EXHIBIT 99.4
Report of Independent Registered Public Accounting Firm
The Board of Directors and Stockholders
Host Hotels & Resorts, Inc.:
We have audited the accompanying consolidated balance sheets of Host Hotels & Resorts, Inc. and subsidiaries as of December 31, 2010 and 2009, and the related consolidated statements of operations, equity and comprehensive income (loss), and cash flows for each of the years in the three-year period ended December 31, 2010. In connection with our audits of the consolidated financial statements, we also have audited the financial statement schedule III included as Exhibit 99.7. These consolidated financial statements and financial statement schedule are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements and financial statement schedule based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Host Hotels & Resorts, Inc. and subsidiaries as of December 31, 2010 and 2009, and the results of their operations and their cash flows for each of the years in the three-year period ended December 31, 2010, in conformity with U.S. generally accepted accounting principles. Also in our opinion, the related financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.
/s/ KPMG LLP
McLean, Virginia
February 24, 2011 except as to
Notes 6, 10, 16, 18, 19, and 21 which are as of September 13, 2011
See Notes to Consolidated Financial Statements.
1
HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
December 31, 2010 and 2009
(in millions, except per share amounts)
| | | | | | | | |
| | 2010 | | | 2009 | |
ASSETS | |
Property and equipment, net | | $ | 10,514 | | | $ | 10,231 | |
Assets held for sale | | | — | | | | 8 | |
Due from managers | | | 45 | | | | 29 | |
Investments in affiliates | | | 148 | | | | 153 | |
Deferred financing costs, net | | | 44 | | | | 49 | |
Furniture, fixtures and equipment replacement fund | | | 152 | | | | 124 | |
Other | | | 354 | | | | 266 | |
Restricted cash | | | 41 | | | | 53 | |
Cash and cash equivalents | | | 1,113 | | | | 1,642 | |
| | | | | | | | |
Total assets | | $ | 12,411 | | | $ | 12,555 | |
| | | | | | | | |
|
LIABILITIES, NON-CONTROLLING INTERESTS AND EQUITY | |
Debt | | | | | | | | |
Senior notes, including $1,156 million and $1,123 million, respectively, net of discount, of Exchangeable Senior Debentures | | $ | 4,249 | | | $ | 4,534 | |
Credit facility | | | 58 | | | | — | |
Mortgage debt | | | 1,025 | | | | 1,217 | |
Other | | | 145 | | | | 86 | |
| | | | | | | | |
Total debt | | | 5,477 | | | | 5,837 | |
Accounts payable and accrued expenses | | | 208 | | | | 174 | |
Other | | | 203 | | | | 194 | |
| | | | | | | | |
Total liabilities | | | 5,888 | | | | 6,205 | |
| | | | | | | | |
Non-controlling interests—Host Hotels & Resorts, L.P. | | | 191 | | | | 139 | |
| | |
Host Hotels & Resorts, Inc. stockholders’ equity: | | | | | | | | |
Cumulative redeemable preferred stock (liquidation preference $0 and $100 million, respectively), 50 million shares authorized; 0 and 4 million shares issued and outstanding, respectively | | | — | | | | 97 | |
Common stock, par value $.01, 1,050 million shares authorized; 675.6 million and 646.3 million shares issued and outstanding, respectively | | | 7 | | | | 6 | |
Additional paid-in capital | | | 7,236 | | | | 6,875 | |
Accumulated other comprehensive income | | | 25 | | | | 12 | |
Deficit | | | (965 | ) | | | (801 | ) |
| | | | | | | | |
Total equity of Host Hotels & Resorts, Inc. stockholders | | | 6,303 | | | | 6,189 | |
Non-controlling interests—other consolidated partnerships | | | 29 | | | | 22 | |
| | | | | | | | |
Total equity | | | 6,332 | | | | 6,211 | |
| | | | | | | | |
Total liabilities, non-controlling interests and equity | | $ | 12,411 | | | $ | 12,555 | |
| | | | | | | | |
See Notes to Consolidated Financial Statements.
