Entity Structure and Formation
Our lawyers have significant experience counseling clients in the selection and formation of business entities and organizations (such as corporations, partnerships, and limited liability companies) that are used in connection with real estate transactions. We represent clients in a wide variety of joint venture scenarios including, developer/equity structures, mezzanine financing, and multi-party joint venture developments involving traditional secured financing. Our expertise includes drafting and counseling clients in connection with sophisticated joint venture agreement (operating or partnership agreement). We also have extensive experience in analyzing and structuring workouts for troubled project joint ventures including the implementation of buy/sell and other remedies.
Representative Transactions include:
- Representing a commercial developer in connection with multiple mezzanine financing transactions with a national equity lender.
- Negotiating and drafting an operating agreement between a public homebuilder and its equity partners to provide for the acquisition and development of a large in-fill community.
- Representing a national homebuilder in connection with the formation of a joint venture for the acquisition of a multi-thousand acre master planned community. The venture involved two prominent homebuilders and one equity investor.
- Representing public homebuilders in connection with the formation of limited liability companies for the acquisition and development of raw land. Typically, ventures have involved two or more prominent homebuilders acquiring large tracts of land and obtaining third party financing to create and distribute and/or sell finished lots.
- Assisting a large institutional investor to analyze a long term relationship with a troubled developer involving dozens of separate project entities in multiple states and hundreds of millions of dollars of investment. We ultimately developed a comprehensive strategy allowing the client to successfully exit the relationship and avoid existing guarantees and millions of dollars in other potential liabilities.