Joint Ventures
Joint ventures provide clients with opportunities to take part in investments and projects that further business objectives.
HOW WE HELP
We help institutional investors, REITS, public and private pension funds, and private equity funds, as well as national and local operators and developers, and US and international family offices entering into joint ventures. Those clients use joint ventures to access new markets, raise or invest capital, partner for development and operational expertise, gain scale efficiencies, create programmatic investment vehicles, or to share risk for major investment projects. Bearing in mind our clients’ specific needs and the type and purpose of the joint venture, we provide creative structuring advice and insight into current market terms, alongside advice on navigating complex markets and partnership challenges.
OUR SERVICES
We help clients structure investment and ownership vehicles as limited liability companies, limited partnerships or partnerships, and TICs, with entities for subsidiary SPE property ownership and upper tier managing members or general partners, as well as agreements for affiliated developers and property managers. We work with clients to anticipate potential areas of risk and to understand the needs of the venture from formation through exit, including capital contribution and ramifications for capital contribution failures, managerial and decision making issues, developing practical, effective mechanisms to resolve disputes, permitted transfers, and exit strategies. We have deep experience handling acquisitions, construction, development, financing, and repositioning of commercial real estate projects throughout the US and abroad. We also bring expert tax, REIT, and cross-border structuring advice through our credentialed tax experts.
Our capabilities are best showcased through real examples of our work. Examples of recent transactions include:
- Represented a Fortune 100 financial services company in its programmatic joint venture with a foreign pension fund and subsequent joint ventures with major domestic mall REITS (including a $1 billion real estate joint venture in four superregional shopping malls).
- Represented a commercial real estate investor, as equity investor, in the formation of a $400 million joint venture for the acquisition of 13 multifamily projects located in multiple states. Our representation included negotiation of the master ownership joint venture entity and the master developer joint venture entity, as well as the formation and negotiation of a separate investor entity consisting of multiple investor individuals and entities.
- Represented a public pension fund in a $430 million purchase of 19.81% limited partnership interests in a mixed-use office building located in Hudson Yards, New York City. The transaction structure included a domestic REIT, a taxable REIT subsidiary, multiple levels of partnership agreements, public transportation authority restrictive covenants, and IDA PILOT agreements. The deal involved built-in gain and other tax issues and used representation and warranty insurance to protect against existing REIT, tax, and ongoing entity risks.
- Represented a real estate investor, as joint venture partner, in the $253 million sale of an office building located in the financial district in downtown New York. The property had 545,000 of rentable square feet and was approximately 81% leased at the time of the sale.
- Represented a public pension fund on a three year forward contract for a $170 million acquisition of limited partnership interests for a waterfront Brooklyn mixed-use market rate and affordable rental apartment development project. The project was structured with two condominium regimes and a homeowners’ association. The capital stack included low income housing tax credit investors and 421-a and brownfields tax credits.
- Represented a real estate investment company in the $40+ million acquisition of 16 warehouses for a newly created joint venture between the client and a large equity partner.
- Represented a family investor in the restructuring of its $100 million equity position in a joint venture for the redevelopment of a hospital site in New York. The redevelopment is a $1 billion project of townhomes, condominiums, retail and office space, an emergency care facility, and public space. Our client’s entity stack included a US limited partnership, as the joint venture member with a US corporate general partner, a US corporate guarantor for future equity contributions to the joint venture, and a German limited partnership that provided a pledge of assets securing the equity guaranty.
- Represented a commercial office, industrial, and retail real estate developer in a joint venture in a public-private partnership with a transit authority to construct 305 residential apartments in five buildings, including a common area complex, and a 517-stall parking structure to serve both the apartment residents and users of the light rail system serving the Salt Lake City metropolitan area.
- Represented a discretionary equity co-investment joint venture between state pension funds in an $180 million acquisition of a 212-unit multifamily apartment complex in Washington, DC.
Related News & Insights
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Speaking Engagement
06/27/2024
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Seyfarth’s 2024 Real Estate Market Sentiment Survey Sees Greater Opportunity in 2024 Amid a More Favorable Interest Rate Outlook
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Recognition
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Recognition
06/08/2022
Seyfarth Earns Top Rankings in Legal 500 US 2022
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Recognition
11/09/2021
Seyfarth's Cameron Weil Appointed Finance and Development Chair of New York City Bar Association’s Real Property Law Committee
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Recognition
06/21/2021
Seyfarth’s Stacy Paek and Richard Mendelson Named Los Angeles Times 2021 Commercial Real Estate Visionaries
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Recognition
06/14/2021
Seyfarth Earns Top Rankings in Legal 500 US 2021
Joint ventures provide clients with opportunities to take part in investments and projects that further business objectives.
