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SEC Filings

S-1/A
JONES LANG LASALLE INC filed this Form S-1/A on 07/03/1997
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maintain a certain level of net worth and meet earnings before interest,
taxes, depreciation and amortization targets. The Company is further
prohibited, without the lenders' prior approval, from incurring certain
indebtedness (including certain levels of indebtedness in connection with co-
investments), guaranteeing certain obligations or disposing of a significant
portion of its assets. The facilities bear variable rates of interest based on
market rates. The Company expects to renegotiate the terms of the Short-Term
Facility and Long-Term Facility in connection with the assumption of such
indebtedness by the Company in the Incorporation Transactions.
 
  The Short-Term Facility is a revolving line of credit which must be paid
down annually for a 30-consecutive-day period and is restricted as to use for
general business purposes. Amounts outstanding on the Short-Term Facility at
March 31, 1997 totaled $16.8 million. The Long-Term Facility is limited in use
to investments in real estate ventures, business acquisitions and certain
capital expenditures, subject to lender approval. Principal payments on
borrowings under the Long-Term Facility are payable annually on June 15 for
amounts outstanding as of March 31 based on a defined amortization schedule.
Principal payments made on June 15 of each year increase the available balance
on the facility from which to borrow. Amounts outstanding on the Long-Term
Facility as of March 31, 1997 totaled $29.2 million.
 
  At March 31, 1997, the Company also had outstanding $37.2 million in
subordinated debt owed to affiliates of Dai-ichi in the form of $6.2 million
in Class A Notes and $31 million in Class B Notes (the "Dai-ichi Notes"), each
bearing interest at 10% payable annually on December 31st. Principal payments
on the Class A Notes are $3.1 million due on June 30, 1997 and 1998. Principal
payments on the Class B Notes are due in ten equal payments of $3.1 million on
June 30th of each year beginning in 1999. The Notes are prepayable without
penalty. In 1994, a principal repayment of $14.1 million was made on the Class
A Notes with capital contributions received in connection with the ABKB
acquisition.
 
  Net cash provided by financing activities was $7.7 million for the three
months ended March 31, 1997 compared to $14.9 million for the prior year
period. The change is primarily attributable to the increased cash flow
provided by operations resulting in a decrease in borrowing needs. Net cash
provided by (used in) financing activities was $17.2 million in 1996, compared
to ($12.4) million in 1995. Borrowings under the Long-Term Facility in 1996
were used to fund the acquisition of CIN Property Management, the increase in
co-investment activity, and infrastructure investments. Net cash used in
financing activities was $12.4 million in 1995, compared to $12.0 million in
1994. Distributions to partners increased by $3.0 million in 1995, compared to
1994.
   
  Upon completion of the Offering, the Company intends to repay the full
amount of the indebtedness outstanding under the Dai-ichi Notes. The remaining
proceeds will be used to repay the indebtedness outstanding under the Long-
Term Facility. After the existing long-term debt is paid, the Company plans to
increase its long-term debt periodically in order to continue to pursue
international expansion, strategic acquisitions and co-investments. The
Company believes, based on its current operating plans, that cash generated
from operations, the net proceeds of the Offering and available borrowings
will be sufficient to meet its capital and liquidity requirements. See "Use of
Proceeds."     
 
DISPOSITION
 
  On December 31, 1996, the Company completed the sale of its construction
management business to a former member of the Company's management. This
business, which specializes in the interior build-out of office and retail
space for tenants in the Chicago and Los Angeles markets, had 1996 revenue,
which are shown net of related expenses on the Company's combined statements
of earnings, of $1.3 million. The business was sold in exchange for a note of
$9.1 million. The note, which is secured by the current and future assets of
the business, is due December 31, 2006. For financial reporting purposes, the
Company has not treated the transaction as a divestiture. Principal and
interest to be received under the note will be treated as a reserve, if
necessary, for any anticipated financial exposure under the terms of the asset
purchase agreement, with the remainder recognized as income as principal and
interest payments are received.
 
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