2
HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
Years Ended December 31, 2010, 2009 and 2008
(in millions, except per common share amounts)
| | | | | | | | | | | | |
| | 2010 | | | 2009 | | | 2008 | |
REVENUES | | | | | | | | | | | | |
Rooms | | $ | 2,661 | | | $ | 2,484 | | | $ | 3,098 | |
Food and beverage | | | 1,291 | | | | 1,234 | | | | 1,545 | |
Other | | | 277 | | | | 310 | | | | 346 | |
| | | | | | | | | | | | |
Total revenues for owned hotels | | | 4,229 | | | | 4,028 | | | | 4,989 | |
Other revenues | | | 199 | | | | 107 | | | | 119 | |
| | | | | | | | | | | | |
Total revenues | | | 4,428 | | | | 4,135 | | | | 5,108 | |
| | | | | | | | | | | | |
EXPENSES | | | | | | | | | | | | |
Rooms | | | 734 | | | | 681 | | | | 760 | |
Food and beverage | | | 965 | | | | 933 | | | | 1,130 | |
Other departmental and support expenses | | | 1,151 | | | | 1,099 | | | | 1,248 | |
Management fees | | | 171 | | | | 158 | | | | 241 | |
Other property-level expenses | | | 488 | | | | 386 | | | | 384 | |
Depreciation and amortization | | | 591 | | | | 613 | | | | 553 | |
Corporate and other expenses | | | 108 | | | | 116 | | | | 58 | |
Gain on insurance settlement | | | (3 | ) | | | — | | | | (7 | ) |
| | | | | | | | | | | | |
Total operating costs and expenses | | | 4,205 | | | | 3,986 | | | | 4,367 | |
| | | | | | | | | | | | |
OPERATING PROFIT | | | 223 | | | | 149 | | | | 741 | |
Interest income | | | 8 | | | | 7 | | | | 20 | |
Interest expense | | | (384 | ) | | | (379 | ) | | | (375 | ) |
Net gains on property transactions and other | | | 1 | | | | 14 | | | | 2 | |
Gain (loss) on foreign currency transactions and derivatives | | | (6 | ) | | | 5 | | | | 1 | |
Equity in losses of affiliates | | | (1 | ) | | | (32 | ) | | | (10 | ) |
| | | | | | | | | | | | |
INCOME (LOSS) BEFORE INCOME TAXES | | | (159 | ) | | | (236 | ) | | | 379 | |
Benefit for income taxes | | | 31 | | | | 39 | | | | 3 | |
| | | | | | | | | | | | |
INCOME (LOSS) FROM CONTINUING OPERATIONS | | | (128 | ) | | | (197 | ) | | | 382 | |
Income (loss) from discontinued operations, net of tax | | | (4 | ) | | | (61 | ) | | | 32 | |
| | | | | | | | | | | | |
NET INCOME (LOSS) | | | (132 | ) | | | (258 | ) | | | 414 | |
Less: Net (income) loss attributable to non-controlling interests | | | 2 | | | | 6 | | | | (19 | ) |
| | | | | | | | | | | | |
NET INCOME (LOSS) ATTRIBUTABLE TO HOST HOTELS & RESORTS, INC. | | | (130 | ) | | | (252 | ) | | | 395 | |
Less: Dividends on preferred stock | | | (4 | ) | | | (9 | ) | | | (9 | ) |
Issuance costs of redeemed preferred stock | | | (4 | ) | | | — | | | | — | |
| | | | | | | | | | | | |
NET INCOME (LOSS) AVAILABLE TO COMMON STOCKHOLDERS | | $ | (138 | ) | | $ | (261 | ) | | $ | 386 | |
| | | | | | | | | | | | |
Basic earnings (loss) per common share: | | | | | | | | | | | | |
Continuing operations | | $ | (.20 | ) | | $ | (.34 | ) | | $ | .68 | |
Discontinued operations | | | (.01 | ) | | | (.11 | ) | | | .06 | |
| | | | | | | | | | | | |
Basic earnings (loss) per common share | | $ | (.21 | ) | | $ | (.45 | ) | | $ | .74 | |
| | | | | | | | | | | | |
Diluted earnings (loss) per common share: | | | | | | | | | | | | |
Continuing operations | | $ | (.20 | ) | | $ | (.34 | ) | | $ | .66 | |
Discontinued operations | | | (.01 | ) | | | (.11 | ) | | | .06 | |
| | | | | | | | | | | | |
Diluted earnings (loss) per common share | | $ | (.21 | ) | | $ | (.45 | ) | | $ | .72 | |
| | | | | | | | | | | | |
See Notes to Consolidated Financial Statements.
