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经典的投资案例: 通用大厦的转手

(2009-03-14 02:52:25) 下一个
麦柯龙的超级杠杆儿

2009

最近,纽约地产圈儿大家谈论最多的就是通用大厦的转手。

六月初,波士顿地产集团(Boston Properties)联手高盛集团旗下的一支地产基金和来自中东的私募金主,以28亿美金从麦柯龙(Macklowe)地产集团买下纽约中城的通用大厦(GM Building)。这宗交易不仅是本年度美国商业地产的最大的一笔买卖,也是有史以来最大的一宗单幢楼交易,而且被看作是经历了次贷危机后,商业地产市场开始呈现稳定的一个迹象。包括《花儿街日报》在内的各大媒体纷纷报道此事,成为自去年黑石集团收购股本写字楼地产公司(EOP)之后,最受瞩目的一笔交易。

通用大厦位于曼哈顿中城第五大道,毗邻中央公园,是著名的纽约第五大道精品购物街的起点,建于1968年,乃地标性建筑之一,几经转手,早已和通用公司没有关系,但名称却保留了下来。现在是很多华尔街金融大腕儿和著名商家的老窝,象最近在雅虎(Yahoo)策动革命的卡尔伊坎(Carl Icahn),以及化妆品公司雅诗兰黛(Estee Lauder)都是这里的租户。对许多地产商来说,拥有通用大厦是一种身份和地位的象征,就象吃了唐僧肉可以长生不老一样。亨利麦柯龙(Harry Macklowe)就是个吃了唐僧肉的。

麦老爹是麦氏集团的掌门,在纽约地产圈儿以敢于冒险著称,号称已经“死过不下千回”了,旗下拥有数栋纽约地标性摩天大楼。麦老爹2003年以14亿美金从地产大亨创普(Trump)手中买下通用大厦,将前庭及内部多处重新整修,梧桐树招来了金凤凰,于2006年成功引入苹果电脑(Apple)开设旗舰店,并全天候24小时营业。在美金大幅贬值,欧洲游客络绎不绝之际,一举成为纽约城最时尚的观光购物景点。所以,麦家是把通用大厦当成了亲闺女来捧着守着。

为了给通用大厦添几个小兄弟,麦老爹去年借了70亿美金,从黑石集团(Blackstone)手中买下七栋位于曼哈顿的摩天大楼,而这七栋大楼是黑石 2007年以创纪录的高价收购山姆泽尔(Sam Zell)的股本写字楼地产公司(EOP)后整买零卖的。麦老爹以为资本市场依然红火,地产市场仍旧强劲,所以这70亿他借的是一年期的过渡性贷款,而其中的12亿还是从私募基金以私人财产抵押的方式借的。他想着一年内重新贷款或者把大楼转手卖给下家,所以在整个交易中,麦老爹只从自己腰包掏了区区5千万美金。对一般人,5千万是个不小的数目,但对一笔70多亿美金的地产交易,这可是个超级大杠杆,和阿基米德翘地球的杠杆有一拼。可是人算不如天算。到今年二月份,由于次贷危机导致的资本枯竭和地产交易萎缩,麦氏集团既无法获得新的贷款偿还旧债,也无法以更高的价格将楼卖掉,只好将七座大厦的控制权转交给债主德意志银行。但这并不能解决从私募基金借的12亿美金,而根据协议,这笔钱(已经利滚利涨到了14亿)可以从麦氏的私人财产追缴(麦老爹快变成杨白劳杨老爹了)。情急之下,麦老爹想起了自个儿家的喜儿 —— 通用大厦。

结果草标一插,应者云集,各路有点钱的主都摩拳擦掌。没多久,就传出消息,以波士顿地产为首的买家以28亿美金购得通用大厦,虽然低于32亿的要价,可还是令大厦身价5年翻了一倍。估计以麦老爹酷爱杠杆的本性,这一栋大厦恐怕赚了绝不止几倍,只是老爹真是迫不得已。成交后,麦氏集团购入波士顿地产集团一千万美金股份,算是对通用大厦还保留一点点象征性的所有权。

此事过后,麦老爹将公司交给儿子打理,怅然退出江湖。


Macklowes Sell G.M. Building for $2.9 Billion

A group led by Mortimer B. Zuckerman, chief executive of Boston Properties, a publicly traded real estate company, is buying the General Motors Building and three other Midtown towers from the financially troubled Macklowe family for $3.95 billion.

The deal, which had been brewing for months as the Macklowes sought to get out from under more than $7 billion in debt, is a victory for Mr. Zuckerman, owner of The Daily News, and his partners, Goldman Sachs and the nations of Qatar and Kuwait, who paid about $2.9 billion for the 50-story, white marble G.M. Building on Fifth Avenue at 59th Street. It is the highest price ever paid for an American office tower.

The sale of the building represents the loss of the crown jewel of the Macklowe real estate empire. The travail of the Macklowes and the fate of the G.M. Building have been closely watched by real estate and banking executives, both for the family drama and as an indication of the health of the real estate market.

The deal was struck about 2 a.m. on Saturday. Hours later, Boston Properties issued a press release announcing its purchase of the G.M. Building as well as 540 Madison Avenue, a 39-story building at 55th Street; 125 West 55th Street, a 23-story building between Avenue of the Americas and Seventh Avenue; and 2 Grand Central Tower, a 44-story building between Lexington and Third Avenues.

