joint ventures - public and private: matters
Real Estate Developer - 1.5 Million Square-Foot Mixed-Use Project
Representation of an institutional real estate developer and owner in connection with the development of more than 1.5 million square feet of multifamily and commercial property on the west side of Manhattan; including negotiations with various government entities regarding the transfer of a significant amount of air rights to allow for the development.
Woolworth Building Owners - Condominium Conversion and Sale
Represented the owners of the iconic Woolworth Building – a joint venture between Cammeby's International and The Witkoff Group – in the conversion of the building's top 30 floors to a condominium unit, and the $68 million sale of the unit to Alchemy Properties.
Toll Brothers - Joint Venture Development of Brooklyn Bridge Park
We are representing Toll Brothers City Living, the urban development division of Toll Brothers, Inc. (NYSE: TOL), in its joint venture with Starwood Capital Group to develop a 550,000-square-foot luxury hotel and residential complex at Brooklyn Bridge Park. The new mixed-use community is slated to feature a 200-room "1 Hotel" as well as 159 waterfront residences. Ground-breaking for the project is anticipated to begin in the spring of 2013.
Anglo Irish Bank - Hotel Loan Modification
Representation of Anglo Irish Bank in connection with the modification of a leasehold mortgage on the Renaissance Chicago O'Hare Suites Hotel, a 362-room hotel owned by a joint venture between Tishman Hotel and the Commingled Pension Fund Trust (Special Situation Property) of JPMorgan Chase.
Kushner Companies – 666 Fifth Avenue Condominium Conversion
We represented an affiliate of the Kushner Companies in the conversion of 666 Fifth Avenue to two condominium units – one mixed office/retail, and one retail. The conversion was the first step in a larger transaction involving the contribution of the $525 million retail condo unit to a joint venture between Kushner Companies, the Carlyle Group and Crown Acquisitions. We helped negotiate the condominium declaration and bylaws between the joint venture partners, and between them and the existing lender, the mortgage loan's main servicer, and new lenders providing financing for the retail unit.
Yankees Stadium - Hard Rock Café Deal
Representation of the New York Yankees and its affiliates in two separate joint ventures with the Hard Rock Café. The Hard Rock Café and a newly branded "NY Steak" prime steakhouse restaurant will open in an area adjacent to right field at the new Yankee Stadium.
Samsung Corporation - Real Estate Development
Representation of Samsung Corporation of Korea, in connection with a mixed-use real estate development in the New York region. We worked closely with Samsung’s executive and due diligence team in negotiating the purchase and key documents, completing the due diligence and locating a local developer partner in the U.S.
Real Estate Developer - $200 Million Condo Conversion JV
Representation of developer in a joint venture with an asset management company and a financial services firm in a condominium conversion and a $200 million offering of an occupied 117-unit rental building on Manhattan’s Upper West Side.
Westbrook Partners, The Witkoff Group and Stellar Management - 405 Park Avenue
Representation of Westbrook Partners, The Witkoff Group and Stellar Management in the $205 million acquisition of 405 Park Avenue in Manhattan, and partnership interests in two Maryland Limited Partnerships that control an office building in Baltimore. We fired through the legal review and diligence of over 100 leases and prepared 30 lease abstracts in 24 hours, and completed the total legal diligence in just three days.
Real Estate Joint Venture - $65 Million Long Island Acquisition
Representation of a joint venture between two major real estate companies in its $65 million acquisition and financing of a Long Island, New York office building. We structured the transaction as a purchase by tenants-in-common in order to take advantage of tenancy-in-common 1031 tax rules.
Marathon Quik Park - Joint Venture
Representation of Marathon Quik Park, one of New York's leading parking operators, in connection with a joint venture with a major rental apartment developer for the construction of a mixed-use garage and residential development in New York's garment district.
Joint Venture Principal - Resort Condo Acquisition
Representation of one principal of a joint venture in connection with the venture’s acquisition from another of its principals of a resort condominium in Deer Valley, Utah. In connection with the acquisition and future development of the resort, the joint venture also obtained up to $212 million in construction financing.
Developer - Complicated Loan Acquisition
Representation of a major New York developer in its acquisition of a senior mezzanine loan and a junior mezzanine loan secured by pledges of the direct and indirect equity interests in the owner of a Manhattan commercial building. The transaction also involved negotiating an intercreditor agreement with the existing mortgage lender, amending the existing mortgage loan and mezzanine loans, and negotiating a related joint venture agreement.
