BEE / Strategic Hotels & Resorts Inc - SEC-arkivering, Årsberetning, Fuldmagtserklæring

Strategic Hotels & Resorts 15-12B

15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 Certification and Notice of Termination of Registration under Section 12(g) of the Securities Exchange Act of 1934 or Suspension of Duty to File Reports Under Sections 13 and 15(d) of the Securities Exchange Act of 1934. Commission File Number: 001-32223 STRATEGIC HOTELS & RESORTS, INC. (BRE Diamond Hotel LLC as

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on December 28, 2015, pursuant to the provisions of Rule 12d2-2 (a).

Strategic Hotels & Resorts S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on December 11, 2015 Registration No.

Strategic Hotels & Resorts S-8 POS

S-8 POS 1 d103368ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on December 11, 2015 Registration No. 333-175230 Registration No. 333-153229 Registration No. 333-116837 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 Registration Statement No. 333-175230 Post-Effective Amendment No. 1 to FORM S-8 Registrati

Strategic Hotels & Resorts POSASR

POSASR As filed with the Securities and Exchange Commission on December 11, 2015 Registration No.

Strategic Hotels & Resorts S-8 POS

S-8 POS 1 d103368ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on December 11, 2015 Registration No. 333-175230 Registration No. 333-153229 Registration No. 333-116837 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 Registration Statement No. 333-175230 Post-Effective Amendment No. 1 to FORM S-8 Registrati

BLACKSTONE COMPLETES ACQUISITION OF STRATEGIC HOTELS & RESORTS, INC.

EX-99.1 Exhibit 99.1 COMPANY CONTACTS: For Strategic Hotels & Resorts, Inc. Diane M. Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 For Blackstone: Christine Anderson Managing Director (212) 583-5182 Jonathan P. Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE December 11, 2015 BLACKSTONE COMPL

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

Form 8-K 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): December 11, 2015 STRATEGIC HOTELS & RESORTS, INC. (BRE Diamond Hotel LLC as successor by merger to Strategic Hotels & Resorts, Inc.) (Exact name of registrant as specified i

STRATEGIC HOTELS & RESORTS’ STOCKHOLDERS APPROVE ACQUISITION BY BLACKSTONE

EX-99.1 Exhibit 99.1 COMPANY CONTACTS: Diane M. Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan P. Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE December 8, 2015 STRATEGIC HOTELS & RESORTS? STOCKHOLDERS APPROVE ACQUISITION BY BLACKSTONE CHICAGO ? December 8, 2015 ? Strategic Hotels &

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

8-K 1 d38663d8k.htm FORM 8-K 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): December 8, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jur

Strategic Hotels & Resorts 10-Q (Quarterly Report)

10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenues: Rooms $ 198,114 $ 176,1

8-K Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenues: Rooms $ 198,114 $ 176,133 $ 547,355 $ 428,107 Food and beverage 115,296 96,642 373,288 266,687 Other hotel operating revenue 40,346 31,224 113,242 77,405 Lease revenue 6

Strategic Hotels & Resorts DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ?

COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746

Exhibit Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE THURSDAY, NOVEMBER 5, 2015 STRATEGIC HOTELS & RESORTS REPORTS THIRD QUARTER 2015 FINANCIAL RESULTS CHICAGO - November 5, 2015 - Strategic Hotels

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 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) November 5, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation

Strategic Hotels & Resorts, Inc. Supplemental Financial Information September 30, 2015

8-K Exhibit 99.2 Strategic Hotels & Resorts, Inc. Supplemental Financial Information September 30, 2015 Supplemental Financial Information Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) September 30, 2015 TABLE OF CONTENTS PAGE CORPORATE INFORMATION The Company 1 Board of Directors 2 Officers 3 Equity Research Coverage 4 FINANCIAL HIGHLIGHTS Supplemental Financial Data 5 Consolidated Stat

Strategic Hotels & Resorts DEFM14A

DEFM14A 1 d32751ddefm14a.htm DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨

Financial Statements and Exhibits, Other Events

8-K 1 d80759d8k.htm FORM 8-K 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): October 6, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other juri

Strategic Hotels & Resorts PREM14A

PREM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered (2) Proposed maximum offering price per unit (3) Proposed maximum aggregate offering price (3) Amount of registration fee (4) Common Stock, par

424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) File No. 333-202251 CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered (2) Proposed maximum offering price per unit (3) Proposed maximum aggregate offering price (3) Amount of registration fee (4) Common Stock, par value $0.01 per share (1) 6,595,449 $13.82 $91,149,106 $9,179 (1) This r

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 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): October 2, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commissi

AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT

Exhibit Exhibit 10.1 AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT This AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT (this ?Amendment?) is made and entered into as of October 2, 2015, by and between RAYMOND L. GELLEIN, JR. (the ?Executive?) and STRATEGIC HOTELS & RESORTS, INC. (the ?Company?). WITNESSETH THAT: WHEREAS , the Executive and the Company are parties to that certain Employment Agreement, effective

Strategic Hotels & Resorts 8-K

8-K 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): September 4, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporati

STRATEGIC HOTELS & RESORTS ENTERS INTO A DEFINITIVE AGREEMENT TO BE ACQUIRED BY BLACKSTONE FOR $14.25 PER SHARE

EX-99.1 Exhibit 99.1 COMPANY CONTACTS: Diane M. Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan P. Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE September 8, 2015 STRATEGIC HOTELS & RESORTS ENTERS INTO A DEFINITIVE AGREEMENT TO BE ACQUIRED BY BLACKSTONE FOR $14.25 PER SHARE CHICAGO ?

STRATEGIC HOTELS & RESORTS, INC. ARTICLE I

EX-3.1 Exhibit 3.1 STRATEGIC HOTELS & RESORTS, INC. BYLAWS ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of the Corporation in the State of Maryland shall be located at such place as the Board of Directors may designate. Section 2. ADDITIONAL OFFICES. The Corporation may have additional offices, including a principal executive office, at such places as the Board of Directors

EX-2.1

EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER among BRE DIAMOND HOTEL HOLDINGS LLC, BRE DIAMOND HOTEL LLC, BRE DIAMOND HOTEL ACQUISITION LLC, STRATEGIC HOTELS & RESORTS, INC. and STRATEGIC HOTEL FUNDING, L.L.C. Dated as of September 4, 2015 TABLE OF CONTENTS ARTICLE I DEFINITIONS SECTION 1.01 Definitions 2 ARTICLE II THE MERGERS SECTION 2.01 The Mergers 13 SECTION 2.02 Closing

STRATEGIC HOTELS & RESORTS ENTERS INTO A DEFINITIVE AGREEMENT TO BE ACQUIRED BY BLACKSTONE FOR $14.25 PER SHARE

EX-99.1 Exhibit 99.1 COMPANY CONTACTS: Diane M. Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan P. Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE September 8, 2015 STRATEGIC HOTELS & RESORTS ENTERS INTO A DEFINITIVE AGREEMENT TO BE ACQUIRED BY BLACKSTONE FOR $14.25 PER SHARE CHICAGO ?

STRATEGIC HOTELS & RESORTS, INC. ARTICLE I

EX-3.1 Exhibit 3.1 STRATEGIC HOTELS & RESORTS, INC. BYLAWS ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of the Corporation in the State of Maryland shall be located at such place as the Board of Directors may designate. Section 2. ADDITIONAL OFFICES. The Corporation may have additional offices, including a principal executive office, at such places as the Board of Directors

RESOLUTION OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF STRATEGIC HOTELS & RESORTS, INC. September 4, 2015

EX-10.1 Exhibit 10.1 RESOLUTION OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF STRATEGIC HOTELS & RESORTS, INC. September 4, 2015 The following resolutions of the Compensation Committee of the Board of Directors of Strategic Hotels & Resorts, Inc. (the ?Compensation Committee?) establishes the Strategic Hotels & Resorts Supplemental Severance Program (the ?Supplemental Severance Progra

AGREEMENT AND PLAN OF MERGER BRE DIAMOND HOTEL HOLDINGS LLC, BRE DIAMOND HOTEL LLC, BRE DIAMOND HOTEL ACQUISITION LLC, STRATEGIC HOTELS & RESORTS, INC. STRATEGIC HOTEL FUNDING, L.L.C. Dated as of September 4, 2015 TABLE OF CONTENTS ARTICLE I SECTION

EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER among BRE DIAMOND HOTEL HOLDINGS LLC, BRE DIAMOND HOTEL LLC, BRE DIAMOND HOTEL ACQUISITION LLC, STRATEGIC HOTELS & RESORTS, INC. and STRATEGIC HOTEL FUNDING, L.L.C. Dated as of September 4, 2015 TABLE OF CONTENTS ARTICLE I DEFINITIONS SECTION 1.01 Definitions 2 ARTICLE II THE MERGERS SECTION 2.01 The Mergers 13 SECTION 2.02 Closing

EX-10.1

EX-10.1 Exhibit 10.1 RESOLUTION OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF STRATEGIC HOTELS & RESORTS, INC. September 4, 2015 The following resolutions of the Compensation Committee of the Board of Directors of Strategic Hotels & Resorts, Inc. (the ?Compensation Committee?) establishes the Strategic Hotels & Resorts Supplemental Severance Program (the ?Supplemental Severance Progra

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 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): September 4, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporati

BEE / Strategic Hotels & Resorts Inc / Cascade Investment, L.L.C. - SCHEDULE 13D / AMENDMENT NO. 7 Activist Investment

Schedule 13D / Amendment No. 7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* STRATEGIC HOTELS & RESORTS, INC. (Name of Issuer) Common Stock ($0.01 par value) (Title of Class of Securities) 86272T106 (CUSIP Number) Mike Rodden, Esq. Rumei Mistry, Esq. 2365 Carillon Point Kirkland, WA 98033 (425) 889-

COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746

Exhibit COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc.

