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Andrew Kirsch
Welcome to Real Talk Real Estate discussions with Andrew Kirsch. In each episode, Andrew interviews industry leaders. We'll hear their real time opinions on today's market, their background and unique career highlights and guidance for newcomers into the industry. You can find this show@skalalkirsch.com and on YouTube, LinkedIn, Apple Podcasts, Spotify, Google Podcasts and more. Now here's the host of Real Talk, Andrew Kirsch.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Episode 45 of Real Talk. First off, I want to give a big shout out to Way Capital, Malcolm Davies, Zach Strait for an awesome event in Lake Tahoe. Epic snow, great contacts, great attendees, LPs, GPs. So thank you Malcolm and and Zach for including me to another fantastic event that you guys put on this week. I have Jackson Berset and Brian Novak of JOFA Capital. Now Brian and Jackson a few months ago bought an airplane hangar out of bankruptcy at the Hawthorne Airport just a mile or two from SoFi Stadium. And it was an incredible transaction that required the bankruptcy expertise of my bankruptcy partner, Robin Itkin, a lot of coordination with the bankruptcy trustee and others to get this across the finish line. Now JOFA is a LA based real estate sponsor focused on changing the operator paradigm. Rather than focusing on a single niche, JOFA plans to remain product type agnostic, focusing on what they call weird and wild deals. Piggybacking off their recent airplane hangar purchase, JOFA intends to identify similar niches that have unique characteristics that may be misunderstood by institutions. JOFA uses their intellectual curiosity to bypass institutional complacency and create alpha. Now, some of the deals that JOFA is chasing include floating data data centers, bankrupt golf courses, manufacturing businesses, gravel pits, aviation, real estate, to name a few. And in this episode we do a deep dive on their purchase of the airplane hangar at Hawthorne Airport. I hope you enjoy it.
Jackson Brissette or Brian Novak
Hello.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Welcome to another episode of Real Talk. I'm here with my good friends Jackson Brissette and Brian Novak. Brian founded Sherwood in 2019 and then they partnered up recently to buy one of the more, I don't know, talked about deals in la, an airplane hangar at the Hawthorne Airport. First of all guys, thank you for coming in in person episode of Real Talk. The second one other than with Giddy Cohen. So really appreciate you making the trek into Century City.
Jackson Brissette or Brian Novak
Thanks for having us.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah, so yeah, absolutely. So look, let's just dive right in. I remember, I think Brian, you called me many months ago and said I think I'm going to buy an airplane hangar. Like why the hell do you want to buy an airplane hangar? Oh, and by the Way, it's in bankruptcy. We're likely to be in bankruptcy and it's going to be very contentious and I have no idea if we're going to get it, but it'll be a wild ride. And I said, sign me up. And then you introduced me to Jackson and I said, no effing way am I going to look at this. No, but. So tell us about just the deal. And I know we can go into so many components, but just let's start with just high level, like what is the deal?
Andrew Kirsch
Yeah, it is a wild deal. So it was a Chapter 7 bankruptcy. The guy who owned it, the debtor, ran a helicopter company out of it. So he would attach like camera equipment to helicopters and he would film pilots. His company was going bankrupt for a number of reasons, mainly litigation with our neighbor for selling fuel, which we can get into, and also being sort of bilked out of some money from a predatory lender. For those two reasons, he was in bankruptcy. The judge kicked it to chapter seven. So it was pure liquidation. We came in and, you know, we saw a marketed blast from a random broker and they said basically they were pitching it to billionaire hangar owners. And we said, okay, this is just amazing real estate. Like it's leased to a Fortune 500 company. On one side of it, it's a 40 foot, clear, clear span building. Just amazing real estate. So we said, we have to try to tie this up. We became the stalking H. The rest is kind of history.
Jackson Brissette or Brian Novak
Yeah, I would add, you know, what, what makes this transaction or this fbo, this hanger. Most interesting was when we were peeling back the onion, we figured out that, you know, this was a fee, simple interest sale. So I want to say, what is there only like 200 hangars in the country that exist on private owned land? The majority of hangers are located on airports and they're on typically 20, 30 year ground leases. So, you know, Jackson and I don't come from aviation backgrounds. You know, we come from opportunistic value add shops that, you know, we were, you know, we were brought up, you know, looking at real estate in terms of what is its highest and best use as opposed to what exists today. But, you know, we, we know how to kind of figure out different things and use critical thinking. But what made this so interesting was we didn't necessarily need to know much about aviation to know this was interesting, given it was a fee, simple interest sale. And this was just great real estate in a great location. Like Jackson said, it was 40 foot, you know, clear and it was a clear span building. It could be, you know, leased out to an industrial R D tenant. It didn't need to go the aviation route. And I think that's what kind of really drew us. And, and you know, we look at a lot of deals, but this is one that we dug in on for, for that specific fact.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
So first let's talk about the location. You know, real, Real talk is a national and maybe even global podcast. So for those that aren't familiar with Hawthorne, you know, you hear obviously lax, which is the main airport in la, Burbank, which is our second commercial airport, and then the, the two private airports that most people talk about, you know, Santa Monica Airport, which is supposed to be closing in the next, what, couple years. And then Van Nuys Airport, which where the vast majority of private planes come in and out of. So talk about Hawthorne Airport. Why do we not even, why do people not talk about, I guess, Hawthorne Airport? Why is it not utilized in the same way that we hear Van Nuys or even Santa Monica?
