Real Estate Investment Banking

On March 1, 2024, Healthpeak Properties, Inc. (NYSE: PEAK) (Healthpeak) announced that it closed its previously announced merger (the Transaction) with Physicians Realty Trust (NYSE: DOC) (Physicians Realty Trust). The all-stock merger of equals is valued at approximately $21 billion. At close, each Physicians Realty Trust common share was converted into 0.674 of a newly issued Healthpeak common share. The combined company operates under the name “Healthpeak Properties, Inc.” and began trading under the ticker symbol “DOC” at the open of trading on The New York Stock Exchange on March 4, 2024.

The combined company is the leading real estate platform dedicated to healthcare discovery and delivery with a 52-million-square-foot portfolio, including 40 million square feet of outpatient medical properties concentrated in high-growth markets such as Dallas, Houston, Nashville, Phoenix, and Denver. The Transaction is expected to generate merger-related synergies of $40 million during 2024 with potential for $20 million or more of additional synergies by year-end 2025. In connection with the completion of the merger, the Healthpeak Board of Directors expanded to 13 directors with the addition of five new directors that previously served on the board of trustees of Physicians Realty Trust.

Physicians Realty Trust is a self-managed health care real estate company organized to acquire, selectively develop, own, and manage health care properties leased to physicians, hospitals, and health care delivery systems. As of December 31, 2023, DOC’s consolidated portfolio consisted of 278 health care properties in 32 states with approximately 15.6 million net leasable square feet, which were approximately 94% leased with a weighted average remaining lease term of approximately 5.1 years.

Disclosure

KeyBanc Capital Markets is a trade name under which the corporate and investment banking products and services of KeyCorp and its subsidiaries, KeyBanc Capital Markets Inc., member FINRA/SIPC (“KBCMI”), and KeyBank National Association (“KeyBank N.A.”), are marketed. Securities products and services are offered by KeyBanc Capital Markets Inc. and by its licensed securities representatives. Banking products and services are offered by KeyBank N.A.

Secured by a portfolio of 19 multifamily garden-style properties known as Montium Credit Facility and diversified across Pennsylvania, New Jersey and Delaware. The properties were generally built in the 1960s with the oldest property built in 1947 and the newest one in 2008.

On August 22, 2022, Wheeler Real Estate Investment Trust, Inc. (WHLR) completed its previously announced acquisition of Cedar Realty Trust, Inc. (CDR) in an all-cash transaction that valued the CDR assets at $291.3 million. WHLR acquired CDR’s remaining portfolio of 19 multi-tenant retail properties across six states. As a result of the transaction, CDR is now wholly owned by WHLR, with CDR’s 7.25% Series B Preferred Stock and 6.50% Series C remaining listed on the New York Stock Exchange. KeyBank’s Institutional Real Estate Group provided a $130 million first-mortgage secured bridge loan to facilitate the acquisition. KeyBanc Capital Markets served as Exclusive Buy-Side Advisor on the transaction.

Headquartered in Virginia Beach, VA, Wheeler Real Estate Investment Trust, Inc. is a fully integrated, self-managed commercial real estate investment company focused on owning and operating income producing retail properties with a primary focus on grocery-anchored centers. WHLR’s portfolio contains well located, potentially dominant retail properties in secondary and tertiary markets that generate attractive, risk adjusted returns.

Cedar Realty Trust is a fully integrated real estate investment trust which focuses on the ownership, operation, and redevelopment of grocery-anchored shopping centers in high-density urban markets from Washington, D.C. to Boston. CDR's portfolio comprised 53 properties with approximately 7.6 million square feet of gross leasable area leading up to the acquisition.

On August 9, 2022, American Campus Communities, Inc. (ACC or the Company) completed its previously announced sale to Blackstone Core+ perpetual capital vehicles, primarily comprised of Blackstone Real Estate Income Trust, Inc. (BREIT), alongside Blackstone Property Partners (BPP). BREIT and BPP acquired all outstanding shares of common stock of ACC for $65.47 per share in an all-cash transaction representing approximately $12.8 billion in enterprise value. KeyBanc Capital Markets served as Sell-Side Advisor on the transaction.

