Real estate PRactice

Attorney Advertising

Prior resULts do not gUArAntee A siMiLAr oUtCoMe.

real estate Practice 1

our global reach 3

excellence across Practice Areas 5

Mergers and Acquisitions 5

Financings 5

Capital Markets 5

Fund Formation and investments 6

Joint ventures 6

restructurings 6

our recent representations across industry segments 6

Hotels 6

offices 9

Commercial and retail 9

residential 10

Homebuilders, Construction and Property developers 10

Fund Formation and investments 11

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“Simpson Thacher is widely reputed as

‘the preeminent firm for corporate real estate deals . . . ’”

C h a m b e r s U s a 2 0 0 9

Real estate PRacticeFrom single-asset transactions to the largest and most

significant, cross-border deals, simpson thacher & Bartlett

LLP’s real estate practice provides comprehensive services to

clients across the spectrum of real estate matters.

Our ExpEriEncE and ExpErtisE

the Firm’s hallmark is our synthesis of pure real estate experience with our

mergers and acquisitions, capital markets and restructuring prowess. this

combination affords us a comprehensive view of our clients’ business objectives

and an ability to help them to achieve their goals. the breadth and depth of

our experience is unparalleled across the areas of practice in which we advise

our clients.

Advising real estate investment trusts (reits) and other real estate companies,

private equity sponsors, lenders and investment banking firms, we represent

participants in virtually all capacities, including as buyers, sellers, lenders or

financial advisors. simpson thacher helps clients address evolving business

challenges, especially in recent times of economic uncertainty, in jurisdictions

across the world.

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Top Tier Ranking in Real Estate: Mainly Corporate Finance C h a m b e r s U s a 2 0 0 8 a n d 2 0 0 9

Waldorf Astoria Hotel, new york, new york

dEdicatiOn tO cliEnt sErvicE

on every engagement and for every client, our objective

is to provide the highest quality legal services available

globally. We believe our real estate practice excels and

offers advantages in a number of ways, including:

• providing clients with excellence across all

practice areas. simpson thacher’s cross-practice

approach and experience in all aspects of highly

complex transactions allows us to meet the full

complement of our clients’ needs. We are able to

offer a single source for answers on all legal issues

pertinent to the real estate business. As market

conditions change, clients’ needs and objectives also

shift—a company once seeking to expand through

acquisition may now be more focused on asset

management, divestitures or financing and

restructuring options. our real estate practice is

sensitive to the dynamics of clients’ needs, and our

breadth and depth of experience serves these varied

needs. in advising clients, we draw upon experience

from various practice groups, including M&A,

capital markets, tax, executive compensation and

employee benefits, environmental, intellectual

property and investment management, in a

comprehensive and coordinated manner.

• Building on our M&a foundations and market

knowledge. our clients appreciate our ability to

synthesize pure real estate experience with M&A,

private funds and capital markets strengths. in

addition, simpson thacher has long enjoyed a

premier role as counsel to private equity firms and

their portfolio companies across the entire spectrum

of real estate transactions.

• Offering clients assistance with their objectives,

large and small. simpson thacher recognizes that

the size and complexity of our clients’ real estate

needs can vary enormously. Whether planning a

complex multi-billion dollar acquisition or

representing a client in a routine asset disposition,

our attorneys provide pragmatic advice in order to

achieve the client’s goals as expeditiously and

efficiently as possible—no matter what the size.

• Mastering the entire life cycle of an asset. We assist

with every phase of an asset’s life cycle from the

initial conception, to acquisitions and securing

acquisition finance, to the ongoing management of

assets, to restructurings and dispositions as

applicable.

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Our GlObal reachOur practice is international in scope. as our clients’ needs have grown globally, we have expanded our practice

to help them meet their evolving business challenges. real estate clients value our global reach because we have the

capacity to assist them with their most complex transactions around the globe.

