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Real Estate

Real Estate

Our strategy is simple: to achieve clients’ transaction goals and provide them with the excellent service and legal analysis they have come to expect. Whether it is a power project, mixed-use residential, healthcare or hospitality development, sports facility, mid-stream project or shopping mall, our dirt-to-development real estate team consists of highly experienced lawyers ready for deployment. Our clients, including publicly held corporations, partnerships, real estate investment trusts, educational institutions, museums, governmental entities and foreign investors, call upon us to handle all aspects of their real estate transactions.

Bracewell represents clients in site assembly, financing, construction, leasing, and operation and management of office, industrial, retail, residential, hotel, apartment and other commercial real estate developments. We conduct due diligence reviews of titles, leases, entitlements, and environmental and other contractual and legal obligations that affect cash flow and valuation. We strive to deliver the tailored results our clients expect, on time and on budget.

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Our experience extends to all aspects of real estate acquisition, divestiture, and finance.  We advise clients in matters relating to specialized properties such as real estate investment funds, energy infrastructure, and gaming and hotel facilities.  We counsel both borrowers and lenders in the negotiation and documentation of credit arrangements, including term loans, working capital loans, credit enhancement facilities, construction loans, structured financings, and various workout, collection and foreclosure efforts related to non-performance credits.  We also facilitate asset-based financings, including sale/leaseback, synthetic leases and other leveraged leasehold and structured financings.

Bracewell represents the nation’s leading developers, builders, landlords and tenants in condominium projects and commercial, retail and mixed-use developments. We provide end-to-end project guidance, from entity formation and creation of joint ventures, through land use, site acquisition and assembly, easements, zoning and permitting, to project financing, construction, sales, leasing and dispositions.  Working with lawyers from a number of the firm’s practice areas, we provide coordinated counsel on environmental, contracts, tax and other matters.

Bracewell’s infrastructure lawyers have represented clients on a variety of projects, including transportation, energy and social infrastructure. We have facilitated the construction of major public infrastructure projects and assisted in developing tax and financing strategies. We have handled naming rights deals and sponsorship agreements for stadiums, arenas, social infrastructure, and entertainment venues. We frequently prepare development and lease contracts that include both public and private equity and debt financing. Our clients include Major League Baseball and National Basketball Association teams, the world’s largest rodeo, local governmental entities, private entertainment venue operators, hotel developers and family offices and foundations.

Our commercial leasing lawyers help lessors and lessees develop, negotiate and finalize lease terms. We have significant experience in assisting shopping mall developers, owners and retail tenants in securing advantageous leases. Bracewell has represented a number of corporations in connection with their headquarters relocations, which often involve sale/leaseback arrangements or  synthetic leases. We are often called upon to assist clients who are relocating or expanding offices, industrial and commercial facilities.  Our attorneys develop tax-advantaged strategies, often in conjunction with municipal and state tax-exempt bond financings.

Bracewell real estate lawyers advise owners, syndicators, underwriters and investors on all forms of development project financings. Our lawyers assist clients in evaluating real estate and facility portfolios and converting debt and expense liabilities to maximize asset value. We handle transactions across the U.S. on a variety of commercial, office and mixed-use ventures that involve both new construction and conversion of existing structures. Our lawyers have a broad range of experience with project finance and lending, from drafting and negotiating contracts to resolving disputes over defect claims, payment and performance bonds, warranties and alleged deceptive trade practices. 

Bracewell’s public private partnerships (PPP) practice provides representation on projects ranging from transportation to energy to social infrastructure. We assist clients in formulating tax and financing strategies that produce savings on major infrastructure projects such as toll roads, stadiums, arenas and entertainment venues. We frequently prepare development and lease contracts that include both public and private equity and debt financing. Our clients include Major League Baseball and National Basketball Association teams, the world’s largest rodeo, local governmental entities, private entertainment venue operators, hotel developers, family offices and foundations.

Experience

Recent Notable Matters

Texas Medical Center — Development of a 28-acre biomedical innovation and commercialization campus known as TMC3. The facility will be a cooperative development between the medical center and four public medical institutions, including a world-renowned cancer center and a major public university’s health center. Texas Medical Center will also be entering into a participation agreement with a private party for the development, lease and operation of a hotel and conference room facility to serve the Texas Medical Center and the TMC3 project.

Manchester Texas Financial Group — Representation of the owner/developer of a $390 million convention center hotel in Austin, Texas with respect to financing and construction matters. The property features over 1,000 guest rooms and suites and nearly 140,000 square feet of total meeting space.

East Texas Medical Center Healthcare System — Sale of substantially all assets to Ardent Health Services, including a network of 9 hospitals, 39 clinics, 2 inpatient facilities, 13 regional rehabilitation facilities, physician clinics, 2 emergency centers, regional home health services covering 41 counties, a comprehensive seven-trauma center care network, and an EMS fleet of more than 45 ambulances and 4 helicopters. In connection with the acquisition, Ardent and The UT Health Science Center formed a partnership and will invest more than $125 million in the new UT Health East Texas health system to support operations and fund improvements.

Private equity fund — development, debt and equity financing, leasing and management of a new, 550,000 square foot class AA+ premier office and retail project in the Uptown District of Dallas, Texas

Private equity fund — all aspects of the leveraged acquisition of a recently renovated luxury hotel in Annapolis, Maryland; including the negotiation of loan documents, equity documents, management agreement and franchise agreement

The City of Irving, Texas — Development of an entertainment venue and convention center hotel. The project involves the use of hotel occupancy taxes and the innovative use of state revenues made available to the project under the “Brimer Bill”.

The City of San Antonio, Texas — $263 million development, construction, lease and operation of a convention center hotel, including a subsequent condominiumization and recapitalization of the project 

Phillips 66 — Negotiations of the construction and financing for its new world headquarters in the Houston energy corridor area, one of the largest synthetic leases for an office development in the U.S. The campus includes approximately 1.1 million square-feet of space in multiple buildings, along with a cafeteria, fitness center, coffee shop and conference center. The complex was designed to achieve a minimum LEED Silver rating from the U.S. Green Building Council.

Duke Energy Corporation — $2.8 billion sale of its Midwest merchant generation business to a subsidiary of Dynegy Inc., which includes ownership interests in 11 power plants with a total capacity of approximately 6,100 MW, as well as Duke’s competitive retail electric and gas business with respect to real estate, co-ownership and generation/transmission separation matters; Platts Global Energy Awards 2015 Strategic Deal of the Year

Hearst Corporation — sale of the Houston Chronicle building to Hines Interests Limited Partnership, a named finalist for Houston Business Journal’s 2015 Deal of the Year in Commercial Real Estate

Apache Corporation — negotiation of the construction and synthetic lease financing for a new office building and parking complex in Midland, Texas, and corporate headquarters facility in Houston, Texas

Corsan-Corviam Construccion SA — design-builder in connection with the approximately $300 million design build construction contract for the Interstate 69 (Section 5) road project in Indiana

Tenaska — development and purchase agreement with Brownsville Public Utilities Board (BPUB) for construction of a proposed 800 MW natural gas-fueled electric generation station in Brownsville, Texas

South Field Energy LLC — development and construction of the approximately $1.3 billion South Field Energy facility, a 1,170 MW natural gas generation facility in eastern Ohio, including EPC negotiations

KeyBank National Association — Administrative agent for a group of lenders providing the acquisition financing to Center Management Group LLC to purchase a portfolio of assisted living facilities located in Philadelphia, Pennsylvania. As administrative agent, represented the Association for a group of lenders providing acquisition financing for the purchase of the Dewitt Nursing and Rehabilitation Center in New York City.

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