We represent clients across public and private markets and throughout the capital stack in a wide range of complex debt and equity transactions.
With more than 110 lawyers nationwide—and teams focused on specific industry sectors, project types, and deal structures—we are trusted advisers with a history of efficiently closing deals and delivering value to our clients as we work to achieve their business goals. Today's markets are complex and fast-moving, while individual transactions often present unique issues requiring customized solutions. Our attorneys have the legal and business skill and experience needed to address the demands of the debt and equity markets and the nuances of each deal.
We are especially skilled at handling distressed matters across our various finance practices and from various perspectives combining deal experience and market knowledge with restructuring, enforcement and bankruptcy expertise to provide comprehensive and effective legal support and solutions for troubled transactions as well as the opportunities they may present.
Chambers USA has praised our finance lawyers for their "tenacity, accuracy, resourcefulness, and diligence in getting the job done." They have described us as solutions-oriented, collaborative, and innovative.
Our team brings depth, range, and an extensive working knowledge of the challenges specific to particular industries, geographic markets, project types, and deal structures. We understand available options and incentives and the key issues that drive deals, and we are able to avoid needless and frustrating delays that can result in disruption, lost opportunities, or damaged relationships.
Many of us have worked in business, government, and banking—gaining perspectives that enable us to anticipate obstacles, understand deal dynamics, and structure effective, customized solutions.
Ballard Spahr is nationally recognized for excellence in public, infrastructure, outsourcing, and renewable energy project finance; real estate and housing finance; and middle-market M&A. BTI Consulting has ranked us in the top 15 percent of all law firms for our use of technology to add client value. And our finance lawyers play leadership roles in key industry organizations, including ACREL, ACMA, NABL, and CREF-C.
"What stands out is that they understand what we're focused on and have developed a specialized knowledge base in our area," a leading client told Chambers USA. "We can always pick up the phone and we'll get honest thoughts coming from a deep concern for building our business."
You set the goal. We'll get you there.
We represent lenders, borrowers, and private equity investors in the financing transactions necessary to acquire, expand, or restructure businesses, and transform ideas into reality.
Our Chambers-ranked lawyers advise lenders and borrowers across the spectrum of capital markets in single-lender and syndicated structures, structured loans, asset-based loans, tax-exempt financings, health care financings, and other commercial financing arrangements. We regularly negotiate and document co-lender and intercreditor arrangements in both multitranche and unitranche structures.
Our extensive experience representing lenders also provides us with practical insight into the representation of a wide range of publicly and privately owned borrower clients in commercial lending transactions and other financing vehicles used by businesses to access capital.
The firm’s Distressed Real Estate practice draws on talent and experience from both transactional and litigation practices to create a multidisciplinary, results-focused team that works closely with lenders, servicers, investors, developers, owners, trustees, and receivers to design and implement the best approaches to resolving troubled real estate investments and related disputes. The team also advises on opportunistic investing, rescue capital transactions, distressed loan purchases, and bankruptcy matters.
As COVID-19 upends the global economy, members of our distressed real estate practice are assisting clients with loan restructuring and workouts, loan sales, receivership sales, foreclosures and other enforcement matters, bankruptcies and reorganizations, liquidations, asset distribution, and intercreditor matters. Our attorneys advise clients on a variety of distressed projects, including shopping centers and retail malls, office complexes, hotels, resorts, casinos, industrial properties, senior housing and retirement communities, nursing homes, master-planned and mixed-use developments, and condominiums.
We are a powerful ally in the development, acquisition, and financing of energy assets, particularly those involving power and renewable energy. We represent lenders in the financing of renewable energy projects and advise many of the country's largest independent power developers and utilities in their project debt arrangements. We also counsel most of the major national underwriters of capital markets offerings for energy project finance.
Our energy and project finance lawyers structure joint ventures that combine investment and operating roles among developers, investor-owned utilities, cooperatives, municipal power entities, and equity funds. We also have significant experience with energy-related P3 arrangements and the privatization of public utilities. We handle financing for microgrid projects as well as for M&A transactions involving energy assets, including portfolios. We regularly advise developers, purchasers, and others with respect to power purchase agreements, including corporate PPAs for renewable generation facilities.
With more than 60 attorneys, our Housing practice is one of the largest and most highly regarded in the United States. We have been involved in the financing of virtually every type of housing and community development project—from mixed-income and mixed-use developments to government-assisted and military housing to student and senior living facilities.
