Members of our nationally known Senior Housing Transactions Team develop innovative and creative transactional structures and solutions that help to enable the successful conclusion of deals. Our attorneys have a significant depth of experience in the acquisition and sale of portfolios of senior health care properties and have a well-established track record in assisting a variety of clients through the entire transaction cycle of acquisition, restructuring, development, seasoning and disposition.
In the last eight years alone, we have advised on transactions with an aggregate value of more than $10 billion that involved assets ranging from a handful of facilities to “go private,” billion dollar-plus transactions with hundreds of facilities. In connection with those transactions, we have represented a wide range of participants from sole proprietors to private equity funds, regionally or nationally focused funds, foreign investors, REITs and publicly traded companies.
The transactions in which we participate rarely begin and end as a simple acquisition of the assets the client has identified. Each deal is multifaceted and involves negotiating a variety of documents with multiple participants, including active and passive investors; institutional and government sponsored lenders; operators; developers; regulators; and providers of third-party reports, all of whom have differing interests and agendas. We help to solve the problems of not only our clients but also the myriad transactional counterparts involved in a typical deal.
KEY BENEFITS OF WORKING WITH US
Regardless of the location of the assets in your transaction, we can assist you. Our experience is national in scope. We regularly coordinate deals across several states, working with local counsel and regulators to ensure compliance in each of those locations.
Our many years of participation in the industry have enabled us to develop relationships with lenders, operators and other service providers that can be leveraged for the benefit of our clients.
We call upon our real estate, tax, commercial leasing, environmental, creditors’ rights and bankruptcy, litigation, regulatory, corporate, and securities lawyers, as needed, to address all aspects of your transaction. In each of those disciplines, we have practitioners who have an advanced understanding of the industry and the specific issues that are central to a deal. We are adept in identifying and resolving issues at all stages of a transaction, to help you avoid costly delays, unnecessary risk and impediments to completion.
In addition to completing the core transaction, we negotiate and help resolve issues with tenants/operators, lenders, equity participants and regulatory authorities.
Unlike many firms, the completion of the transaction does not mark the end of assistance from the Williams Mullen deal team. The continued involvement of members of the original deal team, and the historical and institutional knowledge they share with the client’s management team, have proven valuable to clients that subsequently pursue dispositions, releases of property, refinancing, restructuring and exit transactions.
Over the last decade, we have participated in transactions using all types of financing, from single commercial loans to more sophisticated structures involving multiple lenders with differing rights, such as senior and mezzanine loans, A/B structures and preferred equity. In addition, we have assisted with financing secured after the acquisition to enable expansion or remediation of facilities, or construction of additional buildings. Most recently, many acquirers have used bridge to agency finance to take advantage of premium rates available from the Federal Housing Administration (FHA)/U.S. Department of Housing and Urban Development (HUD); the Federal National Mortgage Association ("Fannie Mae"); and the Federal Home Loan Mortgage Corp. ("Freddie Mac").
ASSET TYPES
Skilled Nursing Facilities (SNFs)
Assisted Living Facilities (ALFs)
Independent Living Facilities (ILFs)
Continuing Care Retirement Communities (CCRCs)
EXPERIENCE
Acquisitions and dispositions of assets and facilities
Stock acquisitions and dispositions
Mergers
“Go private” transactions
Corporate restructurings and recapitalizations
Senior debt facilities
Government agency insured financing programs, such as Fannie Mae, Freddie Mac and FHA / HUD funding programs
Bridge and mezzanine loans
Leveraged buyouts
Holding company formations
Spin-offs
Liquidations
REIT compliance and structuring
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Related Attorneys
S. Tarpley Ashworth, Jr. – 804.420.6413 – tashworth@williamsmullen.com
James T. Bailey – 804.420.6358 – jbailey@williamsmullen.com
Jonathan Bliley – 804.420.6471 – jbliley@williamsmullen.com
Wyatt M. Booth – 919.981.4031 – wbooth@williamsmullen.com
Richard Clagett – 804.420.6172 – rclagett@williamsmullen.com
Jenny H. Connors – 804.420.6582 – jconnors@williamsmullen.com
Robert C. Dewar – 804.420.6935 – rdewar@williamsmullen.com
Elizabeth Scott “Scottie” Fralin – 804.420.6359 – efralin@williamsmullen.com
J. Conrad Garcia – 804.420.6910 – cgarcia@williamsmullen.com
Randal R. Greene, Jr. – 804.420.6531 – rgreene@williamsmullen.com
Andrea J. Harlow – 804.420.6902 – aharlow@williamsmullen.com
Joy Heath – 919.981.4001 – jheath@williamsmullen.com
Rebecca E. Ivey – 804.420.6334 – rivey@williamsmullen.com
Jessica J.O. King – 803.567.4602 – jking@williamsmullen.com
Nathan A. Kottkamp – 804.420.6028 – nkottkamp@williamsmullen.com
Samuel M. Kroll – 757.473.5328 – skroll@williamsmullen.com
Joseph R. Mayes – 757.473.5339 – jmayes@williamsmullen.com
Melanie J. Ramsey – 804.420.6010 – mramsey@williamsmullen.com
Sara Shariff – 804.420.6372 – sshariff@williamsmullen.com
Ken Shevlin – 434.951.5719 – kshevlin@williamsmullen.com
Lawrence R. Siegel – 757.473.5321 – lsiegel@williamsmullen.com
Edward R. "Ned" Turnbull – 804.420.6605 – eturnbull@williamsmullen.com
Lauren E. Walker – 804.420.6411 – lwalker@williamsmullen.com
Lemuel D. "Uel" Whitsett, V – 919.981.4314 – lwhitsett@williamsmullen.com
