Troutman, Schulte Roth on 2 new Buckhead office towers

Posted on April 27, 2009 12:44 by Andy Peters

A story in last week’s Wall Street Journal was the talk of Atlanta’s commercial real estate community. The article points out that four trophy office towers nearing completion in Buckhead are, to put it lightly, struggling to find tenants.Terminus 200

Three buildings—3630 Peachtree, Two Alliance Center and Phipps Tower—are zero percent leased. Another, Terminus 200 [photo, right], is 9 percent leased.

These highly attractive properties are coming on line at a time when the market is flooded with vacant space. The metro Atlanta office market reported 300,000 square feet of net occupancy losses in 2008, according to a recent report by Jones Lang LaSalle. Developers will deliver another 3.2 million square feet of Class A office space to the Buckhead and Midtown markets over the next 18 months.

Deal Watch blog decided to track down the names of the attorneys who advised the developers and lenders on the four towers named in the Wall Street Journal piece.

We’ve already identified the law firms for two of the office towers in previous blog posts or in the print edition of the Daily Report. Arnall Golden Gregory partner Scott Fisher is counsel to Crescent Resources LLC, co-developer of Phipps Tower. Goulston & Storrs is counsel to the other development partner, Manulife Financial. The lead lender, Regions Bank, is taking advice from Hartman, Simons, Spielman & Wood partner Charlie Brake.

The 3630 Peachtree building, which includes the Ritz-Carlton Residences condo development, involved multiple developers, including Duke Realty, Pope & Land Enterprises, Novare Group and Post Properties. Among the lawyers working on that building are King & Spalding partners Clay Howell and Dan Heller, Atlanta solo practitioner Thomas Burch, Alston & Bird partners Gigi Bugg and Glenn Thomson and Seyfarth Shaw partner Carl Westmoreland.

So, who’s working on the other two?

Troutman Sanders partner Leslie Secrest is counsel to Cousins Properties Inc. on the Terminus 200 building, according to legal documents. Secrest did not return calls and emails seeking comment. Firm spokesman Mark Braykovich declined to comment.

Tishman Speyer Properties, developer of Two Alliance Center, is leaning on Atlanta-based in-house counsel Robert Stubbs and on Schulte Roth & Zabel partner Andrew Dady in New York, according to documents. Neither Stubbs nor Dady could be reached for comment.


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Smith Gambrell on Gwinnett College $100 mln dorm project

Posted on April 24, 2009 11:15 by Andy Peters

The economy may be slumping, but teenagers and 20-year-olds keep attending college.Gwinnett County

That’s helped Smith, Gambrell & Russell partner Mac Young maintain a steady stream of work for his client, Place Properties LP, which develops, finances and builds housing for college students.

One recent transaction Young handled was for a new on-campus housing facility at Georgia Gwinnett College in Lawrenceville. Place Enterprises Development, an affiliate of Place Properties, arranged for the sale of $100 million in tax-exempt bonds to finance the dorms. The bonds were sold by the Georgia Gwinnett College Foundation and also involved the state Board of Regents. The bond sale closed on March 23. The new dorms are expected to open in the fall of 2010, Young said.

Smith Gambrell associate Jonathan Gallant worked with Young on the transaction. Young’s liaison at Place Properties is their general counsel, Jennifer Hill. King & Spalding partner Bill Holby was bond counsel and McKenna Long & Aldridge partner Tom Lauth was underwriters counsel to Citigroup Inc.

Also last month, Young advised Place Properties on arranging a $154.6 million financing deal for the construction of off-campus housing projects across the U.S. The financing involves eight separate lenders, Young said. The facilities will be built at off-campus sites near eight different colleges, including Texas A&M University, the University of Texas-San Antonio and the University of Central Oklahoma. In addition to arranging the financing, Place is also the developer of these housing projects, Young said.


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Deal reached to rebuild Sumter Hospital after tornado damage

Posted on April 23, 2009 12:55 by Andy Peters

A tornado struck Americus in southwest Georgia on Mar. 7, 2007, killing two people, snapping in half a Georgia Public Television antenna tower and leveling cars and buildings.Sumter Regional Hospital

Also among the wreckage was Sumter Regional Hospital, whose primary building was destroyed. Since then, the hospital has been operating out of modular buildings, offering urgent care and basic outpatient services.

