Real Estate Investment Trusts (REITs)

Our REIT clients occupy a wide swath of the real estate sector, with portfolios that include gaming, hospitality, entertainment and leisure destinations as well as shopping centers, technology-related assets, and office and residential properties. We played the lead role in the formation of VICI Properties Inc. (NYSE: VICI), the largest experiential net lease REIT in the United States, and negotiation of its master leases and debt documents, including the $2.2 billion CMBS financing of Caesars Palace Las Vegas. We have subsequently represented VICI in numerous strategic and capital transactions, including its $1.4 billion initial public offering.

We advise real estate owners and operators, institutional investors, and foreign investors regarding the following REIT-related activities:

• REIT formation, including UpREIT and rollup transactions
• Initial public offerings and follow-on offerings
• Other capital-raising and financing transactions, including private placements and Rule 144A offerings of common and preferred stock and high-yield debt
• Tax structuring
• Mergers, acquisitions and other corporate transactions
• Sales, sale-leasebacks, purchases, joint ventures, leasing and myriad other real estate transactions
• OP unit transactions
• Private REIT transactions
• Corporate governance and SEC compliance and reporting
• Shareholder activist campaign-related issues
• Foreign investments in REITs
• Executive compensation and LTIPs