Real estate investment trusts (REITs) in United States

Clifford Chance

Clifford Chanceconsistently stands out for the professionalism and profound knowledge of its members’. The team is active across the full range of REIT-related matters including debt and equity offerings and IPOs, roll-up transactions, joint ventures and financings. Non-US, cryptocurrency and other innovative REITs are also notable strengths of the department, which recently acted for CPA 17, a publicly held non-traded REIT, in relation to its merger with the commercial-focused net-lease REIT, W.P Carey. The transaction renders the combined REIT with a market capitalization in excess of $14bn. The department is headed by Jay Bernstein, an expert in capital raising and M&A activities. Based alongside them in New York is Jake Farquharson, praised as a ‘very experienced professional in REITs and capital markets’.

Practice head(s):

Jay Bernstein


‘The team has always been close the REIT, understanding our needs, the situation in the market (Mexico, Hotels) and have always guided the company towards a good outcome. On top of finance and real estate advice, we have also used the firm to assist in items such as tax, regulation, among others.’

‘Jake Farquharson has always been smart, hardworking and customer focused. He has always understood our needs, aligned with the company’s way of working and been goal oriented to achieve good execution.’

‘The firm has consistently stood out for the professionalism and profound knowledge of its members. In the transactions I have worked with Clifford Chance (Jake Farquharson), the firm has played a very important role as a business partner, adding value not only on the strictly legal dimension, but also sharing its strong business judgement based on the experienced gained over years and years of practice.’

‘My comments will be primarily about Jake Farquharson. He is a very experienced professional in REITs and capital markets. He always has an example and/or experience to draw from prior deals. Furthermore, he has outstanding communication skills, is very good at creating rapport and trust from clients, and has an outstanding business judgment (well beyond the strictly legal dimension of the deals) all of which position him as a very valuable business partner in a given transaction.’

Key clients

Apollo Commercial Real Estate Finance

Aspen REIT

Cantor Fitzgerald

China Life Frontier Private Investment Fund

Colony Capital

Corporate Property Associates 17 – Global

Industrial Property Trust


Ready Capital Corporation


Work highlights

  • Advised Aspen REIT on the creation of a novel structure to affect the issuance by a third-party depositary of tokens on the Ethereum blockchain representing interests in shares of a US REIT.
  • Advised Cantor Fitzgerald, a global financial services firm and real estate investment company, on a joint venture with Silverstein Properties, a full-service real estate development, investment and management company, for the formation of an entity that intends to qualify as a qualified opportunity fund for federal income tax purposes; also handled the private placement offering of up to $500m of the Fund’s shares of Class A common stock.
  • Advised Blackstone and Embassy on India’s first-ever REIT. Apart from being India’s first REIT, it will be Asia’s largest in terms of office portfolio area, more than twice the size of others in the continent. The REIT comprises a portfolio of seven office parks and four office buildings, totaling 32.7 million square feet of leasable area, with a 95% occupancy, as of December 31, 2018.
  • Advised Ready Capital, a commercial mortgage REIT on its merger with Owens Realty Mortgage, a specialty finance REIT.
  • Advised ReNew and its affiliates on the formation and initial capitalization pursuant to a joint venture with a sovereign wealth fund and real estate investment manager to acquire senior housing healthcare real property located in the US and the acquisitions, financing and associated joint ventures for four new portfolios of assets.


Headed by two pre-eminent partners, Gil Menna and Ettore Santucci, Goodwin represents both public and private REITs in a variety of transactions, examples of which include equity and debt offerings for existing clients, IPOs, joint venture investments and REIT-related M&A. Splitting their time between Boston and New York, Menna is also a go-to name for capital markets and corporate governance matters, while Santucci is a name to note for securities offerings, cross-border transactions and executive compensation. In a recent market leading highlight, the department acted for TIER REIT in relation to its merger agreement with Cousins Properties, a transaction which created a Class A office REIT with a combined portfolio totaling over 21m square feet located across the Sun Belt. New York-based Yoel Kranz is another key figure in the team; he has expertise in derivatives matters and acts as securities counsel to various REITs.

Practice head(s):

Gil Menna; Ettore Santucci

Key clients

AvalonBay Communities

Boston Properties

DCT Industrial Trust

Gaming & Leisure Properties

The Macerich Company

Mid-America Apartment Communities

Medical Properties Trust

Monogram Residential Trust

Paramount Group


Work highlights

  • Advised LaSalle Hotel Properties on its definitive merger agreement with Pebblebrook Hotel Trust, in a deal valued at approximately $5.2bn.
  • Assisted CIM Income NAV with revising its $4bn offering, including adding a new share class.
  • Advised Medical Properties Trust on its increasingly global healthcare portfolio.
  • Represented Boston Properties and served as underwriters counsel to a group of multinational investment banks and financial services companies in their first two green bond offerings.
  • Assisted Cottonwood Residential with the finalization of a series of restructuring and disposition transactions, including the announced $440m sale of assets to ARES Management.

Hogan Lovells US LLP

Hogan Lovells US LLP fields a market-leading REITs practice which is home to several renowned practitioners. David Bonser serves as practice head, and his noted for his impressively broad practice covering M&A, securities and partnership transactions, joint ventures, general governance and compliance matters. Bosner recently acted for VICI Properties in relation to its agreement with Eldorado Resorts for the acquisition of the real estate assets of Harrah’s New Orleans, Harrah’s Laughlin and Harrah’s Atlantic City, a transaction expected to generate annual rent for the client in excess of $250m. Prentiss Feagles is another key figure, distinguished through his expertise in REIT tax laws, while Stacey McEvoy is a name to note for dispositions and divestitures, strategic alliances, private equity and venture capital transactions. Matt Thomson has experience of governance matters and strategic mergers, while at the more junior end, senior associate Andrew Zahn has acted for a number of public REITs in connection with capital raising transactions. Cristina Arumi recently re-joined the firm from Ernst & Young; she focuses her practice on the tax aspects of capital markets and M&A transactions involving REITs. Named lawyers are based in Washington DC.

