Jack H. Fainberg

My focus

Leveraged Finance

My practice is focused primarily on the representation of health care organizations in connection with acquisition and finance. I have been involved or acted as lead counsel on the financing of several noteworthy complex leveraged acquisitions, as well as significant acquisition lines of credit, equipment financing transactions and mortgage financings. I also represent banks and institutional sources of financing in connection with project finance transactions, senior debt and mezzanine financing arrangements (asset based and cash flow) with an emphasis in the health care area. I have broad experience in connection with first and second lien multi-million and billion-dollar credit facilities, including inter-creditor arrangements, workouts, restructurings and other related matters.

General Business Counseling

I act as general corporate counsel and trusted advisor for a wide range of companies. In this capacity, I work closely with senior management teams to assist in overall strategic decisions and advise them on important business and legal issues that arise. My areas of experience include raising capital (debt and equity), employment issues and compensation, protecting and commercializing technology and tax planning.

I have developed a unique proficiency in the seniors housing and care industry. My areas of concern include mergers and acquisitions, sale-leaseback transactions, corporate finance, securities and securitizations and capital raising, including public and private debt financings.

Representative experience

• Lead counsel to Chinese private equity company in connection with a $1 billion joint venture, acquisition of health care facilities and $600 million acquisition financing
• Current representation of private equity fund in connection with a $1 billion hospital acquisition and financing
• Representation of skilled nursing companies from 1987–2008 in connection with over $2.5 billion of facility acquisitions and divestitures, including both the purchase/sale component and financing component
• Corporate counsel to publicly traded skilled nursing company and many private companies, including up to a billion dollars of senior debt financing
• Representation of REIT in connection with many sale-leaseback transactions to long-term care, assisted living companies, medical office buildings and hospitals ranging in size from $20 million to $100 million, with overall placement of over $2 billion of funds
• Lead counsel to long-term care company in connection with $500 million senior secured acquisition/working capital line provided by a lender syndicate
• Lead counsel to sub-acute/long-term care company in connection with $50 million senior secured working capital line of credit
• Lead counsel to sub-acute/long-term care company in connection with $250 million sale-leaseback transaction with a REIT
• Lead counsel to private long-term care company in connection with $100 million senior secured working capital line of credit
• Lead counsel to private long-term care/assisted living company in connection with $20 million senior secured working capital line of credit
• Representation of health care REITs in over a billion dollars in acquisitions of real estate and leaseback to seller/operators in the hospital, assisted living and nursing home industries
• Representation of Lowell General Hospital in connection with the construction and financing of a new medical office building and additions and renovations to the hospital; we advised on the bonds issued to finance it and on all the legal work relating to the construction
• Representation of a private equity opportunistic fund in connection with joint venture transactions and financing resulting in the acquisition and development of independent living, assisted living and memory care communities; these transactions include the development of new communities in Fort Lauderdale, Florida (The Waterways) and Boca Raton, Florida (Symphony at Boca Raton); Sharon, Massachusetts (Whitney Place at Sharon); Melrose, Massachusetts (The Residences at Melrose Station) and Swampscott, Massachusetts (The Residences at Vinnin Square); Reston, Virginia (Hunters Woods at Trails Edge Senior Living Community); Chadds Ford, Pennsylvania; as well as value-added projects in Viera, Florida (Sonata Viera) and a value-added seven (7) property portfolio in and around Salt Lake City, Utah
• Representation of Ellis Hospital in connection with the development of a 14,000-square-foot urgent care facility, along with office space for primary-care physicians and specialists; NP negotiated the ground lease of the site, the master sublease, payment in lieu of tax (PILOT) agreement, option to purchase and all diligence related to the transaction
• Representation of General Property Trust, a Sydney, Australia-based real estate investment trust, in the creation of a joint venture with Benchmark Senior Living (BSL), which purchased 21 assisted living properties valued at $435 million, and also acquired a 20% ownership interest in BSL; this was GPT’s first such investment in the U.S., and based on our representation, we were engaged by GPT for all of its subsequent U.S. real estate work, including its second U.S. portfolio acquisition, a $280 million purchase of 15 seniors housing communities; our work included structuring the joint venture, negotiating all venture agreements (including the asset management agreement), negotiating purchase and sale agreements and representing the investor in connection with a $475 million FNMA credit facility
• Representation of a major publicly traded U.S. REIT as landlord in a master lease transaction involving 14 skilled nursing assets in five different states to a replacement operator