Dominic J. De Simone

• Representation of one of the largest U.S. life insurance companies in a $50 million refinancing of a multi-family rental project consisting of two interconnected residential buildings above a two-story parking podium containing 210 apartment units and 316 parking spaces. The representation included assisting in the structuring of the transaction and then drafting and negotiating all relevant loan documents including partial repayment and non-recourse carve-out guaranties from certain trust entities. At the time of closing, the project was recently constructed and in the process of final completion and lease-up and the representation also involved addressing certain issues relating to the near-complete status of the project, the obtaining of a final certificate of occupancy and the leasing-up of the project.
• Representation of a national finance company in establishing and maintaining its proprietary lending program and creating relevant documents and procedures, including required deal structure and closing requirements for the origination and potential sale/securitization of commercial real estate loans. Since its formation in 2011, Dominic has led a team that has served as primary counsel for this lending program, closing numerous loans and working closely with the client's legal, closing, and servicing groups in maintaining updated document forms, developing updated and uniform closing procedures, and addressing servicing issues as part of the loan origination process. Representative transactions have included: 
  • The origination of a $78 million mortgage loan secured by a multifamily rental project in Long Island City, New York, structured with a senior A note and subordinate B note, with the client holding the subordinate B note. The representation included the drafting and negotiation of an A/B participation agreement and mortgage loan servicing agreement. The origination occurred mid-construction and, as a result, the transaction involved complicated loan structuring necessary to protect the lenders under New York’s mechanics’ lien law.
  • The origination of a $19 million loan secured by a defaulted $32.3 million construction loan note secured by a mortgage on a multifamily project located in Las Vegas, Nevada, where the underlying borrower was in bankruptcy. This representation included extensive structuring to allow for a number of possible resolutions to the bankruptcy including sale, foreclosure, deed in lieu of foreclosure, or restructuring. 
  • The origination of a $37 million bridge loan to finance the purchase of a non-performing construction loan secured by a failed high-rise luxury condominium project in Berkeley, California. The financing was structured to allow the note-purchaser to subsequently obtain title to the property by foreclosure or deed-in-lieu of foreclosure, complete construction of the project, and convert the project to a luxury multifamily rental project.
  • Numerous bridge-financing transactions involving multifamily rental properties located throughout the country, including many in Brooklyn and Manhattan, often in connection with the renovation/conversion of the project.
  • Refinancing of a construction loan for a two-building, multifamily project in New Jersey along the Hudson River that included funding for the construction of additional building floors and completion of the project. The buildings were part of a multi-phase, mixed-use development.
• Representation of the real estate lending division of a large bank in a $70 million construction loan to a joint-venture borrower, the designated redeveloper for a major downtown renewal project just outside New York City, for a multifamily rental project. The representation included assisting in structuring the transaction, drafting and negotiating all necessary loan and related documentation, and negotiating relevant documentation with the redevelopment authority.
• Representation of a national commercial bank as agent and lender in a $65 million syndicated construction loan for a 16-story, 286-unit multifamily residential property and a four-story parking garage in Center City Philadelphia. In addition to requiring all facets of loan structuring and documentation, the transaction involved a borrower entity that was a joint venture partnership between the developer and a state pension fund. The documentation provided for the replacement of the developer under certain circumstances.
• Representation of a private equity real estate investment fund formed by an affiliate of a national homebuilder and a global investment management firm for a $52 million refinance and land development loan. The loan refinanced an existing development loan and provided funds to complete all necessary site work and lot improvements for the project, a 540-lot residential development in suburban Philadelphia. The lots were under contract for sale to another national homebuilder upon completion. The representation included assisting in the structuring of the transaction and then drafting and negotiating all relevant loan documents. These included a highly structured completion guaranty and a subordination agreement between our client and the national-homebuilder purchaser of the lots.
• Representation of a national life insurance company in the origination of a $25 million first mortgage loan to refinance a brand-managed hotel in downtown Washington, D.C.  This representation involved advising on the hotel management arrangement and negotiating a comfort letter with the hotel brand-manager.
• Representation of one of the largest life insurance companies in the origination of an $89 million first mortgage loan to refinance a 304-unit, Class-A, mixed-use high-rise apartment building, with ground-floor retail, located in downtown Philadelphia.
• Representation of a New York-based investment bank in the documentation, due diligence, and closing of numerous CMBS loans involving a variety of project types throughout the country, including post-closing deliveries and representations in connection with the securitization of the loans 
• Representation of a private mezzanine loan equity fund in the purchase of various mezzanine loans secured by 100 percent of the ownership interests in various entities owning and operating hotels and retail shopping centers
• Representation of a national commercial bank, as agent and as lender, in a $110 million syndicated refinancing and construction loan to a national private equity firm for a multi-phase retail development. The transaction also involved a $25 million preferred equity investment from another national private equity firm. The representation included all facets of the loan structuring and documentation involving the borrower, preferred equity investor, and bank group, including joint venture/intercreditor-related issues as well as due diligence and leasing matters. 
• Representation of national commercial banks, as participating lenders, in numerous nine- and 10-figure syndicated credit facilities, including construction loans, term loans, and revolving lines of credit 
• Representation of the New York office of a foreign bank in an acquisition and construction loan for the acquisition of a Manhattan office building and the conversion of the building to a for-sale residential condominium project