Practice head(s):

David Bonser

Key clients

Apple Hospitality Reit

Bank of America

Brixmor Property Group


Colony Capital

JBG SMITH Properties

Industrial Property Trust

Morgan Stanley

Park Hotels & Resorts


Public Storage

QTS Realty Trust

RLJ Lodging Trust

Special Committee of Watermark Investors 1

VICI Properties

Work highlights

  • Advising the Special Committee of Carey Watermark Investors 1 on its all-stock merger with Carey Watermark Investors 2 to form Watermark Lodging Trust, a $4.6bn non-traded REIT with increased scale and operating efficiencies.
  • Advised Public Storage on an aggregate of $785m debt offerings.
  • Advised Park Hotels & Resorts on its $2.7bn strategic acquisition of Chesapeake Lodging Trust, creating the second-largest lodging REIT in the United States
  • Advised QTS Realty Trust on multiple matters including an acquisition, issuance of common stock, and joint venture.
  • Advised Industrial Property Trust on its $3.99bn cash merger transaction with Prologis.

Latham & Watkins LLP

'One of the most experienced REIT legal teams around', Latham & Watkins LLP supports clients across every phase of a REIT lifecycle. Indeed, the team has an established track record of formulating and structuring initial organizations, converting existing corporations and partnerships into REITs, and handling large private placements and public equity offerings. The team also handles debt and exchangeable securities, compliance issues and executive compensation matters. Ana O’Brien jointly heads the practice together with the 'excellent' Julian Kleindorfer, a specialist when it comes to securities offerings and board governance matters. The team demonstrates prowess in respect of complex roll-up IPOs, where contacts include the 'very knowledgeable' Lewis Kneib, reputed for his knowledge of capital markets transactions. Eldorado Resorts recently engaged the group to serve as legal counsel in relation to financing its acquisition of Caesars Entertainment, including the sale and leaseback of gaming properties to VICI Properties as a means of partially financing the transaction. Costa Mesa-based William Cernius is also an key figure in the team, handling M&A, capital markets and general corporate matters.  Other named lawyers are based in Los Angeles. Michael Brody retired.


‘Very knowledgeable and straightforward counsel. Team sees a lot of transactions and have experience managing a wide range of situations. The long history, communication and work style helps to make transactions smooth. Team is very responsive. Unlike other law firms, I think Latham is very reasonable in its interpretation of SEC/guidance/laws/ regulations.’

‘Lewis Kneib is very knowledgeable on SEC law and regulations. Lewis is diplomatic and practical and manages underwriter’s counsel very well. Lewis’ availability and responsive stands out. He is easily reachable and responsive to questions or considerations.’

‘One of the most experienced REIT legal teams around – have worked on some of the most complicated IPOs.’

‘Julian Kleindorfer and Lewis Kneib are excellent. Very thoughtful and attentive.  They are conservative and cautious, thinking around corners but also pragmatic with a commercial eye.’

‘The team is (i) knowledgeable about the industry, (ii) knows our business, (iii) client focused and (iv) responsive. I believe what sets Latham & Watkins (LW) apart from other firms is their knowledge base (want to always give you the right answer).’

‘The individuals I work with have a high degree of technical skills and an understanding of our business. Specifically, they are able to explain complex legal matters in a simple manner to non-lawyers. Additionally, they adopt a partnering approach in resolving complex legal matters. Lewis Kneib and Julian Kleindorfer are partners on our account – they are great assets to LW and I rate them among the top 2% of attorneys I have worked with in my 20+ year career.’

Key clients

BofA Merrill Lynch

Raymond James

Morgan Stanley

Goldman Sachs


Digital Realty Trust

Eldorado Resorts

Essex Property Trust

Four Corners Property Trust

Host Hotels & Resorts

Hudson Pacific Properties

JP Morgan

BNP Paribas

Kilroy Realty Corporation

Lineage Logistics Holdings

Phillips Edison & Company

Realty Income Corporation

Redwood Trust


Work highlights

  • Designated underwriters’ counsel to Apollo Commercial Real Estate Finance in connection with various equity and debt offerings.
  • Designated underwriters’ and dealer manager’s counsel to CyrusOne and certain of its subsidiaries in connection with various equity and debt offerings and risk management transactions.
  • Advised Digital Realty Trust and certain of its subsidiaries in all of its and their debt and equity capital market transactions, totaling over $6.5bn.
  • Represented Digital Realty Trust in connection with its $1.8bn acquisition of Ascenty Data Centers e Telecomunicacoes; its pending $8.4bn acquisition of InterXion; and its $1.1bn joint venture with MapleTree Investments.
  • Advised Four Corners Property Trust on the amendment of its operating partnership’s existing term loan facilities, and with its at-the-market program.

Skadden, Arps, Slate, Meagher & Flom LLP

Jointly chaired by Meryl Chae, David Goldschmidt, Gregg Noel, David Polster and Harvey Uris, Skadden, Arps, Slate, Meagher & Flom LLP prides itself on representing every form of REIT, including public, private, special purpose, hybrid and mortgage. The practice’s extremely broad client roster is complimented by its varied workload, which ranges from REIT formations, M&A, recapitalizations, financings and liquidations to reorganizations, public and private offerings and underwritings, restructurings and tax-related matters. Moreover, the group operates across all asset classes including retail, office, apartment, cell phone towers, healthcare, industrial, prisons and hotels, routinely representing REITs that specialize in mortgages, mezzanine loans and mortgage-backed securities. A recent highlight saw the team acting for Brookfield Asset Management in connection with the $11.4bn acquisition of Forest City Realty Trust by a Brookfield real estate investment fund.

Work highlights

  • Advised SL Green Realty Corp., New York City’s largest office landlord, on the sale of its 48.9% interest in 3 Columbus Circle to The Moinian Group, the current owner of the remaining 51.1% interest.
  • Advised Select Income REIT on its merger with Government Properties Income Trust to create a REIT, Office Properties Income Trust. It will own a portfolio of high-quality office buildings that includes 213 properties containing 30.2m square feet with gross assets of $6.1bn.
  • Represented HCP in its $605m joint venture on a 2m square-foot medical office portfolio with Morgan Stanley Real Estate Investing, its second medical office joint venture.
  • Represented Apartment Investment and Management Company (Aimco) in the sale of its interests in a portfolio of 51 low-income housing tax credit apartment communities for $590m to Related Companies, one of the largest owners of affordable housing in the US.
  • Advised Ivanhoé Cambridge on a multibillion-dollar acquisition of a private REIT.

