Seminar  Program

CMBS and the Real Estate Lawyer 2019: Lender and Borrower Issues in the Capital Market


Select a Location:

Why You Should Attend

After robust CMBS issuance in 2015 and disappointing declines in CMBS originations for 2016 and 2017, CMBS loan originations are once again becoming a significant portion of mortgage loan origination.  The MBA’s latest Commercial/Multifamily Mortgage Debt Outstanding Report states that the level of such debt increased by $44.3 billion to end at $3.2 trillion for the first quarter. That increase was greater than “any other first quarter since before the Great Recession.” Find out how these unprecedented levels were driven by the CMBS market from our expert faculty as they discuss key developments in the CMBS market, including the state of the CMBS market, workouts and restructuring, and complex issues faced by CMBS borrowers. 

What You Will Learn  

  • Short history of CMBS market and an introduction to CMBS jargon
  • Review the process and structures for commercial mortgage securitization
  • How to create the mortgage loan for securitization when representing lenders, borrowers and guarantors in conduit and large loan transactions
  • Componentizing the mortgage loan when representing senior and subordinate lenders in the financial capital stack
  • How to administer the CMBS Trust Collateral Pools when representing borrowers and guarantors after securitization with CMBS trustees and more
  • The nuances of handling different interests after loan closing in mortgage warehouse arrangements, repo lines, and collateralized loan obligations

Who Should Attend

Real estate attorneys; real estate and hotel investment bankers, lenders and brokers; real estate and hotel general counsel and senior business executives; hotel asset managers and acquisition managers, and investment advisers; and other real estate or hotel advisers and consultants will benefit from attending this program.

Program Level: Overview

Intended Audience: Real estate attorneys; real estate and hotel investment bankers, lenders and brokers; real estate and hotel general counsel and senior business executives; hotel asset managers and acquisition managers, and investment advisers; and other real estate or hotel advisers and consultants will benefit from attending this program.

Prerequisites: None

Advanced Preparation: None


PLI Group Discounts

Groups of 4-14 from the same organization, all registering at the same time, for a PLI program scheduled for presentation at the same site, are entitled to receive a group discount. For further discount information, please contact membership@pli.edu or call (800) 260-4PLI.

PLI Can Arrange Group Viewing to Your Firm

Contact the Groupcasts Department via email at groupcasts@pli.edu for more details.

Cancellations

All cancellations received 3 business days prior to the program will be refunded 100%. If you do not cancel within the allotted time period, payment is due in full. You may substitute another individual to attend the program at any time.

9:00 Introduction
  • Short history of CMBS market
  • Players and participants in CMBS
  • Grantor trusts - taxable mortgage pools – REMICS
  • Introduction to CMBS jargon

Joseph Philip Forte, Joseph Franzetti, Meredith J. Kane



9:15 Commercial Mortgage Securitization: Process & Structures

Representing lenders, whole loan sellers, depositors, issuers and servicers

  • Senior/subordinate structure
  • Credit support/enhancement
  • Credit ratings/investment grade
  • B piece buyer/controlling holder
  • “Horizontal” or “Vertical” or “L-shape” risk retention
  • Representations and warranties
  • Mortgage loan purchase agreement
  • Pooling and servicing agreement

Stacy G. Ackermann, Joseph Franzetti, Daniel B. Rubock, Erin E. Stafford



10:15 Creating the Mortgage Loan for Securitization

Representing lenders, borrowers and guarantors in negotiating and documenting of conduit and large loan transactions

  • SPEs and nonrecourse loans
  • Nonrecourse carve outs – losses vs full recourse
  • Cash management – active and springing
  • Prohibition on transfers and subordinate debt
  • Opinions – closing and non-con

Leslie K. Fairbanks, David W. Forti, Steven G. Horowitz, Ana Rosu Marmann, Daniel B. Rubock, Erin E. Stafford



11:15 Networking Break

11:30 Creating the Mortgage Loan for Securitization (continued)
  • Restoration and alterations
  • Indemnities
  • Servicing fees
  • Post-closing cooperation and costs
  • Rating agency/Issuer/Investor impact on negotiations

Leslie K. Fairbanks, David W. Forti, Steven G. Horowitz, Ana Rosu Marmann, Daniel B. Rubock, Erin E. Stafford



12:30 Lunch

1:45 Componentizing the Mortgage Loan

Representing senior and subordinate lenders as well as borrowers and guarantors in the financing capital stack

  • Pari Passu A notes
  • B notes
  • Rake bonds
  • Mezzanine debt
  • Preferred equity
  • Participation, co-lending, and intercreditor agreements

David W. Forti, Stacy G. Ackermann, Steven G. Horowitz, Ana Rosu Marmann, Daniel B. Rubock



3:00 Networking Break

3:15 Accumulation/Aggregation/Alternative Exit Strategies

Representing lenders, borrowers and guarantors’ interests after loan closing in

  • Mortgage warehouse arrangements
  • Repurchase facilities (“Repo”)
  • Collateralized loan obligations (CLOs)
  • CRE CLO vs Repo – Pros & Cons
  • Difference between CMBS and CLOs
  • Difference between CMBS and CLO loans
  • Impact of agency financing on CMBS
  • Motivation for exponential growth of CLOs
  • CLOs not a collateralized debt obligations (CDO)

Stacy G. Ackermann, Darren Esser, Erin E. Stafford



4:15 Administering the CMBS Trust Collateral Pools: Pre and Post Default Loan Administration

Representing borrowers and guarantors after securitization with CMBS trustees; master servicers; and special servicers

  • Investor Reporting Package
  • Lease approvals
  • Assumptions
  • Releases
  • Other lender consents
  • Casualty/condemnation restoration
  • Workouts and enforcement
  • Bankruptcy
  • Servicing fees – pre/post default

Stacy G. Ackermann, Erin E. Stafford, Alan Kronovet, Thomas F. Nealon III



5:15 Questions and Answers

5:30 Adjourn

Co-Chair(s)
Joseph Philip Forte ~ Sullivan & Worcester LLP
Meredith J. Kane ~ Paul, Weiss, Rifkind, Wharton & Garrison LLP
Speaker(s)
Stacy G. Ackermann ~ K&L Gates LLP
David W. Forti ~ Dechert LLP
Joseph Franzetti ~ Senior Vice President, Berkadia Commercial Mortgage LLC
Steven G. Horowitz ~ Cleary Gottlieb Steen & Hamilton LLP
Alan Kronovet ~ Executive Vice President, Head of Wells Fargo Commercial Mortgage Servicing, Wells Fargo
Ana Rosu Marmann ~ Director, Citigroup Global Markets Inc.
Thomas F. Nealon III ~ CEO, American Liver Foundation
Daniel B. Rubock ~ Senior Vice President, Moody's Investors Service, Inc.
Erin E. Stafford ~ Managing Director, DBRS, Inc.
Program Attorney(s)
Meghan Carney Cavagnaro ~ Senior Program Attorney, Practising Law Institute

New York City Seminar Location

PLI New York Center
, 1177 Avenue of the Americas, (2nd floor), entrance on 45th Street, New York, New York 10036. (800) 260-4754.

