New Location! Real Estate Restructuring Loan Defaults, Workouts, Bankruptcy and Distressed Property Acquisitions December 10-11, 2009 • Conrad Hotel • Miami Featuring Speakers From: Dear Colleague: Branch Banking & Trust Company The United States is experiencing unprecedented shocks to the real estate market. The economy is at risk in a way not experienced by anyone now in their business career, yet distressed real estate presents major opportunities for investors. Chicago Title Insurance Company Ernst & Young FMSbonds Hilco Real Estate Holliday Fenoglio Fowler During these turbulent times of constricted credit markets, increasing governmental regulation, and a challenging economy, you need to have the best and most up-to-date information. TriMont Real Estate Advisors We have assembled this timely Conference with leaders in law, banking, accounting and real estate, to provide you with advanced strategies for addressing the issues posed by troubled real estate loans and the acquisition of distressed debt and projects. You’ll hear directly from the experts on such important issues as: … and the top law firms in the area! • The State of Capital Markets and Its Effects on Real Estate Defaults The Continental Group The Related Group • Analyzing a Real Estate Loan Default and the Players • Documenting a Restructure • Bankruptcy: From the Perspective of the Creditor, Debtor and Trustee • Federal Tax Aspects of Workouts and Restructurings for Lenders and Borrowers • Distressed Condominium Issues Whether you are an attorney, investor or real estate professional, you will benefit from the invaluable techniques of law, finance, and operations addressed at this Conference. This is one Conference you can’t afford to miss! We look forward to seeing you in Miami. Sincerely, Conrad Hotel 1395 Brickell Avenue Miami, FL, 33131 Hotel Reservations Community World Travel (888) 724-0500 • www.cletravelinfo.com Ronald Glass, Principal Program Co-Chair Glass Ratner Advisory and Capital Group Atlanta David M. Layman, Esq. Program Co-Chair Greenberg Traurig West Palm Beach Schedule and Instructor Bios Inside $100 DISCOUNT for Government Employees REGISTER NOW! www.cle.com/miami09 or 800-873-7130 CONFERENCE SCHEDULE Real Estate Restructuring THURSDAY, DECEMBER 10 FRIDAY, DECEMBER 11 8:30 Registration and Continental Breakfast 9:00 Welcome and Introduction 8:30 Continental Breakfast Overview of Day One Ronald Glass, Principal, Program Co-Chair Glass Ratner Advisory and Capital Group, Atlanta David M. Layman, Esq., Program Co-Chair Greenberg Traurig, West Palm Beach 9:15 The State of Capital Markets and Its Effects on Real Estate Defaults Subprime Loan Defaults; CMBS Lockup August 2007; Spread of Pain; Death of Large Institutions Manuel de Zárraga, Executive Managing Director Holliday Fenoglio Fowler, Miami Ronald Glass, Principal, Program Co-Chair 9:00 Welcome Back Overview of Day Two Ronald Glass, Principal, Program Co-Chair David M. Layman, Esq., Program Co-Chair 9:15 Federal Tax Aspects of Workouts and Restructurings for Lenders and Borrowers Forgiveness of Debt Income Issues; Lender Issues with Document Modifications Steven M. Friedman, National Director, Homebuilding Services Ernst & Young, Washington, DC 10:15 Morning Break 10:30 Ethics Concerns in Restructures and Bankruptcies 10:00 Morning Break Asset Protection Planning; Federal Statutes; Conflicts of Interest 10:15 Analyzing a Real Estate Loan Default and the Players Robert W. Barron, Esq. Cause of Default; First Mortgage Lender; Mezzanine or Second Lender; Ownership Structure: Operating and Money Partners; Value of Collateral; Documentation and Perfection Issues Toni Meyer-Walker, Vice President of Special Assets TriMont Real Estate Advisors, Atlanta James W. Shindell, Esq. Bilzin Sumberg, Miami Laurie L. Gildan, Esq. Greenberg Traurig, West Palm Beach 11:15 Defaulted Dilemmas Community Development District Bonds, Infrastructure and Partial Construction Issues Berger Singerman, Fort Lauderdale Daniel D. Mielnicki, Esq. Berger Singerman, Boca Raton 11:30 Q&A Panel Members of the Faculty 11:45 Lunch Break 1:00 Acquisition of Distressed Debt Diligence Regarding Document and Property Problems; Bankruptcy Risk; Timing