Attorneys
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Represented the developers of a
major California hotel in negotiation and documentation of all aspects of site
acquisition, acquisition financing, land use permitting, rezoning, citywide
referendum to allow demolition and reconstruction of an historic structure,
construction and permanent financing ($86,250,000.00), construction contracts,
reciprocal easements, post-development hotel management contracts and leasing.
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Represented the holder of a subordinated
junior deed of trust ($2,000,000.00) in negotiation and documentation of the
acquisition, through non-judicial foreclosure, of a commercial property, with
the contemporaneous negotiation and documentation of a sale of the property
($4,000,000.00) with a discounted payoff of the senior financing.
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Represented the developer of a
residential subdivision in negotiation and documentation of the acquisition
of property from bank/owner by foreclosure ($18,000,000.00) including acquisition
and construction financing; processed development through city planning department
regarding Planned Unit Development Zoning; processed revised final map to meet
Subdivision Map Act requirements; drafted reciprocal easement agreements between
thirteen individual parcels and for entry gates to a gated community; negotiated
and drafted take out financing, construction contracts and listing agreements;
developed standard contract of sale for separate parcels; developed standard
escrow instructions and worked with escrow company to handle each escrow closing
for thirteen separate parcels.
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Represented seller in the negotiation
and drafting of an agreement for purchase and sale of real estate and escrow
instructions for sale of industrial property ($4,300,000.00); created reciprocal
easements and agreements for roadway ingress and egress, maintenance, repair
and parking rights regarding adjacent industrial property retained by seller.
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Represented developer in the acquisition
of abandoned former bakery property ($16,000,000.00); processed demolition permits;
performed environmental due diligence; and provided counseling regarding conversion
of project into a retail project.
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Represented owners of commercial/manufacturing
property in the successful opposition to rezoning property for residential purposes,
and related sale of property under a City's threat of condemnation to commercial
developers; represented same owners in the subsequent acquisition of an office/commercial
property as replacement property for an involuntary conversion under Internal
Revenue Code Section 1033, including purchase and sale, environmental and economic
due diligence and lease review; negotiated and drafted estoppel certificates
and related documentation for closing of escrow.
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Represented owners of a twenty-five
percent (25%) interest in a $130,000,000 parcel of undeveloped land on the Big
Island of Hawaii in a series of simultaneous 1031 tax deferred exchanges of
their interest for approximately 15 separate agricultural, commercial and residential
properties in California and Nevada. The obligation to acquire the replacement
property was secured by a letter of credit issued by a Japanese Bank with a
U.S. bank acting as a correspondent bank. Certain of the replacement properties
were acquired on a build-to-suit basis.
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Represented a Southern California
based shopping center developer in the acquisition, finance, construction and
leasing of a retail shopping center. The project involved negotiation and drafting
of disposition and development agreements and owner participation agreements
with redevelopment agencies. Our representation included negotiation and drafting
of construction contracts, construction financing, permanent financing, leases
with anchor tenants, creation of standard leases for in-line tenants and related
land use permitting and mapping requirements.
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Represented the owner of a 1000
acre plus Southern California real estate development in all facets of project
development including infrastructure development, subdivision map approval and
lot line adjustment for exchange of property between adjacent owners. Our representation
included tax planning for ultimate disposition of the property. The property
has an estimated value of $40,000,000.
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Represented a partnership/ground
lessee in connection with the sale of their interest to a Mexican super market
chain for the development of a Mexican super market. The transaction involved
negotiating to terminate the existing sub-tenancies with a large retail anchor
tenant, a gas station and other ancillary tenancies. The transaction involved
approximately $5,000,000 in consideration.
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Represented developers in all aspects
of a comprehensive multi-year development in the area immediately surrounding
the Mammoth Lakes Airport, including both infrastructure and development of
commercial and private hangars, commercial shopping centers, recreational vehicle
condominium projects, and residential and commercial facilities. Organized
the entities necessary to implement the developments, advised our clients and
prepared documents with respect to both private placement and commercial financing
transactions, implementation of development agreements and similar activities. Organized a separate water company and an appropriate utility district in connection with the development.
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Organized a California limited
liability company which we then assisted in acquiring title to fee ownership
and previously merged ground lease interests in a major condominium development
located in Indian Wells, California. Drafted and negotiated the appropriate
documentation for the acquisition of fee and master lease interests which resulted
in the ownership by our clients, subject to subleases, of over 150 units which
are now operated by our client. Our representation included negotiating with
numerous lien holders to acquire and/or reduce the amount of the obligations
secured by the property.
Represented owners of large Southern
California dairy farming operation in sale of two large parcels (several hundred
acres each) of agricultural land to separate buyers for consideration of approximately
$25,000,000. Our representation included drafting and negotiating sale contracts,
escrow instructions, covenants, conditions, restrictions and easements affecting
the two parcels sold and retained property, leases, subleases and seller financing
documents.
- Advised client on capital gain
and 1031 tax deferred exchange issues with respect to structure of transaction
with options and multiple take downs of real property sold to a developer
($85,000,000.00).
- Represented the wholly owned
subsidiary of an out-of-state, publicly owned energy company as the purchaser
of a 29 acre industrial property including negotiation and documentation of
site acquisition; environmental due diligence and permitting; governmental
planning and permitting; Air Quality Management District approvals and permits;
community action committees to support the project development; post-acquisition
negotiation and documentation of architectural and construction contracts;
negotiation and documentation of ground lease of adjacent 27 acre parcel with
associated due diligence and permitting ($20,000,000.00+).
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