If your business IS real estate — developers, investors, landlords and property managers ...     

If your business works with real estate frequently — local and national retailers, health care systems, for-profit and not-for-profit property owners, tenants, lenders and borrowers ...

If your business only has episodic real estate needs — buying, selling or leasing space for your business operation ...

We would love to help.

Throughout the Midwest and broader United States, our real estate lawyers represent business and real estate clients in all variety of transactions – from straightforward sale or purchase transactions to more complex multi-party deals across multiple states.

We know the real estate business, we understand the business needs of our clients, and we pull the two together to our client’s best advantage. Our proactive, consultative approach can provide you with the insights to get the best deal done.

 Our attorneys’ experience covers:

• Acquisition
• Development
• Disposition
• Land use/zoning
• Environmental
• Financing – public and private financing; representation of both lenders and borrowers
• Leasing – including ground and build to suit leases
• Health care regulatory matters
• Joint ventures and developments
• Repositioning
• Special taxing districts – TDD, BID, CID, SSA
• REAs/CCRs
• Tax increment financing
• Incentives (historic and new markets tax credits)
• Tax-free exchanges/tax planning
• Workouts

Work for our clients takes us into a variety or property types and our expertise generally covers the following:

• Retail
• Industrial
• Office
• Residential subdivisions
• Condominiums
• Multi-family
• Hotel
• Health care systems and physician groups
• Mixed-use developments

In a business climate where nothing is certain, our clients know what is happening and how to manage risk. Layered with our transactional experience – knowing where and how far to push and having negotiated all sides of a deal – we are a formidable team.

Whether you are planning to lease office or retail space or are planning a large development, we’re ready.

Apartments & Multi-Family: We represent for profit and not-for-profit developers and lenders in connection with the development, financing, purchase and sale of apartments, retirement housing facilities, nursing homes and condominium projects.

Foreclosures & Workouts: We represent lenders in attempts at restructuring loan agreements with defaulting and prospectively defaulting debtors and in foreclosing on secured property. We also represent debtors in dealing with foreclosure matters.

Industrial / Warehouse Construction, Acquisition & Leasing: We have extensive experience in the development, acquisition, and leasing of industrial and warehouse projects including business parks. Our leasing experiences include the representation of both landlord and tenant and the drafting and negotiating of build-to-suit leases.

Hospitals & Health Care: For hospital systems and physician groups, we are extremely familiar with the particular regulatory challenges you face in relation to the management of your real estate. We can guide you through the Stark laws regulating these issues.  

• Development of medical office buildings and ambulatory surgical centers
• Leases and time-shares for physician office space
• Planning and campus protection issues for hospital campuses
• Day-to-day management of real estate issues
• Regulatory issues including certificate of need, Stark and anti-kickback laws

Office Building Development, Acquisition & Leasing: We represent developers and real estate investors in the acquisition, development, leasing, and divestiture of commercial office buildings, and frequently represent tenants in their efforts to lease and sublease space in office buildings.

Reciprocal Easement Agreements: In connection with the representation of our retail, office, warehouse, industrial and mixed-use developer clients, we have extensive experience in preparing reciprocal agreements. We also assist with the preparation of indentures in business/industrial parks and agreements establishing the rights and responsibilities of the various property owners in other commercial developments.

Residential Subdivisions & Condominium: We represent homebuilders and multifamily developers in the development of residential and mixed use communities, including single-family detached development, duplex development, condominium development, and mixed-use development, both in raw land and urban infill settings.

Retail: We represent a host of companies developing, acquiring, selling, financing, operating and disposing of retail centers.

Rollups: Rollups offer an opportunity for real estate developers with multiple sites and ownership structures to combine operations to enhance liquidity and marketability to prospective buyers and lenders. Issues relating to valuation and determination of rights among the partners or members can make rollups somewhat challenging and require careful attention to securities issues. Also, cooperation is needed from existing lenders on the affected properties. Careful documentation and analysis of income tax impacts is imperative.

Acquisitions, Dispositions & Leasing

Buying & Selling: We advise business and real estate clients on the acquisition and disposition of all types of commercial real estate, locally and nationally, including:

• Shopping centers
• Office buildings
• Multi-family residential properties
• Hotels
• Hospital properties
• Industrial and warehouse sites
• Gas stations
• Other commercial properties

Typically, we assist in the deal by drafting and negotiating contracts, performing due diligence, resolving contract and property issues, closings and structuring transactions to minimize taxes.

