Aerospace & Defense Deals: Real Estate Carve-Outs Done Right
When the deal is aerospace and defense and the question is Real Estate Carve-Outs, the structure decisions in the first 30 days outlast the next five years. This is where Jason Powell works.
An independent sponsor closing aerospace and defense transactions in the $15M to $200M EV range has a defined set of moves at the Real Estate Carve-Outs stage. Most of them are not in a generic M&A textbook.
The typical aerospace and defense platform sits at $15M to $200M EV with EBITDA in the $3M to $30M range. The thesis runs on tier-two or tier-three supplier consolidation with certifications as moat. Foreign LP capital can trigger CFIUS review on the cleanest of deals. Map the cap table early.
How Real Estate Carve-Outs actually gets structured.
Separate operating real estate into a single-purpose entity pre-close.
Document an arm's-length lease with renewal options and assignment rights.
Address title, survey, and environmental on each parcel.
Coordinate the real estate close with the operating company close.
In aerospace and defense, layer in ITAR / EAR registration transferred or refiled before close as part of the Real Estate Carve-Outs workstream.
Leaving the real estate inside the operating company. The buyer pays a higher multiple than the real estate deserves.
"Real estate trades at a different multiple than the business. Separate it, lease it, manage it."Jason Powell · Real Estate Carve-Outs
The deal is one thing. The capital that opens up after close is another.
Most independent sponsors solve the closing capital and then run into the post-close capital problem alone. The capital markets relationships that matter at month 18 are part of this practice.
Related deal pages.
Independent Sponsor Economics for Aerospace & Defense
The package of deal-by-deal carry, management fees, and transaction fees that compensates the independent spo…
Management Fee Structuring for Aerospace & Defense
The annual fee paid by the deal entity to the independent sponsor for ongoing oversight, board service, and p…
Transaction Fee Structuring for Aerospace & Defense
The fee paid at closing to the independent sponsor for sourcing, structuring, and closing the platform deal a…
Working Capital Adjustments for Aerospace & Defense
The closing-date true-up that protects the buyer from receiving a business stripped of normal-course working …
Real Estate Carve-Outs for Healthcare Services
roll-up of physician practices and ancillary service lines
Real Estate Carve-Outs for Home Services
regional roll-ups of HVAC, plumbing, and electrical operators
Bring the aerospace and defense deal. Get Real Estate Carve-Outs done right.
Direct counsel from a securities and M&A attorney with billions in structured transactions, the independent-sponsor-native playbook, and the capital markets network that opens up post-close.