Gregory G. Gosfield

Greg has a depth of experience in counseling clients on debt and equity investments across the life cycle of real estate transactions:

• structuring and private syndication of senior and subordinate debt and equity, representing institutional and entrepreneurial investors
• operations and maintenance of the assets and the entities, representing owners, tenants, lenders and managers
• exits both by amicable sale or refinance and by contentious transitions in workouts, insolvencies, and turnarounds, representing owners, operators, special servicers, and opportunistic investors

Greg is a frequent speaker who is regularly implementing his commitment to continuing legal education by lecturing to professional and trade associations and by publishing articles on the structure and use of critical components of real estate transactions.

Presenter, “Part Two: Loan Sales and Distressed Loan Recovery Strategies,” accredited CLE program, April 7, 2021

Presenter, “Loan Sales and Distressed Loan Recovery Strategies,” accredited CLE program, March 3, 2021

Presenter, “Commercial Mortgage Loan Purchases and Sales Revisited,” accredited CLE program, November 18, 2020

Presenter, “The Components of Commercial Real Estate Purchase and Sale Transactions – Part III,” accredited CLE program, August 26, 2020

Author, “Stay-At-Home: Governors’ Orders in Pennsylvania, Michigan and Wisconsin,” May 22, 2020

Presenter, “Commercial Real Estate Contracts in the Time of COVID-19: Confusion, Conflicts and Compromise,” April 14, 2020

Presenter, “Commercial Real Estate Purchase and Sale Transactions,” accredited CLE program, January 22, 2020

Presenter, “Distressed Commercial Real Estate Leases: A Primer on Negotiations, Restructurings and Terminations,” co-presented with Corinne Brennan at The CLE Conference Center in the Wanamaker Building, December 6, 2019

Presenter, 3-part series on “Real Estate – Distressed Commercial Real Estate Leases – Part III,” accredited CLE, November 20, 2019, October 16, 2019 and September 18, 2019

Presenter, 4-part series on “Real Estate – Inside Leasing: The Economic Differences Between the Optics and Reality of Fundamental Terms” accredited CLE, July 17, 2019, June 19, 2019, May 29, 2019 and April 17, 2019

Presenter, “Real Estate – Master Leases and Ground Leases: Their Structure and Use – Part,” accredited CLE March 20, 2019

Presenter, “Brokerage Agreements from the Owner’s Perspective,” accredited CLE, February 21, 2018

Presenter, “Real Estate Development Financing Law,” accredited CLE, January 17, 2018

Presenter, “Ethically Resolving Conflicts of Interest,” accredited CLE, November 15, 2017

Presenter, “PA’s Omnibus Amendments to its Entities Act and the Codification of Good Faith, Fair Dealing, Duty of Loyalty, and Duty of Care,” accredited CLE, October 18, 2017

Presenter, “Significant Philadelphia Non-Income Taxes Applicable to Real Estate Businesses,” accredited CLE, September 19, 2017

Presenter, “Philadelphia Income Taxes Applicable to Real Estate Businesses,” accredited CLE, July 19, 2017

Presenter, “Environmental Issues in Pennsylvania Real Estate Transactions,” accredited CLE, May 17, 2017 and June 21, 2017

Presenter, “The Ins and Outs of Real Estate Joint Venture Companies, Part II,” accredited CLE, April 19, 2017

Presenter, “The Ins and Outs of Real Estate Joint Venture Companies,” accredited CLE, March 22, 2017

Presenter, “The Ins and Outs of Obtaining Reliable Title and Survey Products,” accredited CLE, February 15, 2017

Presenter, “Issues of Current Interest in Pennsylvania Mechanics’ Liens Law” – accredited CLE, January 18, 2017

Presenter, “Mixed Use Commercial Condominiums: Theory and Practice, Part III,” accredited CLE, November 16, 2016

Presenter, “Mixed Use Commercial Condominiums: Theory and Practice Part II,” accredited CLE, October 19, 2016

Presenter, “Inside the Relationship between the Landlord’s Tenant and the Landlord’s Mortgagee,” accredited CLE, July 20, 2016

Presenter, “Inside Assignments & Subletting of Leases: Managing Risks of Sandwich Leases, Upstream Transfers, And Other Workarounds,” accredited CLE, June 15, 2016

Presenter, “Solving Legal Issues Across the Life Cycle of the Successful Real Estate Development Project,” Pennsylvania Bar Institute CLE program, April 11, 2016

Greg frequently publishes articles in various periodicals including, The Business Lawyer Today; The Real Property, Probate, and Trust Journal; and, The Practical Real Estate Lawyer, among others.

Author, “AHLA The Medical and Healthcare Facility Lease: Legal and Business Handbook, First Edition”

Author, “Solving Legal Issues Across the Life Cycle of the Successful Real Estate Development Project”: Thomson Reuters published his Chapter “Ten Core Concepts for Healthcare Lease Provisions” Chapter 13 of the Health Law Handbook; 2013

The American Health Lawyers Association published in 2012 the book, “The Medical & Healthcare Facility Lease; Legal and Business Handbook“, Thomson Reuters/West published his chapter in the Health Law Handbook 2010 Edition “The Structure and Use of Health Care Real Estate Leases”

Author, “The Structure and Use of Letters of Intent as Prenegotiation Contracts for Prospective Real Estate Transactions” selected by the ABA’s General Practice, Solo, and Small Firm Section for inclusion in its “Best of ABA Section”