DLA Piper LLP (US)

At DLA Piper LLP (US), ‘the REIT team is knowledgeable and its communication is impeccable’. Its client roster includes real estate owners and operators, tax-exempt institutional investors, foreign investors and private equity fund. Additionally, publicly traded and private REITs also rely on the group for input at all stages of their life cycles, from formation and initial public offerings through to acquisitions, financing transactions and M&A. Robert Bergdolt represents a number of non-traded, publicly offered REITs; he heads the department, with Robert LeDuc being the co-head of the REIT Tax practice; LeDuc is hailed as one of the market’s ‘best tax advisors’. The Regulation A space is an area of distinguishing expertise for the group.

Practice head(s):

Robert Bergdolt; Robert LeDuc


‘The REIT team is knowledgeable and communication is impeccable.’

‘Kerry’s communication style is clear and direct and her knowledge of the field and its practices and guidelines is fulsome.’

‘DLA has a strong Real estate presence and is our US go to legal advisor for real estate.  They have a best in class team from advisory, deal and tax.’

‘Robert Leduc is one of the best legal tax advisors that I have ever worked with. He has excellent communication skills, provides business solutions so that that deal teams can continue with getting the deal across the finish line. He is extremely responsive and has exceptional knowledge of the industries tax issues.’

Key clients

Black Creek Diversified Property Fund

CNL Healthcare Properties II

Highwoods Properties

KBS Growth & Income REIT

Phillips Edison Grocery Center REIT III

Cottonwood Multifamily REIT II

Blackstone Real Estate Income Trust

W. P. Carey

Equity Residential

STAG Industrial

STORE Capital Corporation

Resource Real Estate Apartment REIT III

Special Committee of Board of Directors of Carter Validus Mission Critical REIT

Work highlights

  • Represented W.P. Carey, a publicly-traded, net lease REIT, in connection with its merger with Corporate Property Associates 17 – Global, a publicly-held, non-traded REIT.
  • Served as corporate securities counsel for LaSalle Hotel Properties and represented LaSalle as co-counsel with Goodwin Procter in its merger with Pebblebrook Hotel Trust valued at approximately $5.2bn.
  • Advised the special committee of public company board in connection with negotiation and recommendation of business combination with an affiliated public company.
  • Represented STAG Industrial in its $600m at-the-market offering.
  • Represented Equity Residential in a $600m public bond offering.

Greenberg Traurig, LLP

Acting both for traded and non-traded REITs, Greenberg Traurig, LLP is active across all stages of a REIT’s lifecycle. The practice group routinely handles private offerings under Rule 144A, Regulation S and Regulation D in addition to IPOs and follow-on offerings, internalizations, M&A and asset transactions. It also provides standalone advice on strategic corporate governance and exit strategies. In New York, Joseph Herz heads the practice together with Robert Ivanhoe; their team is highly regarded on the regulatory front and has also been recognized for its strength in REIT-related tax matters.

Practice head(s):

Robert Ivanhoe; Joseph Herz

Work highlights

  • Representation of Reven Housing REIT, a publicly traded REIT listed on the Nasdaq focused on single family rental properties, in its sale to KBS Strategic Opportunity REIT.
  • Representation of Rodin Global Property Trust, as corporate and securities counsel, in connection with its $1.25bn continuous IPO of common shares.
  • Representation of Rodin Income Trust as corporate and securities counsel in connection with its $1.25bn IPO of common shares.
  • Representation of KBS Real Estate Investment Trust III, in its sale of a 3.4 million-square foot portfolio of 11 US office portfolios for $1.2bn and investment in largest IPO year to date on Singapore Exchange.
  • Representation of Kimco, one of North America’s largest publicly traded owners and operators of open-air shopping centers, in the development of multi-purpose project in Dania, Florida.

Morris, Manning & Martin, LLP

Clients of Morris, Manning & Martin, LLP include real estate fund sponsors, public and private REITs, real estate developers and operators, financial institutions, institutional investors and asset managers. Headed by Lauren Prevost in Atlanta, the team is active across a notably broad range of asset classes including affordable housing, brownfields, condominiums, healthcare, hotels, multi-family and office buildings. The team routinely advises on matters such as equity and debt investments, private and public equity offerings, UPREIT transactions, restructurings and REIT-related M&A, among others.

Practice head(s):

Lauren Prevost

Other key lawyers:

Aresh Homayoun; Seth Weiner

Key clients

Griffin Capital Essential Asset REIT II

Mogul REIT I

Cole Office & Industrial REIT

Griffin-American Healthcare REIT IV

Cole Credit Property Trust V

CIM Commercial Mortgage Trust

Carter Validus Mission Critical REIT II

Carter Validus Mission Critical REIT

CV Data Center & Growth Income REIT

Steadfast Income REIT

Steadfast Apartment REIT

Steadfast Apartment REIT II

Steadfast Apartment REIT III

Work highlights

  • Legal counsel to Griffin Capital Essential Asset REIT II’s special committee of the board of directors in relation to its merger with Griffin Capital Essential Asset REIT.
  • Served as issuer counsel to Cole Office & Industrial REIT (CCIT III) in its public offering of common stock valued at $3.5bn.
  • Served as issuer counsel for the $1.5bn public offering of securities by Griffin-American Healthcare REIT IV.
  • Served as issuer counsel for the $1.5bn follow-on public offering of securities by Cole Credit Property Trust V.
  • Represented CIM Commercial Mortgage Trust as special FINRA counsel with respect to the transfer of the company’s managing broker-dealer to an affiliated FINRA-registered broker-dealer.

Proskauer Rose LLP

Proskauer Rose LLP is praised by clients for its ‘great experience and advice’. The team has a proven track record in IPOs, mergers and tender offers, equity and debt financing and joint ventures, operating across the spectrum of asset classes, including offices, retail and shopping malls, power centers, lodging, health care, data centers, industrial and self-storage facilities. Chicago-based Michael Choate is well versed in corporate governance issues and federal securities compliance matters; he jointly heads the practice with Steven Lichtenfeld, who is based in New York and is a go-to name for public offerings and private placement of debt and equity securities. The practice is geared towards the representation of non-traded REITs and has been particularly active in cross-border work.