Our housing lawyers have represented more than 75 housing authorities, closed hundreds of bond transactions as credit enhancer, bond, and underwriter's counsel, and been involved in thousands of tax credit transactions. We routinely represent borrowers and the most active lenders under all of the market rate and affordable multifamily and seniors programs of Freddie Mac, Fannie Mae, and HUD.
We collaborate with our colleagues in the firm’s Housing Development team on matters involving construction development and regulatory compliance. Our experience in banking, securities, zoning, environmental law and green building, litigation, and bankruptcy complements our Housing Finance practice.
We take an integrated approach to project finance, counseling clients on the regulatory issues, financing options, transactional considerations, and litigation avoidance strategies necessary when embarking on a capital-heavy project. The Finance team works with colleagues versed in key areas, such as tax, construction and development, environmental regulation, labor and employment, corporate law, and government relations.
Our project finance lawyers represent investors, sponsors, and lenders, including commercial banks, DFIs, MLAs, and private equity companies. We also do a heavy volume of project finance work on behalf of independent power producers, federal and state governments and government-sponsored enterprises, manufacturing companies, and developers.
In addition to traditional project finance, we are leaders in P3 financing for energy, housing, transportation, and infrastructure projects. Our depth of experience representing both lenders and borrowers in project finance gives us the ability to understand and address the specific needs of the people on the other side of the negotiating table. Deals are more forward-thinking, collaborative, and complete.
Project Finance | Public Finance | Real Estate Finance | Real Estate | Construction Litigation | Tax | Environment and Natural Resources | Government Relations | Commercial Finance | Business and Transactions
Ballard Spahr has participated in the issuance of more than $1 trillion of tax-exempt obligations in all states, the District of Columbia, and American territories. We are one of the top bond and underwriters' counsel firms in the United States by dollar volume, and U.S. News & World Report ranks our Public Finance practice in the highest tier nationally.
Our public finance lawyers represent clients on every side of the table—borrowers, issuers, underwriters, and trustees—and have been involved in virtually every type of bond transaction. Our work has paved the way for major capital improvement projects involving transportation and infrastructure systems, educational facilities, hospitals and health care centers, utilities, housing developments, sports arenas, and cultural centers.
For more than 60 years, we have been on the forefront of developments in public finance law. Members of the team have served in high-ranking positions at the U.S. Treasury Department and the IRS, and hold leadership roles in the National Association of Bond Lawyers and the American Bar Association tax section.
We represent government participants and private sector developers, investors, and lenders in innovative public-private partnership (P3) projects across the country for projects ranging from transportation systems, water and sewer utilities, and energy facilities to military, student, and affordable housing.
Our attorneys understand the financial, legal, and practical considerations involved in the financing, acquisition, development, maintenance, operation, and disposition of publicly owned assets, and we have the experience to anticipate and preempt potential roadblocks.
We have served as counsel to Departments of Transportation for P3 projects in Virginia, Pennsylvania, Georgia, and Colorado; bond counsel in the initiative to replace 550 structurally deficient bridges across Pennsylvania and the development of the Purple Line Light Rail Project; and special counsel to the Federal Railroad Administration on the project to redevelop Denver Union Station.
Our work on behalf of the New York City Housing Authority to structure a nearly $500 million transaction to improve 20,000 public housing units in the city—one of the largest P3 tax credit bond deals in U.S. history— earned us Dealmaker of the Year honors from The American Lawyer.
P3/Infrastructure | Commercial Finance | Energy | Project Finance | Environment and Natural Resources | Government Relations and Public Policy | Real Estate | Housing | Leasing | Municipal Recovery | Public Finance
Our Real Estate Finance Group is one of the most active in the country and is home to many attorneys who are ranked among the nation’s best. With more than 85 lawyers, we are leaders in the structuring, negotiation, and closing of complex, high-profile real estate debt and equity transactions. Our attorneys bring decades of experience and tactical ability in a wide variety of deal structures, project types, and market conditions.
We represent market participants across the real estate ecosystem—from commercial and investment banks, mezzanine and bridge lenders, insurance companies, and pension funds to private equity firms and fund sponsors, as well as developers and investors seeking capital. We also advise companies focused on loan origination, servicing, and syndication.
Our active relationships with key industry participants help to identify opportunities and trends and to facilitate transactions.
