Miles M.Borden
Partner
Real Estate
mborden@seyfarth.com
Miles becomes part of the team, helping clients create and refine business plans; source, structure, negotiate, and close deals; and enhance their position in the industry.
More About Miles
Understanding current real estate market trends and their impact on the economic and legal aspects of transactions is paramount for clients. Real estate sellers and buyers, joint venture partners, lenders and borrowers, developers, and landlords and tenants seek Miles' advice and practical solutions for structures and the terms of their transactions.
Miles' practice focuses on commercial real estate acquisitions, sales, joint ventures, development, leasing and lending, and the real estate aspects of mergers and acquisitions, hotels and resorts, alternative energy and other project finance deals. He understands the economic drivers and important matters for clients from his more than 30 years of experience in high-profile institutional and entrepreneurial real estate transactions across the various asset classes. He also understands his clients' perspective, as a real estate investor himself.
Throughout his career, Miles has represented nearly every type of party in commercial real estate transactions. He counsels pension funds, private equity funds and other institutional investors, as well as family office and other entrepreneurial investors on commercial real estate acquisitions, sales, joint ventures, and developments. In addition, he counsels banks, insurance companies and other institutional lenders on fee and leasehold mortgage loans, construction and project loans, bridge loans, mezzanine financings, intercreditor agreements, loan participations and A/B note structures, loan portfolio acquisitions and dispositions, and loan workouts, foreclosures, actions against guarantors and other remedies. He also represents tenants and landlords on ground and master leases, as well as office and retail leases, including those for high-end restaurant and entertainment clients with a global footprint. This experience has given him a unique perspective to grasp the needs of clients in their transactions, and create structures and solutions which get the deal done.
To enhance his service and create cost efficiencies for clients, Miles leverages the firm's technology resources. For instance, particularly for volume clients, he develops document templates for purchase agreements, joint venture agreements and leases, as well as language for typical solutions to matters in those documents. He also creates budget tools and timelines for transactions.
Miles enjoys his practice at Seyfarth, where he works with colleagues who are entrepreneurial problem-solvers. He knows they are always ready to help him serve his clients, as he is ready to serve their clients.
Miles' practice focuses on commercial real estate acquisitions, sales, joint ventures, development, leasing and lending, and the real estate aspects of mergers and acquisitions, hotels and resorts, alternative energy and other project finance deals. He understands the economic drivers and important matters for clients from his more than 30 years of experience in high-profile institutional and entrepreneurial real estate transactions across the various asset classes. He also understands his clients' perspective, as a real estate investor himself.
Throughout his career, Miles has represented nearly every type of party in commercial real estate transactions. He counsels pension funds, private equity funds and other institutional investors, as well as family office and other entrepreneurial investors on commercial real estate acquisitions, sales, joint ventures, and developments. In addition, he counsels banks, insurance companies and other institutional lenders on fee and leasehold mortgage loans, construction and project loans, bridge loans, mezzanine financings, intercreditor agreements, loan participations and A/B note structures, loan portfolio acquisitions and dispositions, and loan workouts, foreclosures, actions against guarantors and other remedies. He also represents tenants and landlords on ground and master leases, as well as office and retail leases, including those for high-end restaurant and entertainment clients with a global footprint. This experience has given him a unique perspective to grasp the needs of clients in their transactions, and create structures and solutions which get the deal done.
To enhance his service and create cost efficiencies for clients, Miles leverages the firm's technology resources. For instance, particularly for volume clients, he develops document templates for purchase agreements, joint venture agreements and leases, as well as language for typical solutions to matters in those documents. He also creates budget tools and timelines for transactions.
Miles enjoys his practice at Seyfarth, where he works with colleagues who are entrepreneurial problem-solvers. He knows they are always ready to help him serve his clients, as he is ready to serve their clients.
- JD, Brooklyn Law School
Brooklyn Journal of International Law, editor
- BS, The State University of New York at Buffalo
FinanceCum laude
- BA, The State University of New York at Buffalo
Political ScienceCum laude
- New York
Related Services
- Represented a public pension fund in a $430,000,000 purchase of 19.81% limited partnership interests in a mixed use office building located in Hudson Yards, NYC. The transaction structure included a domestic REIT, a taxable REIT subsidiary, multiple levels of partnership agreements, public transportation authority restrictive covenants, and IDA PILOT agreements. The deal involved built-in gain and other tax issues and used representation and warranty insurance to protect against existing REIT, tax, and ongoing entity risks.
