Benjamin A. Kelley

Partner

kelleyb@ballardspahr.com
Tel 410.528.5515
Fax 410.528.5650
Baltimore

Benjamin A. Kelley is Co-Team Leader of the Insurance Company and Institutional Investments Team. He counsels clients in all aspects of real estate-related legal matters with a primary emphasis on representing both lenders and borrowers in commercial real estate finance transactions. Ben’s experience includes construction/rehabilitation loans, forward commitments, acquisition loans, refinance loans, bridge loans, tenant improvement financings, credit tenant financings, mezzanine loans, note sales and acquisitions, loan-on-loan structures, structured and permanent financings (and assumptions and modifications thereof) of market rate and affordable multifamily housing projects, seniors housing projects, industrial/warehouse projects, office buildings/complexes, corporate parks, retail shopping centers, and mixed-use projects. Ben has a diverse practice that also includes representing real estate owners and developers in soup to nuts ground-up real estate development and finance transactions, representing equity owners in mezz/equity investments, representing buyers and sellers in acquiring, selling and financing commercial real estate, and representing commercial property owners and tenants in commercial leasing matters.

Ben has represented agency (Fannie Mae, Freddie Mac, HUD) lenders, life insurance companies, banks, financial advisers, broker/dealers, trusts (including REITs), partnerships, LLCs, and corporations in connection with such transactions. He has represented real estate owners and developers in real estate development and finance transactions, and has represented commercial property owners in commercial leasing matters.

Ben’s clients include agency (Fannie Mae, Freddie Mac, HUD) lenders, life insurance companies, banks, financial advisers, broker/dealers, trusts (including REITs), partnerships, LLCs, and corporations large and small. Ben has closed transactions of every size and type in connection with projects located in Maryland and throughout the country, and has extensive experience closing multi-property, multi-jurisdiction portfolio transactions.

Before joining Ballard Spahr as an associate, Ben clerked in the firm's Real Estate Department for two and a half years while attending law school at night, assisting in complex real estate finance transactions, bond transactions, mixed-use development projects, commercial leasing matters, and general corporate organizational matters.

Representative Matters

  • Represented the joint venture partner and financial adviser in a $675 million planned sale-and-leaseback transaction for construction of a 40-story tower in Charlotte, NC
  • Represented the developer in the phased acquisition and financing of the development of a multifamily project in Wilmington, DE, on a former textile mill site
  • Represented the developer in the sale of 2 build to suit logistics warehouses in Baltimore
  • Represented the sellers in the disposition of, and the owners in the refinance of, 21 medical office building and a supporting data center in North Carolina and South Carolina
  • Represented a mortgage lender in connection with a “loan on loan” financing of an office building in the design district in Miami, FL
  • Represented an institutional lender in connection with the permanent financing of a newly developed hotel in Seattle, WA
  • Represented an institutional lender in connection with the permanent financing of a portfolio of flex office/warehouse buildings in Dulles Virginia corridor
  • Represented a mortgage lender in connection with the financing of the construction of self-storage facilities in New Jersey and Louisiana
  • Represented an institutional lender in connection with the permanent financing of a portfolio of industrial/warehouse buildings in Wisconsin
  • Represented an institutional lender in connection with the permanent financing of a newly developed retail shopping center in Baltimore
  • Represented a financial adviser in arranging permanent financing for the owner of an airplane hangar in Oklahoma
  • Represented two banks in the assumption by a new borrower of two portfolios of loans secured by properties leased to a major drug store chain
  • Represented mortgage lenders in the assumption by a publicly traded REIT of $837 million in existing mortgage debt in connection with the REIT’s acquisition of a privately held seniors housing operator; transaction involved 118 senior living communities across the country and more than 120 commercial mortgage loans
  • Represented a financial adviser in arranging financing for the construction and long-term operation of a 1.5 million-square-foot manufacturing and research facility, totaling $687 million
  • Represented a mortgage lender in connection with the financing for the rehabilitation of an affordable-housing project in the Bronx, New York
  • Represented an institutional lender in connection with the permanent financing of a portfolio of industrial warehouses in New Jersey
  • Represented an institutional lender in connection with the permanent financing of multiple student housing projects located in Charlottesville, Virginia

Pro Bono Experience

Ben has participated in Wills for Heroes ( www.willsforheroes.org ) events in Rockville and Baltimore, Maryland at which he and other Ballard Spahr attorneys assisted first responders and veterans in completing basic estate planning documentation.

Ben has counseled Baltimore Green Space (a nonprofit land trust that partners with communities to preserve and support community gardens, forest patches, pocket parks, and other community-managed open spaces) in connection with its acquisition of community-managed open spaces in Baltimore City, Maryland.

Ben worked with a team of Ballard Spahr attorneys and the Maryland ACLU in challenging the constitutionality of an Elkton, Maryland, loitering law on behalf of eight homeless individuals whose personal effects were destroyed when the town bulldozed the campsite where they were living. On September 5, 2007, Elkton's town council repealed the loitering law.

Professional Activities

American Bar Association; Vice Chair of the Residential, Multi‚ÄźFamily and Special Use Group of the Real Property Trusts and Estates Section

Equal Justice Associates, a private-bar fundraising and networking arm of the Maryland Legal Aid Bureau; Former Vice Chair of the Executive Committee

Mortgage Bankers Association, Member

Publications

"Due Diligence in Mortgage Loan Sales and Acquisitions: Defining Process and Achieving Objectives (With Form)," an article in The Practical Real Estate Lawyer, American Law Institute Continuing Legal Education (ALI CLE), Volume 36, Number 2, March 2020

Speaking Engagements

"Next Steps in Financing – Making the Loan Fit the Project," Fundamentals 2.0 – A Commercial Real Estate Series webinar, American Bar Association, April 18, 2018

Moderator and Panelist, " Financing Multifamily: Market Rate Apartments, Seniors Housing, Affordable Housing, Manufactured Housing, Work-Force Housing, Student Housing and Mixed Use," ABA RPTE Spring Symposia, Denver, CO, April 20, 2017

Board Memberships

Baltimore Green Space – an urban land trust; Vice President of the Board, Chair of the Land Transactions Committee and member of the Operations Committee

Beth Am Synagogue; Trustee of the Board of Trustees

University of Baltimore School of Law (J.D. 2008, cum laude)
Staff Member, The University of Baltimore Law Review

University of Maryland (B.S. 2002)

Maryland