424B7 1 c24084e424b7.htm 424(B)(7) 424(b)(7)
Prospectus Supplement   Filed Pursuant to Rule 424(b)(7)
(to Prospectus dated May 19, 2011)   Registration No. 333-174341
HOME INNS & HOTELS MANAGEMENT INC.
$184,000,000 Aggregate Principal Amount of
2.00% Convertible Senior Notes due 2015
and
American Depositary Shares Representing Ordinary Shares
Issuable Upon Conversion of the Notes
 
7,200,382 American Depositary Shares Representing
14,400,764 Ordinary Shares
This prospectus supplement supplements information contained in the prospectus dated May 19, 2011 included within the registration statement filed with the Securities and Exchange Commission on May 19, 2011, covering resales by selling securityholders of our 2.00% Convertible Senior Notes due December 15, 2015, or the Notes, and the American Depositary Shares, or ADSs, issuable upon conversion of the Notes, including our ordinary shares, par value $0.005 per share, represented by the ADSs. This prospectus supplement is not complete without, and may not be delivered or utilized except in combination with, the prospectus, including any amendments or supplements thereto. This prospectus supplement is incorporated by reference into the prospectus and should be read in conjunction with the prospectus. The terms of the Notes, the ADSs and the ordinary shares are set forth in the prospectus.
Investing in the Notes involves significant risks. See “Risk Factors” beginning on page 10 of the prospectus.
Neither the Securities Exchange Commission nor any state securities commission nor any other regulatory body has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus supplement. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is November 3, 2011.

 

 

 

SELLING SECURITYHOLDERS
Holders of Notes and ADSs Issued Upon Conversion of Notes
The following information supplements and updates the table of selling securityholders contained on pages 76 through 78 of the prospectus, as such table has been supplemented to date.
The table below sets forth, among other things, the name and address of holders of Notes that may offer such Notes or ADSs issuable upon conversion of the Notes pursuant to this prospectus, the principal amount of the Notes beneficially owned by each such selling securityholder pursuant to this prospectus and the number of ordinary shares into which the Notes owned by each such selling securityholder are convertible, each to the extent known to us as of the date of this prospectus supplement and based upon information provided to us by the selling securityholders on or prior to November 3, 2011. To our knowledge, none of such selling securityholders has, or within the past three years has had, any material relationship with us or any of our predecessors or affiliates.
The selling securityholders listed in the table below may from time to time offer and sell pursuant to this prospectus any and all of the Notes and the ADSs issuable upon conversion of the Notes. Accordingly, no estimate can be given as to the amounts of Notes or number of ordinary shares that will be held by such selling securityholders upon consummation of any sales. In addition, the selling securityholders listed in the table below may have acquired, sold or transferred, in transactions exempt from the registration requirements of the Securities Act, some or all of their Notes since the date as of which the information in the table is presented.
Information about the selling securityholders may change over time, and we may not be made aware of changes in the ownership of our Notes. Any changed information that is provided to us by such selling securityholders will be set forth in additional prospectus supplements to this prospectus.
                                                         
                                                    Percentage  
                    Percentage of                             of Ordinary  
                    Outstanding     Ordinary             Ordinary     Shares  
    Aggregate             Notes     Shares             Shares     Beneficially  
    Principal             Beneficially     Beneficially     Percentage     Beneficially     Owned if  
    Amount of     Percentage of     Owned if All     Owned Upon     of Equity     Owned if All     All  
    Notes     Outstanding     Convertible     Conversion of     Capital     Ordinary     Ordinary  
    Beneficially     Notes     Notes That     the Notes That     Beneficially     Shares That     Shares That  
    Owned That     Beneficially     May Be     May Be     Owned     May Be     May Be  
    May Be     Owned Prior     Offered     Offered for     Prior to     Offered     Offered  
Name and Address of Selling   Offered For     to Any     Hereby are     Resale     Any Resale     Hereby are     Hereby are  
Securityholder   Resale     Resale(1)     Resold(1)     (2)     (2), (3)     Resold     Resold  
 
                                                        
Basso Holdings Ltd. (13)
     1,380,000       *       —       55,906       *       —       —  
 
                                                        
Basso Global Arb Holding Fund Ltd. (13)
     620,000       *       —       25,116       *       —       —  
     
*   Less than one percent.
 
(1)   Assumes US$184,000,000 aggregate principal amount of the Notes outstanding.
 
(2)   Assumes conversion of all of the holder’s Notes at a conversion rate of 20.2560 ADSs per US$1,000 principal amount of Notes (equal to approximately US$49.37 per ADS). This conversion rate is subject to adjustment as described in the prospectus under “Description of the Notes—Conversion of the Notes—Conversion Rate Adjustments” and “Description of the Notes—Conversion of the Notes—Adjustment to Conversion Rate upon Certain Fundamental Changes.” As a result, the number of ordinary shares issuable upon conversion of the Notes may increase or decrease in the future.
 
(3)   Includes ordinary shares, and ordinary shares represented by ADSs, including those issuable upon conversion of the Notes beneficially owned by the selling securityholder, as reflected in the fifth column of this table. In accordance with Rule 13d-3(d)(1) of the Exchange Act, for each person and group included in this table, percentage of equity capital beneficially owned is calculated by dividing the number of shares beneficially owned by such person or group (including ordinary shares issuable upon conversion of Notes held by such person or group) by the sum of (i) 82,046,440, which was the number of ordinary shares outstanding as of March 31, 2011, and (ii) the number of ordinary shares issuable upon conversion of Notes held by such person or group).
 
(13)   Voting power and investing control over the Notes owned by this securityholder are exercised by Howard I. Fisher of Basso GP LLC, the General Partner of Basso Capital Management, L.P. that is the Investment Manager to this securityholder. The address of Basso GP LLC, Basso Capital Management, L.P. and the securityholder is 1266 East Main Street, Stamford, Connecticut 06902.