Karen Lee advises a wide range of clients on the tax aspects of mergers, acquisitions and dispositions, joint ventures, private equity transactions, bankruptcy and financial restructurings, private and public securities offerings, and real estate and REIT transactions.


Selected representations include:

  • Genesis HealthCare Corporation, a provider of rehabilitation and assisted living services, in the $2.4 billion acquisition of all of its real estate assets by Health Care REIT, Inc.;
  • HCP, Inc., a health care REIT, in its $6.1 billion acquisition of the real estate assets of HCR ManorCare Services, Inc., a provider of health care facilities and services;
  • Sara Lee Corporation in connection with the initial public offering and subsequent spin-off of its subsidiary, Coach Inc.;
  • Merrill Lynch, Pierce, Fenner & Smith Incorporated, Deutsche Bank Securities Inc., Goldman, Sachs & Co. and J.P. Morgan Securities LLC as joint bookrunning managers in a $425 million Rule 144A/Regulation S high-yield offering of 5.875% senior notes due 2019 by Host Hotels & Resorts, L.P., the operating partnership of Host Hotels & Resorts, Inc., a hotel REIT;
  • O’Reilly Automotive, Inc., a retailer of aftermarket automotive parts, in its debt refinancing, which included a $500 million offering of 4.875% senior notes due 2021 and a new $750 million senior unsecured revolving credit facility;
  • Hayes-Lemmerz International, Inc., a leading supplier of automotive wheels, in its Chapter 11 reorganization;
  • Fortress Investment Group in the formation of its private equity funds; and
  • GIC Real Estate, Inc. and its affiliates in investments in various private real estate funds and joint ventures.



  • J.D., University of Chicago Law School, 1996 (with honors)
  • B.A., University of Washington, 1991 (magna cum laude, Phi Beta Kappa)


  • California
  • Illinois