Financial Statements and Exhibits, Other Events

8-K 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): August 17, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commissi

STRATEGIC HOTELS & RESORTS, INC. August 14, 2015

EX-99.1 Exhibit 99.1 STRATEGIC HOTELS & RESORTS, INC. August 14, 2015 Cascade Investment, L.L.C. (“you” or “your”) 2365 Carillon Point Kirkland, WA 98033 Attention: Arek Sycz Ladies and Gentlemen: You have requested information from Strategic Hotels & Resorts, Inc. (the “Company”) in connection with your consideration of a possible negotiated business combination or other transaction between the C

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-12-15 Q2 2015 Earnings Call Transcript UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

1

BEE-Transcript-2015-08-06T1400 Exhibit 99.1 CORPORATE PARTICIPANTS Jon Stanner Strategic Hotels & Resorts, Inc. - SVP, Capital Markets, Acquisitions & Treasurer Rip Gellein Strategic Hotels & Resorts, Inc. - Chairman & CEO Diane Morefield Strategic Hotels & Resorts, Inc. ? EVP/CFO CONFERENCE CALL PARTICIPANTS Bill Crow Raymond James & Associates - Analyst Shaun Kelley Bank of America Merrill Lynch

BEE / Strategic Hotels & Resorts Inc / Cascade Investment, L.L.C. - SCHEDULE 13D / AMENDMENT NO. 6 Activist Investment

Schedule 13D / Amendment No. 6 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* STRATEGIC HOTELS & RESORTS, INC. (Name of Issuer) Common Stock ($0.01 par value) (Title of Class of Securities) 86272T106 (CUSIP Number) Mike Rodden, Esq. Rumei Mistry, Esq. 2365 Carillon Point Kirkland, WA 98033 (425) 889-

PURCHASE AND SALE AGREEMENT by and between PR LCP AUSTIN HOTEL TH LLC, a Delaware limited liability company SHR AUSTIN, LLC, a Delaware limited liability company Property Name: The Four Seasons Hotel Austin Location: 98 San Jacinto Boulevard, Austin,

EX-10.1 2 bee-2015630xex101.htm EXHIBIT 10.1 Exhibit 10.1 PURCHASE AND SALE AGREEMENT by and between PR LCP AUSTIN HOTEL TH LLC, a Delaware limited liability company and SHR AUSTIN, LLC, a Delaware limited liability company Property Name: The Four Seasons Hotel Austin Location: 98 San Jacinto Boulevard, Austin, Texas Effective Date: May 1, 2015 PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AG

AMENDED AND RESTATED SENIOR UNSECURED CREDIT AGREEMENT among STRATEGIC HOTEL FUNDING, L.L.C., as Borrower and VARIOUS FINANCIAL INSTITUTIONS, as the Lenders, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent, DEUTSCHE BANK SECURITIES INC., J.

Exhibit 10.2 AMENDED AND RESTATED SENIOR UNSECURED CREDIT AGREEMENT among STRATEGIC HOTEL FUNDING, L.L.C., as Borrower and VARIOUS FINANCIAL INSTITUTIONS, as the Lenders, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent, DEUTSCHE BANK SECURITIES INC., J.P. MORGAN SECURITIES LLC, and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Co-Lead Arrangers JPMORGAN CHASE BANK, N.A. and BANK

COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746

6.30.15 Exhibit 99.1 A - Press Release Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE WEDNESDAY, AUGUST 5, 2015 STRATEGIC HOTELS & RESORTS REPORTS SECOND QUARTER 2015 FINANCIAL RESULTS CHICAGO - Augus

Financial Statements and Exhibits, Results of Operations and Financial Condition

6.30.15 8K Press Release 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) August 5, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdicti

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Revenues: Rooms $ 186,377 $ 148,874 $ 349,24

EX-99.1 3 a63015exhibit991b-pressrel.htm EXHIBIT 99.1 ATTACHMENTS Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Revenues: Rooms $ 186,377 $ 148,874 $ 349,241 $ 251,974 Food and beverage 134,523 100,028 257,992 170,045 Other hotel operating

DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS AND RISK FACTORS

EX-99.1 9 bee-2015630xex991.htm EXHIBIT 99.1 Exhibit 99.1 DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS AND RISK FACTORS Our quarterly report on Form 10-Q for the quarter ended June 30, 2015, our annual report on Form 10-K for the year ended December 31, 2014, our 2014 annual report to shareholders, any of our other quarterly reports on Form 10-Q or current reports on Form 8-K, or any other oral

LOAN AND SECURITY AGREEMENT Dated as of May 27, 2015 by and among SHC HALF MOON BAY, LLC, as Borrower, DEUTSCHE BANK AG NEW YORK BRANCH and THE INSTITUTIONS FROM TIME TO TIME PARTY HERETO, as Lenders, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrati

Exhibit 10.3 LOAN AND SECURITY AGREEMENT Dated as of May 27, 2015 by and among SHC HALF MOON BAY, LLC, as Borrower, DEUTSCHE BANK AG NEW YORK BRANCH and THE INSTITUTIONS FROM TIME TO TIME PARTY HERETO, as Lenders, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent for the Lenders, and DEUTSCHE BANK SECURITIES INC., as Lead Arranger and Sole Bookrunner. TABLE OF CONTENTS Page I. DEFINITIONS;

Strategic Hotels & Resorts, Inc. Supplemental Financial Information June 30, 2015

6.30.15 Exhibit 99.2 Exhibit 99.2 Strategic Hotels & Resorts, Inc. Supplemental Financial Information June 30, 2015 Supplemental Financial Information Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) June 30, 2015 TABLE OF CONTENTS PAGE CORPORATE INFORMATION The Company 1 Board of Directors 2 Officers 3 Equity Research Coverage 4 FINANCIAL HIGHLIGHTS Supplemental Financial Data 5 Consolidat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00

Regulation FD Disclosure, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 a7-30x158xkrejwmarriottess.htm 8-K 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): July 24, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of

COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746

7-30-15Exhibit991toJWMarriottEssexHouse8-K COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc.

STRATEGIC HOTELS & RESORTS ANNOUNCES NEW $750 MILLION UNSECURED CREDIT FACILITY AND $115 MILLION SEVEN-YEAR TERM LOAN SECURED BY THE RITZ-CARLTON HALF MOON BAY

EX-99.1 2 a6-2x15exhibit991to8xkrecr.htm EXHIBIT 99.1 Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner SVP, Capital Markets & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE THURSDAY, MAY 28, 2015 STRATEGIC HOTELS & RESORTS ANNOUNCES NEW $750 MILLION UNSECURED CREDIT FACILITY

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

6-2-158-KreCreditFacility UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Investor Presentation June 2015 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties. Forward-looking statements relate to expectations, beliefs, proje

a6115exhibit991investorp Investor Presentation June 2015 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties.

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 a6-1x158xkreinvestorpresen.htm 8-K 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 1, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of

Submission of Matters to a Vote of Security Holders

5-22-158-Kre2015AnnualMeetingResults UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Strategic Hotels & Resorts ESP

Correspondence May 18, 2015 VIA EDGAR & OVERNIGHT DELIVERY U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jennifer Monick, Staff Accountant Re: Strategic Hotels & Resorts, Inc. Form 10-K for the Fiscal Year Ended December 31, 2014 Filed February 24, 2015 File No. 001-32223 Dear Ms. Monick: In connection with the Staff?s

STRATEGIC HOTELS & RESORTS, INC. CLOSES ACQUISITION OF THE FOUR SEASONS AUSTIN HOTEL

5-14-15Exhibit991toAcquisitionofFSHA8-K EXHIBIT 99.1 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE WEDNESDAY, MAY 13, 2015 STRATEGIC HOTELS & RESORTS, INC. CLOSES ACQUISITION OF THE FOUR SEASONS AUSTIN

Financial Statements and Exhibits, Other Events

8-K 1 a5-14x158xkreacquisitionof.htm 8-K 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): May 13, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of

1

EX-99.1 2 a5-7x15exhibit991toearning.htm EXHIBIT 99.1 Exhibit 99.1 CORPORATE PARTICIPANTS Jon Stanner Strategic Hotels & Resorts, Inc. - SVP, Capital Markets, Acquisitions & Treasurer Rip Gellein Strategic Hotels & Resorts, Inc. - Chairman & CEO Diane Morefield Strategic Hotels & Resorts, Inc. – EVP & CFO CONFERENCE CALL PARTICIPANTS Bill Crow Raymond James & Associates, Inc. - Analyst Jeff Donnel

Financial Statements and Exhibits, Results of Operations and Financial Condition

5-7-158-KreQ12015EarningsCallTranscript UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS AND RISK FACTORS

EX-99.1 8 bee-2015331xex991.htm EXHIBIT 99.1 Exhibit 99.1 DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS AND RISK FACTORS Our quarterly report on Form 10-Q for the quarter ended March 31, 2015, our annual report on Form 10-K for the year ended December 31, 2014, our 2014 annual report to shareholders, any of our other quarterly reports on Form 10-Q or current reports on Form 8-K, or any other ora

STRATEGIC HOTELS & RESORTS, INC. SECOND AMENDED AND RESTATED 2004 INCENTIVE PLAN PERFORMANCE SHARE AWARD AGREEMENT

STRATEGIC HOTELS & RESORTS, INC. SECOND AMENDED AND RESTATED 2004 INCENTIVE PLAN PERFORMANCE SHARE AWARD AGREEMENT We are pleased to inform you that you have been awarded by Strategic Hotels & Resorts, Inc. (the ?Company?) the opportunity to earn a performance share award (the ?Performance Share Award?) subject to your waiver of a provision in your Executive Agreement as set forth in Section 15 be

COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746

3.31.15 Exhibit 99.1 A - Press Release Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE MONDAY, MAY 4, 2015 STRATEGIC HOTELS & RESORTS REPORTS FIRST QUARTER 2015 RESULTS Company announces entering into

STRATEGIC HOTELS & RESORTS, INC. SECOND AMENDED AND RESTATED 2004 INCENTIVE PLAN PERFORMANCE SHARE AWARD AGREEMENT

Exhibit 10.1 STRATEGIC HOTELS & RESORTS, INC. SECOND AMENDED AND RESTATED 2004 INCENTIVE PLAN PERFORMANCE SHARE AWARD AGREEMENT We are pleased to inform you that you have been awarded by Strategic Hotels & Resorts, Inc. (the ?Company?) the opportunity to earn a performance share award (the ?Performance Share Award?). The terms of the Performance Share Award are as set forth in this Performance Sha

