8-K

UNITED STATES
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) June 3, 2003

ORIENT-EXPRESS HOTELS LTD.
(Exact name of registrant as specified in its charter)
Bermuda
(State or other jurisdiction of incorporation)
001-16017	98-0223493
(Commission File Number)	(I.R.S. Employer Identification No.)
41 CEDAR AVENUE P.O. BOX HM 1179 HAMILTON HMEX, BERMUDA
(Address of principal executive offices) Zip Code
441-295-2244
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)

ITEM 7.	Financial Statements, Pro Forma Financial Information and Exhibits
(c)	Exhibits
99	June 3, 2003 slide presentation to investors meeting in New York City.
ITEM 9.	Regulation FD Disclosure (under Item 12)

The information contained in this Current Report is intended to be furnished under Item 12—Results of Operations and Financial Condition pursuant to interim guidance issued by the Commission in Release Nos. 33-8216 and 34-47583.  Therefore, the information hereunder shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in the filing.  The registrant is a foreign private issuer and, therefore, is exempt from Regulation FD.

On June 3, 2003, registrant’s management gave an oral presentation at an investors meeting in New York City.  The slides shown at that meeting are attached as an Exhibit to this Current Report and incorporated herein by reference.

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 thereunto duly authorized.

	ORIENT-EXPRESS HOTELS LTD.
	By:	/s/ E.S. Hetherington
		Edwin S. Hetherington
		Secretary
Date:  June 3, 2003

EXHIBIT INDEX

Exhibit Number	Description
99	June 3, 2003 slide presentation to investors meeting in New York City.

3

EX-99

EXHIBIT 99

Searchable text section of graphics shown above

Orient-Express Hotels Ltd

Investor Presentation
New York
June 3, 2003

Orient-Express Hotels

•Global Hospitality and Leisure Company

•    Exclusive focus on deluxe luxury market

•    31 Hotels, 4 Restaurants, 5 Trains, 1 River Vessel

•Distinguished Luxury Brand Names

•    Orient-Express, Cipriani, Copacabana Palace

•     ‘21’ Club, Windsor Court, Ritz Madrid

•Focus on Ownership

•    Irreplaceable assets, high barriers to entry

Turbulent Times

[CHART]

RevPAR Decline has Squeezed Margins Since 2000

RevPAR

[CHART]

Margin (%)

[CHART]

Declines in Occupancy, Not Rate

Average Room Rate

[CHART]

Occupancy

[CHART]

2002 Acquisitions Drive Top Line Growth

[CHART]

	Revenue $m
Le Manoir	=	13
La Residencia	=	8
Maroma	=	3
Miraflores	=	4
		28	(11%)

Acquisitions Build EBITDA Platform for Strong Recovery

[CHART]

Recent Acquisitions	EBITDA Multiple
Le Manoir	7	x
La Residencia	7	x
Maroma	10	x
Miraflores	10	x

Weighted Av= 8x

OEH Recovery Potential

1) General RevPAR Recovery

•Same store EBITDA decline of $25m since 2000

2) Acquisitions

•$8m EBITDA

•Exceptional purchase prices (8 x EBITDA)

3) Expansions Kick In

•Investment made of over $50m

•High return when demand recovers

Over $50 Million Recent Expansion
Investments with Good Potential

Inn at Perry Cabin	41 new keys, pool, new restaurant and new meeting room
Maroma	20 additional keys completed
Villa San Michele	8 additional keys
La Residencia	2 new presidential suites
Cipriani	New banqueting room and master suite
Peru	New luxury train
La Cabana	Construction of new restaurant
Caruso	Hotel closed pending refurbishment
Westcliff	New conference centre opening soon

Growth Potential: The Right Time for OEH

Cycle Timing	OEH (Owner/Acquirer)	Pure Manager
Hotel performance weak	•Lower purchase prices	•	}
				Disputes over contracts
Owners in difficulty	•Distress sales	•
Very little new construction	•Less competition	•	No new contracts

2003: Hotel Ritz, Madrid

•Unique property, outstanding location

•Good business mix: corporate, leisure, banqueting

•Attractive deal structure

•€125m price, about 10 x EBITDA

•Benefit of management fees reduces price to 8-9 x EBITDA

•Solid real estate investment partner

•€20m equity exposure; €3-4m initial annual return

•A template for further acquisitions?

Sea Containers Relationship

•Sea Containers reduced shareholding

•14.4 million shares owned (47% of equity) - voting 16%

•Heavy voting shares passed to OEH (2002)

•Cross-default issues largely resolved

•Originally $182m debt at time of IPO

•Only one outstanding $15m

•Shared services agreement

•Can be terminated with 1 year notice

Attractive Finance for Expansion

•OEH style assets an attractive proposition for banks

•Virgin hotel transaction (Le Manoir and La Residencia, 2002)

•68% LTV

•115 bp over Libor

•7 year term

•Ritz, Madrid (2003)

•68% LTV

•100 bp over Libor

•25 year term

•JV: non-recourse

Strong Balance Sheet – Hidden Asset Value

31 March	$’m
Cash	40
Other current assets	85
Real estate, investments and other assets	893
Total Assets	1,018
Liabilities	126
Debt	469
Shareholder equity	423
	1,018

•Net assets per share on a historical US GAAP basis = $13.73/Share

•Cash availability to be increased by $70m with re-financing of Italian hotels

Summary: A Special Moment for OEH

Recovery Potential

•General recovery: $25m EBITDA same store decline

•Acquisitions at exceptional prices

•Expansions kick in

Growth Potential

•Buyer’s market

•The Ritz as a template

•Limited new supply

PSLRA

ORIENT-EXPRESS HOTELS LTD.

Management believes that EBITDA (earnings before interest, tax, depreciation and amortization) is a useful measure of operating performance, used by management and investors to help determine the ability of a company or property to service or incur indebtedness, because it is not affected by non-operating factors such as leverage and the historic cost of assets.  EBITDA is also a financial measure commonly used in the hotel and leisure industry.  However, EBITDA does not represent cash flow from operations as defined by U.S. generally accepted accounting principles, is not necessarily indicative of cash available to fund all cash flow needs and should not be considered as an alternative to earnings from operations under U.S. generally accepted accounting principles for purposes of evaluating results of operations.

This presentation and accompanying oral remarks by management contain, in addition to historical information, forward-looking statements that involve risks and uncertainties.  These include statements regarding earnings growth, investment plans and similar matters that are not historical facts.  These statements are based on management’s current expectations and are subject to a number of uncertainties and risks that could cause actual results to differ materially from those described in the forward-looking statements.  Factors that may cause a difference include, but are not limited to, those mentioned in the presentation and oral remarks, unknown effects on the travel and leisure markets of terrorist activity and any police or military response (including the recent Iraqi war and its aftermath), the unknown effects on those markets of the current SARS epidemic, varying customer demand and competitive considerations, realization of bookings and reservations as actual revenue, inability to sustain price increases or to reduce costs, interest rate and currency value fluctuations, uncertainty of negotiating and completing proposed capital expenditures and acquisitions, adequate sources of capital and acceptability of finance terms, shifting patterns of business travel and tourism and seasonality of demand, adverse local weather conditions, changing global and regional economic conditions, and legislative, regulatory and political developments.  Further information regarding these and other factors is included in the filings by the company and Sea Containers Ltd. with the U.S. Securities and Exchange Commission.