Andrew Kirsch
So the main reason you wouldn't hear about it compared to Van Nuys is the Runway is less than 5,000ft of linear footage. So Van Nuys is going to be much larger. So you can actually land, know, sort of large jets. We can land PC12s. And obviously there's a, a guy there who has a pretty well known company who lands his G650 and 450 and 550.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
But it's just Chess, not the founder of Clark Kirsch.
Andrew Kirsch
No, it's not.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Okay.
Jackson Brissette or Brian Novak
Not yet.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Not yet.
Andrew Kirsch
So that's the main reason for the Van Nuys difference is Runway length. But you know, it's, it's always been considered sort of a po dunkey airport. And when, you know, SpaceX and Tesla came in and sort of took most of the business park sort of took off. But I would say Runway length is the main reason for being different than Van Nuys and Burbank. Burbank handles more commercial obviously.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
And so you get this blast and it wasn't specific to you, it wasn't off market. In fact, I know that when we were talking about the deal and talking about potential investors, quite a few people had seen this deal. So how, how is it that, that you guys got into the pole position to be the stalking horse and maybe even give just sort of background as to what it means to be the stocking horse in a bankruptcy?
Jackson Brissette or Brian Novak
I think we built up rapport with the broker pretty early on. You know, I think it's, it's like any transaction or any relationship, you need to trust the other individual. And I think, you know, we, we had a great relationship with Matt that we built pretty quickly and the rest of the team and you know, we, we stayed in touch and, and you know, we toured the asset many times and, and really kind of dug in as it relates to stocking horse bidder. You know, this, this deal had a lot of litigation, you know, not, not from our involvement but just a lot of different parties that were involved were crossing each other and so it was a wild ride. When we had first set our phone conversation and said buckle up. This, this was. And in order for us to become the stocking horse bidder, you know, we, we actually bid on the asset before it was thrown into chapter seven. And then I, you know, placed the phone call into you. But in order to get into the stocking horse position, you know, we had to be awarded the deal. And I, I'll actually let Jackson speak to this because I was in Europe getting engaged at the time. So actually Jackson, I believe you signed the PSA and I had to stay up until 3 or 4 o' clock either like you know, co signing it or something rather. But I specifically remember that that night.
Andrew Kirsch
Yeah, that's, that's a good point. So basically it wasn't really any different than a normal real estate transaction. The stocking horse is just like a typical deal where you come in, you bid on it, you negotiate the contract and then once you sign the contract you are the stocking horse and then you have to go to auction and hopefully win the bid or ideally in our circumstance, we want it at the same price we had it under contract at. So it was a typical process where the trustee was sort of our negotiating party and he had counseled not too different. The crazy thing was the only the other group we were bidding against happens to be our co GP partner on the deal now because when we were introduced to our LP partner on the deal, they said, oh, we think it's pretty aviation focused. We love you and Brian, but you might want to bring in somebody who's aviation focused. So I recommend talking to this guy Biz Brackett in Chicago. So I cold emailed him, said the deal sort of confidentially, didn't really explain what it was. And he called me and said so you tied up hr, which is the deal? And I said yeah. And he said I'd love to be a partner with you on it if you want. And you know, we went from there and it was, it's been A great partnership. And he owns some hangers down in Long beach too. And it's been great working with him.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah. So let's talk about just capital raising in this climate. We're as we're filming this beginning of 24, but, you know, the, the last 18 months or so has been an extremely challenging environment to raise capital for any type of deal. Traditional deals for sure, and even specialty asset class deals, which this is. As you were speaking to groups, what type of feedback were you getting?
Andrew Kirsch
We actually, I was shocked at the level of feedback that we got for a common equity deal that's sort of a niche asset type. I think a lot of groups just passed for two main reasons. One, it was too small, it was a $13.3 million deal. And number two, it was sort of like a new sponsor or strange asset type. Those are the main two comments. But everyone who dug in. I don't think I've seen the feedback from the equity market as sort of positive as this deal. And I think it was a number of things. One, it was really quirky and seemed off market. Even though it was blasted out, it felt very off market because we were the stalking horse. It was in bankruptcy, so great story. Obviously, LPs love great stories. And then the fuel farm component, we have a fee simple fuel farm that Brian mentioned that we can actually sell fuel to itinerant planes. If you bifurcate the value of the fuel based on the income you could receive from it versus the hangar and the real estate, it made the basis on the real estate extremely attractive. So there were a lot of nuggets that these LPs left loved. And we probably got, I would say four to five, like pretty solid, either formal term sheets or, you know, letters of interest via email. And ultimately went with the Farallon guys. They just, they've been amazing. They were, they're nimble, they're big. We thought there were more deals to be had. Just a great team and they executed beyond my expectations.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
You know, it's funny, it's like after you close a deal like that, people will come out of the woodwork and saying, oh, that's a great buy. Your clients are amazing. And I say, well, you could have. You had a chance to partner with them. And, and it just, there was a lot of. Because, you know, we, we talked about this and I helped you guys try to, to, to raise capital and I, I feel like the common response was it just seemed to many people that it was too much for them to get their arms around. And it Just maybe it wasn't a large enough deal for them to, to, to get up to speed or, or that they thought it was so niche that this would be the only type of deal that in the airport or airplane space that they would be doing. So to learn so much about a hanger and then not replicate it, unlike other asset classes, I think that was an issue. Did you run into that at all?
