Tuesday, April 13, 2010

Plenty of new S-11's in mid April

The lawyers are busy as several REIT's have filed new (DLC Realty Trust/Younan Properties) or updated S-11's (Welsh Property Trust/Excel Trust/Hudson Pacific Properties, and Two Harbors Investment Corp).

DLC Realty Trust

DLC Realty plans to be a "a vertically integrated, self-administered and self-managed real estate investment trust, or REIT, that acquires, manages, leases, repositions and redevelops grocery-anchored and value-focused open air shopping centers primarily in the Southeast, Northeast, Midwest and Mid-Atlantic United States." The company is a roll-up of various previous investments funds and management companies into a new UPREIT structure. The company claims that to be the 12th largest private owner of shopping centers in the United States as of December 2009. The S-11 helpfully notes:

Certain members of our senior management team exercised significant influence with respect to the terms of the formation transactions.
We did not conduct arm’s-length negotiations with the continuing investors that are members of our senior management team with respect to all of the terms of the formation transactions. In the course of structuring the formation transactions, certain members of our senior management team had the ability to influence the type and level of benefits that they and our other officers will receive from us. In addition, certain members of our senior management team had substantial pre-existing ownership interests in our predecessor and will receive substantial economic benefits as a result of the formation transactions.

Welsh Property Trust

Welsh has updated its S-11 to reflect a planned post-IPO transaction to buy roughly $78 million of new properties, mostly outside of Welsh's core rust belt markets.

Concurrently with the closing of this offering, we plan to expand our significant real property holdings through the acquisition of five additional industrial properties in four states containing an aggregate of 2.5 million leasable square feet, for consideration of $78.2 million. We plan to use net proceeds from this offering, issuance of OP units and new debt financing to acquire our acquisition portfolio. Our acquisition portfolio complements our existing portfolio by adding additional holdings in some of our existing markets and contiguous markets. In addition to our acquisition portfolio, we are currently engaged in negotiations to acquire of $181.4 million of additional industrial properties in our acquisition pipeline. Consistent with our acquisition strategy, four of the five properties in our acquisition portfolio were sourced off-market and 14 of the 19 properties in our acquisition pipeline were sourced off-market.

Younan Properties

Younan Properties claims to be "a fully integrated, self-administered and self-managed owner and operator of primarily Class “A” office properties located in five major U.S. office markets: Dallas-Fort Worth, Chicago, Houston, Phoenix and Los Angeles." The REIT is strongly weighted towards texas, getting roughly 70% of its gross revenue from the Dallas (50% of gross rent) and Houston (20%) markets. Looking at the IPO "use of proceeds" section suggests that this IPO is mostly a deleveraging play. A CoStar interview with Zaya Younan from July 2007 is quite interesting.

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