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