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Real Estate
Since its founding in 1982, Ball Janik LLP has been recognized throughout the Pacific Northwest for the depth, breadth and impact of its expertise in real estate law. In 2009, the firm's Real Estate Practice Group was cited as the industry leader by Chambers USA, a distinction it has earned for seven consecutive years. Working on behalf of its public and private clients, Ball Janik LLP has helped reshape the landscape of the region, from facilitating award-winning urban developments to representing developers in some of the most challenging land use, environmental and natural resources projects in the Pacific Northwest.
Ball Janik LLP's real estate practice serves a wide range of clients in all phases of commercial development and leasing, residential development, commercial acquisitions and dispositions, financing and equity arrangements, and restructuring and workouts. The firm has developed special expertise in public/private partnership development projects and has assisted with a series of large and complex public/private partnership efforts.
The firm's real estate attorneys work closely with Ball Janik LLP's land use, environmental and other legal specialists to address the full range of issues that arise in this arena. During the recent turbulent economic environment, Ball Janik LLP has deepened its already extensive expertise in bankruptcy and creditors' rights and related issues. Regional and community banks, as well as national financial institutions, have engaged us to deal with their problem loans. A growing number of investors have sought the firm's help in acquiring distressed properties and loan portfolios, and borrowers continue to rely on us to represent their interests in workouts, foreclosures and out-of-court restructurings.
The practice group regularly assists clients with tax matters, helping to structure real estate transactions to minimize adverse tax consequences and maximize tax benefits. We also defend clients in tax-related administrative proceedings and litigation and have a vibrant property tax appeals practice.
Our experienced litigation team helps clients resolve real estate disputes in a variety of litigation venues, including arbitrations, court actions, and administrative proceedings.
In addition, clients of the real estate practice have access to the formidable resources of Ball Janik LLP's government affairs practice, which provides support on federal regulatory and land management issues, natural resources, transportation and taxation. Ball Janik LLP's government affairs professionals pursue legislative solutions and appropriations that can facilitate the success of our clients' projects.
Commercial Development and Leasing
The real estate practice group represents leading and emerging developers, property owners and public agencies in the acquisition, disposition, development, construction, permitting, financing, management and leasing of office, industrial and retail projects.
- Office. We represent owners of office buildings in Oregon, Washington and California, including central city office towers and suburban office and flex buildings. In recognition of our substantial expertise in this area, our firm has assisted in the preparation of form purchase agreements and leasing agreements for the Portland Metropolitan Area Building Owners and Managers Association and the Commercial Association of Realtors® Oregon/Southwest Washington.
- Industrial Parks. Our clients include numerous national developers, one of the nation's largest REITS focused on industrial property, and regional industrial developers with substantial real property holdings.
- Retail. We represent owners of various types of retail centers, including power centers, life style centers, grocery-anchored shopping centers and strip mall centers in Oregon and Washington. We have negotiated leases and purchase agreements with many national retailers and also represent a range of retail tenants.
Residential Development
The real estate practice has broad expertise in representing developers, homeowners' associations, real estate brokers, property owners and purchasers in all phases of residential development, sales and acquisitions.
- Multifamily and Condominium Development. We represent clients in the acquisition, development and financing of condominiums, townhome projects, apartments, and other multifamily and mixed use residential complexes in Oregon, Washington and California. Our experience includes all phases of land acquisitions, land use approvals, negotiating and structuring equity financing as well as construction and permanent loans. We also provide tax counsel, loan documentation, condominium and homeowners' association documentation for newly constructed and conversion condominiums, HUD, VA and Fannie Mae filings, and advise developers regarding the sales process. We have significant experience negotiating development agreements with local governments and master developers for projects within planned unit developments.
- Subdivisions. We represent many of the Pacific Northwest's most prominent subdivision developers with projects throughout Oregon and Southern Washington. Our work has included negotiating land acquisition agreements, obtaining land use approvals, tax planning, reviewing and negotiating loan documents, preparing subdivision declarations, bylaws, and sale agreements, and providing general advice to the developer during the development, sales, management and turnover processes.
Financing and Equity Arrangements
The real estate practice has extensive experience in formation and management of limited liability companies and other ventures, and in assisting borrowers and lenders with all forms of real estate financing vehicles. We also have experience in the formation of real estate equity funds.
- Debt Financing. We assist borrowers with property in Oregon, Washington and California in the negotiation of real estate secured loans from insurance companies, national banks, conduit lenders, and regional banks, as well as through bond financings. This practice includes the negotiation of loan documents as well as the issuance of legal opinions. The firm also represents institutional lenders, including regional banks.
