UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN
STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND
AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
HERSHA HOSPITALITY TRUST
(Name of Issuer)
Class A Common Shares of beneficial interest, US$ 0.01 par value per share
(Title of Class of Securities)
427825104
(CUSIP Number)
Saúl Zang
Juan Manuel Quintana
Carolina Zang
Pablo Vergara del Carril
Zang, Bergel y Viñes Abogados
Florida 537, 18th Floor
Buenos Aires, Argentina
+54(11) 4322-0033
(Name, Address and Telephone Number of Person
authorized to Receive Notices and Communications)
September 4, 2012(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. ?
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to who copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
|
CUSIP No. 427825104
|
Page 2 of 31 Pages
|
||||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Eduardo S. Elsztain
|
||||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(a) ý
|
||||
|
(b) o
|
|||||
|
3.
|
SEC USE ONLY
|
||||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
||||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
||||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Argentina
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
15,400
|
|||
|
8.
|
SHARED VOTING POWER
16,105,630
|
||||
|
9.
|
SOLE DISPOSITIVE POWER
15,400
|
||||
|
10.
|
SHARED DISPOSITIVE POWER
16,105,630
|
||||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
||||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
||||
|
14.
|
TYPE OF REPORTING PERSON
IN
|
||||
|
CUSIP No. 427825104
|
Page 3 of 31 Pages
|
||||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Agroinvestment S.A.
|
||||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(a) ý
|
||||
|
(b) o
|
|||||
|
3.
|
SEC USE ONLY
|
||||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
||||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
||||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Uruguay
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
0
|
|||
|
8.
|
SHARED VOTING POWER
16,121,030
|
||||
|
9.
|
SOLE DISPOSITIVE POWER
0
|
||||
|
10.
|
SHARED DISPOSITIVE POWER
16,121,030
|
||||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
||||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
||||
|
14.
|
TYPE OF REPORTING PERSON
CO
|
||||
|
CUSIP No. 427825104
|
Page 4 of 31 Pages
|
||||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Idalgir S.A.
|
||||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ý
(b) o
|
||||
|
3.
|
SEC USE ONLY
|
||||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
||||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
||||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Uruguay
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
0
|
|||
|
8.
|
SHARED VOTING POWER
16,121,030
|
||||
|
9.
|
SOLE DISPOSITIVE POWER
0
|
||||
|
10.
|
SHARED DISPOSITIVE POWER
16,121,030
|
||||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
||||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
||||
|
14.
|
TYPE OF REPORTING PERSON
CO
|
||||
|
CUSIP No. 427825104
|
Page 5 of 31 Pages
|
||||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
IFIS Limited
|
||||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ý
(b) o
|
||||
|
3.
|
SEC USE ONLY
|
||||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
||||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
||||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
0
|
|||
|
8.
|
SHARED VOTING POWER
16,121,030
|
||||
|
9.
|
SOLE DISPOSITIVE POWER
0
|
||||
|
10.
|
SHARED DISPOSITIVE POWER
16,121,030
|
||||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
||||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
||||
|
14.
|
TYPE OF REPORTING PERSON
CO
|
||||
|
CUSIP No. 427825104
|
Page 6 of 31 Pages
|
||||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Inversiones Financieras del Sur S.A.
|
||||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ý
(b) o
|
||||
|
3.
|
SEC USE ONLY
|
||||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
||||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
||||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Uruguay
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
0
|
|||
|
8.
|
SHARED VOTING POWER
16,121,030
|
||||
|
9.
|
SOLE DISPOSITIVE POWER
0
|
||||
|
10.
|
SHARED DISPOSITIVE POWER
16,121,030
|
||||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
||||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
||||
|
14.
|
TYPE OF REPORTING PERSON
CO
|
||||
|
CUSIP No. 427825104
|
Page 7 of 31 Pages
|
||||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Cresud Sociedad Anónima Comercial Inmobiliaria
Financiera y Agropecuaria
|
||||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ý
(b) o
|
||||
|
3.
|
SEC USE ONLY
|
||||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
||||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
||||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Argentina
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
0
|
|||
|
8.
|
SHARED VOTING POWER
16,121,030
|
||||
|
9.
|
SOLE DISPOSITIVE POWER
0
|
||||
|
10.
