S. Gregory Cope
2200 Pennsylvania Avenue NW
Suite 500 West
Washington, DC 20037
Greg’s principal areas of practice are capital markets, securities law, and mergers and acquisitions. He has a particular focus on representing real estate investment trusts (REITs). He advises REITs in all stages of their life cycles: initial capitalization and formation, debt and equity offerings, corporate governance, securities law issues and reporting obligations, mergers and acquisitions, joint ventures and activist investor defense. He also represents underwriters in public and private offerings.
In addition to REITs, he has advised clients in a number of different industries, including specialty finance, financial services, industrial and healthcare companies.
Experience Highlights
WPT Industrial Real Estate Investment Trust in its $3.1 billion sale to Blackstone Real Estate Income Trust, Inc.
Underwriters to AGNC Investment Corp. in its $1.25 billion ATM program
Underwriters to Urban Edge Properties in its $194 million public offering of common stock and two ATM programs with an approximate transactional value of $500 million
Underwriters to Healthcare Trust of America, Inc. in its multiple securities offerings including three equity offerings with an approximate transactional value of $1.8 billion; three debt offerings with an approximate transactional value of $2.6 billion; and four ATM programs with an approximate transactional value of $2.47 billion
Preferred Apartment Communities in its $179 million internalization of Preferred Apartment Advisors and NMP Advisors
CYS Investments, an agency mortgage REIT, in its $1.475 billion merger with Two Harbors Investment Corp., a leading hybrid mortgage REIT
The Special Committee of the Board of Directors of Owens Realty Mortgage, a specialty finance REIT, in its $200 million merger with Ready Capital Corporation, a real estate finance company
Orchid Island Capital, Inc. in its multiple public stock offerings with an approximate transactional value of $135 million and three ATM programs with an approximate transactional value of $575 million
Owens Realty Mortgage in the activism campaigns by Freestone Capital and Horde Capital Advisors
Underwriters to AGNC Investment Corp. in its $1.25 billion ATM program
Underwriters to Urban Edge Properties in its $194 million public offering of common stock and two ATM programs with an approximate transactional value of $500 million
Underwriters to Healthcare Trust of America, Inc. in its multiple securities offerings including three equity offerings with an approximate transactional value of $1.8 billion; three debt offerings with an approximate transactional value of $2.6 billion; and four ATM programs with an approximate transactional value of $2.47 billion
Orchid Island Capital, Inc. in its multiple public stock offerings with an approximate transactional value of $135 million and three ATM programs with an approximate transactional value of $575 million
Initial purchaser and placement agent in the $100 million Rule 144A offering of common stock by MPOWER Financing, a Public Benefit Corporation
WPT Industrial Real Estate Investment Trust in its two Rule 144A offerings with an approximate transactional value of $332 million
CYS Investments, Inc. in its $172 million ATM program
Underwriters to Wheeler Real Estate Investment Trust in its multiple securities offerings including three public offerings of Series D cumulative convertible preferred stock with an approximate transactional value of $78 million; and its two tender offers with an approximate transactional value of $18 million
Underwriters to Arlington Asset Investment Corp. in its multiple securities offerings including its $48 million public offering of Class A common stock; two public offerings of Series B and Series C preferred stock with an approximate transactional value of $51 million; two ATM programs with an approximate transactional value of $215 million; and one debt offering with a transactional value of $34 million
Financial advisor to American Finance Trust, Inc. in its direct listing of common stock on Nasdaq
REIT that owns and manages office, retail, and multifamily properties in its $190 million initial public offering of common stock
WPT Industrial Real Estate Investment Trust in its $3.1 billion sale to Blackstone Real Estate Income Trust, Inc.
