The Timberland Investments and Forest Products Practice at Morris, Manning & Martin consists of an integrated team of experienced lawyers from multiple disciplines that focus on the legal needs of businesses, financial institutions, individuals and investors in the timber and forest products industries. Lawyers in our Timberland Investments and Forest Products Practice primarily pull from the corporate and commercial real estate groups and have extensive experience in the application of tax, fund formation and investor relations to the timberland and forest products industries.

Key Services:

• Advise clients with respect to large domestic and international timberland acquisitions
• Provide structural and tax advice on both domestic and international timberland transactions
• Advise clients as to the formation and operation of international timberland investment funds
• Represent institutional (including REITS and pension funds) and high net worth individual investors with respect to all phases of the formation and operation of international timberland investment funds and other such domestic and foreign timberland investments
• Regularly represent financial institutions providing structured finance and other financial solutions to the forest products industry

Industry Focus

We believe that a thorough understanding of our clients’ operations and long-term business strategy is essential to effective representation. Our industry background, knowledge, experience and contacts are invaluable in serving the needs of our clients.

Full Service Representation

Our lawyers represent investors, owners and managers in timber transactions involving millions of acres of timberland throughout the U.S., South America, Africa and Asia. We work with companies and institutions nationwide in the ownership, operation and finance of corporate owned-real estate. We also address issues related to capturing the tax advantages of timber investments, depletion issues, planning for exempt investors, “pass through” vehicles and deferral opportunities, as well as various timber taxation issues ranging from the valuation of timberland for the purpose of gift tax and charitable contributions, to the allocation of basis of purchased land and timber, to the loss of mature timber from natural causes and infestation.

TIMO Representation

The central element of our timber practice is the representation of TIMOs, which involves three primary components: (1) transactional corporate and real estate advisory services, (2) client liaison services and (3) compliance services. Transactional services include advising on deal structure and negotiating and coordinating acquisitions and dispositions. Client liaison services involve primarily the capital formation process: negotiating investment management agreements, handling private placement offerings of collective investment funds and rendering advice on choice of entity and formation of investment vehicles. Lastly, compliance services include organization maintenance and tax advice on the reporting of operations.

Much of our TIMO representation is international in scope, as an increasingly greater proportion of capital sources are foreign in nature and a significant number of the timberland acquisitions are in foreign countries. Our lawyers have extensive networks within most of the countries where our clients operate and plan to operate and have developed a strong comparative knowledge of the legal and tax systems of those countries.

REIT Representation

As the popularity of timber as an asset class has grown, interest in providing timber investment opportunities at the “retail” level has emerged. Changes to the tax code have made the use of real estate investment trusts (REITs) a viable option for accessing retail investor capital for timberland investments, as the capital raised by REITs are used to acquire timberland and distressed forest products companies.

Foreign Experience

As timber investors have expanded their investment horizons overseas, we are called upon regularly by clients to assist them with investments in Central and South America and around the world (including Brazil, Uruguay, Argentina, Paraguay, South Africa, Hungary, Romania and Latvia). We are generally responsible in these deals for the selection and monitoring of local counsel, negotiation of basic deal terms, choice of entity and tax structure analysis and the overall responsibility for ensuring that the transactions are conducted in accordance with our client’s corporate objectives, basic policies and core philosophy.

Supply Agreement Representation

We have from inception represented clients in the negotiation of wood and fiber supply agreements as a regular part of our practice. In the past few years, however, we have prepared and negotiated supply agreements for energy plantations in Central and Eastern Europe, established biomass projects and supply agreements in Brazil, and negotiated biomass supply agreements between U.S. producers and European buyers.