Real Estate Finance



We represent major institutional lenders, borrowers, investment banking firms, commercial banks, public and private REITs, and insurance companies in connection with the negotiation, documentation, and closing of mortgage loans, equity investments, mezzanine debt, and other debt arrangements (including B Notes and participation interests), and counsel clients regarding all issues arising during the term of the loan or investment, including modifications, amendments, and workouts, and through any necessary enforcement proceedings, including mortgage foreclosure, UCC Article 9 foreclosure, actions against guarantors, and representation during a borrower's bankruptcy. We advise clients in large, multi-jurisdictional portfolio financings of hotels and resorts, residential multi-family housing, construction financing, senior living/health care facilities, and retail and office properties. We also counsel both landlords and tenants in connection with sale-leasebacks and other lease-based financing arrangements.

In addition, we work with our Workouts & Restructurings Practice Group to assist lenders and investors in purchasing loan portfolios for purposes of restructure and ultimate resale.

Representative Matters

Among our many notable engagements, we have represented:

  • a lender in an $89 million first mortgage loan, the proceeds of which were used to payoff an existing bridge loan and to provide funds for significant tenant improvements for an internationally known shared-office provider.  The loan was secured by a first mortgage lien against the 85,000 sf building located in the Union Square section of Manhattan.  As part of our due diligence, we also reviewed and negotiated multiple aspects of the incoming tenant’s lease with the landlord, as well as drafted the necessary subordination, non-disturbance and attornment document. 
  • a prominent national bank, serving as lender and agent, in connection with syndicated credit facilities aggregating $61.5 million to a major regional real estate developer, for the construction of a 13-story, 240 unit luxury condominium building containing ground floor retail located in Jersey City, NJ;
  • a construction lender in connection with a $158 million loan to two SPEs to finance the construction of two buildings in Los Angeles, CA.
  • a construction lender in negotiations with the sponsor, the borrower and The Port Authority of New York and New Jersey for a 30-year ground-sub lease at John F. Kennedy International Airport for a 178,000 square foot animal handling facility - the facility will be the only privately-owned airport facility of its kind;
  • a construction lender in the first phase of a multi-use project encompassing a full block in Philadelphia, PA, including ground leasehold construction mortgage documents and the possible conversion to future commercial leasehold condominium;
  • an institutional lender in connection with a CMBS loan to SPE entities and secured by a portfolio of six commercial properties in Little Havana, Miami, FL, ranging in uses from office space to restaurants to national retailers;
  • a construction lender in its capacity as a co-lender and construction agent for a credit facility in connection with a bond issuance by the New York State Housing Finance Agency in the aggregate maximum amount of $484 million to SPE entities, the proceeds of which, together with borrower's equity, will be used to construct, develop and operate an 80/20 project consisting of a 61-story building housing over 800 residential rental market rate and affordable rate units, commercial retail space and a parking garage located on West 31st Street in Manhattan;
  • an institutional lender in a joint venture in connection with the acquisition of a regional shopping center in Santa Fe, NM, and a $36 million loan made by the lender to the joint venture entity to be used for the acquisition and remodeling of a mall;
  • a construction lender in its capacity as a co-lender and construction agent for a credit facility in connection with a bond issuance by the New York State Housing Finance Agency in the aggregate maximum amount of $545 million to an SPE, the proceeds of which, together with borrower's equity, will be used to construct, develop and operate an 80/20 project consisting of a 60-story building housing over 1100 residential rental market rate and affordable rate units, commercial retail space and a parking garage located on West 42nd Street in Manhattan;
  • a Wall Street investment bank in mortgage and mezzanine financing for the acquisition, renovation and condominium conversion of the two largest multifamily rental complexes in Greenwich, Connecticut, followed by the negotiation of a "Master Lease" for the borrower's Sharia-law-compliant equity investor with related loan modifications (including to permit the mezzanine lender to terminate such "Master Lease" upon a mezzanine loan default);
  • a Wall Street investment bank in the conversion of its mortgage and mezzanine pre-development loans to a New York City developer (for a new luxury condominium project in SoHo) into a mezzanine-only construction loan behind a new construction mortgage loan from a European institutional lender, with advances required to be made from the construction mortgage loan to pay down the mezzanine loan as certain milestones were achieved, and with changes to ambiguous language in the "standard" Intercreditor Agreement that protected our client from later court cases construing such language adversely to mezzanine lenders;
  • a European investment group in the acquisition and modification of a mezzanine loan to the indirect owner of unsold luxury condominium apartments (with hotel services) in Philadelphia, and with changes to the same language in the "standard" Intercreditor Agreement that expressly reverse the impact of such court cases;
  • two mezzanine lenders in the purchase of mezzanine debt subordinate to one of the largest healthcare loans securitized in the past several years, which included an accounts receivable Intercreditor arrangement and master lease structure originated to finance the acquisition of a nursing home operator and secured by 271 skilled nursing facilities located across the country;
  • a Wall Street investment bank in providing construction and participating mezzanine loan financing in connection with the acquisition, development and construction of a condominium resort hotel, spa and residential condominium complex in South Florida, to be managed by a world renowned spa operator;
