Sidley has a top-tier REIT practice that has been active in REIT transactions for over 40 years. Our commitment to client service, capital markets dominance and M&A successes distinguish our work in the REIT industry.
Sidley is consistently ranked by Thomson Reuters as one of the top counsels in public and private REIT securities offerings, recognizing a tradition of leadership by Sidley in the REIT area: our team has handled more REIT capital markets offerings than any other law firm over the last 1,3,5,7 and 10 year periods.
In 2016, The Legal 500 again recognized Sidley’s practice in the Tier One for REITs and Sidley again completed more REIT capital market deals by both number of deals and dollar value (based upon information from Thomson Reuters).
Sidley lawyers have been very involved in M&A and other business combinations and reorganizations by or among REITs:
- Rouse Properties, Inc. /Brookfield Asset Management go private acquisition
- Starwood Waypoint Residential Trust/Colony American Homes merger
- Strategic Hotels & Resorts acquisition by Blackstone
- ZAIS Financial Corp. merger with Sutherland Asset Management Corporation
- Recall acquisition by Iron Mountain
- Aviv REIT acquisition by Omega Healthcare Investors
Sidley has been at the forefront of the growth of the REIT industry over the past 40 years, organizing, advising and financing equity and mortgage/specialty finance REITs. We have worked with REITs focusing on the full range of property types, including retail, mall, outlet, office, industrial, timber, hotel, resort, healthcare, residential, single family home, cell tower and student housing, among others, giving us insight into the particular issues with regard to different asset types.
We have substantial experience in a wide variety of REIT securities offerings, including dozens of IPOs, forward equity transactions, Rule 144A initial offerings of common stock, operating partnership units (“OPUs”), convertible preferred stock and OPUs, convertible/exchangeable debt, Rule 144A debt, high yield debt, private placement debt (“USPP”), remarketed/extendible debt and warrants. This work requires not only an extensive knowledge of the Securities Act of 1933 and the related rules but also a well-developed understanding of marketplace standards and practices particular to REITs.
Our tax lawyers are essential to servicing our REIT clients. We provide tax advice on structuring new REITs, qualifying as a REIT, the use of captive REITs, REIT M&A, private REITs and utilizing taxable REIT subsidiaries. Sidley’s Tax practice group also has extensive experience in REIT conversions and business combinations and has represented REITs on a variety of matters before the Internal Revenue Service.
We advise our REIT clients on a broad spectrum of matters apart from offerings of securities, M&A and tax, including:
- Counseling boards of directors and advising on Corporate Governance
- Real estate joint ventures
- Construction and development financing
- Executive compensation
- 1934 Act filings
- Real estate acquisitions and financing
- Bankruptcy, workouts and restructuring
- Real estate fund formation
- 1940 Act Status