Acquisitions & Dispositions
Arent Fox represents private equity investment funds, REITs, and other public and private companies actively involved in acquiring or disposing of large hotel portfolios, trophy properties and single limited-service hotel transactions.
Representative transactions:
- The RLJ Development Funds’ acquisition and disposition of over 220 hospitality assets worth in excess of $4 billion, including the acquisition of a portfolio of nearly 100 hotels from White Lodging Services Corporation; the disposition by merger of an entity owning 22 hotels; the disposition of six Homewood Suites hotels for $73 million; the $335 million acquisition of the 750-room Manhattan Hilton Doubletree Metropolitan; the $125 million acquisition of the 298-room Manhattan Hilton Garden Inn; the acquisition of the 426-room Cancun Hilton Golf & Spa Resort; and the $121 million acquisition of the 280-room Manhattan Fashion26 Hotel.
- Choice Hotels International’s joint venture with an Och-Ziff Capital Management affiliate to acquire Suburban Franchise Holding Co., which added 67 properties and nearly 9,000 rooms to its portfolio.
- Marriott International’s sale, joint venture and renovation of the Waikiki Beach Resort on Oahu.
- Goldman Sachs’ disposition of numerous hotels from a portfolio acquired for more than $300 million.
- Marriott International’s acquisition of the Grand Cayman Marriott Beach Resort, a 304-room resort hotel located in Grand Cayman, British West Indies.
- Fisher Property Group’s acquisition of land located in Rockland, MD, for the development and construction of a 121-room Cambria Suites Hotel.
- Various real estate investment funds’ (managed by one of the largest New York investment companies) purchase and sale of hotel portfolios throughout the United States.
- Marriott International’s acquisition of the Crowne Plaza Oceanfront Hotel, a 193-room hotel located on Singer Island in Palm Beach County, for redevelopment into a fractional ownership product.
- Marriott International’s sale of its Courtyard San Francisco Downtown hotel.
- JER Partners’ acquisition of the Ontario Airport Hilton Hotel located in Ontario, CA.
- Marriott International’s acquisition of the Seville Beach Hotel, a 4.5 acre land assemblage with 350 feet of Atlantic Ocean frontage in Miami, to be redeveloped under Marriott’s “Edition” brand.
Development
Arent Fox represents developers of hotel and resort properties on all aspects of hotel and resort development. Our clients range from multinational Fortune 100 clients, such as Marriott International, to private real estate and hotel development firms and include a number of hospitality real estate investment trusts, such as the RLJ Development Funds’ real estate funds, and one of the largest owners of extended-stay properties, Extended Stay Hotels.
Representative transactions:
- Marriott International’s development of (i) the JW Marriott San Antonio Hill Country Resort and Spa, a 1,000-room hotel with two PGA-managed Pete Dye and Greg Norman golf courses, and residential components (among Real Estate Forum’s Deals of the Year for 2007); the Grande Lakes Orlando in Orlando, FL; a 1,000-room JW Marriott hotel, a 584-room Ritz-Carlton hotel; and a Greg Norman Championship golf course; the JW Marriott Desert Ridge Resort & Spa in Phoenix; a 950 room hotel with an Arnold Palmer Signature golf course and a Nick Faldo golf course; and the JW Marriott Starr Pass Resort & Spa in Tucson, a 575-room hotel with a 27-hole Arnold Palmer Signature golf course.
- Extended Stay Hotels’ acquisition, financing, and development of more than 50 hotel properties throughout the northeast under the Crossland Economy Suites, Extended Stay America, Extended Stay Deluxe, Homestead Studio Suites, and Studio Plus Deluxe Studios brands.
- The Buccini/Pollin Group’s acquisition, financing and development of several hotel projects including a 90-room Homewood Suites, a 150-room Embassy Suites in Ashburn, VA, and the 150-room Hilton Hotel at Baltimore/Washington International Airport.
- Cafritz Interest’s development of the 261-room Virginian Suites located in Arlington, Virginia; the 125-room River Inn located in Washington, DC; the 175-room Hotel Windsor located in Philadelphia; the 110-room Comfort Suites located in Chicago; the 125-unit 2040 Lofts located in Milwaukee; and the 133-unit 2424 Pennsylvania Avenue located in Washington, DC.
- Revolution LLC’s acquisition of land on the Northwest coast of Guanacaste, Costa Rica for the development of a luxury resort community including a One&Only Resort, a Tom Doak golf course and approximately 300 for-sale residential units.
- The JBG Companies’ redevelopment and repositioning of the historic Wardman Park Hotel, including entitlements and permitting for a new residential tower on the historic Wardman Park campus and conversion of portions of the existing hotel to residential use.
- Forest City Ratner Companies’ $120 million hotel development, joint venture and financing of a fee above a plane transaction located on 42nd Street and Times Square in New York City for a Doubletree Hotel.
- OTO Development’s development of a 206-room hotel within an air rights parcel in the Constitution Square development in Washington, DC and a 151-room hotel in the National Harbor development in Prince George’s County, MD.
- Marriott International’s development and sale of the Marriott Seattle Waterfront Hotel, a 358-room hotel in Seattle.
- Portwood Properties Corporation’s restoration of historic hospitality properties in Charleston, SC.
- Marriott International’s participation in a joint venture to redevelop hotel properties at the Kapalua resort in Maui to include a mix of uses including whole ownership and fractional ownership Ritz-Carlton residences.
- An international architectural and design firm’s construction of a hotel/casino and resort property.