American Campus Communities, Inc. is the largest owner, manager and developer of high-quality student housing communities in the United States. The company is a fully integrated, self-managed and self-administered equity real estate investment trust (REIT) with expertise in the design, finance, development, construction management and operational management of student housing properties. Including its owned and third-party managed properties, ACC's total managed portfolio consisted of 204 properties with approximately 143,100 beds, located in 71 leading university markets including Arizona State University, The University of Texas at Austin, Florida State University, and The University of California – Berkeley.

Blackstone is a global leader in real estate investing. Blackstone’s real estate business was founded in 1991 and has US $320 billion of investor capital under management. Blackstone is the largest owner of commercial real estate globally, owning and operating assets across every major geography and sector, including logistics, residential, office, hospitality and retail. Their opportunistic funds seek to acquire undermanaged, well-located assets across the world.

On June 1, 2022, Strategic Storage Growth Trust II, Inc. (SSGT II) completed its previously announced merger with SmartStop Self Storage REIT, Inc. (SmartStop). KeyBanc Capital Markets served as Exclusive Sell-Side Advisor on the transaction.

As a result of the merger, SmartStop acquired all of the real estate owned by SSGT II, consisting of ten wholly-owned self storage facilities located across seven states, an interest in one operating property held through an unconsolidated joint venture, and two properties in various stages of development that are held through an unconsolidated joint venture. The total SSGT II portfolio represents approximately 9,700 self storage units and 1 million net rentable square feet. The resulting consolidated portfolio consists of 152 wholly-owned operating properties representing approximately 11.7 million net rentable square feet and 102,000 units.

Strategic Storage Trust II was a public non-traded REIT focused on the acquisition of stabilized and growth self storage properties. SSGT II wholly-owned ten self storage facilities and one operating property held through an unconsolidated joint venture, which represents approximately 8,500 self storage units and 900,000 net rentable square feet of storage space, as well as certain development properties held in joint ventures in the Greater Toronto Area with SmartCentres REIT, one of the largest real estate investment trusts in Canada.

On December 29, 2021, Ridge Care Senior Living, Inc. (“Ridge Care”) completed the sale of a portfolio of 12 stabilized seniors housing communities (the “Portfolio”) to ReNew REIT LLC (“ReNew”). The Portfolio offered a full continuum of care across 829 beds in North Carolina and West Virginia. KeyBanc Capital Markets served as Exclusive Sell-Side Advisor to Ridge Care.

Ridge Care is a privately held and vertically integrated developer, owner and operator of seniors housing communities. Prior to the transaction, Ridge Care owned and operated 19 communities, which offered independent living, assisted living, memory care and respite care. Ridge Care is headquartered in Kernersville, N.C., less than a four-hour drive from all of Ridge Care’s communities.

ReNew is a privately held real estate investment trust (REIT) specializing in senior housing communities across the country. ReNew partners with best-in-class operators and works closely with those operators to optimize operations through innovation, technology adoption and active asset management.

On October 22, 2021, Kite Realty Group Trust (NYSE: KRG) completed its previously announced merger (the “Transaction”) with Retail Properties of America, Inc. (NYSE: RPAI) under which RPAI merged into a subsidiary of KRG, with KRG continuing as the surviving public company. As of the effective time of the merger, each share of RPAI’s common stock was cancelled and converted into the right to receive 0.623 KRG common shares, plus cash in lieu of fractional shares, pursuant to the merger agreement, and RPAI’s common stock will no longer trade on the NYSE. The Transaction serves to more than double KRG’s presence in high-growth warmer and cheaper markets, while also introducing and enhancing KRG’s presence in strategic gateway markets. The merger is expected to be immediately FFO and NAV accretive, and KRG will continue to be led by Chairman and CEO John A. Kite and the KRG executive team. KeyBanc Capital Markets served as a Buy-Side Advisor to KRG.

Kite Realty Group Trust is one of the largest publicly traded owners and operators of open-air shopping centers and mixed-use assets. The Company’s primarily grocery- anchored portfolio is located in high-growth warmer and cheaper markets and select strategic gateway markets. As of September 30, 2021, pro forma for the Transaction, KRG owned interests in 185 U.S. open-air shopping centers comprising over 30 million square feet of gross leasable space.

