Chamber Goes Downtown

Former Merrill Digs Now Available

Expansions: Immigration Law

Contracts Awarded

Deaths

Corrections or additions?

These articles by Barbara Fox were prepared for the October 22,

2003 issue of U.S. 1 Newspaper. All rights reserved.

Siegel Sells His Baby, Mercer Mall

After 30 years of developing it, owning it, and

renovating

it, Harvey Siegel has sold his favorite child, the Mercer Mall. It

took him nine long hard months to do it. Siegel, 69, received the

proverbial offer he couldn’t refuse — to make a profit without

the usual tax consequences of making a profit — through an unusual

arrangement with a Maryland-based real estate investment trust.

In a deal that closed October 15, Federal Realty Investment Trust

(FRIT) will pay $4 million annual rent to Siegel for the next 20

years,

and then it will have the option to purchase the 15 million

square-foot

property for $55 million. Siegel chose this purchase structure, called

a "master lease," because he has owned the property for so

long that he would have to pay a whopping amount in taxes if he sold

it now. Under this structure, when he dies, the property passes at

its current value to his wife, who will then have to pay only the

capital gains tax.

"This major purchase was a unique structure that will likely

become

the poster boy of this type and magnitude," says Siegel. "The

nature of how it was structured provides a legal, benign conveyance

of long-held properties without the adverse tax consequences normally

inherent in the outright sale."

Adding difficulties to the transaction, FRIT also simultaneously

bought

a 20,000 square foot parcel (Men’s Warehouse and Joe Canal’s Discount

Liquors) for $5 million and has a contract on the 40,000 square feet

occupied by the Olive Garden, and the former Wiz electronics store.

"It was incredibly complicated," says Siegel. "Within

the master lease were two `sandwich’ leases. And the Kmart property

was in bankruptcy, and all that had to be folded into the master

lease.

Also we entered simultaneously into the purchase of the New York Deli

building. It was nine months of hard work — I felt like a student

and this was truly my final exam."

The challenge of putting the deal together ameliorated the pain of

giving it up his favorite mall. Though he has financial partners

Siegel

has always preferred to be the lone captain on his projects, ever

since an auto racing instructor nearly turned turtle in Siegel’s Alfa

Romeo with Siegel in the passenger seat. "I had only one thought,

that I wasn’t even at the wheel," he says now. "That I was

going to die didn’t disturb me. But I decided I would not let myself

be under someone else’s control. It was going to be ME whose hands

were on that wheel. I want to be in control of my destiny."

That thought has governed his business and personal life ever since.

He has built shopping strips, not malls, so he could stay in charge.

The grandson of the founder of National Shoes, he went to prep school

at Choate and to Tulane for his business administration degree,

stopping

off to spend two years in the Air Force. He is married to his second

wife and has four children.

In 1973 after putting together four parcels of land (the first of

a string of complicated deals) he began getting approvals to build

the Mercer Mall, and the first version of it was finished in 1975.

Simultaneously, across the highway, Quakerbridge Mall was being built

four times bigger.

He didn’t pay a high price for the land, perhaps because no one else

had both the vision and the money. "To realize the potential of

blank piece of paper — I see it. Other people don’t see

anything."

Siegel persuaded Lawrence Township to give him most of what he wanted

in that first round "I would prevail on them to try to let me

tinker with it. It took a lot of talking, and walking, cajoling, and

asking, to get them to serve us." He credits his success in

getting

along with the township to his long-term ownership. "My hands

were on every operation for so long that I saw the implications of

whatever I did."

In a downswing of the economy from 1979 to 1981 he lost half his

stores,

including the A&P. He forgave a lot of rents. "If their body was

warm we didn’t throw them out because that would create a domino

effect."

Also around that time he had open heart surgery (he had a stent

inserted)

and is now a vegetarian.

Each bad period in the economy brought its own woes, but the biggest

was losing Kmart. Though he waged a legal battle against the plans

for Nassau Park, he now considers his mall and Nassau Park as one

giant destination center, together with Quakerbridge Mall and future

development at the American Cyanamid site on the other side of the

highway.

For 2003 he was getting ready to do yet another renovation. He had

already signed a supermarket, ShopRite, for part of the space formerly

occupied by Kmart, and the remainder of the space would be taken by

a furniture store. He says he was being courted by potential buyers

who coveted that prime location, and claims he didn’t intend to sell,

that he strung the suitors along in order to get their renovation

ideas.

