Starwood 2008 Annual Report Download - page 167

Download and view the complete annual report

Please find page 167 of the 2008 Starwood annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 178

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149
  • 150
  • 151
  • 152
  • 153
  • 154
  • 155
  • 156
  • 157
  • 158
  • 159
  • 160
  • 161
  • 162
  • 163
  • 164
  • 165
  • 166
  • 167
  • 168
  • 169
  • 170
  • 171
  • 172
  • 173
  • 174
  • 175
  • 176
  • 177
  • 178

PART IV
Item 15. Exhibits, Financial Statement Schedules.
(a) The following documents are filed as a part of this Annual Report:
1-2. The financial statements and financial statement schedule listed in the Index to Financial Statements
and Schedule following the signature pages hereof.
3. Exhibits:
Exhibit
Number Description of Exhibit
2.1 Formation Agreement, dated as of November 11, 1994, among the Company, Starwood Capital and the
Starwood Partners (incorporated by reference to Exhibit 2 to the Company’s Current Report on Form 8-K
dated November 16, 1994). (The SEC file number of all filings made by the Company pursuant to the
Securities Exchange Act of 1934, as amended, and referenced herein is 1-7959).
2.2 Form of Amendment No. 1 to Formation Agreement, dated as of July 1995, among the Company and the
Starwood Partners (incorporated by reference to Exhibit 10.23 to the Company’s Registration Statement
on Form S-2 filed with the SEC on June 29, 1995 (Registration Nos. 33-59155 and 33-59155-01)).
2.3 Master Agreement and Plan of Merger, dated as of November 14, 2005, among Host Marriott
Corporation, Host Marriott, L.P., Horizon Supernova Merger Sub, L.L.C., Horizon SLT Merger Sub,
L.P., Starwood Hotels & Resorts Worldwide, Inc., Starwood Hotels & Resorts, Sheraton Holding
Corporation and SLT Realty Limited Partnership (the “Merger Agreement”) (incorporated by
reference to Exhibit 10.1 to the Company’s Current Report on From 8-K filed with the SEC on
November 14, 2005).
2.4 Amendment Agreement, dated as of March 24, 2006, to the Merger Agreement (incorporated by reference
to Exhibit 2.1 of the Joint Current Report on Form 8-K filed with the SEC on March 29, 2006).
3.1 Articles of Amendment and Restatement of the Company, as of May 30, 2007 (incorporated by reference
to Appendix A to the Company’s 2007 Notice of Annual Meeting and Proxy Statement).
3.2 Amended and Restated Bylaws of the Company, as amended and restated through April 10, 2006
(incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K filed with the
SEC on April 13, 2006 (the April 13 Form 8-K”).
3.3 Amendment to Amended and Restated Bylaws of the Company, dated as of March 13, 2008 (incorporated
by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-k filed with the SEC on March 18,
2008).
4.1 Termination Agreement dated as of April 7, 2006 between the Company and the Trust (incorporated by
reference to Exhibit 4.1 of the April 13 Form 8-K).
4.2 Amended and Restated Rights Agreement, dated as of April 7, 2006, between the Company and American
Stock Transfer and Trust Company, as Rights Agent (which includes the form of Amended and Restated
Articles Supplementary of the Series A Junior Participating Preferred Stock as Exhibit A, the form of
Rights Certificate as Exhibit B and the Summary of Rights to Purchase Preferred Stock as Exhibit C)
(incorporated by reference to Exhibit 4.2 of the April 13 Form 8-K).
4.3 Amended and Restated Indenture, dated as of November 15, 1995, as Amended and Restated as of
December 15, 1995 between ITT Corporation (formerly known as ITT Destinations, Inc.) and the First
National Bank of Chicago, as trustee (incorporated by reference to Exhibit 4.A.IV to the First Amendment
to ITT Corporation’s Registration Statement on Form S-3 filed November 13, 1996).
4.4 First Indenture Supplement, dated as of December 31, 1998, among ITT Corporation, the Company and
The Bank of New York (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on
Form 8-K filed with the SEC on January 8, 1999).
4.5 Second Indenture Supplement, dated as of April 9, 2006, among the Company, Sheraton Holding
Corporation and Bank of New York Trust Company, N.A., as trustee (incorporated by reference to
Exhibit 4.3 to the April 13 Form 8-K).
51