Real Estate Finance | Distressed Real Estate | Commercial Loan Servicing | Private Equity Real Estate | Insurance Company and Institutional Investments | CMBS Loan Origination | New York Real Estate Finance | Western Real Estate Finance | Real Estate | REITs | Tax
Our Business and Transactions attorneys work with clients of all sizes and stages of maturity to negotiate, structure, and complete transactions that improve competitive position, add value, and sustain growth. We provide practical advice to businesses on the best legal framework for operations, investments, regulatory compliance, and special initiatives.
From entity formation, capital raising, and public offerings to mergers, acquisitions, and other liquidity events, our business and finance legal work spans business life cycles and industries. Our industry perspective, knowledge of regulatory regimes and agencies, and legal skills enable our attorneys to identify and address issues before they become obstacles.
On the compliance side, we advise on securities and corporate governance, tax, privacy and data security, accessibility, diversity and inclusion counseling, and employee benefits and executive compensation. Our Consumer Financial Services Group is one of the largest and most highly regarded in the country and is a leader in product development, regulatory guidance, and litigation specific to that industry. Our Private Client Services Group advises high-net worth individuals and trusts on a variety of sophisticated tax, gift, and estate planning matters.
Business and Transactions | Emerging Companies and Venture Capital | Securities and Capital Markets | Employee Benefits and Executive Compensation | Tax | Investment Management | Mergers and Acquisitions | Private Equity | Consumer Financial Services | Blockchain Technology and Cryptocurrency | Fintech | Government Relations and Public Policy
Bankruptcy can be a tool for restructuring debt, reorganizing to meet new business challenges, and maximizing the value of assets. Our bankruptcy and restructuring team has the skills and experience to guide the process—and to know when another solution might be more suitable.
Our experience ranges from corporate restructurings, including Chapter 11 debtor and creditor matters; Chapter 9 municipal insolvencies, including major representations in Detroit and San Bernardino; and distressed real estate and M&A matters. We advise on all facets of financial distress, including restructurings, workouts, the refinancing of debt, creditor-debtor litigation, distressed asset acquisitions and dispositions, recapitalizations, reorganizations, and liquidations, both in and outside of formal proceedings.
Because many of the issues involved in corporate restructuring require industry-specific skills, we often call upon colleagues skilled in public finance, real estate, health care, energy and utilities, housing, higher education, retail, and government. U.S. News and World Report has ranked us in the highest tier nationally for Bankruptcy and Creditor Debtor Rights/Insolvency and Reorganization Law.
Bankruptcy and Restructuring | Distressed Real Estate | Municipal Recovery | Tax | Housing | Litigation | Public Finance | Health Care | Real Estate | Energy | Project Finance | Housing | Education | Government Relations | Retail | Manufacturing
We provide strategic counsel to entrepreneurs and early-stage businesses across multiple industry sectors. Our attorneys—who have handled hundreds of financing rounds ranging from less than $1 million to more than $100 million—bring the acumen and experience to help fledgling enterprises get established, build a workforce, connect to funding sources and strategic partners, protect their assets, and grow into market leaders. We regularly represent our emerging growth clients throughout their lifecycle, from formation through a successful exit.
Emerging company clients benefit from our vast network of relationships with venture capital and private equity firms, angel investors, investment funds and banks, and public companies that invest in start-ups. We even have an incubator program—Project SING—that provides pro bono legal counsel to innovative start-ups.
On the investor side, we represent venture capital funds and other investors seeking opportunities. We advise on financing and exit transactions, from assessment, structuring, and due diligence through closing and post-closing matters.
With more than 250 attorneys in 15 offices nationwide, our multipractice Litigation Department is the firm's largest. It draws from a deep bench of skilled and experienced litigators who represent clients on both the defense and plaintiffs' side in a wide range of civil, criminal, and administrative matters before state and federal trial and appellate courts, arbitration panels, and administrative agencies.
The areas of law handled by our litigators include antitrust; bankruptcy; class actions and commercial litigation; consumer financial services; environment; government relations; insurance; intellectual property; labor and employment; media and entertainment; privacy and data security; professional liability; product liability; real estate and construction; white collar defense; and securities enforcement and corporate governance. Our litigators have achieved a significant number of victories through dispositive motions, trial, and on appeal. We also are fully versed in all alternative dispute resolution methods; work with our clients to craft advantageous settlements to minimize litigation risk and expense; and provide counsel on litigation avoidance strategy.
