Any real estate transaction can be stressful. When a commercial real estate portfolio changes hands—involving myriad stakeholders, site visits, reports, documentation, and funding sources—the complexity can be daunting. Add the high stakes of a portfolio-sized price tag, and portfolio transactions become pressure cookers for transaction teams struggling to pull all the pieces together for a successful closing. Here are four due-diligence strategies to help keep those really big deals on track.
- Single-source solution. Imagine buying a portfolio with 100 sites. Generally, there will be a minimum of four reports required for each site: property condition assessment (PCA), environmental site assessment (ESA), zoning report, and ALTA survey. With 400+ reports in the works, using a single due-diligence provider is essential for ensuring consistency between reports and to save time coordinating between multiple vendors. In the case of ALTA and zoning, using a single provider is also a significant time saver, eliminating multiple rounds of data exchange and review.
- Geography matters. Whether the portfolio is concentrated in a particular region or spread across multiple continents, select a due diligence consultant with resources near portfolio sites. Not only will this reduce travel costs and time, but local staff will be familiar with unique local requirements and/or agencies. Zoning codes vary widely by jurisdiction, for example, so local expertise is valuable in zoning compliance reports. Even for reports such as a Phase I ESA, for which standards are the same throughout the United States, familiarity with local agencies gives assessors an edge in completing the assessment quickly.
- Designated, experienced portfolio team. For effective execution and consistent results, a qualified due diligence consultant should assign a designated team that includes senior staff with experience in portfolio transactions. An experienced portfolio team will conduct a preliminary review of scope, location, and site details to strategize effective deployment. They will combine site visits where possible, ensure proper staffing, and identify/address any potentially challenging sites early in the process. For example, in a recent portfolio of auto service centers, preliminary review flagged certain sites at which prior reports identified environmental concerns with no record of follow-up. These sites were assessed first so any issues could be addressed without impacting the transaction timeline.
- Proactive Problem-Solving. Not only should your consultant anticipate problems through the preliminary review; they must also immediately communicate and address any issues that become apparent during site visits. If a significant deficiency is noted during a site visit, the project lead should not wait to convey that information via the finalized report but notify their client immediately. During one recent PCA, a roof assessor observed signs of potential structural stress. With a quick phone call for authorization from the client, the roof specialist called in a structural engineer. The structural engineer identified $400,000 in necessary repairs. Because the client received this information promptly, he was able to negotiate a discounted sale price without delaying the close. In the case of environmental assessments, if a preliminary review indicates a high likelihood of RECs (recognized environmental conditions), the Phase I and Phase II assessments can be performed concurrently to save time.
The complexity of portfolio transactions demands a sophisticated due diligence consultant with the expertise and resources to quickly meet whatever challenges arise. Look for a consultant with a deep bench of multidisciplinary experts and experience in large portfolios to ensure quality, consistent reporting and a timely close.
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