Ferdinand J. Gallo III

Additionally, Fred represents commercial banks, insurance companies, real estate investment trusts, and other institutional investors, including offshore investors and sovereign wealth funds in a wide variety of commercial real estate financing transactions and investments. His real estate financing experience includes credit tenant lease financing facilities, multistate transactions ranging from construction, permanent and mezzanine loan facilities for retail, multifamily residential, office, industrial, datacenter, hotel, resort, and hospitality assets throughout the United States, Mexico and the Caribbean, to the acquisition and financing of portfolios of performing, non-performing and under-performing loans and real estate owned assets. Fred’s real estate finance practice includes the representation of borrowers and lenders on repurchase facilities, warehouse facilities and single-family rental finance transactions, including the origination of single-family rental loans. He regularly negotiates and documents subscription lines, secured and unsecured credit facilities and working capital facilities for hotel operators, real estate developers, and REITs. 

Fred’s background representing commercial lenders also includes the acquisition and disposition of distressed loans and real estate assets, loan workouts, foreclosure, and other enforcement proceedings, complex multi-creditor restructurings and conveyances in lieu of foreclosure.

Real Estate Investments and Development

• Represented a national opportunity fund in connection with a series of equity investments in a portfolio of limited service hotels located throughout the Southeast United States aggregating in excess of $250 million
• Represented a life insurance company in connection with the formation of a joint venture with a real estate investment fund for the acquisition of a three building, approximately 515,000 square foot web services data center leased to an affiliate of Amazon.com, Inc. and also represented the venture in connection with a development services agreement with a development manager for the completion of the construction of the improvements at the property
• Represented a life insurance company on connection with the formation of two joint ventures among a national pension fund, a regional developer and affiliates of the life insurance company and the $195 million acquisition of the ground lessee’s interest in a super-regional shopping center in Port Chester, NY. This transaction included not only the negotiation and formation of two highly structured joint ventures, the negotiation of a purchase and sale agreement with notoriously difficult sellers (and numerous amendments thereto), protracted negotiations with the ground lessor to obtain its consent to the transaction, the assumption and restructuring of a $120 million mortgage loan from New York Life Insurance Company, and advising the client in connection with (and ultimately settling) an ADA proceeding filed against the subject property
• Represented a Chinese sovereign wealth fund in connection with an almost $1 billion preferred equity investment in a portfolio of 286 limited service hotels located throughout the United States
• Represented a joint venture between an international investment fund and an international hospitality brand in connection with the acquisition of a portfolio of six hotels (including the LAX Marriott, the Renaissance Worthington, Texas, Frenchman’s Reef and Morningstar Beach Resort (St. Thomas, USVI), the Ritz-Carlton, Kapalua (Maui, HI) and the historic Eden Roc Hotel (Miami, FL), the renovation of all properties and the ultimate sale of each property on behalf of the venture, as well as representing the venture in connection with the construction of two other properties in Virginia and NJ
• Represented an affiliate of an international investment fund in connection with the acquisition of a Japanese leisure company, including its portfolio of Hawaii resort properties (the Kahala Hotel, the Princess Kaiulani Hotel, the Moana Surfrider Hotel, the Sheraton Waikiki, the Royal Hawaiian Hotel and the Westin Maui), the financing thereof and subsequent renovation and disposition of the properties
• Represented a NYC-based developer in connection with assemblage of one-half of a city block on the Upper East Side of Manhattan, the design and development of a 13-story, mixed-use building (including both construction and permanent financing thereof), the long-term lease to a local college for a portion of the building for use as student housing and the lease of approximately 20,000 rsf of street-level retail space
• Represented a NYC-based opportunity fund in connection with the redevelopment of a Midtown Manhattan office tower, including the negotiation of construction contracts, architect’s agreements and professional service contracts related to the gut rehab of the building, reskinning of the façade, reconfiguring of interior parking, ground floor retail and the construction of 15 additional stories of office space
• Represented a national media company in connection with negotiation of construction contracts, architect’s agreements and professional service contracts related to the tenant improvement work for the top two full floors of a Midtown Manhattan office tower as the company’s NY-based regional headquarters