We use state-of-the-art case management support and technology resources to hold the line on the expense of e-discovery and data management. Our litigators consult with clients every step of the way during a lawsuit, always mindful of the underlying business implications and litigation risks. Our overriding objective in every case is to secure a prompt and favorable outcome that meets the needs of our clients and minimizes the burden, inconvenience, and expense of litigation.
We provide in-depth, sophisticated deal coverage, from initial structuring through due diligence and documentation to closing and post-closing integration. The Legal 500 has ranked us a leading firm for middle-market M&A deals.
Our M&A lawyers represent buyers and sellers—whether they are small, privately held companies, multinational public companies, private equity funds or independent sponsors—across a wide variety of industries in transactions that span the lower-middle and middle markets to multibillion-dollar acquisitions and divestitures. Our Banking and Financial Institutions M&A team and our Health Care M&A team are nationally recognized, giving us particular strength in advising clients in those industry sectors.
In addition, we have subject matter expertise in all areas critical to successfully closing a deal and minimizing related risks, including tax, finance, intellectual property, antitrust, employment, employee benefits, real estate, environmental, and data privacy.
Business and Transactions | Commercial Finance | Investment Management | Private Equity | Emerging Companies and Venture Capital | Life Sciences and Technology | Securities and Capital Markets | Intellectual Property | Tax | Real Estate Finance | Retail | Securities Enforcement and Corporate Governance Litigation | Banking and Financial Services
We work with a wide range of clients in the residential and commercial mortgage banking industries. Our mortgage banking attorneys are at the forefront of rapidly changing federal and state regulatory developments and have formidable skill and depth in litigation, enforcement actions, and transactions.
Our clients range from innovative start-ups to Fortune 500 corporations—financial institutions; mortgage lenders, brokers, and servicers; secondary market investors; insurance companies; investment bankers; settlement-service providers; auction platforms; and homebuilders.
Those clients call on us to oversee transactional matters such as mergers and acquisitions, liquidations of distressed assets, purchases and sales of mortgage loans, servicing rights and other assets, formation of joint ventures and strategic alliances, and the establishment of warehousing and other credit facilities.
We assist clients in acquiring and maintaining a wide range of state license or other approvals, including licenses necessary to finance, broker, and service mortgages, engage in consumer credit finance activities, and broker various types of insurance. Our work includes identifying and obtaining licenses and approvals related to stock and asset acquisitions, and change of control situations. In addition, we work with clients to secure approvals from federal agencies, including Ginnie Mae, FHA, and VA, and the GSEs.
We represent financial sponsors, portfolio companies, fund investors, and lenders throughout the life cycle of their private equity transactions. The team is nationally known for its work on middle-market buyouts, expansion capital deals, and company representations across industries.
Our experience representing funds as both buyers and sellers enables us to see transactions from all sides and create tax-efficient structures that align the risk and reward to the goals of each side. In addition, we have experience handling private equity and venture capital investments in infrastructure, energy, and real estate, including opportunity zone fund assets.
Our Private Equity Real Estate team advises on commercial real estate investing and lending transactions—from acquisitions and dispositions to joint ventures, distressed asset investing, and portfolio analysis. We also advise private equity clients on tax and REIT-related matters, fund formation, and fund or project-level financing transactions.
Business and Transactions | Commercial Finance | Investment Management | Private Equity | Real Estate Private Equity | Emerging Companies and Venture Capital | Securities and Capital Markets | Intellectual Property | Real Estate | Qualified Opportunity Zones | Tax | REITs | Manufacturing | Life Sciences and Technology | Real Estate Finance | Securities Enforcement and Corporate Governance Litigation | Banking and Financial Services
The attorneys in our Tax Group assist clients in minimizing their federal, state, and local tax burden and maximizing tax credits, deductions, and exemptions. We help clients plan to avoid tax controversies. Should a controversy arise, we advise on matters ranging from routine audits to criminal tax matters.
We advise on interest rate swaps, taxable and tax-exempt derivatives, contingent payment instruments, and stripped debt obligations. We counsel specialized entities, such as regulated investment companies, REITs, hedge funds, private equity funds, financial services organizations, and others engaged in the management of investments.
Our tax attorneys also analyze and structure real estate development and investment vehicles and work regularly with real estate financings and workout transactions. Our experience includes structuring LIHTC transactions, Historic Tax Credits, and New Markets Tax Credits.