- Represented a public pension fund on a three year forward contract for a $170,000,000 acquisition of limited partnership interests for a waterfront Brooklyn mixed use market rate and affordable rental apartment development project. The project was structured with two condominium regimes and a homeowners’ association. The capital stack included low income housing tax credit investors and 421-a and brownfields tax credits.
- Represented a public pension fund in its $220,000,000 joint venture to develop a 30-story tower with residential space, retail and parking in Rosslyn, VA. The project included a buyout of a McDonald’s and the creation of a fee above a plane for its new store, and the redevelopment of a WMATA metro station below the project.
- Represented a REIT on its partnership with a real estate investment and property development company in the $125,000,000 acquisition and redevelopment of a landmark building in Philadelphia, PA. Subsequently represented the REIT on the sale of its partnership interest to its existing partner in the project.
- Represented a German family office on its $100,000,000 equity position in a joint venture for the redevelopment of a hospital site in New York. The redevelopment is a $1 billion project of townhomes, condominiums, retail and office space, an emergency care facility, and public space. Our client’s entity stack included a US limited partnership, as the JV member with a US corporate general partner, a US corporate guarantor for future equity contributions to the JV, and a German limited partnership that provided a pledge of assets securing the equity guaranty.
- Represented a private equity firm in a programmatic joint venture funded with $30,000,000 equity for workforce housing development and operation. The venture contemplates subsidiary joint ventures with tax credit investors for each property, as well as a subsidiary for passive limited partner investors.
- Represented a European family office on its tax restructuring for three (3) properties located in midtown Manhattan.
- Represented a REIT on its $487,500,000 sale of a 56-building, 3.1 million square foot office/flex portfolio. The transaction had the additional complexity of its purchaser utilizing OP units as partial consideration, which was structured as a redemption of shares. A portion of the proceeds was used to retire rated unsecured debt under the Company’s credit facility. The remainder of the proceeds, in excess of $240,000,000, was used for several purposes: (a) to purchase “Soho Lofts”, a luxury residential property in Jersey City, New Jersey, in a tax effective manner structured as two tenancy in common interests (TIC): one parked as reverse 1031 like-kind exchange, pending sales of properties, and a second TIC interest to close out a previous sale of property structured as a reverse 1031 like-kind exchange, and (b) to set the Company up for additional replacement property purchases.
- Represented a REIT on its $83,000,000 sale of the White Plains Financial Center. The sale involved two office buildings (one of which was 14 condominium units) in a three building campus. The deal had complexities involving the transfer of a maintenance association for the campus common areas and a condominium board, multiple Section 1031 exchanges, as well as seller financing through a “cash flow” promissory note for a small portion of the purchase price.
- Represented a REIT on its $202,000,000 sale of a commercial condominium unit to the owner of the other condominium unit in an office building located at 125 Broad Street, NYC.
- Represented a REIT on its $70,000,000 industrial park sale, including a complicated ground lease structure and guarantees with the Town of Elmsford and third parties for a conveyance pending a subdivision.
- Represented a German family office on its $18,000,000 acquisition of the ground tenant’s position for 30 Wall Street, NYC, including consultation with “big four” accounting firm on cross-border tax structuring.
- Represented the purchaser of the Ford Theater in NYC, the Ford Oriental Theater in Chicago and the Pantages Theatre in Toronto, out of the US and Canadian bankruptcy of Livent, Inc., including extensive negotiations with the Times Square BID, and various city agencies in New York, Chicago, and Toronto.
- Represented a public pension fund on its $650,000,000 refinancing of 590 Madison Avenue, NYC.
- Represent an insurance company on its programmatic bridge loan table-funding transactions across the United States for a number of loan originators.
- Represented a European family office on its $25,000,000 refinancing of 515 Seventh Avenue, NYC.
- Represented purchaser in an acquisition and financing, and refinancing, of 404 Park Avenue South, New York City, a 24-story office tower.