3
HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EQUITY
AND COMPREHENSIVE INCOME (LOSS)
Years Ended December 31, 2010, 2009 and 2008
(in millions)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | Preferred Stock | | | Common Stock | | | Additional Paid-in Capital | | | Retained Earnings (Deficit) | | | Accumulated Other Comprehensive Income | | | Non-controlling Interests of Consolidated Partnerships | | | Non-controlling Interests of Host Hotels & Resorts, L.P | | | Comprehensive Income (loss) | |
Shares Outstanding | | | | | | | | | | | |
Preferred | | | Common | | | | | | | | | | | |
| 4.0 | | | | 522.6 | | | Balance, December 31, 2007 | | | 97 | | | | 5 | | | | 5,713 | | | | (433 | ) | | | 44 | | | | 28 | | | | 312 | | | | | |
| — | | | | — | | | Net income | | | — | | | | — | | | | — | | | | 395 | | | | — | | | | 3 | | | | 16 | | | $ | 414 | |
| — | | | | — | | | Issuance of common OP units | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 93 | | | | | |
| — | | | | 8.8 | | | Redemptions of limited partner interests for common stock | | | — | | | | — | | | | 92 | | | | — | | | | — | | | | — | | | | (92 | ) | | | | |
| — | | | | — | | | Other changes in ownership | | | — | | | | — | | | | 156 | | | | — | | | | — | | | | — | | | | (156 | ) | | | | |
| — | | | | — | | | Other comprehensive income (loss): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| — | | | | — | | | Foreign currency translation and other comprehensive income of unconsolidated affiliates | | | — | | | | — | | | | — | | | | — | | | | (45 | ) | | | — | | | | (1 | ) | | | (46 | ) |
| — | | | | — | | | Change in fair value of derivative instruments | | | — | | | | — | | | | — | | | | — | | | | 6 | | | | — | | | | — | | | | 6 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| — | | | | — | | | Comprehensive income (loss) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 374 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| — | | | | 0.4 | | | Comprehensive stock and employee stock purchase plans | | | — | | | | — | | | | 7 | | | | — | | | | — | | | | — | | | | — | | | | | |
| — | | | | — | | | Common stock dividends paid in cash | | | — | | | | — | | | | — | | | | (338 | ) | | | — | | | | — | | | | — | | | | | |
| — | | | | — | | | Dividends on preferred stock | | | — | | | | — | | | | — | | | | (9 | ) | | | — | | | | — | | | | | | | | | |
| — | | | | — | | | Distributions to non-controlling interests of consolidated partnerships | | | — | | | | — | | | | — | | | | — | | | | — | | | | (7 | ) | | | (14 | ) | | | | |
| — | | | | (6.5 | ) | | Repurchase of common stock | | | — | | | | — | | | | (100 | ) | | | — | | | | — | | | | — | | | | — | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 4.0 | | | | 525.3 | | | Balance, December 31, 2008 | | $ | 97 | | | $ | 5 | | | $ | 5,868 | | | $ | (385 | ) | | $ | 5 | | | $ | 24 | | | $ | 158 | | | | | |
| — | | | | — | | | Net loss | | | — | | | | — | | | | — | | | | (252 | ) | | | — | | | | (1 | ) | | | (5 | ) | | $ | (258 | ) |
| — | | | | — | | | Unrealized loss on common stock | | | — | | | | — | | | | — | | | | — | | | | (4 | ) | | | — | | | | — | | | | (4 | ) |
| — | | | | — | | | Other changes in ownership | | | — | | | | — | | | | (19 | ) | | | — | | | | — | | | | — | | | | 19 | | | | | |
| — | | | | — | | | Other comprehensive income (loss): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| — | | | | — | | | Foreign currency translation and other comprehensive income of unconsolidated affiliates | | | — | | | | — | | | | — | | | | — | | | | 15 | | | | — | | | | — | | | | 15 | |