New York City Hotel Accommodations

Crowne Plaza Times Square Manhattan, 1605 Broadway (48th Street), New York, NY 10019 (212) 977-4000. When calling, mention Practising Law Institute. You can also make reservations online to access PLI's rates.

The Muse, 130 West 46th Street, New York, NY 10036. Please call reservations at 1-800-546-7866. When calling, please mention Practising Law Institute and Corporate Rate ID 786839408. In addition, you can book online at PLI Muse Hotel

Millennium Broadway Hotel, 145 West 44th Street, New York, NY 10036. Please call reservations at 1-800-622-5569. When calling, please mention Practising Law Institute. In addition, you can book online at PLI Millennium Hotel .

 Hyatt Times Square, 135 W. 45th Street, New York, NY 10036. For reservations, please call (646) 364-1234. When calling mention rate code CR56218 or Practising Law Institute.

General credit information about this format appears below. For credit information specific to this program, please choose your jurisdiction(s) in the Credit Information box on the right-hand side of this page.


U.S. MCLE States

Alabama: PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Alaska:  All PLI products can fulfill Alaska’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Arizona:  PLI’s live seminars qualify as “interactive CLE” credit. There is no limit to the number of credits an attorney can earn via interactive CLE programs.

Arkansas:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

California:  PLI’s live seminars qualify as “participatory” credit. There is no limit to the number of credits an attorney can earn via participatory programs.

Colorado:  All PLI products can fulfill Colorado’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Connecticut: Effective January 1, 2017, all PLI products can fulfill Connecticut’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Delaware:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Florida:  All PLI products can fulfill Florida’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Georgia:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Hawaii:  All PLI products can fulfill Hawaii’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Idaho:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Illinois: All PLI products can fulfill Illinois' CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Indiana:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Iowa:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Kansas:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live programs.

Kentucky:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Louisiana:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Maine:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Minnesota:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Mississippi:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Missouri:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Montana:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Nebraska:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Nevada:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

New Hampshire:  All PLI products can fulfill New Hampshire’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

New Jersey:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

New Mexico:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

New York

Experienced Attorneys:  All PLI products can fulfill New York’s CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Newly Admitted Attorneys:  PLI’s transitional live seminars can be used to fulfill the requirements for newly admitted attorneys. All credit categories may be earned via transitional live seminars.

North Carolina:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars

North Dakota:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Ohio:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Oklahoma:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Oregon:  All PLI products can fulfill Oregon’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Pennsylvania: PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Puerto Rico:  All PLI products can fulfill Puerto Rico’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Rhode Island:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

South Carolina:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Tennessee:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Texas:  All PLI products can fulfill Texas’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Utah:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Vermont:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Virgin Islands:  All PLI products can fulfill the Virgin Islands’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Virginia:  PLI’s live seminars qualify as “live interactive” credit. There is no limit to the number of credits an attorney can earn via live interactive programs.

Washington:  All PLI products can fulfill Washington’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

West Virginia:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Wisconsin:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Wyoming:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

CPD Jurisdictions

British Columbia (CPD-BC):  PLI’s live seminars qualify as “real-time” credit. There is no limit to the number of credits an attorney can earn via real-time programs.

Ontario (CPD-ON):  PLI’s live seminars qualify as “interactive” credit. There is no limit to the number of credits an attorney can earn via interactive programs.

Quebec (CPD-QC): PLI’s live seminars can fulfill Quebec’s CPD requirements.

Hong Kong (CPD-HK):  PLI’s live seminars qualify as “live” credit. There is no limit to the number of points an attorney can earn via live seminars.

United Kingdom (CPD-UK):  PLI’s live seminars can fulfill the United Kingdom’s CPD requirements.

Australia (CPD-AUS):  PLI’s live seminars qualify as “live” credit in all Australian jurisdictions. There is no limit to the number of credits an attorney can earn via live seminars.

Alberta (CPD-ALBERTA):  All PLI products can fulfill Alberta’s CPD requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Dubai (CLPD-DUBAI):  PLI’s live seminars may fulfill CLPD credit requirements.

Other Credit Types

CPE Credit (NASBA): PLI’s live seminars qualify as the “Group-Live” delivery method. Please check the Credit Information box on the right-hand side of this page to verify CPE credit availability.

IRS Continuing Education (IRS-CE): PLI’s live seminars may fulfill IRS-CE requirements. To request IRS-CE credit, please notify PLI at plicredits@pli.edu of your request and include your Preparer Tax Identification Number (PTIN).

Certified Fraud Examiner CPE:  PLI’s live seminars may fulfill Certified Fraud Examiner CPE requirements. To request CPE credit or find out which programs offer CPE, please contact PLI at plicredits@pli.edu.

IAPP Continuing Privacy Credit (CPE):  PLI’s live seminars may fulfill Privacy CPE credit requirements.

HR Recertification (HRCI):  PLI’s live seminars may fulfill HR credit requirements.

SHRM Recertification (SHRM):  PLI’s live seminars qualify as "instructor-led" credit. There is no limit to the number of credits an SHRM professional can earn via instructor-led programs.

Compliance Certification Board (CCB):  PLI’s live seminars qualify as “live” training events. There is no limit to the number of credits a candidate or certification holder can earn via live programs.

Certified Anti-Money Laundering Specialists (CAMS):  PLI’s live seminars may fulfill CAMS credit requirements.

