Dave Levy represents clients on a wide range of public and private transactions in the real estate, finance, infrastructure and investment management industries.

Bio

Mr. Levy represents publicly traded real estate investment trusts (REITs), master limited partnerships (MLPs), “yieldcos” and “Up-Cs,” in connection with mergers and acquisitions, securities offerings, debt syndication transactions, structured asset acquisitions and dispositions, and spin-off, split-off and split-up transactions. He also represents C-corporations in connection with restructurings and conversions to REIT status; REITs and other finance and yield vehicles in connection with specialty financing transactions, including “to be announced” contracts, mortgage servicing rights, REMIC transactions, A/B note structures, interest and principal strips, derivative instruments, and IRS private letter ruling requests and tax controversies.

In the private transaction area, he represents sponsors, management teams, investors and funds in connection with the formation and financing of private investment vehicles; the structuring, creation and financing of joint ventures; the acquisition, development and disposition of assets; the structuring of Section 1031 like-kind exchange transactions and transactions involving tenancy-in-common and long-term leasehold interests; and leveraged partnerships, synthetic partnerships, and UPREIT and DownREIT partnership transactions. Additionally, he advises on matters arising under the Foreign Investment in Real Property Tax Act of 1980 (FIRPTA), the New York City commercial rental occupancy tax regime, and the New York mortgage recording tax and real property transfer tax regimes; various debt and equity strategies relevant to specialty investors, including U.S. tax-exempt investors, high-net-worth individuals, non-U.S. pension funds and sovereign wealth funds; and in-court and out-of-court debt restructuring transactions.

Mr. Levy’s recent representations in the public real estate and capital markets areas include: The Lone Star Funds in its $7.6 billion structured acquisition of Home Properties, Inc. and the related spin-off of $908 million of leveraged multi-family residential properties to a private DownREIT partnership sponsored by UDR, Inc.; Arbor Realty Corp. in the acquisition of its external management company and a portfolio of mortgage servicing rights; Chartwell Retirement Residences in the $849 million structured sale of a portfolio of U.S. senior living facilities to a joint venture between HCP and Brookdale Senior Living; the $4 billion structured sale and split-up of the asset management and portfolio investment businesses of American Capital Limited; Formation Capital in its $1 billion health care joint venture involving NorthStar Realty Finance Corp; American Capital Agency Corp. in its IPO and offerings of over $3 billion of stock, as well as the acquisition of Residential Credit Solutions, Inc., a mortgage servicing company; the formation and spin-off of New Residential Investment Corp, the first publicly traded REIT focusing on the mortgage servicing space, and the acquisition by New Residential of Home Loan Servicing Solutions; and the formation and spin-off of New Senior Investment Group, a senior living REIT.

Mr. Levy’s recent representations in the public energy and infrastructure space include: Oiltanking Holdings Americas in the $4.4 billion transfer of interests in Oiltanking Partners L.P. to Enterprise Products Partners L.P.; and NextEra Energy Partners, L.P., a renewable energy yieldco, in its initial public offering.

Mr. Levy’s recent private transaction representations in the real estate and energy infrastructure spaces include: Five Point Capital Partners in connection with its $500 million midstream oil and gas pipeline and terminal joint venture with Matador Resources; a fund managed by Fortress Investment Group in the acquisition and restructuring of a crude oil and refined products handling terminal; a fund managed by Amherst Holdings, LLC in connection with the acquisition, development and disposition of over $650 million in single-family home portfolios; Silverstein Properties in connection with the structuring and development of various real property assets in New York City, including 30 Park Place, One West End and 1177 Avenue of the Americas; Queensland Investment Corp. in its acquisition of The Shops at Tanforan mall in San Bruno, California; AustralianSuper in the $900 million acquisition of an interest in the Ala Moana Center in Honolulu from General Growth Properties; and Formation Capital in the acquisition of a $763 million portfolio of European health care properties.

Mr. Levy is a frequent lecturer and author on tax issues involving FIRPTA, REITs and partnerships. He has published extensively on topics including transactions involving FIRPTA companies, section 1202, bankrupt partnerships and disregarded entities, debt-equity controversy and modern REITs and corporate tax, among many other topics. He is a member of the National Association of Real Estate Investment Trusts and repeatedly has been selected for inclusion in Chambers USA: America’s Leading Lawyers for Business.

Credentials

Education

  • LL.M., Georgetown University Law Center, 1998
  • J.D., American University Washington College of Law, 1995
  • B.A., University of Maryland, 1992

Admissions

  • Illinois
  • New York
  • Texas
  • District of Columbia

Experience

  • Law Clerk, Hon. James S. Halpern, United States Tax Court, 1995-1996