The Americus and Sumter County Hospital Authority has also made plans to rebuild the hospital. That included hiring a Chicago investment bank to find a financial partner to either acquire the hospital or provide some other source of financing.

In October the Americus hospital authority reached a series of agreements, with the operator of Albany’s largest hospital, Phoebe Putney Health System Inc., to rebuild the hospital. Albany is located about 35 miles south of Americus.

Among the various deals reached, Phoebe Putney signed a 40-year lease and transfer agreement, under which it will manage Sumter Regional Hospital. Phoebe Putney also agreed to spend at least $25 million of its own money to rebuild the hospital.

Smith Moore Leatherwood partners Barry Herrin and Toby Watt in Atlanta are co-lead counsel to Sumter Regional Hospital and the hospital authority. Robert Baudino and Ken Hodges of the Baudino Law Group are advising Phoebe Putney; Baudino is based in Des Moines, Iowa, and Hodges is based in Atlanta. Hodges, by the way, is also running for the office of attorney general of Georgia. He is a former Dougherty County district attorney.

Also involved with the transaction are Phoebe Putney general counsel Tommy Chambless and Judge Michael Fennessy, counsel for the Americus and Sumter County Hospital Authority.Sumter Regional Hospital

The total cost of rebuilding Sumter Regional Hospital has been estimated at about $125 million, Watt said. Phoebe Putney’s funds will be combined with insurance proceeds and future reimbursements from the Federal Emergency Management Agency.

The parties expect the deal to close on July 1, pending approval from the Georgia Department of Law, pursuant to the Georgia Hospital Acquisition Act. Russ Willard, a spokesman for the department, said the department has not hired outside private attorneys to review the agreement. Staff attorney Shereen Walls is handling the review for the attorney general's office.

One reason the Americus hospital authority selected Phoebe Putney’s offer, which was one among several the authority received, was because of the Albany hospital’s financial strength, Watt said. Because FEMA won’t reimburse Phoebe Putney and Sumter Regional Hospital for rebuilding costs until after the money has been spent, the selected financial partner needed to have the financial capacity to withstand an extended period of time when the hospital would be waiting for FEMA reimbursement.


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Morris Manning, Arnall Golden Gregory on Reflex investment

Posted on April 22, 2009 15:13 by Andy Peters

An Atlanta company that makes software used to provide security to data networks obtained a venture-capital investment this month.Reflex Systems 

Reflex Systems Inc. said that RFA Management Co. led a group of firms that invested a total of $8.5 million in the company. Morris, Manning & Martin partner Terresa R. Tarpley was counsel to Reflex Systems and Arnall Golden Gregory partner James E. Dorsey advised RFA Management, according to Reflex Systems. Dorsey could not be reached for comment.

Privately held Reflex Systems, based in Atlanta, was founded in 2000 and was formerly known as Reflex Security. RFA Management is also based in Atlanta.


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Driebe, McKenna, Chamberlain Hrdlicka on $17 mln loan workout

Posted on April 21, 2009 13:53 by Andy Peters

Members of the bankruptcy bar in Atlanta have repeatedly told the Deal Watch blog that most of the exciting action in restructuring these days takes place outside of bankruptcy court.US Bankruptcy Court

Those types of deals, however, are hard to find and even harder to report, since they typically don’t involve publicly accessible court documents. And when documents can be found, attorneys who are working on the transactions are loathe to discuss them, since their clients aren’t keen to air their dirty laundry in public.

Sometimes, though, an out-of-court restructuring will bubble to the surface. That was the case with a $17 million loan workout handled by Charles J. “Chuck” Driebe of Jonesboro. Driebe is a partner, along with his son, Charles Driebe Jr., in the firm Driebe & Driebe.