"I usually think I can do pretty much everything that has to be

done, and I intended to harvest their best ideas to utilize them in

my own renovation endeavors," says Siegel. "On one fateful day

in March I went to the FRIT headquarters, and I found, after reviewing

the `before’ pictures of dilapidated properties and the finished

product,

that they in fact were able to do it better than I could. They have

their own landscaping, design, graphics and sign divisions, their

own major tenant leasing department, and their own small store leasing

department. They are a billion dollar company with 15 million square

feet of space, and they do a class act with open shopping centers,

better than most of the other people in the business. Each center

was uniquely redeveloped."

"I had the money to do it and knew how to do it, but they said,

`Harvey, you don’t have to go through this. You’ll get pretty much

the same money as if you did it yourself.’"

"I realized, I’m going to be 69 years old, and why should I go

through other bankruptcies?" In addition to Kmart, the Mercer

Mall has seen such recent bankruptcies as Drug Emporium, General

Cinema,

and, most recently, the company that owns Chevy’s. "Each time

that happens it requires a very strong financial commitment and a

whole cadre of relationships," says Siegel.

So Siegel decided to let go of one set of problems and turn his

attention

to his first love, auto racing. He has built a motorsport racetrack

in Virginia, where he races his British Elva, and hopes to build

another,

also in Virginia.

Gary Backinoff of Ridolfi, Friedman, Frank, Edelstein & Backinoff,

represented Siegel in land use matters and the closing.

Siegel firmly believes he is leaving the place in good

hands. "They will make that shopping center a prize," he says.

But a big public firm paying on an expensive lease, covering its

overhead,

spending a lot of money on refurbishing, and paying dividends to

stockholders,

is certainly going to raise rents. Tenants that protested over high

rents will yell even louder, and some won’t survive.

Siegel insists the new rents "will be worth it" because of

the elegant and pristine atmosphere FRIT will create. He points out

that FRIT saves lots of money because "their cost of capital is

a fraction of mine, maybe 1.4 percent. They can use those funds to

improve the center and still provide a strong return for their

stockholders,

not possible for mortals like me. Public companies using public money

and borrowed funds at wholesale can afford to pay hefty overhead and

still come out with a strong bottom line."

No, he’s not slowing down to spend time with his grandchildren,

because

none are married. "Besides, I am having a good time with my race

tracks. Paul Newman comes down there all the time, and I have a good

time with my race car." He owns a share in a seven-passenger

Cessna

421 that he uses to get back and forth.

But the Mercer Mall, admits Siegel, is currently shabby. "My

partner

died, and we had a bankrupt tenant, and the combination of costs was

staggering. I have renovated every seven or eight years for as long

as I owned the shopping center, and it’s been nine years." Siegel

says that FRIT will remodel in a high quality traditional style, but

that he didn’t have the money for that. It takes less money to paint

on a look. The last "look" was Mexican, the result of a Siegel

trip to California. This time around, "I was going to go graphic

— create flat surfaces and give a cool, hip look."

At one point, Siegel says, he was going over all the details in a

room with 15 people — representing all the different aspects of

running the mall that he and his small company had been handling by

themselves. His own operation in Manhattan, Bristol Development, has

four employees plus two staff members in the field for the Mercer

Mall and a couple of shopping centers in South Jersey. "I had

spent so many days down there, for so many years. I actually felt

a moment of sadness, that this baby I birthed has gone off to college.

The Mayor of Mercer Mall has resigned."

Mercer Mall/Bristol Development, 145 East 57th

Street, New York 10022. Harvey Siegel, president. 212-758-7455; fax,

212-397-3838.

Top Of Page
Chamber Goes Downtown

Starting in January the Princeton Regional Chamber of

Commerce hopes to get a lot more walk-in traffic. Kristin Appelget,

the chamber’s CEO for just over one year, plans to move the

headquarters

from the second level of Rockingham Row (next to the Tre Piani

restaurant

in Princeton Forrestal Village) to the heart of Princeton, a first

floor office at 9-11 Vandeventer Avenue. The office was formerly

occupied

by James A. Vito, a dentist who has just moved to Lawrenceville’s

Main Street. Zoning approval is needed before the lease is signed.

The chamber had been located in Princeton Borough from its founding

in 1959 until 1987, when it moved to Forrestal Village. From this

new downtown location the chamber’s five-person office will be better

able to serve as a visitor’s center and be more accessible to downtown

merchants — and the problems of downtown, such as parking, will

be very visible.

