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Deal Diary: Simpson at Work Again on Blackstone Real Estate

Reported by Thedeal
Jan 14, 2022· 3 min read
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Key Takeaways
  • • Blackstone Real Estate Income Trust (BREIT) announced a $12.8 billion acquisition of American Campus Communities (ACC), an Austin-based student housing REIT, in an all-cash deal with assumed debt announced April 19, 2022.
  • • Simpson Thacher & Bartlett LLP represents BREIT on the transaction, with partners Brian M. Stadler and Matthew B. Rogers leading counsel; Simpson Thacher has an established track record advising Blackstone on major real estate acquisitions including the $3.7 billion Resource REIT purchase and $16.2 billion AirTrunk acquisition.
  • • Dentons US LLP represents American Campus Communities, with counsel Toni Weinstein (who has advised ACC since 2005 on multiple acquisitions including the $1.4 billion GMH Communities purchase) joined by financial advisors BofA Securities and KeyBanc Capital Markets.
  • • BREIT employed Wells Fargo Securities, JPMorgan Securities, and TSB Capital Advisors as financial advisors on the transaction, demonstrating continued institutional confidence in Blackstone's real estate investment platform.
  • • The deal underscores Simpson Thacher's dominant position in large-scale real estate M&A, particularly for Blackstone, with the firm handling multiple multibillion-dollar transactions for the private equity sponsor across residential, industrial, and student housing sectors.
Summary
Blackstone Real Estate Income Trust announced a $12.8 billion acquisition of American Campus Communities in an all-cash transaction with assumed debt, marking another significant real estate consolidation by Blackstone's institutional investment platform. The deal, announced April 19, positions BREIT to expand its student housing footprint through ACC's portfolio of communities across the United States. ACC, based in Austin, Texas, operates as a REIT specializing in the development, ownership, and management of student housing properties.

Simpson Thacher & Bartlett LLP served as counsel to BREIT, with partners Brian M. Stadler and Matthew B. Rogers directing the legal work. Stadler maintains a long-standing relationship with both BREIT and Blackstone Inc., and is currently engaged on additional Blackstone real estate transactions, including the pending $3.7 billion acquisition of Resource REIT announced January 24, 2022. This engagement reinforces Simpson Thacher's entrenched position as lead counsel on Blackstone's major real estate acquisitions, having previously guided the sponsor through transactions including the $16.2 billion AirTrunk acquisition and a $5.8 billion apartment rental acquisition.

American Campus Communities retained Dentons US LLP as legal counsel, with partners Toni Weinstein, X. Lane Folsom, and Raleigh Johnston leading the engagement. Weinstein has maintained a continuous advisory relationship with ACC since 2005, immediately following the REIT's public market entry, and has counseled the company through numerous acquisitions including the $1.4 billion GMH Communities Trust purchase in 2008, the $863 million acquisition of 19 student housing properties from Kayne Anderson Capital Advisors in 2012, and the $591 million purchase of seven properties from Core Spaces and DRW Holdings in 2017. Weinstein has also managed debt and equity capital markets work for ACC and joint venture formation matters.

Financial advisory roles were distributed among major institutional banks, with BofA Securities and KeyBanc Capital Markets advising ACC alongside Dentons, while Wells Fargo Securities, JPMorgan Securities, and TSB Capital Advisors provided financial counsel to BREIT. The transaction reflects the continued institutional appetite for consolidated student housing platforms and Blackstone's systematic acquisition strategy in the sector through its real estate investment trust vehicle.

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Thedeal Deal Diary: Simpson at Work Again on Blackstone Real Estate