Deals & Cases

MLL advised on the acquisition of a new commercial building in the canton of Fribourg, in form of a sale and lease-back transaction

MLL advised a major Swiss bank and one of its managed vehicles in the acquisition of a new commercial building housing a food production plant, in the form of a sale and lease-back transaction.

There are several particularities to this transaction, namely that the construction of the building was completed shortly before the registration of the ownership transfer. This made it necessary to provide for and ensure the validity of the assignments of the client’s warranty rights arising from the numerous construction contracts, given that the work was carried out in a traditional configuration involving the intervention of multiple contractors. Also, the sale of the property was coupled with the conclusion of a commercial lease contract with a quasi “triple net” structure between the buyer and the seller, since the latter, who had been occupying the site until then, desired to continue to be the sole tenant on site. Furthermore, the plot has been divided before the sale, in order to exclude from the transaction a portion of land which was located in the agricultural zone. However, the parties agreed on a priority right of acquisition in favour of the purchaser in the event that such plot of land would be subject to a zoning change rendering it constructible. Finally, despite the relative complexity of the deal, no broker was involved.

The team was led by Philippe Prost (Partner and Co-Head Real Estate & Construction) and included Cosima Trabichet-Castan (Partner) and Jacques Johner (Senior Associate).

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