New York State Social Worker Continuing Education (SW CPE):  PLI’s live seminars may fulfill SW CPE credit requirements.

American Bankers Association Professional Certification (ABA):  PLI’s live seminars may fulfill ABA credit requirements.

Certified Financial Planners (CFP):  PLI’s live seminars may fulfill CFP credit requirements.

 

Why You Should Attend

After robust CMBS issuance in 2015 and disappointing declines in CMBS originations for 2016 and 2017, CMBS loan originations are once again becoming a significant portion of mortgage loan origination.  The MBA’s latest Commercial/Multifamily Mortgage Debt Outstanding Report states that the level of such debt increased by $44.3 billion to end at $3.2 trillion for the first quarter. That increase was greater than “any other first quarter since before the Great Recession.” Find out how these unprecedented levels were driven by the CMBS market from our expert faculty as they discuss key developments in the CMBS market, including the state of the CMBS market, workouts and restructuring, and complex issues faced by CMBS borrowers. 

What You Will Learn  

  • Short history of CMBS market and an introduction to CMBS jargon
  • Review the process and structures for commercial mortgage securitization
  • How to create the mortgage loan for securitization when representing lenders, borrowers and guarantors in conduit and large loan transactions
  • Componentizing the mortgage loan when representing senior and subordinate lenders in the financial capital stack
  • How to administer the CMBS Trust Collateral Pools when representing borrowers and guarantors after securitization with CMBS trustees and more
  • The nuances of handling different interests after loan closing in mortgage warehouse arrangements, repo lines, and collateralized loan obligations

Who Should Attend

Real estate attorneys; real estate and hotel investment bankers, lenders and brokers; real estate and hotel general counsel and senior business executives; hotel asset managers and acquisition managers, and investment advisers; and other real estate or hotel advisers and consultants will benefit from attending this program.

Program Level: Overview

Intended Audience: Real estate attorneys; real estate and hotel investment bankers, lenders and brokers; real estate and hotel general counsel and senior business executives; hotel asset managers and acquisition managers, and investment advisers; and other real estate or hotel advisers and consultants will benefit from attending this program.

Prerequisites: None

Advanced Preparation: None


PLI Group Discounts

Groups of 4-14 from the same organization, all registering at the same time, for a PLI program scheduled for presentation at the same site, are entitled to receive a group discount. For further discount information, please contact membership@pli.edu or call (800) 260-4PLI.

PLI Can Arrange Group Viewing to Your Firm

Contact the Groupcasts Department via email at groupcasts@pli.edu for more details.

Cancellations

All cancellations received 3 business days prior to the program will be refunded 100%. If you do not cancel within the allotted time period, payment is due in full. You may substitute another individual to attend the program at any time.

9:00 Introduction
  • Short history of CMBS market
  • Players and participants in CMBS
  • Grantor trusts - taxable mortgage pools – REMICS
  • Introduction to CMBS jargon

Joseph Philip Forte, Joseph Franzetti, Meredith J. Kane



9:15 Commercial Mortgage Securitization: Process & Structures

Representing lenders, whole loan sellers, depositors, issuers and servicers

  • Senior/subordinate structure
  • Credit support/enhancement
  • Credit ratings/investment grade
  • B piece buyer/controlling holder
  • “Horizontal” or “Vertical” or “L-shape” risk retention
  • Representations and warranties
  • Mortgage loan purchase agreement
  • Pooling and servicing agreement

Stacy G. Ackermann, Joseph Franzetti, Daniel B. Rubock, Erin E. Stafford



10:15 Creating the Mortgage Loan for Securitization

Representing lenders, borrowers and guarantors in negotiating and documenting of conduit and large loan transactions

  • SPEs and nonrecourse loans
  • Nonrecourse carve outs – losses vs full recourse
  • Cash management – active and springing
  • Prohibition on transfers and subordinate debt
  • Opinions – closing and non-con

Leslie K. Fairbanks, David W. Forti, Steven G. Horowitz, Ana Rosu Marmann, Daniel B. Rubock, Erin E. Stafford



11:15 Networking Break

11:30 Creating the Mortgage Loan for Securitization (continued)
  • Restoration and alterations
  • Indemnities
  • Servicing fees
  • Post-closing cooperation and costs
  • Rating agency/Issuer/Investor impact on negotiations

Leslie K. Fairbanks, David W. Forti, Steven G. Horowitz, Ana Rosu Marmann, Daniel B. Rubock, Erin E. Stafford



12:30 Lunch

1:45 Componentizing the Mortgage Loan

Representing senior and subordinate lenders as well as borrowers and guarantors in the financing capital stack

  • Pari Passu A notes
  • B notes
  • Rake bonds
  • Mezzanine debt
  • Preferred equity
  • Participation, co-lending, and intercreditor agreements

David W. Forti, Stacy G. Ackermann, Steven G. Horowitz, Ana Rosu Marmann, Daniel B. Rubock



3:00 Networking Break

3:15 Accumulation/Aggregation/Alternative Exit Strategies

Representing lenders, borrowers and guarantors’ interests after loan closing in

  • Mortgage warehouse arrangements
  • Repurchase facilities (“Repo”)
  • Collateralized loan obligations (CLOs)
  • CRE CLO vs Repo – Pros & Cons
  • Difference between CMBS and CLOs
  • Difference between CMBS and CLO loans
  • Impact of agency financing on CMBS
  • Motivation for exponential growth of CLOs
  • CLOs not a collateralized debt obligations (CDO)

Stacy G. Ackermann, Darren Esser, Erin E. Stafford



4:15 Administering the CMBS Trust Collateral Pools: Pre and Post Default Loan Administration

Representing borrowers and guarantors after securitization with CMBS trustees; master servicers; and special servicers

  • Investor Reporting Package
  • Lease approvals
  • Assumptions
  • Releases
  • Other lender consents
  • Casualty/condemnation restoration
  • Workouts and enforcement
  • Bankruptcy
  • Servicing fees – pre/post default

