Project Layered Finance and Incentives

The Hardwick Law Firm has a command of creating innovative financing structures that are seminal to any real estate development, as well as the development incentives that often determine whether a challenging real estate concept can become a reality, when resources are few.  Our Project Finance Practice Group is knowledgeable and is skilled in creatively working with our clients to develop a detailed strategy for development and structuring gap financing that seizes upon multiple resources.  Our attorneys assist in every area of a project financing, from the earliest planning and negotiation stages through project completion and even afterward, in ongoing management and compliance.   For over 20 years, the Hardwick Law Firm has represented states, counties, cities, universities, developers, investors, lenders, borrowers, other bond issuers, and bond purchasers a wide range of project finance transactions, both large and small. 

Recognition

Our expertise is recognized on a state and national level: 

  • One of the first minority owned law firms to be ranked in The Bond Buyer’s top 5 bond counsel in the State of Missouri and the State of Illinois
  • Ranked as a Red-Book Municipal Bond firm, among the top 25 bond counsel firms in the Midwest by the Bond Buyer
  • Consistently ranked within the top four among all bond counsel law firms in the State of Missouri for the volume of municipal bonds upon which it has rendered legal opinions

Utilizing our knowledge and expertise as finance counsel, the Hardwick Law Firm has developed a solid understanding of how to effectively structure finance packages for private and public development projects. Representing lenders and borrowers, guarantors and letter of credit providers, the Firm is adept at structuring our client’s financings. Working hand-in-hand, we offer experienced and patient guidance, start to finish.

Representing entrepreneurs and businesses alike, the Hardwick Law Firm objectively performs due diligence and analyzes critical details that affect investment decisions and influence negotiations. We have represented client investors to help them properly evaluate potential opportunities and business ventures, and strike the proper balance between risk and reward.

The Hardwick Law firm Project Finance Practice Group attorneys offer a high-level of expertise in preparing financing plans and presenting them to various commissions. In this capacity, our attorneys prepare redevelopment agreements, present value calculations, economic impact analyses, and ordinances needed to secure project approvals. We strive to identify and obtain all available project incentives and deferments so once implemented, the ongoing economic viability of a project is ensured.

Our Project Finance Team is also experienced dealing with tax issues that are intertwined with real estate and development, such as tax protests and property reclassification.  We often assist our municipal and private clients in drafting requests for proposal and qualifications to ensure that the proper real estate development team is assembled. In fact, because of our recognized experience in project finance and incentives, the Firm is often invited to serve in an advisory role as financing counsel for projects and long-range plans. Recently, these efforts have included serving as innovative financial counsel for a $470 million streetcar project, legal counse for a transportation and housing, long-range planning study for a Kansas City suburb, financing counsel for a burgeoning Kansas suburb, and economic development advisory counsel for a major urban center suffering significant decline and seeking counsel known for innovative and thought provoking problem-solving in the financial area.

Because we understand that with receiving governmental development assistance comes the obligation to adhere to various governmental mandates, we routinely advise our clients on issues related to the federal Davis-Bacon Act requirements, and minority business enterprise (MBE) and women business enterprise (WBE) participation. Itself a certified MBE, the Hardwick Law Firm has immediate, personal experience understanding the complexities of MBE/WBE formation and requirements.

Our Firm also skillfully utilizes various types of taxing and incentive mechanisms to help fill gaps in project financing. These include:

  • Low-Income Housing Tax Credits
  • Property and Sales Tax Abatement
  • Historic Tax Credits
  • Affordable Housing Tax Credits
  • New Markets Tax Credits
  • EB5
  • P3
  • Tax-Exempt Bonds
  • Tax Increment Financing
  • Transportation Development Districts
  • Community Improvement Districts
  • Community Development Block Grants
  • HOME Funds
  • Contribution and Development Tax Credits
  • Neighborhood Improvement Districts
  • Job Training Credits
  • Public Discretionary Funding
  • Brownfields Tax Credits and Grant

Tax and incentive tools require the negotiation and drafting of sophisticated agreements to implement, guide, and monitor compliance with the public-private partnership. For many years, we have taken the lead on negotiating and drafting such agreements on behalf of both private sector and governmental clients.

