EXHIBIT 99.1
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Press Release Issued by Jones Lang LaSalle Incorporated on
November 28, 2005
Contact: Gayle Kantro Steve Steinberg
Jones Lang LaSalle Spaulding & Slye
312 228 2795 617 531 4122
JONES LANG LASALLE AND SPAULDING & SLYE
REACH AGREEMENT TO MERGE OPERATIONS
CHICAGO, November 28, 2005 - Jones Lang LaSalle Incorporated (NYSE: JLL),
the world's leading real estate services and money management firm, and
Spaulding & Slye, a privately held real estate services and investment
company with offices in Boston and Washington, DC, announced today that
they have reached a definitive agreement to combine operations. The merger
enables Jones Lang LaSalle, which has an integrated global platform with
offices in 100 cities in 36 countries, to add immediate scale in the New
England area, to strengthen its depth of resources in the Washington, DC
market and to bring together significant expertise across all real estate
service lines.
Under the terms of the agreement, Jones Lang LaSalle will acquire Spaulding
& Slye with $150 million cash paid at closing. The agreement calls for
additional consideration and an earn-out that are subject to certain
contract provisions and performance. The transaction will be financed
with Jones Lang LaSalle's existing revolving credit facility, with closing
subject to Hart-Scott-Rodino approval as well as other customary closing
conditions. The transaction is expected to be neutral to modestly accretive
to earnings per share in 2006 and increasingly additive over time with
reduction in debt and associated financing costs.
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TRANSACTION HIGHLIGHTS:
. Adds immediate scale and strengthens resources in the
New England and Washington, DC areas
. Strong cultural fit demonstrated by each firm's commitment
to client service
. Debt-financed transaction using Jones Lang LaSalle's
existing credit facility
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"Bringing Jones Lang LaSalle and Spaulding & Slye together, two leading
firms recognized for their commitment to client service, will create a
combined market position in the Americas with deeper resources and greater
synergy across the full scope of real estate services that we provide to
our clients," said Colin Dyer, Jones Lang LaSalle Chief Executive Officer.
"This transaction is consistent with our articulated growth strategy which
includes strengthening our local and regional service offerings around the
globe."
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Spaulding & Slye senior management will hold leadership positions within
Jones Lang LaSalle, and management of both firms anticipate that
substantially all the 500 Spaulding & Slye employees will integrate into
similar capacities and roles within the combined organization. David
McGarry, currently Spaulding & Slye President, will maintain senior
regional oversight in the Washington, DC and New England regions. Other key
Spaulding & Slye executives, including Jim Karman, Chairman; Marshall
Durston, Chief Investment Officer; Peter Bailey, Chief Financial Officer;
and Kyle Warwick, New England Regional Director, will hold leadership roles
within the combined organization.
"Throughout our 40-year history, Spaulding & Slye has aggressively pursued
every opportunity to anticipate the changing needs of our clients. The
global platform offered by Jones Lang LaSalle will allow us to more
effectively serve our clients for many years to come," said David McGarry,
Spaulding & Slye President. "Moreover, Spaulding & Slye's historic
professional and civic commitment to the Boston and Washington, DC regions
will not waver."
The combination will bring together significant talent and experience in
leasing, management, project management, investment sales, structured
finance, consulting and development. The combined firm will have
leadership positions and deeper resources in several industry sectors -
federal services/public institutions, higher education, law firm services,
and life sciences. Spaulding & Slye's integrated principal-investing
practice and its construction business will operate as Spaulding & Slye
Investments and Spaulding & Slye Construction, respectively. Both will be
members of the Jones Lang LaSalle group, which also includes Jones Lang
LaSalle Hotels and LaSalle Investment Management.
"This agreement positions us to expand our capabilities significantly,
welcome hundreds of highly talented people into our ranks and benefit from
Spaulding & Slye's well-earned reputation for innovation and excellent
service delivery," said Peter Roberts, Chief Executive Officer of the
Americas for Jones Lang LaSalle. "By combining our resources, expertise,
platforms and common cultures of teamwork and client focus, we will deliver
significant new value to our clients, employees and shareholders."