| — | | | | — | | | Change in fair value of derivative instruments | | | — | | | | — | | | | — | | | | — | | | | (4 | ) | | | — | | | | — | | | | (4 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| — | | | | — | | | Comprehensive income (loss) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | (251 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| — | | | | 103.8 | | | Common stock issuances | | | — | | | | 1 | | | | 766 | | | | — | | | | — | | | | — | | | | — | | | | | |
| — | | | | .4 | | | Comprehensive stock and employee stock purchase plans | | | — | | | | — | | | | 6 | | | | — | | | | — | | | | — | | | | — | | | | | |
| — | | | | — | | | Common stock dividends paid in cash | | | — | | | | — | | | | — | | | | (16 | ) | | | — | | | | — | | | | — | | | | | |
| — | | | | 13.4 | | | Common stock dividends paid in shares | | | — | | | | — | | | | 139 | | | | (139 | ) | | | — | | | | — | | | | — | | | | | |
| — | | | | — | | | Dividends on preferred stock | | | — | | | | — | | | | — | | | | (9 | ) | | | — | | | | — | | | | — | | | | | |
| — | | | | — | | | Issuance of 2009 Exchangeable Senior Debentures | | | — | | | | — | | | | 82 | | | | — | | | | — | | | | — | | | | — | | | | | |
| — | | | | 3.4 | | | Redemptions of limited partner interests for common stock | | | — | | | | — | | | | 33 | | | | — | | | | — | | | | — | | | | (33 | ) | | | | |
| — | | | | — | | | Contributions from non- controlling interests of consolidated partnerships | | | — | | | | — | | | | — | | | | — | | | | — | | | | 1 | | | | — | | | | | |
| — | | | | — | | | Distributions to non-controlling interests of consolidated partnerships | | | — | | | | — | | | | — | | | | — | | | | — | | | | (2 | ) | | | — | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 4.0 | | | | 646.3 | | | Balance, December 31, 2009 | | $ | 97 | | | $ | 6 | | | $ | 6,875 | | | $ | (801 | ) | | $ | 12 | | | $ | 22 | | | $ | 139 | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
See Notes to Consolidated Financial Statements.
4
HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EQUITY
AND COMPREHENSIVE INCOME (LOSS) (continued)
Years Ended December 31, 2010, 2009 and 2008
(in millions)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Shares Outstanding | | | | | Preferred Stock | | | Common Stock | | | Additional Paid-in Capital | | | Retained Earnings (Deficit) | | | Accumulated Other Comprehensive Income | | | Non-controlling Interests of Consolidated Partnerships | | | Non-controlling Interests of Host Hotels & Resorts, L.P | | | Comprehensive Income (loss) | |
Preferred | | | Common | | | | | | | | | | |
| 4.0 | | | | 646.3 | | | Balance, December 31, 2009 | | $ | 97 | | | $ | 6 | | | $ | 6,875 | | | $ | (801 | ) | | $ | 12 | | | $ | 22 | | | $ | 139 | | | | | |
| — | | | | — | | | Net loss | | | — | | | | — | | | | — | | | | (130 | ) | | | — | | | | — | | | | (2 | ) | | $ | (132 | ) |
| — | | | | — | | | Other changes in ownership | | | — | | | | — | | | | (69 | ) | | | — | | | | — | | | | — | | | | 69 | | | | | |
| — | | | | — | | | Other comprehensive income (loss): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| — | | | | — | | | Foreign currency translation and other comprehensive income of unconsolidated affiliates | | | — | | | | — | | | | — | | | | — | | | | 8 | | | | — | | | | | | | | 8 | |
| — | | | | — | | | Change in fair value of derivative instruments | | | — | | | | — | | | | — | | | | — | | | | 5 | | | | — | | | | — | | | | 5 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| — | | | | — | | | Comprehensive income | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | (119 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| — | | | | 26.9 | | | Common stock issuances | | | — | | | | 1 | | | | 405 | | | | — | | | | — | | | | — | | | | — | | | | | |
| — | | | | 1.2 | | | Comprehensive stock and employee stock purchase plans | | | — | | | | — | | | | 10 | | | | — | | | | — | | | | — | | | | — | | | | | |
