form8-ka.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K/A
(AMENDMENT
NO. 2)
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 11,
2008
JONES
LANG LASALLE INCORPORATED
(Exact
name of registrant as specified in its charter)
Maryland
(State
or other jurisdiction of incorporation)
001-13145
(Commission
File Number)
36-4150422
(IRS
Employer Identification No.)
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200
East Randolph Drive, Chicago, IL
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60601
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant's
telephone number, including area code: (312)
782-5800
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. below):
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
INTRODUCTORY
NOTE
This
amendment No. 2 (the “Amendment”) hereby amends the Current Report on Form 8-K/A
(Amendment No. 1) of Jones Lang LaSalle Incorporated, a Maryland corporation
(the “Company”), filed with the Securities and Exchange Commission (the “SEC”)
on July 17, 2008 (the “Report”), and the Current Report on Form 8-K (the
"Initial Report") of the Company on July 16, 2008 to report that on July 11,
2008, the Company completed the acquisition of Staubach Holdings, Inc., a Texas
corporation ("Staubach"), pursuant to the Agreement and Plan of Merger, dated as
of June 16, 2008, by and among the Company, Jones Lang LaSalle Tenant
Representation, Inc., a Texas corporation and an indirect, wholly-owned
subsidiary of the Company ("Merger Sub") and Staubach (the "Merger Agreement").
This Amendment includes the information required by Item 9.01 of Form 8-K
relating to the acquisition of Staubach. The information previously reported in
the Report is incorporated by reference into this Amendment.
SECTION 9
- FINANCIAL STATEMENTS AND EXHIBITS
ITEM
9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(a)
Financial statements of businesses acquired.
Consolidated
audited financial statements required by Item 9.01(a) of Form 8-K for Staubach
as of March 31, 2008 and for the nine months ended March 31, 2008 are filed as
Exhibit 99.1 to this Amendment.
(b) Pro
forma financial information.
The pro
forma financial information required by Item 9.01(b) as of and for the three
months ended March 31, 2008 and for the year ended December 31, 2007 is filed as
Exhibit 99.2 to this Amendment.
(d)
Exhibits.
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Exhibit
Number
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Description
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2.1
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Agreement
and Plan of Merger, dated June 16, 2008, by and among Jones Lang LaSalle
Incorporated, Jones Lang LaSalle Tenant Representation, Inc. and Staubach
Holdings, Inc. (incorporated by reference to the Company's Current Report
on Form 8-K filed with the Securities and Exchange Commission on June 20,
2008)
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Consent
of Independent Auditors
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Consolidated
audited financial statements of Staubach Holdings, Inc. as of and for the
nine months ended March 31, 2008
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Unaudited
pro forma combined financial information for Jones Lang LaSalle
Incorporated as of and for the three months ended March 31, 2008 and for
the year ended December 31, 2007
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SIGNATURE
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.
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Date:
August 15, 2008
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JONES
LANG LASALLE INCORPORATED
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By:
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/s/
Lauralee E. Martin
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Name:
Lauralee E. Martin
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Title:
Chief Operating and Financial
Officer
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