|
SHARED DISPOSITIVE POWER
16,121,030
|
||||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
||||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
||||
|
14.
|
TYPE OF REPORTING PERSON
CO
|
||||
|
CUSIP No. 427825104
|
Page 8 of 31 Pages
|
|||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Consultores Venture Capital Limited
|
|||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ý
(b) o
|
|||
|
3.
|
SEC USE ONLY
|
|||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
|||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
|||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
0
|
||
|
8.
|
SHARED VOTING POWER
16,121,030
|
|||
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|||
|
10.
|
SHARED DISPOSITIVE POWER
16,121,030
|
|||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
|||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
|||
|
14.
|
TYPE OF REPORTING PERSON
CO
|
|||
|
CUSIP No. 427825104
|
Page 9 of 31 Pages
|
|||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Consultores Assets Management S.A.
|
|||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ý
(b) o
|
|||
|
3.
|
SEC USE ONLY
|
|||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
|||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
|||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Argentina
|
|||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
0
|
||
|
8.
|
SHARED VOTING POWER
16,121,030
|
|||
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|||
|
10.
|
SHARED DISPOSITIVE POWER
16,121,030
|
|||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
|||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
|||
|
14.
|
TYPE OF REPORTING PERSON
CO
|
|||
|
CUSIP No. 427825104
|
Page 10 of 31 Pages
|
|||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Consultores Venture Capital Uruguay S.A.
|
|||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ý
(b) o
|
|||
|
3.
|
SEC USE ONLY
|
|||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
|||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
|||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Uruguay
|
|||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
0
|
||
|
8.
|
SHARED VOTING POWER
16,121,030
|
|||
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|||
|
10.
|
SHARED DISPOSITIVE POWER
16,121,030
|
|||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
|||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
|||
|
14.
|
TYPE OF REPORTING PERSON
CO
|
|||
|
CUSIP No. 427825104
|
Page 11 of 31 Pages
|
|||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
IRSA Inversiones y Representaciones S.A.
|
|||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ý
(b) o
|
|||
|
3.
|
SEC USE ONLY
|
|||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
|||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
|||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Argentina
|
|||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
0
|
||
|
8.
|
SHARED VOTING POWER
16,121,030
|
|||
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|||
|
10.
|
SHARED DISPOSITIVE POWER
16,121,030
|
|||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
|||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
|||
|
14.
|
TYPE OF REPORTING PERSON
CO
|
|||
|
CUSIP No. 427825104
|
Page 12 of 31 Pages
|
|||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Tyrus S.A.
|
|||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ý
(b) o
|
|||
|
3.
|
SEC USE ONLY
|
|||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
|||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
|||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Uruguay
|
|||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
0
|
||
|
8.
|
SHARED VOTING POWER
16,121,030
|
|||
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|||
|
10.
|
SHARED DISPOSITIVE POWER
16,121,030
|
|||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
|||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
|||
|
14.
|
TYPE OF REPORTING PERSON
CO
|
|||
|
CUSIP No. 427825104
|
Page 13 of 31 Pages
|
|||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Jiwin S.A.
|
|||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ý
(b) o
|
|||
|
3.
|
SEC USE ONLY
|
|||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
|||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
|||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Uruguay
|
|||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
0
|
||
|
8.
|
SHARED VOTING POWER
16,121,030
|
|||
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|||
|
10.
|
SHARED DISPOSITIVE POWER
16,121,030
|
|||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
|||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
|||
|
14.
|
TYPE OF REPORTING PERSON
CO
|
|||
|
CUSIP No. 427825104
|
Page 14 of 31 Pages
|
|||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Real Estate Investment Group L.P.
|
|||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ý
(b) o
|
|||
|
3.
|
SEC USE ONLY
|
|||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
|||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
|||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
|
|||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
0
|
||
|
8.
|
SHARED VOTING POWER
16,121,030
|
|||
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|||
|
10.
|
SHARED DISPOSITIVE POWER
16,121,030
|
|||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
|||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
|||
|
14.
|
TYPE OF REPORTING PERSON
PN
|
|||
|
CUSIP No. 427825104
|
Page 15 of 31 Pages
|
|||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Real Estate Investment Group II L.P.
|
|||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ý
(b) o
|
|||
|
3.
|
SEC USE ONLY
|
|||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
|||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
|||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
|
|||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
0
|
||
|
8.
