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Real Estate Capital Markets (REITs)

Our Real Estate Capital Markets practice involves the formation of all types of entities for the specific purpose of raising funds and capital for real estate investments. We form these entities to raise real estate investment capital in the public and private capital markets from all types of investors throughout the U.S. and internationally.

Multi-disciplinary Team Approach

Our Real Estate Capital Markets practice is conducted through a multidisciplinary team of lawyers with expertise in entity selection, capital markets, real estate, real estate finance, corporate law, partnership law, securities law and tax law. We assist our clients in developing the correct organizational and capital structure for real estate investments through our team approach.

Representative Clients

Clients in our Real Estate Capital Markets practice group include private and public investors, institutional investors, public and private pension funds, owners, sponsors and developers of commercial, industrial and multi-family real estate, pooled investment funds, investment banking firms, commercial banks, institutional lenders, financial institutions, real estate investment trusts and fund managers.

Entity Determination

The type of entity we use is dependent upon our client’s goals and objectives and the capital market targeted as a source of real estate funds. These types of entities are often called pooled investments funds.

The entities we use include:

  • Limited liability companies
  • Limited partnerships
  • Joint ventures
  • Grantor and other types of trusts
  • Special purpose, bankruptcy-remote entities
  • Private and public real estate investment trusts
  • Traditional corporations operating as taxable “C” corporations under the Internal Revenue Service
Real Estate Experience

We have more than [to be supplied] lawyers nationally which specialize in real estate law. We've closed real estate transactions in all 50 states, resulting in substantial time and cost efficiency for clients. Our real estate services include the acquisition and disposition of both large property portfolios and individual properties, non-performing real estate assets and real estate due diligence specifically developed for the real estate capital markets.

Kutak Rock is the national leader for net-lease financing transactions in the U.S. Since 1980, we have participated in thousands of net-lease transactions involving tens of billions of dollars, and in every state.

Securities Law

Accessing the real estate capital markets often requires the offer and sale of securities under federal and state securities laws. Our securities lawyers are experienced in the private and public offering of securities, including the Securities Act of 1933, the Securities Exchange Act of 1934, private placements under Regulation D of the Securities Act and the rules and regulations of the national securities exchanges and the Financial Industry Regulatory Authority, Inc. (FINRA), the self-regulatory organization for brokerage firms. We provide legal services for clients’ periodic and reporting obligations under the Securities Exchange Act of 1934.
 
A critical service we provide to clients is the determination of current and appropriate disclosure for private or public offerings of real estate securities, putting to use our knowledge of the disclosure practices of the real estate industry, regulatory knowledge and the potential materiality of any specific disclosure issue.

Securities laws, the real estate capital markets and investors determine the type of securities we structure for our clients. These securities include joint venture and limited partnership interests, various interests in limited liability companies, interests in asset-backed securities (“ABS”), interests in commercial mortgage-backed securities (“CMBS”), interests in residential mortgage-backed securities (“RMBS”), secured and unsecured debt, common and preferred stock, convertible debt, equity-linked notes and other specialized securities.

ERISA and Fiduciary Issues

Our Employee Benefits group provides advice regarding the responsibilities of pension fund fiduciaries. We identify fiduciary duties and responsibilities and the circumstances under which both fiduciaries and non-fiduciaries may be liable for breaches of duty. We provide counsel on:

  • Prohibited transactions and alternative investment structures
  • Regulatory issues
  • State pension codes and administrative review statutes
  • Conflicts of interest
  • Public access to meetings, documents and records

Our experience includes transactions for the following clients:
  • Apartments and Multi-Family Buildings
  • Automotive Services and Automobile Dealerships
  • Commercial Retail Facilities
  • Congregate Care Housing
  • Educational and Secondary Education Facilities
  • Financial Institutions and Bank Branches
  • Golf Courses
  • Health and Fitness Centers
  • Health Care Properties
  • Hotels
  • Industrial Facilities
  • Low-Income Housing
  • Medical Office Buildings
  • Military Housing
  • Movie Theaters and Family Entertainment Facilities
  • Office Buildings
  • Restaurants
  • Shopping Centers
  • Storage Facilities
  • Student Housing
  • Transportation Facilities and Truck Stops