Pebblebrook Hotel Trust (NYSE: PEB) today commented on the decision by the Board of Trustees of LaSalle Hotel Properties (NYSE: LHO) to reject Pebblebrook’s revised merger offer, valued at $36.21 per share1 and their continued support of the LaSalle-Blackstone merger agreement at its take-under price of $33.50 per share.
“We are incredibly disappointed that the LaSalle Board has again rejected our superior proposal for a value-maximizing strategic merger with Pebblebrook and reaffirmed its commitment to a clearly inferior take-under offer from Blackstone. LaSalle’s Board has failed in its fiduciary duty to act in the best interests of its shareholders by moving forward with a merger at a price that continues to be materially lower than Pebblebrook’s offer, and against the clear desires of its shareholders,” said Jon E. Bortz, Chairman, President and Chief Executive Officer of Pebblebrook Hotel Trust. “As one of LaSalle’s largest shareholders, we believe the LaSalle Board’s decision to move forward with the Blackstone merger agreement would, but for the will of its shareholders to vote it down, otherwise result in an egregious transfer of value away from LaSalle shareholders. As we have previously stated, we intend to vote our 10.8 million (9.8%) LaSalle common shares ‘AGAINST’ the Blackstone proposal.”
“We have spoken with the owners of the vast majority of LaSalle common shares, who have all expressed their support for our offer over the Blackstone proposal, and we see no scenario in which shareholders approve Blackstone’s take-under deal. As such, we are reconfirming that our outstanding offer will continue to be available for the LaSalle Board’s consideration for a reasonable period of time following a rejection of the Blackstone proposal by shareholders – which we believe is inevitable. We remain prepared to move quickly to execute a merger agreement.”
1 Based on Pebblebrook’s 5-day VWAP of $38.93 on July 27, 2018.
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