CHICAGO, Dec. 2, 2014 /PRNewswire/ -- Strategic Hotels
& Resorts, Inc. (the "Company") (NYSE: BEE) today announced
that it priced an underwritten public offering of 20,000,000 shares
of its common stock (the "Offering"). The Company has granted
the underwriter a 30-day option to purchase up to 3,000,000
additional shares of common stock to cover over-allotments, if
any. Total estimated gross proceeds of the offering are
approximately $254.0 million, or
approximately $292.1 million if the
underwriter's over-allotment option is exercised in full.
J.P. Morgan is acting as the sole book-running manager for the
Offering. The underwriter may offer the shares of common
stock from time to time in one or more transactions on the New York
Stock Exchange, in the over-the-counter market or through
negotiated transactions at market prices or at negotiated
prices.
The Company intends to use the net proceeds from the Offering to
fund the acquisition of the Four Seasons Resort Scottsdale at Troon
North, to redeem all of the issued and outstanding shares of its
8.25% Series B Cumulative Redeemable Preferred Stock, to fund
possible future acquisitions, and for general corporate purposes,
including, without limitation, reducing debt and funding capital
expenditures and working capital.
The Offering is expected to close on December 5, 2014, subject to customary closing
conditions. The Company will issue all of the shares of
common stock under its effective shelf registration statement filed
with the Securities and Exchange Commission (the "SEC").
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any shares of the Company's common
stock, nor shall there be any sale of these securities in any
jurisdiction in which such an offer, solicitation, or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. The offering may be made
only by means of a prospectus and a related prospectus supplement,
which have been filed or will be filed with the SEC. When
available, the final prospectus supplement and accompanying base
prospectus may be obtained from J.P. Morgan Securities LLC, c/o
Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717, or by
telephone at 866-803-9204; or by visiting the EDGAR database on the
SEC's web site at www.sec.gov.
About the Company
Strategic Hotels & Resorts, Inc. is a real estate investment
trust (REIT) which owns and provides value enhancing asset
management of high-end hotels and resorts in the United States and Europe. The company currently has ownership
interests in 16 properties with an aggregate of 7,865 rooms and
835,000 square feet of multi-purpose meeting and banqueting
space.
This press release contains forward-looking statements about
the Company. Except for historical information, the matters
discussed in this press release, including the Company's intended
use of proceeds, are forward-looking statements subject to certain
risks and uncertainties. Actual results could differ materially
from the Company's projections. Factors that may contribute to
these differences include, but are not limited to the following:
the Company's ability to consummate the Offering of shares of its
common stock; the effects of economic conditions and disruption in
financial markets upon business and leisure travel and the hotel
markets in which the Company invests; the Company's liquidity and
refinancing demands; the Company's ability to obtain, refinance or
extend maturing debt; the Company's ability to maintain compliance
with covenants contained in its debt facilities; stagnation or
deterioration in economic and market conditions, particularly
impacting business and leisure travel spending in the markets where
the Company's hotels operate and in which the Company invests,
including luxury and upper upscale product; general volatility of
the capital markets and the market price of the Company's shares of
common stock; availability of capital; the Company's ability to
dispose of properties in a manner consistent with its investment
strategy and liquidity needs; hostilities and security concerns,
including future terrorist attacks, or the apprehension of
hostilities, in each case that affect travel within or to
the United States, Germany or other countries where the Company
invests; difficulties in identifying properties to acquire and
completing acquisitions; the Company's failure to maintain
effective internal control over financial reporting and disclosure
controls and procedures; risks related to natural disasters;
increases in interest rates and operating costs, including
insurance premiums and real property taxes; contagious disease
outbreaks; delays and cost-overruns in construction and
development; marketing challenges associated with entering new
lines of business or pursuing new business strategies; the
Company's failure to maintain its status as a REIT; changes in the
competitive environment in the Company's industry and the markets
where the Company invests; changes in real estate and zoning laws
or regulations; legislative or regulatory changes, including
changes to laws governing the taxation of REITs; changes in
generally accepted accounting principles, policies and guidelines;
and litigation, judgments or settlements.
Additional risks are discussed in the Company's filings with
the SEC, including those appearing under the heading "Item 1A. Risk
Factors" in the Company's most recent Form 10-K and subsequent Form
10-Qs. Although the Company believes the expectations reflected in
such forward-looking statements are based on reasonable
assumptions, it can give no assurance that its expectations will be
attained. The forward-looking statements are made as of the date of
this press release, and the Company undertakes no obligation to
publicly update or revise any forward-looking statement, whether as
a result of new information, future events or otherwise, except as
required by law.
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SOURCE Strategic Hotels & Resorts, Inc.