Stacy G. Ackermann, Erin E. Stafford, Alan Kronovet, Thomas F. Nealon III



5:15 Questions and Answers

5:30 Adjourn

Co-Chair(s)
Joseph Philip Forte ~ Sullivan & Worcester LLP
Meredith J. Kane ~ Paul, Weiss, Rifkind, Wharton & Garrison LLP
Speaker(s)
Stacy G. Ackermann ~ K&L Gates LLP
David W. Forti ~ Dechert LLP
Joseph Franzetti ~ Senior Vice President, Berkadia Commercial Mortgage LLC
Steven G. Horowitz ~ Cleary Gottlieb Steen & Hamilton LLP
Alan Kronovet ~ Executive Vice President, Head of Wells Fargo Commercial Mortgage Servicing, Wells Fargo
Ana Rosu Marmann ~ Director, Citigroup Global Markets Inc.
Thomas F. Nealon III ~ CEO, American Liver Foundation
Daniel B. Rubock ~ Senior Vice President, Moody's Investors Service, Inc.
Erin E. Stafford ~ Managing Director, DBRS, Inc.
Program Attorney(s)
Meghan Carney Cavagnaro ~ Senior Program Attorney, Practising Law Institute
General credit information about this format appears below. For credit information specific to this program, please choose your jurisdiction(s) in the Credit Information box on the right-hand side of this page.

PLI’s live and on-demand webcasts are single-user license products intended for an individual registrant only. Credit will be issued only to the individual registered. If two or more individuals wish to participate in a webcast and receive credit, PLI would be happy to provide a Groupcast – group viewing of a webcast. To schedule a Groupcast, please contact PLI at groupcasts@pli.edu.


U.S. MCLE States

Alabama:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Alaska:  All PLI products can fulfill Alaska’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Arizona:  PLI’s live webcasts qualify as “interactive CLE” credit. There is no limit to the number of credits an attorney can earn via interactive CLE programs.

Arkansas:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

California:  PLI’s live webcasts qualify as “participatory” credit. There is no limit to the number of credits an attorney can earn via participatory programs.

Colorado:  All PLI products can fulfill Colorado’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Connecticut: Effective January 1, 2017, all PLI products can fulfill Connecticut’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Delaware:  PLI’s live webcasts qualify as “eCLE” credit. Attorneys are limited to 12 credits of eCLE per reporting period.

Florida:  All PLI products can fulfill Florida’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Georgia:  PLI’s live webcasts qualify as “in-house” credit. Attorneys are limited to 6 in-house credits per reporting period.

Hawaii:  All PLI products can fulfill Hawaii’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Idaho:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Illinois:  All PLI products can fulfill Illinois' CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Indiana:  PLI’s live webcasts qualify as “distance education” credit. Attorneys are limited to 9 credits of distance education per reporting period. Effective January 1, 2019, the limit of distance education per reporting period will increase from 9 to 18 credits.

Iowa:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Kansas:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Kentucky:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Louisiana:  PLI’s live webcasts qualify as “self-study” credit. Attorneys are limited to 4 credits of self-study per reporting period.

Maine:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Minnesota:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Mississippi:  PLI’s live webcasts qualify as “distance learning” credit. Attorneys are limited to 6 credits of distance learning per reporting period.

Missouri:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Montana:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Nebraska:  PLI’s live webcasts qualify as “computer-based learning” credit. Attorneys are limited to 5 credits of computer-based learning per reporting period.

Nevada:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

New Hampshire:  All PLI products can fulfill New Hampshire’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

New Jersey:  PLI’s live webcasts qualify as “alternative verifiable learning formats” credit. Attorneys are limited to 12 credits of alternative verifiable learning formats per reporting period.

New Mexico:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

New York

Experienced Attorneys:  All PLI products can fulfill New York’s CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Newly Admitted Attorneys:  PLI’s transitional live webcasts can be used to fulfill the requirements for New York newly admitted attorneys. Ethics credit, professional practice credit, and law practice management credit may be earned via transitional live webcasts. Skills credits may not be earned via live webcasts.

North Carolina:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

North Dakota:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Ohio:  PLI’s live webcasts qualify as “self-study” credit. Attorneys are limited to 12 credits of self-study per reporting period.

Oklahoma:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Oregon:  All PLI products can fulfill Oregon’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Pennsylvania:  PLI’s live webcasts qualify as “distance learning” credit. Attorneys are limited to 6 credits of distance learning per reporting period.

Puerto Rico:  All PLI products can fulfill Puerto Rico’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Rhode Island:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

South Carolina:  PLI’s live webcasts qualify as “alternatively delivered” credit. Attorneys are limited to 6 credits of alternatively delivered programs per reporting period.

Tennessee:  PLI’s live webcasts qualify as “distance learning” credit. Attorneys are limited to 8 credits of distance learning per reporting period.

Texas:  All PLI products can fulfill Texas’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Utah:  PLI’s live webcasts qualify as “self-study” credit. Attorneys are limited to 12 credits of self-study per reporting period.

Vermont:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Virgin Islands:  All PLI products can fulfill the Virgin Islands’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Virginia:  PLI’s live webcasts qualify as “live interactive” credit. There is no limit to the number of credits an attorney can earn via live interactive programs.

Washington:  All PLI products can fulfill Washington’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

West Virginia:  PLI’s live webcasts qualify as “online” credit. Attorneys are limited to 12 credits of online instruction per reporting period.

Wisconsin:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Wyoming:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

CPD Jurisdictions

British Columbia (CPD-BC):  PLI’s live webcasts qualify as “real-time” credit. There is no limit to the number of credits an attorney can earn via real-time programs.

Ontario (CPD-ON):  PLI’s live webcasts qualify as “interactive” credit. There is no limit to the number of credits an attorney can earn via interactive programs.

Quebec (CPD-QC):  PLI’s live webcasts can fulfill Quebec’s CPD requirements.

Hong Kong (CPD-HK):  PLI’s live webcasts qualify as “distance learning” credit. Attorneys are limited to 15 points of distance learning programs per reporting period.

United Kingdom (CPD-UK):  PLI’s live webcasts can fulfill the United Kingdom’s CPD requirements.

Australia (CPD-AUS):  PLI’s live webcasts may fulfill Australia’s CPD requirements. Credit limits for live webcasts vary according to jurisdiction. Please refer to your jurisdiction’s CPD information page for specifics.

Alberta (CPD-ALBERTA):  All PLI products can fulfill Alberta’s CPD requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Dubai (CLPD-DUBAI):  PLI’s live webcasts may fulfill CLPD credit requirements.