| — | | | | — | | | Common stock dividends paid in cash | | | — | | | | — | | | | — | | | | (26 | ) | | | — | | | | — | | | | — | | | | | |
| — | | | | — | | | Dividends on preferred stock | | | — | | | | — | | | | — | | | | (4 | ) | | | — | | | | — | | | | — | | | | | |
| (4.0) | | | | — | | | Redemption of preferred stock | | | (97 | ) | | | — | | | | — | | | | (4 | ) | | | — | | | | — | | | | — | | | | | |
| — | | | | 1.2 | | | Redemptions of limited partner interests for common stock | | | — | | | | — | | | | 15 | | | | — | | | | — | | | | — | | | | (15 | ) | | | | |
| — | | | | — | | | Contributions from non- controlling interests of consolidated partnerships | | | — | | | | — | | | | — | | | | — | | | | — | | | | 11 | | | | — | | | | | |
| — | | | | — | | | Distributions to non-controlling interests of consolidated partnerships | | | — | | | | — | | | | — | | | | — | | | | — | | | | (4 | ) | | | — | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| — | | | | 675.6 | | | Balance, December 31, 2010 | | $ | — | | | $ | 7 | | | $ | 7,236 | | | $ | (965 | ) | | $ | 25 | | | $ | 29 | | | $ | 191 | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
See Notes to Consolidated Financial Statements.
5
HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Years Ended December 31, 2010, 2009 and 2008
(in millions)
| | | | | | | | | | | | |
| | 2010 | | | 2009 | | | 2008 | |
OPERATING ACTIVITIES | | | | | | | | | | | | |
Net income (loss) | | $ | (132 | ) | | $ | (258 | ) | | $ | 414 | |
Adjustments to reconcile to cash provided by operations: | | | | | | | | | | | | |
Discontinued operations: | | | | | | | | | | | | |
(Gain) loss on dispositions | | | 2 | | | | (26 | ) | | | (24 | ) |
Depreciation | | | 2 | | | | 90 | | | | 29 | |
Depreciation and amortization | | | 591 | | | | 613 | | | | 553 | |
Amortization of deferred financing costs | | | 12 | | | | 14 | | | | 12 | |
Amortization of debt premiums/discounts, net | | | 31 | | | | 31 | | | | 33 | |
Deferred income taxes | | | (36 | ) | | | (38 | ) | | | (8 | ) |
Net gains on property transactions and other | | | (1 | ) | | | (14 | ) | | | (2 | ) |
(Gain) loss on foreign currency transactions and derivatives | | | 6 | | | | (5 | ) | | | (1 | ) |
Non-cash loss (gain) on extinguishment of debt | | | 1 | | | | (5 | ) | | | (14 | ) |
Equity in (earnings) losses of affiliates | | | 1 | | | | 32 | | | | 10 | |
Distributions from equity investments | | | 2 | | | | 1 | | | | 3 | |
Change in due from managers | | | (9 | ) | | | 34 | | | | 41 | |
Change in restricted cash for operating activities | | | (25 | ) | | | — | | | | — | |
Changes in other assets | | | 44 | | | | (12 | ) | | | — | |
Changes in other liabilities | | | 31 | | | | 95 | | | | (26 | ) |
| | | | | | | | | | | | |
Cash provided by operating activities | | | 520 | | | | 552 | | | | 1,020 | |
| | | | | | | | | | | | |
INVESTING ACTIVITIES | | | | | | | | | | | | |
Proceeds from sales of assets, net | | | 12 | | | | 199 | | | | 38 | |
Acquisitions | | | (342 | ) | | | — | | | | — | |
Deposits for acquisitions | | | (38 | ) | | | — | | | | — | |
Proceeds from sale of interest in CBM Joint Venture LLC | | | — | | | | 13 | | | | — | |
Deferred sale proceeds received from HPT | | | 17 | | | | — | | | | — | |
Investment in affiliates | | | (1 | ) | | | (7 | ) | | | (77 | ) |
Return of capital from investments in affiliates | | | — | | | | 39 | | | | — | |
Purchase of mortgage note on portfolio of hotels | | | (53 | ) | | | — | | | | — | |
Capital expenditures: | | | | | | | | | | | | |
Renewals and replacements | | | (195 | ) | | | (164 | ) | | | (374 | ) |
Repositionings and other investments | | | (114 | ) | | | (176 | ) | | | (298 | ) |
Change in furniture, fixtures & equipment (FF&E) replacement fund | | | (17 | ) | | | (6 | ) | | | 3 | |
