Investing in real estate is not always as safe as houses, and nor is it as simple. Our lawyers are experienced in establishing complex investment structures across multiple jurisdictions, including real estate funds, joint ventures, partnerships and limited partnerships. We have a breadth of experience acting for investors in different asset classes and geographies. We pride ourselves on our commercial approach – taking care to understand each client’s key drivers and concerns.

We appreciate that no two property investments are the same: investing in development projects requires an understanding of planning and zoning law and the web of contractual arrangements between contractors, consultants and developers. Stabilised assets bring their own challenges, from complex leasing arrangements with existing tenants to asset, property and hotel management agreements.

Even when acting for equity investors, it pays to bear in mind a debt provider’s requirements and our real estate finance specialists are on hand to advise.

Key Contacts

Deal Highlights

• City Developments Limited (CDL): advising on the £395m purchase of the 23-acre mixed-use scheme and marina at St Katharine Docks from funds advised by Blackstone.
• Gamuda Berhad: advising on the joint acquisition of the 317,000 sq ft commercial office building Winchester House London, the current UK headquarters of Deutsche Bank AG, for £257m.
• GIC and Greystar: advising on the purchase of Student Roost, the UK’s third largest purpose-built student accommodation provider.
• Katara Hospitality: advising on the acquisition of the Grosvenor House Hotel on Park Lane.
• Zurich: advising on the sale and leaseback of a large commercial office building in Stockholm CBD, informally known as Zurich House, to insurance group Folksam. Zurich leases 63% of the lettable area within this multi-tenanted building. The transaction was carried out as a property transfer with an agreed purchase price of SEK 565.5m.
• Barings: advising on the acquisition of a mixed-use property located in Akalla, a suburb to Stockholm. The transaction was carried out as a share transfer of the shares in the property holding company.
• Mémora: advising on the sale and leaseback of 26 properties located in different Spanish regions to WP Carey for a total price of c. €125m.
• EQT Exeter: advising on the acquisition of Global Santurban, S.L.U., which in turn owns the "Nodis Sevilla" student residency located in Sevilla (Spain).
• Kryalos SGR S.p.A. Fondo Callisto and Macquarie: advising on the acquisition of the commercial office building located in Milan, Piazzale Lodi 3 from the real estate investment fund “All-Star”, managed by Kryalos SGR S.p.A.
• CapitaLand Commercial Trust (CCT): advising the first and largest commercial REIT listed on the Singapore Exchange Securities Trading, on the acquisition of the office building “Main Airport Center” in Frankfurt.
• NEPI Rockcastle: advising on the €250m acquisition of Forum Gdańsk Shopping Centre, Poland, from an entity ultimately owned by Blackstone-managed funds, one of the largest single asset shopping centre transactions in Europe, and the largest in the Central and Eastern Europe in 2022.

Real Estate Talking Points

• Commercial Real Estate Terms for Overseas Investors and Occupiers (2023)
• New Beneficial Ownership Register for UK Land launched on 1 August (2022)

Our real estate development practice advises our global client base on complex development projects including urban regeneration schemes, mixed-use, commercial office, leisure and retail, residential, logistics, digital infrastructure and student accommodation. In addition to acting for developers and landowners in both the private and public sectors, we advise funders investing in and financing development projects. All this experience gives us a broader outlook on market expectations and enables us to put into perspective and overcome the challenges that developments can sometimes face.

We appreciate that development projects often require a fulsome cast, including technical advisers, planning consultants and asset and property managers. Our team is adept at collaborating; with our clients, with other advisors and with each other.

We also recognise that a successful scheme relies upon strong and efficient management of the development process, from site assembly and obtaining planning permission all the way through to building out and handing over to occupiers. We are proud to offer a full-service real estate team. Our planning/zoning specialists have extensive experience navigating complex and evolving planning systems and our construction experts regularly advise on the full range of procurement structures, working closely with in-house tax, environment and mainstream real estate lawyers to deliver a seamless client service.

