Stradley Ronon’s attorneys regularly handle the complex and sophisticated transactions faced by Real Estate Investment Trusts (REITs). Our multi-discipline approach allows us to offer full-service guidance and cost-effective representation of our clients in real estate acquisitions and dispositions, the transfer of interests in REITs, whether through an UpREIT or DownREIT structure, tax planning, or the issuance of publicly or privately held securities. Based on our knowledge of the REIT structure, our attorneys are able to offer advice and assistance in a number of areas, including:

• structuring mergers and acquisitions
  
  
• assistance on day-to-day operational matters, such as negotiating commercial leases, property management and brokerage agreements
  
  
• securities offerings and compliance
  
  
• debt financings
  
  
• divestiture representation
  
  
• federal tax, regulatory and environmental compliance matters

Stradley Ronon attorneys are adept at structuring real estate transactions to maximize tax advantages and regularly counsel clients on the use of securities as a form of currency in the acquisition of assets. In our lending practice, we assist our clients in documenting their loans in a fashion that acknowledges the limitations and advantages of REITs while also ensuring that the lenders’ interests are protected. We are experienced in the use of common, preferred and convertible securities to structure acquisitions and frequently advise our clients on the sophisticated tax-planning strategies that are available in transactions involving REITs. We provide advice in connection with raising capital via public and private offerings, along with ongoing counseling of public companies regarding SEC disclosure obligations and corporate governance matters. In light of the gains normally deferred by our clients transferring assets to REITs, we assist our clients in obtaining tax protection agreements.

Some of the group's recent REIT experience includes:

• representing a private REIT in connection with the acquisition of a 200 acre site, including obtaining master plan, conditional use (zoning), and land development approvals for the development of a 1,750,000 square foot Class A office complex on the property
  
  
• representing clients in a manufactured housing, hotel and other UpREIT transactions, including tax and regulatory compliance advice, along with review an negotiation of all documentation
  
  
• representing a REIT in connection with the acquisition of several large industrial warehouse facilities
  
  
• ongoing representation of private REITs in commercial office leasing in multi-state transactions with numerous national office tenants
  
  
• advising various mutual funds complexes and service providers with regard to tax issues, including reporting of income, by regulated investment companies that invest in domestic and international REITs
  
  
• advising clients on REIT-related financing transactions and M&A transactions
  
  
• providing advice related to SEC Registration Statements
  
  
• representing joint ventures involving REITs
  
  
• providing advice in conjunction with solving liquidity problems, reviewing strategic alternatives, and leading management reorganization, including general corporate advice, tax, merger and acquisition and securities advice
  
  
• drafting and negotiating commercial office leases on behalf of a major commercial office REIT for properties in Pennsylvania, California and Georgia

For more information, visit our Real Estate Practice Group.