Subordinate Financing in CMBS Transactions: Rating Agency, Investor and Servicing Concerns
Structuring A/B, Pari Passu, Mezzanine, Preferred Equity, and Intercreditor Arrangements for Securitization
Note: CPE credit is not offered on this program
Recording of a 90-minute premium CLE webinar with Q&A
This CLE course will provide real estate finance counsel with guidance on how to structure A/B, pari passu, mezzanine, preferred equity and intercreditor arrangements for successful execution in a CMBS transaction. The panel will discuss how best to address the concerns of rating agencies and investors who evaluate loans with subordinate financing, and the issues presented in servicing loans with subordinate financing after securitization.
- CMBS distinguished from portfolio lending
- Securitization parties—rating agencies, investors, servicers
- Issues specific to mezzanine financing
- Issues specific to preferred equity
- A/B and pari passu loans
- Servicing and control rights
- Intercreditor agreements
The panel will review these and other critical issues:
- How do rating agencies and investors (including B-piece buyers) evaluate subordinate financing?
- Why might preferred equity be viewed more favorably at securitization than a mezzanine loan?
- What are some key provisions for any intercreditor agreement, and how are they addressed in the accepted CMBS form?
- How should servicing rights be addressed in A/B or pari passu loan structures?
White and Williams
Mr. Coury concentrates on highly structured real estate finance and capital markets transactions, general real estate... | Read More
Mr. Coury concentrates on highly structured real estate finance and capital markets transactions, general real estate law and corporate matters. His real estate finance practice includes representing lenders and borrowers in CMBS origination and securitization, balance sheet lending, mezzanine lending, preferred equity investments, hard money lending, EB-5 lending, agency loans, and real estate debt secondary markets transactions (loan and participation sales and purchases) and debt syndications. In connection with real estate financing, Mr. Coury routinely represents clients in negotiating intercreditor agreements, co-lender agreements and participation agreements, as well as workouts, foreclosures and restructurings.Close
Allen J. Dickey
Mr. Dickey practices in all aspects of real estate finance, securitization, acquisition, leasing and development. He... | Read More
Mr. Dickey practices in all aspects of real estate finance, securitization, acquisition, leasing and development. He also has experience in equity financing, mortgage backed securitization, mortgage, and mezzanine and subordinate loan origination. He has published several articles regarding real estate, structured finance, commercial lending, and loan enforcement, and often lectures to attorney and industry groups regarding real estate, lending and loan enforcement topics. Mr. Dickey’s experience includes working with lenders, developers, investors and business owners on all aspects of real estate transactions, including mortgage and mezzanine loan origination and enforcement, CMBS lending, mortgage backed securitization, construction finance, development finance and loan workouts, modifications and extensions.Close
Siobhan M. O'Donnell
Ms. O'Donnell is Team Leader of the firm’s CMBS Loan Origination Team who focuses her practice in the area of... | Read More
Ms. O'Donnell is Team Leader of the firm’s CMBS Loan Origination Team who focuses her practice in the area of commercial real estate finance. She represents investment banks, commercial banks, specialty finance companies, and institutional lenders, as well as real estate developers and owners, in a variety of real estate financing transactions. Ms. O'Donnell represents clients in permanent and bridge loan origination, CMBS conduit loans, construction loans, preferred equity transactions, mezzanine loans, and other subordinate financing structures. She also has significant experience in other aspects of real estate transactions, including leasing and acquisitions and dispositions of real estate.Close