0000899243-16-010900.txt : 20160105
0000899243-16-010900.hdr.sgml : 20160105
20160105180354
ACCESSION NUMBER: 0000899243-16-010900
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20151231
FILED AS OF DATE: 20160105
DATE AS OF CHANGE: 20160105
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HPP BREP VI.TE.2 HOLDCO A LLC
CENTRAL INDEX KEY: 0001661630
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34789
FILM NUMBER: 161324260
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HPP BREP VI.TE.1 HOLDCO B LLC
CENTRAL INDEX KEY: 0001661616
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34789
FILM NUMBER: 161324261
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HPP BREP VI.TE.1 HOLDCO A LLC
CENTRAL INDEX KEY: 0001661631
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34789
FILM NUMBER: 161324262
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HPP BREP VI HOLDCO A LLC
CENTRAL INDEX KEY: 0001661634
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34789
FILM NUMBER: 161324264
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HPP BFREP VI SMD HOLDCO A LLC
CENTRAL INDEX KEY: 0001661633
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34789
FILM NUMBER: 161324266
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HPP BRE HOLDINGS VI HOLDCO B LLC
CENTRAL INDEX KEY: 0001661617
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34789
FILM NUMBER: 161324267
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HPP BRE HOLDINGS VI HOLDCO A LLC
CENTRAL INDEX KEY: 0001661632
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34789
FILM NUMBER: 161324268
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HPP BREP VI.TE.2 HOLDCO B LLC
CENTRAL INDEX KEY: 0001661615
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34789
FILM NUMBER: 161324259
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HPP BREP VI HOLDCO B LLC
CENTRAL INDEX KEY: 0001661619
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34789
FILM NUMBER: 161324263
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Hudson Pacific Properties, Inc.
CENTRAL INDEX KEY: 0001482512
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500]
IRS NUMBER: 271430478
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 11601 WILSHIRE BLVD.
STREET 2: SUITE 1600
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
BUSINESS PHONE: (310) 445-5700
MAIL ADDRESS:
STREET 1: 11601 WILSHIRE BLVD.
STREET 2: SUITE 1600
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HPP BFREP VI SMD HOLDCO B LLC
CENTRAL INDEX KEY: 0001661618
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34789
FILM NUMBER: 161324265
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10154
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2015-12-31
0
0001482512
Hudson Pacific Properties, Inc.
HPP
0001661632
HPP BRE HOLDINGS VI HOLDCO A LLC
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001661617
HPP BRE HOLDINGS VI HOLDCO B LLC
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001661633
HPP BFREP VI SMD HOLDCO A LLC
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK,
NY
10154
0
0
1
0
0001661618
HPP BFREP VI SMD HOLDCO B LLC
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001661634
HPP BREP VI HOLDCO A LLC
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001661619
HPP BREP VI HOLDCO B LLC
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001661631
HPP BREP VI.TE.1 HOLDCO A LLC
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001661616
HPP BREP VI.TE.1 HOLDCO B LLC
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001661630
HPP BREP VI.TE.2 HOLDCO A LLC
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001661615
HPP BREP VI.TE.2 HOLDCO B LLC
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
Common Stock
1913567
I
See Footnotes
Common Stock
669716
I
See Footnotes
Common Stock
1720620
I
See Footnotes
Common Stock
470476
I
See Footnotes
Common Stock
192760
I
See Footnotes
Common Stock
1335362
I
See Footnotes
Common Stock
388898
I
See Footnotes
Common Stock
815338
I
See Footnotes
Common Stock
661829
I
See Footnotes
Common Stock
4120
I
See Footnotes
Common Stock
23584
I
See Footnotes
Common Stock
80675
I
See Footnotes
Common Units
Common Units
5426289
I
See Footnotes
Common Units
Common Units
1899111
I
See Footnotes
Common Units
Common Units
4879148
I
See Footnotes
Common Units
Common Units
1334127
I
See Footnotes
Common Units
Common Units
546960
I
See Footnotes
Common Units
Common Units
3782328
I
See Footnotes
Common Units
Common Units
1101527
I
See Footnotes
Common Units
Common Units
2309392
I
See Footnotes
Common Units
Common Units
1874587
I
See Footnotes
Common Units
Common Units
11671
I
See Footnotes
Common Units
Common Units
66799
I
See Footnotes
Common Units
Common Units
228507
I
See Footnotes
Common Units
Common Units
6740703
I
See Footnotes
Common Units
Common Units
2359132
I
See Footnotes
Common Units
Common Units
6061030
I
See Footnotes
Common Units
Common Units
1657293
I
See Footnotes
Common Units
Common Units
678659
I
See Footnotes
Common Units
Common Units
4708277
I
See Footnotes
Common Units
Common Units
1371192
I
See Footnotes
Common Units
Common Units
2874753
I
See Footnotes
Common Units
Common Units
2333504
I
See Footnotes
Common Units
Common Units
14528
I
See Footnotes
Common Units
Common Units
83152
I
See Footnotes
Common Units
Common Units
284449
I
See Footnotes
Pursuant to a reorganization, each of Blackstone Real Estate Partners V L.P., Blackstone Real Estate Partners V.TE.1 L.P., Blackstone Real Estate Partners V.TE.2 L.P., Blackstone Real Estate Partners V.F L.P., Blackstone Real Estate Holdings V L.P., Blackstone Real Estate Partners VI L.P., Blackstone Real Estate Partners VI.TE.1 L.P., Blackstone Real Estate Partners VI.TE.2 L.P., Blackstone Real Estate Partners VI (AV) L.P., Blackstone Real Estate Partners (AIV) VI L.P., Blackstone Real Estate Holdings VI L.P., and Blackstone Family Real Estate Partnership VI - SMD L.P. contributed all the shares of Issuer common stock (the "Common Stock") and common units of Hudson Pacific Properties, L.P. ("OP Units") previously held directly by it to its wholly-owned subsidiaries described herein.
