Saul Ewing has extensive experience helping clients in the real estate industry achieve their business and strategic objectives. We have a long history of representing local, regional and national real estate developers, investors, real estate investment trusts (REITs), private equity and real estate funds, owners, lenders, brokers, and property management entities. Our clients own and manage a wide variety of assets, including office, retail, multi-family residential, industrial, hospitality, educational, medical, public properties, and mixed-use properties.
Our work spans the lifecycle of real estate projects, from acquisition and due diligence to entitlements, financing, construction, and disposition. We have significant experience working on large, mixed-use projects, and we regularly advise on innovative projects, such as waterfront redevelopments, urban revitalizations, and sports complexes. Our attorneys have helped clients negotiate projects with sophisticated structures and delicate environmental considerations. We regularly handle multi-state transactions for the disposition or acquisition of multiple properties in a single transaction.
As creative problem solvers, our attorneys work closely with planners, engineers, and local authorities to navigate zoning, land use, environmental, and permitting challenges. For example, we have written proposed ordinances for complex mixed-use developments. We are also well-versed in structuring 1031 exchanges, negotiating complex joint ventures, and resolving disputes through negotiation.
In addition to real estate transactions, we also serve our real estate industry clients with their corporate, labor and employment, and litigation challenges.
We provide comprehensive services in the following areas:
Acquisitions & Dispositions of Assets/Properties
- Sale-leaseback agreements
- Portfolio sales
- Distressed property acquisitions
- 1031 Exchanges
Leasing
- Lease portfolios for retail, office, industrial and mixed-use properties
- Long-term ground leases
- Related state and local tax issues
Land Use
- Zoning and subdivision
- Land development
- Infrastructure development
- Code amendments or challenges
Financing
- Construction loans, bridge loans and equity investments
- Tax increment financing
- Alternative financing, including C-PACE for energy-related upgrades or new construction
- EB-5 investor financing
- Workouts, loan modifications and restructurings
Construction
- Warranty issues
- Building permits
- Mechanics' liens
- Insurance and risk management
- Litigation
Environmental
- Natural resource extractions
- Permits related to environmental impact or wetlands preservation
- Compliance with state and federal regulations, such as CERCLA, NEPA, and the Clean Water Act
Easements and Condemnations
- Negotiation of easements, land access agreements and rights of way
- Acquisition of land or property rights through purchase
- Eminent domain
Public Private Partnerships (P3)
- Negotiating project agreements
- Procurement processes
- Risk allocation, insurance considerations and indemnification
- Public finance and tax implications
Corporate Law
- Business formation, commercial agreements and governance
- Joint ventures and partnerships
- Mergers and acquisitions of real estate industry companies
Labor & Employment
- Day-to-day human resource issues
- Workplace safety and OSHA compliance
- Immigration and foreign worker compliance, audits and policies
- Workplace policies, practices and procedures
- Labor relations
- Discrimination, harassment, wage and hour, and employee classification litigation
Regulatory Compliance
- Licensure and business permits
- Fair Housing Act and Americans With Disabilities Act compliance
- Truth in Lending Act, Real Estate Settlement Procedures Act (RESPA) and Bank Secrecy Act obligations
Disputes & Litigation
- Landlord/tenant disputes
- Boundary disputes, quiet title actions, and other property disputes
- Disputes between buyers and sellers and brokers and buyers
- Claims related to construction defects, delays or non-performance
Asset Classes Map: Our Legal Services for a Variety of Real Estate Assets
Client Spotlight: Saul Ewing Advises FLD Group in $185 Million Acquisition of Bala Plaza
Saul Ewing attorneys advised on these select real estate representations:
Acquisitions & Dispositions
- A real estate brokerage firm in expanding its holdings in the Southeast Pennsylvania office market with more than 2.5 million square footage of high-quality offices in prime locations across more than $400 million in acquisitions.
- A real estate investment trust in connection with the $65 million sale of a portfolio of three affordable housing projects in Tennessee, involving a defeasance of three mortgage loans.
- A regional industrial real estate developer in the double escrow acquisition and sale of a $70 million entitled industrial property in Southern California in which the proceeds were to be used for 1031 acquisitions.
- A real estate development company in a syndicated acquisition of a multi-family housing complex in Colorado for $51.5 million, including complex syndication structuring issues, including both a forward and reverse 1031 exchange for different investors.
- An owner in selling a 194-unit low-income senior housing apartment complex in Chicago. This required Illinois Housing Development Authority bonds and new financing from HUD, transfer of security deposits under the local Chicago Landlord-Tenant Ordinance and issues related to the advance payment of transfer taxes.
Disputes & Litigation
- A private equity firm in a victory at trial seeking specific performance of a $3.7 million commercial real estate transaction after the seller refused to perform.
- A commercial real estate owner and developer in securing dismissal from a lawsuit brought by the purchaser of a lease from our clients. The plaintiffs claimed that our clients fraudulently induced them into entering into a lease agreement and asset purchase agreement for the operation of the bar, despite allegedly knowing that the property could not be used under local zoning laws for such purpose.
- A landlord in a protracted construction dispute with a tenant whose construction work rendered an extensive amount of space unrentable. We secured a lease amendment by which the tenant would lease the entirety of the space and waive early termination rights.
- A realty group in obtaining a $2.7 million judgment against tenants who breached a lease agreement by never taking possession of the property after build out.
- A property management company in obtaining dismissal of putative class claims alleging our client violated the rights of former tenants of condominium properties under the DC Tenant Opportunity to Purchase Act.
Master Developments
- The master land developer of a 66-acre mixed-use redevelopment in the District of Columbia featuring hotel, office, housing, retail, educational and recreational amenities. Our work includes advising on zoning and land use matters, subdivision, air rights and condominium law issues, solar licensing, covenants and easements, real estate taxation and transactional matters including the sale and lease of portions of the project.
- A joint venture of two real estate development companies in the multi-year, multi-phase development of more than five million square feet of residential, life science, office, retail and public amenity space, establishing a world-class business, manufacturing, research and development, and life sciences hub in Philadelphia.
- Real estate developers in the development and revitalization of two million square feet of residential, retail, office, park and hotel space covering two city blocks in the District of Columbia. Our work involves advice on the structuring, development, construction and operation of the project.
- An entity in connection with the mixed use redevelopment of a former industrial site in Delaware to include multifamily housing, commercial development and active and passive recreational use.
Other Matters
- A Minnesota-based construction management, consulting and real estate development company in the $1.5 million acquisition of an Arizona-based general contractor company, involving an earnout, a holdback and an ESOP-owned seller.
- A real estate finance fund in implementing a successful deed-in-lieu of foreclosure to take ownership of a 311,000-square-foot office and retail building in Washington, D.C.
- A real estate developer in securing a $195 million refinancing and construction loan in connection with the completion of the $550 million hotel project in New York City and in the updating of documents that resulted in approximately $250 million of EB-5 financing.
- A real estate investment company in closing a $56 million loan for a residential Opportunity Zone property in Florida.
- Investors in structuring a novel approach for the purchase of condominium units in Hawaii. We structured the transactions as two separate loans to the developer with forgiveness of the notes upon conveyance of the units to our clients by a third party at the time of completion.
- A real estate developer in negotiations with the Delaware Department of Transportation regarding a taking for expansion of a highway intersection permitting the client to pursue development of the property for retail and entertainment use.
