-
UNITED STATES
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 17, 2003
LASALLE HOTEL PROPERTIES
----------------------------------------------------
(Exact name of registrant as specified in its charter)
Maryland 1-14045 36-4219376
--------------------------- ---------------------- ---------------------------
(State or other jurisdiction (Commission File Number) (IRS Employer Identification
of incorporation or No.)
organization)
4800 Montgomery Lane, Bethesda, Maryland 20814
---------------------------------------- ----------
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code (301) 941-1500
Not Applicable
-----------------------------------------------------------
(Former name or former address, if changed since last report)
1
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On June 17, 2003, Lasalle Hotel Properties (the "Company") acquired
Lansdowne Resort, a 296-room, full-service golf resort and conference center
located at 44050 Woodridge Parkway in Leesburg, Virginia for $115.8 million.
The consideration paid in the acquisition was $53.0 million in cash and the
assumption of a $62.8 million mortgage loan. The source of the funding for the
acquisition was the Company's 1031-escrow and corporate credit facility. The
mortgage loan is collateralized by Lansdowne Resort, bears interest at a
floating interest rate of LIBOR plus 4.5%, matures on January 28, 2007, and
requires interest and principal payments based on a 25-year amortization
schedule. The loan has a LIBOR floor of 3.0% and permits prepayment beginning
on February 11, 2004. The property will be managed by Benchmark Hospitality
under a five year management agreement.
This Report contains certain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. The Company intends
such forward-looking statements to be covered by the safe harbor provisions
for forward-looking statements contained in the Private Securities Litigation
Reform Act of 1995 and includes this statement for purposes of complying with
these safe harbor provisions. Forward-looking statements, which are based on
certain assumptions and describe the Company's future plans, strategies and
expectations. You should not rely on forward-looking statements since they
involve known and unknown risks, uncertainties and other factors that are, in
some cases, beyond the Company's control and which could materially affect
actual results, performances or achievements. Factors that may cause actual
results to differ materially from current expectations include, but are not
limited to the risk factors discussed in this Annual Report on Form 10-K.
Accordingly, there is no assurance that the Company's expectations will be
realized. Except as otherwise required by the federal securities laws, the
Company disclaims any obligations or undertaking to publicly release any
updates or revisions to any forward-looking statement contained herein (or
elsewhere) to reflect any change in the Company's expectations with regard
thereto or any change in events, conditions or circumstances on which any such
statement is based.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) and (b) Financial Statements of Property Acquired and Pro Forma
Financial Information
The financial statements and pro forma financial information
required by Item 7(a) and 7(b) are currently being prepared and it
is therefore impracticable to provide this information on the date
hereof. The Company will file the required financial statements and
information under cover of Form 8-K/A as soon as practicable but in
no event later than 60 days after the date on which the Form 8-K was
required to be filed.
(c) Exhibits
The following exhibit is included with this Report:
Exhibit 2.1 Purchase and Sale Agreement dated as of April 30,
2003, by and between Lansdowne Resort Limited Partnership,
an Illinois limited partnership, and LHO New Orleans LM,
L.P., a Delaware limited partnership.
Exhibit 2.2 First Amendment to Purchase And Sale Agreement dated
as of the June 16, 2003, by and between Lansdowne Resort
Limited Partnership, an Illinois limited partnership, and
LHO New Orleans LM, L.P., a Delaware limited partnership
Exhibit 99 Press release dated June 17, 2003 issued by LaSalle Hotel
Properties.
ITEM 9. REGULATION FD DISCLOSURE
2
Information included in this item is provided under Item 12 of Form 8-K in
accordance with SEC Release No. 33-8216.
On June 17, 2003, the Company issued a press release announcing the
acquisition of Lansdowne Resort. A copy of the press release is included as
Exhibit 99 to this report and is incorporated by reference herein.
NOTE: The information in this report (including the exhibit) is
furnished pursuant to Item 9 and Item 12 and shall not be deemed to be "filed"
for the purpose of Section 18 of the Securities Exchange Act of 1934 or
otherwise subject to the liabilities of that section. This report will not be
deemed an admission as to the materiality of any information contained herein
that is required to be disclosed solely by regulation FD.
3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
LASALLE HOTEL PROPERTIES
Dated: June 17, 2003 BY: /s/ HANS WEGER
--------------
Hans Weger
Executive Vice President, Treasurer and
Chief Financial Officer
4
EXHIBIT INDEX
-------------
Exhibit Number Description
-------------- -----------
2.1 Purchase and Sale Agreement dated as of April 30, 2003,
by and between Lansdowne Resort Limited Partnership, an
Illinois limited partnership, and LHO New Orleans LM,
L.P., a Delaware limited partnership.
2.2 First Amendment to Purchase And Sale Agreement dated as
of the June 16, 2003, by and between Lansdowne Resort
Limited Partnership, an Illinois limited partnership,
and LHO New Orleans LM, L.P., a Delaware limited
partnership.
99 Press release dated June 17, 2003 issued by
LaSalle Hotel Properties.
5