Jackson Brissette or Brian Novak
Yeah, I think we talk about it quite a bit. I think, you know, in the real estate world, people generally just want to kind of stick to their own domain or their product type that they're, you know, very comfortable and familiar with. And I think that's something that Jackson and I, you know, kind of differentiates ourselves is we're not afraid to know, transact in all product types. In fact, we have in our, across our careers, across the risk spectrum, you know, for everything from common equity to preferred equity to, to mezzanine debt and, and all the major food groups. So I think, you know, for lack of better terms, I think people were lazy and they didn't peel back the onion. And then also I don't think they, you know, realized that like I was, you know, stating earlier that this didn't have to go aviation.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Right.
Jackson Brissette or Brian Novak
You know, if you bifurcated the, the value of, you know, the fuel farm and you could have, you know, leased that to XYZ and, and had it just been a, you know, pure kind of triple net, passive, passive deal where you didn't even touch the fuel farm. You know, our basis and just really good real estate, you know, in the business park in Hawthorne, surrounded by over 2 million square feet of, you know, SpaceX, Tesla, Starlink and you know, a number of other kind of, you know, enterprising companies that are doing amazing things. It's, you know, it could have just been a traditional industrial R and D real estate play.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah.
Jackson Brissette or Brian Novak
And we realized that early on.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
So what's. Well, before we talk about the next couple years with this particular asset, you know, a lot of clients of mine will ask me about distressed deals or am I seeing distressed deals? Am I seeing, you know, who's selling notes? Are there any bankruptcy transactions now that you've gone through a bankruptcy? Buying a deal as complicated as this one through a bankruptcy. Would you do another deal via bankruptcy?
Andrew Kirsch
Oh, absolutely. I mean, shout out to Robin at your firm for.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah, Robin.
Andrew Kirsch
Shepherding us through. It was, it was awesome.
Jackson Brissette or Brian Novak
I would say.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
I've never heard anyone talk about dealing.
Andrew Kirsch
With lawyers as being awesome stressful that it was.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
But yeah, walk us through that process.
Jackson Brissette or Brian Novak
In your perspective, I think, and Jackson and I talk about this a lot. You, you know, it would be a mistake to ever do something once right. You, you gain a lot of invaluable knowledge and, and quite frankly a competitive edge, you know, by getting your first one done. That's the toughest. So this is something that we want to rinse, wash and repeat. It is something that we believe, you know, as we, you know, enter 2024, we're probably going to see a lot more deals that, that trickle into bankruptcy or at least see more distress. You know, things, things don't happen overnight. Debt maturities are typically spread out, you know, and, and there was a fair amount in 23. But I suspect that a lot of the lenders kind of, you know, we're giving their sponsors extra time and we'll see if, you know, rates stay higher for longer. But you know, the longer that that kind of ticks out, you know, I think we're going to see more and more of these distressed opportunities and I think we're in a good position to capitalize on it.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah. And so the, the future for this asset is what it's really.
Andrew Kirsch
There's probably three or four different business plans, which was another reason we loved it. We had business plans out there that we've since, you know, sort of turned to the side. But I would say you could lease this to an R and D tenant or an industrial tenant and then still maximize the ramp space and the fuel and the terminal building for a fixed base operator, an FBO where you're actually selling fuel and really running like an FBO like you'd see at a Signature Atlantic. Number two would be you lease the hangar and the ramp and the fuel farm to a fleet operator like a jet Suite X who doesn't want to be at LAX anymore because I don't know if you've flown JSX out of lax. It's not fun. We would love to get them here or like a wheels up and then the third option would probably be just sort of a typical FBO master leasing the entire facility. What they would love is having the hangar for what they call home based tenants. So they don't really want to go to war with Jet center, the other FBO on site who has sort of the monopoly right now. They would love to get like a charter or a jet or a jet Suite X to anchor at the hangar. So they have a home based tenant that they can fuel and sort of know that they have them there as their main Fueling tenant. So we love the optionality. We went to a Vegas conference for aviation. A lot of interest going back and forth. Still early stages. We closed it September 20th, I think it was. So we're really excited.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah, Yeah. I mean, it's from, from like you said, location, proximity to SpaceX, proximity to SoFi Stadium, proximity to LAX. The beach is. It's a, it's just a great location.
Andrew Kirsch
Well, you made the point about Santa Monica closing. With Santa Monica closing, the number of people that you're going to get coming from there, whether it's, you know, corporate flight departments or even just people who need to park their Cessnas, that's huge. We are the only. Hawthorne's the only airport besides LAX that sells jet fuel. If you ignore the Valley. So ignore Van Eyes and Burbank and then ignore Long beach and John Wayne. It's LAX and Hawthorne that sell jet fuel. Torrance does not sell jet fuel. Santa Monica is closing. So we think there's real. Not to be lame tailwinds.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
You can be my show. You can be lame. You know, I want to go back to the bankruptcy process because I do get a lot of questions about, you know, buying a deal out of bankruptcy and how challenging it is. And my partner Robin, Nick, and who you spent a lot of time with really navigated those waters where obviously in law and in real estate, it's all about relationships. But you saw, even in bankruptcy, it is. The relationships are critical in getting things done because it's. It can be a bit of the wild west in a bankruptcy court. And, and we were trying to tell you throughout this process that even if you have, you know, the legal right to, to buy something, you just don't know what could happen the Last day, the 11th hour of the last day. And if a judge wakes up and says, you know, I just feel for the creditors, I want to pivot and, and go to another buyer. They could. And. And so I know you would buy another deal in bankruptcy again, but if you could talk any specifics that you're. I was your attorney so able to share. You can share. I'm just, I guess interesting things that you learned through this process that you didn't know.
