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 19, 2008
JONES LANG LASALLE INCORPORATED
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(Exact name of registrant as specified in its charter)
Maryland 001-13145 36-4150422
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(State or other juris- (Commission File (IRS Employer
diction of incorporation) Number) Identification
No.)
200 East Randolph Drive, Chicago, IL 60601
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (312) 782-5800
Not Applicable
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(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under
Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
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ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
FIRST AMENDMENT TO AMENDED AND RESTATED MULTICURRENCY CREDIT
AGREEMENT
On June 16, 2008, the Company, also closed on a first amendment (the
"Multicurrency Agreement Amendment") to that Amended and Restated
Multicurrency Credit Agreement among Jones Lang LaSalle Finance B.V., a
subsidiary of the Company, the Company and certain of its other
subsidiaries, as guarantors, the banks party thereto, and Bank of Montreal,
as Administrative Agent (the "Multicurrency Credit Agreement"). The
Multicurrency Agreement Amendment, among other things, (i) approved the
acquisition by the Company, or a subsidiary thereof, of all of the
outstanding capital stock of Staubach Holdings, Inc. ("Staubach") pursuant
to the terms and conditions of the merger agreement entered into between
the Company and Staubach on June 16, 2008; (ii) modified certain covenants;
(iii) increased the accordion feature of the Multicurrency Credit Agreement
to allow for an increase of up to $1,000,000,000; and (iv) adjusted the
pricing under the Multicurrency Agreement Amendment to range from LIBOR +
1.25% to LIBOR + 2.75%.
FIRST AMENDMENT TO CREDIT AGREEMENT
On June 16, 2008, Jones Lang LaSalle Incorporated (the "Company"),
closed on a first amendment (the "Credit Agreement Amendment") to that
stand-by Credit Agreement among Jones Lang LaSalle Finance B.V., a
subsidiary of the Company, the Company and certain of its other
subsidiaries, as guarantors, the banks party thereto, and Bank of Montreal,
as Administrative Agent (the "Credit Agreement"). The Credit Agreement
Amendment, among other things, (i) approved the acquisition by the Company,
or a subsidiary thereof, of all of the outstanding capital stock of
Staubach Holdings, Inc. ("Staubach") pursuant to the terms and conditions
of the merger agreement entered into between the Company and Staubach on
June 16, 2008; (ii) modified certain covenants; and (iii) adjusted the
pricing under the Credit Agreement Amendment to begin at LIBOR + 2.5%.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
The following Exhibits are included with this Report:
99.1 First Amendment to Credit Agreement, dated as of
June 16, 2008
99.2 First Amendment to Amended and Restated Multicurrency
Credit Agreement, dated as of June 16, 2008
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The forward-looking statements contained in this report are based on
current expectations, estimates, projections and assumptions made by
management. While the Company's management believes the assumptions
underlying its forward-looking statements are reasonable, such information
is subject to uncertainties and may involve certain risks, many of which
are difficult to predict and beyond management's control. As such, these
statements are not guarantees of future performance, results or events.
The Company assumes no obligation to update or supplement forward-looking
statements that become untrue because of subsequent events.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
each registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
Date: June 19, 2008 JONES LANG LASALLE INCORPORATED
By: /s/ Joseph J. Romenesko
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Name: Joseph J. Romenesko
Its: Treasurer
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EXHIBIT INDEX
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EXHIBIT NO. DESCRIPTION
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99.1 First Amendment to Credit Agreement, dated as of
June 16, 2008
99.2 First Amendment to Amended and Restated Multicurrency
Credit Agreement, dated as of June 16, 2008
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