any beneficial ownership of the shares of Common Stock reported herein except to the extent of its respective indirect pecuniary interest therein. Stable and Best hold a collective 99.499848% percentage ownership interest in Brookfield Retail Holdings III LLC (subject to a "carry interest" held by the managing member thereof), which owns 982,036 warrants issued by the Issuer. CIC is the parent of each of Stable and Best. Each of CIC, Stable and Best disclaim any beneficial ownership of the warrants reported herein except to the extent of its respective indirect pecuniary interest therein. Each warrant is convertible, at the option of the holder thereof, at any time prior to seven years from the issuance of such warrant, into 1 share of common stock of the Issuer, at a price of $50.00, subject to certain adjustments in connection with dividends and certain other events. The warrants also provide each holder with a cash redemption right at a Black-Scholes-based formula value upon certain change in control events. Lou Jiwei, Chairman of China Investment Corporation 2010-11-18 Gao Xiqing, Executive Director of Stable Investment Corporation 2010-11-18 Gao Xiqing, Executive Director of Best Investment Corporation 2010-11-18 -----END PRIVACY-ENHANCED MESSAGE-----