- Represented the purchaser in the multibillion dollar acquisition/going private transaction of Beverly Health Care, including the sale and master leaseback of over 250 real estate sites with ALFs and SNFs, and mortgage, mezzanine and working capital loans in excess of $1 billion.
- Represented the purchaser in the billion dollar-plus acquisition/going private transaction of Mariner Health Care, including the sale and master leaseback of over 150 real estate sites with ALFs and SNFs, and mortgage, mezzanine and working capital loans in excess of $600 million.
- Represented a major joint venture partner on a hotel development on the Embarcadero in San Francisco, including a 150-year developable ground lease from the Bay Area Rapid Transit Authority.
- Structured and implemented a $150,000,000 program for the acquisition, leasing, construction, and disposition of over 60 retail stores throughout the US with the CKS Auto Parts chain.
- Represented worldwide restaurateur D&D London on its flagship NYC restaurant leases (Queensyard) at Hudson Yards, NYC and (Bluebird) at AOL / Time Warner Center, NYC.
- Represented worldwide restaurateur Rhubarb on its flagship NYC restaurant lease (Wild Ink) at Hudson Yards, NYC.
- Represented a high-end men’s clothing retailer on a 90,000 square-foot lease for its flagship store and corporate headquarters on Madison Avenue in NYC.
- Represented a high-end men’s clothing retailer on a lease for its flagship store in Chicago.
- Represented the sub-sublandlord on a sub-sublease for a 50,000 square-foot flagship McDonald’s restaurant on 42nd Street in Times Square.
Related News & Insights
-
Media Mentions
Dec 2, 2022
Seyfarth Real Estate Partner Miles Borden quoted in The Real Deal, “Who’s crazy enough to build office?”
-
Recognition
Jun 14, 2021
Seyfarth Earns Top Rankings in Legal 500 US 2021
-
Webinar Recording
May 22, 2020
Webinar Recording: Return to Business in the New York Metro Area: What Reopening Means for Institutional Building Owners & Investors
-
Webinar Recording
Apr 1, 2020
Webinar Recording: COVID-19 and Commercial Mortgage Loans: Lender/Servicer and Borrower/Guarantor Perspectives and Insights
- Recognized as a Recommended Attorney for Real Estate by The Legal 500 (Legalese Ltd.) (2021)
- Association of the Bar of the City of New York
- New York State Bar Association
- Co-Author, "Difficult Leasing Decisions for Tenants During the Coronavirus Crisis," Legal Update, Seyfarth Shaw LLP (March 19, 2020)
- Co-Author, "The ReaList - Volume 1, Edition 1," Newsletter, Seyfarth Shaw LLP (April 12, 2017)
- The New York Law Journal published an article by Charles Paikert featuring the Ruppert Yorkville Towers and the 850 closings in which Mr. Borden participated.
- "Lien Waiver, Access Clause in a Lease Can Be Crucial," New York Law Journal (June 17, 2002)
- Speaker, "Transitioning From an Emerging to an Established Fund Manager," IMN's US Real Estate Opportunity & Private Fund Investing Forum, Newport, RI (June 21-23, 2023)
- Co-Presenter, "COVID-19 and Commercial Mortgage Loans: Lender/Servicer and Borrower/Guarantor Perspectives and Insights," Webinar, Seyfarth Shaw LLP (March 31, 2020); Webinar Recording
- Alternative Investment Summit NYC speaker
- Lorman secured financing seminar presenter
- St. Baldrick's Foundation Childhood Cancer Research Charity
"Can't thank Miles and the rest of the team enough. You have once again made all of us look good." —General counsel of Mack-Cali on $487.5 million sale of Office Flex Portfolio
"Thanks so much to Miles and his Seyfarth associates for your contributions toward getting 10 Hudson Yards negotiated and closed. This was a very complicated and unique deal that required expertise from many legal angles and you were able to find assistance for each of them. This is a legacy investment for STRS Ohio." —Asst. Dir. Portfolio Mgr./Dir. East Region of STRS Ohio
"Thanks Miles. You and your team, as always are a pleasure to work with." —Senior acquisition officer, Eastern Region on 10 Hudson Yards joint venture
Miles becomes part of the team, helping clients create and refine business plans; source, structure, negotiate, and close deals; and enhance their position in the industry.