Lawyers from all of our offices, many of whom have native language skills and regional and educational backgrounds,

work as a fully integrated team to seamlessly complete international and cross-border transactions on behalf of our

clients. dedicated real estate teams in new york and London, drawing on support from transactional lawyers

internationally, serve as a strong foundation for our work around the globe. With over 850 lawyers operating out of

eleven offices worldwide, we offer the experience, excellence and the global presence our clients demand.

• the Blackstone group’s acquisition of Center Parcs (UK) group PLC •

• Blackstone real estate Partners’ joint venture to develop real estate in india •

• initial equity offering of Agra empreendimentos imobiliários s.A. •

• tdC A/s’ sale-leaseback of 225 commercial properties in denmark •

• the Blackstone group’s acquisition of Changshou Commercial Plaza •

• Cap Cana, s.A.’s debt restructuring •

• sale of vitus group, owner of a portfolio of 31,000 apartments throughout germany •

• the sale of the Aig otemachi Building in tokyo •

• initial equity offering of socovesa s.A. •

• the Blackstone group’s acquisition of Hilton Hotels Corporation, with hotels in 76 countries •

• Blackstone real estate Partners’ joint venture in which it acquired a 50% interest in the Broadgate estate from the British Land Company PLC •

• dune real estate Fund’s acquisition of the Hyatt regency embarcadero Center •

• the Blackstone group’s acquisition of equity office Properties trust •

• the Carlyle group’s joint venture with Kushner Companies, owning 666 Fifth Avenue •

• the Blackstone group’s sale of extended stay Hotels, with hotels in the U.s. and Canada •

Claridge’s London, United Kingdom

trianon Palace, versailles, France

Fairmont Le Montreux Palace, Montreux, switzerland

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“Doing an ‘outstanding job’ for clients, Simpson Thacher & Bartlett is ‘acknowledged as being the best of the best.’”

T h e L e G a L 5 0 0 U n I T e d s T a T e s 2 0 0 8

eXcelleNce acrOSS PracTIce areaSMErgErs and acquisitiOns

our practice combines the deal-making capabilities of the

Firm’s leading M&A practice with a deep understanding

of the business of real estate. simpson thacher is widely

recognized as a worldwide leader in complex M&A

transactions on behalf of both buyers and sellers, and we

have maintained an impressive market share of real

estate M&A transactions in recent years.

We believe that we are the leading firm in the world

in representing private equity clients. during the past

few years, we have represented the Blackstone group

in twelve acquisitions of public real estate companies

having an aggregate value of more than $100 billion,

including the $39 billion buyout of equity office

Properties.

Because our real estate practice is among the most

sophisticated and diversified of major U.s. law firms’, we

are uniquely qualified to advise clients on all aspects of

distressed real estate matters. We regularly advise

financial and other institutions, private equity firms and

hedge funds on the range of issues that exists in today’s

marketplace given the dislocation of the real estate

markets as a result of the credit crisis and offer a practical

approach to finding innovative solutions for our clients.

in addition, we have advised numerous strategic and

financial bidders on the acquisition of troubled companies

and their assets, both through bankruptcy plans of

reorganization and section 363 asset sales.

Financings

Lenders and borrowers alike recognize simpson thacher

as the preeminent advisor in connection with a wide

variety of sophisticated credit transactions. our ability

to arrange financing for our real estate clients, particularly

in conjunction with their M&A transactions, allows us to

provide premium and comprehensive service. We have

extensive experience with the full array of financings

used in real estate transactions, including mezzanine

financing, revolving credit facilities, term loans, equity

bridge loans and debt financing arrangements.

Clients see our practice as distinct because of our

comprehensive knowledge of financial instruments used

in a range of circumstances and at all levels of the capital

structure, and our appreciation of the commercial

realities our clients face.

capital MarkEts

our premier capital markets practice covers all facets of

financings, including initial public offerings (iPos) and

offerings of equity, high yield debt, investment grade

and convertible bonds, as well as derivative and complex

instruments. recently, we have done a significant number

Among the top 3 Law Firms in New York for Corporate and Private Equity Acquisitions

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Three Simpson Thacher Lawyers Recognized as Top Tier Real Estate LawyersC h a m b e r s U s a 2 0 0 9

C h a m b e r s G L o b a L 2 0 0 9 & 2 0 1 0

identifying and implementing unique and innovative

solutions that best meet our clients’ objectives.

our practice involves representing both senior lenders

and agents for senior leaders and also companies and

debtors in complex Chapter 11 cases, workouts and out-

of-court restructurings; advising our clients on pre-

packaged and pre-negotiated bankruptcies; representing

lenders who provide Chapter 11 debtor-in-possession

and exit financing; counseling our clients regarding

investment or acquisition opportunities in connection

with distressed entities and assets; and assisting with

bankruptcy litigation as the need arises.