On October 1, 2021, American Healthcare Investors, LLC (“AHI”) completed its previously announced sale (the “Sale”) to Griffin-American Healthcare REIT III, Inc. (“GAHR III”). The Sale occurred simultaneously with the acquisition of GAHR III by Griffin-American Healthcare REIT IV, Inc. (“GAHR IV”) in a 100% stock-for-stock transaction (collectively the “Tri-Party Transaction. The Tri-Party Transaction created American Healthcare REIT, Inc. (“AHR”). KeyBanc Capital Markets served as Exclusive Sell-Side Advisor to AHI.

American Healthcare Investors, LLC was an investment management firm that specialized in the acquisition and management of healthcare real estate. AHI was one of the largest privately held healthcare real estate investment firms globally and completed approximately $27 billion in aggregate acquisition and disposition transactions, of which approximately $17 billion involved healthcare related assets.

American Healthcare REIT, Inc. is now one of the larger healthcare-focused REITs with a fully integrated management platform and robust capabilities spanning acquisitions, asset management, finance, accounting and tax. AHR now owns approximately 19 million square feet of healthcare real estate including 312 properties primarily comprised of medical office, seniors housing, and skilled nursing properties.

On September 30, 2021, KeyBanc Capital Markets (“KBCM”) acted as Left Lead Bookrunner on American Finance Trust, Inc.’s (“AFIN” or the “Company”) inaugural $500 Million Senior Notes (the “Notes”) offering. The Notes, which priced at par for a coupon of 4.50%, will be used to fully repay borrowings under the Revolving Credit Facility, repay certain Mortgage Notes, to fund future property acquisitions and for other general corporate purposes. Leading up to the deal’s launch, KBCM lead the rating agency process and subsequently conducted several non-deal roadshow meetings to gauge interest in the transaction. KBCM was mandated as Left Lead Bookrunner on AFIN’s inaugural transaction due to its industry expertise, consistent pitching efforts, its strong relationships with high yield accounts, and past performance on high yield offerings.

American Finance Trust is an externally managed, Nasdaq-listed REIT that focuses on acquiring and managing a diversified portfolio of primarily service-oriented, traditional retail and distribution-related commercial real estate properties located primarily in the United States. As of June 30, 2021, AFIN owned 939 properties consisting of 19.9 Million rentable square feet, which were 94.9% leased, with a weighted-average remaining lease term of 8.5 years. The Company is externally managed by AR Global, a leading full-service asset management platform that acquires, owns and operates properties in the United States and Western Europe.

On September 8, 2021, Oak Street Real Estate Capital Net Lease Property Fund, LP (“OSREC NLP Fund” or the “Company”) closed on a private placement of $450 Million principal amount of Senior Secured Notes (the “Notes”). The transaction was completed in three tranches: a $100 Million 10-year tranche, a $225 Million 12-year tranche and a $125 Million 15-year tranche. The net proceeds from the issuance of the Notes will be used to repay outstanding borrowings under the Revolving Credit Facility and for general corporate purposes, including potential acquisitions. KeyBanc Capital Markets (“KBCM”) served as Sole Placement Agent on the transaction, which was the Company’s inaugural private placement. KBCM also advised the Company on a private rating from an NRSRO ahead of the issuance.

Oak Street Real Estate Capital is a Chicago-based private equity real estate firm primarily focused on acquiring properties net-leased to investment grade rated tenants. Oak Street specializes in providing unique and flexible real estate solutions to a variety of organizations including corporations, healthcare systems, universities and government entities. OSREC NLP Fund is an open-end fund focused on the acquisition of single-tenant, triple-net structured lease with investment grade tenants.

On June 3, 2021, KeyBanc Capital Markets (“KBCM”) acted as Left Lead Bookrunner on CareTrust REIT, Inc.’s (“CareTrust” or the “Company”) $400 million Senior Notes (the “Notes”) offering. The Notes, will be used to redeem the Company’s existing 5.25% Senior Notes due 2025 and repay a portion of the borrowings under the Company’s Revolving Credit Facility.