Development

• Health systems, physician groups, and commercial health care facility developers, including what is believed to be the first of its kind transaction, representing a hospital, as a 25 thousand sq. ft. in-line tenant of a one million sq. ft. regional shopping center, in addition he represents health care for profit and not-for-profit organizations, in investor/operator joint ventures, acquisition, development, construction, leasing and workout including ground leasing, master leasing and space leasing, conventional and bond financing, condominiums of health facilities including medical office buildings, clinical office buildings, senior living facilities, skilled nursing facilities, continuing care retirement communities and personal care facilities.
• Owners and developers in ground up and retrofit developments of over $300 million in the recent years, including the negotiations of construction and design contracts with contractors, architects, and engineers, surveyors, geotechnical engineers, environmental engineers, interior designers, and vendors of furniture and fixtures and equipment on the basis of cost plus fee with no maximum guaranteed price, cost plus fee with a guaranteed maximum price, and fixed price.
• Hotel developers including negotiation of franchise license agreements, management agreements, parking agreements, and financing, in the acquisition, development, construction and operation of hospitality projects.
• Fortune 100 privately held corporation in over $260 million of initial, modified, and consolidated synthetic leases of a research and development facility and distribution center, and attendant pre-treatment sewer plant post Fin46(R).
• Publicly traded REIT in the acquisition and ground up development of a Target store anchored one million sq. ft. shopping center subject to a condominium regime.
• Private developer in the ground up development of a Target anchored 650 thousand sq. ft. power center.
• Merchant power plant developer in connection with a $1.8 billion facility, including acquisition of a coal company with potential coal extraction over a 30 year mining plan, acquisition and development of a not-for-profit acid mine dewatering and clarification plant, and acquisition and development of a river port for development of intermodal capacity.
• Publicly traded REITS as declarants in creation and administration of various commercial condominiums of over two million sq. ft. in aggregate.
• Global holding company and subsidiary operating company for construction of one million sq. ft. office park, and leases of over one million sq. ft. of research, office, manufacturing and warehouse space in Alabama, Illinois, New Jersey and Pennsylvania in excess of $100 million.
• Developers in acquisition, construction and finance of $150 million of assisted living facilities in newly formed LLCs with structured institutional equity investments and tiered debt from taxable and tax-free lower floater bonds.
• Developers of luxury golf course and residential communities in acquisition, construction and partnership disputes for both structuring equity and debt investments and implementing the development process, for sale of approved parcels to builders and operators.

Acquisition/Disposition

• Representation of national hospital operator/investor as real estate, zoning, employment and environmental counsel in the acquisition of two hospital campuses, including six medical office buildings, and two accessory parking facilities, subject to approximately 200 thousand sq. ft. of on-campus credit tenant leases to a medical school and 22 off-campus satellite leases; financed through an equity joint venture’ master leasing premises in conjunction with purchase money mortgage financing and a revolving line of credit.
• Private equity investors in transactions in excess of $800 million for various refinances, purchases and sale-leasebacks in the United States, France, Great Britain, and Slovakia; purchase of 60 clothing boutique leased locations; purchase of 32 grocery store locations; purchase of 30 fitness locations; purchase of 100 retail leased bakery locations; refinance of 30 owned armored car warehouses; purchase of 150 leased outpatient dental clinics; purchase of 90 leased restaurant locations; sale of 200 leased restaurant locations; sale of 70 owned convenience stores; purchase of 30 leased tow truck locations; purchase of 90 leased automotive oil change locations.
• University endowment fund in the purchase and financing of timberland assets.
• Private equity developer in the restructuring and repositioning of a Target anchored, 80% leased urban shopping mall, including renegotiation of existing leases with both solvent and distressed retailers, and modification of collateral under securitized mortgage debt subject to servicer, special servicer, and certificate holder approval.
• Private equity investor purchaser in sale-leasebacks of related real estate assets for $20 million from principals affiliated with the contemporaneous sale of an operating company for $100 million.

Financing

• Opportunistic investors’ acquisitions of distressed projects by purchase of assets through 363 bankruptcy sales, tax sales, assignment of auction bids, foreclosure, deed-in-lieu, and by purchase of  mortgage loans, mezzanine loans and ownership interests, including health care facilities subject to regulatory approval upon change of control, and planned community developments.
• Institutional private equity investor in the workout of $650 million loan to joint venture acquiring and building infrastructure for luxury residential lot and condominium resort communities.
• 144A sale of operating company debt to insurance companies for $180 million guaranteed by subsidiaries and corresponding $175 million bank lead “club” syndication credit agreement.
• Fortune 200 companies as creditors, in the recovery of undersecured and unsecured debt of over $250 million by workout and bankruptcy settlements
• Fortune 200 companies in the sales and reorganization of real estate assets with affiliated companies, and the mortgage refinance of over 150 U.S. locations and 10 foreign jurisdictions securing over $350 million of debt.
• Investment bankers, as purchasers of over $150 million of credit tenant lease loans, and sales of loans to insurance companies and conduits.

Joint Ventures

• General partners, special limited partners, and minority partners in exercise of joint venture exit strategies.
• Closely held company reorganization of its business lines by creation of related company LLCs for transportation company, real estate holding company, captive off-shore insurance company, and life insurance funded buy-out program with retirement and death benefits of $120 million.
• High net worth individuals in formation of family limited partnerships and transfers of real estate holdings.