Lone Star Funds of Dallas used three firms for its pending acquisition of Home Properties, a Rochester-based multifamily real estate investment trust, for $7.6 billion, including assumed debt.

Lone Star turned to Gibson, Dunn & Crutcher; Hunton & Williams; and Skadden, Arps, Slate, Meagher & Flom. Lone Star’s financial adviser, Goldman, Sachs & Co., used Cleary Gottlieb Steen & Hamilton.

Hogan Lovells advised Home Properties on the transaction. Sidley Austin advised BofA Merrill Lynch, which was financial adviser to Home Properties.

On June 22, Home Properties announced it had signed a definitive merger agreement to be acquired by an affiliate of Lone Star, a private equity fund. Under terms of the merger agreement, Lone Star will acquire all the outstanding common stock of Home Properties for $75.23 a share in cash. The deal will make Home Properties a privately held company.

Concurrently with the merger, Home Properties entered into an agreement to contribute up to six properties valued at $908 million to UDR, another multifamily REIT, in exchange for cash and newly issued units of a newly formed subsidiary of UDR called UDR DownREIT. Holders of partnership units of Home Properties LP can exchange their units for 2.15 newly issued UDR DownREIT units plus $3.01 in cash from Lone Star. Holders of Home Properties units who choose not to exchange their units for the UDR DownREIT units will receive $75.23 per unit in cash upon closing of the merger.

UDR is using Morrison & Foerster for the transaction.

The transaction is expected to close during the fourth quarter, pending approval of the transaction with Lone Star by Home Properties stockholders and approval of the transaction with UDR by Home Properties unit holders. It is also subject to customary closing conditions.

Dallas partner Jeffrey Chapman leads the Gibson Dunn team for Lone Star, with assistance from Dallas partner Jay Tabor and associates Jonathan Whalen, Caitlin Calloway and Joseph Orien. New York partners Joerg Esdorn and Andrew Lance and associates Stewart Ross, Ayesha Chatterjee and Peter Wu are working on financing matters. Los Angeles partner Sean Feller and Dallas associates Krista Hanvey and Needhi Vasavada are advising on benefits, and partner Adam Di Vincenzo of Washington, D.C., is advising on antitrust matters.

The Skadden lawyers for Lone Star include tax partners David Levy and David Polster, both of Chicago, and Edward Gonzalez of New York.

Hunton & Williams, another firm for Lone Star, did not immediately respond to a request for its deal team.

The Cleary Gottlieb team for Goldman Sachs includes partner Michael Weinberger and associate Joseph Lanzkron, both of New York.

The Hogan Lovells team for Home Properties is led by Washington, D.C., partners Warren Gorrell and David Bonser, with assistance from partners Prentiss Feagles and Bruce Gilchrist, counsel Matt Thomson and associates Stacey McEvoy and Katherine Tyson. Others involved in the transaction are partners Margaret de Lisser and Lee Berner, both of Washington, D.C., and Michelle Harrington of McLean, Virginia; and Washington, D.C., associates Robert Baldwin and Laura Szarmach.

The Sidley Austin deal team representing BofA Merrill Lynch was not immediately available.

The lead lawyers at Morrison & Foerster for UDR are corporate partners Justin Salon of Washington, D.C., and Thomas Fileti of Los Angeles.



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