Cases
Rep Matters: Firm Provides Counsel in 140 million Complex Real Estate Refinancing
Joint Venture Deal
Jim Maher
Jaimee Newman (with the invaluable assistance of Matt Teich, Breana Vessichio
Olivia Albanese) recently closed on a complex refinance
joint venture transaction involving a nearly 140 million real estate portfolio containing 27 commercial
residential properties in
around Boston, Massachusetts. The transaction arose in response to efforts by the Seller, who has owned the portfolio for nearly 100 years, to monetize their real estate holdings. To do so, they elected to sell a 50% interest in the portfolio to a prominent Boston real estate development company, who will renovate the properties
then release or resell for the benefit of both parties. Halloran Sage represented a large regional bank in providing nearly 86 million in financing to accomplish the acquisition
future renovations, which was divided into two deals, one financing the 22-property Residential portfolio
one financing the 5-property Commercial portfolio. To further complicate matters, the transaction had to close over a 2-day period to assure the Seller's desired tax treatment, with day 1 being structured as a straight refinance of the portfolio,
day 2 being the closing of the joint venture
assumption of loan obligations by the Buyer. At closing, our client advanced approximately 64 million, with the intention to hold the entirety of both loans for its own account. We closed this deal in approximately 3 months,
were up against the resources of 3 major international firms, as well as Seller
Buyer's in-house counsel. This was a high profile transaction
highly scrutinized within the bank.
Firm Assists Manufacturer
its Subsidiaries in Refinancing
The firm recently assisted a sporting
athletic goods manufacturer
several of its offshore subsidiaries refinance their multifaceted, multicurrency Credit Agreement with a syndicate of five money center banks with global reach. Partner Henry Beck led the firm's team consisting of himself
fellow Partners Jim Maher
Rich Roberts
Attorney Matt Teich.
Firm Leads Company's Negotiation
Documentation of Strategic Alliance Agreement
Halloran & Sage represented a Connecticut manufacturing company in the negotiation
documentation of a strategic alliance agreement with a Massachusetts company that set forth a wide-ranging relationship between the two companies with respect to joint national
international operations. The agreement was drafted from scratch, based on the unique business industry involved
the emerging
cutting-edge nature of the Firm's client,
was led by partner James Maher
attorney Casey O'Connell.
Manufacturer Represented in Stock Transactions
Key Corporate Governance Issues Resolved
Halloran & Sage represented a Connecticut manufacturing company in two separate stock redemption transactions involving the company's principal shareholder
a longtime member of the board of directors. The transaction involving the principal shareholder was tailored to maximize the shareholder's gifting limits under federal tax law, while the transaction involving the board member necessitated the resolution of corporate governance issues to properly proceed. The firm, led by partners James Maher
Vincent Liberti, Jr.,
attorney Casey O'Connell, navigated the company through these issues to achieve successful redemptions within a year-end timeframe.
Large Regional Bank Represented in Loan Facilities to CT Property Manager/Developer
Halloran & Sage represented a large regional bank in the negotiation, documentation
closing of mortgage
construction loan facilities to a Connecticut property manager
developer. The Firm, led by real estate partner James Maher, environmental partner Ann Catino
attorney Casey O'Connell, assisted the lender in navigating through the resolution of environmental issues with respect to the subject property
to promptly close
fund the loan within a strict year-end timeframe.
H & S Helps Sales Finance Company Position Itself for Continued Growth
Halloran & Sage represented a sales finance company in closing a transaction that established a line of credit with a regional bank that allowed the young company to continue to exp
at a rapid pace. Partner James Maher
associate Casey O'Connell helped the company through a lengthy
comprehensive due diligence process that involved the application of voluminous statutes
wide-ranging regulatory schemes to the company's unique business model. The H&S team helped the company to successfully close the loan transaction
to properly position itself for growth within a complex regulatory framework.
H & S Creates
Documents Complex Contractual Mechanisms for Association of Public Utilities
Halloran & Sage represented an association of public utilities in the preparation of an agreement governing the relationship among the association's members. The H & S team, consisting of partners Peter Boucher, James Maher
Alan Curto
associate Casey O'Connell, drafted an agreement from scratch that created numerous
complex contractual mechanisms to ensure that the interests of each of the various public utilities were adequately addressed with respect to a wide range of financing
governance issues. Halloran & Sage's extensive experience in the areas of contract preparation, municipal law, corporate governance,
regulatory matters were all drawn upon to complete the matter within the agreed-upon timeframe
budget.
