HERSHA HOSPITALITY TRUST (a Maryland real estate investment trust) 4,000,000 Shares of 8.00% Series B Cumulative Redeemable Preferred Shares (Liquidation Preference $25.00 per share, $0.01 Par Value) UNDERWRITING AGREEMENTUnderwriting Agreement • May 17th, 2011 • Hersha Hospitality Trust • Real estate investment trusts • New York
Public Offering Price: $25.00 per share Purchase Price by Underwriters: $24.2125 per share Net Proceeds (before expenses): $96,850,000 ($111,377,500 if the underwriters exercise their overallotment option in full) Underwriting Discount: $3,150,000 ($3,622,500 if the underwriters exercise their overallotment option in full) Joint Book-Running Managers: Merrill Lynch, Pierce, Fenner & Smith Incorporated Barclays Capital Inc. Morgan Stanley & Co. Incorporated Raymond James & Associates, Inc. Co-Lead Managers: Robert W. Baird & Co. Incorporated Deutsche Bank Securities Inc. Co-Managers FBR Capital Markets & Co. Janney Montgomery Scott LLC JMP Securities LLC Keefe Bruyette & Woods, Inc. Listing/Symbol: NYSE / “HT PRB”
FORM OF FOURTH AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF HERSHA HOSPITALITY LIMITED PARTNERSHIP May 18, 2011Agreement • May 17th, 2011 • Hersha Hospitality Trust • Real estate investment trusts • Virginia
THIS FOURTH AMENDMENT TO THE AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (this “Fourth Amendment”), dated as of May 18, 2011, is entered into by HERSHA HOSPITALITY TRUST, a Maryland real estate investment trust, as general partner (the “General Partner”) of HERSHA HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (the “Partnership”), for itself and on behalf of the limited partners of the Partnership.