The Qualified Opportunity Zone program provides tax benefits to investors to spur economic development in more than 8,000 locations across the country and U.S. territories. Our team is at the forefront of advising clients how to maximize the benefits of this powerful new incentive program.
Our cross-disciplinary team advises clients on planning and executing investments in businesses and properties located in Qualified Opportunity Zones and on the organization of the Qualified Opportunity Funds. We provide strategic legal analysis of how the complex—and still evolving—rules and regulations apply to specific investments and investor objectives.
Ballard Spahr is a recognized leader in real estate—serving clients in every segment of the industry. With across-the-board strength, regional market knowledge, and a strong national platform, we can assist from zoning and land use through acquisition, development and lease-up.
Clients nationwide call on us to assist them in acquiring, developing, financing and disposing of their real estate across all asset classes. With a client-first philosophy and an unsurpassed level of skill and sophistication, we provide effective solutions to seemingly intractable challenges. These efforts have led Chambers USA to award our real estate practice and many of our lawyers a national ranking for excellence.
With more than 120 attorneys nationwide who focus on real estate matters, we have the depth and breadth of experience to take a holistic approach to the needs of our clients and provide real-world advice throughout the real estate cycle. We have been a mainstay in the industry for years and we have gained the perspective needed to counsel clients in a wide variety of market conditions.
Accessibility | Construction | Distressed Real Estate | Eminent Domain | Housing | Leasing | Mixed-Use Development and Condominiums | Real Estate Development and Transactions | Real Estate Finance | Resort, Hospitality, and Timeshare | Real Estate Tax | Zoning and Land Use
- Ballard Spahr served as P3 counsel to the Virginia Department of Transportation (VDOT) in connection with the development of high-occupancy toll (HOT) lanes along the I-95/I-395 corridor just south of Washington, D.C., which was procured as a DBFOM project. Ballard Spahr also represented VDOT in connection with the development of HOT lanes on an extension of the I-95 HOT Lanes Project down to the Fredericksburg area (Fredericksburg Extension). Ballard Spahr structured, drafted and negotiated the Comprehensive Agreement covering the construction, operation, maintenance, and financing of the project, and worked with VDOT and VDOT's consultants on the Comprehensive Agreement.
- Ballard Spahr served as P3 counsel to the Georgia Department of Transportation (GDOT) in connection with the I-285/SR 400 Reconstruction Project, the reconstruction of an interchange in the Atlanta area. The project was procured by GDOT and the State Road and Tollway Authority as a design-build-finance (DBF) project. As P3 counsel, Ballard Spahr drafted the procurement documents, the DBF Contract and other related documents and materials.
- Ballard Spahr served as bond counsel to the Pennsylvania Department of Transportation (PennDOT) and the Pennsylvania Economic Development Financing Agency (PEDFA) in the Pennsylvania Rapid Bridge Replacement Project (RBR Project), a DBFM initiative that involves the replacement of approximately 550 structurally deficient bridges across the Commonwealth over a three to four year period. Ballard Spahr's engagement included drafting all of the financing documents and security documents as well as commenting on and drafting certain sections of the offering documents for the PABs.
- Ballard Spahr served as special counsel to the Federal Railroad Administration (FRA) for a Railroad Rehabilitation & Improvement Financing Loan (RRIF Loan), which provides funds to redevelop and rehabilitate the Denver Union Station Project. The Denver Union Station Project is a 50-acre intermodal transit public-private development in lower downtown Denver that will serve as a regional multimodal hub, improve transportation, and reduce congestion in the Denver area. Transportation elements include an underground bus terminal with 22 bays, a light rail station for current and future light rail routes, a commuter rail station that will serve Amtrak and possibly a ski train, and public plazas to integrate transit service.
- Ballard Spahr served as bond counsel to the Maryland Economic Development Corporation in the Purple Line Light Rail Project (Purple Line Project), a 16-mile light rail line that will extend from Bethesda in Montgomery County to New Carrollton in Prince George's County. The Purple Line Project will provide a direct connection to the Metrorail Red, Green and Orange Lines: at Bethesda, Silver Spring, College Park, and New Carrollton. The Purple Line will also connect to MARC, Amtrak, and local bus services. Ballard Spahr used its knowledge of complex financing transactions to make sure the documents worked together throughout the various series of PABs as well as with each of the other sources of financing.
