Commercial real estate transaction support

ERA CAPITAL supports commercial real estate transactions in Moscow and other regions of its presence - from the initial analysis of the facility to the closing of the transaction. The team combines expertise in the field of law, finance, valuation and the commercial real estate market, which allows you to work with each asset comprehensively, rather than in separate areas.

What does commercial real estate transaction support include?

Professional support is a managed process in which each stage is aimed at protecting the interests of the client and reducing risks to an acceptable level.

Facility inspection and due diligence

Before the parties proceed to agree on the terms, it is necessary to understand what is the subject of the transaction. Due diligence of commercial real estate includes several interrelated areas.

Legal analysis: checking the chain of property rights, the history of legal transitions, the presence of encumbrances, arrests, liens, litigation and claims of third parties.

Financial due diligence: assessment of the profitability of the object, the structure of rental flow, the quality of tenants, the terms of existing lease agreements, operating expenses and the financial model of the asset.

Tax analysis: identification of tax risks related to the history of the object, ownership structure and the planned format of the transaction.

Market Value Assessment: Independent confirmation that the transaction price meets market parameters.

Structuring the transaction

After the object is verified, it is necessary to determine the optimal format for closing the transaction. Structuring includes the choice of the legal form of the acquisition of an asset - direct purchase of an object or acquisition of corporate rights, definition of a settlement scheme, tax planning, coordination of assurances and guarantees, conditions for compensation of losses, escrow mechanisms or other security.

A properly structured transaction helps to optimize the tax burden, reduce the risk of dispute and create a clear mechanism of protection in case of hidden problems after closing.

Preparation and coordination of documentation

ERA CAPITAL participates in the preparation and coordination of the entire package of documents: a contract of sale or lease, preliminary agreements, agreements of intent, corporate documents in transactions with shares or shares, as well as related management, maintenance and collateral contracts.

Settlement control and transaction closure

At the final stage, the execution of the agreed conditions is monitored: the correctness of calculations, the procedure for the transfer of the object, the registration of the transfer of ownership or lease agreement, as well as the fulfillment of suspensory conditions.

When do you need professional support?

Professional support is especially important in the following cases:

Purchase of an investment asset:

Due diligence helps to check the investment potential and identify risks before the transaction.

Sale of commercial real estate:

You can eliminate risks in advance, prepare documents and optimize the structure of the transaction.

Long-term lease:

The conditions of indexation, withdrawal from the contract, distribution of expenses and other significant obligations are analyzed.

Development projects and land plots:

Verified the IRI, permits, technical conditions and risks of construction.

Financial transactions:

Support helps to coordinate the conditions with the bank and other participants.

Complex ownership structures:

If there are several owners, collateral or corporate structure, additional legal work is required.

What risks can help reduce transaction support:

Commercial real estate is an asset in which risks rarely surface. Professional support allows you to identify and work out the most important of them.

Legal risks: hidden encumbrances, unregistered rights of third parties, violations during previous transfers of ownership and discrepancy between the actual characteristics of the object and documents.

Financial risks: overpayment for an asset, incorrect assessment of rental flow, hidden operating expenses, debt on utility payments or taxes.

Excessive tax burden due to suboptimal transaction structure and possible consequences of claims related to the history of the object.

Operational risks: restrictions in existing lease agreements, capital repair obligations and restrictions on changing the functional purpose of the facility.

Negotiation risks: acceptance of the terms of the counterparty without sufficient analysis, unprofitable settlement mechanisms or insufficient protection in case of warranty cases.

Negotiation support and agreement of terms: ERA CAPITAL participates in negotiations as a professional representative of the client’s interests. The work includes several directions.

Preparation of a negotiating position: based on the results of due diligence and analysis of market conditions, a reasonable position is formed on the key parameters of the transaction. The client understands which conditions are fundamental and where there is room for compromise.

Analyzing counterparty offers: Each offer or counteroffer of the opposite party is evaluated in terms of commercial and legal implications. This avoids a situation where a formally acceptable condition creates hidden risks.

Formulation of protective conditions: ERA CAPITAL specialists work out mechanisms for retaining part of the price before the seller fulfills obligations, clauses for compensation of losses in case of revealing hidden defects and the right to termination in case of violation of assurances.

Coordination of the parties before closing: in transactions involving the seller, buyer, creditor bank and lessees, the team ensures the coordination of actions and monitors the implementation of agreements at each stage.

Professional participation in negotiations is especially important when the opposite party is represented by an experienced team or the transaction involves non-standard conditions that require detailed elaboration.

What types of property does ERA CAPITAL work with?

The company supports transactions with various types of commercial real estate and investment assets:

• office property;
• warehouse and logistics facilities;
• commercial property;
• hotels;
• multifunctional complexes;
• land plots;
• development projects;
• investment assets and portfolio transactions.

Each transaction with commercial real estate is unique in structure, composition of risks and tasks of the parties. There is no universal solution here - a professional analysis of a specific object and a specific situation is required.

We are ready to discuss the object, the format of the proposed transaction, the goals and priorities of the client, as well as determine which checks and what format of support will be most useful.

Contact the ERA CAPITAL team to get advice on the transaction, discuss the purchase or sale of an asset, order due diligence of an object or work out the structure of an upcoming transaction.