Commercial Real Estate Financing 2009: How the World Changed

Transcription

1 Satisfy Your CLE and CPE Requirements! Commercial Real Estate Financing 2009: How the World Changed, January 29-30, 2009,* February 12-13, 2009, March 26-27, 2009 Live Webcast, January 29-30, *This is an approved transitional program FOCUS ON WORKOUTS How to handle them before and after acceleration WASTE IN THE 21ST CENTURY An old principle creates a trap for nonrecourse borrowers IMPORTANT RECENT DECISIONS An update from the courts plus HOTEL AND DEVELOPMENT LOANS Learn about the special problems when they go into distress or default ISLAMIC FINANCING Examine the deal structures and documents you need to know GREEN REAL ESTATE An introduction for borrowers and lenders and much, much more look inside! Do You Know There Are 5 Ways To Attend PLI s Programs? See inside for details... Register Online at or Call (800) 260-4PLI

2 Commercial Real Estate Financing 2009: How the World Changed, January 29-30, 2009, February 12-13, 2009, March 26-27, 2009 Live Webcast, January 29-30, Why You Should Attend After a decade of exuberance, commercial real estate financing entered a new cycle in late 2007, a cycle that has continued in This seminar will explore the consequences for borrowers and lenders and their counsel. A faculty of seasoned practitioners will help you update your legal knowledge since the last downturn. The speakers will explore categories of distress and how borrowers and lenders might respond. The program will also look at some bright spots and new developments in the commercial finance market, always focusing on practical solutions to real-world problems. What You Will Learn Receive strategies for selling a loan, and how the process changes when a loan encounters distress or default Learn from experts what a borrower should do when a loan is heading toward trouble Now that LLCs have been the vehicle of choice for over a decade, come away with what we can learn from reported cases Examine Islamic financing and the deal structures and documents you need to know about plus Focus on workouts and defaults before and after acceleration Coverage and documentation requirements for insurance Get tips on how construction loans go wrong Explore the special problems and issues of syndicated loans Analyze an ethics case study and receive an hour for your CLE ethics requirements and much, much more Who Should Attend Real estate attorneys, executives, in-house counsel, investment bankers who acquire and sell real estate, asset managers and acquisition managers. Watch and Listen to the Live Webcast at A simultaneous live online broadcast of the session of this program is available for individual viewing from your computer on Webcast participants will receive streaming audio/video instantaneously from the live program, can view and/or print the Course Handbook, and submit questions electronically. Get real-time education right from your PC! To register for the Webcast, visit and click Webcasts and select the Commercial Real Estate Financing 2009: How the World Changed Webcast to purchase the program. Please register before the first day of the program to allow time to test your system. If you have any questions whatsoever please call PLI s Customer Relations Department at (800) 260-4PLI. PLI can arrange group viewing in your firm by broadcasting live to your conference room. Plus, receive a discount on purchases of the corresponding Course Handbook. Contact the Groupcasts Department via at groupcasts@pli.edu for more details Reserve your place today, call (800) 260-4PLI.