More About Miles
Understanding current real estate market trends and their impact on the economic and legal aspects of transactions is paramount for clients. Real estate sellers and buyers, joint venture partners, lenders and borrowers, developers, and landlords and tenants seek Miles' advice and practical solutions for structures and the terms of their transactions.
Miles' practice focuses on commercial real estate acquisitions, sales, joint ventures, development, leasing and lending, and the real estate aspects of mergers and acquisitions, hotels and resorts, alternative energy and other project finance deals. He understands the economic drivers and important matters for clients from his more than 30 years of experience in high-profile institutional and entrepreneurial real estate transactions across the various asset classes. He also understands his clients' perspective, as a real estate investor himself.
Throughout his career, Miles has represented nearly every type of party in commercial real estate transactions. He counsels pension funds, private equity funds and other institutional investors, as well as family office and other entrepreneurial investors on commercial real estate acquisitions, sales, joint ventures, and developments. In addition, he counsels banks, insurance companies and other institutional lenders on fee and leasehold mortgage loans, construction and project loans, bridge loans, mezzanine financings, intercreditor agreements, loan participations and A/B note structures, loan portfolio acquisitions and dispositions, and loan workouts, foreclosures, actions against guarantors and other remedies. He also represents tenants and landlords on ground and master leases, as well as office and retail leases, including those for high-end restaurant and entertainment clients with a global footprint. This experience has given him a unique perspective to grasp the needs of clients in their transactions, and create structures and solutions which get the deal done.
To enhance his service and create cost efficiencies for clients, Miles leverages the firm's technology resources. For instance, particularly for volume clients, he develops document templates for purchase agreements, joint venture agreements and leases, as well as language for typical solutions to matters in those documents. He also creates budget tools and timelines for transactions.
Miles enjoys his practice at Seyfarth, where he works with colleagues who are entrepreneurial problem-solvers. He knows they are always ready to help him serve his clients, as he is ready to serve their clients.
Miles' practice focuses on commercial real estate acquisitions, sales, joint ventures, development, leasing and lending, and the real estate aspects of mergers and acquisitions, hotels and resorts, alternative energy and other project finance deals. He understands the economic drivers and important matters for clients from his more than 30 years of experience in high-profile institutional and entrepreneurial real estate transactions across the various asset classes. He also understands his clients' perspective, as a real estate investor himself.
Throughout his career, Miles has represented nearly every type of party in commercial real estate transactions. He counsels pension funds, private equity funds and other institutional investors, as well as family office and other entrepreneurial investors on commercial real estate acquisitions, sales, joint ventures, and developments. In addition, he counsels banks, insurance companies and other institutional lenders on fee and leasehold mortgage loans, construction and project loans, bridge loans, mezzanine financings, intercreditor agreements, loan participations and A/B note structures, loan portfolio acquisitions and dispositions, and loan workouts, foreclosures, actions against guarantors and other remedies. He also represents tenants and landlords on ground and master leases, as well as office and retail leases, including those for high-end restaurant and entertainment clients with a global footprint. This experience has given him a unique perspective to grasp the needs of clients in their transactions, and create structures and solutions which get the deal done.
To enhance his service and create cost efficiencies for clients, Miles leverages the firm's technology resources. For instance, particularly for volume clients, he develops document templates for purchase agreements, joint venture agreements and leases, as well as language for typical solutions to matters in those documents. He also creates budget tools and timelines for transactions.
Miles enjoys his practice at Seyfarth, where he works with colleagues who are entrepreneurial problem-solvers. He knows they are always ready to help him serve his clients, as he is ready to serve their clients.
- JD, Brooklyn Law School
Brooklyn Journal of International Law, editor
- BS, The State University of New York at Buffalo
FinanceCum laude
- BA, The State University of New York at Buffalo
Political ScienceCum laude
- New York
Related Services
- Represented a public pension fund in a $430,000,000 purchase of 19.81% limited partnership interests in a mixed use office building located in Hudson Yards, NYC. The transaction structure included a domestic REIT, a taxable REIT subsidiary, multiple levels of partnership agreements, public transportation authority restrictive covenants, and IDA PILOT agreements. The deal involved built-in gain and other tax issues and used representation and warranty insurance to protect against existing REIT, tax, and ongoing entity risks.