|
SHARED VOTING POWER
16,121,030
|
|||
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|||
|
10.
|
SHARED DISPOSITIVE POWER
16,121,030
|
|||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
|||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
|||
|
14.
|
TYPE OF REPORTING PERSON
PN
|
|||
|
CUSIP No. 427825104
|
Page 16 of 31 Pages
|
|||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Real Estate Investment Group III L.P.
|
|||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ý
(b) o
|
|||
|
3.
|
SEC USE ONLY
|
|||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
|||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
|||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
|
|||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
0
|
||
|
8.
|
SHARED VOTING POWER
16,121,030
|
|||
|
9.
|
0
|
|||
|
10.
|
SHARED DISPOSITIVE POWER
16,121,030
|
|||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
|||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
|||
|
14.
|
TYPE OF REPORTING PERSON
PN
|
|||
|
CUSIP No. 427825104
|
Page 17 of 31 Pages
|
|||
|
1.
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Real Estate Investment Group IV L.P.
|
|||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ý
(b) o
|
|||
|
3.
|
SEC USE ONLY
|
|||
|
4.
|
SOURCE OF FUNDS
AF - WC
|
|||
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)o
|
|||
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
|
|||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE VOTING POWER
0
|
||
|
8.
|
SHARED VOTING POWER
16,121,030
|
|||
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|||
|
10.
|
SHARED DISPOSITIVE POWER
16,121,030
|
|||
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,121,030
|
|||
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|||
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.12%
|
|||
|
14.
|
TYPE OF REPORTING PERSON
PN
|
|||
|
CUSIP No. 427825104
|
Page 18 of 31 Pages
|
|||
STATEMENT PURSUANT TO RULE 13d-1 OF THE
GENERAL RULES AND REGULATIONS UNDER THE
SECURITIES AND EXCHANGE ACT OF 1934, AS AMENDED
AMENDMENT No. 5 TO SCHEDULE 13D
This Amendment No. 5 Schedule 13D (“Amendment No. 5”) amends and supplements the Schedule 13D initially filed by the Reporting Persons with the SEC on August 14, 2009 (the “Initial Schedule 13D”), the Amendment No. 1 Schedule 13D filed by the Reporting Persons with the SEC on February 8, 2010 (the “Amendment No.1”), the Amendment No. 2 Schedule 13D filed by the Reporting Persons with the SEC on March 19, 2010 (the “Amendment No. 2”), the Amendment No. 3 Schedule 13D filed by the Reporting Persons with the SEC on October 19, 2010 (the “Amendment No. 3”) and the Amendment No. 4 Schedule 13D filed by the Reporting Persons with the SEC on April 11, 2012 (the “Amendment No. 4” and together with the Initial Schedule 13D, the Amendment No. 1, the Amendment No. 2 and the Amendment No. 3 the “Schedule 13D”). Capitalized terms used in this Amendment No. 5 but not defined herein have the meaning given to such terms in the Schedule 13D.
|
CUSIP No. 427825104
|
Page 19 of 31 Pages
|
Item 2. Identity and Background
(a)-(c), (f) This statement is being filed by Eduardo S. Elsztain (“Elsztain”) a citizen of the Republic of Argentina who serves as Chairman of the board of directors of each of the following companies, except for Real Estate Investment Group L.P., Real Estate Investment Group II L.P., Real Estate Investment Group III L.P. and Real Estate Investment Group IV L.P.:
|
(i)
|
IFIS Limited, a limited liability company organized under the laws of Bermuda (“IFIS”);
|
|
(ii)
|
Inversiones Financieras del Sur S.A., a stock corporation organized under the laws of the Republic of Uruguay (“IFISA”);
|
|
(iii)
|
Cresud Sociedad Anónima Comercial, Inmobiliaria, Financiera y Agropecuaria, a stock corporation organized under the laws of the Republic of Argentina (“Cresud”);
|
|
(iv)
|
Consultores Assets Management S.A., a limited liability company organized under the laws of Argentina (“CAM”);
|
|
(v)
|
Consultores Venture Capital Limited, a limited liability company organized under the laws of Cayman Island (“CVC Cayman”);
