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Properties – General Electric
Dallas, TX |
Regional Shopping Centers
Components: 12 Regional Shopping Centers
SAG team members performed the due diligence related to the sale of 12 regional shopping centers by Lincoln Properties to General Electric. The scope of services including a review and analysis of each lease in each shopping center, modeling of the leases and potential roll overs into Pro-Ject, projection of lease revenues, operating costs and net cash flows, and a valuation of the transaction.
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Heathrow
Lake Mary, FL |
Residential Master Planned Community
Components: 1,900 Residential Units
SAG team members prepared a feasibility study and performed due diligence procedures related to a limited-partnership offering for the original land development of Heathrow in Lake Mary, FL. Heathrow is a 3,000 acre master planned, gated community of 1,900 single family homes, town homes and condominiums. The scope of the assignment included evaluating the sales pace and pricing of the community, modeling land sales to builders, and preparing disclosures to potential limited partnership investors. Heathrow was part of a multi-residential community investment package that included eight master planned communities in Florida and California.
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Dell America
Atlanta, San Francisco, San Jose,
Washington, DC, South Florida |
Rental Apartments/Condo Conversions
Components: Multi-Family, Condominium
SAG team members conducted field research, site analyses and asset performance review for potential rental apartment/condo conversion acquisition candidates in major metropolitan markets. Markets investigated included, Atlanta, Ft. Lauderdale, Miami, San Francisco, San Jose/Silicon Valley, and Washington, DC. Scope of work included review and analysis of relevant local economies, supply and demand trends and assessment of acquisition opportunities.
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Norfolk Waterside Convention Center Contract Negotiation
Norfolk, VA |
Public-Private Hotel
Components: 405-room Hotel; 60,000 sf Meeting Space
SAG represented the City of Norfolk, the Norfolk Redevelopment and Housing Authority, and the Norfolk Convention and Visitors Bureau in their renegotiation of the Norfolk Waterside Convention Center management contract as part of the sale of the hotel between private parties. The convention center and 405-room Marriott was originally developed as a single asset under a public-private partnership with the private sector investing in the hotel and the public sector investing in the convention center. The hotel management company managed both the hotel and convention center. SAG's advisory services encompassed a variety of related agreements, including the Operating Agreement, Catering Agreement, Hotel Room Block Agreement, and other transaction related documents, and addressed issues such as general terms and conditions, allocation of profits/deficits, capital reserve funding, operational control, room block parameters, service standards, insurance, budget process, financial reporting, termination, non-compete provisions and others. The original management contract (not negotiated by SAG) required the City to fund operating shortfalls and a reserve fund for capital replacements. SAG was able to renegotiate the management contract with the new hotel management company limiting the City's exposure to capital replacement funding only. The private sector assumed responsibility for all operating shortfalls.
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Westin Hotels & Resorts
White Plains, NY |
Hotel Company
Components: Acquisition of Westin Hotels and Resorts
Project Value: $300 million
SAG partners and professionals advised on the acquisition of Westin Hotels and Resorts by Aoki Corporation of Japan. A partner team aided by tax and accounting professionals conducted an extensive review of the corporation's resort and hotel properties, management agreements, and franchise agreements. Audit and tax professionals from a large accounting firm conducted a full scale review of the company's books and records.
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Morgan Stanley Real Estate
New York, NY |
Vacation Ownership Company
Components: Acquisition of One of the Largest Vacation Ownership Companies in the U.S.
Project Value: $xxx million
SAG partners and professionals were engaged by Morgan Stanley Real Estate Fund to advise on the acquisition of the Shell Group of Chicago. Responsibilities included an extensive review of the company's accounting and financial controls, systems and executive management structure. In addition, a comprehensive review of all resorts in active sales with regard to sales conduct, management of HOA's (prior to turnover to buyers) and revenue recognition policy of resort sales. Additional work was done on the evaluation of the company's receivables portfolio, defaults on sales contracts and sourcing of financing for the company.
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WorldStar Resorts
Greenwich, CT |
Resort Company
Components: Structure and Negotiation of Non-Shareholder Capital Contributions
Project Value: $5 million
CSAG professionals as part of the organizing team with a major Chicago based law firm, assisted senior management of WorldStar resorts in the structuring of the initial capitalization of the company by negotiating a $5 million dollar non-shareholder capital contribution ("NSCC"). Such a capital infusion provides for the receiving company to receive capital from the contributing company without beneficial interest in the stock or debt of the organizing company, by using an esoteric provision of the IRS tax code, section 118(a). The NSCC allows the contribution of capital virtually tax free to the recipient based on potential corporate benefits to the contributing company.
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Exhale Spas
New York, NY |
Spa Company
Components: Disposition of AQUA Spas to Exhale Spas
Project Value: $300 million
SAG partners advised the management and owner's in the solicitation and analysis of potential acquisition of AQUA day spas of Santa Monica. Prior to acceptance of bids by potential buyers, SAG partners went in to re-organize the management, financial structure and controls of the company as well as upgrading shareholder communications and reviews. Upon the restructure of Aqua Spas, SAG professionals evaluated bid proposals from potential buyers. Ultimately, AQUA was sold to Exhale Spas, owned by Brentwood Capital for a price 83% higher than any other bids. Additional work was conducted to help in the negotiations and structuring of the acquisition documents and the final execution of the transaction.
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Grand Cypress Resort Orlando
Orlando, FL |
Luxury Golf Resort
Components: 1,500-acre Residential, Hotel, Golf
SAG professionals served as advisor for the acquisition and financial structuring of this 1,500-acre large-scale golf resort in Central Florida, including the potential for conversion and selling of vacation villas as timeshare or vacation condominium facilities.
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Pacific Life Open
Indian Wells, CA |
USTA Grand Slam Tournament
Components: Acquisition of Pacific Life Open
Project Value: $300 million
SAG professionals analyzed and outlined potential structures for the acquisition of a controlling interest in this Grand Slam U.S. Tennis Association tournament on behalf of a private equity group. In addition to tournament reviews, television contracts and other attendance related issues, our group also evaluated the stadium and surrounding land, for complimentary use types including retail development, tennis school, as well as a concert venue.
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