  • a mezzanine lender in providing acquisition and predevelopment financing for a multi-block land assemblage in the District of Columbia for a planned redevelopment of existing industrial property into 2 million square feet of office, residential and retail space;
  • an owner of a luxury residential rental tower in Manhattan, in connection with the sale of the building financed with bonds issued by a governmental agency, as well as mezzanine debt;
  • an investment bank in its equity investment and origination of mezzanine construction financing of a residential condominium development project located in a landmark district of San Francisco;
  • a Wall Street investment bank in several joint venture and mezzanine loan financing transactions in connection with the acquisition, development, and construction of a five-star resort hotel and residential condominium in Telluride, Colorado;
  • the private equity arm of an investment bank in a platform joint venture with a commercial bank and an owner-operator to originate mezzanine loans and equity investments in real estate transactions;
  • the lender in connection with 4 mortgage loans totaling over $45MM to subsidiaries of a prominent private equity fund, the proceeds of which were used to refinance four multi-family housing projects in the Southwest U.S;
  • a prominent national bank, serving as lender and agent, in connection with a $120,000,000 syndicated credit facility to a joint venture consisting of subsidiaries of a publicly-traded national homebuilder and a publicly-traded worldwide provider of professional, technical, and management support services for commercial and government clients, for the construction of a 417-unit, 38-story apartment building containing ground floor retail located in Jersey City, New Jersey;
  • a prominent national bank, in connection with an $80,000,000 credit facility to a joint venture consisting of two major regional real estate developers for the refinance of a 267,000 square foot retail complex in Washington, DC, leased to 20+ national and regional tenants;
  • a national financing provider as purchaser of $36 million of tax-exempt bonds, with proceeds being used by a not-for-profit entity to construct a 188-bed assisted living and memory care facility, a recreation facility for residents, and a guest house for visitors;
  • a nationally-recognized bank in their multi-faceted financing role for Teachers Village (Newark, NJ), a complex, qualified school construction bonds and new markets tax credit transaction, including representing the bank as bond purchaser, bridge lender, escrow agent and administrative agent;
  • an investment bank in a joint venture for the acquisition and financing of a commercial real estate portfolio, consisting of 3.2 million square feet of office and warehouse space and 49 acres of undeveloped land located in South Florida, for a purchase price of approximately $300 million;
  • a Fortune 500 company in preparing and negotiating sale and leaseback documentation with the Empire State Development Corporation, thereby enabling our client to build a new world corporate headquarters with real estate and sales tax savings;
  • a major real estate developer in New Jersey's first use of tax increment financing for a $90 million conversion of a vacant Newark, New Jersey office tower into luxury housing; the project represents the first market-rate rental housing in Newark in several decades;
  • a prominent real estate developer in the negotiations and closing of a $50 million first mortgage loan on a premier office building in the Murray Hill-Kips Bay neighborhood of Manhattan;
  • a publicly traded REIT in its purchase of a participation interest in a $2.85 billion secured credit facility extended to one of the largest mall operators in the country;
  • a Wall Street investment bank in a mortgage loan for the acquisition of a large telecommunications facility located in Boca Raton, Florida;
  • a major (90%) equity investor in the redevelopment of ocean-front hotel property in Miami Beach, Florida, consisting of the conversion of an existing seven-story hotel into an 88-unit condominium hotel, inclusive of units to be made available for timeshare ownership interests, together with construction of a 164-unit luxury high-rise condominium;
  • an institutional lender in connection with $140 million of site work and construction financing for a multi-phase apartment and retail project located in Secaucus, New Jersey;
  • an institutional lender in connection with an $85 million syndicated term loan facility to a publicly-traded REIT, secured by four office buildings in the District of Columbia;
  • a large European bank in the refinancing of an existing $126 million mortgage loan on a Class A, architecturally noted office building on Pennsylvania Avenue in Washington, DC.
  • a prominent national bank, serving as lender and agent, in connection with a $100,000,000 syndicated credit facility to a joint venture consisting of two (2) major regional real estate developers for the construction of a 337,000 square foot office building in Newark, New Jersey to be leased by a global electronics company;
  • a prominent national bank, serving as lender and agent, in connection with a $141,700,000 syndicated credit facility to a joint venture consisting of two (2) national insurance companies and a major regional real estate developer for the construction of a 451-unit apartment project located in Fort Lee, New Jersey; and
  • a prominent national bank, serving as lender and agent, in connection with a $116,350,000 syndicated credit facility to a joint venture consisting of a national insurance company and a major regional real estate developer for the construction of a 507,000 square foot office building in Hoboken, New Jersey to be leased by a national educational products company.




REAL ESTATE FINANCE LAWYERS


Partners

MICHELE ARBEENY 
BRUCE F. BRONSTER 
F. ROBERT BRUSCO 
WAYNE S. COOK, JR. 
PATRICK M. DEYHLE 
TINA J. GAGLIANO 
MITCHELL A. GILBERT 
DAVID L. GLANZ 
HOWARD P. LAKIND 
JEANINE T. MARGIANO 
KEVIN T. MCNAMARA 
FRANCIS J. QUINN 
JAMES J. THOMAS 

Special Counsel

THOMAS A. BANAHAN 
DEBORAH H. BINDLER 
LEONARD A. LABARBIERA 
SANJAY MODY 
DANIEL POCCHIARI 
THOMAS P. ROHAN 

Counsel

ERIC W. BRUENNER 

Associates

MICHAEL A. BRENNA 
VICTORIA C. DONOHUE 
PAUL J. GRECO, JR. 
WENDY H. LEE 
TAILA L. MARTIN 
STERGIOS MILONA, JR. 
ALAN W. STAUBER 
JOSHUA M. WEISS