LaSalle Hotel Properties to Review Revised Unsolicited Proposal from Pebblebrook Hotel Trust
16 April 2018 - 9:33PM
Business Wire
LaSalle Hotel Properties (NYSE:LHO) (“LaSalle” or the “Company”)
today confirmed that it received a revised unsolicited proposal
from Pebblebrook Hotel Trust (NYSE: PEB) (“Pebblebrook”) on April
13, 2018 to acquire LaSalle in a transaction with consideration of
0.8944 common shares of Pebblebrook per common share of LaSalle,
with the option for LaSalle shareholders to elect to receive cash
up to a maximum of 15% in aggregate of the consideration, subject
to pro ration.
Consistent with its fiduciary duties and in consultation with
its financial and legal advisors, the LaSalle Board of Trustees
will carefully review Pebblebrook’s revised proposal to determine
the course of action that it believes is in the best interest of
the Company’s shareholders. The LaSalle Board of Trustees expects
to respond to Pebblebrook’s proposal in due course.
LaSalle shareholders are advised to take no action at this time,
pending the review of the revised proposal by LaSalle’s Board of
Trustees.
Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC
are acting as financial advisors to LaSalle and Goodwin Procter LLP
and DLA Piper LLP (US) are acting as legal counsel.
About LaSalle Hotel Properties
LaSalle Hotel Properties is a leading multi-operator real estate
investment trust. The Company owns 41 properties, which are
upscale, full-service hotels, totaling approximately 10,400 guest
rooms in 11 markets in seven states and the District of Columbia.
The Company focuses on owning, redeveloping and repositioning
upscale, full service hotels located in urban, resort and
convention markets. LaSalle Hotel Properties seeks to grow through
strategic relationships with premier lodging groups, including
Access Hotels & Resorts, Accor, Benchmark Hospitality, Davidson
Hotel Company, Evolution Hospitality, HEI Hotels & Resorts,
Highgate Hotels, Hilton, Hyatt Hotels Corporation, IHG, JRK Hotel
Group, Inc., Marriott International, Noble House Hotels &
Resorts, Outrigger Lodging Services, Provenance Hotels, Two Roads
Hospitality, and Viceroy Hotel Group.
Forward-Looking Statements
This press release, together with other statements and
information publicly disseminated by the Company, contains certain
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. The Company intends
such forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements contained in the Private
Securities Litigation Reform Act of 1995 and includes this
statement for purposes of complying with these safe harbor
provisions. Forward-looking statements, which are based on certain
assumptions and describe the Company's future plans, strategies and
expectations, are generally identifiable by use of the words
“will,” "believe," "expect," "intend," "anticipate," "estimate,"
"project," “may,” “plan,” “seek,” “should,” or similar expressions.
Forward-looking statements in this press release include, among
others, statements about the Company’s review of the Pebblebrook
unsolicited proposal. You should not rely on forward-looking
statements since they involve known and unknown risks,
uncertainties and other factors that are, in some cases, beyond the
Company's control and which could materially affect actual results,
performances or achievements. Factors that may cause actual results
to differ materially from current expectations include, but are not
limited to, (i) uncertainties regarding future actions that may be
taken by Pebblebrook in furtherance of its unsolicited proposal,
(ii) risks associated with the hotel industry, including
competition for guests and meetings from other hotels and
alternative lodging companies, increases in wages, energy costs and
other operating costs, potential unionization or union disruption,
actual or threatened terrorist attacks, any type of flu or
disease-related pandemic and downturns in general and local
economic conditions, (iii) the availability and terms of financing
and capital and the general volatility of securities markets, (iv)
the Company’s dependence on third-party managers of its hotels,
including its inability to implement strategic business decisions
directly, (v) risks associated with the real estate industry,
including environmental contamination and costs of complying with
the Americans with Disabilities Act of 1990, as amended, and
similar laws, (vi) interest rate increases, (vii) the possible
failure of the Company to maintain its qualification as a REIT and
the risk of changes in laws affecting REITs, (viii) the possibility
of uninsured losses, (ix) risks associated with redevelopment and
repositioning projects, including delays and cost overruns, (x) the
risk of a material failure, inadequacy, interruption or security
failure of the Company’s or the hotel managers’ information
technology networks and systems, and (xi) the risk factors
discussed in the Company’s Annual Report on Form 10-K as updated in
its Quarterly Reports. Accordingly, there is no assurance that the
Company's expectations will be realized. Except as otherwise
required by the federal securities laws, the Company disclaims any
obligation or undertaking to publicly release any updates or
revisions to any forward-looking statement contained herein (or
elsewhere) to reflect any change in the Company’s expectations with
regard thereto or any change in events, conditions or circumstances
on which any such statement is based.
For additional information or to receive press releases via
e-mail, please visit our website at
http://www.lasallehotels.com/
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version on businesswire.com: https://www.businesswire.com/news/home/20180416005664/en/
LaSalle Hotel PropertiesKenneth G. Fuller or Max D.
Leinweber301/941-1500orInnisfree M&A IncorporatedScott Winter /
Jonathan Salzberger212/750-5833orMedia:Joele Frank, Wilkinson Brimmer
KatcherJon Keehner / Meaghan Repko / Andrew Siegel212/355-4449
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