Other key lawyers:

Daniel Forman


‘Great experience and great advice.’

‘Michael Choate is a great lawyer.’

Key clients

American Finance Trust

AR Global Investments

Eagle Hospitality Real Estate Investment Trust

Empire State Realty Trust

Global Net Lease

Healthcare Trust

Hospitality Investors Trust

Inland Retail Real Estate Investment Trust

Lightstone Group

Pacific-Oak Capital Advisors

Preferred Apartment Communities

SL Green

Vornado Realty Trust

Work highlights

  • Represented Eagle Hospitality Real Estate Investment Trust in the formation of a new $1.2bn REIT in a Singapore IPO.
  • Advised Vornado Realty Trust on its acquisition of Host Hotels & Resorts’ interest in two commercial condominium units for $442m.
  • Represented real estate investment trust SL Green in signing international law firm Greenberg Traurig to a 15-year lease.
  • Acted as special company counsel to Global Net Lease in connection with its underwritten public offering of 4,000,000 shares of common stock at a public offering price of $20.20 per share.
  • Advised BTG Pactual’s Timberland Investment Group on the acquisition of 1.1 million acres of prime East Texas timberlands for $1.39bn.

Simpson Thacher & Bartlett LLP

Simpson Thacher & Bartlett LLP's REITs team is rated for its experience of REIT-related M&A, investment and joint venture transactions, fundraisings and public financing transactions, fund formation, and compliance and corporate governance matters. The team is jointly headed from New York by Brian Stadler, Edgar Lewandowski and Gregory Ressa. Stadler recently acted for Blackstone in its acquisition of US Logistics Assets from GLP for a total of $18.7bn. The market-leading transaction totaled 179m square feet of urban, infill logistics assets, and nearly doubled the size of the client’s existing industrial footprint in the US.

Key clients


Invitation Homes

JP Morgan Securities

Blackstone Real Estate Income Trust

Blackstone Mortgage Trust

Citigroup Global Markets

KKR Real Estate Finance Trust

BioMed Realty

Crown Acquisitions

Goldman, Sachs & Co.

Work highlights

  • Representation of Blackstone in connection with its acquisition of Colony Industrial, the industrial real estate assets and affiliated industrial operating platform of Colony Capital, for an aggregate purchase price of $5.9bn.
  • Represented Crown Acquisitions in connection with the acquisition of a 45.4% common equity interest in a portfolio of flagship high street retail assets on Upper Fifth Avenue and Times Square and the formation of a joint venture with Vornado Realty Trust.
  • Represented Invitation Homes in connection with an approximately $1.25bn secondary offering of 44 million shares of common stock by selling stockholders affiliated with The Blackstone Group.
  • Represented Invitation Homes in connection with a $1bn secondary offering of 40 million shares of common stock by selling stockholders affiliated with The Blackstone Group at a public offering price of $25.30 per share.
  • Representation of affiliates of BioMed Realty in connection with the refinancing of a portfolio of office and research facilities.


Distinguished by its combination of ‘business practicality’ and ‘top-of-the-range industry knowledge’, Sullivan & Worcester LLP acts across the spectrum of formations and conversions, equity offerings, secured and unsecured financings, M&A, joint ventures, tax compliance and sale-leaseback transactions. The department is also noted for its experience of an impressive variety of real estate sectors, including business and cold storage facilities, communication towers, data centers, hotels, industrial, office, retail, senior living, energy and agricultural properties. In Boston, practice co-head Ameek Ashok Ponda is hailed as a ‘go-to on REIT and international tax structuring’; he leads the department together with Louis Monti.

Practice head(s):

Louis Monti; Ameek Ashok Ponda


‘They act as our company’s primary REIT and international tax structuring counsel. Business practicality combined with top of industry knowledge make them unique.’

‘Ameek Ponda is the go-to on REIT and international tax structuring matters. He is practical, business-friendly and gets results. Brian Hammell has these same attributes.’

‘This firm has a good reputation with Singapore based companies forming REIT’s in the USA. We started using them in 2018, and are very pleased with their services.’

‘David Kaplan is very knowledgeable about the subject matter, and replies to questions promptly.  In the area of taxation, he demonstrated that he was more knowledgeable and accurate with his advice than our KPMG REIT Tax Partner.’

Key clients

American Tower Corporation


Iron Mountain

Zayo Group Holdings

Service Properties Trust

Senior Housing Properties Trust

Industrial Logistics Properties Trust

Manulife US REIT

WPT Industrial REIT

Tremont Mortgage Trust

Manhattan Bridge Capital

Work highlights

  • Acting for Zayo in connection with its ongoing exploration of conversion to a REIT, including leading dialog with the IRS in an effort to obtain clarity and support for its position that it could qualify as a REIT and pursuing a private letter ruling.
  • Represented ILPT in its acquisition of a portfolio of 18 properties located in 12 states with an aggregate of approximately 8.7 million square feet. The total purchase price of the portfolio was $625.3m, excluding acquisition related costs.
  • Represented Manulife US REIT, the first pure play US office REIT listed on an Asian exchange, continuously since its formation and IPO on the Singapore Exchange Securities Trading in 2016.
  • Represented Senior Housing Properties Trust in its ongoing disposition program, where SNH seeks to sell approximately $900m of senior living and medical office building assets.
  • Represented Service Properties Trust in connection with the sale of 20 travel centers in 15 states to its existing tenant, TravelCenters of America for an aggregate sales price in excess of $300m, along with the simultaneous restructuring of its lease arrangements with TA.

Venable LLP

Clients note Venable LLP as ‘standing at the forefront of REITs'. Its team advises publicly traded Maryland REITs in relation to public offerings, stock and debt offerings, M&A, spin-offs and a wealth of other transactions. Jim Hanks in particular is noted for having ‘helped to shape Maryland REIT and corporate law’, while Sharon Kroupa was recognized by clients as ‘smart, practical and commercial’; the pair jointly head the department from the Baltimore office. The team also advises publicly traded REITs on areas such as corporate governance, board member issues and the implementation of takeover defense.

Practice head(s):

James Hanks; Sharon Kroupa


‘The lawyers at Venable literally wrote the law on REITs. They are highly expert and are a pleasure to work with.  Head and shoulders above their peers.’

