Goodwin to the Defense

Challenge

When LaSalle Hotel Properties found itself the subject of a public hostile takeover bid from Pebblebrook Hotel Trust and shareholder activist attacks, the Board of Directors of LaSalle hired Goodwin to lead its defense. This defense eventually led to a public auction of LaSalle and the execution of an acquisition agreement with the Blackstone Group at a cash price over 33% higher than the initial takeover bid and one of the largest premiums paid for a publicly traded REIT. Following the announcement of the Blackstone cash deal, Pebblebrook launched another public hostile attack to “top” the Blackstone deal.

Approach

With the assistance of its Real Estate Group, Goodwin’s Takeover Defense and Shareholder Activism Group formulated a strong public defense of LaSalle and its directors to protect the interest of the Company and its shareholders. This defense included significant interactions with activists and the construction of a process which ensured that if the Company were to be sold, shareholders would receive the highest price possible for its shares.

The Results

While protecting the interests of management, employees and all of the constituencies of LaSalle, the LaSalle Board constructed a process which maximized shareholder value. Finally, after five price increases and almost nine months after its initial hostile bid, Pebblebrook succeeded in acquiring LaSalle at a price per share which represented a premium of approximately 48% of the price of LaSalle’s stock before the process begun and one of the highest premiums ever paid for a publicly traded REIT.