BETHESDA, Md.--(BUSINESS WIRE)--LaSalle Hotel Properties (NYSE: LHO) today announced that its Board of Trustees, through a unanimous vote of the trustees present (with only Stuart L. Scott not in attendance due to recent hospitalization), has determined that the unsolicited, non-binding proposal received from Pebblebrook Hotel Trust (NYSE: PEB) on August 21, 2018 could reasonably be expected to lead to a “Superior Proposal” as defined in LaSalle’s merger agreement with affiliates of Blackstone Real Estate Partners VIII.
Under the terms of the Pebblebrook Proposal, Pebblebrook would acquire LaSalle in a transaction with consideration of 0.92 common shares of Pebblebrook per common share of LaSalle, with the option for LaSalle shareholders to elect to receive a fixed amount of $37.80 per share in cash up to a maximum of 30% in aggregate of the consideration, subject to pro ration.
The Board’s determination follows a careful and thorough review of the Pebblebrook Proposal in consultation with outside financial and legal advisors. LaSalle noted that the determination by the Board, which is committed to maximizing value for shareholders, allows LaSalle to engage in discussions with Pebblebrook in accordance with the terms of the Blackstone Merger Agreement. At this time, LaSalle remains bound by the terms of the Blackstone Merger Agreement, and the Board has not changed its recommendation in support of the Blackstone Merger Agreement and is not making a recommendation with respect to the Pebblebrook Proposal.
LaSalle noted that there can be no assurance that the discussions with Pebblebrook will result in the Board’s determination that the Pebblebrook Proposal is a Superior Proposal or the consummation of a transaction that is superior to the pending transaction with Blackstone. Further, there can be no assurance that the terms of any new transaction will be the same as those reflected in Pebblebrook’s Proposal.
As previously announced on May 21, 2018, LaSalle entered into the Blackstone Merger Agreement, under which Blackstone would acquire all outstanding common shares of beneficial interest of LaSalle for $33.50 per share in an all-cash transaction valued at $4.8 billion.
LaSalle notes that the Special Meeting of Shareholders to vote on the Blackstone Merger Agreement remains scheduled for September 6, 2018 at the Sofitel Washington DC Lafayette Square, 806 15th Street NW, Washington DC 20005 at 10:00 a.m., local time.
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.
