0001140361-12-047328.txt : 20121114 0001140361-12-047328.hdr.sgml : 20121114 20121114165030 ACCESSION NUMBER: 0001140361-12-047328 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121109 FILED AS OF DATE: 20121114 DATE AS OF CHANGE: 20121114 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: CHINA INVESTMENT CORP CENTRAL INDEX KEY: 0001468702 STATE OF INCORPORATION: F4 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34856 FILM NUMBER: 121205504 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34856 FILM NUMBER: 121205503 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34856 FILM NUMBER: 121205502 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 4 1 doc1.xml FORM 4 X0306 4 2012-11-09 1 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 616, NEW POLY PLAZA NO. 1 CHAOYANGMEN BEIDAJIE DONGCHENG DISTRICT, BEIJING F4 100010 CHINA 0 0 1 0 0001505860 Best Investment Corp 616, NEW POLY PLAZA NO. 1 CHAOYANGMEN BEIDAJIE DONGCHENG DISTRICT, BEIJING F4 100010 CHINA 0 0 1 0 Common Stock, Par Value $0.01 per share 2012-11-09 4 X 0 390749 50.00 A 1011896 I See footnote Warrant to acquire Common Stock 50.00 2012-11-09 4 X 0 390749 D 2010-11-09 2017-11-09 Common Stock 390749 591287 I See footnote Warrant to acquire Common Stock 50.00 2012-11-09 4 S 0 591287 38.696 D 2010-11-09 2017-11-09 Common Stock 591287 0 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 ("BRH III") (subject to a "carry interest" held by the managing member thereof), which owns (following the transactions reported herein) 1,011,896 shares of the Common Stock of the Issuer. China Investment Corporation ("CIC") is the parent of CIC International Co., Ltd. ("CIC International"), which 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 BRH III (subject to a "carry interest" held by the managing member thereof). Pursuant to an agreement with the Issuer, BRH III exercised 390,749 warrants at the conversion price of $50.00 per warrant, and sold the 591,287 remaining warrants owned by BRH III to the Issuer for an amount in cash equal to $38.696 per warrant. CIC is the parent of CIC International, which 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. /s/ Lou Jiwei, Chairman and Chief Executive Officer, China Investment Corporation 2012-11-12 /s/ Li Keping, Executive Director, Stable Investment Corporation 2012-11-12 /s/ Li Keping, Executive Director, Best Investment Corporation 2012-11-12