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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) December 30, 1998
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HOST MARRIOTT, L.P.
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
0-25087 52-2095412
(Commission File Number) (I.R.S. Employer Identification Number)
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
(Former Name or Former Address, if changed since last report.)
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FORM 8-K
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On December 30, 1998, Host Marriott L.P., whose sole general partner and
majority owner is Host Marriott Corporation, acquired ownership of, or
controlling interests in, twelve upscale and luxury full-service hotels and
certain other assets from the Blackstone Group and a series of funds controlled
by Blackstone Real Estate Partner (together, the "Blackstone Entities"). In
exchange for these hotel properties and other assets, which have a transaction
value of approximately $1.5 billion, Host Marriott, L.P. issued approximately 44
million partnership units, assumed debt and made cash payments totaling
approximately $900 million and transferred 1.4 million shares of Crestline
Capital Corporation ("Crestline", NYSE:CLJ), a former subsidiary of Host
Marriott Corporation engaged in the hotel leasing, senior living and asset
management businesses. Host Marriott L.P. expects to issue the Blackstone
Entities approximately 3.7 million additional partnership units in April 1999 to
compensate the Blackstone Entities for the Crestline distribution, although the
exact number of partnership units cannot yet be determined. The Blackstone
portfolio includes the Ritz-Carlton, Amelia Island, the Ritz-Carlton, Boston,
the Hyatt Regency Burlingame at San Francisco Airport, the Hyatt Regency
Cambridge, the Hyatt Regency Reston, Virginia, the Grand Hyatt Atlanta, the Four
Seasons Philadelphia, the Four Seasons Atlanta, the Drake (Swissotel), New York,
the Swissotel Chicago, the Swissotel Boston and the Swissotel Atlanta. As part
of the transaction, Host Marriott, L.P. also acquired certain other assets,
including the first mortgage loan on the Four Seasons Beverly Hills. A 25%
interest in the Swissotel U.S. management company also was acquired and
immediately sold to Crestline.
A director of Host Marriott Corporation, John G. Schreiber, is a limited
partner of Blackstone Real Estate Associates, LP and Blackstone Real Estate
Associates II, LP and as such is deemed to indirectly beneficially own
approximately 34.8 million partnership units of Host Marriott LP.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of business acquired:
It is impracticable for the Registrant to provide the required
financial statements and pro forma financial information at the
time of this filing. The Registrant will file such financial
statements and pro forma financial information by amendment no
later than 60 days after the date this report is filed, as
permitted under Item 7 of Form 8-K.
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, L.P.
By: Host Marriott Corporation,
its General Partner
By: /s/ Donald D. Olinger
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Donald D. Olinger
Senior Vice President and
Corporate Controller
Date: January 14, 1999
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