|
|
(vi)
|
Consultores Venture Capital Uruguay S.A., a limited liability company organized under the laws of the Republic of Uruguay (“CVC Uruguay”);
|
|
(vii)
|
Agroinvestment S.A., a stock corporation organized under the laws of the Republic of Uruguay (“Agroinvestment”);
|
|
(viii)
|
Idalgir SA., a stock corporation organized under the laws of the Republic of Uruguay (“Idalgir”);
|
|
(ix)
|
IRSA Inversiones y Representaciones Sociedad Anónima, a stock corporation organized under the laws of the Republic of Argentina (“IRSA”);
|
|
(x)
|
Tyrus S.A., a stock corporation organized under the laws of the Republic of Uruguay, who serves as general partner of Real Estate Investment Group L.P (“Tyrus”);
|
|
(xi)
|
Jiwin S.A., a stock corporation organized under the laws of the Republic of Uruguay, who serves as general partner of Real Estate Investment Group L.P (“Jiwin”);
|
|
(xii)
|
Real Estate Investment Group L.P., a limited partnership organized under the laws of Bermuda (“REIG”);
|
|
(xiii)
|
Real Estate Investment Group II L.P., a limited partnership organized under the laws of Bermuda (“REIG II”);
|
|
(xiv)
|
Real Estate Investment Group III L.P., a limited partnership organized under the laws of Bermuda (“REIG III”); and
|
|
CUSIP No. 427825104
|
Page 20 of 31 Pages
|
|
(xv)
|
Real Estate Investment Group IV L.P., a limited partnership organized under the laws of Bermuda (“REIG IV”, and together with Elsztain, IFIS, IFISA, Cresud, CAM, CVC Cayman, CVC Uruguay, Agroinvestment, Idalgir, IRSA, Tyrus, Jiwin, REIG, REIG II and REIG III the “Reporting Persons”).
|
Elsztain’s principal offices are located at Bolívar 108, 1st floor, Buenos Aires, Argentina; IFIS’ principal offices are located at Mintflower Place 4th floor, 8 Par-La-Ville Road Hamilton HM 08 Bermuda; IFISA’s principal offices are located at Ruta 8, 17,500, Edificio @1, local 106, CP 91600, Montevideo, Republic of Uruguay; Cresud’s principal offices are located at Moreno 877, 23rd Floor, (C1091AAQ) Ciudad Autónoma de Buenos Aires, Argentina; CAM’s principal offices are located at Bolívar 108, 1st floor, Buenos Aires, Argentina; CVC Cayman’s principal offices are located at 89, Nexus Way, 2nd floor Camana Bay P.O. Box 31106 Grand Cayman, KY1-1205 Cayman Islands; CVC Uruguay’s principal offices are located at Ruta 8, 17,500, Edificio @1, local 106, CP 91600 Montevideo, Republic of Uruguay; Agroinvestment’s principal offices are located at Zabala 1422, 2nd floor, Montevideo, Republic of Uruguay; Idalgir’s principal offices are located at Zabala 1422, 2nd floor, Montevideo, Republic of Uruguay; IRSA’s principal offices are located at Bolívar 108, 1st floor, Buenos Aires, Argentina; Tyrus’ principal offices are located at Colonia 810, Of. 403, CP 11000, Montevideo, Republic of Uruguay; Jiwin’s principal offices are located at Colonia 810, Of. 403, CP 11000, Montevideo, Republic of Uruguay; REIG principal offices are located at Clarendon House, 2 Church Street, Hamilton HM CX, Bermuda; REIG II principal offices are located at Clarendon House, 2 Church Street, Hamilton HM CX, Bermuda; REIG III principal offices are located at Clarendon House, 2 Church Street, Hamilton HM CX, Bermuda and REIG IV principal offices are located at Clarendon House, 2 Church Street, Hamilton HM CX, Bermuda;.
Due to the fact that Mr. Elsztain may be deemed the beneficial owner of each of the Reporting Persons, the Reporting Persons report their direct and indirect ownership of common shares as “shared” voting and dispositive power.
(d) None of the Reporting Persons nor, to their knowledge, any person named in Schedule A hereto, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) within the last five years.
(e) During the last five years, none of the Reporting Persons nor, to their knowledge, any person named in Schedule A hereto, has been a party to any civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which any such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation of such laws.
Item 4. Purpose of Transaction.
