Your critical joint ventures and investment matters call for a trusted team of advisers who understand the big picture and the relevant minutiae. Clients turn to us to finance, build, and manage properties of all types that represent billions of dollars in asset value. They value our creative and efficient approach to problem solving. Our experience and knowledge enable us to consult on ideal and preferred terms. We also know how to get the deal done efficiently.
The lawyers at Alston & Bird handle all types of real-estate-related joint ventures and investments in real estate, from individual property ownership structures to program investments in a portfolio of assets, from asset-level investments to holding company and entity-level structures, from developer/investor investments to portfolio fund agreements among multiple investors, and including preferred equity investment structures, multi-tiered, tax-deferral-driven transfer structures, and staged funding “forward” development ventures. We handle strategic alliances between industry players at all levels and public/private ventures. Alston & Bird lawyers represent pension funds, developers, REITs, insurance companies, private investors, entrepreneurs, and service providers in these joint venture relationships.
We are well-versed in the opportunities and challenges that joint venture structures present. Our joint venture lawyers in the real estate finance and investment area and the fund formation area work closely with each other and with tax counsel in the areas of federal tax, state and local tax, and ERISA, as well as other lawyers in the firm to provide comprehensive service in real estate investment.
- Represented the developer in a joint venture relationship with a major life insurance company, a private equity fund and a retail developer for the development of three separate mixed-use projects in the Midtown area of Atlanta involving combinations of retail, office, hotel and residential components, including the 12th & Midtown project, a 2.5 million square-foot mixed-use development featuring a Class A office tower, a luxury hotel, residential condominiums and premium retail components.
- Negotiation of “mixing bowl” joint ventures involving hundreds of millions of dollars in real estate investment and development, in which our pension investor client and a development REIT created 50/50 joint ventures with two subsidiaries, one for income properties and one for new developments. The “property” subsidiary holds mature office, retail and medical projects, is controlled and managed by the pension investor, and the pension investor retains the majority share of income from its assets. The “development” subsidiary invests in new developments and turnaround opportunities, is managed by the REIT and the pension investor participates in a minority share of income and profit from its assets. This deal reflects a novel way to transact with REITs and similar holders of real estate, and permits the REIT to access capital without the dilutive effects of stock issuance.
- Representation of one of the country’s largest industrial developers, handling the formation of investment and development joint ventures with institutional investors for the acquisition and/or development of industrial real estate assets valued in excess of $1 billion.
- Created a master joint development program between two major industrial developers to pursue the acquisition and development of industrial warehouse properties in Foreign Trade Zones throughout the United States and its territories involving the creation of form venture, development, management, leasing and related agreements and establishing procedures for the pursuit of acquisition and development opportunities.
- Represented a multifamily developer in connection with a $600 million entity-level investment by an international private investment fund.
- Created tax-efficient investment partnerships as holding vehicles for the worldwide investments of one of the largest insurance companies in the world, including vehicles for U.S., Latin American, Western European, Eastern European, Japanese and Korean single-asset and fund investments. Such partnerships were also created to enable the key employees of each region to be compensated through the investment partnerships in the most tax efficient manner.
- Engaged by a private equity fund to structure a limited partnership arrangement with an operating partner to acquire a portfolio of six multifamily properties in Houston.
- Negotiated four programmatic joint ventures on behalf of an industrial client with a state pension plan. Two of the ventures involved the acquisition of identified core portfolios. One venture involved the acquisition of additional core properties. The last venture involved the acquisition and/or development of opportunistic and value-add properties.
- Engaged by a publicly traded REIT to negotiate a minority investment by a foreign pension plan in three separate development properties. The representation included the negotiation of development agreements for development projects of $140 million, $80 million and $70 million, and the creation of a structure involving the formation of private REITs to indirectly own the properties.
- Engaged by a private university to structure a development joint venture relationship with a publicly traded REIT to handle development of on campus mixed-use residential and retail improvements.
- Engaged by a publicly traded REIT to form a limited liability company involving a local development partner for development of 1,500 acres of land in Columbus, Ohio, for industrial warehouse purposes; the transaction involved a master development agreement with an airport authority to facilitate parcel takedowns under a participating master lease arrangement, and the master lease arrangement allocated development risk and facilitated the sharing of net cash-flow between the venture and the airport authority.
- Engaged by a private equity fund to structure a limited partnership arrangement involving our client as a 95 percent limited partner and a local developer as a five percent general partner for the acquisition of land and development of an office building in Washington, D.C.
- Represented a major hotel developer in a joint venture for, and development of, a luxury resort and marina in Puerto Rico.
- Structured a master development arrangement between a private development company and a publicly traded REIT hotel operator to facilitate the development of Hilton Garden Inns throughout the United States involving the formation of joint ventures to acquire land and develop hotel improvements, and providing for a hotel operator take-out option upon completion.
- Structured joint ventures for an international lodging company enabling it to monetize interests in luxury hotels valued in excess of $200 million in gateway cities on a tax-deferred basis.