Corporate & Business Transactions Commercial & Real Estate Finance

Real Estate Financing

We are experienced in structuring a variety of real estate financing methods, including:

• Senior debt financing
• Mezzanine financing
• Construction and permanent financing
• Acquisition and development financing
• Loan syndications and participations
• Loan portfolio acquisitions, sales, and financings
• Workouts and restructurings
• Specialized asset and equipment financings

Specialized Real Estate

We also have extensive experience in serving real estate clients in specialized areas such as:

• Convenience stores
• Golf course and resort owners/operators
• Hotel owners/operators
• Manufacturers
• Motor vehicle dealers
• Multifamily and affordable housing owners/developers/investors
• Office parks
• Restaurants
• Retail tenants
• Shopping centers
• Utilities
• Waterfront owners

• We represented one of the nation’s largest banks, in its role as agent and lender, in connection with a $156 million loan secured by two high-rise buildings in Atlanta, Georgia. Project financing included a $26 million mezzanine loan from an affiliate of our bank client. Because of the then-prevailing difficult real estate lending climate, and numerous fundamental disagreements that existed among various members of the lending group, the transaction posed many challenges. The creative response of our attorneys to those issues helped deliver a successful resolution for all parties.
• We represented a major national bank in a $40 million real estate-secured revolving credit loan, where advances were calculated on a borrowing-base formula. The borrower sought a revolving line of credit for the purpose of working capital, tenant improvements, leasing commissions, and general capital expenditures with respect to its national real estate portfolio. The loan was made to the borrower and secured by properties in Texas, California, and Massachusetts. Each of the subsidiary property owners provided a limited payment guaranty of the borrower’s obligations. Hinckley Allen worked creatively to structure the unique transaction and played an integral role in the negotiation of the term sheet for the loan, the preparation and negotiation of all loan documents on behalf of the agent, and the review and approval of due diligence, including review of the property-specific due diligence for each of seven properties securing the loan.
• We represented a company that administers dental plans in 23 states, as a borrower, in connection with a $150 million working capital revolving credit facility secured by equity pledges of numerous affiliates of the borrower—in addition to other personal property and real estate located in multiple states. Each of the subsidiaries provided guaranties of the borrower’s obligations secured by assets of those subsidiaries. Hinckley Allen worked creatively with both our client and the agent to structure the transaction to accommodate certain state insurance regulatory considerations.
• $75 Million Revolving Credit Facility
  We represented an international, privately held construction company in connection with its $75 million working capital revolving credit facility. This facility involved structuring the credit in a manner that would not have a negative impact on the company’s relationship with its sureties, which are a critical part of the company’s business. As a private company, any potential personal exposure to the owners was of high importance to the structure of this transaction. In addition, given the company’s other varied financing arrangements—including real estate, equipment, and aviation—it was important to conduct a comprehensive due diligence to ensure there were no unintended consequences/defaults on account of the new working-capital facility.
• $250 Million Agented Credit Facility
  We represented the borrower—a company that administers dental plans across the country—in connection with a $250 million working capital and acquisition credit facility secured by equity pledges of numerous affiliates of the borrower and all other personal property and real estate located in multiple states. Hinckley Allen worked creatively with both our client and the agent to structure the transaction to accommodate certain state insurance regulatory considerations.
• International Lending
  A company providing financial services via nano-credits to mobile telecommunications engaged us to represent them—around the globe—in a credit facility offered through the Overseas Private Investment Corporation (OPIC), the United States government’s development finance institution. This engagement required a coordinated effort among many different jurisdictions as the borrower was a Chilean company. One guarantor was a company domiciled in Hong Kong and the parent company was a Delaware holding company (which had previously received several rounds of debt and equity). There were intercompany-loan agreements—collateral located across the globe—including pledged equity in Hong Kong and an account control agreement in Delaware, along with numerous inter-creditor issues requiring resolution. Our lawyers worked closely with the company to ensure that the OPIC funds were received in time to fund the company’s expansion and that the deal was structured correctly at all levels.
• $15 Million Credit Facilities to Entertainment Venture
  A New England-based bank engaged us to document a series of related-term loans to a regional sponsor-backed entertainment company specializing in bowling and dining. Though the borrowing companies were all affiliated, they did not share completely common ownership, such that the negotiation of the various loan documents, including guarantees, pledge agreements, and subordination agreements, needed to be carefully structured with consistent provisions despite the differing interests of the equity owners. We closed the credit facilities contemporaneously, on time, and on budget.
• Syndicated Loan Document Review
  We are regularly engaged by the largest financial institutions in the country to review syndicated loan facilities into which these institutions are committing funds. The typical deal sizes of these facilities range from $300 million to $5 billion and Hinckley Allen is customarily engaged less than one week prior to the closing to review these documents on behalf of a syndicate bank. Our attorneys understand the financial complexities of these documents, the provisions that are important to our clients, and the need to be immediately responsive when the request is made. In addition, in order to accommodate the financial expectations of our clients—these reviews are an internal cost for the bank—we regularly charge a competitive fixed fee to keep our clients from experiencing any unexpected costs.
• Franchise Lending
  Our firm’s attorneys are the preferred outside counsel for the franchise lending groups of several national banks. Over the last decade, we have structured loan documents used in hundreds of millions of dollars lent to franchisees. To continue to provide great service in this area, our attorneys need to be aware of the specific franchise requirements imposed by the relevant franchisors as well as the current market conditions affecting the industry.