Our receNT rePreSeNTaTIONS acrOSS INDuSTrY SeGMeNTS

HOtEls

• the Blackstone group in the largest acquisition

ever completed of a hotel company—the $26 billion

acquisition of Hilton Hotels corporation, which

manages or franchises more than 2,800 hotels in

76 countries. the transaction involved a $21 billion

securitized mortgage and mezzanine financing.

• cap cana, s.a., one of the largest real estate

companies in Latin America and the Caribbean, in

connection with the restructuring of substantially

all of its financial debt.

• the Blackstone group in its $2.6 billion acquisition

of Meristar Hospitality Corporation, one of the

nation’s largest hotel real estate investment trusts,

of debt offerings and restructurings for our real estate

clients in the hotel and homebuilder industries, among

others. We have a uniquely balanced practice and

represent both issuers and underwriters of securities,

controlling shareholders, as well as other market

participants. this balance provides a competitive

advantage for our clients because our lawyers appreciate

the commercial and market considerations of all parties

involved in any capital markets transaction.

Fund FOrMatiOn and invEstMEnts

simpson thacher has a unique level of experience in

organizing private equity and hedge funds. our

experience is global in scope and covers U.s. funds with

a wide variety of investment criteria, including real estate

funds. We regularly assist clients with organizing real

estate-related private equity funds, advising fund sponsors

and investors and representing clients in leveraged

buyout transactions and other investment activities.

JOint vEnturEs

institutional investors and reits alike routinely turn to

simpson thacher for assistance with joint ventures,

particularly in connection with real estate M&A

transactions. We have experience negotiating, forming

and operating joint ventures involving single assets

and portfolios of assets across all property types.

rEstructurings

Many of our real estate clients have been affected by

the credit and liquidity crisis in the world economy since

2007, resulting in an increased need to understand and

respond quickly to the challenges of restructuring and

bankruptcy issues. simpson thacher is adept at

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“Providing clients with the full array of real estate corporate and financial matters, clients ‘couldn’t be happier with the service’ and are ‘thrilled with the group.’”

T h e L e G a L 5 0 0 U n I T e d s T a T e s 2 0 0 8

the standard Hotel, new york, new york

republic, denmark, France, germany, italy, netherlands

and sweden, valued at a combined $3 billion.

• la quinta corporation in the securitized mortgage

and mezzanine financing of 355 hotels in 35 states,

valued at $3.1 billion.

• dune real Estate Fund in the formation of a joint

venture to acquire and develop the recently opened

the standard Hotel in Manhattan.

• dune real Estate Fund in the acquisition of the

Hyatt regency embarcadero Center from strategic

Hotel Capital, an affiliate of goldman sachs & Co.

and Prudential real estate investors.

• ksl capital partners in the $1.8 billion acquisition

of ClubCorp, inc., an owner and operator of over 160

golf courses, country clubs, private business and

sports clubs and resorts across the United states.

• the Blackstone group in its £265 million acquisition

of Center Parcs (UK) group PLC, one of the largest

operators of holiday resorts in the United Kingdom,

in a public to private scheme of arrangement. We

also represented Blackstone in its £825 million

acquisition of the privately-held property company,

which owns all of Center Parcs’ real estate, and the

related £715 million acquisition financing with the

royal Bank of scotland.

which owns 60 hotels in major markets and resort

locations around the country.

• the Blackstone group in the $8 billion sale of

extended stay Hotels, the largest owner of mid-

priced properties in the United states with 683

properties and approximately 76,000 units in 44

states and Canada, to the Lightstone group.