We also assist in the formation of partnerships, limited liability companies, joint ventures, holding companies and other entities for the purpose of buying and selling real estate.

Leasing: We represent landlords and tenants and are familiar with all aspects of lease negotiations.

We have knowledge about what is customary in the industry, what provisions are likely to be acceptable to project lenders (a critical skill with respect to ground leases and build to suit leases), and what provisions may be negotiated to advantage given the particular circumstances.

Our team-based approach brings other necessary expertise to the task – such as tax, environmental law, land use regulation, and construction law – should your particular deal require it during lease negotiations.

Land Use and Eminent Domain                                                

Condemnation & Eminent Domain: Condemnation involves the taking of private property for public purposes. Most often this is encountered in highway and road projects, but more often is a tool used by municipalities under the guidance of redevelopers to acquire property and redevelop it ultimately for private purposes, (the public purpose being the elimination of blighted or economically obsolete structures and developments).

We represent developers who may use this tool as part of a parcel assemblage and have successfully completed assemblages and eliminated the conflicting interests of land speculators who at times buy small portions of redevelopment areas for profit opportunities.

For owners, our representation ideally commences at the earliest stages of the process, often when highway redevelopment projects are announced. Our representation often includes active involvement with government leaders. Occasionally we are called upon to oppose redevelopment projects. We also aggressively represent the owner’s interest in maximizing recovery of the full value of their property including the diminution in value resulting from partial takings.

Zoning – Municipalities: Our municipal law practice counsels municipalities regarding the interpretation of existing ordinances, the amendment of zoning and other ordinances and ordinance enforcement. We also help municipalities draft and implement development agreements that may include tax increment financing, transportation development districts, or redevelopment areas.

Zoning – Developers: For our developer clients, we can negotiate redevelopment agreements and other arrangements between the public and private sector tailored to aid the development process. We also assist private developers with zoning issues including zoning map and text amendments, conditional use permits, variances, special business licenses, subdivision approvals, and reclassifications of property for tax purposes.

Real Estate Finance

Vehicles for financing real estate can be as varied as the real estate itself. We can guide you through secured lending and structured finance options – whether you are the lender or the borrower – and will cover a wide range of project finance vehicles, including leveraged leases, credit facilities secured by multi-state real property holdings, and commercial mortgaged-backed securities.

You can call on us to help structure, negotiate, and document construction, interim, and long-term financing transactions. We also assist with co-lender, participation, and inter-creditor agreements. Our financing experience covers single and multi-family developments, industrial sites, hotels, regional malls, local shopping center developments, national retail power centers, condominiums, office, and special use sites.

Tax Free (Like-Kind) Exchanges / Tax Planning

Tax liability is an ever-present challenge. Our goal is to help you minimize tax liabilities associated with your real estate transactions, making use of like-kind (1031) exchanges or other tax-free options, such as simultaneous, deferred, and reverse exchanges.

Navigating through the intricate safe harbors established under Code Section 1031 for deferred and reverse exchanges requires close attention to detail and should be done with an attorney’s assistance.

Other tax planning devices include:

• Installment sales
• Maintaining "investor" as opposed to "dealer" status – the capital gain rather than ordinary income treatment can be achieved
• Valuation and gifting of partnership or membership interest to family members for estate planning purposes so as to reduce estate taxes
• Section 1031 options:
  • Qualifying tenant in common ownership
  • Combining estate planning gifting programs incident to tax free exchanges
  • Parking real estate for the purposes of doing "build to suit" construction prior to completing exchanges, particularly appropriate for operating companies, which are relocating to new facilities and cannot suspend operations.

Incentives                                                                                          

Development projects, particularly those in urban areas, are increasingly reliant on public sector funding mechanisms to help fund portions of the development cost in order to make a project commercially viable.

From tax increment financing districts (TIF), to transportation development districts (TDD), to 353 redevelopment districts, we assist the public sector and private developers in the establishment and use of these financing and funding tools. Projects utilizing special taxing districts often include shopping centers, hotels, warehouse and office redevelopment, and mixed-use commercial/residential projects.

On occasion, clients seek our help in opposing a special district, and, with our guidance, our clients have successfully intervened in the inappropriate use of such districts.

In addition to TIF districts, we counsel clients with respect to tax-advantaged transactions and the regulatory implementation of low-income and investment tax credits, such as New Markets, Historic Rehabilitation and Brownfield credits. Our attorneys are also skilled in financing transactions involving tax-exempt bond offerings and advise developers with respect to the availability of tax abatement opportunities as a development tool where appropriate.