Driebe was lead counsel to Deerfield Group LLC of Hampton, Ga. Deerfield renegotiated the terms of a $17 million mortgage it held on more than 200 acres in south Fulton, Clayton and Henry counties, Driebe said. Deerfield, which was in default the loan, restructured the terms with the two lenders, Palmetto Capital Corp. and Nexity Financial Corp.’s Nexity Bank.

Chamberlain, Hrdlicka, White, Williams & Martin partner Jimmy Paul advised Deerfield on issues related to bankruptcy law, Driebe said.

Cushing, Morris, Armbruster & Montgomery partners Mac Cushing and Parker Gilbert advised Palmetto Capital, according to court records.

Paul, Cushing and Gilbert did not return calls and emails seeking comment.Nexity

Nexity Bank was advised by McKenna Long & Aldridge partner Gary Marsh, with assistance from partner Jimmy Barkin and senior counsel Thomas Hall. Marsh declined to discuss his work for Nexity.

Like many banks, Nexity, of Birmingham, Ala., has been struggling due to the economic downturn. The Federal Deposit Insurance Corp. and the State of Alabama Banking Department issued a cease-and-desist order to Nexity this month, according to the Birmingham News.


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DLA Piper, Gray & Pannell on TitleMax bankruptcy in Savannah

Posted on April 21, 2009 09:55 by Andy Peters

TitleMax, one of the largest title-lending companies in the U.S. and a frequent advertiser on Atlanta television stations, filed for bankruptcy in SavannahOLYMPUS DIGITAL CAMERA         on Monday.

DLA Piper partners Thomas Califano and Jeremy Johnson in New York, and Gray & Pannell partner Marvin Fentress in Savannah are representing TitleMax Holdings LLC in the Chapter 11 case in U.S. Bankruptcy Court for the Southern District of Georgia.

The bankruptcy filing was triggered by the maturity of a $165 million loan from Merrill Lynch Mortgage Capital Inc. and Fortress Investment Group LLC.

Savannah-based TitleMax reported $100 million of debts and $100 million of assets. Several affiliated companies filed for Chapter 11 simultaneous with TitleMax, including CheckMax of Tennessee and TitleMax Funding. Fentress filed a motion for the court to jointly administer the cases.

Additionally, Fentress filed a motion seeking approval for TitleMax to use its cash collateral to fund operations. If TitleMax were not able to use the cash it generates from its ongoing operations, it would be forced to cease operations, Fentress wrote.

Fentress also filed a motion seeking authorization to pay about $2.3 million in employee wages and salaries on the company’s next payroll date on Apr. 29. TitleMax employs about 1,800 people and operates more than 500 locations in eight states, according to a court filing.


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Atlanta's Bartko advises former Kentucky lt. governor on offer

Posted on April 20, 2009 17:31 by Andy Peters

Atlanta corporate attorney Gregory Bartko’s client has, for several weeks, been trying acquire a Chicago-area temporary staffing company. Bumps in the roadSteve Pence, however, keep appearing.

Bartko’s client is PSQ LLC of Louisville, Ky., a special-purpose company formed by Steve Pence, a former lieutenant governor of Kentucky. Pence [photo, right] is also a former U.S. Attorney for the Western District of Kentucky. Bartko is a sole practitioner.

PSQ’s target is General Employment Enterprises Inc. of Oakbrook Terrace, Ill. General Employment has been exploring its strategic options for months, according to regulatory filings. The company’s board and executives hired an investment bank, Prairie Capital Advisors Inc. They have fielded questions from numerous suitors. They have interviewed prospective buyers. They have agreed to allow third parties to introduce them to potential acquirers.

On March 30, General Employment decided that its best option was to sell the company to Bartko’s client, PSQ. Under the terms of its offer, PSQ would acquire more than 7 million new shares of General Employment’s common stock for $1.9 million. Then, PSQ would launch a cash tender offer to buy up to 2General Employment Enterprises.5 million shares from General Employment’s existing shareholders. In total, General Employment would sell a controlling interest in itself for about $3.4 million.

General Employment and PSQ had expected their deal to close by April 13. But, then, another suitor came calling.

