SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): October 31, 2007
HOST HOTELS & RESORTS, L.P.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 000-25087 | 52-2095412 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| 6903 Rockledge Drive, Suite 1500 Bethesda, Maryland |
20817 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (240) 744-1000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| ITEM 5.02 | Departure of Directors and Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
Host Hotels & Resorts, Inc. (the “Company”), our general partner, announced on November 1, 2007 that W. Edward Walter has been elected to the Board of Directors. Mr. Walter will fill the vacancy on the Board of Directors that resulted from the resignation of Christopher J. Nassetta as Director effective October 31, 2007.
The Company also announced that the Board of Directors elected Larry K. Harvey, age 43, to serve as the Company’s Executive Vice President, Chief Financial Officer and Treasurer effective November 1, 2007. Mr. Harvey has been with the Company for a total of ten years. From 1994 to 1998, Mr. Harvey served as Vice President of Corporate Accounting. He rejoined the Company in 2003 as Senior Vice President and Corporate Controller. In February 2006, he was promoted to Senior Vice President, Chief Accounting Officer, and in September 2007, he was promoted to Senior Vice President, Treasurer. From 1998 to 2003, Mr. Harvey served as Chief Financial Officer of Barceló Crestline Corporation, formerly Crestline Capital Corporation.
In addition, the Company announced that the Board of Directors elected Gregory J. Larson, age 43, to serve as Executive Vice President, Corporate Strategy and Fund Management effective November 1, 2007. Mr. Larson joined the Company in 1993 and previously served as the Senior Vice President responsible for our Treasury, Corporate Finance and Investor Relations functions. Prior to joining the Company, Mr. Larson worked for Marriott International, Inc.
A press release on this subject was issued on November 1, 2007 and is filed herewith as Exhibit 99.1 and incorporated herein by reference.
| ITEM 9.01 | Financial Statements and Exhibits. |
| (a) | Not applicable. |
| (b) | Not applicable |
| (c) | Not applicable. |
| (d) | Exhibits |
| 99.1 | Press Release, dated November 1, 2007 |
| Exhibit No. | Description | |
| 99.1 | Press Release, dated November 1, 2007 |
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 HOTELS & RESORTS, L.P. | ||||
| By: | Host Hotels & Resorts, Inc. Its General Partner | |||
| Date: November 2, 2007 | By: | /s/ Brian G. Macnamara | ||
| Name: | Brian G. Macnamara | |||
| Title: | Senior Vice President, Corporate Controller | |||
EXHIBIT INDEX
| Exhibit No. |
Description | |
| 99.1 |
Press Release, dated November 1, 2007 |
HOST HOTELS & RESORTS ANNOUNCES THE ELECTION OF W. EDWARD WALTER TO ITS BOARD OF DIRECTORS, THE ELECTIONS OF LARRY K. HARVEY TO EXECUTIVE VICE PRESIDENT, CHIEF FINANCIAL OFFICER AND TREASURER AND GREGORY J. LARSON TO EXECUTIVE VICE PRESIDENT, CORPORATE STRATEGY AND FUND MANAGEMENT
Bethesda, MD; November 1, 2007 - Host Hotels & Resorts, Inc. (NYSE:HST) today announced that W. Edward Walter, the Company’s President and Chief Executive Officer, has been elected to the Board of Directors. Mr. Walter will fill the vacancy on the Board of Directors that resulted from the resignation of Christopher J. Nassetta as Director effective October 31, 2007.
The Board elected Larry K. Harvey to serve as the Company’s Executive Vice President, Chief Financial Officer and Treasurer. Mr. Harvey has been with the Company for a total of 10 years, having rejoined the Company in 2003. He most recently served as the Company’s Treasurer and prior to that served as Senior Vice President, Chief Accounting Officer.
In addition, the Board elected Gregory J. Larson to serve as Executive Vice President, Corporate Strategy and Fund Management. Mr. Larson will develop a new business of raising pools of capital from private institutional investors, managed by the Company to be deployed domestically and globally in investment funds and joint ventures. He will also be in charge of corporate strategy and will continue to lead the investor relations team. Mr. Larson has been with the Company for 14 years and most recently served as Senior Vice President, Fund Management and Investor Relations and prior to that served as the Company’s Treasurer.
Ed Walter said, “We are pleased to announce the promotions of these two talented executives. Larry brings significant experience and energy to the CFO position and has been an important part of the Company’s senior management team since he rejoined us in 2003. We are also very excited that Greg will be in charge of corporate strategy and fund management, reporting directly to me. We know that Greg will be successful in his new role and that investor relations will continue to benefit from his leadership.”
| Host Hotels & Resorts, Inc. News Release | November 1, 2007 |
ABOUT HOST HOTELS & RESORTS
Host Hotels & Resorts, Inc. is an S&P 500 and Fortune 500 company that is the largest lodging real estate investment trust and one of the largest owners of luxury and upper upscale hotels. The Company currently owns 121 properties with approximately 64,000 rooms, and also holds a minority interest in a joint venture that owns ten hotels in Europe with approximately 3,200 rooms. Guided by a disciplined approach to capital allocation and aggressive asset management, the Company partners with premium brands such as Marriott®, Ritz-Carlton®, Westin®, Sheraton®, W®, St. Regis®, The Luxury Collection®, Hyatt®, Fairmont®, Four Seasons®, Hilton® and Swissôtel®* in the operation of properties in over 50 major markets worldwide. For additional information, please visit the Company’s website at www.hosthotels.com.
| * | This press release contains registered trademarks that are the exclusive property of their respective owners. None of the owners of these trademarks has any responsibility or liability for any information contained in this press release. |
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