REITs

Our history, spanning more than three decades, of working on the cutting edge of REIT transactions includes advising on groundbreaking deals that have helped define the market and the asset classes that qualify for inclusion in a REIT portfolio. Latham’s cross-practice approach helps our REIT clients stay ahead of rapid shifts in the business landscape as markets fluctuate, regulations change, technology advances, and asset classes evolve. Whether a client is preparing for an IPO, buying or selling a public or private REIT or a large strategic portfolio, negotiating a joint venture, or seeking a tax ruling with respect to a novel asset class or issue, Latham brings deep experience across the full spectrum of capabilities.

We help clients with:

• REIT formations and conversions, including through partnership roll-up transactions and corporate spin-offs
• REIT mergers, acquisitions, and dispositions
• Public offerings of securities, including IPOs, common and preferred stock, ATMs, as well as high yield and investment grade bonds; including convertible and exchangeable bonds
• Private placement and PIPE transactions
• Financing transactions, including secured and unsecured credit facilities, asset-level secured financing and securitizations
• Tax-deferred UPREIT and DOWNREIT contribution transactions
• Executive compensation and employment agreements as well as related compensatory arrangements
• Joint ventures and asset-level real estate transactions, including on behalf of real estate owners selling or contributing to REITs
• Investment fund structuring, acquisitions, and dispositions involving REITs
• Ongoing company representation and REIT compliance issues

Latham’s REIT team has deep experience across a wide range of asset classes, including office, industrial, triple-net lease, data center, retail, multifamily, single family, healthcare, gaming, hospitality, self-storage, infrastructure, manufactured housing, mortgages, and other debt securities.

Latham’s REIT team has worked on many of the most prominent initial public offerings (IPOs) in the US. Most recently, Latham handled IPOs for:

• American Homes 4 Rent
• CyrusOne Inc.
• InfraREIT, Inc.
• Rexford Industrial Realty, Inc.

In prior years, Latham's IPO experience included the listing for: 

• American Assets Trust, Inc.
• Apollo Commercial Real Estate Finance, Inc.
• Apollo Residential Mortgage, Inc.
• BioMed Realty Trust, Inc.
• Chatham Lodging Trust
• CoreSite Realty Corporation
• Digital Realty Trust, Inc.
• Douglas Emmett Company
• Excel Trust, Inc.
• Hudson Pacific Properties, Inc.
• Kilroy Realty Corporation 
• MPG Office Trust, Inc. (formerly Maguire)
• Spirit Realty Capital, Inc.
• Tanger Factory Outlet Centers, Inc., and many others 

In the mergers and acquisitions area, Latham has most recently represented: 

• BioMed Realty Trust, Inc. in its US$672 million acquisition of Wexford Science & Technology 
• BRE Properties in its US$16.2 billion merger with Essex Property Trust, Inc., creating the only publicly traded West Coast pure play multifamily REIT
• J.P. Morgan in connection with the merger of Mid-America Apartment Communities (MAA) and Colonial Properties Trust with a transaction value of US$8.6 billion 
• InvenTrust Properties Corp. (formerly known as Inland American Real Estate Trust, Inc.) in the spin-off and listing of InvenTrust Properties' premium lodging business, Xenia Hotels & Resorts, Inc., the US$1.1 billion sale of InvenTrust Properties' select service hotel portfolio and the US$1.9 billion sale of InvenTrust Properties' core triple net lease assets to AR Capital
• MPG Office Trust, Inc. in its merger with an affiliate of Brookfield, with a transaction value of US$2.3 billion 
• Realty Income Corporation in its US$2.9 billion acquisition of American Realty Capital Trust, a transaction that was reflected as a “Big Deal” by The American Lawyer
• Special committee of independent directors of Griffin-American Healthcare REIT II in its US$4 billion acquisition by NorthStar Realty Finance Corp. 
• Spirit Realty Capital, Inc. in its US$7.4 billion merger with Cole Credit Property Trust II, creating the second largest publicly traded triple-net-lease REIT in the United States