SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported) March 5, 1997
HOST MARRIOTT CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
1-5664
(Commission File Number)
53-0085950
(I.R.S. Employer Identification Number)
10400 Fernwood Road, Bethesda, Maryland 20817
(Address of Principle Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code (301) 380-9000
(Former Name or Former Address, if changed since last report.)
Item 5. Other Events
On March 5, 1997, the Registrant reported its comprehensive results of
operations for 1996, including revenues, operating profit, net loss and certain
disclosures concerning Earnings Before Interest Expense, Taxes, Depreciation and
Amortization and other non-cash items ("EBITDA"). The Company considers EBITDA
to be an indicative measure of the Company's operating performance due to the
significance of the Company's long-lived assets and because EBITDA can be used
to measure the Company's ability to service debt, fund capital expenditures and
expand its business. EBITDA is used by certain investors to determine the
Company's ability to meet debt service requirements and is used in the senior
notes indenture as part of the tests determining the Company's ability to incur
debt and to make certain restricted payments. Such information should not be
considered as an alternative to net income, operating profit, cash flows from
operations, or any other operating or liquidity performance measure prescribed
by generally accepted accounting principles ("GAAP"). Cash expenditures for
various long-term assets, interest expense and income taxes have been, and will
be, incurred which are not reflected in the EBITDA presentation. On a historical
basis, cash from continuing operations was $205 million and $110 million in 1996
and 1995, respectively. Cash used in investing activities from continuing
operations was $504 million and $156 million in 1996 and 1995, respectively, and
cash from financing activities from continuing operations was $806 million and
$204 million in 1996 and 1995, respectively. The Company's ratio of earnings to
fixed charges was 1.0 to 1.0 in 1996, while the Company's deficiency of earnings
to fixed charges was $70 million in 1995.
The press release is included as an exhibit to this filing.
Item 7. Financial Statements and Exhibits
(c) 99.1 News Release dated March 5, 1997.
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/ Donald D. Olinger
-------------------------
Donald D. Olinger
Senior Vice President and
Corporate Controller
March 6, 1997
2