What Is a Sale-Leaseback Transaction in Real Estate?

A sale-leaseback transaction can be a strategic financial move for businesses looking to unlock the value of their real estate assets. By selling a property and leasing it back, companies can access immediate capital while continuing to operate in their current locations. 

But what is a sale-leaseback, and how can it benefit your business? We’ll explore how these transactions work, their advantages and disadvantages, and help you determine whether a sale-leaseback makes sense for your unique situation.

What is a sale-leaseback in real estate?

A sale-leaseback is a financial strategy in real estate in which a property owner sells their asset but continues to occupy it by leasing it back from the new owner. This approach allows the original owner to access the equity tied up in the property as liquid capital while retaining the use of the space. 

It’s a practical solution for those who need funds but don’t want to relocate or disrupt their daily operations. For the buyer, this transaction guarantees a tenant and a consistent income stream from the property.

While common with commercial real estate, sale-leasebacks also occur in the residential sector. For example, an individual or family might choose this option to free up financial resources without moving out of their homes. It’s an attractive alternative to more traditional financing methods such as loans or downsizing, particularly for those looking to manage their finances without altering their living situation.

In these agreements, the lease terms—such as the duration, rent, and maintenance responsibilities—are key elements negotiated during the sale. Both parties must consider these terms to ensure the deal aligns with their financial and operational objectives. 

Our expert discusses the suitability of sale-leasebacks for certain industries and property types

Erin Kinkade

CFP®

The most common type of sale-leaseback is real estate within industries such as retail space, manufacturing facilities, and corporate headquarters. But other types of sale-leasebacks are expensive equipment and land—e.g., gold miners for the land and equipment. Other industries are healthcare and hospitality. Residential real estate can be done, but the original owner needs to be wary of scams and, ideally, find a real estate agent or other professional with expertise in this space to guide them.

How does a sale-leaseback transaction work? 

In a sale-leaseback transaction in real estate, the owner sells the property to a buyer with a provision allowing the seller to lease the property back once the sale is finalized. This arrangement enables the seller to free up capital while continuing to use the property.

After the sale, the buyer becomes the property owner, and the seller becomes the lessee. The lease terms you agree upon can vary depending on the wants and needs of each party involved in the transaction. 

For instance, the buyer might allow the seller to lease the property before moving to another location or offer the seller a long-term lease. Defining your goals before entering the transaction will help you design it to best suit your needs. 

When entering into a sale-leaseback transaction, here’s what to expect:

• Negotiation of lease terms: You will need to negotiate the duration of the lease, rental rates, and any renewal options. Ensure the terms are mutually beneficial and align with your short-term or long-term goals.
• Financial implications: While the transaction can provide immediate cash flow, you will also have a lease obligation for the agreed period. Assess how the lease payments will affect your overall financial situation.
• Tax considerations: Sale-leaseback transactions can have significant tax implications. Visiting with a tax advisor before proceeding can help you recognize the potential tax benefits and liabilities.
• Maintenance responsibilities: Define who will be responsible for maintenance and repairs during the lease term. Outline these responsibilities in the lease agreement to avoid future disputes.
• Exit strategy: Consider what will happen at the end of the lease term. For instance, will you have an option to renew the lease or repurchase the property, or will you need to vacate? Understanding these terms upfront is crucial for short-term and long-term planning.

Taking time to evaluate these factors will allow you to enter into the transaction with a clear understanding of how it will help you achieve your goals.

Pros and cons of a sale-leaseback in real estate 

Before entering into a sale-leaseback transaction, it’s essential to consider the advantages and disadvantages. Taking time to do so will help you avoid entering into a transaction you might regret. 

Pros

• Provides quick access to capital

  One of the main advantages is the immediate influx of cash from the sale. This can be useful for businesses needing funds to grow, pay down debt, or for other purposes.

• Removes the burdens of ownership

  Selling the property transfers the responsibility for maintenance, repairs, and property management to the new owner. This can allow you to focus on your core business activities rather than property management.

• Allows you to avoid moving

  By leasing back the property, you can continue operating in the same location without the disruption and cost associated with moving to a new place. This can be crucial for businesses relying on a consistent operations location.