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended March 31, 2015 2014 Revenues: Rooms $ 162,864 $ 103,100 Food and beverage 123,469 70,017 Other hote

3.31.15 Exhibit 99.1 B - Press Release Attachments Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended March 31, 2015 2014 Revenues: Rooms $ 162,864 $ 103,100 Food and beverage 123,469 70,017 Other hotel operating revenue 37,907 20,239 Lease revenue 1,031 1,299 Total revenues 325,271 194,655 Operatin

Strategic Hotels & Resorts, Inc. Supplemental Financial Information March 31, 2015

3.31.15 Exhibit 99.2 Exhibit 99.2 Strategic Hotels & Resorts, Inc. Supplemental Financial Information March 31, 2015 Supplemental Financial Information Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) March 31, 2015 TABLE OF CONTENTS PAGE CORPORATE INFORMATION The Company 1 Board of Directors 2 Officers 3 Equity Research Coverage 4 FINANCIAL HIGHLIGHTS Supplemental Financial Data 5 Consolid

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0

Financial Statements and Exhibits, Results of Operations and Financial Condition

3.31.15 8K Press Release 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) May 4, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction

Strategic Hotels & Resorts DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for use of the Commission only (as permitted by Rule 14a-6(e)(2)) ? Definitive Pro

Strategic Hotels & Resorts DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Strategic Hotels & Resorts DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for use of the Commission only (as permitted by Rule 14a-6(e)(2)) ? Definitive Pro

Weighted-Average Price Paid Per Share ($)

Exhibit 99.1 The table below specifies the date of transaction, the number of shares acquired, the weighted-average purchase price and the range of price per share of Common Stock of Strategic Hotels & Resorts, Inc. purchased by Cascade Investment, L.L.C. (“Cascade”) during the time specified. Cascade undertakes to provide upon request by the staff of the Securities and Exchange Commission full in

BEE / Strategic Hotels & Resorts Inc / Cascade Investment, L.L.C. - SC 13D/A Activist Investment

SC 13D/A 1 a15-61261sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* STRATEGIC HOTELS & RESORTS, INC. (Name of Issuer) Common Stock ($0.01 par value) (Title of Class of Securities) 86272T106 (CUSIP Number) Mike Rodden, Esq. Rumei Mistry, Esq. 2365 Carillon Point Kirkland, WA 98033 (

CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered (2) Proposed maximum offering price per unit (3) Proposed maximum aggregate offering price (3) Amount of registration fee (4) Common Stock, par

424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) File No. 333-202251 CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered (2) Proposed maximum offering price per unit (3) Proposed maximum aggregate offering price (3) Amount of registration fee (4) Common Stock, par value $0.01 per share (1) 214,804 $13.06 $2,805,340.24 $326 (1) This reg

Weighted-Average Price Paid Per Share ($)

Exhibit 99.1 The table below specifies the date of transaction, the number of shares acquired, the weighted-average purchase price and the range of price per share of Common Stock of Strategic Hotels & Resorts, Inc. purchased by Cascade Investment, L.L.C. (“Cascade”) during the time specified. Cascade undertakes to provide upon request by the staff of the Securities and Exchange Commission full in

Financial Statements and Exhibits, Other Events

8-K 1 d883868d8k.htm 8-K 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): March 3, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdicti

BEE / Strategic Hotels & Resorts Inc / Cascade Investment, L.L.C. - SC 13D/A Activist Investment

SC 13D/A 1 a15-57991sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* STRATEGIC HOTELS & RESORTS, INC. (Name of Issuer) Common Stock ($0.01 par value) (Title of Class of Securities) 86272T106 (CUSIP Number) Mike Rodden, Esq. Rumei Mistry, Esq. 2365 Carillon Point Kirkland, WA 98033 (

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 24, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commission

1

EXHIBIT 99.1 CORPORATE PARTICIPANTS Jon Stanner Strategic Hotels & Resorts, Inc. - SVP, Capital Markets, Acquisitions & Treasurer Rip Gellein Strategic Hotels & Resorts, Inc. - Chairman & CEO Diane Morefield Strategic Hotels & Resorts, Inc. – EVP & CFO CONFERENCE CALL PARTICIPANTS Bill Crow Raymond James & Associates, Inc. – Analyst Chris Woronka Deutsche Bank – Analyst Rich Hightower Evercore ISI

DISTRIBUTION AGREEMENT

EX-1.1 Exhibit 1.1 DISTRIBUTION AGREEMENT February 25, 2015 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Deutsche Bank Securities Inc. 60 Wall Street New York, New York 10005 Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, New York 10036 Wells Fargo Securities, LLC 375 Park Avenue, 4th Floor New York, New York 10152 Raymond James & Associates,

CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Proposed maximum aggregate offering price Amount of registration fee (1) Common Stock, par value $0.01 per share $250,000,000 $29,050

424B5 Table of Contents Filed pursuant to Rule 424(b)(5) File No. 333-202251 CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Proposed maximum aggregate offering price Amount of registration fee (1) Common Stock, par value $0.01 per share $250,000,000 $29,050 (1) The registration fee is calculated in accordance with Rule 457(o) under the Securities Act of 1933, as

Financial Statements and Exhibits, Other Events

8-K 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): February 25, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporati

AMENDED AND RESTATED LOAN AGREEMENT SHR MLB, LLC, a Delaware limited liability company, as Borrower MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY, a Massachusetts corporation, as Lender Dated as of January 29, 2015 Relating to Property Located at: Mont

Exhibit 10.81 AMENDED AND RESTATED LOAN AGREEMENT between SHR MLB, LLC, a Delaware limited liability company, as Borrower and MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY, a Massachusetts corporation, as Lender Dated as of January 29, 2015 Relating to Property Located at: Montage Laguna Beach 30801 South Coast Highway Laguna Beach, California 92651 TABLE OF CONTENTS Page Article 1 CERTAIN DEFINITIO

Strategic Hotels & Resorts, Inc. Supplemental Financial Information December 31, 2014

Exhibit 99.2 Strategic Hotels & Resorts, Inc. Supplemental Financial Information December 31, 2014 Supplemental Financial Information Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) December 31, 2014 TABLE OF CONTENTS PAGE CORPORATE INFORMATION The Company 1 Board of Directors 2 Officers 3 Equity Research Coverage 4 FINANCIAL HIGHLIGHTS Supplemental Financial Data 5 Consolidated Statements

BEE / Strategic Hotels & Resorts Inc S-3ASR - - S-3 ASR

S-3ASR 1 d838587ds3asr.htm S-3 ASR Table of Contents As filed with the Securities and Exchange Commission on February 24, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 STRATEGIC HOTELS & RESORTS, INC. (Exact name of registrant as specified in its charter) Maryland 33-1082757 (State

PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS LAGUNA BEACH LUXURY HOTEL LLC, as Seller, SHR MLB, LLC as Purchaser, OHANA HOLDINGS, L.L.C., STRATEGIC HOTELS & RESORTS, INC. January 28, 2015

Exhibit 10.79 PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS among LAGUNA BEACH LUXURY HOTEL LLC, as Seller, SHR MLB, LLC as Purchaser, OHANA HOLDINGS, L.L.C., and STRATEGIC HOTELS & RESORTS, INC. dated January 28, 2015 TABLE OF CONTENTS Page 1. Property 1 1.1 Sale and Purchase 1 1.2 Excluded Property 4 1.3 Subject to Hotel Management Agreement 5 1.4 REIT Requirements 5 2. Purchase Price 5 2.

Subsidiaries of Strategic Hotels & Resorts, Inc.

Exhibit 21.1 Subsidiaries of Strategic Hotels & Resorts, Inc. Name of Subsidiary Jurisdiction of Formation/Incorporation Banian Finance S.a.r.l. Luxembourg Bohus Verwaltung, BV Netherlands BSK Del Partner LP Delaware BSK del Partners, LLC Delaware BSK Mezz 3, LLC Delaware BSK Mezz 2, LLC Delaware BSK Mezz 1, LLC Delaware DTRS Columbus Drive, L.L.C. Delaware DTRS Essex House, LLC Delaware DTRS Esse

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE

EX-25.2 Exhibit 25.2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) WILMINGTON TRUST, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) 16-1486454 (I.R.S.

UNAUDITED PRO FORMA FINANCIAL INFORMATION

Exhibit 99.1 UNAUDITED PRO FORMA FINANCIAL INFORMATION On May 27, 2014, SHR Del Partners, LP, an indirect wholly-owned subsidiary of Strategic Hotel Funding, L.L.C. ("SH Funding"), the operating partnership of Strategic Hotels & Resorts, Inc. ("SHR") entered into a purchase and sale agreement with an affiliate of Blackstone Real Estate Partners VI L.P. (“Blackstone”), pursuant to which SHR agreed

CODE OF BUSINESS CONDUCT AND ETHICS

Exhibit 14.1 CODE OF BUSINESS CONDUCT AND ETHICS Introduction The policies set forth below constitute our Code of Business Conduct and Ethics (the "Code") which our Board of Directors has adopted to: ? Promote honest and ethical conduct, including fair dealing and the ethical handling of conflicts of interest; ? Promote full, fair, accurate, timely and understandable disclosure in reports and docu

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.80 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of January 29, 2015, is made by and between Strategic Hotels & Resorts, Inc., a Maryland corporation (the ?Company?) and Ohana Holdings, L.L.C., a Delaware limited liability company (the ?Stockholder?). W I T N E S S E T H WHEREAS, pursuant to the terms of that certain purchase and sale agre

STRATEGIC HOTELS & RESORTS, INC., WILMINGTON TRUST, NATIONAL ASSOCIATION Dated as of [ ], 2015 Senior Debt Securities TABLE OF CONTENTS* Page ARTICLE I. DEFINITIONS SECTION 1.01 Definitions of Terms 1 “Authenticating Agent” 1 “Bankruptcy Law” 1 “Boar