Key Contacts

Deal Highlights

• Lendlease, advising on its:
• joint venture with Starwood Capital to acquire the £3.5bn Silvertown Quays, London urban renewal project.
• £2bn+ regeneration of Elephant & Castle, London, comprising 300,000 sqm of new build and mixed-use development.
• £1.5bn regeneration of Birmingham Smithfield City Centre.
• Prologis: advising on the setting up a joint venture with a leading investment fund manager to invest in development and investment properties in the UK.
• BlackRock: advising on the acquisition of three logistics properties located in Enköping, Botkyrka and Örebro from the Slättö group. The properties will be developed with logistics facilities.
• EQT: advising on the formation of a €500m joint venture with Grupo Moraval to create a new portfolio of student accommodation facilities in Spain. Additionally, we have advised EQT on the acquisition and subsequent promotion of different plots of land.
• GARBE Industrial Real Estate and Union Investment: advising on the forward sale and purchase transaction consisting in the acquisition of two logistics complexes under development in Castel San Pietro Terme and Tortona, respectively.

Real Estate Talking Points

• Rights of Light: back to basics for developers – how do they affect you and what are your options? (2023)
• The Building Safety Act 2022’s new gateway regime for the construction of higher risk buildings in England: What do lenders need to know? (2023)

Joint ventures can be an incredibly effective way for parties to pool resources, leverage expertise, enter new markets and share risk and reward. However, the entry into a joint venture is not without its challenges and inevitably involves trade-offs in respect of control, governance and flexibility as compared to independent pursuit of an opportunity. The key to a successful joint venture relationship is effectively managing those potential points of tension at all stages (from structuring and establishment through to acquisition and funding and ultimately disposal and exit) and ensuring that the joint venture can successfully meet the economic and commercial objectives of the parties. Our dedicated corporate real estate lawyers have the knowledge and expertise to successfully guide our clients through the complex legal, commercial and structuring considerations and pitfalls inherent in any joint venture.

Working together with our corporate, tax, investment funds, banking and anti-trust and foreign investment teams, as part of the firm’s dedicated real estate sector approach, our global real estate team is exceptionally placed to provide our clients with unrivalled top-tier cohesive, focused and commercial advice across all the relevant specialisms and geographies. Crucially, our team has a wealth of experience dealing with not only corporate joint ventures but also partnership structures, REITs and Jersey property unit trusts meaning we can successfully support our clients in respect of all potential structuring options.

Our team has advised on many of the largest cross-border joint venture transactions in the market ranging from single asset structures to multi-asset and multi-jurisdictional platforms investing in both standing assets and development opportunities. Our lawyers have advised on transactions across all asset classes, including commercial property, logistics, hotels, retail, build-to-rent and student accommodation, and have extensive experience of both operational platforms and propco structures.

Key Contacts

Deal Highlights

• Gamuda Berhad: advising on the joint acquisition of the 317,000 sq ft commercial office building Winchester House London, the current UK headquarters of Deutsche Bank AG, for £257m.
• Central Group: advising on the entry into a joint venture with Signa Holding in connection with the acquisition of Selfridges.
• PGIM Real Estate: advising on the joint venture with Cittamoderna, a real estate investment company, aiming at completing new acquisitions of properties located in major Italian cities, completing renovations and fractional sales of flats.
• Ardian Real Estate Fund: advising on all the corporate and real estate aspects of an acquisition and major development at Ile Seguin in Boulogne Billancourt, comprising the construction of various buildings for office use, retail, hotel and an art centre involving the setting up of a joint venture under the form of an FPS (regulated fund) with AOG and Emerige.
• Cornerstone Investment Management: advising on a joint venture with Crestyl Group to acquire Budimex Nieruchomości (currently Spravia), one of the largest developers in Poland, for over PLN 1.5bn.
• Brookfield: advising on its SEK 9.2bn acquisition of 49% in the newly formed EduCo portfolio (social infrastructure portfolio for public education) from SBB, consisting of circa 600 properties across the Nordics as well as advising on the establishing of a joint venture with SBB regarding the ownership of EduCo, negotiating the shareholders’ agreement and management agreement.
• EQT Exeter: advising in its alliance with Grupo Moraval to develop five new student residences, in addition to the eight they already jointly promote and operate, an investment of more than €300m.
• A leading Pan-European Core Fund: advising on the structuring and incorporation of a joint business with the real estate developer MG Real Estate (specialising in logistic buildings).

