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 18, 2006 |
| 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 Number) | (I.R.S. Employer Identification No.) |
| 77 West Wacker Drive, Suite 4600, Chicago, Illinois | 60601 | |
| (Address of Principal Executive Offices) | (Zip Code) |
| (312) 658-5000 |
| (Registrant’s Telephone Number, Including Area Code) |
| Not Applicable |
| (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):
| ¨ | Written communications pursuant to Rule 425 under the 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)) |
| Item 7.01. | Regulation FD Disclosure. |
On April 18, 2006, Strategic Hotels & Resorts, Inc. issued the press release attached to this Current Report on Form 8-K (“Current Report”) as Exhibit 99.1. The press release is incorporated herein solely for purposes of this Item 7.01 disclosure.
The information in this Current Report, including the exhibit 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 this Current Report, including the exhibit, 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. This Current Report will not be deemed an admission as to the materiality of any information in this Current Report that is required to be disclosed solely by Regulation FD.
| Item 9.01 | Financial Statements and Exhibits. |
| (c) | Exhibits. |
| Exhibit No. |
Description |
|||
| 99.1 | Press release dated April 18, 2006 | |||
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| STRATEGIC HOTEL CAPITAL, INC. | ||||||||
| April 18, 2006 | By: |
/s/ Monte J. Huber | ||||||
| Name: Monte J. Huber Title: Vice President, Controller and Treasurer | ||||||||
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