Atlanta airport hotel project benefits from innovative financing

Posted on September 24, 2008 15:37 by Andy Peters

The financial crisis has postponed, if not canceled altogether, many corporate deals, securities offerings and real estate development projects, economists and attorneys have said.Raymond Sheley

But a $134 million hotel development near the Georgia International Convention Center and Hartsfield-Jackson Atlanta International Airport was just ahead of the storm. The project broke ground on Sept. 12. Bank of America announced it was buying Merrill Lynch on Sept. 15 and Lehman Brothers filed for bankruptcy on the same day.

More than two years in the making, the project, led by Atlanta developer Grove Street Partners LLC, will add two Marriott-branded hotels to a 25-acre site. The hotels will anchor a 1 million-square-foot mixed-use development to be called Gateway Center. It will be the only stop on a new automated people mover between the airport’s baggage claim area and its new rental car facility.

Although the financing closed before the Wall Street maelstrom occurred, Sheley & Hall partner Raymond Sheley [right], lead counsel to Grove Street, said the transaction probably would have proceeded even if it had closed later—thanks to how the deal was structured.

He said financing will come from a combination of equity, bond revenue and debt. The group of debt lenders, led by U.S. Bancorp, won’t be required to fulfill its obligations until Grove Street spends all $51 million of the equity and bond proceeds—about nine months from now.

“The debt lenders said that the national economic turmoil would shake out before they will have to put in their own dollars,” Sheley said. “That lag will be our saving grace.”

The first of the two hotels, a 147-room Spring Hill Suites, is expected to open in February 2010. The second, a 403-room Marriott, should open by August 2010.Laura Hall

U.S. Bancorp never considered pulling out of the deal because of national economic conditions, said U.S. Bancorp’s lead counsel, Seyfarth Shaw partner Mark Block.

“U.S. Bancorp is a very conservative lender, and I think that, between the project developers and the other people backing it, they always felt very comfortable” with this deal, Block said.

One of the development’s financing elements will be proceeds from bonds backed by payments in lieu of taxes, also known as PILOT bonds. Since the site is owned by the city of College Park, and therefore exempt from tax, Grove Partners will make scheduled payments to the city instead of paying taxes.

The Grove Street project will be only the third in the state of Georgia to use PILOT bonds, Sheley said.

The lawyers had to review the details of how PILOT bonds work with all of the lenders and other parties involved, Seyfarth Shaw’s Block said.

“[PILOT bonds] are very unusual collateral for a real estate deal,” Block said. “It’s very atypical for what you think of as a real estate construction loan.”

Financing for a real estate project is usually a mortgage based on fees, or bonds that are based on a ground lease, Block said.

Kilpatrick Stockton partner Earle Taylor is bond counsel on the PILOT bond issue. Taylor is also serving as counsel to the underwriter, Sterne Agee.

Marriott at Georgia Intl. Convention Center Equity financing is being provided by Fidelity Investments of Boston and Corporate Holdings LLC’s Williams Opportunity Fund, Sheley said.

Working with Sheley on advising Grove Street were his Sheley & Hall colleagues Laura Hall [above], Eric Peterson and Joseph Snyder. The Sheley & Hall attorneys acted as general counsel to Grove Street, handling every legal aspect of the deal except tax issues. Sheley & Hall farmed out the review of tax matters to the Atlanta accounting firm Frazier & Deeter.

Seyfarth Shaw partner David Williams and associate Alison Bruley worked with Block as counsel to U.S. Bancorp. U.S. Bancorp’s primary co-lenders are SunTrust Banks and Wachovia, Sheley said.

Mack & Harris partner Robert Mack of Stockbridge represented the College Park Business and Industrial Development Authority, which owns the property where the hotels are being built. Fincher Denmark & Williams partner Steven Fincher represented the city of College Park.

Morris, Manning & Martin partner Jeanna Brannon advised both the city of College Park and the development authority on real estate issues.

Goodwin Procter advised Fidelity. The Williams Opportunity Fund relied on in-house counsel from Corporate Holdings, Jeffrey Sprain. Marriott also relied on in-house counsel.

Litigation outstanding between the cities of Atlanta and College Park over various land-use matters surrounding the airport did not hinder the hotel development, Sheley said.


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Janet ConleyThe Deal Watch Blog is devoted to bringing you the latest news in business law in Atlanta, the Southeast and the U.S. The lead writer is Daily Report associate editor Janet L. Conley.

Janet L. Conley is an attorney who returned to journalism after practicing law with Akin, Gump, Strauss, Hauer & Feld in Washington and with the Georgia Legal Services Program in Atlanta.

During her tenure at the Daily Report, Janet, now the paper's associate editor, has covered law firm economics and management, business and federal courts. In 2007, she received the Georgia Associated Press Story of the Year award and the Atlanta Press Club’s Journalist of the Year award, both for small circulation newspapers, for "Green to Gold," a series of articles on how climate change will alter business and the law.

Janet has written for The American Lawyer magazine and the National Law Journal, among other publications. She also served as managing editor of GC South magazine.

Janet holds a journalism degree from Southern College and a juris doctor degree from the University of Pennsylvania. She lives in Decatur with her husband Mark Harper, also an attorney, and their three children.

She can be reached at jconley@alm.com.

Andy PetersThe contributing writer is Daily Report staff reporter Andy Peters.

Andy Peters has been a journalist since graduating from Furman University in 1992. A short list of the subjects he’s covered includes the Georgia state Legislature, the U.S. semiconductor industry, the Alabama-Florida-Georgia “water wars” litigation, the 1999 American Airlines pilots strike, Coca-Cola and PepsiCo’s battle to acquire the Gatorade sports-drink brand, indie rock music and high school football. Andy has written for Bloomberg News, the New York Times Web site, the Macon Telegraph, the Spartanburg (S.C.) Herald-Journal and the Atlanta Business Chronicle.

Andy has written the Deal Watch column for the Daily Report since March 2006. He was born in Chattanooga, Tenn. in 1971 and grew up in Ringgold, Ga. He lives in Decatur with his wife and two children.

He can be reached at apeters@alm.com.

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