‘Sharon Kroupa – highly expert in Maryland corporate and REIT law; she is extremely responsive, offers practical guidance and is a pleasure to work with.’

‘Chris Pate – also highly expert in Maryland corporate and REIT law, and also extremely responsive.  Chris has a keen attention to detail and never gets rattled.’

‘When it comes to REITs, Venable stands at the forefront. Venable is the top firm for REITs in Maryland, where the majority of REITs are incorporated.’

‘Jim Hanks has helped shape Maryland REIT and corporate law – he is the go-to person for all REIT matters.’

‘Technical expertise, practical advice, responsive.  I find them head and shoulders above other MD practices.’

‘Sharon Kroupa is smart, practical and commercial.  Chris Pate is also great to work with.’

Key clients

Alexandria Real Estate Equities

Hudson Pacific Properties

Digital Realty Trust

Kimco Realty Corporation

Vornado Realty Trust

Host Hotels & Resorts

Monmouth Real Estate Investment Corporation

Realty Income Corporation

The Macerich Company

Various REITs sponsored by Hines, Steadfast, Griffin Capital, Moody, AR Global and SmartStop, among many others.

Work highlights

  • Acted as Maryland counsel to Phillips Edison & Company, a registered non-traded Maryland-incorporated real estate investment trust, in connection with its merger with Phillips Edison Grocery Center REIT II, an affiliated registered REIT, resulting in a $6.3bn, internally managed non-traded REIT, exclusively focused on grocery-anchored shopping centers.
  • Represented the Special Committee of the Board of Directors of Griffin Capital Essential Asset REIT in its consideration and approval of a self-administration transaction pursuant to which Griffin Capital Company and Griffin Capital contributed to Griffin Capital Essential Asset Operating Partnership.
  • Counsel to CYS in its merger with Two Harbors Investment Corp., both mortgage REITs, in which each holder of CYS common stock received a combination of shares of Two Harbors and cash consideration.
  • Served as Maryland counsel to Education Realty Trust in connection with the merger of EDR with and into a wholly owned subsidiary of Greystar Student Housing Growth and Income LTP.
  • Acted as Maryland counsel to Postal Realty Trust in a REIT IPO.

Baker McKenzie LLP

The ‘proactive and commercial’ practice group at Baker McKenzie LLP handles M&A, conversions and spin-off transactions, joint ventures, private placements, DST structures and property acquisition transactions. Headed by Addison Braendel in Chicago, the team is also noted for its ‘great technical knowledge’ on the tax front. In addition, the practice group provides governance and securities law advice, both on a standalone basis, and in connection with debt and equity offerings.

Practice head(s):

Addison Braendel


‘Proactive, commercial, responsive, technical excellence.’

‘Steven Schneider – a fantastic partner who consistently exceeds expectations, proactive, great on deals (very responsive, commercial and technically proficient) and well connected.’

‘We work most frequently with Steve Schneider in Washington, D.C.  Steve has a broad base of experience in REIT and structuring matters. While his technical knowledge is sound, he speaks in clear language that our business people can understand. His prior experience working for a CPA firm means he can see issues from multiple perspectives and works well with our CPA firms.  When we really need him, he always makes himself available.’

‘They have great technical knowledge on the tax side and are a go-to firm in that area.’

‘Dan Cullen is a great relationship partner and is attentive to the firm’s needs.’

Key clients

Physicians Realty Trust

Taubman Properties Asia

Inland Private Capital Corp

Townsend Holdings

Highland Capital/ NexPoint Real Estate

Institute for Portfolio Alternatives (IPA)

Work highlights

  • Representation to Physicians Realty Trust on the issuance of $350m of 3.95% senior unsecured notes due January, 2028.
  • Negotiated agreements to sell 50% of its interests in three Asia-based shopping centers to funds managed by The Blackstone Group.
  • Acting for Inland Private Capital Corp as securities and tax counsel in relation to over $1.4bn DST private placement offerings and related transactions.
  • Leading on the Institute for Portfolio Alternatives’s REIT tax policy efforts and, notably, to testify on behalf of the client on two separate occasions before the US Treasury Department on certain REIT regulatory matters.
  • Acting as lead US tax and corporate counsel to Highland Capital/ NexPoint Real Estate in a Canadian/US REIT IPO of US hospitality assets and related reorganization matters.

Ballard Spahr LLP

Ballard Spahr LLP represents public and private REITs in a wide array of matters, from formation and capitalization through to corporate compliance and securities issues, transactional work and litigation. Other core strengths include equity and debt offerings and financing transactions, REIT-related M&A and life-cycle-end issues. The department is jointly led by Douglas Fox and Charles Moran in Baltimore, alongside Craig Ganz, who is based in the firm's Phoenix office. Also recommended is of counsel Thomas Bashore II, who is developing a strong reputation for underwritten public securities offerings.

Other key lawyers:

Thomas Bashore II

Key clients

Healthpeak Properties (formerly known as HCP)

Kilroy Realty Corporation

SL Green Realty Corp.

LTC Properties

Mack-Cali Realty Corp

Spirit Realty Capital

Agree Realty Corporation

Black Creek Industrial REIT IV

Essential Properties Realty Trust

Realty Income Corporation

STORE Capital Corporation

Work highlights

  • Acted for Healthpeak Properties in the amendment and restatement of its revolving credit facility to increase the total lending commitments thereunder to $2.75bn provided by a group of lenders for which Bank of America acts as administrative agent.
  • Represented City Office REIT on the recent increase in the size of the client’s at-the-market sale program to up to 8 million shares of common and 1 million shares of 6.63% Series A Preferred Stock, with KeyBanc Capital Markets, Raymond James & Associates and BMO Capital Markets Corp as managers.
  • Advising Kilroy Realty Corporation, a Maryland corporation on its $400m  aggregate principal amount of its 4.75% Senior Notes due 2028.
  • Advised on an increase to Agree Realty’s $500m credit facility with PNC Bank, National Association, as administrative agent for certain other lenders.
  • Representation of Essential Properties Realty Trust in a  landlord/tenant matter.

