A BREAKUP…ANDWe represented Behrman Capital L.P. (“Behrman”) in connection with the financing of the acquisition of BECO Holding Company, Inc.

(“Brooks”), after an unprecedented 12-year initial hold period, sale, and reacquisition four years later. By reacquiring Brooks, Behrman has set itself up for one of the longest total hold periods we can remember, evidencing Behrman’s confidence in the company and its management team.

A back porch conversation between our partners and the founder of what

would be Gallus BioPharmaceutical led to a partnership to raise funding and start up the company. Years later, the relationship ultimately led to us advising Gallus in its sale to DPx Holdings, also a client. We also advised financial sponsor Ridgemont Equity Partners of Charlotte, N.C. and the senior management team of Gallus in the transaction.

We advised SmartStream in its partnership with Goldman Sachs,

JPMorgan Chase and Morgan Stanley to create SmartStream Reference Data Utility, (SPReD). This first of its kind joint venture between high profile financial institutions provides services for instrument reference data normalization and validation across all asset classes. The launch of the venture was even featured in The Wall Street Journal.

Here is what our unprecedented creativity has done for our clients:

GOODWIN BY THE

NUMBERS:You’re in good company. Our firm represents:

• 280+ private equity firms• Clients in 1,000+ private equity deals• 1/3 of the Fortune 100• 120 S+P 500 companies• 80 NYSE companies

REAL ESTATE IndUSTRy

REAL ESTATEIndUSTRy

UnPRECEdEnTEd

IMPACT:We were instrumental in helping draft the US Real Estate Investment Trust Act of 1960, establishing the UPREIT structure in 1992 and creating the LTIP structure in 2001.

TRANSFORMING KNOWLEDGE

INTO OPPORTUNITY.

ACROSS THE GLOBAL real estate industry, the road to profitability presents risks and challenges. From market volatility to rising interest rates, and from the availability of debt to mounting regulatory pressures, industry dynamics can be complex. To overcome these challenges, you need experienced counsel with more than just world class legal skills. You need advisors who are immersed in the principles of global real estate and who fully understand your perspective and goals.

At Goodwin, we help position our public and private real estate clients for growth and strong performance, and provide guidance on managing risk and preserving value when the market faces challenging economic times. We leverage the depth of our understanding of all related sectors to help you navigate through the complete lifecycle of real estate investments. Whether it’s raising and deploying capital, advising on potential risks and growth prospects or resolving disputes, Goodwin offers an interdisciplinary, integrated set of solutions to help you succeed.

A STRONG FOUNDATION FOR GLOBAL GROWTH.Our real estate lawyers are invested in understanding the industry deeply and thoroughly, providing legal, technical and strategic business assistance for every segment:

• Commercial Real Estate

• Hospitality and Leisure

• Private Investment Funds

• Private Equity Real Estate

• Public and Private REITs

UnPRECEdEnTEd

FOCUS:Goodwin is deeply committed to the real estate industry, and our strategy is to focus on serving our clients where they are and where they want to be. We have more than 120 lawyers focused solely on the real estate industry across the United States and in the UK and Germany, enabling us to serve clients throughout North America, Europe, and beyond.

What Goodwin Can do For you.

From Los Angeles to London, and from Boston to Frankfurt, we offer the services, insight, strategic advice and representation you need to build your business. Our vast experience includes sophisticated equity and debt investment transactions, private and public fund raising, real estate M+A, cross-border transactions and large-scale development work. Our team’s expertise with REITs, private investment funds, equity and debt transactions and hospitality and leisure spaces is unmatched. We work with owners, managers, operators, developers, lenders investors, issuers and underwriters— helping them to access capital, acquire, develop, finance, manage, lease and sell real estate assets.

GOOdWIn By THE

NUMBERS:We represent:

• 450+ real estate industry clients• 200+ venture capital and private

equity firms and financial institutions • 40 hospitality companies• Global funds ranging from

<$25 million to >$4 billion• 25+ public REITs

(including 7 S+P 500 companies)

UnPRECEdEnTEd

PARTNERSHIP:We’ve partnered with Columbia Business School to host the annual Columbia/Goodwin Real Estate Capital Markets Conference since its inception over 10 years ago, which consistently draws a high-level audience of real estate fund managers, REIT executives, real estate investors, and investment bankers.

