BETHESDA, Md.--(BUSINESS WIRE)--Pebblebrook Hotel Trust (NYSE: PEB) today commented on the recommendation from proxy advisory firm Glass Lewis against the proposed transaction between LaSalle Hotel Properties (NYSE: LHO) and affiliates of The Blackstone Group L.P. (NYSE: BX), which is scheduled for a vote on September 6, 2018.
“We are pleased with Glass Lewis’ recommendation that LaSalle shareholders vote against the proposed transaction with Blackstone,” said Jon E. Bortz, Chairman, President and Chief Executive Officer of Pebblebrook Hotel Trust. “As the report noted, LaSalle’s claim that the only alternative to the Blackstone transaction is to run a strategic review of opportunities rather than engage with Pebblebrook’s offer is a ‘heavy-handed scare tactic’ that Glass Lewis has ‘not previously encountered in other contested situations.’ Glass Lewis also reiterates our view that the Blackstone agreement ‘does not clearly represent the greatest possible value available to [LaSalle] shareholders,’ and we are fully aligned with their recommendation to ‘reject the Blackstone agreement and signal LaSalle's board that further exploration of the competing [Pebblebrook] offer is warranted’,” said Jon E. Bortz, Chairman, President and Chief Executive Officer of Pebblebrook Hotel Trust.
“The report’s analysis raised a number of issues we believe are of particular importance to LaSalle shareholders, including the following concerns we, too, have repeatedly expressed:
‘In particular, we note the implied value of the July 20, 2018 Pebblebrook offer -- permutations of which have been priced into Pebblebrook's shares for nearly five months -- has consistently exceeded Blackstone's all-cash offer by a margin which would, at the very least, seem to suggest the cash offer is not likely the best available. This is particularly noteworthy given an agreement with Pebblebrook offers a significant stake in a continuing enterprise which would seem to have a reasonable growth strategy and exposure to potentially favorable sector trends. By contrast, the executed agreement with Blackstone runs counter to anticipated trends and management's own industry commentary by offering a one-time exit at a value wholly unsupported by post-announcement trading activity.
Under the circumstances, we believe cause exists for investors to question the value offered in LaSalle-Blackstone proposal, and the August 21, 2018 revised offer only bolsters our view as it widens the spread over the board recommended cash offer.’
“We continue to believe that our August 21, 2018 offer is clearly and materially superior to the Blackstone take-under proposal, and our view is strongly supported by Glass Lewis’ recommendation,” continued Bortz. "The LaSalle Board has run a flawed process and ultimately has failed to act in the best interests of their shareholders by moving forward with a proposal that represents an egregious transfer of shareholder value to Blackstone. We intend to vote our 10.8 million shares, representing 9.8% of LaSalle’s common shares, AGAINST the take-under proposals on the GOLD proxy card, and we encourage all LaSalle shareholders to protect the value of their investment and do the same.”
Shareholders can find additional information on Pebblebrook’s August 21, 2018 offer, including investor presentations, press releases, SEC filings and shareholder voting instructions, under the Investor Relations section of Pebblebrook’s website, investor.pebblebrookhotels.com, or by clicking here.
Raymond James and BofA Merrill Lynch are acting as financial advisors, Hunton Andrews Kurth LLP is acting as legal counsel and Okapi Partners LLC is serving as information agent to Pebblebrook in connection with the proposed transaction.
For more information, please visit investor.pebblebrookhotels.com.
About Pebblebrook Hotel Trust
Pebblebrook Hotel Trust is a publicly traded real estate investment trust (“REIT”) organized to opportunistically acquire and invest primarily in upper upscale, full-service hotels located in urban markets in major gateway cities. The Company owns 28 hotels, with a total of 6,973 guest rooms. The Company owns hotels located in 9 states and the District of Columbia, including: Los Angeles, California (Beverly Hills, Santa Monica and West Hollywood); San Diego, California; San Francisco, California; Washington, DC; Coral Gables, Florida; Naples, Florida; Buckhead, Georgia; Boston, Massachusetts; Minneapolis, Minnesota; Portland, Oregon; Philadelphia, Pennsylvania; Nashville, Tennessee; Columbia River Gorge, Washington; and Seattle, Washington. For more information, please visit us at www.pebblebrookhotels.com and follow us on Twitter at @PebblebrookPEB.