Fried, Frank, Harris, Shriver & Jacobson LLP

Lawyers at Fried, Frank, Harris, Shriver & Jacobson LLP are hailed as ‘exceptional in their area of expertise’. Headed by Stuart Barr in Washington DC, the team represents issuers and underwriters in REIT IPOs and is also well-versed in federal income tax matters. In addition, the team is rated for its expertise in strategic corporate governance, and also has core strengths in transactional matters including M&A, spin-offs, joint ventures and public REITs going private.

Practice head(s):

Stuart Barr

Work highlights

  • Acted as counsel to JP Morgan Securities, as sales agent, in connection with the launch of Extra Space Storage’s $500m common stock ATM Program.
  • Acted as counsel to Citibank, as sales agent, in connection with the launch of Independent Realty Trust’s $150m common stock ATM program.
  • Acted as counsel to Corporate Office Properties Trust in connection with its formation of a joint venture with Blackstone Real Estate Income Trust to acquire seven of COPT’s existing, single-tenant, data center shell properties, which contain 1.2 million square feet of warehouse space, for a total value of approximately $265m.
  • Acted as counsel to Equity Commonwealth in connection with its ongoing SEC reporting, corporate governance matters, securities offerings, and mergers and acquisitions.
  • Acted as counsel to the Strategic Review Committee of the Board of Directors of NorthStar Realty Europe in connection with its agreement to be acquired by AXA Investment Managers – Real Assets.

Hunton Andrews Kurth LLP

Rated for its ‘strong knowledge of the REIT industry’, Hunton Andrews Kurth LLP acts for underwriters, sponsors and lenders in relation to public and privately-owned REITs. The team has expertise in a variety of REIT matters, including IPOs, financing transactions and public securities offerings, private placements, M&A and joint ventures. It also handles strategic corporate governance and REIT taxation. Hotel and mortgage REITs are a specific focus with the practice routinely advising on their formation. George Howell, famed for his ‘deep knowledge of REIT products and tax laws’, jointly chairs the department in Richmond alongside David Wright.

Practice head(s):

George Howell; David Wright

Other key lawyers:

Mark Wickersham; Robert Smith


‘The firm and practice is extremely responsive and accessible. They have strong knowledge of the industry and are very easy to work with providing practical advice and counsel.’

‘George Howell: Deep knowledge of REIT products and tax laws Robert Smith: Provides practical and thoughtful advice.’

Key clients

Annaly Capital Management (mortgage REIT)

Pebblebrook Hotel Trust (lodging REIT)

MFA Financial (mortgage REIT)

Summit Hotel Properties (lodging REIT)

Hersha Hospitality Trust

Chimera Investment Corporation

City Office REIT

AG Mortgage Investment Trust

Chatham Lodging Trust

Xenia Hotels & Resorts

Work highlights

  • Represented Pebblebrook Hotel Trust in its merger with LaSalle Hotel Properties in a $4.1bn transaction that created the third-largest hospitality REIT in the United States with a pro forma combined enterprise value of $8.5bn.
  • Represented Annaly Capital Management as issuer’s counsel in a follow-on offering of common stock for $866.8m of net proceeds.
  • Represented Annaly Capital Management as REIT tax counsel in connection with its $900m acquisition of MTGE Investment Corp.
  • Represented Hospitality Properties Trust in its $2.4bn acquisition of a net lease portfolio consisting of 774 retail properties held by a subsidiary of another real estate investment trust, Spirit MTA REIT, leased to tenants in 22 different industries.
  • Represented Postal Realty Trust, which owns and manages properties that are leased to the US Postal Service, in its formation of an REIT and related IPO.

King & Spalding LLP

Under the joint leadership of Atlanta-based Spencer Johnson and Tony Rothermel in New York, King & Spalding LLP advises public and private REITs on the full range of REIT-related issues, from formation to financing and acquisitions. Indeed, in the past year the team has been involved in asset level and portfolio acquisitions, fund formation, finance transactions and M&A. The team is also adept at handling exit strategies, namely divestures and recapitalizations, and is also increasingly active in cross-border deals, noting an upturn in its work for foreign investors in their investments into private US REITs.

Practice head(s):

Spencer Johnson; Tony Rothermel

Key clients

Americold Realty Trust


Columbia Property Trust

Cousins Properties

Morgan Stanley


Clarion Partners

Raymond James Real Estate Investment Banking

Asana Partners

Transwestern Investment Group

Douglas Emmett


Edens Investment Trust

Greystar Real Estate Partners

Piedmont Office Realty Trust

White Oak Healthcare Finance

Barclays Bank

Cortland Partners

VineBrook Homes

Work highlights

  • Advised Cortland Partners on entering into a definitive agreement to acquire Pure Multi-Family REIT in an all-cash transaction valued at $1.2bn.
  • Represented Americold in closing the acquisition of Lanier Cold Storage for a purchase price of $82m.
  • Advised Americold Realty Trust on its definitive agreement to acquire privately-held Cloverleaf Cold Storage from Cloverleaf management and an investor group managed by Blackstone for a purchase price of $1.24bn.
  • Represented Americold Realty Trust in a public offering of 42,849,000 common shares priced at $24.50 per share, consisting of 4,000,000 common shares issued by Americold, 6,000,000 common shares that may ultimately be issued by Americold pursuant to a forward purchase agreement, and 32,849,000 common shares sold by Yucaipa, Fortress and GS Capital Partners, as selling shareholders.
  • Represented Greystar Real Estate Partners in connection with the formation of a vehicle to acquire EdR, by a newly-formed, perpetual-life fund, Greystar Student Housing Growth and Income Fund, which is an affiliate of Greystar, in an all-cash transaction valued at approximately $4.6bn, including debt to be assumed or refinanced.

Kirkland & Ellis LLP

Kirkland & Ellis LLP has experience of REIT-related M&A and corporate governance matters. It regularly supports clients and their board of directors on matters including shareholder activism, takeover readiness, fiduciary duty and disclosure issues. New York-based Daniel Wolf and David Fox are contacts in the team.

Mayer Brown

Mayer Brown caters to a sizeable client base of public, private and mortgage REITs, financial advisors, pension funds and other institutional real estate investors. Led by Chicago-based David Malinger, the group's workload includes REIT, debt fund and joint venture formation, debt and equity portfolio financings, portfolio transactions and related M&A. The team provides input on all aspects of capital market transactions including public and private, at-the-market and shelf offerings, in addition to debt issuances. In addition to its transactional work, the team also supports clients in disclosure and regulatory matters, and often works in conjunction with experts in the firm’s tax group to assist with REIT formation mandates, and REIT-specific tax requirements.

