Background

425 Park Avenue (New York, NY)

In addition to earlier ownership consolidation and financing transactions engineered and completed by Wells Hill involving this property, the firm executed two subsequent transactions on behalf of its client, the Goelet family office. These transactions were designed to maximize and monetize the value inherent in the family’s ownership of the fee, as encumbered by a ground lease. The first transaction consisted of wrapping the existing ground lease, which was due to expire in nine years, with a new master lease, structured and negotiated by Wells Hill and terminating in 84 years. The resulting new leasehold estate was subordinate to the existing leasehold, which itself was subordinate to Goelet’s fee position. The new lessee, L&L Holding Company, agreed to make a large upfront payment to Goelet as lessor and to pay substantial rent commencing immediately for the opportunity to profit from redeveloping and operating the building upon expiration of the existing ground lease. The upfront payment was structured to generate tax efficient proceeds and to secure L&L’s obligations under the “wrap lease.” The second transaction was a sale of the fee interest as encumbered by both leases described above. Having leased, or effectively sold, the operating position and potential profits therefrom during the strong real estate market at the time of the first transaction, Wells Hill then, through the subsequent sale of the family’s restructured fee interest, sold the long-term, high-credit stream of non-subordinated ground rent into an exuberant long-term bond market. The sum of the value realized from the two separate transactions proved to be significantly greater than a price that might have been achieved for the entire property if the unencumbered fee simple interest had been sold at the time of either transaction.