RLJ Lodging Trust Announces Pricing of Upsized Public Offering of 13.8 Million Common Shares
RLJ Lodging Trust (the “Company”) (NYSE: RLJ) today announced it has
priced an underwritten public offering of 13,800,000 common shares of
beneficial interest at a public offering price of $21.60 per share, for
net proceeds of approximately $284.8 million, after deducting the
underwriting discount and other estimated offering costs. The offering
was upsized from an original amount of 11,500,000 shares to the final
offering size of 13,800,000 shares. The Company also granted the
underwriters of the offering a 30-day option to purchase up to an
additional 2,070,000 common shares. The offering is expected to close on
or about March 25, 2013, subject to customary closing conditions.
The Company intends to use the net proceeds from the offering to fund
potential acquisitions and for general corporate purposes, and may use
net proceeds to repay amounts outstanding from time to time under its
unsecured revolving credit facility.
A shelf registration statement on Form S-3 relating to the securities
was previously filed with the Securities and Exchange Commission and
became effective on August 22, 2012. A preliminary prospectus supplement
relating to the offering has been filed with the Securities and Exchange
Commission. This press release shall not constitute an offer to sell or
the solicitation of an offer to buy any of these securities, nor shall
there be any sale of these securities in any state or other jurisdiction
in which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or other jurisdiction.
Barclays, BofA Merrill Lynch, and Wells Fargo Securities will serve as
joint book-running managers for the offering. Deutsche Bank Securities,
PNC Capital Markets LLC, and RBC Capital Markets are acting as senior
co-managers and Baird, KeyBanc Capital Markets, Raymond James,
Scotiabank and Compass Point are acting as co-managers. The offering of
these securities will be made only by means of a prospectus supplement
and related base prospectus. Copies of the preliminary prospectus
supplement, final prospectus supplement (when available) and the related
base prospectus may be obtained by contacting: (a) Barclays, c/o
Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New
York 11717, or by calling 1-888-603-5847 or emailing barclaysprospectus@broadridge.com;
BofA Merrill Lynch, Attention: Prospectus Department, 222 Broadway, New
York, NY 10038, Email: dg.prospectus_requests@baml.com;
or Wells Fargo Securities, Attention: Equity Syndicate Department, 375
Park Avenue, New York, New York 10152, by email at cmclientsupport@wellsfargo.com;
or by calling 1-800-326-5897 (b) the Internet site of the Securities and
Exchange Commission at http://www.sec.gov.
About Us
RLJ Lodging Trust is a self-advised, publicly traded real estate
investment trust focused on acquiring premium-branded, focused-service
and compact full-service hotels. The Company’s portfolio consists of 145
hotels in 21 states and the District of Columbia, with more than 21,600
rooms.
Forward Looking Statements
Certain statements in this press release, other than purely
historical information, including estimates, projections, statements
relating to our business plans, objectives and expected operating
results, and the assumptions upon which those statements are based, are
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995, Section 27A of the Securities
Act of 1933, as amended and Section 21E of the Securities Exchange Act
of 1934, as amended. These forward-looking statements generally are
identified by the use of the words “believe,” “project,” “expect,”
“anticipate,” “estimate,” “plan,” “may,” “will,” “will continue,”
“intend,” “should,” “may” or similar expressions. Although we believe
that the expectations reflected in such forward-looking statements are
based upon reasonable assumptions, beliefs and expectations, such
forward-looking statements are not predictions of future events or
guarantees of future performance and our actual results could differ
materially from those set forth in the forward-looking statements. Some
factors that might cause such a difference include the following: the
current global economic uncertainty, increased direct competition,
changes in government regulations or accounting rules, changes in local,
national and global real estate conditions, declines in the lodging
industry, seasonality of the lodging industry, risks related to natural
disasters, such as earthquakes and hurricanes, hostilities, including
future terrorist attacks or fear of hostilities that affect travel, our
ability to obtain lines of credit or permanent financing on satisfactory
terms, changes in interest rates, access to capital through offerings of
our common and preferred shares of beneficial interest, or debt, our
ability to identify suitable acquisitions, our ability to close on
identified acquisitions and integrate those businesses and inaccuracies
of our accounting estimates. A discussion of these and other risks and
uncertainties that could cause actual results and events to differ
materially from such forward-looking statements is included in "Risk
Factors" and "Management's Discussion and Analysis of Financial
Condition and Results of Operations" of the Company's Annual Report on
Form 10-K for the year ended December 31, 2012. Given these
uncertainties, undue reliance should not be placed on such statements.
Except as required by law, we undertake no obligation to update or
revise publicly any forward-looking statements, whether as a result of
new information, future events or otherwise.
