Law Firm: Sloane Law Office

Address:  Orlando, Florida

Email: JSloane@Sloanelawoffice.com

Phone: 407-599-7400

Out of home lawyer Jennifer Sloane of Sloane Law Office represents out of home companies all around the country.  We know she’s active because she’s represented several out of home companies which have done business with our Billboard Loans affiliate.  Billboard Insider talked to Sloane last week.

You’ve been busy representing independent out of home companies. 

For the past 24 years I have had the honor of representing all types of out-of-home businesses all around the country; large publicly traded companies, independent operators, developers, and even landowners.  I really love working for those who are new to the industry.  They have such a fresh and energetic approach to development that is not seen with more seasoned operators.

Any trends in the market?

The acquisition of assets is definitely a hot trend right now in the industry.  And it is a seller’s market.  There is a rush to capture market dominance in jurisdictions all around the country and buyers have the cash to do deals that were not even fathomable 10 years ago.  Our industry is cyclical, much like the real estate market, and now is a good time to sell. To put this into context, I have represented both buyers and sellers in out-of-home acquisitions for 24 years, conducting multiple closings each month.  I have done just over 750 closings over the course of my career in this industry.  I doubt there is anyone in the country that has done more acquisitions than I have.  And I can tell you that today, the multiples that I am seeing, are higher than all previous years doing acquisitions.  I think this is a product of our economy, a greater number of competitors, and more fresh cash in the industry by some new players.   When a seller goes to sell, they actually have a few buyers who are interested and the seller can get more than one buyer bidding on the assets.   In terms of regulations, I anticipate in the coming year that we will see a few new legal challenges to sign ordinances that will address issues other than first amendment violations.

What’s one legal thing you’d encourage every out of home company to do this year?

I would encourage all operators to perfect their interests in real property; primarily their easement interests.  So many times I see operators who do not take the steps necessary to perfect their easement interests.  To protect your easement interest, first, run title to see who is the legal owner of the real property.  You must purchase the easement from the title owner (i.e., if a corporate entity owns the real estate, you need to purchase the easement from the corporate entity and not its individual owner).  You also need title run to see if there are any restrictions on the real property that would preclude the owner from selling an easement interest; the most common restriction is a mortgage on the property.  If a mortgage exists, the landowner must get a Subordination and Non-Disturbance Agreement (SNDA) from the lender.  Without an SNDA, if the lender forecloses on the property, they do not have to honor your easement.  If there are liens on the property, those liens will need to be paid off, either before the purchase of the easement or with the funds paid at closing on the purchase of the easement.   I encourage the operator to also get a survey because this will show if there are any encumbrances on the property that would preclude the sign from going in the easement area. Recently I had a client who was going to purchase an easement and at closing we ran title and found that there was an ingress/egress easement granted to a third party on the property so we got a survey done and it turns out the ingress/egress easement granted to a third party ran right where the board was built.  The seller could not fix the problem and was left with a problematic location that they could not sell.  And finally, you need to record the easement in the public records of the county where the real property is located as soon as possible.  If you fail to record the easement and the underlying real property sells, the buyer of the real property can claim (a) they took the property not subject to the easement because there was no evidence of the easement when they ran title on the property, or (b) that they took the property including all fixtures on the land and since the sign structure was a fixture on the land, they now own the sign structure.  I have seen both of these situations end up in litigation, which is proof that they are real scenarios that could happen if you don’t record your easement.  All of the steps necessary to perfect an easement take time and money, but if you don’t do these now, you might find that your easement has little to no value.

Along these lines, if an operator or developer has cash, I would also encourage them to buy more easements.  When done right, they are so valuable. And buy them at locations where you have digital signs, or signs that are static that you know you can upgrade to digital.  Buy the easement before you upgrade, or else the landowner will likely ask for a higher easement purchase price if they know you are about to upgrade and have a more valuable sign on their property.  Going rates for a static are in the range of an 8 – 10x multiple of annual rent and 10 – 12x for a digital board.  There are costs to buying an easement location of approximately $8k-$10k for a combination of legal, title and survey work.  But the costs are worth it, whether you hold the easement for 100 years or sell it in 5 years.

You just visited Las Vegas.

I always love going to Vegas. I feel like the creativity and larger-than-life scale of signage is truly appreciated by those within the industry.  On a trip to Vegas this weekend, I saw a new YESCO sign going in at the corner of Las Vegas Blvd and Flamingo.  Looks like a great addition to the signage landscape of that city!

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