Do you know the best negotiating strategies in the current real estate M&A market? What are the “hot buttons” for seller, buyer and lender requirements, in the board room, the courts and with the SEC? What are the factors and legal issues you should analyze with respect to investing in distressed situations? How do the nature and ownership of the entity, and the characteristics of its property and the structuring of the acquisition fit with the current underwriting criteria of lenders? Which provisions in a merger agreement are critical, and which ones are just nice to have? How do you manage your financing sources and your contractual obligations? This one-of-a-kind program will give you the answers to key questions such as these, plus offer a focus on workouts, both before and after the occurrence of the default, as well as look at the sources and the manner in which these deals are being recapitalized. Some of the best transactional lawyers in the country will be on hand to give you cutting-edge tips for our ever-changing marketplace. Make the most of this unique opportunity.
Lecture Topics [Total time 06:45:33]
Segments with an asterisk (*) are available only with the purchase of the entire program.
- Introduction and Overview of the Landscape [00:55:32]
David W. Bonser, Todd Eagle, Robin Panovka, Lisa Beeson, J. Warren Gorrell, Jr.
- Case Studies: REIT Acquisitions in a Globalizing World [00:53:44]
James M. Barkley, Matthew J. Lustig, Guy A. Metcalfe, Adam O. Emmerich
- SEC Developments and the REIT Capital Markets [01:40:22]
Richard E. Fournier, Jr., Julian T. Kleindorfer, Michael E. McTiernan
- REIT M&A 101: Change and Continuity [01:15:25]
James J. Hanks, Jr., Gil Menna, A. Adam Troso, Alan Felder
- Tax Issues in REIT Deals [00:59:56]
Ana Cristina Arumi, Jodi J. Schwartz, John D. Rayis
- Recapitalizations and Restructurings [01:00:34]
Jacqueline Marcus, Eugene A. Pinover, David Pauker, Glenn Rufrano
The purchase price of this Web Program includes the following articles from the Course Handbook available online:
- REITs: Mergers and Acquisitions; Chapter 1: Introduction
David M Einhorn, Robin Panovka, Adam O. Emmerich
- REITs: Mergers and Acquisitions; Chapter 4: Selling a REIT
David M Einhorn, Robin Panovka, Adam O. Emmerich
- Roadmap for a REIT IPO: A Summary Guide to Going Public
Richard E. Fournier, Jr.
- REITs: Mergers and Acquisitions; Chapter 2: Structural Considerations in Consensual REIT M&A Transactions
David M Einhorn, Robin Panovka, Adam O. Emmerich
- Duties of Directors in Takeovers in Maryland
James J. Hanks, Jr.
- REITs: Mergers and Acquisitions; Chapter 6: Tax Considerations in REIT Mergers and Acquisitions
David M Einhorn, Robin Panovka, Jodi J. Schwartz, Adam O. Emmerich
- REIT Ownership Limits
Ana Cristina Arumi
- Tax Issues Relating to Convertible Debt Issued by REITs
Ana Cristina Arumi
- Real Estate Restructurings: Issues Raised by Complex, Multi-Tranche Financial Structures
Jacqueline Marcus
- Expense Advance in Maryland--New Case (PowerPoint Slides)
James J. Hanks, Jr.
- Index to Real Estate M&A and REIT Transactions 2013
Presentation Material
- REIT M&A 101: Change and Continuity
James J. Hanks, Jr.
- Tax Issues in REIT Deals
Jodi J. Schwartz
Co-Chair(s)
Moderator(s)
Guy A. Metcalfe ~ Global Head of Real Estate Investment Banking, Morgan Stanley
Speaker(s)
Lisa Beeson ~ Head of Real Estate Mergers & Acquisitions, Barclays Capital
Todd Eagle ~ Managing Director, Goldman, Sachs & Co.
