Structuring Real Estate Loans With Foreign Borrowers, Trusts and Tenants in Common

Documenting U.S. Assets of Foreign Guarantors, Reviewing TIC Agreements, Revocable vs. Irrevocable Trusts, and More

Recording of a 90-minute CLE webinar with Q&A


Conducted on Tuesday, March 28, 2017

Recorded event now available

or call 1-800-926-7926
Program Materials

This CLE webinar will enable counsel to structure real estate loans with borrowers which are comprised of foreign investors and guarantors; trusts as investors or guarantors; and tenants in common (TICs). Lending standards have evolved for how each should be handled. The panel will discuss issues unique to each type of borrower, as well as additional due diligence and loan document revisions needed to address those issues.

Description

Nonstandard borrowers and guarantors present underwriting and documentation challenges for lenders. Counsel must know how to structure loans with each type of borrower and guarantor. For borrowers which include foreign investors, lenders will require foreign as well as domestic anti-terrorism, anti-money laundering, and credit/litigation searches on each investor.

To allow for suit and collection in the U.S., foreign guarantors should be underwritten based on U.S.-held assets and agree to maintain a minimum U.S. net worth and liquidity throughout the loan term.

Where the borrower is comprised of TICs, there must be a tenant-in-common agreement which appoints a managing agent, subordinates any TIC claims to the loan, and otherwise addresses the parties’ relation to each other and the lender.

Trusts require special attention. Counsel must identify the assets in the trust, determine whether the trust is revocable, and understand conditions for removal of the trustee and how death or insolvency of the trustee or beneficiaries impacts control. Beneficiaries as well as the trustees may have to be underwritten as principals in the transaction.

Listen as our authoritative panel prepares lender’s and borrower’s counsel to structure transactions where borrowers are either foreign investors and guarantors; trusts as investors or guarantors; and/or TICs. The panel will review due diligence concerns with foreign investors, the role of U.S. assets and U.S. agent for foreign guarantors, subordination and other key TIC agreement provisions, the trustee-beneficiary relationship of the trustee, revocable trusts, U.S. SPE borrowers in these transactions, and more.

READ MORE

Outline

  1. Foreign parties as investors and guarantors
    1. OFAC, anti-money laundering and other due diligence
    2. Requirement of domestic assets (if guarantor)
    3. Need for domestic single purpose entity
    4. Appointment of U.S. agent; loan document revisions
  2. Tenants in common
    1. Key provisions in TIC agreement
    2. Need for each TIC to be an SPE
    3. Appointment of managing TIC or other designated manager
    4. Subordination of TIC agreement and TIC claims; loan document revisions
  3. Trusts as investors and guarantors
    1. Revocable vs. irrevocable trust—nailing down trust assets
    2. Role of trustee, beneficiaries—identifying control issues
    3. Transfer and other loan document revisions

Benefits

The panel will review these and other key issues:

  • What are the additional due diligence and structuring requirements for borrowers with foreign investors?
  • Why are U.S. assets and a U.S. agent for service important for loans with foreign guarantors?
  • How should TIC borrowers be structured, and what provisions are critical in the TIC agreement and the loan documents?
  • What are the key issues that arise in lending to trusts, and how should those transactions be documented?

Faculty

Gerard C. Keegan, Jr.
Gerard C. Keegan, Jr.

Partner
Alston & Bird

Mr. Keegan is Co-Chair of the firm’s Real Estate Finance and Investment Group. He represents institutional...  |  Read More

Jon S. Robins
Jon S. Robins

Partner
Klehr Harrison Harvey Branzburg

Mr. Robins' practice includes a full range of finance, equity investment and real estate activities for private...  |  Read More

Other Formats
— Anytime, Anywhere

Strafford will process CLE credit for one person on each recording. All formats include program handouts. To find out which recorded format will provide the best CLE option, select your state:

CLE On-Demand Video

$297

Download

$297