Wagner Kirkman Blaine Klomparens & Youmans LLP offers deep expertise in handling complex real estate transactions, delivering multidisciplinary legal solutions for property ownership, investment, development, construction and management, as well as related entity formations, tax planning and financing structures. We represent clients in the Sacramento Valley, Bay Area, Central Valley, and throughout California and Nevada
With our Real Estate practice spanning more than 35 years, we’ve successfully helped our clients (including developers, home builders, financial institutions, property managers, investors, brokers, contractors and small businesses) achieve results in various property sectors. This includes planned communities and residential subdivisions, office, retail, apartments, industrial, condominiums, and agricultural and undeveloped land. In fact, our firm has played a significant role in the growth and development of the Sacramento area and other regions of Northern California.
Our Real Estate services include:
- Real Estate Development
- Real Estate Acquisitions and Dispositions
- Secured Lending and Finance
- Joint Ventures
- Restructures and Workouts
- Tax Services
Real Estate Development
We represent developers in matters related to the development of land and planned communities including:
- Land use approvals
- Design, construction and builder contracts
- CC&Rs and HOAs
- Easements and rights-of-way
- Development, cost-sharing and consultant agreements
Our expertise extends to the negotiation and documentation of joint ventures and investment structures, and in various financing arrangements such as equity, acquisitions and development financing, construction lending, or permanent financing.
Real Estate Acquisitions and Dispositions
Our real estate attorneys have extensive experience in negotiating and documenting the sales and purchases of land, office, residential, retail, industrial, mixed use and other properties. We’ve helped clients ranging from well-known area developers and builders, to small property owners throughout Northern California and Nevada. We handle all aspects of transactions, including:
- Structure of the transaction
- Document negotiation and preparation
- Title and survey reviews
- Title policy and endorsement negotiation
- Closing of escrow process
Secured Lending and Finance
We advise lenders, developers and owners on a variety of finance issues including:
- Secured and unsecured credit and loan transactions
- Asset-based financing transactions
- Real estate acquisition
- Development and construction loans
- Complex banking transactions and compliance issues
Whether you’re a debtor or creditor, we can help with all aspects of structuring, negotiating, documenting, closing, administering, restructuring and working out loans. Our real property team is experienced in California real estate lending law, and can advise in matters related to:
- Collateral protection
- Debt realization
- Lender liability
We can also help on matters regarding California anti-deficiency and “one action” rules on proposed and existing debt structures. We routinely advise on the structuring of transactions and preparing security documents that minimize tax impacts and maximize the availability of collateral in the event of default.
In complement with our tax and corporate attorneys, our firm offers California, Nevada, Delaware and foreign companies a broad range of services including:
- Structuring development and investment activities and entities
- Implementation of business plans
- Fundamental business formations
We advise on a broad array of entity choices, including joint ventures, limited partnerships, limited liability companies and corporations. The partnership, collaboration and equity investment of our clients has significant, business and legal ramifications, and our attorneys have extensive experience in assisting with the realization of their financial, operations and tax goals.
Restructures and Workouts
When it comes to restructuring and workouts, we routinely advise distressed property owners and investors throughout the Northern California, Southern California, and Nevada regions.
Our team has broad experience in:
- Transactional and insolvency/restructuring matters
- Negotiation and pre-litigation counseling
- Debtors’ and creditors’ rights
- Remedies and tax planning
We strive to provide the best business and tax strategies for our clients while maintaining flexibility should litigation or insolvency prove necessary.
The firm’s diversity of real estate tax planning has involved every stage of real estate, including acquisition, development, construction and sales. These planning issues include:
- Dealer v investor status
- Tax investment strategies
- Tax characterization of expenditures
- Tax minimization for real estate succession, including family limited partnerships and LLCs
- Tax treatment of debt leveraging, including for debt relief (CODI)
- Real estate related tax credits
- Tax elections for real estate
- Tax deferral, including qualified tax deferred exchanges; reverse exchanges, involuntary conversions and condemnations
- Tax planning for dispositions, abandonment and worthlessness
WKBK&Y has also actively represented real estate clients before federal and state taxing authorities, including the Internal Revenue Service, the State Board of Equalization, the Franchise Tax Board, and local county Assessment Appeals Boards.
Recent Representative Matters
WKBK&Y has advised:
- Developers and builders on multiple joint ventures with institutional real estate funds and others concerning acquisitions, construction and sales of residential and office properties ranging in size from $1 million to $1,000,000,000.
- An owner and operator of skilled nursing facilities throughout California and Utah on its financing, acquisition, lease, sale and tax structuring of its facilities.
- An owner and manager of California and Nevada shopping centers on multiple loan restructurings/workouts of $80 million in secured loans with various institutional lenders.
- A Bay Area investor on the purchase and financing of 400 plus unit apartment complex in Phoenix, Arizona.
- A Sacramento developer and home builder on its purchase and entitlement of various paper lots and finished lots in Sacramento, Reno and Monterey.
- A Central California developer in structuring a joint venture relationship with co-developer and equity investor for the acquisition, entitlement and development of mixed use for sale and rental housing developments throughout the Pacific Northwest.
- A Sacramento valley water district on the construction and maintenance of facilities, and transfer of water rights.
- A Bay Area investor in the negotiation and purchase of real estate mortgage notes secured by various commercial properties ranging from $1 million to $50 million.
- A TIC/debtor in connection with bankruptcy restructuring of ownership and financing of projects throughout California.
- A investment property owners in connection with 1031 exchanges ranging from $1 million to $100 million.
- The structuring, tax planning and organization of affiliated companies in the manufacturing and retail of building products.
- The private placement of partnership interests in fitness club/gym operator.
- A Northern California owner and operator of gas stations/convenience stores on the sale of its properties/business.
- An owner of Nevada mining claims on the lease and sale of silica and gold mining claims.
- An investor with the lease analysis, title review and policy negotiation, and acquisition and financing of various office complexes in the Sacramento region.