Change in FF&E replacement funds designated as restricted cash | | | 22 | | | | (14 | ) | | | 6 | |
Property insurance proceeds | | | 3 | | | | — | | | | — | |
Other | | | — | | | | — | | | | (14 | ) |
| | | | | | | | | | | | |
Cash used in investing activities | | | (706 | ) | | | (116 | ) | | | (716 | ) |
| | | | | | | | | | | | |
FINANCING ACTIVITIES | | | | | | | | | | | | |
Financing costs | | | (10 | ) | | | (20 | ) | | | (8 | ) |
Issuances of debt | | | 500 | | | | 906 | | | | 300 | |
Draws on credit facility | | | 56 | | | | — | | | | 410 | |
Repayment on credit facility | | | — | | | | (410 | ) | | | — | |
Repurchase/redemption of senior notes, including exchangeable debentures | | | (821 | ) | | | (139 | ) | | | (82 | ) |
Mortgage debt prepayments and scheduled maturities | | | (364 | ) | | | (342 | ) | | | (245 | ) |
Scheduled principal repayments | | | (13 | ) | | | (14 | ) | | | (16 | ) |
Common stock issuance | | | 406 | | | | 767 | | | | — | |
Common stock repurchase | | | — | | | | — | | | | (100 | ) |
Redemption of preferred stock | | | (101 | ) | | | — | | | | — | |
Dividends on common stock | | | (20 | ) | | | (42 | ) | | | (522 | ) |
Dividends on preferred stock | | | (6 | ) | | | (9 | ) | | | (9 | ) |
Distributions to non-controlling interests | | | (4 | ) | | | (3 | ) | | | (28 | ) |
Contributions from non-controlling interests | | | 11 | | | | — | | | | — | |
Change in restricted cash for financing activities | | | 23 | | | | 4 | | | | 16 | |
| | | | | | | | | | | | |
Cash provided by (used in) financing activities | | | (343 | ) | | | 698 | | | | (284 | ) |
| | | | | | | | | | | | |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | | | (529 | ) | | | 1,134 | | | | 20 | |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | | | 1,642 | | | | 508 | | | | 488 | |
| | | | | | | | | | | | |
CASH AND CASH EQUIVALENTS, END OF YEAR | | $ | 1,113 | | | $ | 1,642 | | | $ | 508 | |
| | | | | | | | | | | | |
See Notes to Consolidated Financial Statements.
6
HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Years Ended December 31, 2010, 2009 and 2008
(in millions)
Supplemental schedule of noncash investing and financing activities:
During 2010, 2009 and 2008, Host Inc. issued approximately 1.2 million, 3.4 million and 8.8 million shares of common stock, respectively, upon the conversion of Host L.P. units, or OP units, held by non-controlling interests valued at $15 million, $18 million and $119 million, respectively.
On September 2, 2010, we acquired a 90% controlling interest in the W New York, Union Square hotel through a consolidated joint venture in which we are the controlling member. In conjunction with the acquisition, the joint venture assumed a $115 million mortgage debt with a fair value of $119 million, and other liabilities of $8.5 million.
On July 22, 2010, we acquired a leasehold interest in the Le Méridien Piccadilly in London, England. In conjunction with the acquisition, we assumed a $51 million (£33 million) mortgage loan and recorded a $58 million (£38 million) capital lease obligation.
On December 18, 2009, Host Inc. issued 13.4 million shares of common stock valued at $140 million to its stockholders as part of its special common dividend.
On March 12, 2008, we acquired the remaining limited partnership interests in Pacific Gateway Ltd., a subsidiary partnership of Host L.P., which owns the San Diego Marriott Hotel and Marina, and other economic rights formerly held by our partners, including the right to receive 1.7% of the hotel’s sales, in exchange for 5,575,540 OP Units. The OP units were valued at $93 million based on the closing stock price on such date of Host Inc. of $16.68.
See Notes to Consolidated Financial Statements.
7