On September 4th, 2012 the reporting persons sold Class A Common Shares according to the following: a) REIG sold 885,071 shares and as a result REIG owns 7,241,429 shares, b) REIG II sold 295,023 shares and as a result REIG II owns 3,599,300 shares, c) IRSA sold 819,906 shares and as a result IRSA no longer holds directly shares of HHT. Aside from the forgoing, none of the Reporting Persons nor, to their knowledge, any person named in Schedule A, has any present plans or proposals that relate to or would result in any actions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
|
CUSIP No. 427825104
|
Page 21 of 31 Pages
|
Item 5. Interests in Securities of the Issuer
|
(a)
|
As of September 13th, 2012, the Reporting Persons beneficially owned 16,121,030 Class A common shares of HHT, representing 8.12% of the Class A common shares believed by the Reporting Persons to be outstanding as of such date based on publicly available information. The reported securities may be deemed to be indirectly beneficially owned by the list of entities described on the previous paragraphs except for REIG, REIG II, REIG III and REIG IV whose direct beneficial ownership is listed below.
|
As of September 13, 2012:
|
(i)
|
Elsztain is the Chairman of the Board of Directors of IFIS, IFISA, Cresud, CAM, CVC Uruguay, CVC Cayman, Agroinvestment, Idalgir, IRSA, Tyrus and Jiwin, except for REIG, REIG II, REIG III and REIG IV, companies in which Jiwin (a company wholly owned by IRSA) is the General Partner.
|
|
(ii)
|
Elsztain is the beneficial owner of 35.29 % of IFIS, including: (a) 13.26% owned indirectly through Agroinvestment, (b) 5.31% owned indirectly through Idalgir; (c) 16.74% owned indirectly through CVC Uruguay, and (d) 2.90% owned indirectly through CVC Cayman and (e) 0.03% owned directly.. Elsztain owns 100% of Agroinvestment and Idalgir and 85.0% of CAM which owns 0.11% of IRSA’s outstanding stock and 100% of CVC Uruguay which in turn owns 0.0002% of Cresud’s shares on a fully diluted basis and 100% of CVC Cayman. None of these companies own directly HHT’s Common Shares. Eduardo Elsztain also directly owns 0.21% of IRSA’s outstanding stock and 0.0046% of Cresud’s shares on a fully diluted basis.
|
|
(iii)
|
CVC Cayman serves as the Investment Manager of IFIS.
|
|
(iv)
|
IFIS is the direct owner of 100% of the common shares of IFISA. IFIS does not directly own HHT’s Common Shares.
|
|
(v)
|
IFISA directly owns 38.79% of Cresud’s shares on a fully diluted basis and 1.25% of IRSA’s common shares. IFISA does not directly own HHT’s Common Shares.
|
|
(vi)
|
Cresud directly owns 64.50% of IRSA’s common shares. Cresud does not directly own HHT’s Common Shares.
|
|
(vii)
|
IRSA owns 100% of Tyrus.Tyrus owns 100% of the capital stock of Jiwin.
|
|
(viii)
|
Jiwin serves as general Partner of REIG.
|
|
(ix)
|
REIG owns 7,241,429 Common Shares of HHT.
|
|
(x)
|
REIG II owns 3,599,300 Common Shares of HHT.
|
|
(xi)
|
REIG III owns 3,864,000 Common Shares of HHT.
|
|
(xii)
|
REIG IV owns 1,400,901 Common Shares of HHT.
|
|
(xiii)
|
Eduardo Elsztain directly owns 15,400 Common Shares of HHT.
|
|
CUSIP No. 427825104
|
Page 22 of 31 Pages
|
Set forth below is a diagram of the Reporting Persons’ beneficial ownership of HHT’s outstanding stock as of September 13, 2012:
|
CUSIP No. 427825104
|
Page 23 of 31 Pages
|
Given the foregoing, as of September 13, 2012, the Reporting Persons may be deemed to be the beneficial owners of 16,121,030 Class A Common Shares of HHT, representing 8.12% of the Class A common shares believed by the Reporting Persons to be outstanding as of such date based on publicity available information.
|
(b)
|
Item 5(a) is incorporated herein by reference.
|
|
(c)
|
Transactions by the Reporting Persons or other persons named in Schedule A, attached hereto, in HHT’s common shares that were effected during the transaction period are listed on Annex I.
|
(d)-(e) Not applicable.