3 SAN FRANCISCO & LIVE WEBCAST FACULTY Chair: Peter S. Muñoz Reed Smith LLP Arshad A. Ahmed Kirkland & Ellis LLP Dennis B. Arnold Gibson, Dunn & Crutcher LLP Los Angeles Jean Baker Principal Prudential Mortgage Capital Company Philipp J. Bischoff, CPCU Executive Vice President NEW YORK CITY Chair: James E. Branigan President & CEO Dena M. Cruz Holme Roberts & Owen LLP Anthony Q. Fletcher Anthony Q. Fletcher, P.C. Nancy R. Little McGuireWoods LLP Richmond, Virginia Joshua Stein Latham & Watkins LLP Mark D. Lubin Stein & Lubin LLP Patrick A. Randolph, Jr. Husch Blackwell Sanders Professor of Law University of Missouri School of Law Kansas City Author, Friedman on Leases (PLI) Kevin L. Shepherd Venable LLP Baltimore Joan H. Story Sheppard Mullin Richter & Hampton LLP Marvin N. Bagwell President and Chief Counsel Bagwell & Associates Title Agency LLC Warren Bernstein Kaye Scholer LLP Philipp J. Bischoff, CPCU Executive Vice President James E. Branigan President & CEO S.H. Spencer Compton Senior Vice President & Special Counsel First American Title Insurance Company of New York CHICAGO Chair: Anne Reynolds Copps Law Office of Anne Reynolds Copps Albany, New York Dena M. Cruz Holme Roberts & Owen LLP Anthony Q. Fletcher Anthony Q. Fletcher, P.C. Richard S. Fries DLA Piper LLP (US) Ellen M. Goodwin Alston & Bird LLP KC McDaniel KC McDaniel PLLC Peter A. Sarasek Quarles & Brady LLP Michael J.T. McMillen Chair, Islamic Law Section American Bar Association Jonathan L. Mechanic Fried, Frank, Harris, Shriver & Jacobson LLP Patrick A. Randolph, Jr. Husch Blackwell Sanders Professor of Law University of Missouri School of Law Kansas City Author, Friedman on Leases (PLI) Ellen Sinreich, LEED AP President/CEO Green Edge, LLC Dan Winters Managing Principal Evolution Partners Washington, D.C. Elizabeth H. Belkin DLA Piper LLP (US) Philipp J. Bischoff, CPCU Executive Vice President Daniel B. Bogart Donley and Marjorie Chair in Real Estate Law Chapman University School of Law Orange, California James E. Branigan President & CEO Anne Reynolds Copps Law Office of Anne Reynolds Copps Albany, New York Dena M. Cruz Holme Roberts & Owen LLP Mona E. Dajani Sonnenschein Nath & Rosenthal LLP Anthony Q. Fletcher Anthony Q. Fletcher, P.C. Charles A. Lande Baker & McKenzie LLP Nancy R. Little McGuireWoods LLP Richmond, Virginia Michael J.T. McMillen Chair, Islamic Law Section American Bar Association Lauren Newman Thompson Coburn Fagel Haber James B. Rosenbloom Goldberg Kohn Bell Black Rosenbloom & Moritz, Ltd. Mark C. Simon Katten Muchin Rosenman LLP Program Attorney: Meghan C. Forgione

4 P R O G R A M Please plan to arrive with enough time to register before the conference begins. A continental breakfast will be available upon your arrival. DAY O N E : 9 : 0 0 A. M. 5 : 0 0 P. M. Morning Session: 9:00 a.m. 12:30 p.m. Afternoon Session: 1:45 p.m. 5:00 p.m. 9:00 Introduction ~ SF & WEB: Peter S. Munoz NYC: Joshua Stein CHI: Peter A. Sarasek 1:45 SF, CHI & WEB Only The USA PATRIOT Act and Its Progeny: What Real Estate Lawyers Need to Know 9:15 Insurance Rules of the game Coverage and documentation requirements Market conditions Hurricanes, bid rigging and other problems Additional insureds The closing process: - Insurance review - Certificates - Interaction with loan documents SF, NYC, CHI & WEB: Philipp J. Bischoff, James E. Branigan 10:15 Shari'ah-compliant Financing Philosophical underpinnings of Islamic finance and how they get translated into: - Deal structures - Documents Problem areas and negotiations SF & WEB: Arshad A. Ahmed NYC & CHI: Michael J.T. McMillen Status of regulatory effort for persons involved in real estate closings and settlements Crucial language for your real estate documents The Gatekeeper Initiative how will it affect you? Client due diligence requirements Penalties and consequences for noncompliance SF & WEB: Kevin L. Shepherd CHI: Elizabeth H. Belkin 1:45 NYC Only An Introduction to Green Real Estate for Borrowers and Lenders Economics of green and how it affects underwriting and loan documentation Different shades of green Developing industry-wide standards and expectations Green building financial underwriting standards and the CMP Green Value Score Ellen Sinreich, Dan Winters 2:45 Networking Break 3:00 Title Insurance 11:15 Networking Break 11:30 Borrower Negotiations in the Face of Default Strategies to deal with lenders and other investors when a property gets into trouble SF & WEB: Joan H. Story NYC: Jonathan L. Mechanic CHI: James B. Rosenbloom 12:30 Lunch New ALTA policy forms Choices of endorsements for major commercial transactions Recent regulatory initiatives and how they might affect title insurance pricing and service Tales from the trenches in the claims department SF, CHI & WEB: Dena M. Cruz NYC: Marvin N. Bagwell, Dena M. Cruz 4:00 Sales and Syndications of Loans A. Whole Loan Dispositions Issues in negotiating a loan purchase and sale agreement Closing requirements Representations and warranties B. Loan Syndications and Participations Problems within lender syndicates Enforcement of remedies Creation of A/B loans and the issues they raise SF & WEB: Jean Baker NYC: Warren Bernstein, Ellen M. Goodwin CHI: Mark C. Simon 5:00 Adjourn