Hersha Hospitality Trust - Holiday Inn Express
Representation of Hersha Hospitality Trust in connection with a ground lease and mezzanine financing for a Holiday Inn Express to be located on West 29th Street in Manhattan, and operated in a joint venture with hotel developer, Sam Chang.
Orange Management - Sale/Joint Venture
Representation of Orange Management in the sale of 22 Renwick Street to a new entity in which our client retained an interest, and in connection with the negotiation of the joint venture agreement for the acquiring entity. We had previously represented Orange in the acquisition and financing of this property in 2005 and in the acquisition of development rights for this property.
Euristates - Boston Development Joint Venture
Representation of Euristates, Inc. in connection with its joint venture with a Boston developer for construction of a residential condominium complex. We also represented the joint venture in connection with construction financing for the project.
The Dermot Company - Mixed Use Conversion
Representation of The Dermot Company Inc. and its joint venture partners in connection with the construction management agreement for the conversion and renovation of a 413,000 square-foot property from commercial/office to mixed-use commercial, residential and retail.
Nathan Berman/Downtown Holdings - Complicated $143.8 Million Liberty Bond Transaction
Representation of the joint venture between Nathan Berman and Downtown Holdings LLC in refinancing the $143.8 million in tax and tax-free liberty bonds with new liberty bonds issued by HDC. Helaba also replaced HSBC as the project’s senior credit facility provider. We also represented the joint venture in a mezzanine loan by Bank of America, TriSail Capital Corporation and Residential Mezzanine Fund, LLC, which was refinanced a few months later with a mezzanine loan by an affiliate of Archstone.
Real Estate Joint Venture - $315 Million Long Island Portfolio Acquisition
Representation of a joint venture between two major real estate companies in its $315 million acquisition and financing of a 43-property portfolio of office and commercial buildings in Long Island, New York. We structured the transaction as a purchase by tenants-in-common in order to take advantage of tenancy-in-common 1031 tax rules.
1998 - 2005
Community Preservation Corporation - Parkchester Condominium
Representation of a joint venture between affiliates of The Community Preservation Corporation, Morton Olshan of Mall Properties Inc., and Jeremiah O'Connor of The O'Connor Group, in the complete renovation and rehabilitation of the 12,271 unit/171 building Parkchester condominium in the Bronx, New York, including the acquisition and financing of 6,361 unsold residential condominium units, 500,000 square feet of retail and commercial space, and five parking garages. Our work included government relations, land use, real estate and tax advice. The project required the cooperation of our clients, utility companies, state and city politicians, religious leaders and local residents, and included the passage of special legislation.
Nathan Berman/Downtown Holdings LLC - 67 Wall Street
Representation of a joint venture between Nathan Berman and Downtown Holdings LLC in its purchase of 67 Wall Street and a $50 million loan from Corus Bank. We also represented the joint venture in obtaining historic tax credits allocable to 67 Wall Street by entering into a Historic Tax Credit Pass Through Agreement with Chevron TCI Inc. and, among other things, a related master lease and a master sublease.
Nathan Berman/Downtown Holdings - 20 Exchange Place
Representation of a joint venture between Nathan Berman and Downtown Holdings LLC in its purchase of 20 Exchange Place and a $90 million senior loan from Column Financial, a $25 million senior mezzanine loan from SLG 20 Exchange Funding LLC and a $20 million junior mezzanine loan from The Prudential Insurance Company of America.
Nathan Berman/International Investor - 63 Wall Street Acquisition
Representation of a joint venture between Nathan Berman and an international investor in its purchase of 63 Wall Street and a $70 million acquisition and construction loan from Corus Bank. We also represented the joint venture in obtaining historic tax credits allocable to 63 Wall Street by entering into a Historic Tax Credit Pass Through Agreement with Chevron TCI Inc. and, among other things, a related master lease and a master sublease.
Nathan Berman/International Investor - $143.8 Million Liberty Bond Acquisition
Representation of a joint venture between Nathan Berman and an international investor in acquiring $143,800,000 of tax and tax-free liberty bonds issued by the New York City Housing Development Corporation. In connection with the purchase of the liberty bonds, HDC provided a mortgage loan and construction financing, which was assigned as a senior credit facility to HSBC.
Japanese Company - Mortgage Restructuring and Real Estate Acquisitions in Asia
Representation of a Japanese company in negotiations held in Tokyo with UFJ Bank to restructure $30 million in mortgage debt encumbering property in Tokyo. We then represented a Japanese joint venture involving the company in its purchase and mixed-use development of a property in the Kakinokizaka district of Tokyo and in the purchase of property on Yao Yai Island near Phuket, Thailand.