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V&E Diversifies Corporate Practice with Addition of Nationally Recognized REIT Practice

Vinson & Elkins LLP has significantly expanded its Capital Markets and M&A Practice with the addition of a nationally recognized REIT team, including five partners.

Daniel M. LeBey, S. Gregory Cope, Christopher C. Green and David Samuel Freed join as partners in V&E’s Capital Markets and M&A Practice and Christopher Mangin, Jr. joins as a partner in the Tax Practice. Each was previously a partner with Hunton & Williams LLP.

“All of our leading investment banking clients and many of our private equity clients either actively participate in REIT capital markets and M&A transactions or hold significant real estate investments which may be candidates for the REIT structure, so this is a unique opportunity for us to expand into an area of focus that is of extreme importance to our clients,” V&E managing partner Scott Wulfe said. “Each of these partners is well respected for their knowledge of the market, their dedication to excellent client service and collegial personalities, making this a great strategic fit for our team.”

The four corporate partners regularly serve as issuer’s counsel in public and private offerings of equity and debt and preferred securities. They also routinely represent leading investment banking firms and private equity firms in such transactions and advise management teams and boards of directors with respect to corporate governance matters and conflict of interest transactions.

Additionally, the group advises REITs and other real estate-related businesses in mergers and acquisitions and joint ventures and advises sponsors in connection with the formation and capitalization of private investment funds and permanent capital vehicles focused on commercial real estate and mortgage assets.

“Vinson & Elkins has a full service, global platform with a leading Capital Markets and M&A Practice,” said LeBey.  “The firm’s stellar reputation and deep bench of talent in the capital markets, private equity and mergers and acquisitions areas, and its emphasis on working across practices, including commercial finance, real estate, employee benefits, securities litigation and environmental, will allow us to expand our practice and, more importantly, will benefit our clients.”

On the tax side, Mangin advises clients on a broad spectrum of federal income tax issues associated with REITs, partnerships and related businesses. He regularly counsels both issuers and underwriters on the tax matters that arise in public and private equity and debt offerings by REITs and publicly-traded partnerships as well as targets and acquirors in tax-deferred and taxable mergers and acquisitions, reorganizations, spin-offs, restructurings, dispositions and recapitalizations.

“We are committed to significantly expanding our Capital Markets and M&A Practice, and adding a nationally recognized REIT group is an excellent enhancement to our existing strengths in capital markets and M&A generally. In addition, a REIT practice is a natural complement to our substantial master limited partnership (MLP) practice, and many of our existing clients hold significant investments in real estate and infrastructure which might be suitable for either the MLP or REIT structure,” said Dave Oelman, co-head of the firm’s Capital Markets and M&A Practice Group. “The MLP and REIT industries share strong parallels in total market capitalization, historical development, frequency of accessing capital markets and distribution and tax attributes — these factors all create strong synergies that we feel makes this a perfect fit.”

LeBey and Mangin will practice in V&E’s new Richmond, Va. office, while Cope and Green will be in the Washington, D.C. office. Freed will office in New York, where LeBey will also spend significant time.

Below is a brief overview of each new partner’s practice.

Daniel LeBey is recognized as one of the nation’s leading REIT attorneys, and is ranked in Chambers USA (Nationwide, REITs, 2007-present) and Legal 500 U.S. (REITs, 2015). His practice focuses primarily on corporate and securities transactions for public companies, private companies, investment banks and private equity firms and other institutions, with a particular focus on corporate and securities transactions involving property and mortgage REITs and other real estate-related and specialty finance companies and strategies. His practice includes acting as issuer’s counsel and as underwriters’ counsel in IPOs and other public and private offerings of equity and debt securities, representing acquirers and sellers in mergers and acquisitions, representing public and private companies in joint venture formations and other real estate monetization transactions, representing private equity sponsors in structuring and capitalizing private entities that plan to go public in REIT form, advising clients on SEC compliance matters and advising management teams and boards on corporate governance matters.

Greg Cope has been noted as a leading REIT practitioner in Legal 500 U.S. (REITs, 2008-09). His practice focuses on representing issuers and underwriters in public and private securities offerings, representing public and private companies in mergers and acquisitions, representing issuers and dealer managers in tender offers, advising public company clients on corporate governance, SEC compliance, activist investor defense and other corporate law matters, and representing parties in connection with the formation of real estate joint ventures. He also has represented clients in connection with public non-traded REITs completing a passive listing of common stock on the New York Stock Exchange and also internalizing management. Cope has represented clients in various industries, with a particular focus on property and mortgage REITs and other real estate-related, specialty finance and financial services companies.

Chris Green’s practice focuses on capital markets and corporate transactions, including public and private securities offerings, joint ventures and other complex commercial transactions, as well as securities law disclosure and compliance, corporate governance and other general corporate matters, with a particular focus on REITs and specialty finance companies.

David Freed’s practice focuses on capital markets transactions, with a particular focus on the real estate industry, where he regularly represents issuers and underwriters in connection with IPOs, follow-on offerings, ATM offerings, secondary offerings, Rule 144A offerings, Regulation S offerings, private placements, forward equity offerings and debt consent solicitations, exchange offers and tender offers. Freed also advises management teams and boards of directors of public and private REITs with respect to UPREIT and pre-IPO formation transactions, SEC reporting obligations, NYSE and NASDAQ compliance matters, corporate fiduciary matters, corporate governance matters and conflict of interest transactions.  He also represents public and private companies in connection with merger and acquisition transactions, asset purchases and sales, joint ventures and other strategic transactions.

Chris Mangin focuses his practice on REITs, partnerships (including publicly traded partnerships) and joint ventures, mergers and acquisitions, spin-offs, financings, dispositions and recapitalizations. Prior to attending law school, Mangin was a certified public accountant and practiced at Big Four accounting firms for three years.

V&E’s Capital Markets and M&A Practice is consistently ranked among the nation’s best. Its Capital Markets group boasts diverse representations of issuers and underwriters in complex corporate finance transactions, including IPOs, private placements and public offerings of equity; debt (high-yield and investment grade) and convertible securities; and corporate recapitalizations. The team has strong experience with Rule 144A and Regulation S components, and provides disclosure, governance and general corporate advice to public companies. Since the qualifying income requirement was enacted in 1987, V&E lawyers have advised on 80 percent of all natural resource or real estate MLP IPOs completed. In recent years, V&E has been involved in a substantial majority of major MLP structural developments, including the offering of previously untested asset classes, the evolution of distribution structures and the creation of novel partnership interests. V&E’s M&A team is consistently recognized by publications such as The American Lawyer as one of the top 10 nationwide by transaction volume (2013-2015) and has completed more energy transactions in the U.S. and globally than any other firm since 2010, according to mergermarket.

The firm’s Richmond office will be temporarily located at 7400 Beaufont Springs Dr., Suite 300, with a permanent office address to be determined.

About Vinson & Elkins
For more than 100 years, Vinson & Elkins has provided deep experience in handling transactions, investments, projects, and disputes worldwide. The firm is a trusted adviser to clients in the most important industrial and digital industries. Learn more by visiting or follow us on Twitter @VinsonandElkins or connect with us on LinkedIn.

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