With the addition of the Spaulding & Slye employees, Jones Lang LaSalle
will have approximately 20,000 employees around the world, including over
500 in the Washington, DC area and over 300 in the Boston area. The
combined firm, which will have 915 million square feet under management and
nearly $30 billion of assets under management, will be headquartered in
Chicago.
Banc of America Securities acted as financial advisor to Jones Lang LaSalle
and DLA Piper Rudnick Gray Cary served as legal advisor. Spaulding &
Slye's financial advisor was Covington Associates and its legal advisor was
WilmerHale.
ABOUT JONES LANG LASALLE
Jones Lang LaSalle is the world's leading real estate services and money
management firm, operating across more than 100 markets around the
globe. The company provides comprehensive integrated expertise, including
management services, implementation services and investment management
services on a local, regional and global level to owners, occupiers and
investors. Jones Lang LaSalle is also the industry leader in property and
corporate facility management services, with a portfolio of 895 million
square feet under management worldwide. LaSalle Investment Management, the
company's investment management business, is one of the world's largest and
most diverse real estate money management firms, with approximately $29
billion of assets under management. Its web site can be found at
www.joneslanglasalle.com.
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ABOUT SPAULDING & SLYE
Spaulding & Slye is a commercial real estate services and investment
company delivering full-scale development, leasing, management, investment
sales, construction, and structured finance services worldwide. From
offices in Boston and Washington, DC, the firm serves corporate,
institutional, and investor clients. Spaulding & Slye has serviced several
billion dollars in commercial real estate properties, and has assisted
numerous local, national, and international companies with planning and
implementing successful real estate strategies. Its web site can be found
at www.spauldingandslye.com.
Statements in this presentation regarding, among other things, future
financial results and performance, achievements, plans, targets,
projections and objectives may be considered forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995.
Such statements involve known and unknown risks, uncertainties and other
factors which may cause actual results, performance, achievements, plans
and objectives of Jones Lang LaSalle to be materially different from those
expressed or implied by such forward-looking statements and Jones Lang
LaSalle makes no representations or guarantees thereof. Factors that could
cause actual results to differ materially include those discussed under
"Business," "Management's Discussion and Analysis of Financial Condition
and Results of Operations," "Quantitative and Qualitative Disclosures about
Market Risk," and elsewhere in Jones Lang LaSalle's Annual Report on Form
10-K for the year ended December 31, 2004, in Jones Lang LaSalle's
Quarterly Report on Form 10-Q for the quarter ended September 30, 2005 and
in other reports filed with the Securities and Exchange Commission.
Statements speak only as of the date of this presentation. Jones Lang
LaSalle expressly disclaims any obligation or undertaking to update or
revise any forward-looking statements contained herein to reflect any
change in Jones Lang LaSalle's expectations or results, or any change in
events. In addition, nothing herein may be construed or is intended as an
offering of any security.
CONFERENCE CALL
The firm will conduct a conference call for shareholders, analysts and
investment professionals on Monday, November 28, 2005 at 11:00 a.m. EST.
To participate in the teleconference, please dial into one of the following
phone numbers five to ten minutes before the start time:
.. U.S. callers: +1 877 356 3887
.. International callers: +1 706 679 7250
Replay Information Available: 12:00 p.m. EST Monday, November 28 through
Midnight EST Monday, December 5 at the following numbers:
.. U.S. callers: +1 800 642 1687
.. International callers: +1 706 645 9291
.. Pass code: 2717395
LIVE WEB CAST
Follow these steps to listen to the web cast:
1. You must have a minimum 14.4 Kbps Internet connection
2. Log on to www.joneslanglasalle.com/shareholders/index.asp and follow
instructions
3. Download free Windows Media Player software: (link located under
registration form)
If you experience problems listening, send an e-mail to
webcastsupport@tfprn.com
This information is also available on the company's website at
www.joneslanglasalle.com