- Equity Financing. We assist clients in the formation of real estate entities and joint ventures. Our work in this area includes the preparation of entity documents and other contracts under which equity interests are syndicated, preparation of investor disclosure materials, tax planning and compliance with exemption provisions under federal and state securities laws and federal investment company regulations.
OTHER AREAS OF EXPERTISE:
Public/Private Partnerships
Specialty Areas
Tax Matters
Litigation
Public/Private Partnerships
- Public/Private Partnerships. Ball Janik LLP regularly represents both private parties and local, regional and state agencies with respect to real estate, land use, business and transactional matters, including complex development projects. In addition to the projects and clients described below, the firm's work in this area includes the representation of school districts, special services districts and port authorities.
-- Ball Janik LLP represented the City of Portland in all aspects of the $267 million Rose Garden Arena Project, in the renovation of PGE Park for AAA Baseball, and, most recently, in the renovation of PGE Park for Major League Soccer.
-- The firm also represented the Washington State Public Stadium Authority in the $430 million development, construction and leasing of Seahawks Stadium, and the City of Vancouver and its Downtown Redevelopment Authority in the new $73 million Conference Center and Hilton Hotel project.
-- The firm represented Oregon Health and Science University (OHSU), a public corporation and the state's largest medical research and teaching institutions, in the expansion of its facilities on Marquam Hill and the development of new facilities in Portland's South Waterfront area. Collectively, this expansion involved approximately 3 million square feet of new OHSU facilities connected by an aerial tram.
--The firm represented Williams & Dame Development (WDD) in the $1 billion redevelopment of 30+ acres of underutilized land into the neighborhood known as the South Waterfront. As part of this project, the firm negotiated, drafted and managed a development agreement between WDD and the Portland Development Commission that provided for the construction of an aerial tram, an extended streetcar line, a public park, a greenway, and multiple high-rise residential towers.
-- For many years, the firm has represented the State of Oregon in real estate and construction matters, including documenting contracts and handling issues related to the proposed siting of prisons and new state buildings and negotiating and drafting the construction and service contracts necessary for constructing utilities and road access. The firm also represents the State in connection with the sale of excess real estate, including structuring the RFP/RFQ process, helping to structure and negotiate the sale, and assisting with related issues.
Specialty Areas
- Construction Contractors. We represent major contractors and subcontractors, including one of the largest electrical contracting firms in the nation. Our representation in the construction contracting field has covered a wide range of projects, including high-technology plants, office parks, hotels, high rises, residential subdivisions, conference centers, condominiums, educational facilities, prisons, and sports stadiums.
- Hospitality. The firm assists owners in the development, acquisition, financing, workouts, renovation and sale of a broad variety of hospitality facilities, including nationally flagged hotels, boutique luxury hotels, resort hotels and convention and conference center hotels. In connection with our hospitality practice, we have negotiated franchise and management agreements with most of the regional, national and international hotel companies. Our representation of hotel owners includes the negotiation of leases and other contractual arrangements with restaurants, parking facilities and providers of other hotel amenities.
- Destination Resorts. We have significant experience representing developers in every state of destination resort development. Our clients include the most prominent resorts in Central Oregon. Our resort experience includes obtaining development permits, negotiating utility and other service contracts, obtaining rights of way and access easements, forming homeowners' associations in compliance with the Oregon Planned Community Act and educating clients on compliance with the Interstate Land Sales Act. We have assisted in creating or modifying "Destination Resort" zoning overlays to enable the siting of resorts.
- Medical Facilities. The firm represents two of the Portland area's largest medical services providers in the acquisition, development, permitting, leasing and disposition of property. We helped one client acquire land for a new hospital in Vancouver, Washington and another substantially expand its existing facilities in the City of Portland's South Waterfront District.
- Natural Resources/Timber. The firm assists clients in a broad variety of transactions involving natural resources, with an emphasis on timber and water rights. We have represented individual timberland owners as well as private and publicly traded timber companies in the acquisition, sale, exchange and harvesting of timber and timberlands, in transactions ranging from a few thousand dollars to several hundred million dollars. We also routinely represent property owners and developers in residential, commercial and industrial settings in evaluating, permitting and transferring water rights.
- Energy Generation. We represent power generators (including natural gas powered and wind powered facilities) in the acquisition, permitting, development and financing of power generation facilities, and have extensive experience helping client obtain the permits, approvals and real property rights required to operate energy facilities.
- Fuel Facilities. The firm represents fuel distributors, jobbers and fuel facility operators in the acquisition, redevelopment, environmental remediation and compliance, financing, leasing and sale of service stations and other fuel facilities. In addition, our representation of fuel facility buyers and sellers routinely encompasses the acquisition and sale of related businesses such as convenience stores and automobile service centers, as well as the negotiation of fuel distribution and supply agreements involving all of the major oil companies serving the Pacific Northwest.