EX-4.9 Exhibit 4.9 STRATEGIC HOTELS & RESORTS, INC., Issuer AND WILMINGTON TRUST, NATIONAL ASSOCIATION Trustee INDENTURE Dated as of [ ], 2015 Senior Debt Securities TABLE OF CONTENTS* Page ARTICLE I. DEFINITIONS SECTION 1.01 Definitions of Terms 1 “Authenticating Agent” 1 “Bankruptcy Law” 1 “Board of Directors” 1 “Board Resolution” 2 “Business Day” 2 “Certificate” 2 “Company” 2 “Corporate Trust O

BSK DEL PARTNER, L.P. CONSOLIDATED BALANCE SHEETS (In thousands) June 11, 2014 (Unaudited) December 31, 2013 (Unaudited) Assets: Property and equipment $ 569,052 $ 566,259 Less accumulated depreciation (65,786 ) (56,092 ) Net property and equipment 5

Exhibit 99.1 INDEPENDENT AUDITORS? REPORT To the Partners of BSK Del Partner, L.P.: We have audited the accompanying consolidated financial statements of BSK Del Partner, L.P. (the ?Partnership?), which comprise the related consolidated statement of operations, partners' capital, and cash flows for the year ended December 31, 2012, and the related notes to the consolidated financial statements. Ma

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended December 31, Years Ended December 31, 2014 2013 2014 2013 Revenues: Rooms $ 154,862 $ 119,894 $ 582

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended December 31, Years Ended December 31, 2014 2013 2014 2013 Revenues: Rooms $ 154,862 $ 119,894 $ 582,969 $ 479,734 Food and beverage 118,936 78,433 385,623 287,557 Other hotel operating revenue 37,679 32,107 115,084 91,355 Lease revenue 1,524 1,385 5

Financial Statements and Exhibits, Other Events

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): February 24, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commission

Strategic Hotels & Resorts, Inc. Computation of Ratio of Earnings to Combined Fixed Charges and Preferred Dividends (numbers in thousands, except ratio amounts) Historical Fiscal Year Ended 2014 2013 2012 2011 2010 Income (loss) from continuing opera

EX-12.1 Exhibit 12.1 Strategic Hotels & Resorts, Inc. Computation of Ratio of Earnings to Combined Fixed Charges and Preferred Dividends (numbers in thousands, except ratio amounts) Historical Fiscal Year Ended 2014 2013 2012 2011 2010 Income (loss) from continuing operations before income taxes, noncontrolling interests and earnings (losses) from equity investees $ 177,635 $ 1,482 $ (48,188 ) $ (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-32

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 a2-24x158xkreinvestorprese.htm 8-K 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): February 24, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdictio

STRATEGIC HOTELS & RESORTS, INC., WILMINGTON TRUST, NATIONAL ASSOCIATION Dated as of [ ], 2015 Subordinated Debt Securities TABLE OF CONTENTS* Page ARTICLE I. DEFINITIONS SECTION 1.01 Definitions of Terms 1 “Authenticating Agent” 1 “Bankruptcy Law” 1

EX-4.10 Exhibit 4.10 STRATEGIC HOTELS & RESORTS, INC., Issuer AND WILMINGTON TRUST, NATIONAL ASSOCIATION Trustee INDENTURE Dated as of [ ], 2015 Subordinated Debt Securities TABLE OF CONTENTS* Page ARTICLE I. DEFINITIONS SECTION 1.01 Definitions of Terms 1 “Authenticating Agent” 1 “Bankruptcy Law” 1 “Board of Directors” 1 “Board Resolution” 2 “Business Day” 2 “Certificate” 2 “Company” 2 “Corporate

COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746

Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE MONDAY, FEBRURARY 23, 2015 STRATEGIC HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2014 RESULTS Full Year 2014 RevPAR increased 6.3 percent and E

Investor Presentation February2015 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties. Forward-looking statements relate to expectations, beliefs, pr

EX-99.1 2 a22415exhibit991investor.htm EXHIBIT 99.1 Investor Presentation February2015 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends, and similar expressions conc

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE

EX-25.1 Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) WILMINGTON TRUST, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) 16-1486454 (I.R.S.

LOAN AGREEMENT Dated as of December 30, 2014 By and Among SHR ESSEX HOUSE, LLC and DTRS ESSEX HOUSE, LLC, as Borrower, METROPOLITAN LIFE INSURANCE COMPANY, as Lender The JW Marriott Essex House Hotel 160 Central Park South New York, New York 10019 Lo

Exhibit 10.78 LOAN AGREEMENT Dated as of December 30, 2014 By and Among SHR ESSEX HOUSE, LLC and DTRS ESSEX HOUSE, LLC, as Borrower, and METROPOLITAN LIFE INSURANCE COMPANY, as Lender Property: The JW Marriott Essex House Hotel 160 Central Park South New York, New York 10019 Loan Amount: $225,000,000.00 TABLE OF CONTENTS Page I. DEFINITIONS; PRINCIPLES OF CONSTRUCTION 4 Section 1.1 Definitions 4 S

FMT SCOTTSDALE HOLDINGS, L.L.C. AND WALTON/SHR FPH HOLDINGS, L.L.C. COMBINED BALANCE SHEETS (In thousands) March 31, December 31, 2013 2014 Assets: (Unaudited) Property and equipment $ 266,292 $ 265,950 Less accumulated depreciation (91,253 ) (88,151

Exhibit 99.2 INDEPENDENT AUDITORS' REPORT To FMT Scottsdale Holdings, L.L.C. and Walton/SHR FPH Holdings, L.L.C.: We have audited the accompanying combined financial statements of FMT Scottsdale Holdings, L.L.C. and Walton/SHR FPH Holdings, L.L.C. (collectively, the ?Borrower?) both of which are under common ownership and common management, which comprise the combined balance sheet as of December

Financial Statements and Exhibits, Results of Operations and Financial Condition

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) February 23, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation) (

BEE / Strategic Hotels & Resorts Inc / VANGUARD GROUP INC Passive Investment

strategichotelsresortsinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 10 )* Name of issuer: Strategic Hotels & Resorts Inc Title of Class of Securities: REIT CUSIP Number: 86272T106 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the ap

BEE / Strategic Hotels & Resorts Inc / VANGUARD SPECIALIZED FUNDS Passive Investment

strategichotelsandresportsin.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.:3 )* Name of issuer: Strategic Hotels & Resorts Inc Title of Class of Securities: REIT CUSIP Number: 86272T106 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the a

Financial Statements and Exhibits, Other Events

8-K 1 d862104d8k.htm 8-K 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): February 3, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdi

CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered (2) Proposed maximum offering price per unit (3) Proposed maximum aggregate offering price (3) Amount of registration fee (4) Common Stock, par

424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) File No. 333-179850 CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered (2) Proposed maximum offering price per unit (3) Proposed maximum aggregate offering price (3) Amount of registration fee (4) Common Stock, par value $0.01 per share (1) 7,347,539 $13.24 $97,281,416.36 $11,304.11 (1)

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

8-K 1 d863439d8k.htm FORM 8-K 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): January 28, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other ju

STRATEGIC HOTELS & RESORTS, INC. ACQUIRES MONTAGE LAGUNA BEACH

EX-99.1 Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE THURSDAY, JANUARY 29, 2015 STRATEGIC HOTELS & RESORTS, INC. ACQUIRES MONTAGE LAGUNA BEACH CHICAGO – January 29, 2015 - Strategic Hotels & Resorts

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 a126158-krepowerpointprese.htm 8-K 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): January 26, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction

Investor Presentation January 2015 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties. Forward-looking statements relate to expectations, beliefs, pr

a12615exhibit991to8kinve Investor Presentation January 2015 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties.

BEE / Strategic Hotels & Resorts Inc 15-12B - - FORM 15-12B

Form 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-32223 Strategic Hotels & Resorts, Inc. (Exact name of regis

STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES CLOSING OF A FIVE-YEAR, $225 MILLION LOAN SECURED BY THE JW MARRIOTT ESSEX HOUSE HOTEL

EXHIBIT 99.1 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE TUESDAY, DECEMBER 30, 2014 STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES CLOSING OF A FIVE-YEAR, $225 MILLION LOAN SECURED BY THE JW MARRIOTT ESS

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 a1-6x158xkreessexhouserefi.htm 8-K 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): December 30, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdictio

Other Events

8-K 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): January 5, 2015 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation

EX-99.25

EX-99.25 2 ruleprovisionnotice.htm NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on January 16, 2015, pursuant to the provisions of Rule 12d2-2 (a). [ X ] 17 CFR 240.12d

Financial Statements and Exhibits, Other Events

8-K 1 a12-10x148xkreclosingoffou.htm 8-K 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): December 9, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction

STRATEGIC HOTELS & RESORTS, INC. CLOSES ACQUISITION OF THE FOUR SEASONS RESORT SCOTTSDALE AT TROON NORTH

EXHIBIT 99.1 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE TUESDAY, DECEMBER 9, 2014 STRATEGIC HOTELS & RESORTS, INC. CLOSES ACQUISITION OF THE FOUR SEASONS RESORT SCOTTSDALE AT TROON NORTH CHICAGO – D

STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES PUBLIC OFFERING OF 20,000,000 SHARES OF COMMON STOCK

EX-99.1 Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner SVP, Capital Markets & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE MONDAY, DECEMBER 1, 2014 STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES PUBLIC OFFERING OF 20,000,000 SHARES OF COMMON STOCK CHICAGO – December 1, 2014

Financial Statements and Exhibits, Other Events

8-K 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): December 1, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporatio

STRATEGIC HOTELS & RESORTS, INC. 20,000,000 Shares of Common Stock, par value $0.01 per share Underwriting Agreement

EX-1.1 2 d831479dex11.htm EX-1.1 Exhibit 1.1 STRATEGIC HOTELS & RESORTS, INC. 20,000,000 Shares of Common Stock, par value $0.01 per share Underwriting Agreement December 1, 2014 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: Strategic Hotels & Resorts, Inc., a Maryland corporation (the “Company”), proposes to issue and sell to J.P. Morgan Securities L

STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES PRICING OF PUBLIC OFFERING OF 20,000,000 SHARES OF COMMON STOCK

EX-99.2 5 d831479dex992.htm EX-99.2 Exhibit 99.2 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE TUESDAY, DECEMBER 2, 2014 STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES PRICING OF PUBLIC OFFERING OF 20,000,

CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered(1) Proposed maximum offering price per share(2) Proposed maximum aggregate offering price(2) Amount of registration fee Common Stock, par value

Final Prospectus Supplement Table of Contents Filed pursuant to Rule 424(b)(5) File No.

