UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): February 28, 2002
LASALLE HOTEL PROPERTIES
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(Exact name of registrant as specified in its charter)
Maryland 1-14045 36-4219376
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(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation or organization) Identification No.)
4800 Montgomery Lane, Suite M25, Bethesda, Maryland 20814
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(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code 301/941-1500
Not Applicable
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(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS
On February 28, 2002, LaSalle Hotel Properties (the "Company") and
LaSalle Hotel Operating Partnership, L.P. (the "Operating Partnership")
entered into an underwriting agreement (the "Underwriting Agreement") with
Raymond James & Associates, Inc., Legg Mason Wood Walker, Incorporated,
Prudential Securities Incorporated and SG Cowen Securities Corporation (the
"Underwriters"), relating to the offer and sale by the Company of 3,480,000 of
the Company's 10 1/4% Series A Cumulative Redeemable Preferred Shares of
Beneficial Interest, Liquidation Preference $25 Per Share, Par Value $0.01 Per
Share ("Series A Preferred Shares"). Closing on the sale of the Series A
Preferred Shares is expected to be on or about March 6, 2002. Pursuant to the
Underwriting Agreement, the Underwriters have the option to acquire up to an
additional 520,00 Series A Preferred Shares to cover over-allotments, if any.
ITEM 7. FINANCIAL STATEMENTS, PROFORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
The following exhibit is included with this Report:
Number Description
1.1 Underwriting Agreement, dated February 28, 2002, by and
among the Company and the Operating Partnership and
Raymond James & Associates, Inc., Legg Mason Wood Walker,
Incorporated, Prudential Securities Incorporated and SG
Cowen Securities Corporation.
5.1 Opinion of Sidley Austin Brown & Wood LLP as to the
validity of the Series A Preferred Shares.
8.1 Opinion of Sidley Austin Brown & Wood LLP as to certain
tax matters.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
LASALLE HOTEL PROPERTIES
Dated: March 5, 2002 By: /s/ Hans S. Weger
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Hans S. Weger
Executive Vice President,
Treasurer and
Chief Financial Officer
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EXHIBIT INDEX
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Exhibit Number Description
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1.1 Underwriting Agreement, dated February 28, 2002, by and
among the Company and the Operating Partnership and
Raymond James & Associates, Inc., Legg Mason Wood
Walker, Incorporated, Prudential Securities
Incorporated and SG Cowen Securities Corporation.
5.1 Opinion of Sidley Austin Brown & Wood LLP as to the
validity of the Series A Preferred Shares.
8.1 Opinion of Sidley Austin Brown & Wood LLP as to certain
tax matters.
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