BUILD ON OUR SERVICE.We focus on helping you realize opportunities and maximize their potential.

• Public REITs

• Real Estate M+A

• Joint Ventures

• Investment Funds

• Finance + Restructurings

• Hospitality + Leisure

• Tax and Cross-Border Matters

• Acquisitions + Dispositions

• Leasing

• Development + Permitting

• Design + Construction

• Dispute Resolution

AvAlon BAy.We helped AvalonBay Communities and joint venture partner Equity

Residential acquire Archstone, Inc. for approximately $16 billion, making the acquisition reportedly the largest real estate deal since Blackstone’s purchase of Hilton in 2007.

HSBC AlternAtive inveStmentS And HineS UK.

When it came time to sell this iconic London property in 2015, HSBC Alternative Investments

and Hines UK turned to Goodwin to execute the £416 million transaction. The sale of the 460,000-square- foot multi-let office building on the edge of the Broadgate Estate was among the largest in the UK that year.

BrooKfield.A team of Goodwin attorneys advised long-time firm client Brookfield Asset

Management on the creation of one of the world’s largest private real estate funds. With over $4.4 billion in capital commitments, the Brookfield Strategic Real Estate Partners fund focuses on making opportunistic investments in commercial property worldwide.

PArAmoUnt GroUP inC.We represented Paramount Group Inc. in connection with the roll-up and public

listing of its real estate funds management business into what is the largest REIT initial public offering ($2.6 billion) since the industry’s founding more than 50 years ago.

BREAKING GROUND FOR OUR CLIENTS.For nearly 60 years, Goodwin has delivered unprecedented results for clients in the real estate industry.

A BREAKUP…ANDWe represented Behrman Capital L.P. (“Behrman”) in connection with the financing of the acquisition of BECO Holding Company, Inc.

(“Brooks”), after an unprecedented 12-year initial hold period, sale, and reacquisition four years later. By reacquiring Brooks, Behrman has set itself up for one of the longest total hold periods we can remember, evidencing Behrman’s confidence in the company and its management team.

A back porch conversation between our partners and the founder of what

would be Gallus BioPharmaceutical led to a partnership to raise funding and start up the company. Years later, the relationship ultimately led to us advising Gallus in its sale to DPx Holdings, also a client. We also advised financial sponsor Ridgemont Equity Partners of Charlotte, N.C. and the senior management team of Gallus in the transaction.

We advised SmartStream in its partnership with Goldman Sachs,

JPMorgan Chase and Morgan Stanley to create SmartStream Reference Data Utility, (SPReD). This first of its kind joint venture between high profile financial institutions provides services for instrument reference data normalization and validation across all asset classes. The launch of the venture was even featured in The Wall Street Journal.

Here is what our unprecedented creativity has done for our clients:

GOODWIN BY THE

NUMBERS:You’re in good company. Our firm represents:

• 280+ private equity firms• Clients in 1,000+ private equity deals• 1/3 of the Fortune 100• 120 S+P 500 companies• 80 NYSE companies

REAL ESTATE IndUSTRy

BY YOUR SIDE.Partner with people who understand your industry, your opportunities, your challenges and your goals. Goodwin supports the fast-moving, global real estate industry with insight and experience, so you can concentrate on the opportunities before you.

At Goodwin, we use law to achieve unprecedented results for our clients. Our 900 plus lawyers across the United States, Europe and Asia excel at complex transactions, high-stakes litigations and world-class advisory services in the financial, life sciences, private equity, real estate and technology industries. We partner with our clients to practice law with integrity, ingenuity, agility and ambition. To learn more, visit us at www.goodwinlaw.com and follow us on Twitter @goodwinlaw and on LinkedIn.

VISIT: goodwinlaw.com/realestateindustry

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This informational piece, which may be considered advertising under the ethical rules of certain jurisdictions, is provided on the understanding that it does not constitute the rendering of legal advice or other professional advice by Goodwin Procter or its lawyers. Prior results do not guarantee a similar outcome. Goodwin Procter is an international legal practice carried on by Goodwin Procter LLP and its affiliated entities. For further information about our offices and the regulatory regimes that apply to them, please refer to http://www.goodwinlaw.com/Legal-Notices. © 2016 Goodwin Procter. All rights reserved.