Real Estate Talking Points

• Commercial Real Estate Terms for Overseas Investors and Occupiers (2023)
• New Beneficial Ownership Register for UK Land launched on 1 August (2022)

Our real estate finance practice is widely recognised as one of the leading specialist teams in the market. We combine our pre-eminent and market-leading real estate, planning and construction capabilities, with our finance, capital markets and tax practices, to deliver a comprehensive powerhouse of real estate finance expertise to our clients: the team works seamlessly to deliver to both sponsors and lenders the most high-value, “big-ticket”, and complex real estate finance transactions across the capital stack.

Real estate forms the foundation of real estate finance transactions: an in-depth understanding of the ins and outs (and intricacies) of property, construction and planning law, applied in a commercial and pragmatic manner in the context of complex financing structures, is critical for the successful and efficient delivery of real estate finance transactions. Our specialist teams work exceptionally closely (both on domestic, and cross-border, transactions) to deliver streamlined top-quality resources in one seamless package.

Key Contacts

Deal Highlights 

• LaSalle Investment Management: advising on the financing of a 770-unit student housing development asset at Wembley Park, London.
• A lender: advising on the refinancing of Harrods, the luxury department store in Knightsbridge, London.
• Permodalan Nasional Berhad and Employees Provident Fund (Malaysia): advising on the acquisition and development financing of the £1.6bn acquisition of the iconic Battersea Power Station.
• A joint venture owned by TIAA and Neinver: advising on the financing and the acquisition of six retail outlet centres throughout Europe.
• M&G: advising on a facility agreement provided to a joint venture company for the acquisition of 14 distribution and logistics warehouses located throughout France.
• King Street Capital Management: advising on its acquisition of three portfolios of hotels in Portugal, its development financings for a retail park and office portfolio in Spain and the financing of its acquisition of two Dutch office portfolios.

Real Estate Talking Points

• Taking charge: back to basics for lenders enforcing security over real estate (2023)

The current challenging economic climate means that distressed real estate situations are not uncommon. Our real estate team has years of experience advising across the whole spectrum of real estate insolvency issues – whether it be supporting our market-leading Restructuring & Insolvency practice advising insolvency practitioners and corporates on the real estate aspects of high-profile insolvencies, helping our landlord and tenant clients when in financial difficulty (from initial negotiations to formal insolvency proceedings), or advising purchasers of distressed assets, navigating complex real estate issues is what we do.

In its breadth and depth, our expertise is unique; together with our specialist colleagues across the firm (including tax, employment, intellectual property and litigation & arbitration), we provide seamless and full-service delivery and pragmatic advice, always seeking to deliver the best outcome for our clients.

Key Contacts

Deal Highlights

• A property in central London: advising the administrators and receivers on the sale of this building, formerly home of a landmark store, to the investment arm of a holding company which controls shopping stores.
• Teneo: advising as energy administrators of Bulb in the first ever use of the energy supply company administration regime.
• The liquidators: advising on the sale of a number of property interests at the development site at the Royal Albert Dock in East London.
• Brookfield: advising Brookfield on the bankruptcy remoteness structure in relation to the SEK 9.2bn acquisition of 49% stake in EduCo (social infrastructure portfolio for public education) from SBB and the joint venture with SBB regarding the ownership of EduCo.
• Nomura Asset Management U.K. Limited: advising on the non-consensual appropriation and subsequent sale to Lone Star of the company owning the H2O building, a landmark office building located in the Cloche d’Or area.
• Cerberus: advising on the acquisition by sale and lease back of 111 Woolworth properties, the acquisition of 49 mixed used properties out of insolvency by FMSW, and the acquisition of nine mixed-use properties out of insolvency as well as on several NPL transactions.
• Beacon Capital Partners: advising on the sale of all the shares in Le Doublon Courbevoie S.C.I., owner of two buildings with a surface area of 30,000 sqm and 732 parking spaces for office use situated in Courbevoie (Paris area) due to safeguard proceedings.

Real Estate Talking Points

• Real Estate Talking Points: How to get comfortable investing in real estate in a distressed market (2020)

Tax advice is an integral part of our real estate offering. Recognising that this is a highly technical area, we combine our specialised advice with commercial/market awareness, and work with our clients to provide practical solutions that add real value.

