Development and Finance

The Development Labyrinth - Getting You to the Finish Line
Real estate development and finance is an intricate, multifaceted and constantly changing field that requires lawyers who not only say they know what to do, but have the experience to back it up.

Manatt's real estate and land use lawyers have successfully shepherded the development of residential (condominiums, apartments, single-family and senior housing), commercial (retail stores and shopping centers, restaurants and fast-food chains, office buildings and business parks, healthcare facilities and fitness centers, hotels and resorts) and industrial and warehouse properties. Our experience provides you with the resources to handle a broad range of real estate development matters, including preacquisition strategic planning; subdivision of land; waterfront and wetlands permitting; brownfields and environmental issues; utilities, easements and dedications; variance and special use permits; site plan review; nonconforming uses and rezonings; and vested rights and grandfathered conditions.

Our attorneys also assist developers in acquisition, development and construction financing-including matters connected with multistate and multiproperty developments-as well as conventional single-project loans, multiproject borrowing-base lending facilities and government funding.

Entitlements and Environmental Matters
We have decades of experience obtaining land use entitlements for the country's largest residential, commercial and institutional developments, with many involving some of the most challenging situations-vacant brownfields, coastal projects, and historic structure conversions.

Manatt's environmental lawyers have advised both public and private clients on California Environmental Quality Act compliance and successfully defended them against CEQA challenges in a wide range of projects, including many brownfields properties. We have also litigated matters before the California Coastal Commission and advised on the Endangered Species Act, as well as the myriad federal, state and local laws relating to remediation of hazardous substances.

Planning, Design and Construction
Manatt provides a range of services in connection with the planning, design and construction phases of real estate developments, including contract negotiations, contract claims and disputes.

We have drafted and reviewed all forms of contracts in this space, including industry and government form contracts (American Institute of Architects, Consensus DOCS, the Engineers Joint Contracts Documents Committee and the Construction Management Association of America). Whether you are a developer, prime contractor or subcontractor, engineer or architect, our goal is to avoid future disputes by clearly identifying responsibilities and allocating risks.

When disputes arise, we have successfully-and expeditiously-resolved claims related to changed or unforeseen conditions, delays, disruptions, loss of productivity, acceleration, defective design/construction, payment issues, insurance coverage, default terminations of contractors and subcontractors, failed construction projects, and surety payment and performance bonds. Often, our attorneys seek to work things out through negotiation, mediation or arbitration. However, when alternative dispute resolution fails, our litigation team has a proven track record of success.

Debt and Equity Financing
Financing is the lifeblood of real estate development. With tight credit expected to continue for the foreseeable future, it is important that legal counsel not only be familiar with all available financing sources, but also able to provide access to those sources. Manatt has represented both sides of the table in all types of debt transactions, including bridge loans, first mortgage loans, second mortgage loans, mezzanine loans, revolving credit facilities, A/B and A/B/C note financings, joint venture financings, leveraged and investment-grade syndicated loans, sale-leaseback transactions, interest rate swaps, cross-collateral transactions and loans structured for ultimate securitization. Our lawyers can advise you on the capital alternatives most compatible with your business objectives, as well as negotiate and draft all loan documents, including intercreditor, loan participation, loan syndication, subscription and 1031 exchange agreements.

Manatt is also recognized for our experience in two niche areas of real estate finance. One is representing preferred equity investors and high-yield debt issuers in bankrolling development projects, from the formation of LPs and LLCs to the structuring of shared appreciation loans. Because many of our clients in this area are pension advisors, we are very familiar with the income tax and ERISA issues of private and public pension funds. We also have a long history of representing bond issuers, underwriters and developers in financings under the Mello-Roos Act and special assessment district financings under various California statutory provisions for the development of public improvements, such as school facilities, water and sewer facilities, parks, libraries, fire stations and streets, and curbs and gutters.

A Leader in Residential Projects
Manatt's real estate team is particularly experienced in assisting developers of single-family detached homes and multifamily dwellings, including townhouses, apartments and condominiums. We have served as counsel to some of the nation's largest developers in connection with master-planned residential communities, mixed-use residential/retail/office projects, transportation-oriented residential developments and affordable housing projects.

Our lawyers have also advised on the formation of joint ventures between property owners, developers and investors; served as principal finance counsel for developers and home builders in arranging senior secured debt facilities, subordinated loans, preferred equity investments and junior capital participations; and provided legal and business guidance throughout the development, redevelopment, construction or rehabilitation process, including site evaluation, due diligence, acquisition, financing, zoning, permitting, planning, design, construction and sale or lease.