Our affordable housing team represents developers, tax credit investors, and lenders in multifamily housing transactions across the country. We understand how our clients utilize tax credit programs to achieve their social and financial objectives.

Developers

From initial conception of the project through stabilization, our team routinely advises our developer clients on structuring issues, assists with the preparation of tax credit and other financing applications, and helps obtain zoning changes and/or other land use approvals. We have significant experience negotiating site control documents with ground lessors and sellers, equity documents with tax credit investors, and financing documents with lenders and governmental authorities. We also have substantial experience negotiating payment in lieu of taxes (PILOT) agreements with local taxing authorities and structuring transactions to obtain property tax exemptions in accordance with statutory requirements.

Tax Credit Investors

From negotiating term sheets with developers through Year 15 issues, we help our tax credit investor clients navigate the complexities of the Internal Revenue Code while creating simple solutions to tough problems that make projects work. In particular, our team has significant experience reviewing due diligence materials, drafting and negotiating partnership agreements with developers, and preparing tax opinions. We also routinely represent both direct investors and syndicators, and through these transactions, we’ve gained substantial and valuable experience in creating funds and working with fund investors.

Lenders

From the drafting and negotiating of the loan commitment and loan documents through closing, our team advises lender clients regarding the rights, remedies and market practices arising from the origination and servicing of loans in the affordable housing space. We have significant and direct experience with a wide range of structures, including conduit financings, direct loans, construction to permanent loans, and both hard and soft payment obligations.

Our market rate housing team works closely with developers, investors, borrowers, lenders, joint venture partners, and other key stakeholders on market rate housing transactions across the country, including financing for traditional projects, mixed-use projects, and student housing projects. We understand the challenges that our clients face in a rapidly changing and extremely competitive market, and we work hard to enable our clients to accomplish their objectives in a timely, efficient, and cost-effective manner.

Development Experience

From the initial purchase through the development, stabilization, refinancing and ultimate disposition of a multifamily asset, our market rate housing team routinely advises and assists clients on complex legal issues. We have significant experience negotiating, preparing, and reviewing purchase and sale agreements, project infrastructure agreements, conveyance documents, construction financing documents, mezzanine financing structures, equity offerings, joint venture documents, operating agreements and other related formation documents, as well as declarations and restrictive covenants, easements, short- and long-term leases, tax incentive agreements, and construction management agreements. We also assist with completing due diligence reviews and development plans.

Project Financing Experience

Multifamily projects often entail complex financing structures. Because our firm is involved at all levels of the capital stack, we have significant experience with a wide range of financing structures and the current market trends impacting the industry. Our team advises our developer clients on all facets of acquisition loans, construction loans, mezzanine loans, tax incentive grants and loans, and interest rate swap transactions. These loans are oftentimes utilizing agency lender platforms, but also include CMBS, CLO, debt fund, private capital, and more traditional balance sheet loan programs.

On the equity side, we have extensive expertise in negotiating and documenting equity arrangements, ranging from friends and family investors to large institutional investors, and can reliably guide our clients through the syndication process (including Rule 506(b) and 506(c) offerings). Also, having represented scores of lenders on complex project financings, we bring a unique lender-side perspective that many developer firms lack. Our lending experience enables us to advise clients at an early stage of development on whether a particular deal structure will be financeable and what common pitfalls to structure around at different stages of a deal.

Our senior housing team works closely with developers, investors, lenders, underwriters, issuers, operators, and other key stakeholders in the senior housing industry to close both routine and highly specialized deals across the country. These deals typically include a combination of complex financing structures, including, but not limited to, low-income housing tax credits and IRC Section 142(d) bonds for qualified residential rental projects, tax-exempt bond loans, IRC Section 145 qualified 501(c)(3) bonds, tax increment financing, traditional bank financing, agency debt, HUD-insured debt, Medicaid reimbursement for certain home and community-based services, and/or federal, state, or local loan and grant programs. Our team has represented parties in connection with senior housing transactions totaling billions of dollars in sources.

We have a passion for the creation and preservation of senior housing in alternative settings for individuals 55 and older that may include services for those in need of assistance with the activities of daily living or medical care in a variety of settings. Home and community-based settings include independent senior apartments, assisted living facilities, and memory care facilities. Institutional settings include rehabilitation, skilled nursing, and hospice facilities.

Our team’s deep expertise in tax, real estate, commercial finance, and health care allows us to provide clear and practical advice on complex issues spanning multiple areas of the law. We regularly represent developers and serves as bond counsel, underwriter’s counsel, disclosure counsel, borrower/corporate counsel, developer’s counsel, lender’s counsel, placement agent counsel and purchaser’s counsel in public and private bond financings.

From conception of the project through stabilization, we routinely advise clients on structuring issues and assist with the preparation of tax credit and other financing applications. Additionally, our team has significant experience negotiating site control documents with ground lessors and sellers, equity documents with tax credit investors, and financing documents with lenders and governmental authorities. Our team also has substantial experience negotiating payments in lieu of taxes (PILOT) agreements with local taxing authorities and structuring transactions to obtain property tax exemptions in accordance with statutory requirements.

We also regularly work with master indenture and obligated group structures for multi-facility organizations. Our team also regularly assists clients in complying with tax and securities regulations related to the use of bond-financed assets and financial covenants in traditional debt products.

We strive to maintain a deep knowledge of the senior housing industry generally and our clients’ operations specifically to address current needs and to anticipate future needs. Our clients value our attention to detail in documenting the transaction, our innovative approach to completing financing transactions and our commitment to getting the transaction closed.