- Represented a public pension fund on a three year forward contract for a $170,000,000 acquisition of limited partnership interests for a waterfront Brooklyn mixed use market rate and affordable rental apartment development project. The project was structured with two condominium regimes and a homeowners’ association. The capital stack included low income housing tax credit investors and 421-a and brownfields tax credits.
- Represented a public pension fund in its $220,000,000 joint venture to develop a 30-story tower with residential space, retail and parking in Rosslyn, VA. The project included a buyout of a McDonald’s and the creation of a fee above a plane for its new store, and the redevelopment of a WMATA metro station below the project.
- Represented a REIT on its partnership with a real estate investment and property development company in the $125,000,000 acquisition and redevelopment of a landmark building in Philadelphia, PA. Subsequently represented the REIT on the sale of its partnership interest to its existing partner in the project.
- Represented a German family office on its $100,000,000 equity position in a joint venture for the redevelopment of a hospital site in New York. The redevelopment is a $1 billion project of townhomes, condominiums, retail and office space, an emergency care facility, and public space. Our client’s entity stack included a US limited partnership, as the JV member with a US corporate general partner, a US corporate guarantor for future equity contributions to the JV, and a German limited partnership that provided a pledge of assets securing the equity guaranty.
- Represented a private equity firm in a programmatic joint venture funded with $30,000,000 equity for workforce housing development and operation. The venture contemplates subsidiary joint ventures with tax credit investors for each property, as well as a subsidiary for passive limited partner investors.
- Represented a European family office on its tax restructuring for three (3) properties located in midtown Manhattan.
- Represented a REIT on its $487,500,000 sale of a 56-building, 3.1 million square foot office/flex portfolio. The transaction had the additional complexity of its purchaser utilizing OP units as partial consideration, which was structured as a redemption of shares. A portion of the proceeds was used to retire rated unsecured debt under the Company’s credit facility. The remainder of the proceeds, in excess of $240,000,000, was used for several purposes: (a) to purchase “Soho Lofts”, a luxury residential property in Jersey City, New Jersey, in a tax effective manner structured as two tenancy in common interests (TIC): one parked as reverse 1031 like-kind exchange, pending sales of properties, and a second TIC interest to close out a previous sale of property structured as a reverse 1031 like-kind exchange, and (b) to set the Company up for additional replacement property purchases.
- Represented a REIT on its $83,000,000 sale of the White Plains Financial Center. The sale involved two office buildings (one of which was 14 condominium units) in a three building campus. The deal had complexities involving the transfer of a maintenance association for the campus common areas and a condominium board, multiple Section 1031 exchanges, as well as seller financing through a “cash flow” promissory note for a small portion of the purchase price.
- Represented a REIT on its $202,000,000 sale of a commercial condominium unit to the owner of the other condominium unit in an office building located at 125 Broad Street, NYC.
- Represented a REIT on its $70,000,000 industrial park sale, including a complicated ground lease structure and guarantees with the Town of Elmsford and third parties for a conveyance pending a subdivision.
- Represented a German family office on its $18,000,000 acquisition of the ground tenant’s position for 30 Wall Street, NYC, including consultation with “big four” accounting firm on cross-border tax structuring.
- Represented the purchaser of the Ford Theater in NYC, the Ford Oriental Theater in Chicago and the Pantages Theatre in Toronto, out of the US and Canadian bankruptcy of Livent, Inc., including extensive negotiations with the Times Square BID, and various city agencies in New York, Chicago, and Toronto.
- Represented a public pension fund on its $650,000,000 refinancing of 590 Madison Avenue, NYC.
- Represent an insurance company on its programmatic bridge loan table-funding transactions across the United States for a number of loan originators.
- Represented a European family office on its $25,000,000 refinancing of 515 Seventh Avenue, NYC.
- Represented purchaser in an acquisition and financing, and refinancing, of 404 Park Avenue South, New York City, a 24-story office tower.
