Kleinberg Kaplan’s Real Estate Practice is sophisticated and national in scope. We represent national and local developers, owners, lenders, joint ventures and tenants in capital raising, development, acquisition, financing, joint ventures and leasing of large-scale commercial, office, retail, industrial and mixed-use projects. We also provide guidance on related environmental, insurance, corporate and bankruptcy issues.

Matters in which we have experience include:


Development:

• Advising developers on various public and private bids
• Structuring equity and debt investments
• Preparing development agreements, reciprocal easement agreements, and property management agreements
• Drafting, reviewing and negotiating ground leases, architectural agreements and construction contracts

Finance:

• Loan applications and loan commitments
• Acquisition financing
• Construction, bridge, mezzanine and permanent loan financing (including securitized financing)
• Loan workouts
• Direct and participating mortgage loans
• Ground and master lease financing
• Inventory-based and receivables-based financing
• Inter-creditor agreements
• Subordinated debt
• Corporate level financing partially secured by real estate collateral
• Deeds in-lieu
• Consensual foreclosures
• Sale-leaseback transactions
• Loan sales and purchases
• Legal opinions

Leasing:

• Representing landlords in office, medical office, retail and warehouse leases
• Representing landlords and tenants in triple net-leased co-location facilities
• Representing tenants, including hedge funds and national retailers, in office, health clubs, art gallery, restaurant, retail, bank, telecommunications (dark fiber) and shopping center leases
• Formulating leasing programs for various office developments in Manhattan
• Reviewing and negotiating brokerage agreements

Distressed Asset and Debt Acquisition:

• Representing purchasers of distressed real estate assets and mortgage loans
• Forming real estate funds for distressed assets and advising on tax and corporate structuring
• Providing strategic advice and diligence for acquisitions
• Coordinating nationwide foreclosure actions and acquisitions in-lieu-of foreclosures
  

• Performing pre-transaction diligence of property-related documents
• Forming limited liability companies, partnerships and corporations
• Advising with respect to sales and acquisitions of fee and leasehold interests (for office buildings, medical office buildings, shopping centers, warehouses and multi-use properties)
• Representing clients in tax-deferred exchanges
• Advising clients with respect to acquisitions and sales of development/air rights

Joint Ventures and Funds:

• Representing both economic and operating partners in JV formations and disputes
• Advising private equity funds on their formation and operation, including preparing placement memoranda, equity operating agreements, subscription agreements and investor questionnaires for blind pools and select property pools
• Representing investors in real estate investment funds
• Preparing partnership, shareholder and operating agreements

Investment Analysis:

• Analyzing prospective real estate investments (both directly and through various types of participatory interests) for hedge funds, private equity funds and other investors

Litigation:
Representing clients in disputes concerning:

• Title and development rights
• Intra-owner and fiduciary duty issues
• Claims of constructive trust
• Adverse possession
• Leases
• Condominium and cooperative board litigation with members and tenants
• Construction arbitration and litigation
• Loan defaults