Other Credit Types

CPE Credit (NASBA):  PLI’s live webcasts qualify as the “Group-Internet-Based” (GIB) delivery method. Please check the Credit Information box on the right-hand side of this page to verify CPE credit availability.

IRS Continuing Education (IRS-CE):  PLI’s live webcasts may fulfill IRS-CE requirements. To request IRS-CE credit, please notify PLI at plicredits@pli.edu of your request and include your Preparer Tax Identification Number (PTIN).

Certified Fraud Examiner CPE:  PLI’s live webcasts may fulfill Certified Fraud Examiner CPE requirements. To request CPE credit or find out which programs offer CPE, please contact PLI at plicredits@pli.edu.

IAPP Continuing Privacy Credit (CPE):  PLI’s live webcasts may fulfill Privacy CPE credit requirements.

HR Recertification (HRCI):  PLI’s live webcasts may fulfill HR credit requirements.

SHRM Recertification (SHRM):  PLI’s live webcasts qualify as "instructor-led" credit. There is no limit to the number of credits an SHRM professional can earn via instructor-led programs.

Compliance Certification Board (CCB):  PLI’s live webcasts qualify as “live” training events. There is no limit to the number of credits a candidate or certification holder can earn via live programs.

Certified Anti-Money Laundering Specialists (CAMS):  PLI’s live webcasts may fulfill CAMS credit requirements.

New York State Social Worker Continuing Education (SW CPE):  PLI’s live webcasts may fulfill SW CPE credit requirements.

American Bankers Association Professional Certification (ABA):  PLI’s live webcasts may fulfill ABA credit requirements.

Certified Financial Planners (CFP):  PLI’s live webcasts may fulfill CFP credit requirements.

 

Why You Should Attend

After robust CMBS issuance in 2015 and disappointing declines in CMBS originations for 2016 and 2017, CMBS loan originations are once again becoming a significant portion of mortgage loan origination.  The MBA’s latest Commercial/Multifamily Mortgage Debt Outstanding Report states that the level of such debt increased by $44.3 billion to end at $3.2 trillion for the first quarter. That increase was greater than “any other first quarter since before the Great Recession.” Find out how these unprecedented levels were driven by the CMBS market from our expert faculty as they discuss key developments in the CMBS market, including the state of the CMBS market, workouts and restructuring, and complex issues faced by CMBS borrowers. 

What You Will Learn  

  • Short history of CMBS market and an introduction to CMBS jargon
  • Review the process and structures for commercial mortgage securitization
  • How to create the mortgage loan for securitization when representing lenders, borrowers and guarantors in conduit and large loan transactions
  • Componentizing the mortgage loan when representing senior and subordinate lenders in the financial capital stack
  • How to administer the CMBS Trust Collateral Pools when representing borrowers and guarantors after securitization with CMBS trustees and more
  • The nuances of handling different interests after loan closing in mortgage warehouse arrangements, repo lines, and collateralized loan obligations

Who Should Attend

Real estate attorneys; real estate and hotel investment bankers, lenders and brokers; real estate and hotel general counsel and senior business executives; hotel asset managers and acquisition managers, and investment advisers; and other real estate or hotel advisers and consultants will benefit from attending this program.

Program Level: Overview

Intended Audience: Real estate attorneys; real estate and hotel investment bankers, lenders and brokers; real estate and hotel general counsel and senior business executives; hotel asset managers and acquisition managers, and investment advisers; and other real estate or hotel advisers and consultants will benefit from attending this program.

Prerequisites: None

Advanced Preparation: None


PLI Group Discounts

Groups of 4-14 from the same organization, all registering at the same time, for a PLI program scheduled for presentation at the same site, are entitled to receive a group discount. For further discount information, please contact membership@pli.edu or call (800) 260-4PLI.

PLI Can Arrange Group Viewing to Your Firm

Contact the Groupcasts Department via email at groupcasts@pli.edu for more details.

Cancellations

All cancellations received 3 business days prior to the program will be refunded 100%. If you do not cancel within the allotted time period, payment is due in full. You may substitute another individual to attend the program at any time.

9:00 Introduction
  • Short history of CMBS market
  • Players and participants in CMBS
  • Grantor trusts - taxable mortgage pools – REMICS
  • Introduction to CMBS jargon

Joseph Philip Forte, Joseph Franzetti, Meredith J. Kane



9:15 Commercial Mortgage Securitization: Process & Structures

Representing lenders, whole loan sellers, depositors, issuers and servicers

  • Senior/subordinate structure
  • Credit support/enhancement
  • Credit ratings/investment grade
  • B piece buyer/controlling holder
  • “Horizontal” or “Vertical” or “L-shape” risk retention
  • Representations and warranties
  • Mortgage loan purchase agreement
  • Pooling and servicing agreement

Stacy G. Ackermann, Joseph Franzetti, Daniel B. Rubock, Erin E. Stafford



10:15 Creating the Mortgage Loan for Securitization

Representing lenders, borrowers and guarantors in negotiating and documenting of conduit and large loan transactions

  • SPEs and nonrecourse loans
  • Nonrecourse carve outs – losses vs full recourse
  • Cash management – active and springing
  • Prohibition on transfers and subordinate debt
  • Opinions – closing and non-con

Leslie K. Fairbanks, David W. Forti, Steven G. Horowitz, Ana Rosu Marmann, Daniel B. Rubock, Erin E. Stafford



11:15 Networking Break

11:30 Creating the Mortgage Loan for Securitization (continued)
  • Restoration and alterations
  • Indemnities
  • Servicing fees
  • Post-closing cooperation and costs
  • Rating agency/Issuer/Investor impact on negotiations

Leslie K. Fairbanks, David W. Forti, Steven G. Horowitz, Ana Rosu Marmann, Daniel B. Rubock, Erin E. Stafford



12:30 Lunch

1:45 Componentizing the Mortgage Loan

Representing senior and subordinate lenders as well as borrowers and guarantors in the financing capital stack

  • Pari Passu A notes
  • B notes
  • Rake bonds
  • Mezzanine debt
  • Preferred equity
  • Participation, co-lending, and intercreditor agreements

David W. Forti, Stacy G. Ackermann, Steven G. Horowitz, Ana Rosu Marmann, Daniel B. Rubock