Jackson Brissette or Brian Novak
I think one of them is the breakup fee. Right.
Andrew Kirsch
Yeah.
Jackson Brissette or Brian Novak
You know, so. So for those that don't know, know part of the, the benefit of, of being the stocking horse bidder is, you know, you get your psa, you know, put out there that other people have to compete with at the auction. Right. So you get control over, over the Terms and conditions, but most importantly, I would say is you get a breakup fee for all the time and effort that you put into negotiating the psa. You know, thanks again to the Scarcrest team because it was, it was pretty onerous and a lot of time was spent more than I thought, you know, we would, you know, spend on negotiating this psa. And you know, if, if you are not, you know, the, the winning bidder in the auction, you get the breakup fee. So, and your deposit and your deposit back. So, you know, you don't have a ton of, of know, money at risk, so to speak. But time, obviously you can't get back and that is important and this was a timely endeavor. But, you know, I think the breakup fee is, is what kind of makes these bankruptcy deals pretty unique.
Andrew Kirsch
And as the stocking horse, you get your full diligence period, where you can come on site. I think what a lot of bidders, the groups who are coming to bid against us, what they struggle with, especially real estate firms, is, you know, the LPs are going to say if an operator brings a deal to an LP and says, there's a stalking horse already, but we should do this deal. The LP saying, okay, now I have to try to get on site and do all my diligence in order to go hard at the auction and win the deal. Like that's, that's a tough sort of prospect. Which was why we liked being the stalking horse and really thought our only risk on the bit, we thought it'd be Stan Kroenke or somebody coming in and out bidding us.
Jackson Brissette or Brian Novak
Right.
Andrew Kirsch
We didn't think it was going to be a JP Morgan or somebody on the real estate side. Right.
Jackson Brissette or Brian Novak
And also just because of the deal size. Right. So, you know, we're interested in playing in kind of the middle market where you aren't competing with, you know, some of the larger institutions out there. And it is just big enough that, you know, it keeps, you know, kind of the single, you know, high net worth guy in LA or elsewhere from competing against you. Yeah.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
And so you want to do this again. Rinse and repeat. And this deal came to you through a brokered process. But are you able. I don't want you to share any secret sauce. Not that there is much secret sauce here in real estate. And you know, clients will ask me, you know, like I said before, are there notes? Are there clients of yours selling notes? Are there bankruptcies that are about to happen? And you know, we will get calls like that. Robin Itkin, my partner, will get calls like that. And, and at times we will certainly know of deals before they happen. But how, how do you, how are you able to replicate what you did going forward?
Andrew Kirsch
Yeah, so without giving my proprietary data sources. They're not proprietary.
Jackson Brissette or Brian Novak
You can, you can log on to.
Andrew Kirsch
These various bankruptcy websites and get notifications for chapter 11 and chapter 6 7. And what I've been doing is you scour the websites. We're really only focused on sort of west coast, California, Arizona, Idaho. So we'll look through those schedules and see if there's real estate attached to it. There's a schedule A and B they call it, that shows what real estate the debtor owns and we'll sort of. Okay, is it A, is this more of a company liquidation? Read the documents, understand it, reach out to the trustee or the attorney handling it, either ourselves or through Robin. I think one of the advantages we had on this deal was I think we got involved with you and Robin early on and it was very helpful because she knew the trustee.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah.
Andrew Kirsch
So we were able to do the broker relationship and then she was able to manage the trustee relationship. So I think that really helps. So having an attorney who knows the bankruptcy world and it's quite, you know, tight knit is super important. And then you just want to make sure you're on the, you know, the blasts that come out for bankruptcies and you never know when a company's going bankrupt what they're going to be liquidating as a part of it. That's real estate. Right. We were lucky that ours was sort of a business, but also sort of a single asset. A lot of times with bankruptcy you don't really get single asset deals because it would just go through the typical like foreclosure process.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Correct.
Jackson Brissette or Brian Novak
Right.
Andrew Kirsch
So this was like, it was pretty unique and I think we were fortunate that the judge was very much like, heard the case. Let's push it to seven. We're just going to liquidate this asset because there's a problem here. What we find is when you scour the notice of default websites, you'll find a lender has submitted an nod, maybe they started the foreclosure process, then they go to foreclose and the debtor would then file for bankruptcy. Right. Typically doesn't happen on single asset deals though, is my experience. Yep.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
No, that's right. If there's a single asset bankruptcy, a bankruptcy judge will likely kick it to a foreclosure. Creditor will file a motion for relief of the stay and it gets to the foreclosure. All Right. Let's elevate the pivot the conversation to just sort of general, you know, what you're seeing out in the market. Obviously this was a distressed deal. At the end of the fourth quarter there were two large office transactions that, that I worked on that were loan acquisitions and concurrent deed in lieu Aon Building here in downtown LA and 1640 Sepulveda here in west LA. And then other, there's been other foreclosures of office and that's been really segmented or isolated to office. Your deal is not office, but certainly distressed. Besides that, we're working on loan modifications, a lot of communications with lenders and borrowers across multifamily assets and some other assets. But we have not seen the tidal wave of distress that people have been talking about for the last 12 to 18 months. So is it coming? How is it coming? What's your perspective as we're here, January 24th, what's the next 12 to 18 months going to look like?