Our team regularly advises on upstream and downstream real estate transactions, including the acquisition of real estate companies and properties, and the structuring of property investment funds. Tax considerations are an essential part of this work and our tax capabilities are fully integrated with our real estate and fund structuring teams on a global basis. We have particular expertise in relation to REITs and other dedicated real estate investment vehicles and regularly advise clients on the opportunities that may be offered by these arrangements. 

Key Contacts

Deal Highlights

• Aberdeen Standard: advising on the €1.5bn structuring and establishment of its open-ended Pan-European core real estate fund.
• Aermont Capital: advising on the establishment of and fundraising for a number of real estate funds.
• AustralianSuper: advising on the acquisition from British Land of a 50% stake in the Canada Water Masterplan and the formation of a 50:50 joint venture (which will elect for REIT status), followed by the establishment of a parallel structure to hold properties identified as “build to sell”.
• ASG: advising on all tax aspects of the €80m sale of Nobu Hotel Barcelona to ASG. This building is part of Roberts de Niro’s luxury hotels and restaurants portfolio.
• Davidson Kempner: advising on the €227m. sale, together with Palm Capital, of a logistics platform to Aberdeen Standard European Logistics Income Trust.
• Eagle JVCo: advising on the tax aspects of its entry into the Polish student housing market through the acquisition of a portfolio of purpose-built student homes with circa 800 beds and two development sites in Poland.

Investment in real estate forms is an integral part of the investment strategy for leading investment managers and investors across the globe.

Linklaters’ real estate experts work closely with our Investment Funds team to provide comprehensive advice to real estate fund managers and other real estate investors throughout the full lifecycle of their investments, including with respect to acquisitions and disposals processes.

We offer a joined-up approach across practice areas to ensure the protection of our clients’ interests and to help align acquired assets with their investors’ strategy.

Our combined real estate, planning and construction expertise helps clients in the evaluation of various asset types including commercial office buildings, logistics and industrial properties, leisure facilities, hotels, retail properties such as shopping centres and residential real estate.

Key Contacts

The age-old view that buildings symbolise a city’s achievements remains current, but the urban landscape is being judged by a very different standard now, and it is one that increasingly does not praise scale without a corresponding demonstration of sustainability and aligning with ESG principles.

The lifecycle environmental Impacts of buildings present a complex array of challenges, and an increasingly vast corpus of policy and law has evolved around these. Clients can rely on Linklaters’ real estate ESG specialists to help navigate the commercial impacts and risks of this evolving law. Our focus is on supporting in the application of ESG across a variety of transactions, asset classes and jurisdictions and to find innovative solutions to the new challenges that arise.

Our team of ESG specialists is drawn from our global real estate practice and shares a broad and practical understanding of the green real estate landscape. We regularly advise on regulation and policy, develop precedents, and tailor these to our clients’ businesses.

We see it as a key part of our commitment to advise our clients and to keep them informed of the latest developments in the ESG and climate change arena including:

• advising clients (including landlords, tenants, lenders, global corporates, real estate funds, trustees and financial institutions) on MEES, net zero, planning, building certifications (e.g. BREEAM, LEED, WELL and NABERS) and green lease provisions.
• working closely with our cross jurisdictional team of ESG experts and clients on transition strategies, policies and the governance and systems required to implement real estate related ESG strategies.
• hosting workshops for clients on ESG and green real estate matters including integrating sustainability into core business lines and providing regular commentary, guidance and update on the evolving ESG landscape as it impacts the real estate sector.

Key Contacts

Real Estate Talking Points

• The seeds of change have been sown; but will all commercial leases actually “go green” – and, if so, when? (2024)
• The race to “net-zero”: “Retro-First” takes a stumble (2024)
• Minimum Energy Efficiency Standards: The Final Countdown (2023)

Disputes between parties with an interest in or exposure to real estate are often unavoidable within this complex marketplace. These can include more traditional disputes arising out of lease events or rights to use or access property, construction defects, or complex commercial disputes concerning financing structures, regulatory investigations or distress where real estate is the underlying asset class.

Linklaters’ real estate team works closely with our colleagues from the Litigation, Arbitration and Investigations and Real Estate Finance teams to represent developers, housebuilders, landlords, occupiers and real estate finance providers on the full range issues faced in relation to ownership, financing or occupation of real estate. We provide sector-focused commercial advice across UK and international disputes, ensuring that our team is tailored to provide the relevant expertise quickly and efficiently when required.

Key Contact