Item 7. Material to be filed as Exhibits
None
Directors of IFIS Limited
|
CUSIP No. 427825104
|
Page 24 of 31 Pages
|
|
|
Schedule A
|
||
|
Eduardo S. Elsztain
Bolívar 108, 1st floor
(1066) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
||
|
1.
|
Eduardo S. Elsztain
Director
Mintflower Place 4 Floor
8 Par-La-Ville Road,
Hamilton HM 08,
Bermuda
Citizen of Argentina
|
4.
|
Mariana Renata Carmona de Elsztain
Director
Mintflower Place 4 Floor
8 Par-La-Ville Road,
Hamilton HM 08,
Bermuda
Citizen of Argentina
|
|
2.
|
Saul Zang
Director
Mintflower Place 4 Floor
8 Par-La-Ville Road,
Hamilton HM 08,
Bermuda
Citizen of Argentina
|
5.
|
Alejandro Gustavo Elsztain
Director
Mintflower Place 4 Floor
8 Par-La-Ville Road,
Hamilton HM 08,
Bermuda.
Citizen of Argentina
|
|
3.
|
Joseph Steinberg
Director
Mintflower Place 4 Floor
8 Par-La-Ville Road,
Hamilton HM 08,
Bermuda
Citizen of the United States
|
|
CUSIP No. 427825104
|
Page 25 of 31 Pages
|
||
|
Directors of Consultores Venture Capital Uruguay
|
|||
|
1.
|
Eduardo S. Elsztain (Chairman)
Director
Ruta 8K 17.500 Edificio@1 Local 106,
CP 91600 Montevideo
Republic of Uruguay
Citizen of Argentina
|
3.
|
Olga Stirling
Director
Ruta 8K 17.500 Edificio@1 Local 106,
CP 91600 Montevideo
Citizen of Uruguay
|
|
2.
|
Eduardo Simon Bartfeld
Director
Ruta 8K 17.500 Edificio@1 Local 106,
CP 91600 Montevideo
Citizen of Uruguay
|
||
Directors of Consultores Assets Management S.A.
|
1.
|
Eduardo S. Elsztain (Chairman)
Director
Bolívar 108, 1st floor
(1066) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
3.
|
Mariana Renata Carmona de Elsztain
Director
Bolívar 108, 1st floor
(1066) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|
2.
|
Saul Zang
Director
Bolívar 108, 1st floor
(1066) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
4.
|
Gerardo Tyszberowicz
Director
Bolívar 108, 1st floor
(1066) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
Directors of Consultores Venture Capital Limited
|
1.
|
Eduardo S. Elsztain (Chairman)
Director
89, Nexus Way, 2nd floor Camana Bay P.O. Box 31106 Grand Cayman, KY1-1205 Cayman Islands
Citizen of Argentina
|
2.
|
Saul Zang
Director
89, Nexus Way, 2nd floor Camana Bay P.O. Box 31106 Grand Cayman, KY1-1205 Cayman Islands Citizen of Argentina
|
Directors of Inversiones Financieras del Sur S.A.
|
1.
|
Eduardo S. Elsztain
Chairman of the Board
Ruta 8K 17.500 Edificio@1 Local 106,
CP 91600 Montevideo
Republic of Uruguay
Citizen of Argentina
|
3.
|
Eduardo Simon Bartfeld
Director
Ruta 8K 17.500 Edificio@1 Local 106,
CP 91600 Montevideo
Republic of Uruguay
Citizen of Uruguay
|
|
|
2.
|
Saúl Zang
Director
Ruta 8K 17.500 Edificio@1 Local 106,
CP 91600 Montevideo
Republic of Uruguay
Citizen of Argentina
|
4.
|
Olga Stirling
Director
Ruta 8K 17.500 Edificio@1 Local 106,
CP 91600 Montevideo
Republic of Uruguay
Citizen of Uruguay
|
|
|
CUSIP No. 427825104
|
Page 26 of 31 Pages
|
|||
|
Directors of Agroinvestment S.A.
|
||||
|
1.
|
Eduardo S. Elsztain
Chairman of the Board
Zabala 1422, 2nd Floor
(11500), Montevideo
Republic of Uruguay
Citizen of Argentina
|
3.
|
Eduardo Simon Bartfeld
Director
Zabala 1422, 2nd Floor
(11500), Montevideo
Republic of Uruguay
Citizen of Uruguay
|
|
|
2.