Andrew Kirsch
That's a good question. I think we're not the guys who are going to be buying the, you know, signature bank portfolios.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Right.
Andrew Kirsch
Or the capital ones. So we're focused on one off deals that are close to our backyard. I would say we track nods and they're definitely going up, you know, exponentially.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
But for us you're tracking them across what asset classes are all, all asset classes.
Andrew Kirsch
I think we pull LA county and San Diego county for the most part, track those, reach out to lenders, etc, which a lot of operators do. I think for us it's going to be one off deals, hopefully bigger. You know, this deal was a good size but as everyone knows on the operator side you probably want bigger just because it takes just as much work to do a small deal. I think for us it's going to be very one off sort of problem child deals that we know the lender and we're able to do off market. Maybe you can speak more about multifamily and just fundamentals, but my sense is with rates probably coming down, there's probably going to be more kick in the can and loan mods because banks don't want to take these assets back. But I do think we'll, I think we'll start to see some more in early 25, frankly.
Jackson Brissette or Brian Novak
Yeah, I think it's, you know, anybody that can tell you where that, you know, interest rates are going to be in 6:12, you know, you pick the forward date, you know they're lying to you, right? So, you know, I can't sit here and tell you, oh yeah, the Fed's going to cut, they're going to raise, they're going to do this and that. But what I can tell you is today, you know, there's a ton of, you know, the fancy, or not the fancy word, but the kind of coined word today or terminology is cash in refinancing. Right. So if you have interest rates that have gone up X number of basis points and you banked on taking money out, whether it's a construction loan or just a floating rate loan, you're most likely going to have to do a cash injection to pay off that loan. And I think that everyone was thinking or hoping that this is going to be another gfc if you're on the right side of the table. It's probably not. Those tend to be kind of once in a generation type issues and I think the Fed has really kind of nipped that in the bud just in terms of too big to fail or we're not going to let these large institutions die or drowned. That'll kick off or be the catalyst for a much more contagion in the financial markets, spread across the financial markets. But that being said, you know, I think, and we talk about this sometimes it's, you know, if we do have a soft landing and you don't get, you know, dramatic rate cuts and you know, interest rates kind of stay flat where they are, they're still at a, you know, a much higher basis from where people were originally, you know, expecting. And so the longer that lasts where rates kind of stay steady or plateau, your your undoubtedly going to see more distress by nature of that. Right. Everyone's kind of banking on, on rank rate cuts to kind of bail them out. But a soft landing would you know, really kind of keep rates steady and, and that wouldn't be great for a lot of borrowers.
Andrew Kirsch
Yeah.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
So the cash in refinancing, I like that term, and it's usually getting the cash in is coming from outside preferred equity. A lot of times that's now being priced. I just had lunch yesterday. I heard even 17.
Andrew Kirsch
Yeah.
Jackson Brissette or Brian Novak
Is now the going rate with points.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah. On a stabilized deal. On a multi family. Yeah. I, I was surprised. I don't know. I mean it's a good position to be in on. Well, let me sort of pivot what I was about to say. It's been hard for some of my capital clients to have conviction on the LP equity side when they can provide preferred equity and get equity type returns.
Jackson Brissette or Brian Novak
Yeah.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
So if, if that's like, if that's the mindset and that's just the reality. How are we ever going to get these groups to come back in, you know, the oak trees, the Angelo Gorns, the Goldman Sachs, all of these, you know, Wall street type of private equity to come back in mass.
Andrew Kirsch
It's just a disconnect in pricing. Like those groups that say that they want common deals with good returns. Just the deals aren't there because the pricing with the sellers isn't there. But as Brian, you know, to Brian's point, with a tenure that's around four and stays at four, you know what were multi family cap rates at pre covered? Like three and a half.
Jackson Brissette or Brian Novak
Three and a half.
Andrew Kirsch
Okay, so that's gonna go to five.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Pre covered, you're saying three and a half cap rate for like a 95 lease deal.
Andrew Kirsch
That's what you want to wrote. Your exit cap was probably like a 4.
Jackson Brissette or Brian Novak
You saw people, you know, they would, they would underwrite deals and buy it at three and a half thinking that they could stabilize at a six. Right.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah.
Jackson Brissette or Brian Novak
With rent growth. And that was when the 10 year treasury was, you know, buck 52%. So there was a spread over that. Right. A lot of stuff made sense until it didn't. Right. When interest rates went up. So we actually over the last couple of years were, you know, very cautious on, on doing deals. You know, the first deals I ever did were DPOs and a lot of distress after the GFC and you know, we were under a cap rates that were. And still in my head I see those higher cap rates of 6, 7, 8% and, and you know that, that was the normal, you know, and I saw three and a half over the past couple years. I was like, huh, this seems weird. Should we be doing this? Try not.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
But when you're, when your interest rates are as low as they were and the rent growth coming out of COVID was just double digit year, you know, each year. That's how they penciled it.
Andrew Kirsch
Yeah, I mean the deal's penciled at the time for sure. But I mean most deals pencil at the time.
