s8ka.htm
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
Current
Report
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of
Report (Date of earliest event reported): July
31, 2007
Strategic
Hotels & Resorts, Inc.
(Exact
Name of Registrant as specified in its charter)
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Maryland
(State
or other jurisdiction
of
incorporation)
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001-32223
(Commission
File
Number)
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33-1082757
(IRS
Employer
Identification
No.)
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77
West Wacker Drive, Suite 4600, Chicago, Illinois 60601
(Address
of Principal Executive Offices) (Zip Code)
Registrant's
telephone number, including area code: (312)
658-5000
Not
applicable
(Former
name or former address, if changed since last report)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
[
]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[
]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[
]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 240.14d-2(b))
[
] Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Strategic
Hotels & Resorts, Inc. (the “Company”) hereby amends its Current Report on
Form 8-K filed with the Securities and Exchange Commission on August 6, 2007
(the “Original 8-K”) in order to incorporate by reference the disclosure in Item
1.01 of the Original 8-K into Item 2.01 as the Company continues to analyze
the
significance of the acquisition described below. Except as described
herein, no other amendments are being made to the Original 8-K.
Item 1.01
Entry into a Material Definitive Agreement.
On
July
31,
2007, CTU
Holding, S.a.r.l., a wholly owned
subsidiary of Strategic Hotel Funding, L.L.C.,
the
operating company
of
the
Company, entered into a
Share Purchase Agreement (the “Agreement”)
with Societe De Participations
Financieres
D’Hotellerie
and Accor (collectively, the
“Sellers”),
to
acquire from the Sellers all
of the shares of capital stock
of an entity which owns and operates
the hotel
Sofitel “Demeure Le
Parc” and the restaurant
“Le
Relais du
Parc” (the “Transaction”). The
purchase price for the Transaction is approximately
€66,500,000.
The Transaction closed on
July 31,
2007.
The
foregoing description of the Transaction
is qualified in its entirety by reference
to
the Agreement,
which will be attached as
an exhibit
to the Company's Quarterly
Report on Form 10-Q for
the period ended September
30, 2007
which the Company intends to file in
November
2007.
Item
2.01 Completion of Acquisition
or Disposition
of Assets.
The
disclosure in Item 1.01 above is
hereby incorporated by reference herein.
Item
8.01 Other
Events.
As
previously disclosed, in August
2005, Hurricane Katrina caused substantial damage to the Company’s Hyatt Regency
New Orleans property (the “Hotel”), and as a result, the Hotel’s operations have
substantially ceased. On August 1, 2007, the Company agreed to settle
its insurance claim related to the event for a total, net of deductibles, of
$143,007,930.
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.
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STRATEGIC
HOTELS & RESORTS, INC.
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By:
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/s/
Paula
Maggio |
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Name :
Paula Maggio |
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Title:
Senior
Vice President, Secretary and General Counsel |
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Date:
August 6, 2007