Host Hotels & Resorts Recommends that Holders of Operating

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BETHESDA, Md., Sept. 14, 2022 (GLOBE NEWSWIRE) — Host Hotels & Resorts, Inc. (NASDAQ: HST) (the “Company”) has discovered that MacKenzie Capital Management, LP (“Purchaser”) made an unsolicited “mini-tender” supply for as much as 100,000 working partnership items (“OP Units”) of Host Hotels & Resorts, L.P. (“Host L.P.”) at a value of $13.00 per OP Unit much less money distributions made by Host L.P. after July 15, 2022 (the “MacKenzie Offer”). This follows a number of earlier “mini-tender” affords by the Purchaser launched between 2016 and 2021. Neither the Company nor Host L.P. are in any approach related to the MacKenzie Offer, and holders of OP Units are underneath no obligation to take any motion with respect to the MacKenzie Offer.

Mini-tender affords search lower than 5 p.c of an organization’s excellent fairness. This permits the providing firm to keep away from many of the United States Securities and Exchange Commission (the “SEC”) disclosure and procedural necessities for tender affords. The SEC’s steerage to buyers on “mini-tender” affords is accessible at www.sec.gov/reportspubs/investor-publications/investorpubsminitendhtm.html. This steerage advises that mini-tender affords “have been increasingly used to catch investors off guard” and that buyers “may end up selling their securities at below-market prices.”

After cautious analysis of the MacKenzie Offer, the Company and Host L.P. suggest that the holders of OP Units reject this unsolicited supply. In making this advice, the Company primarily thought-about that the supply value within the MacKenzie Offer is under the $17.88 per share closing inventory value of the Company’s widespread inventory on September 13, 2022. Although there isn’t a buying and selling marketplace for the OP Units themselves, at any time holders of OP Units could request that the Company redeem their OP Units and the Company will situation 1.021494 shares of the Company’s widespread inventory in change for every OP Unit, which shares could then be bought. Based on the closing value of the Company’s widespread inventory on September 13, 2022 of $17.88, an OP Unitholder would obtain shares with a market worth of roughly $18.26 in comparison with the money MacKenzie Offer of $13.00.

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The Purchaser has made many comparable unsolicited mini-tender affords for fairness of different corporations and a number of earlier unsolicited mini-tender affords to holders of Host L.P. items at an analogous low cost to present market worth. Like its different affords, this supply places particular person buyers in danger as a result of they could not understand they’re promoting their OP Units at a reduction. The Company urges buyers to get present quotes for the Company’s widespread inventory for which their OP Units could also be redeemed, seek the advice of their monetary and tax advisors and train warning with respect to the MacKenzie Offer. The Company recommends that OP Unitholders who haven’t responded to the Purchaser’s supply take no motion. The Company encourages brokers and sellers, in addition to different market members, to assessment the SEC’s letter concerning broker-dealer mini-tender supply dissemination and disclosure at:
www.sec.gov/divisions/marketreg/minitenders/sia072401.htm.

Holders of OP Units ought to seek the advice of with their private monetary advisor or different authorized, tax or funding skilled(s) concerning any questions they could have.  

The Company requests that dealer sellers, and different market members, embrace a duplicate of this press launch with all distributions to their purchasers of supplies associated to the MacKenzie Offer.

About Host Hotels & Resorts

Host Hotels & Resorts, Inc. is an S&P 500 firm and is the most important lodging actual property funding belief and one of the most important house owners of luxurious and upper-upscale motels. The Company at present owns 73 properties in the United States and 5 properties internationally totaling roughly 42,300 rooms. The Company additionally holds non-controlling pursuits in seven home and one worldwide joint ventures.

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SOURAV GHOSH JAIME MARCUS
Chief Financial Officer Investor Relations
(240) 744-5267 (240) 744-5117
  ir@hosthotels.com



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