Practice head(s):

David Malinger


Very strong mortgage regulatory practice.’

Key clients

Alexandria Real Estate Equities, Inc.

American Finance Trust, Inc.

Amherst Holdings, LLC

Annaly Capital Management, Inc.

ARMOUR Residential REIT, Inc.

Chimera Investment Corporation

Digital Realty Trust, Inc.

DRW Holdings, LLC

Dynex Capital, Inc.

EPR Properties

Equity One, Inc.

Front Yard Residential Corporation (formerly Altisource Residential)

Global Net Lease, Inc.

Granite REIT

Great Ajax Corp.

MFA Financial, Inc.

Prologis, Inc.

New Residential Investment Corporation

New York Mortgage Trust, Inc.

Ready Capital Corporation

(formerly Sutherland Asset Management)

Redwood Trust, Inc.

Varde Partners, Inc.

B. Riley FBR, Inc.

Barclays Capital Inc.

BMO Capital Markets Corp.

BNP Paribas Securities Corp.

BofA Securities, Inc.

Citigroup Global Markets Inc.

Credit Agricole Securities (USA) Inc.

Credit Suisse Securities (USA) LLC

Deutsche Bank Securities Inc.

Goldman, Sachs & Co.

J.P. Morgan Securities LLC

JMP Securities LLC

Ladenburg Thalmann & Co. Inc.

Morgan Stanley & Co. Incorporated

Raymond James & Associates, Inc.

RBC Capital Markets, LLC

Scotia Capital (USA) Inc.

Stifel, Nicolaus & Company, Incorporated

SunTrust Robinson Humphrey, Inc.

U.S. Bancorp Investments, Inc.

UBS Securities LLC

Wells Fargo Securities, LLC

William Blair & Company, L.L.C.

Work highlights

  • Advised Redwood Trust Inc. on its $490m acquisition of CoreVest American Finance Lender LLC.
  • Represented Prologis, Inc. in connection with its $3.99bn acquisition of Industrial Property Trust Inc.
  • Serving as designated underwriters’ counsel to Global Net Lease, Inc and advising on their equity offerings, including, most recently its agreement to enter into an equity distribution agreement for the offer and sale of up to $250m shares of common stock in February 2019.
  • Represented New York Mortgage Trust, Inc, a publicly traded REIT focused on acquiring, investing in, financing and managing primarily mortgage-related assets and financial assets.
  • Advised Great Ajax Corp. on its $15.85m offering of 7.25% Convertible Senior Notes, due 2024.

Morrison & Foerster LLP

Morrison & Foerster LLP is recognized for its ‘many years of experience in all types of transactions’ relating to traded and non-traded REITS, include securities and financing deals, M&A and asset acquisition. Through those years of experience the team has developed expertise across a range of asset classes, and has been particularly active in deals involving retail, mixed-use, healthcare, and industrial assets. David Slotkin (‘timely’ and ‘practical’) heads the department in DC alongside Justin Salon (‘strong business judgement’). The practice was further strengthened by the arrival of Heath Linsky from Morris, Manning & Martin, LLP, an expert in general corporate matters.

Practice head(s):

Justin Salon; David Slotkin


‘Very competent, very responsive, deep bench of talent.’

‘Justin Salon – strong business judgment with top notch legal technical skills. John Hensley – outstanding associate, he will be a great partner when the time comes.’

‘The REIT team has many years of experience as advisors in all types of transactions—M&A, compensation, litigation, deal structuring, tax, etc. My company has used all of the above and we thought the service, knowledge and results were outstanding.’

‘My main contacts are David Slotkin, Andy Campbell, Justin Salon and Lauren Bellerjeau. They provide timely, practical advice. They have many years of experience and can usual draw from a prior engagement for many of the issues that arise.’

Key clients

MedEquities Realty Trust

Carter Validus Mission Critical REIT II

Alexandria Real Estate Equities

Steadfast Apartment REIT

Equity Residential (Designated Underwriters Counsel)

Farmland Partners

Sandler O’Neill + Partners

Janney Montgomery Scott


Jernigan Capital

Bank of America Merrill Lynch

Armada Hoffler Properties

Procaccianti Hotel REIT

Black Creek Industrial REIT IV

Hines Global Income Trust

Broad Street Realty

Whitestone REIT

Robert W. Baird & Co.

LEDIC Realty Company

Plymouth Industrial REIT (Designated Underwriters Counsel)

Sotherly Hotels (Designated Underwriters Counsel)

Work highlights

  • Represented MedEquities Realty Trust in its $600m merger with Omega Healthcare Investors.
  • Represented Carter Validus Mission Critical REIT II in its merger with Carter Validus Mission Critical REIT in a stock and cash transaction, creating an entity valued at approximately $3.2bn.
  • Represented Alexandria Real Estate Equities in multiple offerings including a $200m offering of 4% senior notes due 2024 and a $350m offering of 3.8% senior notes due 2026.
  • Represented Steadfast Apartment REIT in its $437m acquisition of Steadfast Apartment REIT III.
  • Representing Janney Montgomery Scott, as financial advisor to a special committee of independent directors established by the Board of Directors of Ashford, in relation to Ashford’s definitive agreement to acquire the Hotel Management business of privately-held Remington Holdings for $275m.

Paul Hastings LLP

Paul Hastings LLP's client roster includes public and private REITs, underwriters and investors in domestic and international equity and debt securities offerings. In New York, Michael Zuppone and Frank Lopez, a new arrival from Proskauer Rose LLP, jointly chair the practice group, which is rated for its ability to handle corporate governance and disclosure matters, securities compliance, and tax planning, in addition to high-value capital markets offerings, and major corporate and property transactions. The practice group also stand out for its strength in Latin America-facing work.

Practice head(s):

Michael Zuppone; Frank Lopez

Key clients


BofA Merrill Lynch


Deutsche Bank Securities

Goldman, Sachs & Co

Credit Suisse


Itaú BBA

Carey Watermark Investors

RBC Capital Markets


Lexington Realty Trust

Morgan Stanley

JP Morgan

Keefe, Bruyette & Woods

Wells Fargo Securities

BMO Capital Markets Corp.

