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SEC Filings

S-1/A
JONES LANG LASALLE INC filed this Form S-1/A on 07/03/1997
Entire Document
 
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                                 RISK FACTORS
 
  Prospective investors should carefully consider the following information in
addition to the other information presented in this Prospectus before
purchasing the shares of Common Stock offered hereby.
 
GENERAL ECONOMIC CONDITIONS; REAL ESTATE ECONOMIC CLIMATE
 
  Periods of economic slowdown or recession, rising interest rates or
declining demand for real estate could adversely affect certain segments of
the Company's business. Such economic conditions could result in a general
decline in rents which in turn would adversely affect revenue from property
management fees (which in certain cases are calculated as a percentage of the
revenue generated by the property under management) and commissions or fees
derived from property sales and leases (which are typically based on the sale
price or lease revenue commitment, respectively). Such conditions could also
lead to a decline in sale prices as well as a decline in demand for capital
invested in commercial real estate and related assets.
 
  The condition of the real estate market tends to be cyclical and related to
the condition of the economy as a whole or, at least, to the perceptions of
investors and users as to the economic outlook. The sharp downturn in the
commercial real estate market in the early 1990s has caused and may continue
to cause some property owners to dispose of their properties or to lose them
through foreclosures. Such changes in the ownership of properties may be
accompanied by a change in property and investment management firms and could
cause the Company to lose property and investment management agreements or
make the agreements it retains less profitable.
 
RISK OF TERMINATION OR OTHER LOSS OF MANAGEMENT AGREEMENTS
 
  The Company is substantially dependent on revenue received for services
performed under property management and leasing and investment management
agreements, and would be adversely affected if a significant number of these
agreements were terminated or were not renewed. For the year ended December
31, 1996, revenue from property management and leasing agreements and
investment management agreements constituted approximately 37% and 32%,
respectively, of total revenue. Most property management and leasing and
investment management agreements have terms of approximately three years and
typically are terminable by the client for any reason on as little as 30 to 60
days' notice. There can be no assurance that any such contracts will not be
cancelled prior to expiration or will be renewed when the term expires. In
addition, the Company derives substantial property management and leasing and
investment banking fees from real estate assets managed by its Investment
Management group. Contracts for these related services may be terminated or
lost for a number of reasons, including the termination or cancellation of the
underlying asset management agreement or disposition of the subject property.
The loss of a substantial number of these agreements could have a material
adverse effect on the Company.
 
  In addition, the Company will sell the remaining real estate assets held by
four multiple investor funds ("commingled funds") formed by the Company in the
1980s to hold real estate investments on behalf of numerous tax-exempt
institutional investors. The Company receives investment advisory, property
management and leasing and investment banking fees for services provided in
connection with these funds. In 1996, 1995 and 1994, revenue derived from, or
in connection with, these funds represented 11.5%, 12.8% and 20.1%,
respectively, of the Company's total revenue. The Company expects that revenue
derived from, or in connection with, these funds will decrease and eventually
be eliminated as the remaining assets of the funds are sold. While the timing
of the revenue losses will depend on the timing of the dispositions, the
Company expects to complete substantially all of such dispositions prior to
the end of 1998. See "Management's Discussion and Analysis of Financial
Condition and Results of Operations."
 
DEPENDENCE ON PROPERTY PERFORMANCE
 
  The Company's revenue from property management and leasing services are
generally based on percentages of the revenue generated by the properties that
it manages. In addition, leasing commissions typically are based
 
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