- Telecom and Utilities. The firm represents both owners and providers in connection with negotiation and license and easement arrangements for telecommunications, cable and utility arrangements. Our clients have included owners converting space to telecommunication hotels, developers of new facilities requiring utility infrastructure, collection companies, and owners approached by telecommunications companies for use of space in and on their buildings.
- Real Estate Licensing and Compliance. The firm assists developers, real estate brokers, contractors, mortgage brokers and other real estate professionals in meeting and understanding licensing compliance requirements within Oregon and Washington.
- Environmental. In addition to representing land use applicants in local proceedings and appeals throughout Oregon, our attorneys have significant experience in environmental and natural resources law, including water law, wetlands, water quality, endangered species, historic preservation, NEPA and redevelopment of contaminated properties.
Tax Matters
- Tax Planning. The firm assists owners (including tax-exempt owners) and developers in structuring transactions to minimize and defer taxes. Our tax-related services include choosing the appropriate form of ownership entity, optimizing ownership and financial structures, structuring financial and contractual relationships between service providers and capital investors and identifying tax-minimization opportunities in valuations and cost allocations. We also assist investors in troubled real estate projects with planning exit strategies to maximize the tax benefits of their losses.
- Tax Disputes. The firm has represented clients in property tax appeals and administrative tax controversies with the Internal Revenue Service and the Oregon Department of Revenue, and has represented clients in tax litigation in the U.S. Tax Court, the U.S. Court of Federal Claims, and several U.S. circuit courts. Our tax controversy representations in the real estate area have involved issues such as identifying the true owner of property, disputing the existence of cancellation-of-indebtedness income, allocating costs among components of a real estate development, and interpreting IRS procedures regarding the current deduction of estimated future development costs.
- 1031 Exchanges. The firm assists buyers and sellers of all types of real estate in structuring their transactions as tax deferred exchanges, including exchanges ranging from garden variety forward to unusual and complex reverse construction exchanges and syndicated tenancy-in-common exchanges. Our expertise in this area allows us to implement virtually any type of exchange transaction while providing valuable pre-exchange strategic planning and realistic tax risk analysis.
Litigation
- Real Estate Disputes. The firm represents parties in all forms of real estate dispute resolution, including property acquisition and sale disputes, title and boundary disputes, easement disputes, partition actions, contaminated property problems, judicial and non-judicial foreclosure actions, eminent domain proceedings and commercial landlord/tenant disputes.
- Construction Disputes. We aggressively prosecute and defend all types of construction litigation such as bid protests, lien claims, impact/additional compensation claims, warranty claims, and construction defect disputes.
Real Estate Practice Group Representative Client List
AMB Properties, L.P.
Ashforth Pacific
Aspen Investment Group
Atlas Investments
Ball Parc Development
Brooks Resources
Capstone Partners
Centex Real Estate Corporation
City Center Parking
City of Oregon City
City of Portland
City of Vancouver
Costa Pacific Homes, LLC
EC Company
Eagle Crest Partners
Felton Properties
Greenlight LLC
Heritage Hotels
High Desert Development
Partners (Pronghorn Resort)
Hoyt Street Properties, LLC
Killian Pacific LLC
Legacy Health System
Mary's Woods at Marylhurst
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Melvin Mark Companies
Mount Hood Meadows
NAI Norris, Beggs & Simpson
NBS Real Estate Capital
Onder Development Co.
Opus Northwest, L.L.C.
Oregon Health and Science University
(OHSU)
PG&E National Energy Group
Polygon Northwest Company
Provenance Hotels
RREEF
Schnitzer Investment Corp.
Sisters of St. Mary of Oregon
Sunriver Resort Limited Partnership
The State of Oregon
Trammell Crow Company
Trammell Crow Residential Company
Washington State Public Stadium
Authority
William Smith Properties
Williams & Dame Development,
Inc.
WSCO Petroleum Corporation
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Professionals within this practice area:
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| Dina E. | Alexander |
Partner
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| Denise R. | Case |
Associate
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| Laura Craska | Cooper |
Partner
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| David W. | Criswell |
Partner
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| Steven P. | Hultberg |
Of Counsel
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| Stephen T. | Janik |
Partner
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| Mathew W. | Lauritsen |
Associate
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| Bradley S. | Miller |
Partner
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| Jack L. | Orchard |
Partner
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| Timothy M. | Parks |
Partner
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| Barbara W. | Radler |
Partner
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| Robert A. | Stout |
Special Counsel
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| Christopher M. | Walters |
Partner
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| Hope S. | Whitney |
Associate
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