Hotel REITs

Lodging/Resorts REITs (Hotel REITs)


Hunton Andrews Kurth LLP represents issuers, underwriters, sponsors, and lenders in connection with structuring and financing publicly and privately owned REITs. We are particularly experienced with lodging/resort REITs, often referred to as hotel REITs. The formation and continuing operations of hotel REITs require consideration of many complex tax, securities, partnership, and corporate issues.

A pioneer since the resurgence of the lodging industry’s use of the REIT structure in the early 1990s, we have counseled clients on a substantial number of hotel REIT transactions, including numerous hotel REIT IPOs. We have extensive experience in taking companies public as REITs and in subsequent financing transactions. We have handled approximately 155 IPOs and Rule 144A equity offerings and nearly 1,200 capital markets transactions involving more than 215 REITs. We have served as counsel in 20 hotel company IPOs and Rule 144A equity transactions, including 14 as issuer’s counsel, and numerous subsequent public and private debt and equity financings. In the course of our engagements, we have worked closely with leading investment banks, accounting firms, and other professionals active in the REIT industry. We have wide-ranging experience with the unique tax and securities law issues facing hotel REITs and the SEC’s disclosure and accounting requirements. As a result, we are exceptionally well qualified to assist hospitality industry players accessing the public capital markets as well as private capital sources.

We also have extensive experience with implementation of a “taxable REIT subsidiary” (TRS) structure for hotel REITs, as permitted by the REIT Modernization Act (RMA). The RMA provides hotel REITs with increased flexibility in their operations. We have advised numerous hotel REITs (and their owners and sponsors) on the TRS structure.

The formation of a hotel REIT and a related IPO requires considerations of complex tax, securities, partnership, and corporate law issues, and the preparation of a registration statement and other documents for a hotel REIT IPO can be complicated. As experienced counsel with a broad working knowledge of REITs generally—and the lodging industry specifically—we deliver value to clients by organizing and carrying out efficient and cost-effective capital-raising transactions, while minimizing disruption to the hotel company’s normal business operations.

In addition to working with hotel REIT issuers, we represent major investment banks in hotel industry financing transactions and hotel REITs in acquisition and disposition transactions and merger and acquisition transactions, including transactions with major hotel management companies. We regularly counsel hotel REITs in private financings, structured debt financings, joint ventures, and other strategic transactions. We have been involved in numerous merger and acquisition transactions involving hotel REITs aggregating more than $20 billion.

Our lawyers speak and write frequently on topics of interest to the hotel REIT industry.




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