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Locke Lord, Balch on Colonial Bank's financial bailout plan

Posted on April 17, 2009 11:25 by Andy Peters

One of Alabama’s largest banks recently had to scramble to raise $300 million from private investors to trigger a crucial influx of federal money. A client of Locke Lord Bissell & Liddell partner Philip Cooper is the lead investor on the deal.Colonial Bank

Locke Lord’s client, Taylor, Bean & Whitaker Mortgage Corp., led the investor group that agreed to acquire $300 million in convertible preferred stock from Colonial BancGroup Inc. of Montgomery, Ala. Colonial Bank’s parent company needed the money in order to qualify to receive about $540 million from the U.S. Treasury’s Troubled Asset Relief Program. The agreement is pending regulatory approvals and other conditions.

Colonial Bank was hit hard by the economic downturn, and specifically the collapse of the homebuilding industry. The bank lost $880.5 million in 2008 through its exposure to Florida's real estate collapse, according to the Wall Street Journal.

Colonial Bank will convert to a federal savings and loan association if theTommy Tuberville $300 million investment is approved by federal banking regulators, according to a regulatory filing. Taylor, Bean & Whitaker already has a federal thrift license.

Taylor, Bean & Whitaker is putting up about half of the total $300 million, according to the Mobile Press-Register. About 20 other mortgage companies are contributing a total of $50 million total, and two private equity groups will invest $100 million.

The new investors would own about 75 percent of Colonial BancGroup, although Colonial would remain a standalone company. Colonial Bank is Alabama’s second-largest bank. Its chairman and chief executive is Bobby Lowder, an Auburn University trustee and influential backer of the school’s football team [photo, right].

Taylor, Bean & Whitaker, of Ocala, Fla., is regulated by the federal Office of Thrift Supervision. Taylor, Bean & Whitaker is one of the largest U.S. wholesale mortgage brokers.

Cooper is co-lead counsel on the deal, supervising a team of more than 25 Locke Lord lawyers. Partners Douglas Faucette and John Bruno in Washington are also co-leaders of the transaction with Cooper. Balch & Bingham is advising Colonial, including lawyers from its Birmingham and Mobile, Ala. offices.


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Burr & Forman on fleet card manager's acquisition and financing

Posted on April 17, 2009 10:38 by Andy Peters
fuel

Burr & Forman advised FleetCor Technologies Inc. on an acquisition and a new round of financing. Partner Deborah Franz led the work for Burr along with Martin Tilson, who has since left the firm. They worked with FleetCor general counsel Sean Bowen.

In the first deal, FleetCor acquired lodging-management technology provider Corporate Lodging Consultants of Wichita, Kan., from private equity firm Nautic Partners LLC for undisclosed terms. Edwards Angell Palmer & Dodge advised Nautic Partners.

Shortly after the acquisition, Fleetcor raised $100 million in equity to help finance the transaction. FleetCor raised the funds from a group led by Summit Partners, its majority shareholder.

FleetCor, of Norcross, sells fleet cards that track fuel usage to companies that manage vehicle fleets and to oil companies. FleetCor provides data processing for the fleet cards. Its clients include BP, Chevron, Citgo and MasterCard.


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Troutman one of four firms on AbitibiBowater Ch. 11 bankruptcy

Posted on April 16, 2009 17:42 by Andy Peters
newsprint

Troutman Sanders is one of four law firms advising Canadian newsprint manufacturer AbitibiBowater Inc. on its Chapter 11 bankruptcy filing.

AbitibiBowater filed for bankruptcy on Thursday after its lenders rejected the Montreal company’s proposal to restructure its $8.78 billion in debt. AbitibiBowater is the largest North American maker of newsprint.

Lawyers from Paul, Weiss, Rifkind, Wharton & Rice in New York, from the Delaware firm Young, Conaway, Stargatt & Taylor and from the Canadian firm Stikeman Elliott are also co-debtor counsel to AbitibiBowater.

No attorney from Troutman Sanders had filed an appearance with the U.S. Bankruptcy Court for the District of Delaware of Thursday afternoon. Troutman Sanders spokesman Mark Braykovich declined to comment.


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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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