• the Blackstone group in the acquisition of and

associated financing of hotel portfolios in Belgium, Czech

West side, trump towers Complex, new york, new york

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L a r G e s T r e a L e s T a T e d e a L I n h I s T o r y :

Blackstone / Equity Office Properties Trust

• the carlyle group in a joint venture with Capstone

Partners to acquire 14 Wall street, a landmark office

building in downtown Manhattan.

• the Blackstone group with the acquisition from

deutsche Bank of 50 office buildings throughout

Western europe.

• the Blackstone group in its acquisition of

CarrAmerica realty Corporation, one of the nation’s

premier real estate companies, with a portfolio of

285 properties totaling approximately 26.3 million

square feet, and also with its sale of 22 CarrAmerica

properties located in Washington, d.C., virginia

and Maryland to tishman speyer for $2.8 billion.

cOMMErcial and rEtail

• Blackstone real Estate partners in connection with

a joint venture in which it acquired a 50% interest

from the British Land Company PLC in the

Broadgate estate, a 30-acre, 4.5 million square foot

campus of 16 office buildings in the City of London.

• the Blackstone group and its joint venture with

emeritus Corporation and Columbia Pacific

Advisors in connection with the $1.3 billion

acquisition of a majority interest in a portfolio of

149 senior living properties.

• the carlyle group in an acquisition of controlling

interests in a joint venture with Kushner Companies

that owns the prime retail property at 666 Fifth

Avenue in new york. this transaction constituted

the largest Manhattan retail property sale in 2008

as reported by Real Estate Alert and involved $325

million of mortgage financing and $135 million of

mezzanine financing.

OFFicEs

• the Blackstone group in the $39 billion acquisition

of Equity Office properties trust, the largest U.s.

office-building owner and manager. At the time, the

deal marked the largest private equity buyout in

history and the largest real estate deal in history as

reported by The Wall Street Journal. the transaction

involved a $29.6 billion securitized mortgage and

mezzanine financing and a $3.5 billion equity

bridge facility.

• american international group, inc. in the sale of

the Aig otemachi Building to nippon Life insurance

Company for approximately $1.4 billion in cash, one

of the largest dispositions in 2009. the property is

located in the Marunouchi district, tokyo’s business

center, and is a unique asset as a result of its location

next to and overlooking the imperial Palace.

• the underwriters in connection with both publicly

registered and rule 144A/regulation s offerings

by Brandywine realty trust, a reit that has a

portfolio of office and industrial properties in the

mid-Atlantic region, texas and California.

• Equity Office properties trust, in the largest new

york City real estate transaction in history—the

$6.8 billion sale of eight high-profile Midtown

Manhattan office buildings to Macklowe Properties.

• Portfolio companies of the Blackstone group with

several significant office portfolio transactions,

including the $8.9 billion acquisition of trizec

Properties, inc.

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L a r G e s T a C q U I s I T I o n e v e r C o m p L e T e d o f a h o T e L C o m p a n y :

Blackstone / Hilton Hotels Corporation

666 Fifth Avenue, new york, new york

which was formed to acquire and manage retail

properties throughout China.

• tdc a/s, denmark’s largest telecommunications

company, in a sale-leaseback of 225 commercial

properties in denmark.

rEsidEntial

• deutsche Bank real Estate Management and the

carlyle group in a project financing for a luxury

multifamily and condominium project on the Hudson

waterfront in Manhattan, the largest construction

financing arranged in new york in 2008.

• the carlyle group in a joint venture with Ascend

development Company to acquire and develop a

luxury condominium project on the upper east side

of Manhattan.

• the carlyle group in a joint venture with extell

development to develop the Lucida, a luxury

condominium and retail project on the upper east

side of Manhattan.

• the Blackstone group with the $2.1 billion sale

of vitus group, which owns a portfolio of 31,000

apartments in germany.