Preferred Apartment Communities in its $179 million internalization of Preferred Apartment Advisors and NMP Advisors
WPT Industrial Real Estate Investment Trust in the negotiation of programmatic joint ventures
WPT Industrial Real Estate Investment Trust in its $370 million contribution of its U.S. distribution and logistics properties to a joint venture with the Investment Management Corporation of Ontario
WPT Industrial Real Estate Investment Trust in its $730 million acquisition of a portfolio of 26 U.S. distribution and logistics properties
The Special Committee of the Board of Directors of Owens Realty Mortgage, a specialty finance REIT, in its $200 million merger with Ready Capital Corporation, a real estate finance company
CYS Investments, an agency mortgage REIT, in its $1.475 billion merger with Two Harbors Investment Corp., a leading hybrid mortgage REIT
Leading diversified global investment management firm in the acquisition of $100 million of specialty finance assets
Mortgage REIT in the acquisition of a mortgage servicer
Internalization transactions for a NYSE listed mortgage REIT and multiple external managers for public non-traded REITs
Credentials
- University of Tennessee College of Law, J.D. cum laude, 1998 (Tennessee Law Review)
- Vanderbilt University, B.E., Civil and Environmental Engineering magna cum laude, 1995
- Chambers USA, REITs (Nationwide), 2021
- Legal 500 U.S., Capital Markets: Equity Offerings, 2017; Real Estate: REITs, 2008, 2009, 2017-2020
- Selected to the Virginia Rising Stars list, Super Lawyers (Thomson Reuters), 2009 and 2013
- Selected as a Decision Maker, Richmond Times-Dispatch (BH Media Group, Inc.), September 2008
- Chairman: Real Estate Investment Trusts Committee of the American Bar Association, 2008-2010; Vice Chairman: 2007-2008
- Member: American Bar Association
- Member: National Association of Real Estate Investment Trusts
- District of Columbia
- Maryland
- Tennessee
- Virginia
- Deals & CasesAugust 9, 2021
- Deals & CasesMarch 29, 2021
- Deals & CasesMarch 2, 2021
- Deals & CasesJanuary 25, 2021
- InsightOctober 12, 2020
V&E Capital Markets Update
- Deals & CasesSeptember 16, 2020
- InsightSeptember 3, 2020
V&E SEC Update
- Rankings & AwardsJune 16, 2020
- InsightMarch 30, 2020
- InsightMarch 26, 2020
- InsightMarch 6, 2020
V&E REIT Update
- Deals & CasesFebruary 3, 2020
- V&E+July 26, 2018
- “Qualified Opportunity Funds, Real Estate, and REITs,” REIT Series, V&E New York Office, February 20, 2019 (speaker)
- “SPACs: An Alternative to the Traditional IPO for REITs and Other Real Estate Companies,” V&E New York Office, October 30, 2019 (presenter)
- “REIT Internalization Transactions,” REIT Series, V&E New York Office, October 30, 2018 (panelist)
- “Advising the Board on Crisis Management,” CRE.Converge 2018, October 17, 2018 (panelist)
- “TCJA Impacts on REITs and REIT Transaction Structures,” V&E New York Office, February 15, 2018 (speaker)
- “IRS Issues Guidance on Elective Cash Stock Dividends by REITs,” V&E REIT Update E-communication, August 16, 2017 (co-author)
- “D.C. region has dramatically grown its number of REITs — but that could change,” Washington Business Journal, June 8, 2017 (quoted)
- “Vinson & Elkins Scores REIT Team From Hunton & Williams,” Law360, April 5, 2016 (mentioned)
- “A Closer Look At The Proxy Case Everyone’s Talking About,” Law360, May 27, 2016 (quoted)
- “Compliance Matters For Equity REITS Using Derivatives,” Real Estate Finance Journal, Fall 2013 (co-authored)
- “Best Efforts Offerings: Nuts & Bolts,” Webinar, January 28, 2016 (speaker)
- “Structuring Real Estate Investment Trusts,” National Business Institute Teleconference, October 30, 2013 (speaker)
- “The Anatomy of a Listing for Non-Traded REITs,” Information Management Network Non-Traded REIT Industry Symposium, June 21, 2012 (moderator)
- “A Post-Stimulus Bill (ARRA 2009), TARP, ESSA and Post-Election Update on Regulatory and Tax Initiatives Impacting Real Estate,” American Bar Association Hot Topics Call, March 25, 2009 (speaker)
- “REITs – Investments in a Post Sub-Prime Market,” 19th Annual Spring Symposia, American Bar Association Section of Real Property, Trust and Estate Law, May 1, 2008 (speaker)