Jackson Brissette or Brian Novak
Right, right. You got to sell it. So you know it's, I think it's just. And also we're, you know, we're not a volume, you know, player in the market. So we don't have a ton of capital that we just need to go out in place. Yeah. So we can take a step back and be like, all right, does this make sense? And a lot of the deals that we do work on are with, you know, Family offices and they have a longer dated view on, on you know, returns and, and you know, a lot of it is funded with cash. And so, you know, at the time, you know, you could say, oh, I should have done that deal, I shouldn't have done that deal. But in reality, I think patience over the past couple years, I mean, things were getting a little wonky at, you know, 18, 19, 20 or when 20 should probably shut down and then 21. That those three years were very competitive. And if you're being intellectually honest with yourself, you probably shouldn't have, you know, bought that deal. I don't want to speak, you know, in the aggregate because there were great deals. People did, but you know, interest rates were, were very, very low. And, and you know, a lot of times you're getting, you know, 10, 20, 15 or more offers.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah, well, you know, it's interesting that you guys are I, I a distinction in, in, in real estate companies where there's a group of, of, of real estate folks who target or focus on one asset class, right? And they're trying to just be just the preeminent experts in a particular asset class. And then there are groups who I would say, like you guys, who just want to find good deals and just good buyers, good stewards of capital. Understand real estate can learn certain things that they need to learn, such as like your airport deal. How, How. I guess my question is the capital, the institutional capital, in my perspective will sometimes favor those that are more targeted in a particular asset class. So how do you convince equity in telling them that you could do an office deal, you could do a multi deal, you could do an airport deal, and you're not just all eggs in one basket.
Andrew Kirsch
Well, I mean, good deals are good deals. So they're gonna, they're probably gonna do the deal if it's a good one. We're not looking for some group to come in and back us with a hundred million dollars for some platform structure strategy. Right now we're looking for good deals that are quirky, hairy, off market and we can use sort of our intellectual curiosity to drive attractive returns. We're young. Fortunately, we're young enough that we can do that for five, six, seven years and then decide like, is there a niche? Is it aviation, is it R and D? Is it what we call tech tough, you know, hardware focused companies? And then we can find that strategic partner. But for right now, we just bank on when there's a good deal. I think we're going to find the money. And we saw it on the hangar deal. I mean, we got a pretty legitimate, you know, hedge fund group to do it with us.
Jackson Brissette or Brian Novak
Yeah, I would just add, you know, we're not interested in just buying commodity product where, you know, and, and trust me, we're very quantitative and, and you know, that spent a better part of our careers, you know, obviously working in Excel in the very beginning and, and growing, grinding on that. But a lot of it, you know, people talk in basis points on, you know, this, that and the other, whether it's rent growth or, you know, exit cap rates, to be honest, on this, on this hangar deal, you know, on the opportunistic side of, of the return spectrum, that one or two basis points doesn't really matter. Right, Right. So we're more about finding an undercut, you know, finding opportunities where we can uncover value thematically where that one or two basis points doesn't really matter. So you don't need to be kind of that expert where, you know, I'm driving, I only do kind of core multifamily, and I know exactly what the rent is at this corner or that corner that, that's the complete opposite of opportunistic investing. And specifically as it relates to kind of these niche product types where those basis points don't really matter.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah, right. I, I, I've had a client tell me that their response to equity who has said to them, I want to, that they, they that the equity only wanted to invest with groups who were siloed in a particular asset class. Their response is, well, how is that fair? Because if the asset class that you want me to specialize in goes in the tech office.
Andrew Kirsch
Right.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Then I'm screwed. But you, Mr. Or Ms. Equity, can invest in all the asset classes and you have a very diversified investment platform. But I, you want me to just pick one horse, one asset class, and my hands are now tied if that asset class.
Andrew Kirsch
Yeah, I mean that, that goes to weighing the cost benefit analysis of getting in to business with a group that's backing you with a programmatic venture, I think is what you're talking about.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Right.
Andrew Kirsch
That goes into part of the analysis, typically with those programmatic JVs, you know, your fee load as the operator. Right. Which is great. The way Brian and I do it, deal by deal, we don't really know where our next meal is coming from, but it's fun. So I think you have to weigh those options when you're looking at that. If you have a niche and a strategy that you really believe in, you know, some of these iOS groups or like Specific things that you really think our long term trends, that probably is the right way to go. But I think we're just, I always say, intellectual curiosity. I think we're just too focused on a good deal and want to. We love. We didn't know anything about aviation and we loved learning about it. You know, I'm looking at a farming deal right now. But you call the great thing about real estate and it's a people business, so I just call people I know who are doing farming deals, almond farms. Are we looking at a bankrupt golf course the other day? You know, you call like a golf course.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Oh, yeah, we talked about that.
Jackson Brissette or Brian Novak
Yeah.
Andrew Kirsch
Like you just. That's part of the fun of this business. And I think we're trying to avoid institutional competition. So like when we can find deals that are hairy or it's a product type that nobody wants to deal with, if we can figure it out and get it all buttoned up and then bring it to an lp, that's a different story, which is what we did with the hanger. So, yeah, we're excited. I mean, I think, you know, picking off a couple deals a year, sort of how we want to be doing this and that. By the way, that's not to say we are focused on aviation. We, since we got into it, we are focused on hangar deals. It's a weird niche asset class. And there's not many through the fence deals. Most of them are ground leases. It's tough to find, but we're, we're exploring that. But at this point, we're not sort of picking a niche and going all in on that.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah. All right, so my last question, you guys both came from an institutional background, larger companies, W2 salaried employees, and now you're on your own. Talk to those that are, you know, thinking about, you know, going on their own. Certain deals where you have to roll in your acquisition fee, you have to contribute even additional capital, it's not going to be a couple years until you see meaningful dollars. And so the type of, just your mindset and the risk that you guys are taking of being entrepreneurs and everyone assumes real estate just goes up and you're, you're going to get rich and you really are sacrificing short term compensation for hopefully long term gain. So how is the adjustment and what type of advice can you give those that are out there who are, you know, thinking should they stay in a larger company or should they pivot and do something on their own?
