RE Column


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Not every major American commercial real estate services firm is in discussions to acquire or be acquired. It just seems that way.

Real estate, like all other businesses these days, is under pressure to cut costs and provide better service for national clients. As a result, those real estate firms that aren’t in outright acquisition talks are at least considering taking on partners.

Which made last week’s announced merger between L.A.-based brokerage giant CB Commercial Real Estate Group and Newport Beach-based Koll Real Estate Services not much of a shocker to folks who follow the business.

The only real surprise was that word of the merger didn’t leak out in the days and weeks preceding the announcement of the letter of intent.

After all, both companies have been subjects of ongoing rumors as the property services industry has consolidated. Their names and others have surfaced in connection with acquisitions by and from a bevy of bigtime national players.

In fact, a short list of the national property service firms subject to various ongoing M & A; rumors reads like a who’s who of the industry: PM Realty Group, The Staubach Co., LaSalle Partners, Cushman Realty Corp., Grubb & Ellis Co., HFS Inc., Cushman & Wakefield Inc., Insignia Commercial Group, Trammell Crow Co., Transwestern Property Co., Compass Management & Leasing, Premisys Real Estate Services.

And the CB/Koll deal still subject to due diligence, a definitive agreement, shareholder approval and regulatory approval comes on the heels of high-profile mergers involving some of the above outfits.

Cushman & Wakefield recently acquired the MS Management Services leasing/management operation, while Insignia made its latest splash with its purchase of New York brokerage Edward S. Gordon Co.

CB, which became publicly traded just last November, has agreed to acquire all of Koll’s primary service groups for 6 million shares of CB common stock a price that factors to roughly $145 million.

The deal includes Koll’s huge property management operation with its 185 million-square-foot portfolio built through several 1990s acquisitions (CB’s exceeds 100 million); corporate facilities management; brokerage services, primarily leasing and sales; and investment management.

CB is already the nation’s biggest commercial property services firm, with 4,000 employees and $583 million in 1996 revenues. The Koll groups being acquired bring another 2,600 employees (there’s bound to be some duplication-related cutbacks) and $176 million in 1996 revenues.

The pending deal doesn’t include some of the other operations long associated with Newport Beach-based developer Don Koll: the U.S. real estate development company known as Koll Real Estate Group (of Bolsa Chica fame); the Mexican resort-oriented Koll International development organization; and Koll Construction group.

The folks selling to CB include Don Koll, several longtime members of Koll’s management team, investor Leon Black’s Apollo Real Estate Advisors and L.A.’s Freeman Spogli & Co. merchant banking firm.

Just two months ago, Freeman Spogli and Apollo invested another $25 million, boosting their respective stakes in Koll to 60 and 15 percent.

Now comes the challenge of merging the corporate cultures. Which probably won’t be too stressful given the recent acquisition activity by both CB and Koll.

Meringoff hits town

Another well-heeled commercial property investment group has hit town with plans to acquire perhaps $100 million in Southern California properties.

Actually, New York-based Meringoff Properties’ new Meringoff Equities group already has some affiliate interests in L.A. real estate, including the Hollywood & Vine tower and the M+S Management group that operates it.

Its first substantial purchase here is the 93,000-square-foot Ocean Park Plaza at 2701 Ocean Park Blvd. near Santa Monica Airport.

Rob Langer, who heads M+S here and is helping oversee Meringoff Equities’ acquisitions activities, said the 1987-vintage Ocean Park Plaza is about 70 percent leased, primarily to small tenants, but that M+S will aggressively lease the vacant space.

He added that the new Madison Partners brokerage negotiated the sale for both Meringoff and the seller, aircraft leasing magnate Lou Gonda.

Langer added that Meringoff, with CS First Boston Co. providing some of the capital, is looking to pick up other properties in the “B-plus to C-plus” quality range that are plagued by some sort of “inefficiency.” Environmentally distressed properties will be considered.

Langer wouldn’t disclose the price, but Westside real estate sources estimated that the property likely fetched between $9 million and $9.5 million. Gonda reportedly paid $6 million to acquire the property out of foreclosure in 1994.

Whittaker does sale-leaseback

Leading aerospace/industrial company Whittaker Corp. has sold its corporate headquarters campus in Simi Valley through a sale-leaseback transaction valued at more than $29 million, according to the Charles Dunn Co. brokers who represented both the seller and the buyer.

Dennis Slattery and Richard Dunn didn’t identify the buyer, but Ventura County property records indicate that the new owner is the Fritz B. Burns Foundation, the Burbank-based charitable foundation named after the Westchester homebuilder.

The property sold includes three buildings totaling about 280,000 square feet on 15 acres. It houses Whittaker’s headquarters offices along with two recently consolidated aerospace units safety systems and electronic resources.

Typically in a sale-leaseback transaction, the company that owns and occupies a property sells it to a investor and then leases it back, usually through a long-term lease arrangement.

The buyer gets a reasonable, predictable return on its investment and a relatively low-risk one, depending on the seller’s credit and other factors. In this case, it helps the charitable foundation plans its ongoing activities with a consistent income stream.

The Burns foundation paid just under $18 million for the campus, and Whittaker has agreed to make lease payments totaling more than $11 million over the next 15 years.

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