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STRATEGIC HOTELS & RESORTS, INC FILES (8-K) Disclosing Entry into a Material Definitive Agreement

September 4, 2014

Item 1.01 Entry into a Material Definitive Agreement. On August 29, 2014, SHC Chopin Plaza, LLC and DTRS InterContinental Miami, LLC, each a wholly owned subsidiary of Strategic Hotel Funding, L.L.C., the operating partnership of Strategic Hotels & Resorts, Inc. (the "Company"), entered into a loan agreement (the "Loan Agreement") with German American Capital Corporation, as lender (the "Loan"). The principal amount of the Loan is $115,000,000, which bears interest at a fixed rate of 3.99% per annum and has a ten-year term. The Loan is secured by, among other things, a first mortgage with respect to the hotel commonly known as the InterContinental Miami hotel (the "Hotel"). The Company had recently repaid the $85,000,000 mortgage loan previously encumbering the Hotel. The foregoing description of the Loan is qualified in its entirety by reference to the Loan Agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth above in "Item 1.01 - Entry into a Material Definitive Agreement" of this Current Report on Form 8-K (this "Current Report") is incorporated herein by reference. Item 7.01 Regulation FD Disclosure. A copy of the press release announcing the Loan is attached to this Current Report as Exhibit 99.1 and is incorporated herein solely for purposes of this Item 7.01 disclosure. The information in Item 7.01 of this Current Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of such section. The information in Item 7.01 of this Current Report, including Exhibit 99.1 attached hereto, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing. Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 10.1 Loan Agreement, dated August 29, 2014, by and among SHC Chopin Plaza, LLC, DTRS InterContinental Miami, LLC and German American Capital Corporation 99.1 Press release dated September 2, 2014



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Source: Edgar Glimpses


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