Financing
Arent Fox represents hospitality clients in a wide variety of financing transactions associated with their development, acquisition, and disposition efforts. For those clients developing new properties, we negotiate site acquisition and construction loans and handle all construction-related documentation required by lenders. In cases involving financing for hotel renovations, we assist clients with secured or unsecured loans and address the subordination issues related to any preexisting financing.
We advise clients on structuring their businesses to accommodate joint venture and other equity arrangements, and serve as counsel on sale-leaseback, ground leasing, mezzanine loan and preferred-equity transactions. Arent Fox has experience in representing borrowers in syndicated and securitized financing transactions and is adept at dealing with rating agency requirements. We draw on the resources of the Arent Fox public financing group to assist with any bond financing and tax increment financing.
Representative transactions:
- The RLJ Development Funds’ mezzanine and mortgage-backed financings, refinancings, loan modifications, loan purchases, loan assumptions, and loan defeasances involving over $2 billion in debt in connection with various hospitality ventures, including the restructuring of $50 million of debt from Metropolitan Life Insurance Company secured by a Cancun resort hotel.
- Marriott International’s negotiation of an initial $300 million senior construction loan with a bank syndicate and a subsequent $400 million refinancing of the senior loan, as well as the negotiation of a related mezzanine loan, for the Grande Lakes Orlando hotel in Orlando.
- Choice Hotel International’s mezzanine loans to, and preferred equity investments in, franchisees and developers, as well as Choice’s own senior credit facility.
- The Buccini/Pollin Group’s equity and debt financings of the Embassy Suites Newark/Wilmington South located in Wilmington, DE.
- Marriott International’s negotiation of a $179 million senior construction loan in a private offering and the negotiation of a related mezzanine loan for the JW Marriott Desert Ridge Resort & Spa in Phoenix.
- OTO Development’s restructuring and cross-collateralization of a $21 million loan from First Horizon Bank and First Tennessee Bank secured by hotel properties in Virginia and Florida.
- RWN Development Group’s negotiation of construction financing loans from the Maryland Department of Housing and Urban Development and HarVest Bank, secured by the Hotel Brexton in Baltimore (for which RWN Development Group received the 2010 Historic Preservation Award from The Board of Directors of Baltimore Heritage, Inc.).
- JER Partners’ financing of the Ontario Airport Hilton Hotel located in Ontario, CA.
- The Buccini/Pollin Group’s financing of the Homewood Suites located in Newark, NJ.
- Northridge Capital’s refinancing of the Sky Hotel, a 90-room ski resort hotel located in Aspen, CO.
- Marriott International’s negotiation of the $101 million construction financing with a bank syndicate, and the negotiation of a related mezzanine loan, for the JW Marriott Starr Pass Resort & Spa in Tucson.
- Cafritz Interests’ refinancing of the River Inn, a 126-suite hotel located in Washington, DC.
- OTO Development’s negotiation of construction financing for a 206-room hotel within an air rights parcel in the Constitution Square development in Washington, DC.
- Curzon Development Corp.’s refinancing of two permanent loans for hotels in Alexandria and Falls Church, VA.
Franchising
Arent Fox represents some of the leading franchisors and franchisees in the hospitality industry. We counsel franchisors and franchisees in the creation and expansion of their franchise and distribution systems, transactional and regulatory matters, and the negotiation of franchise and management agreements. Given our regulatory and business knowledge on a wide range of franchise issues, we offer services that include establishing and maintaining licensing programs; selecting, using, protecting and enforcing trademarks and service marks domestically and abroad; selling system assets; acquiring other franchisor-related systems or assets; restructuring licensing relationships with existing franchisees; settling disputes with other franchisors, franchisees and governmental agencies; and negotiating franchise and management arrangements for newly acquired hotel and resort properties.
Representative transactions:
- RLJ Development Funds’ renewal, assignment and amendment of franchise and management agreements for nearly 100 hotel properties acquired from White Lodging Services Corporation.
- Marriott International’s relicensing of franchises for approximately 200 hotels sold by various owners.
Leasing
Arent Fox represents our hospitality and leisure clients on leasing matters in connection with both their portfolio properties and their office and retail space.
Representative transactions:
- Luxury Resorts & Hotels’ leasing of restaurant and retail space in its hotel properties throughout the U.S., including the Strip House steak house in several hotels located in Florida; the China Grill restaurant at the Fort Lauderdale Grande Resort in Florida; the Salon Mila Spa and its Lingerie Store at the Boulders Resort in Scottsdale, AZ; celebrity chef Michel Richard’s Citronelle at the Carmel Valley Ranch in California; and the Old Homestead Steak House at the Boca Raton Resort and Club in Florida.
- A developer’s ground leasing of property from a municipal government for the development of a 400-room hotel adjoining a downtown convention center using proceeds from the sale of tax-exempt bonds.
- Marriott International’s leasing of its 1,250,000-square-foot headquarters building in Bethesda, MD.
- Marriott International’s leasing of The Ritz-Carlton Hotel Company’s headquarters building in Chevy Chase, MD
Intellectual Property
As a full-service law firm with more than 70 full-time IP professionals, we offer a broad range of services related to the acquisition, enforcement and commercial exploitation of IP rights and assets to our hospitality and leisure clients.
Representative transactions:
- Choice Hotels International’s management of an international trademark portfolio involving 11 major brand constellations, including enforcing Choice trademarks before trademark offices around the world, policing unauthorized use of Choice trademarks on the Internet, engaging in Uniform Dispute Resolution Policy (UDRP) proceedings to prevent third parties from exploiting Choice trademarks in domain names, and counseling on copyright matters.
- Marriott International’s and The Ritz-Carlton Hotel Company’s trademark enforcement and licensing in the US and internationally, including in disputes before the Trademark Trial and Appeal Board.