5 S C H E D U L E DAY T W O : 9 : 0 0 A. M. 5 : 0 0 P. M. Morning Session: 9:00 a.m. 12:15 p.m. Afternoon Session: 1:45 p.m p.m. 9:00 1:45 Limited Liability Company Disputes Where the problems have arisen How the courts have responded How transactional lawyers should take those responses into account in the next transaction Anthony Q. Fletcher 10:00 A Visit to the Courthouse A. Waste is Back: Borrower Beware Revival and expansion of an ancient principle in courts across the country Tools to use against defaulting borrowers, even under nonrecourse loans Recent cases, and what they mean for borrowers and lenders The Restatement s approach B. Recent Issues in Mortgage Loan Enforcement How the courts have responded to today s wave of foreclosures, including a discussion of recent residential foreclosure cases with lessons for commercial mortgage lenders Troubled Mortgage and Mezzanine Loans and Workouts After Acceleration A. Mortgage Loans Acceleration and enforcement of mortgage remedies Appointment of a receiver Mortgage foreclosure process Recourse and personal liability SF & WEB: Dennis B. Arnold NYC: Richard S. Fries CHI: Peter A. Sarasek B. Mezzanine Loans How a UCC foreclosure works Alternatives to foreclosure; other remedies Special risks and issues of acquiring equity interests SF & WEB: Dennis B. Arnold NYC: S.H. Spencer Compton CHI: Charles A. Lande SF, NYC & WEB: Patrick A. Randolph, Jr. CHI: Daniel B. Bogart 2:45 11:00 Networking Break A. How Hotel Projects Go Wrong: Manager Problems; Market Problems; Developer Problems Maintaining the brand in a troubled hotel project Management agreement issues Renegotiating the management agreement Lender s right to terminate under the SNDA Bankruptcy implications Rejection of management agreements Treatment of hotel revenues in bankruptcy 11:15 Troubled Mortgage Loans and Workouts Before Acceleration Pre-workout agreements Lender liability risks Common deal terms in mortgage loan workouts and the legal issues they raise Deeds in lieu; deeds in escrow Cash flow mortgages Expedited sales of collateral Changes in management Lockboxes Timing and how to get the deal closed SF & WEB: Dennis B. Arnold NYC: Richard S. Fries CHI: Lauren Newman 12:15 Lunch Two Special Flavors of Default: Lodging and Construction Loans SF, CHI & WEB: Nancy R. Little NYC: KC McDaniel B. Construction and Development Debacles The special problems of incomplete projects Condominium development Alternatives The lender s strategies How a borrower might respond SF & WEB: Mark D. Lubin NYC: KC McDaniel CHI: Mona E. Dajani 3:45 Networking Break 4:00 Ethics in Commercial Mortgage Practice Analysis of case study by Anne Reynolds Copps and Joshua Stein Please read case study (in Course Handbook) in advance ~ SF & WEB: Peter S. Munoz NYC: Anne Reynolds Copps CHI: Anne Reynolds Copps, Peter A. Sarasek 5:00 Adjourn