|
Mariana Renata Carmona de Elsztain
Director
Zabala 1422, 2nd Floor
(11500), Montevideo
Republic of Uruguay
Citizen of Argentina
|
|||
Directors of Idalgir S.A.
|
1
|
Eduardo S. Elsztain
Chairman of the Board
Zabala 1422, 2nd Floor
(11500), Montevideo
Republic of Uruguay
Citizen of Argentina
|
2
|
Mariana Renata Carmona de Elsztain
Director
Zabala 1422, 2nd Floor
(11500), Montevideo
Republic of Uruguay
Citizen of Argentina
|
Directors and Executive Officers of
Cresud Sociedad Anónima Comercial, Inmobiliaria, Financiera y Agropecuaria
Directors
|
1.
|
Eduardo Sergio Elsztain
Director
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
8.
|
David Alberto Perednik
Director
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|
2.
|
Saúl Zang
Director
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
9.
|
Daniel E. Melicovsky
Director
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|
3.
|
Alejandro Gustavo Elsztain
Director
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
10.
|
Alejandro Casaretto
Alternate
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|
4.
|
Gabriel Adolfo Reznik
Director
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
11.
|
Salvador Darío Bergel
Alternate Director
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|
CUSIP No. 427825104
|
Page 27 of 31 Pages
|
||
|
5.
|
Jorge Oscar Fernández
Director
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
12.
|
Gastón Armando Lernoud
Alternate Director
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|
6.
|
Fernando Adrián Elsztain
Director
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
13.
|
Enrique Antonini
Alternate Director
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|
7.
|
Pedro Damaso Labaqui Palácio
Director
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
14.
|
Eduardo Kalpakian
Alternate Director
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
Senior Management
|
1.
|
Alejandro Gustavo Elsztain
Chief Executive Officer
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
4.
|
Alejandro Casaretto
Regional Manager of Agricultural Real Estate
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|
2.
|
Matías Iván Gaivironsky
Chief Financial Officer
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
5.
|
Carlos Blousson
Chief Executive Officer of the International Operation (Paraguay, Bolivia and Uruguay)
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|
3.
|
David A. Perednik
Chief Administrative Officer
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|
CUSIP No. 427825104
|
Page 28 of 31 Pages
|
Directors and Executive Officers of
IRSA Inversiones y Representaciones Sociedad Anónima
Directors
|
1.
|
Eduardo Sergio Elsztain
Director
Bolívar 108, 1 floor
(C1066AAD) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
11.
|
Mauricio Wior
Director
Bolívar 108, 1 floor
(C1066AAD) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|||
|
3.
|
Alejandro Gustavo Elsztain
Director
Bolívar 108, 1 floor
(C1066AAD) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
12.
|
Mario Blejer
Director
Bolívar 108, 1 floor
(C1066AAD) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|||
|
4.
|
Fernando Adrián Elsztain
Director
Bolívar 108, 1 floor
(C1066AAD) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
13.
|
Ricardo Liberman
Director
Bolívar 108, 1 floor
(C1066AAD) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|||
|
5.
|
Carlos Ricardo Estevez
Director
Bolívar 108, 1 floor
(C1066AAD) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
14.
|
Gabriel A. Reznik
Director
Bolívar 108, 1 floor
(C1066AAD) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|||
|
6.
|
Cedric D. Bridger
Director
Bolívar 108, 1 floor
(C1066AAD) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
15.
|
Salvador D. Bergel
Alternate Director
Bolívar 108, 1 floor
(C1066AAD) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|||
|
7.
|
Daniel R. Elsztain
Director
Bolívar 108, 1 floor
(C1066AAD) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
16.
|
Enrique Antonini
Alternate Director
Bolívar 108, 1 floor
(C1066AAD) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|||
|
10.
|
Gary S. Gladstein
Director
Bolívar 108, 1 floor
(C1066AAD) Buenos Aires
Republic of Argentina
Citizen of USA
|
|||||
|
CUSIP No. 427825104
|
Page 29 of 31 Pages
|
|||||
Senior Management
|
1.
|
Eduardo Sergio Elsztain
Chief Executive Officer
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
4.
|
Jorge Cruces
Chief Real Estate Officer
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|
2.
