Bedell Cristin and Addleshaw Goddard advise UPP on REIT conversion

17 Apr 2018

Addleshaw Goddard, together with Bedell Cristin, advise UPP Group (UPP) in connection with its conversion to a UK Real Estate Investment Trust (REIT) listed on The International Stock Exchange (TISE).

UPP, a long-standing client of Addleshaw Goddard and Bedell Cristin and a provider of on-campus student accommodation infrastructure and support services in the UK, has converted to a REIT effective from 1 March 2018.

The decision to convert follows an intense 18-month period of transacting for UPP, which has seen room numbers under management increase by more than 4,000 in partnerships with the University of London, the University of Hull and most recently with Swansea University. The total value of investment in these deals was circa £358m. UPP has invested in excess of £2 billion in the UK higher education sector since 1998.

Lead transaction counsel, Addleshaw Goddard, worked alongside Bedell Cristin in facilitating UPP's conversion to a REIT - advising on the establishment and listing of the REIT company on the TISE, restructuring the existing UPP Group and the necessary financing arrangements to facilitate the REIT conversion (including a consent solicitation of noteholders).

The Addleshaw Goddard team, led by partners Stewart Womersley, Adrian Collins and Beth Collett, consisted of a cross-firm group including specialists from real estate, corporate, tax, banking and capital markets.

Bruce Scott led the team from Bedell Cristin London advising UPP on Jersey legal and TISE matters.

Addleshaw Goddard partner Stewart Womersley, commented:  “Student accommodation is now arguably the most mature of the alternatives market. Its strength, not least driven by its international appeal, means it should no longer be seen as an emergent asset class but a core segment of the real estate mix with significant investor appeal. 

The conversion to a REIT structure will further enhance UPP’s resilience and market strength as it continues to play a key role in delivering for what is a growing and increasingly diverse sector.


Sean O’Shea, UPP Group Chief Executive, said:  “I am delighted that the Group has converted to a REIT, listed on The International Stock Exchange and reached another important milestone in the continued evolution of the business.

Bruce Scott, partner at Bedell Cristin, added:  “TISE is now a home to around a quarter of all UK REITs and we were delighted to advise on the latest conversion by UPP. As the market continues to evolve and TISE consolidates its position as an attractive alternative to a London listing for REITs, we expect more new TISE listed REITs and conversions to follow."