Regional Communications Firm Closes Private Equity Placement
Halloran & Sage represented a regional communications corporation in a 1.8 million private equity placement. The H & S team, consisting of partners James Maher
Suzanne Scibilia
associate Casey O'Connell, helped the client navigate through federal securities law requirements
the blue sky laws of multiple states,
also negotiated
documented the transaction in a stock purchase agreement whereby the client received cash in exchange for newly-issued shares. H & S solved corporate governance issues to avoid delaying the deal's tight timeframe
devised unique contractual mechanisms to ensure that the two-tiered structure of the transaction was properly documented in an initial closing while providing for a possible second closing that was contingent on the occurrence of certain events.
H & S Helps Local Software Firm Raise Capital
Halloran & Sage represented a Connecticut software developer focused on educational mobile applications to raise 100,000 fund its continued growth through a secured debt issuance. Partner James Maher
associate Casey O'Connell helped the client to negotiate
document a loan agreement
a promissory note, along with security agreements covering both physical assets
intellectual property.
H & S Helps Client Recover Its Losses After Asset Sale Default
Halloran & Sage represented the seller of a business foreclose on its security interest in the business's property following a default by the buyer on a promissory note that had been issued in an asset sale. Partner James Maher
associate Casey O'Connell applied the client's statutory protections under Article 9 of the Uniform Commercial Code to properly effectuate a strict foreclosure of the collateral,
also helped the client to exercise remedies available to it under a lease of real property that had been granted to the buyer.
Multifaceted Health Care Development
Construction Deal Negotiated, Documented,
Closed
Halloran & Sage successfully counseled a large Connecticut construction
real estate firm through the negotiation, documentation,
closing of the development
construction a new health care facility
an adjacent medical office building. The project involved the negotiation
preparation of a participation agreement, a purchase
sale transaction, reciprocal easement agreements, construction contracts
leases. Additionally, Halloran & Sage represented its client in securing
documenting 19,500,000 of construction financing. The Halloran & Sage team was led by real estate partner James Maher
also included real estate associates Matthew Teich, Jaimee Newman
Casey O'Connell, construction partner William Wilson, II,
legal assistant Karel Ortolani.
H & S Successfully Counsels U.S. Bank National Association in Closing of 45M Mortgage Loan Facility
Halloran & Sage successfully counseled U.S. Bank National Association through the negotiation, documentation
closing of a 45M mortgage loan facility, under which U.S. Bank holds a 30M participation interest
serves as collateral agent. The financing was provided in connection with the purchase
sale of 100 Arlington Street, located in the heart of downtown Boston, Massachusetts. The facility is structured to provide an interim mortgage loan to the seller until such time as the closing of the purchase
sale transaction occurs. Upon the closing of the purchase
sale transaction, the facility will provide the financing for the acquisition of the property. The Halloran & Sage team was led by real estate partner, James Maher
also included real estate associate, Jaimee Zuboff
legal assistant, Karel Gargiulo.
H & S Counsels Webster Bank, National Association through Closing of Two Multi-Million Dollar Mortgage Loan Facilities
A team of attorneys from Halloran & Sage Real Estate Practice Group, led by Attorney James Maher, successfully counseled Webster Bank, National Association through the negotiation, documentation
closing of two multi-million dollar mortgage loan facilities. Each facility is secured by commercial office properties, located in East Hartford
Glastonbury, Connecticut, respectively, which are held under tenant-in-common ownership. The complex financing documentation was structured to permit the sale of fractional tenant-in-common interests in the properties. Since the initial closing, Halloran & Sage has successfully completed five tranche closings in which a total of twelve tenant-in-common interests have been sold.
H & S Counsels Lead Lender in 70M Luxury Hotel
Condo Deal
Halloran & Sage recently completed closing of a 70M construction loan facility for the luxury Ocean House Hotel
Condominium located in Westerly, Rhode Isl
. The firm served as counsel to U.S. Bank National Association, as lead lender for the bank group providing the financing. This project involves the complete renovation of an historic beachfront hotel into a 48 room luxury hotel with 24 residential condominium units. The Halloran & Sage team was led by real estate partner, James Maher
included construction partner, Bill Wilson, real estate associate, Jaimee Newman
legal assistant, Karel Gargiulo.
H & S Negotiates Financing for Mixed-Use Redevelopment Project
Halloran & Sage represents U.S. Bank National Association in closing a 30,700,000 senior construction financing for the redevelopment of the historic Rumford Chemical Works facility in East Providence, Rhode Isl
. This project, which consists of a mix of residential, commercial
retail uses, will be renovated under state
federal historic tax credit programs
includes the use of a l
condominium
included the potential for additional project level sub-condominium declarations. The H & S legal team was led by James Maher
included Jaimee Zuboff
Karel Gargiulo.