Andrew Kirsch
Yeah, I think Brian has way more experience. But since it's been recent for me. I can talk first. I think you really need to like, dive in and psychoanalyze yourself. I happen to be, and I've always been, every boss I've had would tell you this. I have always been an entrepreneur and just wanted to work on weird things. I love meeting people, I love putting deals together. And so I knew that that's what I love about this business. And frankly, doing it for somebody else just was not really what I wanted to be doing. I will say I was a little bit. I had the benefit of I wasn't making $2 million a year at Blackstone. When I run my numbers as an entrepreneur, there's like a break even point. And for me, I forget what the number of deals you have to get is, but it's surprisingly not as much as you would think. When you're making 2 million a year at Blackstone or KKR or whatever, that cost benefit really changes.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
No, by the way, no different than lawyers at big firms at Latham Gibson, the firms that we all at this firm have left. It's the same type of analysis.
Andrew Kirsch
So I was fortunate that I hadn't gotten to the point in my career, being only 33 years old, where I was making those big bucks. So my analysis was a little bit different. But putting the analysis aside, psychoanalyzing yourself and understanding what, what do you like about the business? And if, I think if, if you really like, talk to people and we've talked to our friends about this, you can admit to yourself, I don't think I would be good at that. I don't think I would like that. I like working for. I like having a box. I like having a paycheck. I know I'm good at this and I'm good at running a process within this firm. I know this firm. I know the bureaucracy. I know who I need to talk to. I know investment committee. And that's sort of where I want to be. And going up at a slower rate is fine with me. That just wasn't how I was raised, really. And so it was pretty easy for me. I actually thought I would have done it a little bit earlier at my last shop. I thought I was going to do it at like 28. So 33. Feels. Feels pretty good though. What about you?
Jackson Brissette or Brian Novak
No, I think it takes a certain individual. Right. And like you said, Jackson, I think, you know, a lot of people would be the first to admit. Yeah, that's probably not for me, but there are a lot of people out there that, you know I do talk to, and it's like, oh, I'm gonna leave this year. I'm gonna leave this year. Then, you know, all these years pass and that never happens. You know, I think you need to, you have to have a stomach of steel. You need to be able to get punched in the gut, get back up, and, you know it's going to happen. And, and you got to be comfortable with, you know, not knowing where the next dollar is coming for from. And, you know, I think some people have kind of a entrepreneurial mindset. You know, I was first, you know, thrust into real estate when I was in high school. I started a landscaping company because I didn't want to be sharpening ice skates any longer when I was 16. And, you know, we used to pay my, my buddies on the football and hockey team 10 bucks and we charged the client 30 bucks. And pretty soon, you know, we had a bunch of, you know, work going on where I wasn't even getting my hands dirty. And, you know, I had two parents that were also entrepreneurial. So I think, you know, there is an innate characteristic, you know, around kind of being able to jump into the deep end and see if you can swim. And variety is the spice of life. And, you know, I, you know, I wouldn't say I'm the biggest risk taker, but I'm also not the most risk averse.
Andrew Kirsch
I also think, don't you think I really feel like not having an ego is huge when you're an entrepreneur?
Jackson Brissette or Brian Novak
Oh, yeah.
Andrew Kirsch
And you have to love, like, you have to love real estate, and we genuinely love real estate. And you have to love not having an ego.
Jackson Brissette or Brian Novak
Yeah.
Andrew Kirsch
You cannot, you know, I was at, I've been at shops where it was fairly, you know, you know, wear a suit and tie. You're kind of the big shot. You're known around town.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah, everyone goes meetings. The broker deals are responding.
Andrew Kirsch
And now I'm fixing leaks at our terminal building.
Jackson Brissette or Brian Novak
Yeah.
Andrew Kirsch
Going like going to Lowe's on my own and buying buckets at Lowe's. But you have to, you have to love that and love the grind and put your ego aside.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
So, Jackson, you basically, you're getting your hands dirty at 33 years old, owning an airplane hangar. Brian, at 16 years old, figured out a way to own a landscaping company and not get his hands dirty. So I think we need to learn more from this guy.
Andrew Kirsch
Yeah, that's what I'm trying.
Jackson Brissette or Brian Novak
Well, I, I, I have a very, you know, unglamorous day job as well. Well, I could tell you the past couple of days, I've been helping tenants set up their Internet, you know, in a new unit. You know, we got leaky roof, you.
Andrew Kirsch
Know, just rainy season. La.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah.
Andrew Kirsch
We're dealing with leaks here.
Jackson Brissette or Brian Novak
Spending days, you know, going through every bill, paying it myself. You know, there's nothing glamorous about what we do, but you gotta love it, like Jackson said. And, you know, if you're more of a C suite guy or you, you know, have a cuppy, comfy role.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
I.
Jackson Brissette or Brian Novak
Would say think twice before you, you know, come to this side because it's. It's a lot of hard work and.