Sole Book-Running Manager J.P. Morgan

424B5 1 d823783d424b5.htm 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-179850 The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy these sec

STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES AGREEMENT TO ACQUIRE THE FOUR SEASONS RESORT SCOTTSDALE AT TROON NORTH

Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE TUESDAY, NOVEMBER 18, 2014 STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES AGREEMENT TO ACQUIRE THE FOUR SEASONS RESORT SCOTTSDALE AT TROON NORTH CHICAGO – No

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

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): November 18, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commission

STRATEGIC HOTELS & RESORTS, INC. SECOND AMENDED AND RESTATED 2004 INCENTIVE PLAN RICHARD J. MOREAU Election for Vested and Deferred Awards

EX-10.1 2 bee-ex101electionforvested.htm EXHIBIT 10.1 STRATEGIC HOTELS & RESORTS, INC. SECOND AMENDED AND RESTATED 2004 INCENTIVE PLAN RICHARD J. MOREAU Election for Vested and Deferred Awards WHEREAS, THIS ELECTION (the “Election”) is made this 6th day of November, 2014, by Richard J. Moreau, as the undersigned participant in the above-referenced plan (the “Plan”) that is sponsored by Strategic H

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a11-3x148xkreq32014earning.htm 8-K 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): November 3, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): November 6, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commission

1

CORPORATE PARTICIPANTS Jon Stanner Strategic Hotels & Resorts, Inc. - SVP, Capital Markets, Acquisitions & Treasurer Rip Gellein Strategic Hotels & Resorts, Inc. - Chairman & CEO Diane Morefield Strategic Hotels & Resorts, Inc. - EVP & CFO CONFERENCE CALL PARTICIPANTS Rich Hightower ISI Group - Analyst Ryan Meliker MLV & Company - Analyst Andrew Didora BofA Merrill Lynch - Analyst Chris Woronka De

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 a11-5x148xkpowerpointprese.htm 8-K 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): November 5, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction

Investor Presentation November 2014 Exhibit 99.1 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties. Forward-looking statements relate to expectation

november2014investorpres Investor Presentation November 2014 Exhibit 99.1 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends, and similar expressions concerning matter

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended September 30, Nine Months Ended September 30, 2014 2013 2014 2013 Revenues: Rooms $ 176,133 $ 134,0

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended September 30, Nine Months Ended September 30, 2014 2013 2014 2013 Revenues: Rooms $ 176,133 $ 134,092 $ 428,107 $ 359,840 Food and beverage 96,642 67,101 266,687 209,124 Other hotel operating revenue 31,224 21,098 77,405 59,248 Lease revenue 1,264 1

DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS AND RISK FACTORS

Exhibit 99.1 DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS AND RISK FACTORS Our quarterly report on Form 10-Q for the quarter ended September 30, 2014, our annual report on Form 10-K for the year ended December 31, 2013, our 2013 annual report to shareholders, any of our other quarterly reports on Form 10-Q or current reports on Form 8-K, or any other oral or written statements made in press rel

Financial Statements and Exhibits, Results of Operations and Financial Condition

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) November 3, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation) (C

COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746

Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE MONDAY, NOVEMBER 3, 2014 STRATEGIC HOTELS & RESORTS REPORTS THIRD QUARTER 2014 FINANCIAL RESULTS Third Quarter RevPAR Increases 6.4 percent and Total Rev

Strategic Hotels & Resorts, Inc. Supplemental Financial Information September 30, 2014

Exhibit 99.2 Strategic Hotels & Resorts, Inc. Supplemental Financial Information September 30, 2014 Supplemental Financial Information Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) September 30, 2014 TABLE OF CONTENTS PAGE CORPORATE INFORMATION The Company 1 Board of Directors 2 Officers 3 Equity Research Coverage 4 FINANCIAL HIGHLIGHTS Supplemental Financial Data 5 Consolidated Statemen

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 a10-16x148xkregelleinemplo.htm 8-K 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): October 10, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction

AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT

Exhibit 10.1 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT This AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of October 10, 2014, by and between RAYMOND L. GELLEIN, JR. (the “Executive”) and STRATEGIC HOTELS & RESORTS, INC. (the “Company”). WITNESSETH THAT: WHEREAS, the Executive and the Company are parties to that certain Employment Agreement, effective as of N

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 a10-3x148xkrepowerpointpre.htm 8-K 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): October 3, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction

Investor Presentation October 2014 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties. Forward-looking statements relate to expectations, beliefs, pr

a10314exhibit991powerpoi Investor Presentation October 2014 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties.

Regulation FD Disclosure

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): September 22, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commissio

Investor Day September 22nd, 2014 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties. Forward-looking statements relate to expectations, beliefs, pro

a92218exhibit991powerpoi Investor Day September 22nd, 2014 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties.

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 a9-22x148xkrepowerpointpre.htm 8-K 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) September 22, 2014 Strategic Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorpora

UNAUDITED PRO FORMA FINANCIAL INFORMATION

Exhibit 99.1 UNAUDITED PRO FORMA FINANCIAL INFORMATION On March 31, 2014, Strategic Hotel Funding, L.L.C., the operating partnership of Strategic Hotels & Resorts, Inc. ("SHR") and certain of its direct and indirect wholly-owned subsidiaries closed on the sale of the Marriott London Grosvenor Square hotel (the "Grosvenor Disposition"). SHR sold the 237-room Marriott London Grosvenor Square hotel f

Financial Statements and Exhibits

UNITED STATES 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): March 31, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commission

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): August 29, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commission F

LOAN AGREEMENT Dated as of August 29, 2014 By and Among SHC CHOPIN PLAZA, LLC DTRS INTERCONTINENTAL MIAMI, LLC collectively, as Borrower GERMAN AMERICAN CAPITAL CORPORATION, as Lender

Exhibit 10.1 LOAN AGREEMENT Dated as of August 29, 2014 By and Among SHC CHOPIN PLAZA, LLC and DTRS INTERCONTINENTAL MIAMI, LLC collectively, as Borrower and GERMAN AMERICAN CAPITAL CORPORATION, as Lender PROPERTY: InterContinental Hotel- Miami TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS; PRINCIPLES OF CONSTRUCTION............................................................................1 Secti

COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746

Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner SVP, Capital Markets, Acquisitions & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE TUESDAY, SEPTEMBER 2, 2014 STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES CLOSING OF A TEN-YEAR, $115 MILLION LOAN SECURED BY THE INTERCONTINENTAL

Investor Presentation August 2014 Exhibit 99.1 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties. Forward-looking statements relate to expectations,

EX-99.1 2 august2014investorpresen.htm PRESENTATION Investor Presentation August 2014 Exhibit 99.1 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends, and similar expr

Regulation FD Disclosure, Financial Statements and Exhibits

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): August 25, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commission F

Financial Statements and Exhibits

UNITED STATES 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): June 11, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commission F

BSK DEL PARTNER, L.P. CONSOLIDATED BALANCE SHEET (In thousands) Assets: December 31, 2013 Property and equipment $ 566,259 Less accumulated depreciation (56,092 ) Net property and equipment 510,167 Intangible assets 42,388 Cash and cash equivalents 7

Exhibit 99.1 BSK DEL PARTNER, L.P. Consolidated Financial Statements as of December 31, 2013 and for the Year Ended December 31, 2013 and Independent Auditors’ Report INDEPENDENT AUDITORS’ REPORT To BSK Del Partner, L.P.: We have audited the accompanying consolidated financial statements of BSK Del Partner, L.P. and its subsidiaries (the “Partnership”), which comprise the consolidated balance shee

UNAUDITED PRO FORMA FINANCIAL INFORMATION

Exhibit 99.2 UNAUDITED PRO FORMA FINANCIAL INFORMATION On May 27, 2014, SHR Del Partners, LP, an indirect wholly-owned subsidiary of Strategic Hotel Funding, L.L.C., the operating partnership of Strategic Hotels & Resorts, Inc. ("SHR") entered into a purchase and sale agreement with an affiliate of Blackstone Real Estate Partners VI L.P. (“Blackstone”), pursuant to which SHR agreed to acquire the

2

Exhibit 99.1 CORPORATE PARTICIPANTS Jon Stanner Strategic Hotels & Resorts, Inc. - SVP, Capital Markets, Acquisitions & Treasurer Rip Gellein Strategic Hotels & Resorts, Inc. - Chairman & CEO Diane Morefield Strategic Hotels & Resorts, Inc. - EVP & CFO CONFERENCE CALL PARTICIPANTS Bill Crow Raymond James & Associates - Analyst Ryan Meliker MLV & Company. - Analyst Rich Hightower ISI Group - Analys

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 5, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commission Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00

LOAN AND SECURITY AGREEMENT Dated as of June 30, 2014 by and among SHC WASHINGTON, L.L.C., as Borrower, DEUTSCHE BANK AG NEW YORK BRANCH, and THE INSTITUTIONS FROM TIME TO TIME PARTY HERETO, as Lenders, DEUTSCHE BANK AG NEW YORK BRANCH, as Administra

Exhibit 10.5 LOAN AND SECURITY AGREEMENT Dated as of June 30, 2014 by and among SHC WASHINGTON, L.L.C., as Borrower, DEUTSCHE BANK AG NEW YORK BRANCH, and THE INSTITUTIONS FROM TIME TO TIME PARTY HERETO, as Lenders, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent for the Lenders, DEUTSCHE BANK SECURITIES INC., as Lead Arranger and Sole Bookrunner. TABLE OF CONTENTS Page I. DEFINITIONS; P

DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS AND RISK FACTORS

Exhibit 99.1 DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS AND RISK FACTORS Our quarterly report on Form 10-Q for the quarter ended June 30, 2014, our annual report on Form 10-K for the year ended December 31, 2013, our 2013 annual report to shareholders, any of our other quarterly reports on Form 10-Q or current reports on Form 8-K, or any other oral or written statements made in press releases

_________________________________________________ AMENDED AND RESTATED LOAN AGREEMENT by and among NEW SANTA MONICA BEACH HOTEL, L.L.C., as Borrower, DTRS SANTA MONICA, L.L.C., as Operating Lessee, THE FINANCIAL INSTITUTIONS PARTY HERETO AND THEIR AS

Exhibit 10.4 AMENDED AND RESTATED LOAN AGREEMENT by and among NEW SANTA MONICA BEACH HOTEL, L.L.C., as Borrower, DTRS SANTA MONICA, L.L.C., as Operating Lessee, THE FINANCIAL INSTITUTIONS PARTY HERETO AND THEIR ASSIGNEES UNDER SECTION 12.12, as Lenders, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent -and- WELLS FARGO SECURITIES, LLC, as Sole Lead Arranger Entered into as of Ma

COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner SVP, Capital Markets & Treasurer Strategic Hotels & Resorts (312) 658-5746

Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner SVP, Capital Markets & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE MONDAY, AUGUST 4, 2014 STRATEGIC HOTELS & RESORTS REPORTS SECOND QUARTER 2014 FINANCIAL RESULTS Company Raises Lower-End of Full Year Guidance Ranges CHICAGO - August

Financial Statements and Exhibits, Results of Operations and Financial Condition

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) August 4, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation) (Com

Strategic Hotels & Resorts, Inc. Supplemental Financial Information June 30, 2014

Exhibit 99.2 Strategic Hotels & Resorts, Inc. Supplemental Financial Information June 30, 2014 Supplemental Financial Information Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) June 30, 2014 TABLE OF CONTENTS PAGE CORPORATE INFORMATION The Company 1 Board of Directors 2 Officers 3 Equity Research Coverage 4 FINANCIAL HIGHLIGHTS Supplemental Financial Data 5 Consolidated Statements of Oper

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended June 30, Six Months Ended June 30, 2014 2013 2014 2013 Revenues: Rooms $ 148,874 $ 127,484 $ 251,97

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended June 30, Six Months Ended June 30, 2014 2013 2014 2013 Revenues: Rooms $ 148,874 $ 127,484 $ 251,974 $ 225,748 Food and beverage 100,028 79,966 170,045 142,023 Other hotel operating revenue 25,942 18,491 46,181 38,150 Lease revenue 1,319 1,160 2,618

BEE / Strategic Hotels & Resorts Inc CORRESP - -

CORRESP VIA EDGAR & OVERNIGHT DELIVERY July 25, 2014 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Sandra B. Hunter, Staff Attorney Re: Form 10-K for the Fiscal Year Ended December 31, 2013 Filed February 27, 2014 File No. 001-32223 Dear Ms. Hunter: In connection with the Staff’s comment letter dated June 25, 2014 regarding

BEE / Strategic Hotels & Resorts Inc 15-12B - - 15-12B

15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-32223 Strategic Hotels & Resorts, Inc. (Exact name of registrant

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on July 18, 2014, pursuant to the provisions of Rule 12d2-2 (a).

Other Events

8-K 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): July 3, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation) (

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 d754254d8k.htm 8-K 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 30, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdicti

STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES CLOSING OF A FIVE-YEAR, $120 MILLION LOAN SECURED BY THE FOUR SEASONS WASHINGTON, D.C. HOTEL

EX-99.1 Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner VP, Capital Markets & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE MONDAY, JUNE 30, 2014 STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES CLOSING OF A FIVE-YEAR, $120 MILLION LOAN SECURED BY THE FOUR SEASONS WASHINGTON, D.

Regulation FD Disclosure, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets - 8-K

8-K 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 11, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation)

STRATEGIC HOTELS & RESORTS, INC. CLOSES ACQUISITION OF REMAINING INTEREST IN THE HOTEL DEL CORONADO

EX-99.1 Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner VP, Capital Markets & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE THURSDAY, JUNE 12, 2014 STRATEGIC HOTELS & RESORTS, INC. CLOSES ACQUISITION OF REMAINING INTEREST IN THE HOTEL DEL CORONADO CHICAGO – June 12, 2014 –

Regulation FD Disclosure, Financial Statements and Exhibits

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 2, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation) (Comm

Regulation FD Disclosure, Financial Statements and Exhibits

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 2, 2014 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 Num

Investor Presentation June 2014 Exhibit 99.1 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties. Forward-looking statements relate to expectations, b

a6314exhibit991investorp Investor Presentation June 2014 Exhibit 99.1 Except for historical information, the matters discussed in this presentation are forward-looking statements subject to certain risks and uncertainties. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends, and similar expressions concerning matters th

STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES UPDATED GUIDANCE RANGES TO REFLECT RECENT TRANSACTION ACTIVITY Raises Guidance Ranges for Comparable EBITDA and Comparable FFO per fully diluted share

EX-99.1 2 d737619dex991.htm EX-99.1 Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner VP, Capital Markets & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE MONDAY, JUNE 2, 2014 STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES UPDATED GUIDANCE RANGES TO REFLECT RECENT TRANSACTION ACT

STRATEGIC HOTELS & RESORTS, INC. 36,000,000 Shares of Common Stock, par value $0.01 per share Underwriting Agreement

EX-1.1 Exhibit 1.1 STRATEGIC HOTELS & RESORTS, INC. 36,000,000 Shares of Common Stock, par value $0.01 per share Underwriting Agreement May 28, 2014 J.P. Morgan Securities LLC Deutsche Bank Securities Inc. As Representatives of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 c/o Deutsche Bank Securities Inc. 60 Wall St

Financial Statements and Exhibits, Other Events

8-K 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): May 27, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation) (

STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES PUBLIC OFFERING OF COMMON STOCK

EX-99.1 Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner VP, Capital Markets & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE TUESDAY, MAY 27, 2014 STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES PUBLIC OFFERING OF COMMON STOCK CHICAGO – May 27, 2014 - Strategic Hotels & Resorts,

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 8-K

8-K 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): May 29, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation) (

STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES CLOSING OF A SEVEN-YEAR, $120 MILLION LOAN SECURED BY THE LOEWS SANTA MONICA BEACH HOTEL

EX-99.1 Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner VP, Capital Markets & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE FRIDAY, MAY 30, 2014 STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES CLOSING OF A SEVEN-YEAR, $120 MILLION LOAN SECURED BY THE LOEWS SANTA MONICA BEACH HO

STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES UPSIZING AND PRICING OF PUBLIC OFFERING OF 36,000,000 SHARES OF COMMON STOCK

EX-99.2 Exhibit 99.2 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner VP, Capital Markets & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE WEDNESDAY, MAY 28, 2014 STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES UPSIZING AND PRICING OF PUBLIC OFFERING OF 36,000,000 SHARES OF COMMON STOCK CHICA

CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered(1) Proposed maximum offering price per share Proposed maximum aggregate offering price Amount of registration fee(2) Common Stock, par value $0

424B5 Table of Contents Filed pursuant to Rule 424(b)(5) File No. 333-179850 CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered(1) Proposed maximum offering price per share Proposed maximum aggregate offering price Amount of registration fee(2) Common Stock, par value $0.01 per share 41,400,000 $10.50 $434,700,000 $55,989.36 (1) Includes up t

STRATEGIC HOTELS & RESORTS, INC. TO ACQUIRE THE REMAINING INTEREST IN THE HOTEL DEL CORONADO

EX-99.1 Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner VP, Capital Markets & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE TUESDAY, MAY 27, 2014 STRATEGIC HOTELS & RESORTS, INC. TO ACQUIRE THE REMAINING INTEREST IN THE HOTEL DEL CORONADO CHICAGO – May 27, 2014 - Strategic

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 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): May 27, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation) (

PURCHASE AND SALE AGREEMENT

EX-10.1 Exhibit 10.1 PURCHASE AND SALE AGREEMENT This PURCHASE AND SALE AGREEMENT (the “Agreement”) is made and entered into as of the 27th day of May, 2014 by and among BRE Del GP LLC (“BRE GP”) and BRE Del LP LLC (“BRE LP”), each a Delaware limited liability company (each a “Seller” and collectively, the “Sellers”), and SHR Del Partners, LP, a Delaware limited partnership (“Purchaser”). BACKGROU

STRATEGIC HOTELS & RESORTS, INC. Common Stock, Preferred Stock, Depositary Shares, Debt Securities, Warrants, Subscription Rights and Units BEE FINANCING TRUST I BEE FINANCING TRUST II BEE FINANCING TRUST III Preferred Securities Guaranteed to the ex

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-179850 The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy these securities in any state where

Financial Statements and Exhibits - 8-K/A

UNITED STATES 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): March 31, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commission

Submission of Matters to a Vote of Security Holders - 8-K

8-K 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): May 22, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation) (

UNAUDITED PRO FORMA FINANCIAL INFORMATION

Exhibit 99.2 UNAUDITED PRO FORMA FINANCIAL INFORMATION On March 31, 2014, Strategic Hotel Funding, L.L.C., the operating partnership of Strategic Hotels & Resorts, Inc. ("SHR") and certain of its direct and indirect wholly-owned subsidiaries entered into agreements with an affiliate of Walton Street Capital, L.L.C. (“Walton Street”), pursuant to which SHR agreed to acquire the remaining 50% owners

FMT SCOTTSDALE HOLDINGS, L.L.C. AND WALTON/SHR FPH HOLDINGS, L.L.C. COMBINED BALANCE SHEET (In thousands) December 31, 2013 Assets: Property and equipment $ 265,950 Less accumulated depreciation (88,151 ) Net property and equipment 177,799 Cash and c