3:00 Networking Break

3:15 Accumulation/Aggregation/Alternative Exit Strategies

Representing lenders, borrowers and guarantors’ interests after loan closing in

  • Mortgage warehouse arrangements
  • Repurchase facilities (“Repo”)
  • Collateralized loan obligations (CLOs)
  • CRE CLO vs Repo – Pros & Cons
  • Difference between CMBS and CLOs
  • Difference between CMBS and CLO loans
  • Impact of agency financing on CMBS
  • Motivation for exponential growth of CLOs
  • CLOs not a collateralized debt obligations (CDO)

Stacy G. Ackermann, Darren Esser, Erin E. Stafford



4:15 Administering the CMBS Trust Collateral Pools: Pre and Post Default Loan Administration

Representing borrowers and guarantors after securitization with CMBS trustees; master servicers; and special servicers

  • Investor Reporting Package
  • Lease approvals
  • Assumptions
  • Releases
  • Other lender consents
  • Casualty/condemnation restoration
  • Workouts and enforcement
  • Bankruptcy
  • Servicing fees – pre/post default

Stacy G. Ackermann, Erin E. Stafford, Alan Kronovet, Thomas F. Nealon III



5:15 Questions and Answers

5:30 Adjourn

Co-Chair(s)
Joseph Philip Forte ~ Sullivan & Worcester LLP
Meredith J. Kane ~ Paul, Weiss, Rifkind, Wharton & Garrison LLP
Speaker(s)
Stacy G. Ackermann ~ K&L Gates LLP
David W. Forti ~ Dechert LLP
Joseph Franzetti ~ Senior Vice President, Berkadia Commercial Mortgage LLC
Steven G. Horowitz ~ Cleary Gottlieb Steen & Hamilton LLP
Alan Kronovet ~ Executive Vice President, Head of Wells Fargo Commercial Mortgage Servicing, Wells Fargo
Ana Rosu Marmann ~ Director, Citigroup Global Markets Inc.
Thomas F. Nealon III ~ CEO, American Liver Foundation
Daniel B. Rubock ~ Senior Vice President, Moody's Investors Service, Inc.
Erin E. Stafford ~ Managing Director, DBRS, Inc.
Program Attorney(s)
Meghan Carney Cavagnaro ~ Senior Program Attorney, Practising Law Institute
Atlanta Groupcast Location

Atlanta Bar Association, 400 International Tower, 229 Peachtree Street, NE, Atlanta, GA 30303-1601. (404) 521-0781.

General credit information about this format appears below. For credit information specific to this program, please choose your jurisdiction(s) in the Credit Information box on the right-hand side of this page.


U.S. MCLE States

Alabama:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Alaska:  All PLI products can fulfill Alaska’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Arizona:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “interactive CLE” credit. There is no limit to the number of credits an attorney can earn via interactive CLE programs.

Arkansas:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

California:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “participatory” credit. There is no limit to the number of credits an attorney can earn via participatory programs.

Colorado:  All PLI products can fulfill Colorado’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Connecticut: Effective January 1, 2017, all PLI products can fulfill Connecticut’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Delaware:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Florida:  All PLI products can fulfill Florida’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Georgia:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Hawaii:  All PLI products can fulfill Hawaii’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Idaho:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Illinois:  All PLI products can fulfill Illinois' CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Indiana:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Iowa:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Kansas:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live programs.

Kentucky:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Louisiana:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Maine:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Minnesota:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Mississippi:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “distance learning” credit. Attorneys are limited to 6 credits of distance learning per reporting period.

Missouri:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Montana:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Nebraska:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Nevada:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

New Hampshire:  All PLI products can fulfill New Hampshire’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

New Jersey:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “alternative verifiable learning formats” credit. Attorneys are limited to 12 credits of alternative verifiable learning formats per reporting period.

New Mexico:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

New York

Experienced Attorneys:  All PLI products can fulfill New York’s CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Newly Admitted Attorneys:  PLI’s transitional live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) can be used to fulfill the requirements for New York newly admitted attorneys. Ethics credit, professional practice credit, and law practice management credit may be earned via transitional live groupcasts. Skills credits may not be earned via live groupcasts.

North Carolina:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

North Dakota:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Ohio:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Oklahoma:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Oregon:  All PLI products can fulfill Oregon’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Pennsylvania:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Puerto Rico:  All PLI products can fulfill Puerto Rico’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Rhode Island:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

South Carolina:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Tennessee:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Texas:  All PLI products can fulfill Texas’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Utah:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “self-study” credit. Attorneys are limited to 12 credits of self-study per reporting period.

Vermont:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Virgin Islands:  All PLI products can fulfill the Virgin Islands’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Virginia:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live interactive” credit. There is no limit to the number of credits an attorney can earn via live interactive programs.

Washington:  All PLI products can fulfill Washington’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

West Virginia:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Wisconsin:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Wyoming:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.


CPD Jurisdictions

British Columbia (CPD-BC):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “real-time” credit. There is no limit to the number of credits an attorney can earn via real-time programs.

Ontario (CPD-ON):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “interactive” credit. There is no limit to the number of credits an attorney can earn via interactive programs.

Quebec (CPD-QC):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) can fulfill Quebec’s CPD requirements.

Hong Kong (CPD-HK):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of points an attorney can earn via live groupcasts.

United Kingdom (CPD-UK):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) can fulfill the United Kingdom’s CPD requirements.

Australia (CPD-AUS):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill Australia’s CPD requirements. Credit limits for live groupcasts vary according to jurisdiction. Please refer to your jurisdiction’s CPD information page for specifics.

Alberta (CPD-ALBERTA):  All PLI products can fulfill Alberta’s CPD requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Dubai (CLPD-DUBAI):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill CLPD credit requirements.


Other Credit Types

CPE Credit (NASBA):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as the “Group-Live” delivery method. Please check the Credit Information box on the right-hand side of this page to verify CPE credit availability.

IRS Continuing Education (IRS-CE):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill IRS-CE requirements. To request IRS-CE credit, please notify PLI at plicredits@pli.edu of your request and include your Preparer Tax Identification Number (PTIN).

Certified Fraud Examiner CPE:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill Certified Fraud Examiner CPE requirements. To request CPE credit or find out which programs offer CPE, please contact PLI at plicredits@pli.edu.