Appelget is working hard to rebrand the chamber as a regional

organization.

In her first year a membership drive resulted in a 55 percent increase

in membership for a total of nearly 600 members.

Top Of Page
Former Merrill Digs Now Available

The 103 Morgan Lane building that Merrill Lynch had

occupied is ready for new tenants. The building has significantly

more powerful air conditioning equipment than is normal, says Peter

Zaslowe, leasing agent at Lincoln Property Company’s Edison office.

"There is a significant amount of air conditioning, because this

was their payroll department, and they had a high tech computer

operation,"

says Zaslowe.

Zaslowe’s Dallas-based real estate firm bought the property from LCor

in 1998 (www.lincolnproperty.com). It is renting for $23.50 a square

foot.

Top Of Page
Expansions: Immigration Law

Princeton Law Group LLC, 2683 Main Street (Route

206), Suite 1, Lawrenceville 08648. Joseph Asir, managing partner.

609-620-0949; fax, 609-620-0955. E-mail: princetonlaw@law.com.

Www.princetonimmigrationgroup.com

The full-service immigration law practice expanded by opening a second

office last month. Formerly known as Princeton Immigration Group,

the three-person firm is keeping its office at 3735 Lawrenceville

Road, Princeton 08540. The new office is at 2683 Main Street —

and both offices are on the same road, Route 206.

Joseph Asir, who comes from four generations of attorneys on his

mother’s

side, went to Loyola College in Madras, India, graduating in 1984,

and then went to Madras University for his law degree. After

practicing

in India for four years he came to New York to work at the United

Nations and also obtained a master’s degree at Long Island University.

He graduated from Georgetown Law School and practiced in Westchester,

New York, and then in Princeton at Dechert. His wife is a forensic

scientist, and they have two children under six.

With two paralegals to assist him, Asir opened his own practice in

2000 to focus on immigration law. "Eighty percent of my practice

is immigration, and I still do 20 percent of corporate work,"

he says. Since the Patriot Act, he says, illegal aliens are beginning

to come to attorneys for the first time.

"The bulk of my practice is helping professionals from the high

tech and pharmaceutical communities, but I have also found a hidden

pool of restaurant workers, maids, and nannies who are contributing

to the economy. They have never really sought legal help because they

were frightened of being turned over to the authorities, but if they

try to get their status changed, most of them have good cases."

Elizabethtown Water Co., 989 Lenox Drive, Suite

224, Lawrenceville 08648. Andrew Chapman, president. 800-272-1325.

Two water companies, on the brink of a merger, moved to Lenox Drive

on Friday, October 17. Elizabethtown Water Company made the move from

Westfield and New Jersey American Water company made the move from

Haddon Heights. Maureen Duffy, spokesperson for Elizabethtown, says

the companies have the same parent, RWE AG, a 100-year-old German

company with core businesses in electricity, gas, water and

wastewater,

and recycling.

The 60-person office is headed up by Andrew Chapman, president of

Elizabethtown.

Top Of Page
Contracts Awarded

Restricted Stock Systems Inc., 412 Wall Street,

Princeton 08540. Greg Besner, CEO. 609-430-7400; fax, 609-430-7500.

E-mail: joe@rssgroup.com. Home page: www.rssgroup.com

On October 10 Restricted Stock Systems released software, RSS Connect,

that electronically links brokerage firms and public corporations

involved in the execution and reporting of corporate insider

transactions.

RSS Connect bridges the data gap between brokerage firms transacting

for Section 16 insiders and public companies filing insider trading

reports, according to a press release (U.S. 1, July 2, 200)

"RSS Connect creates the first infrastructure for transacting

and reporting restricted and control stock transactions, which now

account for a growing share of all equity transactions," says

Greg Besner, CEO of RSS.

Top Of Page
Deaths

Ross R. Davies, 43, on October 5. He was an assistant

professor at Mercer County Community College and coordinator of the

television program.

George Shufflebotham, 62, on October 13. He was an

accountant

at Dow Jones on Route 1 North, controller at Brookside Veneers in

Cranbury, and a Coldwell Banker real estate agent.

Christian C. (Chris) Kjeldsen, 59, on October 15. He was

vice president of community and workplace programs for Johnson &

Johnson

and chairman of New Brunswick Tomorrow, where he established a

parent/infant

care center at New Brunswick High School.

Hugh O. "Pete" Miller, 50, on October 17. An

artistic

blacksmith, he and his wife operated Raven Studio in Lambertville.


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