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Cases & Deals

September 13, 2017

King & Spalding Advises Jamestown on ERISA Aspects of Real Estate Investments

King & Spalding has advised Jamestown on the ERISA aspects of each of the real estate investments made by Jamestown Premier Partnership Fund (“JPPF”), Jamestown’s flagship core and core-plus investment vehicle for institutional investors, including JPPF’s acquisition of prominent properties such as Chelsea Market and One Times Square in New York, NY, Ghiradelli Square in San Francisco, CA, Malibu Village in Los Angeles, CA and America’s Square in Washington, DC. Because JPPF’s structure requires it to comply with the “venture capital operating company” (“VCOC”) and “real estate operating company” (“REOC”) exemptions, our guidance to Jamestown in connection with such investments included (i) advising Jamestown on the structure of JPPF’s proposed post-acquisition ownership of such investments, (ii) analysing each investment’s existing leases for purposes of ERISA’s “plan asset” rules, (iii) negotiating the ERISA-related provisions of the purchase agreements, operating agreements, and property management agreements related to such investments, and (iii) drafting memorandums to the client relating to each of such investments which documented the REOC/VCOC analysis undertaken for each investment.