OUTCOME: Our client’s internal lease enforcement protocols have been improved, as have lease enforcement provisions.
PROBLEM: The 2008 recession caused a significant uptick in commercial tenant lease performance problems.
The nature of the performance problems was fairly consistent.
The legal cost to address perfor...mance problems was potentially very high and needed to be managed.
SOLUTION: The Jordan Ramis team compartmentalized the nature of the poor performance, and developed a legal tool kit of solutions to address the categories of performance issues. Jordan Ramis then provided our clients with tool kit training and developed a fixed legal fee approach for problems fitting within the tool kit solutions. Working with our clients, Jordan Ramis implemented a reporting system for our clients to facilitate internal decision making.
Chapter 11 bankruptcy
Handling Financial Troubles of a Retirement Home
N/A
OUTCOME: The reorganization plan was approved, as the sale plan satisfied the lender.
PROBLEM: Under-capacity utilization coupled with a high-rate maturing loan, where the lender was unwilling to extend the due date, caused serious problems for our client. General credit problems and t...he national recession precluded the ability to refinance, which was necessary to maintain all vendor relationships and to ensure licensing. SOLUTION: Jordan Ramis assisted our client in deferring foreclosure by filing Chapter 11 in order to explore financing options.
The loan contained a prepayment premium claim, which was challenged before the court.
During the Chapter 11 proceeding, the ownership orchestrated a sale leaseback that provided full payment of both the first loan and unsecured creditors with the ownership group subordinating debt owed to it.
Business
Restructuring to Rebuild Facilities
N/A
OUTCOME: A fourteen-unit apartment building was constructed and occcupied as was an office/clinic building.
PROBLEM: Our client's office site was destroyed by a fire. For insurance purposes, the value was insufficient to facilitate adequate replacement of the facility, and the operation needed additional re...sidential care beds. The real property on which the operation was sited was one of three adjoining tax lots, which required consolidation into a large parcel to facilitate development. SOLUTION: The property was consolidated and two separate entities created. One entity was for an office clinic site and the second entity was for apartments.
A commercial condominium was formed, funding of the office clinic with state-backed bonds was negotiated through a national bank, and secondary financing was obtained from state and county funds. The principal apartment funding from HUD was negotiated again with local and state-backed secondary funding.
All county and local permits were obtained.
Debt settlement
Restructuring to Save a Company
N/A
OUTCOME: The high-tech company's operations were restored and employees were able to return to work. The adverse tax consequences were avoided. The principal loan was largely repaid.
PROBLEM: A high-tech manufacturing operation was on it's third operator.
The company had multiple tiered loans, and partial government funding, suggesting potential adverse tax risks.
The operation o...wed numerous local vendors and government agencies money.
The company was unable to continue paying its employees.
SOLUTION: The Jordan Ramis team sought appointment of a receiver as well as foreclosure.
The organization replaced management to facilitate a new operator.
A new financing plan was arranged with a public entity.
Foreclosure
Judicial Foreclosure Action
N/A
OUTCOME: Our client was able to recover the bulk of the principal they were owed from the two sales.
PROBLEM: Our client was attempting to enforce its collateral rights from a business borrower that had three different parcels of real property covered by two loans.
The owners of the company were enga...ged in a bitter divorce, were subject to tax liens filed by the State of Washington, and had individual judgment creditors as well. SOLUTION: Jordan Ramis filed a judicial foreclosure action to determine the priority rights and obtained a judgment against the primary asset, the business site, subordinated the judgment creditors, and facilitated our client obtaining the property at the sheriff’s sale.
The secondary property was subject to a first deed of trust that was foreclosed out. The third was a vacation property in a separate county that we also moved to sell by the sheriff.
The business property was sold to a third party and a sheriff’s deed was issued on the vacation site, allowing our client to sell it within 60 days.
Landlord or tenant
Breach of Lease
N/A
OUTCOME: The effort allowed the landlord the ability to re-let the premises in an efficient and timely manner by defining the tenants’ internal fight.
PROBLEM: A business dispute between co-owners and tenants led to the abandonment of a lease in a commercial building.
The space was filled with the tenant’s property, which prevented the landlord fro...m moving past the dispute and filling the vacancy.
The tenant ownership group was in a dispute amongst themselves as to who owned the property within the leased space and tried to use the landlord as a referee.
SOLUTION: Jordan Ramis limited the landlord’s exposure by developing a neutral platform for property removal, and an expedited filing of a Breach of Lease complaint was completed.
Real estate
encumbrances in an Agricultural sale
N/A
OUTCOME: We were able to obtain evidence that all three property encumbrances could and would be released.
PROBLEM: Our client desired to sell property that they owned but discovered in the preliminary title report that the property was encumbered by numerous liens, keeping the sale from moving forward in t...he timeframe desired.
An improper lien was placed against the entire property, notwithstanding a partition and prior sale of one parcel to our client, by the former property owner’s lender.
A cell phone company entered into a lease with our client, the current property owner, to construct a cell tower lease on the property, but they never built the tower. However, a memorandum of the cell tower lease had been recorded against the property and was still encumbering the property almost nine years later.
The County’s covenant related to the cell tower lease required that the tower be removed from the property if not in use for a period of one year. This covenant was also recorded and still encumbered the property even though the tower had never been built.
The property buyer waived due diligence and wanted to close within a week following receipt of the preliminary title report. Closing required preparation of seller financing documents for a portion of the sales price.
SOLUTION: Jordan Ramis utilized strong relationships with the title company as well as our deep experience working with large banks and cell tower leases, to locate the appropriate people and departments to clear up all errors. We located the proper department for the lender, advised the bank of its error, and obtained written verification that the lien would be released.
Jordan Ramis, again, located the appropriate department for the cell phone provider, prepared and had approved by its internal legal counsel a form for termination of lease.
We contacted county counsel, who authorized removal of the covenant from the title based on Jordan Ramis PC’s representation that the tower had never been built.
Jordan Ramis prepared the seller financing documents and negotiated with the title company to insure around the encumbrances to facilitate closing until the encumbrances could be removed.