|
Matías Iván Gaivironsky
Chief Financial Officer
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
5.
|
Daniel R. Elsztain
Chief Real Estate Business Officer
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
|
3.
|
David Alberto Perednik
Chief Administrative Officer
Moreno 877, 23rd floor
(C1091AAQ) Buenos Aires
Republic of Argentina
Citizen of Argentina
|
Tyrus S.A.
|
1.
|
Eduardo S. Elsztain
Chairman of the Board
Colonia 810, Of. 403
(11000) Montevideo
Republic of Uruguay
Citizen of Argentina
|
3.
|
Alejandro Gustavo Elsztain
Director
Colonia 810, Of. 403
(11000) Montevideo
Citizen of Uruguay
|
|
2.
|
Saúl Zang
Director
Colonia 810, Of. 403
(11000) Montevideo
Republic of Uruguay
Citizen of Argentina
|
Jiwin S.A.
|
1.
|
Eduardo S. Elsztain
Chairman of the Board
Colonia 810, Of. 403
(11000) Montevideo
Republic of Uruguay
Citizen of Argentina
|
3.
|
Alejandro Gustavo Elsztain
Director
Colonia 810, Of. 403
(11000) Montevideo
Citizen of Uruguay
|
|
2.
|
Saúl Zang
Director
Colonia 810, Of. 403
(11000) Montevideo
Republic of Uruguay
Citizen of Argentina
|
|
CUSIP No. 427825104
|
Page 30 of 31 Pages
|
Transactions by the Reporting Persons or persons named in Schedule A in Shares
that were effected during the last 60 days
Annex 1
After the close of trading on Tuesday, September 4, 2012, the following shares were sold in a block trade pursuant to Rule 144 under the Securities Act of 1933, as amended. In connection with the sale, the Reporting Persons have agreed not to sell or otherwise dispose of any more common shares for a 30-day period from September 4, 2012.
|
Tran Type
|
Trade Date
|
Quantity (Units)
|
Price per Unit
|
|
Sale
|
09/04/2012
|
885,071
|
$ 4.86
|
REIG II’s transactions in HHT Shares
|
Tran Type
|
Trade Date
|
Quantity (Units)
|
Price per Unit
|
|
Sale
|
09/04/2012
|
295,023
|
$ 4.86
|
IRSA’s transactions in HHT Shares
|
Tran Type
|
Trade Date
|
Quantity (Units)
|
Price per Unit
|
|
Sale
|
09/04/2012
|
819,906
|
$ 4.86
|
|
CUSIP No. 427825104
|
Page 31 of 31 Pages
|
SIGNATURE
After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this Statement on Schedule 13D is true, complete and correct.
DATED: September 13, 2012
|
Eduardo S. Elsztain
|
Consultores Assets Management S.A.
|
|
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
|
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
Title: Chairman of the Board
|
|
IFIS Limited
|
Consultores Venture Capital Limited
|
|
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
Title: Chairman of the Board
|
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
Title: Chairman of the Board
|
|
Inversiones Financieras del Sur S.A.
|
Cresud Sociedad Anónima Comercial,
Inmobiliaria, Financiera y Agropecuaria
|
|
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
Title: Chairman of the Board
|
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
Title: Chairman of the Board
|
|
Consultores Venture Capital Uruguay
|
Agroinvestment S.A.
|
|
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
Title: Chairman of the Board
|
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
Title: Chairman of the Board
|
|
Tyrus S.A.
|
Idalgir S.A.
|
|
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
Title: Chairman of the Board
|
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
Title: Chairman of the Board
|
|
Real Estate Investment Group L.P.
|
Jiwin S.A.
|
|
By: Jiwin S.A., its general partner
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
Title: Chairman of the Board
|
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
Title: Chairman of the Board
|
|
IRSA Inversiones y Representaciones S.A.
|
Real Estate Investment Group II L.P.
|
|
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
Title: Chairman of the Board
|
By: Jiwin S.A., its general partner
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
Title: Chairman of the Board
|
|
Real Estate Investment Group III L.P.
|
Real Estate Investment Group IV L.P.
|
|
By: Jiwin S.A., its general partner
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
Title: Chairman of the Board
|
By: Jiwin S.A., its general partner
By: /S/ Eduardo S. Elsztain
Name: Eduardo S. Elsztain
Title: Chairman of the Board
|