Exhibit 99.1 INDEPENDENT AUDITORS' REPORT To FMT Scottsdale Holdings, L.L.C. and Walton/SHR FPH Holdings, L.L.C.: We have audited the accompanying combined financial statements of FMT Scottsdale Holdings, L.L.C. and Walton/SHR FPH Holdings, L.L.C. (collectively, the “Borrower”) both of which are under common ownership and common management, which comprise the combined balance sheet as of December

2

EX-99.1 Exhibit 99.1 CORPORATE PARTICIPANTS Jon Stanner Strategic Hotels & Resorts, Inc. - VP, Capital Markets, Acquisitions & Treasurer Rip Gellein Strategic Hotels & Resorts, Inc. – Chairman & CEO Diane Morefield Strategic Hotels & Resorts, Inc. – EVP & CFO CONFERENCE CALL PARTICIPANTS Bill Crow Raymond James & Associates - Analyst Ryan Meliker MLV & Company - Analyst Andrew Didora BofA Merrill

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 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) May 8, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation) (Co

DATED 2014 SHR GROSVENOR SQUARE LLC STRATEGIC HOTEL FUNDING, LLC - and - WESTERN TREASURE LIMITED - and - SHR GROSVENOR SQUARE S.Á.R.L. ________________________________________ AGREEMENT for the sale and purchase of the entire issued share capital an

Exhibit 10.4 DATED 2014 SHR GROSVENOR SQUARE LLC STRATEGIC HOTEL FUNDING, LLC - and - WESTERN TREASURE LIMITED - and - SHR GROSVENOR SQUARE S.?.R.L. AGREEMENT for the sale and purchase of the entire issued share capital and other securities of SHR GROSVENOR SQUARE S.?.R.L. Paul Hastings (Europe) LLP Solicitors and Registered Foreign Lawyers Ten Bishops Square, Eighth Floor London, E1 6EG Tel: +44

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 bee-2014331x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period f

Grant Date

EX-10.5 5 bee-ex1052014331xq1.htm EXHIBIT 10.5 Exhibit 10.5 May 5, 2014 Stephen M. Briggs Re: Separation from Employment and Release Dear Steve: This letter agreement with release (“Agreement”) sets forth the agreement reached concerning the separation of your employment with Strategic Hotel Funding, LLC, including its current and former parents (including, but not limited to, Strategic Hotels and

MEMBERSHIP INTEREST PURCHASE AGREEMENT

EX-10.3 3 bee-ex1032014331xq1.htm EXHIBIT 10.3 Exhibit 10.3 MEMBERSHIP INTEREST PURCHASE AGREEMENT This Membership Interest Purchase Agreement (this “Agreement”) is entered into and effective as of March 31, 2014, by and between Walton Scottsdale Investors VI, L.L.C., a Delaware limited liability company (“Seller”), and SHR Scottsdale Investor, LLC, a Delaware limited liability company (“Purchaser

MEMBERSHIP INTEREST PURCHASE AGREEMENT

EX-10.2 2 bee-ex1022014331xq1.htm EXHIBIT 10.2 Exhibit 10.2 MEMBERSHIP INTEREST PURCHASE AGREEMENT This Membership Interest Purchase Agreement (this “Agreement”) is entered into and effective as of March 31, 2014, by and between Walton Scottsdale Investors VI, L.L.C., a Delaware limited liability company (“Seller”), and SHR FPH Investor, LLC, a Delaware limited liability company (“Purchaser”). Sel

DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS AND RISK FACTORS

EX-99.1 10 bee-ex9912014331xq1.htm EXHIBIT 99.1 Exhibit 99.1 DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS AND RISK FACTORS Our quarterly report on Form 10-Q for the quarter ended March 31, 2014, our annual report on Form 10-K for the year ended December 31, 2013, our 2013 annual report to shareholders, any of our other quarterly reports on Form 10-Q or current reports on Form 8-K, or any other

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended March 31, 2014 2013 Revenues: Rooms $ 103,100 $ 98,264 Food and beverage 70,017 62,057 Other hotel

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended March 31, 2014 2013 Revenues: Rooms $ 103,100 $ 98,264 Food and beverage 70,017 62,057 Other hotel operating revenue 20,239 19,659 Lease revenue 1,299 1,200 Total revenues 194,655 181,180 Operating Costs and Expenses: Rooms 33,707 31,763 Food and be

Strategic Hotels & Resorts, Inc. Supplemental Financial Information March 31, 2014

Exhibit 99.2 Strategic Hotels & Resorts, Inc. Supplemental Financial Information March 31, 2014 Supplemental Financial Information Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) March 31, 2014 TABLE OF CONTENTS PAGE CORPORATE INFORMATION The Company 1 Board of Directors 2 Officers 3 Equity Research Coverage 4 FINANCIAL HIGHLIGHTS Supplemental Financial Data 5 Consolidated Statements of Op

Financial Statements and Exhibits, Results of Operations and Financial Condition

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) May 7, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation) (Commis

COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner Vice President, Capital Markets & Treasurer Strategic Hotels & Resorts (312) 658-5746

Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner Vice President, Capital Markets & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE WEDNESDAY, MAY 7, 2014 STRATEGIC HOTELS & RESORTS REPORTS FIRST QUARTER 2014 FINANCIAL RESULTS Strong operating results lead to 19.5% increase in Comparable

CREDIT AGREEMENT STRATEGIC HOTEL FUNDING, L.L.C., as Borrower VARIOUS FINANCIAL INSTITUTIONS, as the Lenders, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent, DEUTSCHE BANK SECURITIES INC. and J.P. MORGAN SECURITIES LLC, as Co-Lead Arranger

EX-10.1 Exhibit 10.1 CREDIT AGREEMENT among STRATEGIC HOTEL FUNDING, L.L.C., as Borrower and VARIOUS FINANCIAL INSTITUTIONS, as the Lenders, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent, DEUTSCHE BANK SECURITIES INC. and J.P. MORGAN SECURITIES LLC, as Co-Lead Arrangers JPMORGAN CHASE BANK, N.A. as Syndication Agent and BANK OF AMERICA, N.A., BMO HARRIS BANK N.A., CAPITAL ONE BANK NATI

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

Form 8-K 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): April 25, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorpora

STRATEGIC HOTELS & RESORTS ANNOUNCES NEW $300 MILLION STOCK SECURED CREDIT FACILITY AND TERMINATION OF INTEREST RATE SWAP PORTFOLIO

EX-99.1 Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner VP, Capital Markets & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE MONDAY, APRIL 28, 2014 STRATEGIC HOTELS & RESORTS ANNOUNCES NEW $300 MILLION STOCK SECURED CREDIT FACILITY AND TERMINATION OF INTEREST RATE SWAP PORT

- 15-12B

15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-32223 Strategic Hotels & Resorts, Inc. (Exact name of registrant

- DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

- DEFA14A

DEFA14A 1 d707637ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as amended Filed by the Registrant x Filed by a party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for use of the Commission only (as permi

COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner VP, Capital Markets & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746

Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner VP, Capital Markets & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE TUESDAY, APRIL 1, 2014 STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES THE SALE OF THE MARRIOTT LONDON GROSVENOR SQUARE HOTEL AND ACQUISITION OF THE REMAINING 50

UNAUDITED PRO FORMA FINANCIAL INFORMATION

Exhibit 99.3 UNAUDITED PRO FORMA FINANCIAL INFORMATION On March 31, 2014, Strategic Hotel Funding, L.L.C., the operating partnership of Strategic Hotels & Resorts, Inc. ("SHR") and certain of its direct and indirect wholly-owned subsidiaries closed on the sale of the Marriott London Grosvenor Square hotel (the "Grosvenor Disposition"). SHR sold the 237-room Marriott London Grosvenor Square hotel f

COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner VP, Capital Markets & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746

Exhibit 99.2 COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner VP, Capital Markets & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE FRIDAY, APRIL 4, 2014 STRATEGIC HOTELS & RESORTS, INC. ANNOUNCES REDEMPTION OF ITS 8.50% SERIES A CUMULATIVE REDEEMABLE PREFERRED STOCK CHICAGO – April 4, 2

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets, Other Events - 8-K

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): March 31, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commission Fi

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on April 14, 2014, pursuant to the provisions of Rule 12d2-2 (a).

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES 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): March 7, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation) (C

FMT SCOTTSDALE HOLDINGS, L.L.C. AND WALTON/SHR FPH HOLDINGS, L.L.C. COMBINED BALANCE SHEETS (In thousands) December 31, Assets: 2013 2012 Property and equipment $ 265,950 $ 259,581 Less accumulated depreciation (88,151 ) (75,012 ) Net property and eq

BEE-2013.12.31-EX99.2 Exhibit 99.2 INDEPENDENT AUDITORS' REPORT To FMT Scottsdale Holdings, L.L.C. and Walton/SHR FPH Holdings, L.L.C.: We have audited the accompanying combined financial statements of FMT Scottsdale Holdings, L.L.C. and Walton/SHR FPH Holdings, L.L.C. (collectively, the ?Borrower?) both of which are under common ownership and common management, which comprise the combined balance

BSK DEL PARTNER, L.P. (SUCCESSOR) CONSOLIDATED BALANCE SHEETS (In thousands) December 31, Assets: 2013 (Unaudited) 2012 Property and equipment $ 566,259 $ 560,481 Less accumulated depreciation (56,092 ) (35,297 ) Net property and equipment 510,167 52

EX-99.1 8 bee-20131231xex991.htm EXHIBIT 99.1 Exhibit 99.1 INDEPENDENT AUDITORS’ REPORT To the Partners of BSK Del Partner, L.P.: We have audited the accompanying consolidated financial statements of BSK Del Partner, L.P. (the “Partnership”), which comprise the balance sheet as of December 31, 2012, and the related consolidated statements of operations, partners' capital, and cash flows for the ye

Strategic Hotels & Resorts 10-K/A (Annual Report)

