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Sale-Leaseback Transactions: Unlocking Capital from Your Operating Real Estate

If your company owns the building it operates out of, you're sitting on capital you can't touch. A sale-leaseback fixes that: you sell the property and lease it back, so the equity turns into cash you can use while you keep running the business out of the same four walls.

By Lornell Research Team

Published Dec 23, 2025 · 10 min read

In brief

  1. 1

    Buyers usually pay more than fee-simple value. The lease adds credit, so premiums of 15-25% are typical. A 100,000 SF industrial building worth $8,000,000 with $700,000 of rent prices at $9,655,000 at a 7.25% cap, a 21% premium.

  2. 2

    The equity moves from real estate earning 6-8% into a business that can return 20%+. A sale-leaseback releases 100% of it, the rent becomes fully deductible, and CBRE puts recent annual volume above $30 billion.

  3. 3

    Expect a 10-20 year lease with 2-3% annual escalations. On an absolute NNN lease the tenant also carries the roof and structure, which a standard NNN lease leaves with the landlord. Assignment, sublease, early termination and repurchase rights are the provisions that matter.

  4. 4

    Tenant credit sets the cap rate. Buyer cap rates run 5.0-7.5%: REITs buy investment-grade tenants on 15+ year leases at 5.0-6.0%, while private equity is more flexible at 6.0-7.5%.

  5. 5

    It suits a company that plans to stay. Good candidates have strong credit and a long-term occupancy commitment; uncertain space needs or near-term exit plans make a poor fit.

What a sale-leaseback actually is

A sale-leaseback is when a company sells the building it owns and works out of, then leases it right back from the buyer. The seller becomes the tenant, the buyer becomes the landlord, and cash changes hands. Nothing about the day-to-day operation changes.

How the structure works

Before: Company owns and occupies building; capital tied up in real estate

Transaction: Company sells to investor; signs long-term lease (10-20 years)

After: Company occupies as tenant; investor owns with creditworthy tenant; company has capital for operations


Why companies do them

1. Free up trapped capital

A lot of companies have money locked in real estate earning 6-8% when the core business earns 20%+. That's a bad place to leave capital.

2. Better financial metrics

MetricBeforeAfter
AssetsHigherLower
Debt (if mortgaged)HigherLower
Return on AssetsLowerHigher
Return on EquityLowerHigher

3. The tax treatment

The full rent payment is a deductible expense. Owning, you only get to deduct depreciation.


The economics of the deal

Sale-Leaseback Valuation: Value = Annual Rent / Cap Rate

What Drives Cap Rate:

FactorImpact
Tenant credit strengthLower credit = higher cap rate
Lease termShorter = higher cap rate
Real estate qualityPoor location = higher cap rate

A worked example

Property: 100,000 SF industrial facility

Market Value (fee simple): $8,000,000

Sale-Leaseback Terms:

  • Initial rent: $700,000 ($7.00/SF)
  • Lease term: 15 years
  • Annual increases: 2%

Pricing: $700,000 / 7.25% cap = $9,655,000

Premium to fee simple: $1,655,000 (21%)


Who's on each side

Sellers who fit

  • Companies with strong credit
  • Stable businesses with long history
  • Real estate not core to business value
  • Need for growth capital or debt reduction

Buyers

Buyer TypeTypical Cap RatePreference
REITs5.0-6.0%Investment grade, 15+ years
Private Equity6.0-7.5%Flexible
Net Lease Funds5.5-7.0%Credit focus
1031 ExchangersMarketTiming-driven

Structuring the lease

Rent structure

Absolute NNN: Tenant responsible for everything taxes, insurance, maintenance, roof, structure

Standard NNN: Tenant pays taxes, insurance, CAM; landlord handles roof and structure

The provisions that matter

  • Assignment Rights: Can you assign if selling the business?
  • Sublease Rights: Flexibility for excess space
  • Early Termination: Penalty structure and notice requirements
  • Purchase Options: Right to repurchase at predetermined price

Is a sale-leaseback right for you?

Good candidates

  • Strong credit profile
  • Long-term occupancy commitment
  • Capital needs for growth
  • Real estate not core to strategy

Poor candidates

  • Uncertain future space needs
  • Weak financial position
  • Near-term exit plans
  • Properties with significant issues

Lornell Real Estate facilitates sale-leaseback transactions for Central Massachusetts businesses. Contact us to explore whether this strategy makes sense for your situation.


Sale-Leaseback is a transaction where a company sells its owned real estate and immediately leases it back from the buyer, converting illiquid assets into working capital while maintaining operational control as a tenant.

Sources: CBRE, CoStar Group, Cushman & Wakefield, IRS.

Limitations: Cap rates, pricing, and transaction volume cited reflect market-level averages at the time of publication and may not apply to individual properties. Property values depend on asset-specific factors including condition, tenant credit quality, lease terms, location, and financing structure. Tax rules (including 1031 exchange provisions, capital gains rates, and depreciation schedules) change with legislation. This article does not constitute investment, tax, or legal advice. Consult a qualified CPA, attorney, and commercial real estate broker before making transaction decisions.

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Frequently Asked Questions

How does a sale-leaseback transaction work?
The company sells real estate it owns and occupies to an investor, then leases it right back on a long-term deal, usually 10-20 years with 2-3% annual escalations. The seller becomes the tenant, keeps full operational control, and takes 100% of the property's equity as working capital. The buyer gets a creditworthy tenant in a fully occupied building. CBRE puts annual sale-leaseback volume above $30 billion.
Do sale-leasebacks generate a premium over fair market value?
Yes. Sale-leasebacks typically run 15-25% over fee-simple market value because the lease adds investment value on top of the bricks, according to CBRE. A 100,000 SF industrial building worth $8 million fee-simple could sell for $9.65 million in a sale-leaseback at a 7.25% cap rate on $700,000 of annual rent, a $1.65 million premium. Investment-grade tenants get buyer cap rates as low as 5.0-6.0% (REITs).
What is the tax advantage of a sale-leaseback over owning real estate?
As a tenant, the full lease payment is a deductible operating expense. As an owner, you only deduct depreciation, generally 1/39th of the building's value a year under IRS rules. In a lot of scenarios that makes the after-tax cost of occupying the space lower than owning it. And the capital you pull out of the sale can go back into the business, which often returns 20%+ against the 6-8% it was earning sitting in real estate.
What cap rates do sale-leaseback buyers require?
Buyer cap rates run 5.0-7.5% depending on tenant credit and lease term, according to CoStar Group. REITs chasing investment-grade tenants on 15+ year leases price at 5.0-6.0%; net lease funds at 5.5-7.0%; private equity at 6.0-7.5%. The seller/tenant's credit is the number one pricing variable. Strong credit gets you the best valuations.

About the author

Lornell Research Team

Commercial Real Estate Analysts

The Lornell Research Team is the market analysis desk of Lornell Real Estate in Worcester, drawing on principal Todd Lornell's 36 years in commercial real estate. The team provides data-driven investment insights across industrial, retail, office, and multifamily sectors in Central Massachusetts.

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