HOMEBuildErs, cOnstructiOn and

prOpErty dEvElOpErs

• citigroup global Markets inc., Barclays capital

inc., Morgan keegan & company, inc. and suntrust

robinson Humphrey, inc. as underwriters in a

public debt offering by the ryland group, inc., one

of the nation’s largest homebuilders and mortgage-

finance companies.

• the carlyle group in a joint venture with sitt Asset

Management to acquire and re-develop a building

in the Meatpacking district of Manhattan.

• cB richard Ellis group, inc. in connection with

equity and debt offerings, with joint proceeds of

$600 million. CB richard ellis group is the world’s

largest commercial real estate firm, with leading

full service operations in major metropolitan areas

throughout the world.

• the carlyle group in a joint venture with Chelsea

senior Living, inc. to acquire a portfolio of assisted

living facilities in several locations in new Jersey.

• the Blackstone group with its HK536.7 million

acquisition of Changshou Commercial Plaza, one of

the largest retail complexes in shanghai, from vXL

Capital, a Hong Kong-listed company.

• the Blackstone group in connection with a joint

venture called insite Asset Management Limited,

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Top Tier Ranking in Private Equity: Fund FormationC h a m b e r s G L o b a L 2 0 0 8 , 2 0 0 9 & 2 0 1 0

Fund FOrMatiOn and invEstMEnts

• the Blackstone group in the establishment of

Blackstone real estate Partners vi L.P. and prior

funds, and Blackstone real estate Partners europe

iii L.P. and prior funds.

• the carlyle group in the establishment of Carlyle

realty Partners v L.P., which raised approximately

$3 billion and will primarily make investments in

domestic real estate and real estate-related assets,

and prior funds, Carlyle Asian real estate Partners ii

L.P. and prior funds, and Carlyle europe real estate

Partners, L.P.

• Morgan stanley in the establishment of Morgan

stanley real estate Fund vii global L.P. and

prior funds.

• J.E. robert companies in the establishment of Jer

real estate Partners iv, L.P. and prior funds, and Jer

real estate Partners europe iii, L.P. and prior funds.

• northwood investors llc in the establishment of

northwood real estate Partners LP and its related

co-investment funds. the “evergreen” funds raised

approximately $1.25 billion in capital commitments

and will primarily make investments in real estate

and real estate-related debt, equity and other

interests.

• toll Brothers, inc. in connection with debt offerings

by its wholly-owned subsidiary toll Brothers

Finance Corp. toll Brothers designs, builds, markets

and arranges financing for single-family detached

and attached homes in luxury residential

communities in 21 states of the United states.

• Hovnanian Enterprises, inc. in a series of debt

restructuring transactions, including three

concurrent cash tender offers, a complete

restructuring of its secured bank and high yield

debt profile, the entry into certain stand-alone letter

of credit facilities and a private placement offering

of $785 million of first priority senior secured notes.

• the Blackstone group in various ventures with

generation estates to build the nido student

Housing platform throughout europe.

• Blackstone real Estate partners in connection with

a joint venture with synergy Property development

services Pvt. Ltd. to develop commercial real estate

throughout india.

• Bedford property investors, inc., a property

developer and manager, in its $880 million sale to

LBA realty LLC.

• the initial purchaser in connection with the initial

equity offering of common stock of socovesa s.A.,

a leading residential real estate development

company in Chile.

• agra Empreendimentos imobiliários s.a., one of

the largest private real estate developers in Brazil,

in an initial offering of common shares.

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“[Simpson Thacher] is praised by clients for the ‘quality of the service’ and ‘attention to detail’ offered by its lawyers . . . ”

T h e L e G a L 5 0 0 U n I T e d s T a T e s 2 0 0 9

simpson thacher & Bartlett LLP, new york office

simpson thacher & Bartlett LLP is one of

the world’s leading international law firms.

the Firm was established in 1884 and

has more than 850 lawyers. Headquartered

in new york City with offices in Beijing,

Hong Kong, Houston, London, Los Angeles,

Palo Alto, são Paulo, seoul, tokyo and

Washington, d.C., the Firm provides

coordinated legal advice and transactional

capability to clients around the globe.

www.simpsonthacher.com

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