0001209191-13-035734.txt : 20130703
0001209191-13-035734.hdr.sgml : 20130703
20130703203938
ACCESSION NUMBER: 0001209191-13-035734
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130701
FILED AS OF DATE: 20130703
DATE AS OF CHANGE: 20130703
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: 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: 13954659
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 GP, LLC
CENTRAL INDEX KEY: 0001336476
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34856
FILM NUMBER: 13954656
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
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: 13954657
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: 13954658
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
c562999_4x0.xml
MAIN DOCUMENT DESCRIPTION
X0306
4
2013-07-01
0001498828
Howard Hughes Corp
HHC
0001336528
Pershing Square Capital Management, L.P.
888 SEVENTH AVENUE
42ND FLOOR
NEW YORK
NY
10019
0
0
1
0
0001336477
PS Management GP, LLC
888 SEVENTH AVENUE
42ND FLOOR
NEW YORK
NY
10019
0
0
1
0
0001336476
Pershing Square GP, LLC
888 SEVENTH AVENUE
42ND FLOOR
NEW YORK
NY
10019
0
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
2013-07-01
4
J
0
0
112.09
A
3568017
I
See footnotes
Warrants to Purchase Common stock, par value $0.01 per share
50
2013-07-01
4
J
0
0
A
2010-11-09
2017-11-09
Common stock, par value $0.01 per share
1916667
1916667
I
See footnotes
Cash Settled Total Return Swaps
58.38
2012-06-05
4
J
1
1
A
2014-06-30
Common stock, par value $0.01 per share
920273
1
I
See footnotes
Cash Settled Total Return Swaps
73.02
2012-12-31
4
J
1
1
A
2015-10-29
Common stock, par value $0.01 per share
1247047
1
I
See footnotes
Cash Settled Total Return Swaps
35.26
2010-11-09
4
J
1
1
A
2015-10-29
Common stock, par value $0.01 per share
3789
1
I
See footnotes
Cash Settled Total Return Swaps
58.38
2012-06-05
4
J
1
1
A
2013-12-31
Common stock, par value $0.01 per share
1231452
1
I
See footnotes
Cash Settled Total Return Swaps
73.02
2012-12-31
4
J
1
1
A
2013-12-31
Common stock, par value $0.01 per share
269551
1
I
See footnotes
Cash Settled Total Return Swaps
73.02
2012-12-31
4
J
1
1
A
2014-06-30
Common stock, par value $0.01 per share
218970
1
I
See footnotes
Cash Settled Total Return Swaps
73.02
2012-12-31
4
J
1
1
A
2014-01-02
Common stock, par value $0.01 per share
1501002
1
I
See footnotes
Cash Settled Total Return Swaps
112.09
2013-07-01
4
J
1
1
A
2014-12-31
Common stock, par value $0.01 per share
7755
1
I
See footnotes
In addition to Pershing Square Capital Management, L.P., a Delaware limited partnership ("Pershing Square Capital"), this Form 4 is being filed jointly by PS Management GP, LLC, a Delaware limited liability company ("PS Management"), Pershing Square GP, LLC, a Delaware limited liability company ("Pershing Square GP"), 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 Capital and may be deemed to have a pecuniary interest in securities owned by it on this Form 4.
Pershing Square Capital 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 ("INTL") (together with its wholly-owned subsidiary PSRH, Inc., a Cayman Islands exempted company, "Pershing Square International"), and Pershing Square Holdings, Ltd., a limited liability company incorporated in Guernsey ("PSH" and together with PS, PS II and Pershing Square International, the "Pershing Square Funds").
In connection with a rebalancing of the Pershing Square Funds, the following transactions were consummated: PSH purchased 27,790 shares from PS and 174,748 shares from Pershing Square International, for an aggregate purchase of 202,538 shares. There was no change in the overall beneficial ownership of the Reporting Persons in connection with such transactions.
In connection with a rebalancing of the Pershing Square Funds, the following transactions were consummated: PSH purchased 4,823 warrants from PS and 39,779 warrants from Pershing Square International, for an aggregate purchase of 44,602 warrants. There was no change in the overall beneficial ownership of the Reporting Persons in connection with such transactions.
Pershing Square International sold 28,709 notional shares to its counterparty and PS II purchased 28,709 notional shares from its counterparty. There was no change in the overall beneficial ownership of the Reporting Persons in connection with such transactions.
Pershing Square Capital, as the investment adviser to the Pershing Square Funds, may be deemed to be the beneficial owner of the securities set forth in this Form 4 (the "Subject Securities") for purposes of Rule 16a-1(a) of the Securities Exchange Act of 1934. As the general partner of Pershing Square Capital, PS Management may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). As the general partner of PS and PS II, Pershing Square GP may be deemed to be the beneficial owner of the shares of Subject Securities owned by PS and PS II for purposes of Rule 16a-1(a). By virtue of William A. Ackman's position as Chief Executive Officer of Pershing Square Capital and managing member of each of PS Management and Pershing Square GP, William A. 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 securities listed in this Form 4, except to the extent of any pecuniary interest therein.
The total return swaps set forth on Table II do not give the Pershing Square Funds or the Reporting Persons 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
2013-07-03
PS Management GP, LLC, By: /s/ William A. Ackman, Managing Member
2013-07-03
Pershing Square GP, LLC, By: /s/ William A. Ackman, Managing Member
2013-07-03
/s/ William A. Ackman
2013-07-03