- Ballard Spahr represented the underwriter who served as underwriter to Lehigh County Authority, the winning bidder in the Allentown Water and Sewer Project. The City of Allentown entered into a public-public partnership with the Lehigh County Authority to lease its water and sewer system in exchange for an initial up-front payment of approximately $212 million and annual rental payments.
Energy and Project Finance
- Ballard Spahr served as counsel to the project developer / borrower of a 100 MW solar project in Utah. The development effort in Utah was challenging and pioneering, as the Ballard Spahr team supported client efforts to amend legislation and obtain public service commission rulings. The financing involved senior long term debt from a major insurance company, and tax equity from a US technology company, alongside sponsor equity from the developer's European parent company.
- Represented the lead lender in closing an innovative $30 million community solar financing to finance the acquisition of completed distributed generation solar power projects located throughout Massachusetts, with up to 20 separate projects being financed.
- Represented a leading national independent power producer as Borrower's counsel in a series of five utility scale solar power projects in three different states. These financings have included both senior bank debt, industrial development bonds, and privately placed institutional notes. We provided assistance with financing documentation and negotiation and renewable energy tax advice and legal opinions.
- Ballard Spahr represented a developer of a 474 MW wind energy project in Kansas, including negotiation of virtual power purchase agreements with various industrial buyers
- Ballard Spahr served as lender's counsel for a California distributed wind portfolio debt financing by an Arizona bank, which included 14 projects with a total name plate capacity of approximately 17 MW. The transaction required significant structuring efforts to address the location of some projects on Native American lands and the requirements of the California Self Generation Incentive Program (SGIP).
- Served as counsel to an independent investment manager in its acquisition and financing of distributed solar PV portfolio with a nameplate capacity of 115 MWAC, comprising 136 projects across 12 states, including California, New York, New Jersey, Maryland, and Massachusetts.
- The firm served as M&A co-counsel to a subsidiary of a Fortune 500 energy company, in its acquisition, through a private bankruptcy sale from a renewable energy development company, of three commercial/industrial distributed solar project portfolios consisting of 26 projects with a cumulative capacity of 90 MW under construction or development in California, Connecticut, Florida, Massachusetts and New York
- Represented an energy storage developer in the $25 million sale of a 30% interest in its wholly owned subsidiary (a developer of large battery storage systems) to a subsidiary of a Hong Kong Stock Exchange listed company.
- Ballard Spahr represented the developer of the Stein Eriksen Residences, consisting of 14 luxury detached homes and 40 luxury ski-in/ski-out condominiums at Silver Lake Village in the heart of the Deer Valley Resort area in Park City, Utah. The project was affiliated, by licensed name and common management company, with the iconic Stein Eriksen Lodge in Deer Valley. The development project also included amenities such as a spa, pool, ski shop, ski lounge, dining area, bar/lounge, and fitness center. Ballard Spahr advised the developer on structuring the mixed-use, condominium, and common ownership regime and drafting of related documentation. The firm also guided the project through extensive land use and other regulatory approvals.
- We represent East West Partners in the ongoing development of The Village at Empire Pass, a luxury residential community within the Deer Valley Ski Resort in Utah. The latest phase, currently under construction, includes 27 ski-in/out condominium residences, totaling approximately 65,000 square feet of residential real estate in a single building near a major Deer Valley ski lift, together with luxury amenities. We have served as counsel to East West for more than a decade on the overall project, which includes high-rise condominiums, town homes, and single-family residences in a master-planned community. Our work has included representation in land purchases, preparation of governance and sales documents, financing opinions, purchaser negotiations, and project management issues, as well as in turnover of homeowner association control and construction defect claims.
- Ballard Spahr assisted Berkadia in winding down a portfolio of securitized loans totaling $286.4 million in financing secured by 14 multifamily properties in five states, including Georgia, Illinois, Oregon, Texas, and Virginia. Borrower was a KKR-sponsored affiliate and all loans were subject to a Master Cross-Collateralization Agreement with complicated release provisions, which were being strictly enforced by the lender. A number of these loans were also being assumed by a third-party purchaser, with loan assumption also documented by Ballard Spahr.
- The firm assisted Johns Hopkins University in negotiating development rights and a ground lease for the development by private entities of a mixed-use project at a prominent campus-adjacent corner in Baltimore. The project was part of a larger initiative to revitalize the retail district of Charles Village along the St. Paul and 33rd Street corridor near the Johns Hopkins Homewood campus. The project featured more than 31,000 square feet of commercial space including restaurants, retailers, and services, as well as 157 market-rate student apartments, and a 162-space paid parking structure.