The well-developed expertise of our Project Finance Practice Group is demonstrated by the following sample of representative transactions:

  • Lead development counsel undertaking the formation of State of Missouri’s first port improvement district. Representation involves securing court certification of taxing mechanism to provide revenues for infrastructure and commercial development, as well as preparing related financial analysis.
  • Primary real estate and corporate counsel to national hotel and resort developer. Responsible for developing layered corporate structure needed for private offering and for identifying venture capital investors in advance of developing broad portfolio of commercial real estate developments.
  • Lead outside counsel on development of Transportation Development District. Representation required negotiation and documentation of multiple cooperative agreements to establish public-private financing partnership with the city and a Department of Transportation.
  • Primary legal counsel to developer of $100 million mixed use commercial retail center. In addition to assisting with site control negotiations, taking lead to negotiate incentive package with municipality involving tax increment financing and state-based tax credits for job creation to complement conventional financing. Working with institutional investors to raise seed capital and interfacing with investors to structure project budget and favorable placement terms needed to secure funding commitments.
  • Legal counsel to developer in an acquisition and redevelopment of historic Federal Courthouse owned by the General Services Administration. Representation included negotiating and documenting complex public-private and intergovernmental agreements involving the GSA, the City, and Planned Industrial Expansion Authority, and the U.S. Department of Interior, drafting deeds and restrictive covenants, obtaining zoning and financial incentives to make possible a $30M+ historic redevelopment and tax credit project. Representation also included preparing all documentation and legal opinions related to issuance of 4% low-income housing credits (LIHTC) issued by state Housing Development Commission.
  • Worked with City to secure millions in state Brownfields grant funds for remediation of blighted properties in urban core; documented complex agreements with City.
  • Corporate counsel to real estate developer to create corporate and financing structure for multi-million dollar themed shopping center development. Representation included development of business structure for complex public-private partnership, phase and layered project financing models, identification of temporary construction and permanent financing, project guarantees, take-outs, subordinations and developing corporate philosophies related to management of state and local tax incentives used to support the project.
  • Primary development counsel on $100M expansion of existing pharmaceutical development. Representation involved negotiation of sale-leaseback agreements, bonds, and incentives between developer, municipality, and taxing jurisdictions, as well as complex PILOT and school foundation formula grant agreements.
  • Represented national gaming corporation on documentation of the granting and sale of multi-million dollar state tax credits used for development and extension of Lewis & Clark Heritage Trail, in furtherance of public-private partnership contractually-mandated by gaming license.
  • Primary legal counsel to international corporation and family–owned business which collaborated to facilitate approval, sale and donation of proceeds from state-awarded, multi-million dollar contribution tax credit used to construct municipal parking facility used by respective entities.
  • Primary legal counsel to DA Homes in 9% LIHTC housing development in Kansas City, Missouri. Handled all aspects of legal work related to tax credit issue and syndication, as well as review, negotiation and closing of conventional loan.
  • Co-counsel on integrated, layered financing for corporate headquarters and parking facility project utilizing bonds and new markets tax credits.
  • Legal strategist for City of Gary, Indiana on assessment of real estate transaction involving large-scale data center creating 200 jobs. Performing all due diligence, evaluating project merits, structuring financing, and drafting all documentation needed to facilitate long-term public/private partnership.
  • Represent international aggregate mining corporation to negotiate the purchase of significant acreage, some un-annexed, required for $100M facility redevelopment and expansion. Work included all zoning and special permits, coordination with state department of natural resources, negotiating and documenting public/private partnerships, identifying project financing structures, drafting landfill gas agreements and representing on the strategic development of alternative fuels projects and facilities.   Engagement included serving as borrower’s counsel on bonds utilized for project financings, coordination of tax classification of assets with county assessor, establishment of tax increment financing district to provide gap incentives for future phases of project, and lead role at all related public hearings required to secure permit, zoning, and project approvals.
  • Developer’s counsel to redeveloper of historic bank building into affordable-rate apartments funded with LIHTC and affordable housing tax credits (AHAP). Representation involved securing from City 25 years’ property tax abatement that included negotiation of PILOT agreement, coordination with local assessor’s office of property classification, corporate creation and documentation of statutory redevelopment corporation, and preparation and review of real estate and closing agreements.
  • Outside legal counsel to major city on lease negotiations with FedEx for substantial air cargo facility in St. Louis, Missouri.

In addition to working as strategic partners with our public and private development clients, the Project Finance Practice Group attorneys at the Hardwick Law Firm have experience serving as legal counsel to various public tribunals which assist private developers, such as Enhanced Enterprise Zone Commissions, the Missouri Housing Development Commission, the Tax Increment Financing Commission of Kansas City, Missouri, the City of Kansas City, Missouri, and the Port Authority of Kansas City, Missouri. Having been on both sides of the deal, our depth of dual experience is comprehensive. Therefore, from any angle of a real estate transaction, we are able to provide seasoned and relevant experience, identify issues, and employ optimal strategies. This enables our clients to draw upon a tested portfolio of experience, whether it is to consider traditional financing options or challenge innovation.