IAPP Continuing Privacy Credit (CPE):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill Privacy CPE credit requirements.

HR Recertification (HRCI):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill HR credit requirements.

SHRM Recertification (SHRM):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as "instructor-led" credit. There is no limit to the number of credits an SHRM professional can earn via instructor-led programs.

Compliance Certification Board (CCB):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” training events. There is no limit to the number of credits a candidate or certification holder can earn via live groupcasts.

Certified Anti-Money Laundering Specialists (CAMS):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill CAMS credit requirements.

New York State Social Worker Continuing Education (SW CPE):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill SW CPE credit requirements.

American Bankers Association Professional Certification (ABA):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill ABA credit requirements.

Certified Financial Planners (CFP):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill CFP credit requirements.

 

Why You Should Attend

After robust CMBS issuance in 2015 and disappointing declines in CMBS originations for 2016 and 2017, CMBS loan originations are once again becoming a significant portion of mortgage loan origination.  The MBA’s latest Commercial/Multifamily Mortgage Debt Outstanding Report states that the level of such debt increased by $44.3 billion to end at $3.2 trillion for the first quarter. That increase was greater than “any other first quarter since before the Great Recession.” Find out how these unprecedented levels were driven by the CMBS market from our expert faculty as they discuss key developments in the CMBS market, including the state of the CMBS market, workouts and restructuring, and complex issues faced by CMBS borrowers. 

What You Will Learn  

  • Short history of CMBS market and an introduction to CMBS jargon
  • Review the process and structures for commercial mortgage securitization
  • How to create the mortgage loan for securitization when representing lenders, borrowers and guarantors in conduit and large loan transactions
  • Componentizing the mortgage loan when representing senior and subordinate lenders in the financial capital stack
  • How to administer the CMBS Trust Collateral Pools when representing borrowers and guarantors after securitization with CMBS trustees and more
  • The nuances of handling different interests after loan closing in mortgage warehouse arrangements, repo lines, and collateralized loan obligations

Who Should Attend

Real estate attorneys; real estate and hotel investment bankers, lenders and brokers; real estate and hotel general counsel and senior business executives; hotel asset managers and acquisition managers, and investment advisers; and other real estate or hotel advisers and consultants will benefit from attending this program.

Program Level: Overview

Intended Audience: Real estate attorneys; real estate and hotel investment bankers, lenders and brokers; real estate and hotel general counsel and senior business executives; hotel asset managers and acquisition managers, and investment advisers; and other real estate or hotel advisers and consultants will benefit from attending this program.

Prerequisites: None

Advanced Preparation: None


PLI Group Discounts

Groups of 4-14 from the same organization, all registering at the same time, for a PLI program scheduled for presentation at the same site, are entitled to receive a group discount. For further discount information, please contact membership@pli.edu or call (800) 260-4PLI.

PLI Can Arrange Group Viewing to Your Firm

Contact the Groupcasts Department via email at groupcasts@pli.edu for more details.

Cancellations

All cancellations received 3 business days prior to the program will be refunded 100%. If you do not cancel within the allotted time period, payment is due in full. You may substitute another individual to attend the program at any time.

9:00 Introduction
  • Short history of CMBS market
  • Players and participants in CMBS
  • Grantor trusts - taxable mortgage pools – REMICS
  • Introduction to CMBS jargon

Joseph Philip Forte, Joseph Franzetti, Meredith J. Kane



9:15 Commercial Mortgage Securitization: Process & Structures

Representing lenders, whole loan sellers, depositors, issuers and servicers

  • Senior/subordinate structure
  • Credit support/enhancement
  • Credit ratings/investment grade
  • B piece buyer/controlling holder
  • “Horizontal” or “Vertical” or “L-shape” risk retention
  • Representations and warranties
  • Mortgage loan purchase agreement
  • Pooling and servicing agreement

Stacy G. Ackermann, Joseph Franzetti, Daniel B. Rubock, Erin E. Stafford



10:15 Creating the Mortgage Loan for Securitization

Representing lenders, borrowers and guarantors in negotiating and documenting of conduit and large loan transactions

  • SPEs and nonrecourse loans
  • Nonrecourse carve outs – losses vs full recourse
  • Cash management – active and springing
  • Prohibition on transfers and subordinate debt
  • Opinions – closing and non-con

Leslie K. Fairbanks, David W. Forti, Steven G. Horowitz, Ana Rosu Marmann, Daniel B. Rubock, Erin E. Stafford



11:15 Networking Break

11:30 Creating the Mortgage Loan for Securitization (continued)
  • Restoration and alterations
  • Indemnities
  • Servicing fees
  • Post-closing cooperation and costs
  • Rating agency/Issuer/Investor impact on negotiations

Leslie K. Fairbanks, David W. Forti, Steven G. Horowitz, Ana Rosu Marmann, Daniel B. Rubock, Erin E. Stafford



12:30 Lunch

1:45 Componentizing the Mortgage Loan

Representing senior and subordinate lenders as well as borrowers and guarantors in the financing capital stack

  • Pari Passu A notes
  • B notes
  • Rake bonds
  • Mezzanine debt
  • Preferred equity
  • Participation, co-lending, and intercreditor agreements

David W. Forti, Stacy G. Ackermann, Steven G. Horowitz, Ana Rosu Marmann, Daniel B. Rubock



3:00 Networking Break

3:15 Accumulation/Aggregation/Alternative Exit Strategies

Representing lenders, borrowers and guarantors’ interests after loan closing in

  • Mortgage warehouse arrangements
  • Repurchase facilities (“Repo”)
  • Collateralized loan obligations (CLOs)
  • CRE CLO vs Repo – Pros & Cons
  • Difference between CMBS and CLOs
  • Difference between CMBS and CLO loans
  • Impact of agency financing on CMBS
  • Motivation for exponential growth of CLOs
  • CLOs not a collateralized debt obligations (CDO)

Stacy G. Ackermann, Darren Esser, Erin E. Stafford



4:15 Administering the CMBS Trust Collateral Pools: Pre and Post Default Loan Administration

Representing borrowers and guarantors after securitization with CMBS trustees; master servicers; and special servicers

