Arent Fox’s real estate financing practice includes experience with mezzanine loans and preferred equity investments. We represent both borrowers and lenders.

We have created mezzanine loan programs and transaction documents for numerous mezzanine lending clients, including major institutional investors and well-known hotel chains. Our documents were developed with specific attention to the exercise of remedies in the mezzanine transaction and the relationship of those remedies to the rights and remedies of the senior lenders to provide for the greatest rights and flexibility for the mezzanine lender or borrower.

In negotiating the intercreditor agreements between senior lenders and mezzanine lenders, our lawyers are trained to address a wide array of intercreditor issues, the scope of different mezzanine lenders' collateral packages, a diverse array of creative mezzanine structures, the tax implication of preferred equity structures, and the underlying mezzanine structure documents.

Representative Transactions - Mezzanine Financing

Marriott International, Inc. in connection with the:
 

• Development and financing of its largest worldwide resort, the Grande Lakes Resort & Spa in Orlando, Florida, including multimillion dollar construction financing and mezzanine loan, and the subsequent sale of the mezzanine loan and refinancing of the senior loan.
• Development and financing of its luxury resort in Arizona, the JW Marriott Desert Ridge Resort & Spa, including a multimillion dollar construction loan and mezzanine loan, and the subsequent sale of the mezzanine loan and the refinancing of the senior loan.
• Development and financing of the JW Marriott Starr Pass Resort & Spa, in Tucson, Arizona, including multimillion dollar construction loan and mezzanine loan, and the subsequent refinancing of the construction loan.
• Sale and renovation of its Waikiki Beach Marriott Resort on Oahu, Hawaii, securitization of the senior loan by Bank of America, and subsequent multimillion dollar construction financing and mezzanine loan.
• Sale of the Courtyard San Francisco Downtown hotel to a joint venture in which it participated and the financing of the acquisition with multimillion dollar construction financing and mezzanine loans by GMAC Commercial Mortgage Corporation.
• Development and sale of the Marriott Seattle Waterfront Hotel, in Seattle, and multimillion dollar construction financing and mezzanine loans.

Whitehall Partnerships (funds sponsored by Goldman Sachs) in connection with the:
 

• Acquisition financing from Barclays Capital for an office park located in Seattle, which included a mezzanine loan.
• Acquisition financing from Barclays Capital for an office building located in New York City, which included a mezzanine loan.
• Acquisition financing from Lehman Brothers for a limited service hotel located in Scottsdale, Arizona, which  included two levels of mezzanine debt.
• Acquisition financing from Lehman Brothers for an office building located in San Francisco, which included three levels of mezzanine debt.
• Acquisition financing from Lehman Brothers for an office building located in Boston, which included two levels of mezzanine debt.
• Acquisition financing from Barclays Capital for an office park located in Cambridge, Massachusetts, which included three levels of mezzanine debt.

CORE Realty and its tenant in common investors in connection with a:
 

• Multimillion dollar senior loan from Prudential Mortgage Company and a multimillion dollar short-term mezzanine loan from One Cleveland Finance for a shopping center in Iowa City, Iowa.
• Multimillion dollar senior loan and a multimillion dollar short-term mezzanine loan from Wachovia for the acquisition of a portfolio of industrial properties located in Grand Rapids, Michigan.
• Multimillion dollar senior loan and a multimillion dollar short-term mezzanine loan from Wachovia for the acquisition of a portfolio of office buildings located in San Antonio, Texas.
• Multimillion dollar senior loan and a multimillion dollar short-term mezzanine loan from Wachovia for the acquisition of an apartment complex located in Columbus, Ohio.
• Multimillion dollar senior loan and a multimillion dollar short-term mezzanine loan from Wachovia for the acquisition of two office buildings located in Mason County, Ohio.
• Multimillion dollar senior loan and a multimillion dollar short-term mezzanine loan from Wachovia for the acquisition of an apartment complex in Greensboro, North Carolina.
• Multimillion dollar senior loan and a multimillion dollar short-term mezzanine loan for the acquisition of a retail center in Northridge, California.
• Multimillion dollar senior loan and a multimillion dollar second mortgage loan from Wachovia for the acquisition of an apartment complex located in Marion County, Indiana, in which the second mortgage was subsequently converted into a mezzanine loan.

Additionally, Arent Fox represented:
 

• Fannie Mae in its capacity as senior lender in connection with numerous loan transactions involving mezzanine loans.
• A major institutional investor in connection with a high-profile condo conversion project in Brooklyn Bridge Park (New York City), the financing of which included a mezzanine loan.
• A major institutional investor in connection with the acquisition and financing of one of the largest and most successful mixed-use projects in the United States, located in Atlanta, the financing of which included a mezzanine loan.
• A major institutional investor in connection with the acquisition and financing of an apartment and condominium complex in Towson, Maryland, the financing of which included a mezzanine loan.
• HCC Indemnity in its capacity as the insurer of certificates issued by a trust whose assets consist of a pool of mezzanine notes with a security interest in the underlying notes.
• A sponsor and its tenant in common investors in connection with a multimillion dollar senior loan from LaSalle and a multimillion dollar short-term mezzanine loan from RAIT for the acquisition of two office buildings in Salem, Oregon.
• A large national developer in connection with numerous multimillion dollar real estate acquisitions and financing transactions, which included various forms of mezzanine financing, relating to an office complex in Cherry Hill, New Jersey; two hotels in Dulles, Virginia; a hotel in Loudon, Virginia; a hotel in East Rutherford, New Jersey; a hotel in Edison, New Jersey; an office building in Baltimore; a mixed-use complex in Wilmington, Delaware; a condominium complex in Ocean City, Maryland; and certain additional developed and underdeveloped properties in Pennsylvania, Delaware, New Jersey, and Maryland.