BEE-2013.12.31.10K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss

STRATEGIC HOTELS & RESORTS REACHES AGREEMENT WITH ORANGE CAPITAL AND APPOINTS DAVID W. JOHNSON TO BOARD OF DIRECTORS

EXHIBIT 99.1 COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner Vice President, Capital Markets & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE FRIDAY, MARCH 7, 2014 STRATEGIC HOTELS & RESORTS REACHES AGREEMENT WITH ORANGE CAPITAL AND APPOINTS DAVID W. JOHNSON TO BOARD OF DIRECTORS CHICAGO – March 7

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): March 7, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commission Fil

[Signature Page Follows]

EX-10.1 2 a3-10x14exhibit101to8xkreo.htm EXHIBIT 10.1 EXHIBIT 10.1 CONFIDENTIAL EXECUTION VERSION AGREEMENT This Agreement, dated March 7, 2014 (this “Agreement”), is by and among the persons (subject to Section 21 of this Agreement) and entities listed on Schedule A hereto (collectively, the “Orange Capital Group”, and individually a “member” of the Orange Capital Group) and Strategic Hotels & Re

COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner Vice President, Capital Markets & Treasurer Strategic Hotels & Resorts (312) 658-5746

Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner Vice President, Capital Markets & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE FRIDAY, FEBRUARY 28, 2014 STRATEGIC HOTELS & RESORTS CLOSES ON THE SALE OF THE FOUR SEASONS PUNTA MITA RESORT CHICAGO - February 28, 2014 - Strategic Hotels

UNAUDITED PRO FORMA FINANCIAL INFORMATION

Exhibit 99.2 UNAUDITED PRO FORMA FINANCIAL INFORMATION On February 28, 2014, certain direct and indirect wholly-owned subsidiaries of Strategic Hotel Funding, L.L.C., the operating company of Strategic Hotels & Resorts, Inc. ("SHR") closed on the sale of the Four Seasons Punta Mita Resort and an adjacent 48-acre land parcel commonly referred to as La Solana (the "Disposition"). SHR received net pr

Regulation FD Disclosure, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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): February 28, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 (Commission

1

Exhibit 99.1 CORPORATE PARTICIPANTS Jon Stanner Strategic Hotels & Resorts, Inc. - VP, Capital Markets & Treasurer Rip Gellein Strategic Hotels & Resorts, Inc. - Chairman & CEO Diane Morefield Strategic Hotels & Resorts, Inc. - EVP & CFO CONFERENCE CALL PARTICIPANTS Bill Crow Raymond James & Associates - Analyst Chris Woronka Deutsche Bank - Analyst Ryan Meliker MLV & Co. - Analyst Smedes Rose Eve

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

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) February 26, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32223 33-1082757 (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-32

PURCHASE AND SALE AGREEMENT SHC MEXICO HOLDINGS, LLC SHC HOLDINGS, LLC SBA VILLAS, LLC SANTA BARBARA US, L.P. AS SELLERS MT. JOYA HOLDINGS, LLC MT. JOYA OPERATIONS, LLC AS BUYER DECEMBER 12, 2013

EX-10.87 3 bee-20131231xex1087.htm PURCHASE AND SALE AGREEMENT Exhibit 10.87 PURCHASE AND SALE AGREEMENT BETWEEN SHC MEXICO HOLDINGS, LLC SHC HOLDINGS, LLC SBA VILLAS, LLC AND SANTA BARBARA US, L.P. AS SELLERS AND MT. JOYA HOLDINGS, LLC AND MT. JOYA OPERATIONS, LLC AS BUYER DECEMBER 12, 2013 NOTE: The submission of a draft of this Agreement is not an offer to enter into a legally binding contract

Subsidiaries of Strategic Hotels & Resorts Inc.

Exhibit 21.1 Subsidiaries of Strategic Hotels & Resorts Inc. Name of Subsidiary Jurisdiction of Formation/ Incorporation Banian Finance S.a.r.l. Luxembourg Bohus Verwaltung, BV Netherlands BSK Del Partner LP Delaware BSK del Partners, LLC Delaware BSK Mezz 3, LLC Delaware BSK Mezz 2, LLC Delaware BSK Mezz 1, LLC Delaware DTRS Columbus Drive, L.L.C. Delaware DTRS Essex House, LLC Delaware DTRS Esse

CODE OF BUSINESS CONDUCT AND ETHICS

Exhibit 14.1 CODE OF BUSINESS CONDUCT AND ETHICS Introduction The policies set forth below constitute our Code of Business Conduct and Ethics (the "Code") which our Board of Directors has adopted to: • Promote honest and ethical conduct, including fair dealing and the ethical handling of conflicts of interest; • Promote full, fair, accurate, timely and understandable disclosure in reports and docu

SECOND AMENDMENT TO RESTRUCTURING AGREEMENT

Exhibit 10.42 SECOND AMENDMENT TO RESTRUCTURING AGREEMENT THIS SECOND AMENDMENT TO RESTRUCTURING AGREEMENT (this ?Agreement?) is entered into effective as of December 20, 2013 by and among U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE, AS SUCCESSOR IN INTEREST TO BANK OF AMERICA, NATIONAL ASSOCIATION, AS TRUSTEE FOR THE REGISTERED HOLDERS OF THE CITIGROUP COMMERCIAL MORTGAGE TRUST 2007-FL3 COMMERCIAL

Investor Presentation February 2014 Exhibit 99.1 I. Strategic Hotels: An Overview II. Financial Overview III. Strategic Plan IV. Industry Update & Operating Trends V. Appendix I. Case Studies II. Corporate Governance Strategic Hotels: An Overview 1 2

february2014investorpres Investor Presentation February 2014 Exhibit 99.1 I. Strategic Hotels: An Overview II. Financial Overview III. Strategic Plan IV. Industry Update & Operating Trends V. Appendix I. Case Studies II. Corporate Governance Strategic Hotels: An Overview 1 2 BEE’s Strategy to Drive Shareholder Value Disciplined capital allocation & external growth strategy Enhance and expand our h

Regulation FD Disclosure, Financial Statements and Exhibits

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) February 26, 2014 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 Fil

STRATEGIC HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2013 Full Year 2013 RevPAR increased 8.8 percent in the Company's Total North American Portfolio and EBITDA margins expanded by 290 basis points Initiates Full Year 2014 RevPAR growth gu

Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP & Chief Financial Officer Strategic Hotels & Resorts (312) 658-5740 Jonathan Stanner Vice President, Capital Markets & Treasurer Strategic Hotels & Resorts (312) 658-5746 FOR IMMEDIATE RELEASE TUESDAY, FEBRUARY 25, 2014 STRATEGIC HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2013 RESULTS Full Year 2013 RevPAR increased 8.8 percent in the C

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended December 31, Years Ended December 31, 2013 2012 2013 2012 Revenues: Rooms $ 126,917 $ 117,255 $ 506

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) Consolidated Statements of Operations (in thousands, except per share data) Three Months Ended December 31, Years Ended December 31, 2013 2012 2013 2012 Revenues: Rooms $ 126,917 $ 117,255 $ 506,348 $ 429,689 Food and beverage 81,426 73,483 294,969 264,893 Other hotel operating revenue 32,709 20,799 93,535 75,857 Lease revenue 1,385 1,273 5,1

Strategic Hotels & Resorts, Inc. Supplemental Financial Information December 31, 2013

Exhibit 99.2 Strategic Hotels & Resorts, Inc. Supplemental Financial Information December 31, 2013 Supplemental Financial Information Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR) December 31, 2013 TABLE OF CONTENTS PAGE CORPORATE INFORMATION The Company 1 Board of Directors 2 Officers 3 Equity Research Coverage 4 FINANCIAL HIGHLIGHTS Supplemental Financial Data 5 Consolidated Statements

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

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) February 25, 2014 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other jurisdiction of incorporation) (

BEE / Strategic Hotels & Resorts Inc / CASPIAN CAPITAL LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* STRATEGIC HOTELS & RESORTS, INC. (Name of Issuer) Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share Series C Cumulative Redeemable Preferred Stock, par valu

BEE / Strategic Hotels & Resorts Inc / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 strategichotelsresortsinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9 )* Name of issuer: Strategic Hotels & Resorts Inc Title of Class of Securities: REIT CUSIP Number: 86272T106 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the appropriate box to designate the rul

BEE / Strategic Hotels & Resorts Inc / BANK OF NOVA SCOTIA - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* STRATEGIC HOTELS & RESORTS, INC. (Name of Issuer) COMMON STOCK STRATEGIC HOTELS & RESORTS, INC. (Title of Class of Securities) 86272T106 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropria

BEE / Strategic Hotels & Resorts Inc / VANGUARD SPECIALIZED FUNDS Passive Investment

strategichotelandresortsinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.:2)* Name of issuer: Strategic Hotels & Resorts Inc Title of Class of Securities: REIT CUSIP Number: 86272T106 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the app

Regulation FD Disclosure, Financial Statements and Exhibits - 8-K

8-K 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) January 27, 2014 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

Investor Presentation

EX-99.1 2 d663246dex991.htm EX-99.1 Investor Presentation January 2014 Exhibit 99.1 I. BEE’s Unique Value Proposition II. Industry Update & Operating Trends III. Financial Overview BEE’s Unique Value Proposition 1 o Pure play high-end lodging REIT o High-end outperforms the industry in a recovery o Industry leading asset management expertise o Assets are in excellent condition o Embedded organic g

- STRATEGIC HOTELS & RESORTS, INC.

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 d648709d8k.htm FORM 8-K 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): December 20, 2013 Strategic Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 001-32223 33-1082757 (State or other j

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as amended Filed by the Registrant x Filed by a party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for use of the Commission only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive

STRATEGIC HOTELS & RESORTS, INC. ISSUES STATEMENT

EX-99.1 Exhibit 99.1 COMPANY CONTACTS: Diane Morefield EVP, Chief Financial Officer Strategic Hotels & Resorts, Inc. (312) 658-5740 Jonathan Stanner VP, Capital Markets & Treasurer Strategic Hotels & Resorts, Inc. (312) 658-5746 FOR IMMEDIATE RELEASE TUESDAY, DECEMBER 17, 2013 STRATEGIC HOTELS & RESORTS, INC. ISSUES STATEMENT CHICAGO – December 17, 2013 – Strategic Hotels & Resorts, Inc. (NYSE: BE