Reflects securities of the issuer held directly by HPP BREP V Holdco A LLC. HPP BREP V Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V L.P. These securities were previously held directly by Blackstone Real Estate Partners V L.P.
Reflects securities of the issuer held directly by HPP BREP V.TE.1 Holdco A LLC. HPP BREP V.TE.1 Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V.TE.1 L.P. These securities were previously held directly by Blackstone Real Estate Partners V.TE.1 L.P.
Reflects securities of the issuer held directly by HPP BREP V.TE.2 Holdco A LLC. HPP BREP V.TE.2 Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V.TE.2 L.P. These securities were previously held directly by Blackstone Real Estate Partners V.TE.2 L.P.
Reflects securities of the issuer held directly by HPP BREP V.F Holdco A LLC. HPP BREP V.F Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V.F L.P. These securities were previously held directly by Blackstone Real Estate Partners V.F L.P.
Reflects securities of the issuer held directly by HPP BRE Holdings V Holdco A LLC. HPP BRE Holdings V Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Holdings V L.P. These securities were previously held directly by Blackstone Real Estate Holdings V L.P.
Reflects securities of the issuer held directly by HPP BREP VI Holdco A LLC. HPP BREP VI Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI L.P. These securities were previously held directly by Blackstone Real Estate Partners VI L.P.
Reflects securities of the issuer held directly by HPP BREP VI.TE.1 Holdco A LLC. HPP BREP VI.TE.1 Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI.TE.1 L.P. These securities were previously held directly by Blackstone Real Estate Partners VI.TE.1 L.P.
Reflects securities of the issuer held directly by HPP BREP VI.TE.2 Holdco A LLC. HPP BREP VI.TE.2 Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI.TE.2 L.P. These securities were previously held directly by Blackstone Real Estate Partners VI.TE.2 L.P.
Reflects securities of the issuer held directly by HPP BREP VI AV Holdco A LLC. HPP BREP VI AV Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI (AV) L.P. These securities were previously held directly by Blackstone Real Estate Partners VI (AV) L.P.
Reflects securities of the issuer held directly by HPP BREP (AIV) VI Holdco A LLC. HPP BREP (AIV) VI Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners (AIV) VI L.P. These securities were previously held directly by Blackstone Real Estate Partners (AIV) VI L.P.
Reflects securities of the issuer held directly by HPP BRE Holdings VI Holdco A LLC. HPP BRE Holdings VI Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Holdings VI L.P. These securities were previously held directly by Blackstone Real Estate Holdings VI L.P.
Reflects securities of the issuer held directly by HPP BFREP VI SMD Holdco A LLC. HPP BFREP VI SMD Holdco A LLC is a wholly-owned subsidiary of Blackstone Family Real Estate Partnership VI - SMD L.P. These securities were previously held directly by Blackstone Family Real Estate Partnership VI - SMD L.P.
Pursuant to the terms of the Third Amended and Restated Limited Partnership Agreement of Hudson Pacific Properties, L.P., and subject to certain requirements and restrictions, the common units of Hudson Pacific Properties, L.P. are redeemable for shares of common stock of the issuer, on a one-for-one basis or, at the option of the issuer, for cash.
Reflects securities of the issuer held directly by HPP BREP V Holdco B LLC. HPP BREP V Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V L.P. These securities were previously held directly by Blackstone Real Estate Partners V L.P.
Reflects securities of the issuer held directly by HPP BREP V.TE.1 Holdco B LLC. HPP BREP V.TE.1 Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V.TE.1 L.P. These securities were previously held directly by Blackstone Real Estate Partners V.TE.1 L.P.
Reflects securities of the issuer held directly by HPP BREP V.TE.2 Holdco B LLC. HPP BREP V.TE.2 Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V.TE.2 L.P. These securities were previously held directly by Blackstone Real Estate Partners V.TE.2 L.P.
Reflects securities of the issuer held directly by HPP BREP V.F Holdco B LLC. HPP BREP V.F Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V.F L.P. These securities were previously held directly by Blackstone Real Estate Partners V.F L.P.
Reflects securities of the issuer held directly by HPP BRE Holdings V Holdco B LLC. HPP BRE Holdings V Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Holdings V L.P. These securities were previously held directly by Blackstone Real Estate Holdings V L.P.