HOW WE HELP
We help institutional investors, REITS, public and private pension funds, and private equity funds, as well as national and local operators and developers, and US and international family offices entering into joint ventures. Those clients use joint ventures to access new markets, raise or invest capital, partner for development and operational expertise, gain scale efficiencies, create programmatic investment vehicles, or to share risk for major investment projects. Bearing in mind our clients’ specific needs and the type and purpose of the joint venture, we provide creative structuring advice and insight into current market terms, alongside advice on navigating complex markets and partnership challenges.
OUR SERVICES
We help clients structure investment and ownership vehicles as limited liability companies, limited partnerships or partnerships, and TICs, with entities for subsidiary SPE property ownership and upper tier managing members or general partners, as well as agreements for affiliated developers and property managers. We work with clients to anticipate potential areas of risk and to understand the needs of the venture from formation through exit, including capital contribution and ramifications for capital contribution failures, managerial and decision making issues, developing practical, effective mechanisms to resolve disputes, permitted transfers, and exit strategies. We have deep experience handling acquisitions, construction, development, financing, and repositioning of commercial real estate projects throughout the US and abroad. We also bring expert tax, REIT, and cross-border structuring advice through our credentialed tax experts.
Related Practices
Related Key Industries
Our capabilities are best showcased through real examples of our work. Examples of recent transactions include:
- Represented a Fortune 100 financial services company in its programmatic joint venture with a foreign pension fund and subsequent joint ventures with major domestic mall REITS (including a $1 billion real estate joint venture in four superregional shopping malls).
- Represented a commercial real estate investor, as equity investor, in the formation of a $400 million joint venture for the acquisition of 13 multifamily projects located in multiple states. Our representation included negotiation of the master ownership joint venture entity and the master developer joint venture entity, as well as the formation and negotiation of a separate investor entity consisting of multiple investor individuals and entities.
- Represented a public pension fund in a $430 million purchase of 19.81% limited partnership interests in a mixed-use office building located in Hudson Yards, New York City. The transaction structure included a domestic REIT, a taxable REIT subsidiary, multiple levels of partnership agreements, public transportation authority restrictive covenants, and IDA PILOT agreements. The deal involved built-in gain and other tax issues and used representation and warranty insurance to protect against existing REIT, tax, and ongoing entity risks.
- Represented a real estate investor, as joint venture partner, in the $253 million sale of an office building located in the financial district in downtown New York. The property had 545,000 of rentable square feet and was approximately 81% leased at the time of the sale.
- Represented a public pension fund on a three year forward contract for a $170 million acquisition of limited partnership interests for a waterfront Brooklyn mixed-use market rate and affordable rental apartment development project. The project was structured with two condominium regimes and a homeowners’ association. The capital stack included low income housing tax credit investors and 421-a and brownfields tax credits.
- Represented a real estate investment company in the $40+ million acquisition of 16 warehouses for a newly created joint venture between the client and a large equity partner.
- Represented a family investor in the restructuring of its $100 million equity position in a joint venture for the redevelopment of a hospital site in New York. The redevelopment is a $1 billion project of townhomes, condominiums, retail and office space, an emergency care facility, and public space. Our client’s entity stack included a US limited partnership, as the joint venture member with a US corporate general partner, a US corporate guarantor for future equity contributions to the joint venture, and a German limited partnership that provided a pledge of assets securing the equity guaranty.
- Represented a commercial office, industrial, and retail real estate developer in a joint venture in a public-private partnership with a transit authority to construct 305 residential apartments in five buildings, including a common area complex, and a 517-stall parking structure to serve both the apartment residents and users of the light rail system serving the Salt Lake City metropolitan area.
- Represented a discretionary equity co-investment joint venture between state pension funds in an $180 million acquisition of a 212-unit multifamily apartment complex in Washington, DC.
Related News & Insights
-
Speaking Engagement
06/27/2024
Jason Polevoy to Speak at ALI CLE Webinar "Real Estate Operating Agreements: Essential Tips for Negotiating and Drafting"
-
Firm News
02/26/2024
Seyfarth’s 2024 Real Estate Market Sentiment Survey Sees Greater Opportunity in 2024 Amid a More Favorable Interest Rate Outlook
-
Firm News
03/01/2023
Seyfarth’s 2023 Real Estate Market Sentiment Survey Examines the Industry’s Current Market Sentiment as it Navigates an Uncertain Economic Outlook
-
Legal Update
01/17/2023
Seyfarth’s 2023 Real Estate Market Sentiment Survey
Recognition
-
Recognition
06/08/2022
Seyfarth Earns Top Rankings in Legal 500 US 2022
-
Recognition
11/09/2021
Seyfarth's Cameron Weil Appointed Finance and Development Chair of New York City Bar Association’s Real Property Law Committee
-
Recognition
06/21/2021
Seyfarth’s Stacy Paek and Richard Mendelson Named Los Angeles Times 2021 Commercial Real Estate Visionaries
-
Recognition
06/14/2021
Seyfarth Earns Top Rankings in Legal 500 US 2021