Real Estate Mergers & Acquisitions Deal Workshop

High-stakes real estate M&A transactions require consummate deal-making skills and a thorough understanding of the underlying business, legal, tax, financial and strategic frameworks. This case study oriented Workshop will explore, in particular, the relevant financial advisory and legal skills needed to consummate these transactions, and will also highlight these skills in a combination of relevant class discussions, exercises/assignments and guest lectures. Volatility and inconsistency between publicly traded REIT and REOC prices and the underlying net asset value of these assets have and will continue to create M&A opportunities in the publicly traded real estate sector, whether through strategic combinations, privatizations, hybrid public and private transactions or sophisticated and complex public/private joint ventures. Capital flows into the U.S. real estate sector continue to be robust, which makes for a more interesting M&A dynamic. Thanks in part to the efforts of NAREIT (the National Association of Real Estate Investment Trusts) there continues to be legislative improvement in the tax scheme that governs REITs. This has provided REITs with greater operating and transaction flexibility, and recent legislative changes have improved the ability of foreign persons to invest in publicly traded REITs. On the other hand, as the Federal corporate tax rate has declined from 35% to 21%, the tax advantage of the REIT dividends paid deduction has lessened. This Workshop will take a multi-disciplinary approach, based on the premise that effective transaction advisors must understand the business, financial and tax goals and implications of the deal and, similarly, that an effective business or finance executive must also have a solid grasp of the financial, structural, legal, and tax underpinnings for the transaction.