Real Estate Finance

• Represented a publicly-traded real estate investment trust in the origination of over $500 million in credit tenant lease financings, both individual and portfolio transactions, including financings of a telecommunications and distribution center campus 100% leased to credit tenants in Alexandria, VA
• Represented the secured lender in connection with a $100 million credit tenant lease financing secured by an office campus of a national insurance company in suburban Baltimore, MD
• Represented the secured lender in connection with a $50 million credit tenant lease secured by a production and distribution center financing in Newark, NJ leased to a national apparel retailer
• Represented the NY branch of a Middle East bank in connection with a $55 million credit tenant lease financing secured by a private primary and middle school leased to Nobel Learning Communities, Inc., a national for-profit charter school system located in Las Vegas, NV
• Represented NY branch of a Middle East bank connection with a $48 million credit tenant lease financing secured by a suburban office building leased to The Hartford Insurance Company located in Charlotte, NC
• Represented an international hedge fund in connection with a $250 million credit facility to a private real estate investment trust secured by 20 industrial warehouse facilities located in 12 states
• Represented a commercial lender in connection with a $105 million short term bridge facility to fund the acquisition of, and payment of certain carry costs pending the re-entitlement of, a 1,000,000-square foot “urban community” in Alhambra, CA
• Represented a foreign bank in connection with a $75 million short term bridge facility to fund the acquisition of, and payment of certain predevelopment costs related to, a mixed use project in Essex, New Jersey
• Represented an opportunity fund in connection with the origination of a $100 million junior mezzanine loan secured by the J.W. Marriott Hotel, Chicago, IL, including the negotiation of necessary amendments to the existing hotel management agreement
• Represented a lender with respect to multiple, separate credit tenant lease finance transactions secured by franchised restaurants throughout the United States
• Represented a London-based real estate investment fund as a co-lender in connection with the $1 billion first mortgage financing of the Crown Building, 730 Fifth Avenue, New York, NY
• Represented London-based real estate investment fund as a co-lender in connection with the $500 first mortgage financing of the 1.1 million rsf St. John Terminal Building located in Manhattan, NY
• Represented London-based real estate investment fund connection with its investment in a $1.5 billion secured “single family rental facility to Progress Residential LP and certain of its affiliates. The facility was secured by equity interest in the owner of over 2,500 single-family residences located throughout the United States
• Represented London-based real estate investment fund in connection with its investment in a $1.0 billion secured single family rental facility to Home Partners of America and certain of its affiliates. The facility was secured by equity interest in the owner of over 2,000 single-family residences located throughout the United States
• Represented a national life insurance company in connection with the origination of over $3.5 billion (in the aggregate) in secured single family rental facilities secured by almost 10,000 single-family residences located throughout the United States

Distressed Debt Acquisition, Real Estate Loan Restructurings and Workouts

• Represented affiliates of a national real estate investment fund in connection with the purchase of the majority of the US commercial loan assets of Doral Bank and the simultaneous financing of such acquisition pursuant to a warehouse line of credit originated by JP Morgan Chase Bank
• Represented a publicly-traded REIT as the secured lender in connection with the restructuring of a highly structured portfolio of debt and preferred equity and the ultimate acceptance of a deed in lieu of foreclosure of a luxury ski resort in Mammoth Lakes, CA
• Represented a publicly-traded REIT as construction lender in connection with the ground up development of The Mansion on Peachtree, Atlanta, GA, a high rise, mixed-use hotel/condominium project, the acquisition of the property by an affiliate of the construction lender pursuant to a consensual foreclosure and the subsequent re-branding of the hotel component including the negotiation and documentation of new hotel management agreements and licenses, the negotiation of a celebrity chef restaurant license agreement, the sale of individual condominium units and townhomes and the negotiation of a master parking agreement for the benefit of the residential and hotel components of the property with Standard Parking
• Represented the secured lender in connection with the restructuring and ultimate acceptance of a deed in lieu of foreclosure of a CBD office tower and accessory parking structure managed by Standard Parking and the subsequent renegotiation of the parking agreement with respect thereto