- Ballard Spahr served as disclosure counsel to the City and County of Denver in a $2.5 billion transaction to fund improvements to the Denver International Airport—the largest single airport bond issuance in U.S. history. The project was named 2018 Deal of the Year by The Bond Buyer. The funds are earmarked for capital improvement projects that include the addition of 39 new gates and redevelopment of the 1.2 million square-foot Jeppesen Terminal.
- Ballard Spahr has provided special counsel, borrower's counsel and credit support counsel services for MedStar Health's financings, dating back to 1983 and totaling more than $7 billion. MedStar Health is the largest healthcare provider in the Maryland and Washington, D.C. region. The system includes 10 hospitals, a research institute and a medical group.
- Ballard Spahr served as bond counsel and remarketing agent's counsel in four separate transactions in for The Delaware River Joint Toll Bridge, aggregating approximately $660 million. As part of our representation, we counseled the Commission on the limitations imposed by its bi-state federal compact on the types of projects they could undertake in and on behalf of its host communities. Ballard Spahr assisted the Commission in the creation of its then current general bond indenture and the re-structuring of its entire debt portfolio and financial and operating covenants.
- Ballard Spahr represented the Chicago Housing Authority as issuer's counsel in a general obligation bond issuance to fund renovations to their public housing portfolio. This $325 million dollar deal (comprised of both a tax-exempt and taxable series) was one of only a handful of such similar structures to be completed in the country. Although issued as a general obligation bond, no specific amounts were pledged to repayment. CHA intends to use its Section 8 Administrative Fees and public housing tenant rents to repay the debt.
- Ballard Spahr lawyers have served as bond counsel to the Pennsylvania Higher Educational Facilities Authority on more than 15 deals for the benefit of the Pennsylvania State System of Higher Education. Ballard Spahr has additionally acted as bond counsel to PHEFA in various issues of standalone revenue bonds for the University of Pennsylvania, Saint Joseph's University, the University of Scranton, Widener University, Delaware Valley College of Science and Agriculture, and Thomas Jefferson University, among others. These bond issues included new money and refundings. The bonds included conventional fixed rate bonds, floating rate bonds with no liquidity facility, and floating rate bonds with standby bond purchase facilities or letters of credit.
- Through the Arizona Board of Regents, we have served as bond counsel for both Arizona State University (ASU) and Northern Arizona University (NAU), since at least 1990. Our work includes the issuance of the first ever lottery revenue bonds for both ASU and NAU.
- Ballard Spahr served as counsel to So Others Might Eat, a District of Columbia nonprofit organization, in the financing of the construction of a 320,000 square foot green building which provides affordable rental housing, job training and health care in one facility. The approximately $80 million project involved legal advice relating to the issuance of tax-exempt bonds, use of low income housing tax credits, execution of two New Markets Tax Credit financings, review of a loan from the Department of Housing and Community Development and serving as borrower's counsel for an FHA insured loan. The project will provide 182 residential units for low-income tenants, along with an expanded employment center, a medical and dental health center, administrative offices for SOME, and some retail. The project included numerous sources of financing, including LIHTCs, NMTCs, and HUD-insured debt. The financing included working with three separate Community Development Entities.
- Ballard Spahr represented The Children's Aid Society (CAS), as borrower's counsel in connection with a tax-exempt financing for a $40 million new headquarters facility in New York City. CAS is one of the region's largest non-profit providers of social welfare services. Drawing on its expertise with financial transactions, corporate matters, non-profits, state laws, and securities laws, Ballard delivered legal opinions and provided assistance with the structuring of the tax-exempt bonds, New York state law issues, the review of transaction documents on behalf of CAS, and compliance with ongoing tax and securities law issues.
Real Estate Finance
- Ballard Spahr represented the senior lender in a construction loan for a single-tenant corporate headquarters building in Indiana, which included a tax increment bond component. This project involved the unique risks involved in a single-tenant project, a construction project and a project to be constructed both with loan funds as well as proceeds from a tax increment bond facility, which required a structure to coordinate the disbursement of proceeds from each component.
- Served as counsel for a credit facility and mezzanine loan secured by a residential tower in New York involving low-income units, a 421-a tax abatement and low income housing tax credits. We represented the lead bank and letter of credit issuer.