Altair Commercial Real Estate Lending Fund

GI Partners



American Homes 4 Rent

Public Storage

PS Business Parks

Work highlights

  • Advised Carey Watermark Investors, publicly traded REITs that manage an investment portfolio of more than $4bn, on multiple transactions.
  • Advising Citigroup, Barclays, BofA Merrill Lynch, JMP Securities, Keefe, Bruyette & Woods and Wells Fargo Securities as sales agents for Blackstone Mortgage Trust’s $500m “at-the-market” offering program.
  • Represented Citigroup, BofA Merrill Lynch, BMO Capital Markets and RBC Capital Markets as joint book-running managers for Sun Communities’ follow-on public offering of common stock.
  • Represented BofA Merrill Lynch, Citigroup and HSBC as joint book-runners, and Actinver, BBVA, Goldman Sachs, JP Morgan and Santander as passive joint book-runners in connection with Fibra Uno’s international bond offering of 10-year notes and 30-year notes.
  • Representing Lexington Realty Trust on an ongoing basis in connection with its public company disclosure, corporate governance and securities compliance, overall tax planning, REIT qualification and compliance, major transactions and capital markets offerings.

Vinson & Elkins LLP

Praised for its ‘excellent responsiveness’, the team at Vinson & Elkins LLP has recognized ‘expertise in the REIT space, especially for mortgage REITs’. Daniel LeBey provides ‘excellent service’ from the Richmond office, and jointly chairs the practice with Houston-based duo David Oelman and Matthew Strock. Key strengths of the team include bespoke regulatory matters, REIT taxation, public offerings and financing deals, restructuring, M&A and going-private transactions. The group is also experienced in every major asset type, including offices, retail, industrial and data centers, apartments, hotels, senior living, and student and military housing, among others.


‘Expertise in the REIT space, especially mortgage REITs. Excellent responsiveness, excellent advice.’

‘Daniel LeBey and Chris Green are always available, and have given us excellent service and advice for over a dozen years.’

Key clients

Alpine Income Property Trust

Bank of America Merrill Lynch

Bluerock Residential Growth REIT

BMO Capital Markets

BRG Manager

Cherry Hill Mortgage Investment Corporation


Colony Capital

Compass Point

CYS Investments

Deutsche Bank

Ellington Financial

Ellington Residential Mortgage REIT

Global Medical REIT

Highwoods Properties


JMP Securities


Ladenburg Thalmann

Milestone Apartments Real Estate Investment Trust

Morgan Stanley

NorthStar Realty Europe Corp.

New York Mortgage Trust

Orchid Island Capital

Owens Realty Mortgage

Sandpiper Lodging Trust

Special Committee of the Board of Directors of Moody National REIT I

Special Committee of the Board of Directors of MVP REIT II

Stifel, Nicolaus & Company

TPG RE Finance Trust

Wells Fargo

WPT Industrial Real Estate Investment Trust

Work highlights

  • Advised Alpine Income Property Trust in its $164m initial public offering of common stock which closed on November 26, 2019.
  • Served as tax counsel to NorthStar Realty Europe Corp in a definitive merger agreement with AXA Investment Managers – Real Assets, a global leader in real asset investments.
  • Advised CYS Investments, an agency mortgage REIT, in a $1.48bn definitive merger agreement with Two Harbors Investment Corp, a hybrid mortgage REIT, under which Two Harbors acquired all of the issued and outstanding shares of CYS pursuant to a reverse triangular merger.
  • Advised Oncor Electric Delivery Company on its agreement to acquire InfraREIT, including all the limited-partnership units in its subsidiary InfraREIT Partners for approximately $1.2bn.
  • Advised the Special Committee of the Board of Directors of Owens Realty Mortgage, a specialty finance REIT, on a definitive merger agreement with Ready Capital Corporation, a multi-strategy real estate finance company that originates, acquires, finances and services small to medium-sized balance commercial loans, to combine in a stock-for-stock merger.

Wachtell, Lipton, Rosen & Katz

Chaired by the highly experienced Robin Panovka in New York, Wachtell, Lipton, Rosen & Katz supports its clients in restructuring matters, corporate governance, REIT-related M&A and strategic joint ventures.

Weil, Gotshal & Manges LLP

Highly experience in a broad array of transactions’, Weil, Gotshal & Manges LLP is a reputed name for IPOs, follow-on offerings, private placements and public issuance of debt, acting both for issuers and underwriters. Michael Bond and Philip Rosen jointly head the department, which is also highly regarded for M&A, joint ventures and innovative approaches to raising equity and debt funds. Evan Levy recently joined the practice from Skadden, Arps, Slate, Meagher & Flom LLP; he brings to the team extensive experience of financing and securities offerings, as well as workouts and restructurings. Another key name is David Herman , hailed by clients as 'fantastic'. All named partners are based in New York.

Practice head(s):

Michael Bond; Philip Rosen

Other key lawyers:

Evan Levy; David Herman


‘Highly experienced and well versed in a broad array of transactions. Able to assist the client and financial advisor proactively think through tax or other structural issues. Have complete confidence in their abilities having worked with the team on several large deals.’

‘Mike Bond and David Herman are both fantastic. Able to quickly and thoughtfully advise on any number of scenarios. High confidence in their business ethics. I would work with Mike on every deal if I could.’

Key clients


Amherst Holdings


Brookfield Asset Management

Colony Capital

Dwight Capital

HEI Hotels & Resorts

Herald Square Properties

Iron Mountain

LendLease Group

MGM Resorts International

Sears Holdings

Silverpeak Real Estate Partners

Work highlights

  • Advised Brookfield Asset Management and Brookfield Property Partners, in BPY’s $14.4bn acquisition of the approximately 66% of common stock that it did not already own of General Growth Properties.
  • Advised the Special Committee of the Board of Directors of Sears on the publicly announced plan to monetize over $1bn of real estate.
  • Advised AIG Global Real Estate Investment Corp. on the $195m sale of the Embassy Suites by Hilton New York Midtown Manhattan.
  • Acting for GS Infrastructure Partners, as part of an investor group, in the group’s sale of a 30% stake in Vertical Bridge REIT.
  • Advised Brookfield Property REIT in a $1bn senior secured 144A notes offering.