Cons

• Eliminates some tax advantages

  As a property owner, you might benefit from tax deductions. Selling the property means losing these tax advantages, which could affect your overall tax strategy.

• Removes the opportunity to benefit from real estate appreciation

  Once the property is sold, you no longer benefit from any future appreciation in its value. This could mean missing out on potential gains if the property’s value increases over time.

• Adds the potential you might need to move in the future

  Lease terms can change, and there’s always the risk that the new owner might decide not to renew the lease. This uncertainty could force you to move at an inconvenient time.

• Limits flexibility

  Entering into a long-term lease agreement can limit your flexibility to relocate or adapt to changing business needs. You might find yourself tied to a location that no longer suits your operational requirements.

Where do I complete a sale-leaseback transaction? 

To complete a sale-leaseback transaction, the first step is finding a buyer willing to purchase the property and lease it back to you. A solid place to start these discussions is with a commercial attorney or real estate agent.

These professionals are well-versed in property sales and lease transactions. They can provide valuable guidance and introduce you to potential buyers, such as investors seeking income-generating properties or lenders specializing in financing these transactions. 

Here are other places and professionals you might consider:

• Real estate investment trusts (REITs): A REIT is a type of company that owns a portfolio of real estate. These companies often look for properties to add to their portfolios and might be interested in a sale-leaseback arrangement, especially if the property aligns with their investment criteria.
• Private equity firms: These firms invest in various asset classes, including real estate. They might have the capital and interest to purchase your property and lease it back to you, seeing it as a stable investment with a reliable tenant.
• Corporate real estate advisors: Firms specializing in corporate real estate advisory services can help you structure and negotiate sale-leaseback transactions. They often have extensive networks and can identify suitable buyers and lease terms that meet your business objectives.
• Online marketplaces: Some sale-leaseback companies help connect property owners with potential buyers and investors. These marketplaces can be useful resources for finding interested parties for a sale-leaseback transaction.

You can seek out professionals and places for help with a sale-leaseback transaction. Working with a professional can equip you to find the right buyer for your property and complete the transaction. 

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Is sale-leaseback a good idea for you? 

Deciding whether a sale-leaseback is best requires asking yourself questions about your needs and circumstances. The answers to these questions can help you decide whether this type of transaction will work for you.

Here are some of the questions you should ask:

1. What are my financial goals? Do you need immediate capital to invest in growth opportunities, pay off debt, or improve cash flow? If yes, a sale-leaseback might be beneficial.
2. How long do I plan to stay in the property? If you need the property for the foreseeable future as part of your core business operations, ensure the lease terms align with your long-term plans. If your future needs are uncertain, reconsider.
3. What are the costs? Evaluate the lease payments versus the benefits of the upfront cash you’ll receive. Will the ongoing lease cost be sustainable for your business? Will you save money on property maintenance and repairs?
4. What are the tax implications? Consult a tax professional to understand the tax benefits and liabilities. Sometimes, the tax implications can be a significant factor.
5. What is the property’s future value potential? If the property value is likely to see significant appreciation, selling it now might mean losing out on future gains.

With the answers to questions like these, you’re ready to evaluate whether to proceed with the transaction or look for an alternative. Specific scenarios when you should consider or reconsider a sale-leaseback are:

Consider	Reconsider
✅ You need immediate cash flow to invest in your business, reduce debt, or fund growth.	❌ You expect the property value to appreciate significantly in the near future.
✅ Your business benefits more from the cash you’ll receive than owning the property.	❌ The lease payments may become a financial burden over time.
✅ The property is non-core to your business operations.	❌ Your business relies on the specific location, and you want full control.
✅ You have clear long-term plans to stay in the property.	❌ Your long-term plans for the property are uncertain.
✅ You want to reduce your property maintenance and repair costs.	❌ You benefit significantly from tax advantages associated with ownership.

Sale-leasebacks can be a powerful financial strategy, offering immediate capital and operational flexibility. However, they also come with long-term lease commitments and potential financial trade-offs. Make sure to evaluate the pros and cons based on your unique situation and future goals.