  • Investor Reporting Package
  • Lease approvals
  • Assumptions
  • Releases
  • Other lender consents
  • Casualty/condemnation restoration
  • Workouts and enforcement
  • Bankruptcy
  • Servicing fees – pre/post default

Stacy G. Ackermann, Erin E. Stafford, Alan Kronovet, Thomas F. Nealon III



5:15 Questions and Answers

5:30 Adjourn

Co-Chair(s)
Joseph Philip Forte ~ Sullivan & Worcester LLP
Meredith J. Kane ~ Paul, Weiss, Rifkind, Wharton & Garrison LLP
Speaker(s)
Stacy G. Ackermann ~ K&L Gates LLP
David W. Forti ~ Dechert LLP
Joseph Franzetti ~ Senior Vice President, Berkadia Commercial Mortgage LLC
Steven G. Horowitz ~ Cleary Gottlieb Steen & Hamilton LLP
Alan Kronovet ~ Executive Vice President, Head of Wells Fargo Commercial Mortgage Servicing, Wells Fargo
Ana Rosu Marmann ~ Director, Citigroup Global Markets Inc.
Thomas F. Nealon III ~ CEO, American Liver Foundation
Daniel B. Rubock ~ Senior Vice President, Moody's Investors Service, Inc.
Erin E. Stafford ~ Managing Director, DBRS, Inc.
Program Attorney(s)
Meghan Carney Cavagnaro ~ Senior Program Attorney, Practising Law Institute
New Jersey Groupcast Location

New Jersey Institute for Continuing Legal Education, One Constitution Square, New Brunswick, NJ 08901-1520. 732-249-5100.

General credit information about this format appears below. For credit information specific to this program, please choose your jurisdiction(s) in the Credit Information box on the right-hand side of this page.


U.S. MCLE States

Alabama:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Alaska:  All PLI products can fulfill Alaska’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Arizona:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “interactive CLE” credit. There is no limit to the number of credits an attorney can earn via interactive CLE programs.

Arkansas:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

California:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “participatory” credit. There is no limit to the number of credits an attorney can earn via participatory programs.

Colorado:  All PLI products can fulfill Colorado’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Connecticut: Effective January 1, 2017, all PLI products can fulfill Connecticut’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Delaware:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Florida:  All PLI products can fulfill Florida’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Georgia:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Hawaii:  All PLI products can fulfill Hawaii’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Idaho:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Illinois:  All PLI products can fulfill Illinois' CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Indiana:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Iowa:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Kansas:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live programs.

Kentucky:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Louisiana:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Maine:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Minnesota:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Mississippi:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “distance learning” credit. Attorneys are limited to 6 credits of distance learning per reporting period.

Missouri:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Montana:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Nebraska:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Nevada:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

New Hampshire:  All PLI products can fulfill New Hampshire’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

New Jersey:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “alternative verifiable learning formats” credit. Attorneys are limited to 12 credits of alternative verifiable learning formats per reporting period.

New Mexico:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

New York

Experienced Attorneys:  All PLI products can fulfill New York’s CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Newly Admitted Attorneys:  PLI’s transitional live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) can be used to fulfill the requirements for New York newly admitted attorneys. Ethics credit, professional practice credit, and law practice management credit may be earned via transitional live groupcasts. Skills credits may not be earned via live groupcasts.

North Carolina:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

North Dakota:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Ohio:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Oklahoma:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Oregon:  All PLI products can fulfill Oregon’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Pennsylvania:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Puerto Rico:  All PLI products can fulfill Puerto Rico’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Rhode Island:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

South Carolina:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Tennessee:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Texas:  All PLI products can fulfill Texas’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Utah:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “self-study” credit. Attorneys are limited to 12 credits of self-study per reporting period.

Vermont:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Virgin Islands:  All PLI products can fulfill the Virgin Islands’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Virginia:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live interactive” credit. There is no limit to the number of credits an attorney can earn via live interactive programs.

Washington:  All PLI products can fulfill Washington’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

West Virginia:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Wisconsin:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Wyoming:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.


CPD Jurisdictions

British Columbia (CPD-BC):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “real-time” credit. There is no limit to the number of credits an attorney can earn via real-time programs.

Ontario (CPD-ON):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “interactive” credit. There is no limit to the number of credits an attorney can earn via interactive programs.

Quebec (CPD-QC):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) can fulfill Quebec’s CPD requirements.

Hong Kong (CPD-HK):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of points an attorney can earn via live groupcasts.

United Kingdom (CPD-UK):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) can fulfill the United Kingdom’s CPD requirements.

Australia (CPD-AUS):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill Australia’s CPD requirements. Credit limits for live groupcasts vary according to jurisdiction. Please refer to your jurisdiction’s CPD information page for specifics.

Alberta (CPD-ALBERTA):  All PLI products can fulfill Alberta’s CPD requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Dubai (CLPD-DUBAI):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill CLPD credit requirements.


Other Credit Types

CPE Credit (NASBA):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as the “Group-Live” delivery method. Please check the Credit Information box on the right-hand side of this page to verify CPE credit availability.

IRS Continuing Education (IRS-CE):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill IRS-CE requirements. To request IRS-CE credit, please notify PLI at plicredits@pli.edu of your request and include your Preparer Tax Identification Number (PTIN).

Certified Fraud Examiner CPE:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill Certified Fraud Examiner CPE requirements. To request CPE credit or find out which programs offer CPE, please contact PLI at plicredits@pli.edu.

IAPP Continuing Privacy Credit (CPE):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill Privacy CPE credit requirements.

HR Recertification (HRCI):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill HR credit requirements.

SHRM Recertification (SHRM):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as "instructor-led" credit. There is no limit to the number of credits an SHRM professional can earn via instructor-led programs.

Compliance Certification Board (CCB):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” training events. There is no limit to the number of credits a candidate or certification holder can earn via live groupcasts.

Certified Anti-Money Laundering Specialists (CAMS):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill CAMS credit requirements.

New York State Social Worker Continuing Education (SW CPE):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill SW CPE credit requirements.

American Bankers Association Professional Certification (ABA):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill ABA credit requirements.

Certified Financial Planners (CFP):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill CFP credit requirements.

 

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Joseph Philip Forte, Sullivan & Worcester LLP
 
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