Matthew J. Lustig ~ Managing Partner of US Investment Banking Head of Real Estate, Gaming & Lodging, Lazard Frères & Co. LLC
Michael E. McTiernan ~ Assistant Director, Real Estate and Business Services, U.S. Securities and Exchange Commission
A. Adam Troso ~ Managing Director, Real Estate & Lodging Investment Banking, J.P. Morgan Securities LLC
PLI makes every effort to accredit its On-Demand Web Programs and Segments. Please check the CLE Calculator above for CLE information specific to your state.
On-Demand Web Programs and Segments are approved in:
Alabama1, Alaska, California, Colorado, Delaware, Florida, Georgia, Hawaii, Idaho*, Illinois , Iowa2*, Kansas, Kentucky*, Louisiana, Maine*, Mississippi, Missouri3, Montana, Nebraska, Nevada, New Hampshire4, New Jersey, New Mexico5, New York6, North Carolina7, North Dakota, Ohio8, Oklahoma9, Oregon*, Pennsylvania10, Rhode Island11, South Carolina, Tennessee12, Texas, Utah, Vermont, Virginia13, Washington, West Virginia, Wisconsin14 and Wyoming*.
Iowa, Mississippi, Oklahoma, and Wisconsin DO NOT approve Audio Only On-Demand Web Programs.
Minnesota approves live webcasts ONLY
Please Note: The State Bar of Arizona does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement. PLI programs may qualify for credit based on the requirements outlined in the MCLE Regulations and Ariz. R. Sup. Ct. Rule 45.
*PLI will apply for credit upon request. Louisiana and New Hampshire: PLI will apply for credit upon request for audio-only on-demand web programs.
1Alabama: Approval of all web based programs is limited to a maximum of 6.0 credits.
2Iowa: The approval is for one year from recorded date. Does not approve of Audio-only On-Demand Webcasts.
3Missouri: On-demand web programs are restricted to six hours of self-study credit per year. Self-study may not be used to satisfy the ethics requirements. Self-study can not be used for carryover credit.
4New Hamphsire: The approval is for three years from recorded date.
5New Mexico: On-Demand web programs are restricted to 4.0 self-study credits per year.
6New York: Newly admitted attorneys may not take non-traditional course formats such as on-demand Web Programs or live Webcasts for CLE credit. Newly admitted attorneys not practicing law in the United States, however, may earn 12 transitional credits in non-traditional formats.
7North Carolina: A maximum of 4 credits per reporting period may be earned by participating in on-demand web programs.
8Ohio: To confirm that the web program has been approved, please refer to the list of Ohio’s Approved Self Study Activities at http://www.sconet.state.oh.us. Online programs are considered self-study. Ohio attorneys have a 6 credit self-study limit per compliance period. The Ohio CLE Board states that attorneys must have a 100% success rate in clicking on timestamps to receive ANY CLE credit for an online program.
9Oklahoma: Up to 6 credits may be earned each year through computer-based or technology-based legal education programs.
10Pennsylvania: PA attorneys may only receive a maximum of four (4) hours of distance learning credit per compliance period. All distance learning programs must be a minimum of 1 full hour.
11Rhode Island: Audio Only On-Demand Web Programs are not approved for credit. On-Demand Web Programs must have an audio and video component.
12Tennessee: The approval is for the calendar year in which the live program was presented.
13Virginia: All distance learning courses are to be done in an educational setting, free from distractions.
14Wisconsin: Ethics credit is not allowed. The ethics portion of the program will be approved for general credit. There is a 10 credit limit for on-demand web programs during every 2-year reporting period. Does not approve of Audio-only On-Demand Webcasts.
Running time and CLE credit hours are not necessarily the same. Please be aware that many states do not permit credit for luncheon and keynote speakers.
If you have already received credit for attending some or the entire program, please be aware that state administrators do not permit you to accrue additional credit for repeat viewing even if an additional credit certificate is subsequently issued.
Note that some states limit the number of credit hours attorneys may claim for online CLE activities, and state rules vary with regard to whether online CLE activities qualify for participatory or self-study credits. For more information, call Customer Service (800) 260-4PLI (4754) or e-mail info@pli.edu.