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    Residential Development & Finance

    The lawyers at Manatt are strong in the representation of capital sources for residential real estate development and construction projects, which includes extensive representation of commercial banks in their construction lending activities.  We also have extensive experience representing Wall Street investment houses, opportunity funds, pension advisors and other investors in a wide variety of joint ventures, limited partnerships, limited liability companies, participating and mezzanine debt and other types of investments in entitled and unentitled land development deals, acquisition and development projects, housing joint ventures and apartment and other multifamily developments, including condominium conversions.  Our participation in these transactions has run the gamut from due diligence investigations and deal structuring and documentation through transaction closing supervision and asset management.  In addition, we have served as the principal finance counsel for a number of residential developers and home builders. 

    Equity and Higher Yield Debt Practice

    We have carved out a specialty in representing sources of capital to the residential development business in the form of equity and various types of mezzanine, subordinate or participating debt.  In this capacity, our lawyers are expert in creating limited partnerships and limited liability companies as well as shared appreciation loans.  Many of our clients in this area are pension advisors, and Manatt attorneys are familiar with the income tax and ERISA concerns of both private and public pension funds.

    Representative clients in this area have included:

    • Centerline Capital Advisors (formerly Capri Capital and CharterMac)
    • City View
    • Deutsche Bank/Bankers Trust
    • Dev Cap International
    • Fremont Realty Capital
    • GreenPark Holdings
    • IHP Capital Partners
    • Lehman Brothers
    • Lennar Partners
    • Prudential Home Building Investment Advisors
    • Resmark Equity Partners (formerly Olympic Realty Advisors)

    Land Use Entitlements

    Manatt lawyers have broad experience in land use and entitlement matters.  We assist landowners and developers in structuring and obtaining approval of specific plans, development agreements, annexations, subdivision maps, conditional use permits and variances, and advise investors and lenders regarding a wide range of land use issues arising in acquisitions, financings and development proposals.  We have substantial experience with the California Environmental Quality Act (CEQA), which requires impact analysis for virtually any land development project, as well as specialty experience with California Costal Commission matters. 

    Construction Lending

    The experience of our lawyers includes representing banks and other construction lenders in financing the acquisition, development and construction of single family detached and attached projects.  This expertise includes complex multi-project borrowing base lending facilities as well as both revolving and conventional single project loans.

    Examples of our construction lending clients have included:

    • Bank of America
    • Bank One, Arizona
    • Citicorp Real Estate, Inc.
    • Deutsche Bank/Bankers Trust
    • First Interstate Bank
    • Security Pacific National Bank
    • Wells Fargo Bank

    Public Finance/Special Assessment Districts

    An important consideration in residential real estate development is the financing of public infrastructure improvements.  The formation of special districts to finance infrastructure and other development costs has been a valuable tool for developers and their financing partners.  Not only can developers and financing partners fund the costs of the improvements at attractive tax exempt interest rates, but may be able to pass on the repayment of the funds to the homeowners without a dollar for dollar reduction in the purchase price of the residential units.  Manatt lawyers have had a very active practice representing issuers, underwriters and developers in connection with assessment district and Mello Roos financings.  Such financings have funded public improvements such as school facilities, water and sewer facilities, parks, libraries, fire stations and streets, curbs and gutters.

    Environmental Impact and Remediation

    Manatt has broad and deep experience in the impact of environmental law on the development and use of land, particularly the requirements of CEQA, the Endangered Species Act and the many, very complex federal, state and local laws relating to hazardous substances.  Many of our projects are Brownfields developments, requiring a sophisticated understanding of both the law governing remediation of hazardous materials and the requirements of CEQA in addressing those issues.  We regularly advise clients on the requirements of CEQA and review environmental impact reports for their adequacy.  We have successfully defended numerous development projects from challenges brought based on CEQA. 

    Selected Transactions

    • Represented a group of investors in connection with an investment in a residential development project of approximately 27 acres in the City of Stuart, Florida.  The project entity will obtain entitlement and plans to develop approximately 175 townhomes and 150,000 square feet of commercial space.
    • Represented Deutsche Bank Trust Company Americas (formerly Bankers Trust) in over $500 million of construction and mezzanine loans, and equity in single family residential developments throughout California and participating the loans to a CalPERS partnership.
    • Represented Fremont Realty Capital as mezzanine lender and equity investor in its provision of $24 million structured financing for the construction of approximately 570 luxury condominium units in Panama City Beach (Bay County), Florida.
    • Represented Fremont Realty Capital as the lender in its provision of a $28 million mezzanine loan for development of finished commercial and residential lots to be sold to merchant builders and developers, construction of a golf course and club house which were licensed by the PGA and selling memberships in the same, and refurbishing a marina and selling memberships.
    • Represented HAMC Wasatch in connection with the completion of the entitlement process for a 1,600 unit master planned resort community, and taking the project in to the market for equity and debt development financing in Deer Valley, Utah.
    • Represented IHP Capital Partners in a series of work-outs of the former PICAL Housing Associates portfolio managed by IHP
    • Represented Lennar Partners in connection with a joint venture with Fieldstone Communities, Inc. for the development and construction of two separate communities - 121-single family homes and 85 single family homes - in Riverside County, California.
    • Represented Lennar Partners in connection with developer William Lyon Homes to develop 113 single family homes in Huntington Beach, California and 70 single family homes in Ventura County, California.
    • Represented Meer Capital Partners in the transition of its Westlake Villas, from a 285 luxury townhome project previously intended to serve as a rental community, to for sale housing.  We represented Meer in its buyout of its existing partners, the amendment of its senior loan documents, and the placement of new mezzanine financing to convert Westlake Villas to for sale condominiums.  The deal was underwritten by Corus Bank of Chicago as the senior lender providing $45 million of capital; a mezzanine facility of $11.5 million was provided by Buchanan Street Partners.
    • Represented an affiliate of Meer Capital Partners in the assemblage of a 30-acre parcel near the Ontario Airport and the sale of the assembled parcel to a public home builder involving the imposition of master planned community controls.
    • Represented The Prudential Insurance Company of America, as a CalPERS advisor, in equity investments in residential development joint ventures (limited partnerships and limited liability companies) in California, Nevada, and Arizona.  PICAL, the partnership between Prudential and CalPERS formed to make these investments, also served as construction and development lender to the joint ventures with the developers.  We represented Prudential and PICAL in over 25 of these transactions, with aggregate investments in excess of $250 million.
    • Represented Resmark Equity Partners (formerly Olympic Realty Advisors), a CalPERS advisor, as primary transactional counsel since 1999 in dozens of equity, mezzanine debt and land banking transactions.
    • Representative builders have included Fieldstone Communities, William Lyon Homes, TOUSA Homes (aka Engle Homes), ColRich Communities, Regis Homes, Pacifica, and The Grupe Company.
    • Transactions have been located in a variety of states, including California, Arizona, Nevada, Florida, Delaware, Pennsylvania, and Virginia
    • Represented Resmark Equity Partners in a mezzanine and construction loan secured by a condominium conversion project located in Sacramento, California.
    • Represented SunCal Companies in connection with a $320 million syndicated acquisition and development financing for four master development projects in California.
    • Represented a private landowner in selling a 610-acre ranch property in Thermal, California, to Lennar Homes.
    • Represented a publicly traded technology company in the entitlement, sale or venture of a 25 acre urban infill project in Newport Beach, California.