8-K
1
FORM 8-K
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) MAY 25, 1995
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HOST MARRIOTT CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 1-5664 53-0085950
(STATE OR OTHER (COMMISSION FILE (I.R.S. EMPLOYER
JURISDICTION OF NUMBER) IDENTIFICATION NO.)
INCORPORATION)
10400 FERNWOOD ROAD, BETHESDA, MARYLAND 20817
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
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REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (301) 380-9000
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(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT.)
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FORM 8-K
ITEM 5. OTHER EVENTS
On May 25, 1995, the Registrant announced that two of its subsidiaries closed
the previously announced $1 billion of debt offerings. A copy of the news
release announcing the offerings is attached as an exhibit to this current
report.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
(99) News Release dated May 25, 1995.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Host Marriott Corporation
By : /s/ Christopher G. Townsend
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Christopher G. Townsend
Senior Vice President and Secretary
Date: May 25, 1995
EX-99
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PRESS RELEASE MAY 25
EXHIBIT 99
HOST MARRIOTT HOSPITALITY CLOSES
$1 BILLION BOND OFFERINGS
BETHESDA, MD, MAY 25, 1995 -- Host Marriott Hospitality, Inc., a wholly-owned
subsidiary of Host Marriott Corporation, today announced that two of its wholly-
owned subsidiaries closed the previously announced $1 billion of debt offerings.
HMH Properties, Inc. (Properties), the owner of 70 of the company's 98
lodging properties, and Host Marriot Travel Plazas, Inc. (HMTP), the
operator/manager of the company's food, beverage and merchandise concessions
business, issued $600 million and $400 million, respectively, of senior notes,
secured by the stock of certain of their subsidiaries. The company said that the
bonds were issued at par and carry a 9.5% coupon rate with a final maturity of
May 2005. Net proceeds to the company, after deducting commissions, totaled $974
million.
The company said that proceeds of the offerings will be used to redeem
all of its remaining bonds, which carry a weighted average interest rate of
10.4%, and to pay off the outstanding balance under Host Marriott's line of
credit with Marriott International.
In accordance with the terms of its indenture, Host Marriott Hospitality
will redeem its remaining bonds on June 26, 1995. The redemption price is equal
to 103% of principal plus accrued and unpaid interest on each series of bonds
except for Series C. The redemption price for Series C bonds (9-1/8% due
December 2000) is 100% of principal plus accrued and unpaid interest.
The company stated that the purpose of the offerings is to help Host
Marriott execute its business strategy and lower its cost of borrowing. More
specifically, the offerings:
1) Reduce the company's annual cash interest expense on the debt
refinanced.
2) Separately finance the Host/Travel Plazas concessions business
permitting a potential spin-off.
3) Provide Host Marriot with the ability to reinvest 100% of the
proceeds from the sale of limited service hotels for the acquisition
of full service hotels.
Matthew J. Hart, Chief Financial Officer of Host Marriot, said "This is
a great deal for our company -- we advanced some key strategic objectives with
this financing while substantially reducing our interest expense. We are very
pleased with the delivery and execution."