Distressed Real Estate Matters

• Representation of a national special servicer in the workout and restructuring of a $130 million first mortgage loan on a 1,000-plus-unit residential rental project. This transaction involved an A/B note split of the loan, modification to the cash management arrangement, modifications to address the bankruptcy of the sponsor's holding company, and REMIC-related matters. 
• Represented a federal court-appointed receiver in all facets of a multi-property, multi-state receivership in connection with the operation, preservation, and disposition of 22 residential development projects, including 11 projects in Pennsylvania, involving approximately 848 residential units/lots 
• Representation of one of the largest commercial loan special servicers in a foreclosure and receiver action involving an assisted-living facility in Lehigh County, Pa., and the ultimate disposition of the facility by the receiver
• Representation of one of the largest commercial loan special servicers in the workout and foreclosure of a retail project in eastern Pennsylvania, including the structured termination of a major lease in the tenant’s liquidation outside of bankruptcy, the appointment of a receiver, the successful completion of a mortgage foreclosure action, and the releasing of a former Circuit City store
• Representation of a Utah industrial bank in a deed-in-lieu transaction for a student housing project in the University City section of Philadelphia; included negotiating a license for the continued use of the project name and website, as well as structuring the title-taking entity so as to minimize Philadelphia and Pennsylvania transfer taxes
• Representation of a national commercial bank in the workout of a multi-loan relationship with a regional, single-family homebuilder, including the representation of the bank in the bankruptcy of one of the borrowing entities and a structured sale of residential building lots to another homebuilder
• Represented a national bank in a $36,500,000 refinancing and renovation loan with respect to the redevelopment of a portion of a super-regional mall project and in a $24,000,000 renovation loan for a multi-building office complex in New Jersey
• Represented a national bank, as agent, in a $26,660,000 syndicated construction loan with respect to the development of a 233-unit residential rental community
• Representation of a private mezzanine loan equity fund in restructuring of various mezzanine loans including intercreditor matters and structuring equity participations

Purchase, Sale, Development, Joint Venture, and Leasing Transactions

• Represented a regional real estate investment and development firm in a variety of acquisition, disposition, redevelopment, financing, and leasing transactions involving a variety of project types including office, industrial, and quarry properties and having an aggregate transaction value in the hundreds of millions of dollars. This representation included multiple equity syndications involving the preparation of private placement memoranda, accredited investor questionnaires, and subscription agreements.
• Represented the sponsor, in its roles as general partner and minority investor, in the recapitalization of a series of investment partnerships that owned a portfolio of suburban Philadelphia office buildings valued in excess of $200 million. The majority investor in the partnerships was a foreign investment fund in liquidation. The recapitalization involved the repayment of $175 million in maturing debt as to which the sponsor had provided a limited guaranty as well as the renegotiation of certain partnership/control rights and the structuring of a mechanism intended to monetize a portion of the sponsor's equity position.
• Representation of a public, retail property REIT in numerous transactions, including the acquisition, development, and leasing of two power-center projects in Pennsylvania, both of which involved the creation of condominium regimes to permit the development of the projects and the sale of select portions of the project to retail operators, the documentation of various declarations and cross-easement arrangements, and the documentation of multiple anchor, in-line, and out-parcel leases 
• Represented a regional convenience store/gas station operator in multiple sale-leaseback transactions involving 33 properties located in five different states having an aggregate value of over $100,000,000 and in a multi-property build-to-suit development program
• Served as real estate counsel to two separate homebuilder consortiums in the acquisition and site development financing for 1,000+-acre tracts in Nevada awarded pursuant to land patents from the U.S. government