Andrew Kirsch
You got to love doing it yourself. You know, you. You sort of taught me. Brian reads every ordinance that comes through every new law. He does a lot of the attorney work himself. I come from shops where it's like, yeah, I'll pay Kershaw. I don't care what the bill is.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Here you go. I wish I had more clients like that.
Andrew Kirsch
Hire whoever they're going to do the psa. Yeah, just have them do it. You know, when you're on your own, you really got to be mindful.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Watch everybody.
Andrew Kirsch
Yeah. And that's. That's how you learn. And I'm. I'm hoping. I happen to love real estate, and I'm hoping that, you know, I'm still doing this in my 70s, and now is the time to be doing deals with great partners, building a track record, and, you know, doing a lot of different things.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah, well, we'll see. You know, coming out of the gfc, I left Big Law and went into. Founded my own firm. I know others. And the real estate principal side left their large companies, started their own comp. Their own firms. Coming out of. You want to call this a recession or. Or this dislocation in the market. There are those that are at institutions who are thinking to themselves, my promote has basically vanished. It's going to take several years to recapture it. Am I better off just doing it on my own? And so I wanted people who are listening to hear from you guys and. And for you to give them, you know, your perspective. So thank you for. For sharing.
Andrew Kirsch
Yeah. And I think people should not be afraid to reach out and learn from other folks. I mean, I always. I take every call from a UW Madison grad who's in college and reaches out, out anyone who wants to reach out and talk about these things. I mean, we should really be more open as an industry, I think. And that's what you're doing, your podcast, right? Like these conversations should be fluid and open. And you know Brian and I are always around for anyone.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Yeah, well, I'm glad you just mentioned U Dub Madison. I'm going to leave you on this. The fact that my little school of Northwestern, if I recall, I think we beat the out of Wisconsin. We also won our bowl game against Utah. How did you guys do in your bowl game?
Andrew Kirsch
No comment. Yeah.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
All right. Well, on a serious note, congratulations on, on purchasing the, the Hawthorne Hanger. Not easy. I was our whole firm was, was there with you. Thank you for having the trust in us of guiding you and I hope you're able to rinse and repeat many times. And best of luck with, with that asset and many assets to come. And thanks for coming onto the show and thank you for coming and doing it in person. I like it.
Andrew Kirsch
Yeah, thanks for having us. It's a, it's a personal business.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
Appreciate it.
Andrew Kirsch
Thanks for everything on the hanger. It was, it was awesome. And we'll, we'll definitely be doing more.
Host / Interviewer (possibly Andrew Kirsch or a co-host)
All right, well, thanks. I appreciate it.
Andrew Kirsch
You've been listening to Real Talk, Real estate discussions with Andrew Kirsch. You can catch prior episodes@scalarkirsch. And on YouTube, LinkedIn, Apple Podcasts, Spotify, Google Podcasts and more. Thank you for your positive reviews, comments and for sharing the show with others.
Episode: Flying High – A Deep Dive into the Acquisition of an Airplane Hangar at Hawthorne Airport
Guests: Jackson Brissette & Brian Novak (Founders of Jofa Capital)
Release Date: March 13, 2024
This episode spotlights the unconventional acquisition of an airplane hangar at Hawthorne Airport by JOFA Capital founders, Jackson Brissette and Brian Novak. The conversation dives into the intricacies of the bankruptcy process, the unique appeal of the asset, the capital-raising journey, and their investment ethos of targeting "weird and wild deals" that might be overlooked by institutional players. The episode also explores strategies for finding distress deals, the current climate in real estate capital markets, and the transition from institutional employment to entrepreneurship.
“Part of the benefit of being the stalking horse bidder is…you get control over the terms and conditions, but most importantly, you get a breakup fee for all the time and effort you put into negotiating the PSA.” — (Brissette/Novak, [21:28])
“In the real estate world, people just want to stick to their domain…For lack of better terms, I think people were lazy and they didn’t peel back the onion.” — (Brissette/Novak, [14:26])
“It would be a mistake to ever do something once…That’s the toughest; getting your first one done. This is something we want to rinse, wash, and repeat.” — (Brissette/Novak, [16:36])
“You have to love not having an ego…Now I’m fixing leaks at our terminal building, going to Lowe’s on my own and buying buckets.” — (Jackson Brissette, [46:01])
On pivoting away from traditional asset class focus:
“We’re not interested in just buying commodity product...a lot of it is about finding opportunities where we can uncover value thematically. You don’t need to be that expert where you only do core multifamily.” — (Brissette/Novak, [37:08])
On bankruptcy diligence:
“Our only risk on the bid? We thought it’d be Stan Kroenke or somebody coming in and outbidding us.” — (Andrew Kirsch, [23:16])
Entrepreneurial Realism:
“There’s nothing glamorous about what we do. You’ve got to love it, like Jackson said.” — (Brian Novak, [46:59])
Personal Touch:
“I take every call from a UW Madison grad who’s in college and reaches out… these conversations should be fluid and open.” — (Jackson Brissette, [48:47])
This episode provides a rare, candid inside look into executing a distressed asset acquisition via bankruptcy in a niche real estate space, and the mindset required for entrepreneurial success in real estate today. Brissette and Novak champion curiosity, adaptability, and a willingness to execute on unique—but fundamentally sound—opportunities, regardless of sector or perceived institutional orthodoxy.
Their practical, hands-on advice will resonate with aspiring dealmakers, while their navigation of an unusual hangar deal offers a case study in creative, opportunistic real estate investment.