- Represented the purchaser in the multibillion dollar acquisition/going private transaction of Beverly Health Care, including the sale and master leaseback of over 250 real estate sites with ALFs and SNFs, and mortgage, mezzanine and working capital loans in excess of $1 billion.
- Represented the purchaser in the billion dollar-plus acquisition/going private transaction of Mariner Health Care, including the sale and master leaseback of over 150 real estate sites with ALFs and SNFs, and mortgage, mezzanine and working capital loans in excess of $600 million.
- Represented a major joint venture partner on a hotel development on the Embarcadero in San Francisco, including a 150-year developable ground lease from the Bay Area Rapid Transit Authority.
- Structured and implemented a $150,000,000 program for the acquisition, leasing, construction, and disposition of over 60 retail stores throughout the US with the CKS Auto Parts chain.
- Represented worldwide restaurateur D&D London on its flagship NYC restaurant leases (Queensyard) at Hudson Yards, NYC and (Bluebird) at AOL / Time Warner Center, NYC.
- Represented worldwide restaurateur Rhubarb on its flagship NYC restaurant lease (Wild Ink) at Hudson Yards, NYC.
- Represented a high-end men’s clothing retailer on a 90,000 square-foot lease for its flagship store and corporate headquarters on Madison Avenue in NYC.
- Represented a high-end men’s clothing retailer on a lease for its flagship store in Chicago.
- Represented the sub-sublandlord on a sub-sublease for a 50,000 square-foot flagship McDonald’s restaurant on 42nd Street in Times Square.
Related News & Insights
-
Media Mentions
Dec 2, 2022
Seyfarth Real Estate Partner Miles Borden quoted in The Real Deal, “Who’s crazy enough to build office?”
-
Recognition
Jun 14, 2021
Seyfarth Earns Top Rankings in Legal 500 US 2021
-
Webinar Recording
May 22, 2020
Webinar Recording: Return to Business in the New York Metro Area: What Reopening Means for Institutional Building Owners & Investors
-
Webinar Recording
Apr 1, 2020
Webinar Recording: COVID-19 and Commercial Mortgage Loans: Lender/Servicer and Borrower/Guarantor Perspectives and Insights
- Recognized as a Recommended Attorney for Real Estate by The Legal 500 (Legalese Ltd.) (2021)
- Association of the Bar of the City of New York
- New York State Bar Association
- Co-Author, "Difficult Leasing Decisions for Tenants During the Coronavirus Crisis," Legal Update, Seyfarth Shaw LLP (March 19, 2020)
- Co-Author, "The ReaList - Volume 1, Edition 1," Newsletter, Seyfarth Shaw LLP (April 12, 2017)
- The New York Law Journal published an article by Charles Paikert featuring the Ruppert Yorkville Towers and the 850 closings in which Mr. Borden participated.
- "Lien Waiver, Access Clause in a Lease Can Be Crucial," New York Law Journal (June 17, 2002)
- Speaker, "Transitioning From an Emerging to an Established Fund Manager," IMN's US Real Estate Opportunity & Private Fund Investing Forum, Newport, RI (June 21-23, 2023)
- Co-Presenter, "COVID-19 and Commercial Mortgage Loans: Lender/Servicer and Borrower/Guarantor Perspectives and Insights," Webinar, Seyfarth Shaw LLP (March 31, 2020); Webinar Recording
- Alternative Investment Summit NYC speaker
- Lorman secured financing seminar presenter
- St. Baldrick's Foundation Childhood Cancer Research Charity
"Can't thank Miles and the rest of the team enough. You have once again made all of us look good." —General counsel of Mack-Cali on $487.5 million sale of Office Flex Portfolio
"Thanks so much to Miles and his Seyfarth associates for your contributions toward getting 10 Hudson Yards negotiated and closed. This was a very complicated and unique deal that required expertise from many legal angles and you were able to find assistance for each of them. This is a legacy investment for STRS Ohio." —Asst. Dir. Portfolio Mgr./Dir. East Region of STRS Ohio
"Thanks Miles. You and your team, as always are a pleasure to work with." —Senior acquisition officer, Eastern Region on 10 Hudson Yards joint venture