Real Estate Investment Trusts (REITs)

Our Real Estate Investment Trusts (REITs) team advises on the full range of corporate finance, real estate, tax, capital markets, investment management and ERISA issues involved in forming, acquiring, financing and operating REITs.

We represent sponsors and underwriters of REITs in structuring, financing and operating private and public REITs.  We have particular expertise advising funds in formation in the REO-to-Rental space and are assisting with the formation of public and private REITs as ownership platforms in this area. 

We have helped clients consolidate existing partnerships and properties into REITs, advised on compliance with federal and state securities laws regarding roll ups and structuring relationships with subsidiaries and related entities. We represent sponsors and underwriters of real estate syndications and master limited partnership (MLP) securities and advise investors in such entities in proposed roll ups or asset-purchase transactions affecting such investors.

  • The Orrick Difference

    We have broad expertise advising funds in formation in the REO-to-Rental space.

    We advised Silver Bay Realty Trust in its initial public offering (IPO), making it the first publicly traded REIT focused on the single-family rental market.  We also handled a $350 million revolving credit facility for the acquisition, financing and renovation of properties.

    Our REITs team collaborates across offices and practice groups, enabling us to provide seamless advice on complex REIT transactions from an integrated team of lawyers.

    We advised the financial advisers in large public REIT M&A deals, such as American Realty’s US$6.85 billion acquisition of Cole Real Estate Investments and Metrovacesa’s €1.55 billion sale of a stake in French real estate investment trust Gecina to a group of investors, including Norges Bank, Crédit Agricole Assurances, Blackstone and Ivanhoé Cambridge. We also advised CalWest Industrial Properties on its US$2.1 billion all cash acquisition of NYSE-listed Cabot Industrial Trust. 

    Our recognized CMBS and RMBS is an important complement to Orrick's REIT offering as it adds unique value to our clients in connection with REIT securitization proposals.

    Commercial Mortgage Alert and Asset Backed Alert consistently rank our securitization teams among the top issuer’s and underwriter’s counsel in ABS & CMBS by size and number of transactions.

  • Colony Capital its affiliates and opportunity funds

    Numerous transactions, including the formation of a joint venture to invest in investment grade and non-investment grade Commercial Mortgage-Backed Securities (CMBS), Residential Mortgage-Backed Securities (RMBS), real estate-related B-notes, mezzanine loans and other structured real estate debt products, and investments by joint ventures in these assets. 

    Copeland Properties │ Advised on a complex US$100 million Umbrella Partnership Real Estate Investment Trust (UPREIT) transaction that involved the contribution of a major portion of the client’s California retail property portfolio to a Jamestown-sponsored REIT.

    Deutsche Bank and Citigroup

    $531.5 million commercial real estate loan CLO transaction.  The issuance was comprised of two classes of bonds and one class of preferred shares and was sponsored by NorthStar Realty Finance Corp., a publicly traded REIT.

     

    Deutsche Asset & Wealth Management and its subsidiaries, including RREEF America REIT II and REIT III

    One of principal outside law firms in the United States for Real Estate for more than 30 years, including financings and tax advice. Advised a RREEF America REIT III and General Electric affiliate joint venture on a US$300 million financing provided by Blackstone and secured by a portfolio of 37 office and R&D properties located in Silicon Valley as well as a pledge of the interests in the property-owning entities.

     

    Jefferies

    US$65 million bridge loan to Waypoint Borrower to be used for the purchase and renovation of single-family residential rental real estate, with the goal of permanently repaying the debt with the proceeds of an initial public offering (IPO).

     

    Redwood Trust

    All of its pioneering offerings of private label RMBS, which received recognition from the Financial Times for their innovation.

     

    Two Harbors Investment Corp

    All of its offerings of private label RMBS, as well as numerous financings and acquisitions.

     

    U.S. Bank

    Revolving credit facilities to both existing REITs and REITs in formation, and in connection with a borrower’s proposed restructuring into a publicly traded REIT.

     

    Wells Fargo

    Commercial mortgage pass-through certificates issued by a special purpose finance partnership controlled by DeBartolo Realty, a REIT formed by Edward J. DeBartolo.

Testimonials

This firm wins accolades for the depth of its bench and its multifaceted capabilities in relation to major real estate transactions, including financing, restructuring, acquisition and disposition matters.
Chambers USA, 2012
The firm has strong knowledge and experience and an impressive market share.
Chambers USA, 2012

Recognition