In representing Real Estate Investment Trust (REIT) clients, our team brings extensive experience with public and private REITs and with clients at every stage of the REIT life cycle — from formation and capitalization to ongoing operations, corporate governance, and eventual liquidation or restructuring.
Our team is well-versed in navigating the unique challenges of REIT operations, ensuring compliance with complex tax and regulatory requirements while supporting long-term success.
We provide sophisticated legal counsel to REIT clients in the following areas:
- Entity formation and structuring
- REIT tax qualification and compliance, including annual qualification opinions
- Securities and exchange registrations and filings
- Capital raising through equity and debt financings
- Ongoing operational issues, such as leasing, acquisitions, and joint ventures
- Corporate governance and fiduciary compliance
- Complex real estate transactions and related strategic matters
experience
Mergers & Acquisitions and Joint Ventures
- Represented Hermann Capital in connection with the restructuring of its investment in MRP Flyover Real Estate Investment Trust, Inc., a private REIT.
- Represented Clayco and their affiliates in the formation of US Logistics Fund 1, an institutional investor REIT, with affiliates of the Alberta pension fund as an US $1B initial investor.
- Represented Cornerstone Real Estate Fund’s $1.5B joint venture with Servant Investments, Inc. and Servant Healthcare Investment, Inc.
- Represented Summit Healthcare REIT’s separation from its advisor, Healthcare Real Estate Partners, LLC.
- Represented Inland Western Retail Real Estate Trust, Inc. in its $375MM stock-for-stock acquisition of Inland Western Retail Real Estate Advisory Services, Inc., Inland Southwest Management Corp., Inland Northwest Management Corp., and Inland Western Management Corp. *
- Represented Inland Retail Real Estate Trust, Inc. in its $6.2B merger with Developers Diversified Realty Corporation, the second largest retail REIT transaction. *
- Represented Inland Retail Real Estate Trust, Inc.’s stock for stock acquisition of Inland Retail Real Estate Advisory Services, Inc., Inland Southern Management Corp., Inland Mid-Atlantic Management Corp., and Inland Southeast Property Management Corp. *
Public Securities
- Represented Inland Western Retail Real Estate Trust, Inc. $2.7B follow-on public offering of common stock by Inland Securities Corp. *
- Represented Inland Western Retail Real Estate Trust, Inc. $2.7B initial public offering of common stock by Inland Securities Corp. *
- Represented Inland Retail Real Estate Trust, Inc. $1.67B follow-on offering of common stock by Inland Securities Corp. *
- Represented Inland Retail Real Estate Trust, Inc. $500MM follow-on offering of common stock by Inland Securities Corp. *
* Handled by a Thompson Coburn partner during their tenure at a previous firm.
