REITs-related Corporate and Securities Issues

  • Overview
  • Attorneys

We know our REIT clients require specific knowledge of corporate law, corporate governance and securities laws. Because of the provisions of the Internal Revenue Code, which require REITs to distribute 90% of their REIT taxable income to investors, REITs are constantly in the capital markets with offerings of equity, debt, synthetic securities and securitization transactions. We guide our clients through these capital market transactions, including offerings of common stock, operating partnership units, preferred stock, convertible debt and warrants, as well as Rule 144A and ATM (at the market) offerings. Capital market transactions also include bank credit facilities, private loan financings and medium-term note programs. In order to complete these transactions, our clients rely on us to have extensive knowledge of the Securities Act of 1933 and related rules and regulations of the Securities and Exchange Commission. We closely monitor updates from the Commission and assist our REIT clients once they become public companies under the Securities Exchange Act of 1934, as they must comply with the reporting requirements of the Exchange Act, including insider reporting under Section 16 of the Exchange Act and Sarbanes-Oxley compliance.