Reflects securities of the issuer held directly by HPP BREP VI Holdco B LLC. HPP BREP VI Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI L.P. These securities were previously held directly by Blackstone Real Estate Partners VI L.P.
Reflects securities of the issuer held directly by HPP BREP VI.TE.1 Holdco B LLC. HPP BREP VI.TE.1 Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI.TE.1 L.P. These securities were previously held directly by Blackstone Real Estate Partners VI.TE.1 L.P.
Reflects securities of the issuer held directly by HPP BREP VI.TE.2 Holdco B LLC. HPP BREP VI.TE.2 Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI.TE.2 L.P. These securities were previously held directly by Blackstone Real Estate Partners VI.TE.2 L.P.
Reflects securities of the issuer held directly by HPP BREP VI AV Holdco B LLC. HPP BREP VI AV Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI (AV) L.P. These securities were previously held directly by Blackstone Real Estate Partners VI (AV) L.P.
Reflects securities of the issuer held directly by HPP BREP (AIV) VI Holdco B LLC. HPP BREP (AIV) VI Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners (AIV) VI L.P. These securities were previously held directly by Blackstone Real Estate Partners (AIV) VI L.P.
Reflects securities of the issuer held directly by HPP BRE Holdings VI Holdco B LLC. HPP BRE Holdings VI Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Holdings VI L.P. These securities were previously held directly by Blackstone Real Estate Holdings VI L.P.
Reflects securities of the issuer held directly by HPP BFREP VI SMD Holdco B LLC. HPP BFREP VI SMD Holdco B LLC is a wholly-owned subsidiary of Blackstone Family Real Estate Partnership VI - SMD L.P. These securities were previously held directly by Blackstone Family Real Estate Partnership VI - SMD L.P.
The general partner of each of Blackstone Real Estate Partners V L.P., Blackstone Real Estate Partners V.TE.1 L.P., Blackstone Real Estate Partners V.TE.2 L.P. and Blackstone Real Estate Partners V.F L.P. is Blackstone Real Estate Associates V L.P. The general partner of Blackstone Real Estate Associates V L.P. is BREA V L.L.C. The general partner of Blackstone Real Estate Holdings V L.P. is BREP V Side-by-Side GP L.L.C. The sole member of BREP V Side-by-Side GP L.L.C., and the managing member of BREA V L.L.C., is Blackstone Holdings II L.P. The general partner of Blackstone Holdings II L.P. is Blackstone Holdings I/II GP Inc. The sole shareholder of Blackstone Holdings I/II GP Inc. is The Blackstone Group L.P.
The general partner of each of Blackstone Real Estate Partners VI L.P., Blackstone Real Estate Partners VI.TE.1 L.P., Blackstone Real Estate Partners VI.TE.2 L.P., Blackstone Real Estate Partners VI (AV) L.P. and Blackstone Real Estate Partners (AIV) VI L.P. is Blackstone Real Estate Associates VI L.P. The general partner of Blackstone Real Estate Associates VI L.P. is BREA VI L.L.C. The general partner of Blackstone Real Estate Holdings VI L.P. is BREP VI Side-by-Side GP L.L.C. The sole member of BREP VI Side-by-Side GP L.L.C., and the managing member of BREA VI L.L.C., is Blackstone Holdings III L.P. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group L.P.
The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
The general partner of Blackstone Family Real Estate Partnership VI - SMD L.P. is Blackstone Family GP L.L.C., which is in turn, wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 3.
Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. The filing of this Form 3 shall not be deemed an admission that the Reporting Persons are subject to Section 16 of the Act.
HPP BRE HOLDINGS VI HOLDCO A LLC, By: /s/ Michael Lascher, Name: Michael Lascher, Title: Managing Director
2016-01-05
HPP BRE HOLDINGS VI HOLDCO B LLC, By: /s/ Michael Lascher, Name: Michael Lascher, Title: Managing Director
2016-01-05
HPP BFREP VI SMD HOLDCO A LLC, By: /s/ Michael Lascher, Name: Michael Lascher, Title: Managing Director
2016-01-05
HPP BFREP VI SMD HOLDCO B LLC, By: /s/ Michael Lascher, Name: Michael Lascher, Title: Managing Director
2016-01-05
HPP BREP VI HOLDCO A LLC, By: /s/ Michael Lascher, Name: Michael Lascher, Title: Managing Director
2016-01-05
HPP BREP VI HOLDCO B LLC, By: /s/ Michael Lascher, Name: Michael Lascher, Title: Managing Director
2016-01-05
HPP BREP VI.TE.1 HOLDCO A LLC, By: /s/ Michael Lascher, Name: Michael Lascher, Title: Managing Director
2016-01-05
HPP BREP VI.TE.1 HOLDCO B LLC, By: /s/ Michael Lascher, Name: Michael Lascher, Title: Managing Director
2016-01-05
HPP BREP VI.TE.2 HOLDCO A LLC, By: /s/ Michael Lascher, Name: Michael Lascher, Title: Managing Director
2016-01-05
HPP BREP VI.TE.2 HOLDCO B LLC, By: /s/ Michael Lascher, Name: Michael Lascher, Title: Managing Director
2016-01-05