“We’re thrilled,” Mr. Zuckerman said in a telephone interview. “It is a real commitment to Manhattan and New York City and a real commitment to the future.”

As for the G.M. Building, he said it was a good match for his company’s collection of towers in New York, Washington, San Francisco and elsewhere. “Obviously,” he said, “it’s perhaps the most outstanding building in Manhattan and the country.”

Mr. Zuckerman declined to discuss the partners involved in making the deal. Boston Properties posted a $165 million deposit. The closing is scheduled to take a place over the next several months.

For the Macklowes, it is a bittersweet transaction. Harry Macklowe, a consummate real estate gambler, ruthless negotiator and talented developer, and his son, William S. Macklowe, had struggled for more than six months to find a solution that would allow them to pay off their debts while retaining control of the G.M. Building. But in the end, they had to relinquish the tower, where they had had so much success since they bought it in 2003 for $1.4 billion.

Barry M. Gosin, chief executive of Newmark Knight Frank, a real estate company, said: “It’s a cautionary tale. The market doesn’t always go up. You can’t assume that rents will go up 15 percent a year ad infinitum.”

Fifteen months ago, the Macklowes sought to double the size of their holdings in Midtown by buying seven towers from Equity Office Buildings for $7 billion. But as the subprime mortgage crisis buffeted Wall Street, they found themselves unable to obtain permanent financing and were crushed by $7 billion in short-term, high-interest loans from Deutsche Bank and Fortress Investment Group.

Still, it is remarkable that they could orchestrate a multibillion-dollar deal at a time when the capital markets are in turmoil and rival developers were circling their real estate holdings, hungry for cheap deals. The deal for the G.M. Building and the three others was not without some drama. Vornado Realty Trust and other competitors tried to make higher offers and upend the agreement with Boston Properties.

“We were determined to last five minutes longer than the other side,” Mr. Zuckerman said.

The Macklowes will now be able to pay off a nearly $1.4 billion loan from Fortress and consolidate their remaining real estate holdings.

Peter Briger, co-president of Fortress, said that the company would continue to hold a small note, $150 million, backed by the remaining Macklowe buildings. He said he was pleased with the transaction. “They pulled off a coup in terms of the restructuring and an orderly sale,” Mr. Briger said of the Macklowes. “It could’ve been a very litigious and costly process.”

Earlier this year, the Macklowes relinquished control of the seven towers that led to their troubles. Those building are now up for sale. Harry Macklowe may not make the next Forbes 400 list, but he and his family will continue to be players in the New York real estate world.

“You can never count Harry out,” said the developer Douglas Durst. “The Macklowes will be back.”

They will continue to own four office towers — at 400 Madison Avenue, 610 Broadway, 1330 Avenue of the Americas and one under construction at 510 Madison Avenue — and three residential buildings, including Rivertower, where Harry Macklowe and his wife, Linda, have a duplex penthouse. In addition, the Macklowes will keep a prime development parcel, the former Drake Hotel site at Park Avenue and 56th Street.

“Over all, it’s a net positive outcome,” said William Macklowe, 40. “We still have a premier operating platform. We’ll continue to expand on what we have.”

William Macklowe took the lead in negotiating with Fortress and Boston Properties, assembling a team that included Paul J. Ingrassia, who heads Citigroup’s North American real estate group; Jonathan Mechanic, a real estate lawyer; and Darcy Stacom, the real estate broker from CB Richard Ellis who handled the sale.

“Hindsight gives everyone 20/20 vision,” William Macklowe said. “The ability to harness the past for the future is what makes someone a smarter and better investor.”

William Macklowe has clearly emerged in his own right and will now take the reins of the family company from his father, according to real estate executives who know both men well. Harry Macklowe, who is 71, has always been a fierce competitor, whether it is playing golf, sailing his racing yacht or making deals. He emerged as a developer in the 1980s, when he built the Metropolitan Tower on 57th Street, and what was the Macklowe Hotel in Times Square. Like other developers, he took a drubbing during the recession in the early 1990s, losing several buildings, including the hotel, to lenders.

Mr. Macklowe came roaring back in the mid-1990s with a series of smaller residential and commercial buildings. He ran into trouble with his lenders in 1998 over what was to be his comeback project, a skyscraper at 42nd Street and Madison Avenue.

That was not to be. But in 2003, Mr. Macklowe beat out half a dozen other developers to buy the General Motors Building for what was then a record amount. At the time, many real estate executives said that Mr. Macklowe had overpaid and predicted he would lose the building to his lenders. Instead, his gamble paid off. He designed the glass cubed store for Apple, which has become a popular tourist attraction, and expanded the retail space on the Madison Avenue side of the building.

Like some kind of real estate Icarus, Mr. Macklowe was at the top of his game in early 2007 when he gambled on buying the seven towers, using only $50 million of his own money and $7 billion in debt. It was a time when foreign investors, speculators and developers broke records on a daily basis, seemingly willing to pay anything for Manhattan skyscrapers. Their calculations, as well as those of the lenders, were based not on a building’s current rent roll but on an estimation of how much higher rents would go in the coming years.

“It was an aggressive bet at a time when the financing sources would allow it,” Mr. Briger said. “The market changed. There’s certainly been a transition from an easy money environment to a liquidity crisis and what is quickly becoming a credit crisis.”
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