- Ballard Spahr represented the lender in a construction loan for a New York City residential tower. This included land loan, building loan and project loan components.
- We represented a finance company in a $68.8 million financing originated for a portfolio of eight seniors housing communities, totaling 474 units in Kentucky, Tennessee, and Indiana.
- The firm represented a private equity real estate investment fund formed by an affiliate of a national homebuilder and a global investment management firm in connection with a $76 million acquisition and site development loan for the development of 310 single-family residential lots, comprising the first phase of a 589-lot development. Our work included all documentation and due diligence associated with the transaction and the underlying real estate and included assisting in the structuring of the transaction and then drafting and negotiating all relevant loan documents, including representing the fund in a subordination agreement with a national home builder under contract to acquire the improved lots on a rolling basis, which agreement included mutual notice, cure, and succession provisions. The transaction also involved negotiation of an intercreditor agreement with the seller of the underlying real estate who, in connection with the installment sale of the land, was granted a pledge of the ownership interest in the developer/borrower requiring negotiation of certain notice, cure, loan assumption, and replacement guarantor provisions relating to the acquisition and site development loan.
- Ballard Spahr represented a commercial bank, as agent and lender, in the origination and syndication of a $155 million A/B construction loan. The loan was made on a joint and several basis to affiliated joint venture co-borrowers for the development of a high rise office building located within a waterfront redevelopment district as part of a mixed-use, multi-owner, master land development condominium. Upon completion of the project, the sponsors will relocate their respective headquarters to the project. In addition to advising on all facets of the origination and syndication of the financing, the engagement included review and guidance regarding various redevelopment agreements, the master condominium structure, three headquarter leases entered into under a master lease / sublease structure, and certain incentive programs including tax credits used to support a portion of the debt service payments.
- Ballard Spahr has served and continues to serve as counsel to one of the nation's largest life insurance companies in numerous joint venture transactions for the development of warehouse properties throughout the United States. To date the projects have involved over $500 million and include formation of the ventures, acquisition of properties, construction contracts, construction loan documents, leases, and sales.
- Ballard Spahr has represented PNC for over seven decades, including recently, representing the bank, as administrative agent, in a $600 million credit facility involving U.S, and foreign borrowers from the United Kingdom. We also represented PNC Bank, as Administrative Agent, in a $65 million secured asset based facility as part of a $355 million financing package to facilitate a private equity buy-out of a leading telecom services business.
- Ballard Spahr represented a national banking association as the Administrative Agent in a syndicated senior secured multicurrency revolving credit facility to GP Strategies Corporation. The transaction involved not only U.S. borrowers, but also borrowers in England and Wales and was secured by domestic and foreign collateral.
- Ballard Spahr represented Toll Brothers Inc. in an $800,000,000 Term Loan Facility with an accordion to increase to $1 billion. Timing on this facility was important because of timing to coincide with fiscal year end.
- Ballard Spahr LLP represented a leading provider of engineering, procurement, construction management and validation services in the negotiation and closing of a $70 million senior secured credit facility with a syndicate of senior lenders led by Citibank, N.A., as the administrative agent. The proceeds of the facilities were initially utilized, in part, to (i) finance the acquisition of The Cardinal Group USA, LLC, (ii) refinance the client's then existing senior secured indebtedness and (iii) make a $40 million distribution to the client's private equity sponsor and its other equity holders. In addition, the proceeds of the credit facilities will be used for the client's and its subsidiaries' general business requirements.
- Ballard Spahr represented the Administrative Agent in a syndicated senior secured revolving credit facility to a national service provider. The facility includes an $80 million accordion facility. Proceeds were used, in part, to fund an acquisition.
- The firm represented a regional lender in a senior secured structured finance credit facility to a sponsor of first lien and second lien veterinary practice loans. The transaction required analysis of underlying collateral and unique management structure.
- Ballard Spahr represented regional lender in a $28 million financing for a borrower engaged in sales, rental and servicing of equipment utilized in materials handling, power generation, construction, arborist and other markets in the Mid-Atlantic region. The credit facility included a $20 million full-dominion asset-based revolving credit and an $8 million term loan. The collateral included all business assets and mortgages on 5 properties in Pennsylvania and New Jersey. The transaction included the negotiation of intercreditor arrangements with major US and international equipment distributors.
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