6 PLI s Nationally Acclaimed Course Handbooks All program attendees will receive a copy of the two-volume Course Handbook. These bound volumes are prepared specifically for this program and also stand alone as a permanent reference. PLI s Course Handbooks represent the definitive thinking of the nation s finest legal minds, and are considered the standard reference in the field. Please note: Webcast attendees will have access to a downloadable version of the Handbook one business day prior to the program. Bring the best of PLI s live programs to your home or office: Audio CDs and DVDs of this program will be available for purchase February See Registration Form for details. MP3s and CLE Now Web Segments/Programs of this program will be available February 20, 2009 at There is no easier way to complete your MCLE requirement than with PLI s CLE Now Web Segments/Programs: We ve taken PLI s extensive library of previously recorded programs and made them available online 24/7 via streaming video and/or audio. These are conveniently broken down into 1/2-3 hour programs so you get only the information you want. With over 1,500 hours of content to choose from, you re sure to find a Web Segment that will meet your needs. As an added bonus, you ll continue to have access to your Web Segments for one full year and will be able to download the online Course Materials that accompany your Web Segment. At more than 60% off the regular price, there s never been a faster, easier, more affordable way to meet your MCLE requirement. All audio CD/DVD products require prepayment and are non-refundable, with the exception of defective or unopened products. Other Relevant Products From PLI TWO-VOLUME COURSE HANDBOOK Commercial Real Estate Financing 2009: How the World Changed, $229. The Course Handbook will be available on the first day of the program. TREATISES Friedman on Leases, Fifth Edition Milton R. Friedman (deceased; former Partner, Parker, Duryee, Zunino, Malone, and Carter, ) and Patrick A. Randolph, Jr. (Elmer F. Pierson Professor of Law, University of Missouri-Kansas City) Called practical and authoritative by The Washington Lawyer, Friedman on Leases analyzes the full spectrum of lease provisions and landlord-tenant scenarios to give you unsurpassed practical instruction on how to draft agreements that protect clients rights and lessen their liability exposure. It clearly explains the intricacies and implications of every lease clause, zeroing in on issues, advantages, and problems for landlords and tenants and enabling you to structure sound commercial leases. The latest update covers such issues as assignment, repairs, exculpatory clauses, and the tenant s duty not to commit waste. 3 looseleaf volumes, 2,506 pages, $495 (Revised annually or as needed: No charge for revision issued within 3 months of purchase) Credit Market and Subprime Distress: Responding to Legal Issues Mayer Brown LLP (Washington, D.C.) Editors and Lead Authors: Daniel T. Brown (Mayer Brown LLP, Washington, D.C.) and Jon D. Van Gorp (Mayer Brown LLP, ) Today s credit and liquidity crisis is seriously impacting the world s capital markets. The IMF estimates that losses directly related to the subprime meltdown will exceed $975 billion. Regulators, enforcement agencies, and private litigants have responded with hundreds of investigations and lawsuits. The new Credit Market and Subprime Distress provides you with authoritative insight into the pressing legal, regulatory and procedural issues, challenges, and reforms at the heart of this crisis, enabling you to advise clients more effectively in this turbulent, liability-laden environment. 1 looseleaf volume, Approximately 600 pages, $275 (Revised annually or as needed: No charge for revision issued within 3 months of purchase) For more information on any treatise, including the Table of Contents, log on to Program attendees save up to 50% on Books, Audio and Video Products. PLI s Guarantee It s simple. If you re not completely satisfied with the return on your investment from any PLI program, your money will be refunded in full.

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8 Practising Law Institute Commercial Real Estate Financing 2009: How the World Changed, January 29-30, 2009, February 12-13, 2009, March 26-27, 2009 Live Webcast, January 29-30, REGISTRATION / ORDER FORM When Registering, Please Refer to Priority Code: ZVV9 Make necessary corrections on mailing address. YES, please register me for the following session: Commercial Real Estate Financing Seminar,* January 29-30, 2009, PLI California Center, $1, Seminar,* February 12-13, 2009, PLI New York Center, $1, Seminar,* March 26-27, 2009, University of Gleacher Center, $1,495 Live Webcast,* January 29-30, 2009 (Register online prior to first day of program - #19378), $1, Two-Volume Course Handbook only, $ Audio CDs, available February 2009, $ DVDs, available February 2009, $1, Friedman on Leases, 5th Ed., 1 3 looseleaf volumes, $ Credit Market and Subprime Distress: Responding to Legal Issues, 1 1 looseleaf volume, $275 My address is: Please send me updates on PLI programs and services. * Includes Course Handbook. Webcast attendees will have access to a downloadable version of the Handbook one business day prior to the program. Audio CDs and DVDs must be prepaid and are non-refundable, with the exception of defective or unopened products. 1 All treatises require prepayment and can be returned within 30 days for a full refund. FREE Shipping and Handling on all Audio CD/DVD and Treatise purchases. PLI will pay shipping and handling charges on all prepaid Course Handbook orders in the United States, U.S. Possessions and Canada. California, Illinois, Maryland, New York, Ohio, Rhode Island, Texas and Virginia residents please add applicable sales tax to price of publications and audio CD and DVD products. Please check if you are a PLI Privileged Member. Please send me information on PLI membership. Please send me PLI s catalog of publications. Please send me PLI s catalog of Institutes and Programs. The information below is required to properly process your CLE certificate: State: Bar ID# State: Bar ID# State: Bar ID# $ check enclosed (Payable to Practising Law Institute) Bill me PLI Privileged Member Please Charge to: Visa MasterCard American Express Diners Club Credit Card No.: Exp. Date: Signature Required: Phone No.: PRIORITY CODE: ZVV9 8A500 Practising Law Institute 810 Seventh Avenue New York, N.Y NON-PROFIT ORGANIZATION U.S. POSTAGE PAID PRACTISING LAW INSTITUTE Name Title Firm Address (Use Street Address for UPS Delivery) City/State/Zip Phone Fax