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View Article  REITs
Practice Area Lawyers | Publications and Articles
REAL ESTATE INVESTMENT TRUSTS (REITs)

REIT facts:
  • In 1971 there were only 34 REITs with a capitalization of $1.5 billion
  • In 2001, the industry included 182 REITS with a market cap of $155 billion
  • In 2001 REITs issued over $20 billion in new debt and equity offerings
  • Over the past 3 years REITs have provided a total return of 15% per year.
Locke Liddell is recognized as one of the nation’s preeminent counselors to public and private real estate investment trusts. 
Our REIT practice has been consistently ranked among the top five nationally by The American Lawyer.  Our REIT clients include national and international owners/operators of apartment complexes, industrial and warehouse properties, hotels, office buildings and shopping centers.  We facilitate investment transactions, and advise clients on the tax and regulatory complexities while still meeting their business objectives.  Our expertise and reputation has allowed us to assist some of the nation's most prominent REITs to achieve market and investment success.

Our clients look to Locke Liddell for their REIT matters because we have a singular focus on what they want—speed in getting projects done, innovative ideas and approaches, and personal attention in the delivery of our services.

Our REIT lawyers take a broad industry perspective, shaped by extensive involvement in trade and legal associations and by practical industry experience.  Locke Liddell is one of three law firms represented on the Board of Governors for the National Association of Real Estate Investment Trusts ("NAREIT").  Our clients also benefit from our leadership and participation in the National Multi-Family Housing Association, the Pension Real Estate Association and on the Government Relations Committee for NAREIT.

Because of our commitment to the REIT practice, we stay apprised of industry trends and understand the legal and business underpinnings of these complex structures and transactions.  We approach each REIT client uniquely so our clients are assured they are receiving exactly the specialized counsel they need.  Our team handles the full spectrum of financial and organizational matters, including:

  • Initial public offerings
  • Public and private offerings of equity and debt securities
  • Restructurings
  • Going-private transactions
  • Implementation of umbrella partnership (UPREIT) and downREIT partnership structures.

We have particular experience in REIT business combinations.  Our lawyers engage in numerous transactions using partnership units to acquire real estate or other entities on behalf of our REIT clients.  Locke Liddell structures both the acquisition and disposition of REIT assets, and represents sellers of assets into REIT structures. In connection with structuring real estate transactions, we work closely with the buyer's and the seller's financing sources and have significant expertise in portfolio and individual property financings and refinancings. 

Locke Liddell has been heavily involved in REIT mergers and acquisitions, including the following combination transactions:

  • United Dominion Realty Trust with South West Property Trust 
  • Camden Property Trust with Paragon Group
  • BRE Properties with Trammell Crow Residential (Western Division)
  • Avalon Properties and AMLI Residential Properties Trust with Trammell Crow Residential (Midwest Division)
  • American Industrial Properties REIT with USAA Real Estate Limited Partnerships
  • Camden Property Trust with Oasis Residential
  • Gables Property Trust with Trammell Crow Residential (South Florida Division)
  • Merry Land Investment Company with Trammell Crow Residential (North Florida Division)
  • Capital Automotive Realty Trust with Automotive Realty Trust of America
  • Walden Residential Properties with an affiliate of Olympus Real Estate Corporation
  • American Industrial Properties REIT with an affiliate of Developers Diversified Realty
  • AmREIT with AAA Net Realty Fund IX, AAA Net Realty Fund X and AAA Net Realty Fund XI

Because REITs are created pursuant to the Internal Revenue Code, we have extensive expertise in tax planning for public and private REITs.  We help clients secure private letter rulings and other interpretive advice from the IRS in connection with REIT qualification and the structuring of complex and extraordinary REIT transactions.  We also provide tax advice to UPREIT partnerships, downREIT partnerships, qualified REIT subsidiaries, preferred stock subsidiaries, and taxable REIT subsidiaries.  Our unique expertise is further evidenced by our chairing of the ABA Tax Law Section's Subcommittee on UPREIT Partnerships. 

View Article  REITs
William A. Kelley, Jr.   more »