SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

Current Report Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported)

June 1, 2006

Strategic Hotels & Resorts, Inc.

(Exact Name of Registrant as Specified in its Charter)

Maryland

(State or Other Jurisdiction of Incorporation)

001-32223

 

33-1082757

(Commission File Number)

 

(I.R.S. Employer Identification No.)

77 West Wacker Drive, Suite 4600, Chicago, Illinois

60601

(Address of Principal Executive Offices)

(Zip Code)

(312) 658-5000

(Registrant’s Telephone Number, Including Area Code)

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):

           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))

 

 

 

 

 

 

 

 


 

Item 2.01 Completion of Acquisition or Disposition of Assets.

On June 1, 2006, SHC St. Francis, L.L.C., a wholly owned subsidiary of Strategic Hotel Funding, L.L.C., the operating company of Strategic Hotels & Resorts, Inc. (the “Company”), closed on its previously announced acquisition of the Westin St. Francis San Francisco hotel from BRE/St. Francis L.L.C., an affiliate of Blackstone Real Estate Partners, for a purchase price of $440.0 million (the “Acquisition”). The Acquisition was funded with cash on hand which included proceeds raised through the Company’s recent public offerings of preferred and common stock.

 

Item 9.01

Financial Statements and Exhibits.

 

 

(a)

Financial statements of businesses acquired.

 

The financial statements that are required to be filed pursuant to this item will be filed by amendment to this Current Report on Form 8-K (“Form 8-K”) as soon as practicable, but not later than 71 days after the date that this Form 8-K is required to be filed.

 

 

(b)

Pro forma financial information.

 

The pro forma financial information that is required to be filed pursuant to this item will be filed by amendment to this Form 8-K as soon as practicable, but not later than 71 days after the date that this Form 8-K is required to be filed.

 

 

(c)

Exhibits.

Exhibit No.

Description

 

 

99.1

Press Release dated June 2, 2006

 

 

 

 

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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.

 

 

STRATEGIC HOTELS & RESORTS, INC.

June 2, 2006

By:

      /s/ Paula Maggio

 

Name:

Paula Maggio

 

Title:

Vice President, Secretary and
General Counsel

 

 

 

 

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