of Recovery of Collateral Jonathan Johnson, Esq. Alan Pleskow, Esq. Jon Kessler, Esq., Director, Investment Banking Richard K. Martin, Esq. Hopping Green & Sams, Tallahassee FMSbonds, North Miami Beach 12:30 Lunch Break 1:45 Introduction to Bankruptcy Who Can and Cannot be a Debtor; Forum Shopping; Chapters 7 and 11; Voluntary/Involuntary Cases; Single Asset Cases Paul Steven Singerman, Esq. Berger Singerman, Miami 2:30 Afternoon Break 2:45 Bankruptcy Panel Perspective: Debtor and Chapter 11 Trustee Ronald Glass, Principal, Program Co-Chair Perspective: Debtor Harley E. Riedel, Esq. Stichter, Riedel, Blain & Prosser, Tampa Perspective: Creditor Richard C.F. (“Rick”) Spencer, Executive Vice President Problem Loan Administration Manager Branch Banking & Trust Company, Atlanta Moderator: David Kurzweil, Esq. Greenberg Traurig, Atlanta 4:00 Documenting a Restructure Pre-Negotiation Agreements vs. Disclaimer Letters; Lender Liability Benefits to the Parties; Bankruptcy Risks; Default Notices; Modification Agreements; Cash Flow; Foreclosure Agreements; Deed-in-Lieu Agreements Suzanne M. Amaducci-Adams, Esq. Bilzin Sumberg, Miami Noel Boeke, Esq. Holland & Knight, Tampa 5:15 Q&A Panel Members of the Faculty 5:30 Adjourn Greenberg Traurig, Boca Raton and New York Haynes and Boone, Dallas Jordan Paul, Senior Managing Director The Related Group, Miami 2:15 Afternoon Break 2:30 Issues Specific to Condominium and Homeowner Associations Control of Association; Successor Developer Risks; Association Collection Issues and Lender Liability for Assessments; Terminating Condominiums Tom Roses, President and Director The Continental Group, Hollywood David M. Layman, Esq., Program Co-Chair 3:30 Acquiring Distressed Real Estate Evaluating All Preserving Entitlements; Diligence; Financing; Repositioning; and Title Insurance Issues, Including Bankruptcy Sales Navin N. Nagrani, Vice President Hilco Real Estate, Chicago Al Gomez-Vidal, Esq. Chicago Title Insurance Company, Miami 4:45 Q&A Panel Members of the Faculty 5:00 Evaluations and Adjourn TELL US WHAT YOU WANT! Do you have specific questions or topics you hope to see covered in this program? Would you like to see a Conference on another topic? Would you like to learn about sponsorship and exhibit opportunities? Contact CLE INTERNATIONAL Program Attorney Stacie Kelly, stacie@cle.com. REGISTER NOW! www.cle.com/miami09 or 800-873-7130 MEET YOUR DISTINGUISHED FACULTY PROGRAM CO-CHAIRS Ronald Glass is a Chapter 11 trustee and fiduciary in high profile bankruptcies. He has been involved in the liquidation and sale of over $1 billion of commercial real estate. David M. Layman has concentrated his practice in commercial real estate transactions and land use law for over 25 years. He has represented owners and lenders of distressed condominiums, hotels, office buildings, planned communities, marinas, and private clubs. FACULTY Suzanne M. Amaducci-Adams handles all aspects of commercial real estate and finance transactions, including acquisitions, development, leasing, commercial mortgage-backed securities, REMICs, mezzanine financing and loan restructurings. Robert W. Barron concentrates on commercial real estate and other transactions, including the acquisition, disposition and financing of real estate projects and businesses, troubled business situations, loan workouts, §363 asset sales and acquisitions, and loan guaranty workouts. Noel Boeke specializes in bankruptcy, creditors’ rights litigation, and commercial litigation. He also has experience in asset sales and acquisitions, business contract negotiations, and Uniform Commercial Code issues. Steven M. Friedman has more than 25 years of experience advising publicly and privately held single and multi-family residential real estate development, management and investment clients. He is nationally recognized as an expert in the taxation of real estate. Laurie L. Gildan has experience that spans the full range of real estate practice, including representation of developers and lenders with respect to commercial, office, warehouse, residential and golf course communities. 4 Easy Ways to Register Al Gomez-Vidal is responsible for commercial underwriting in Florida, Puerto Rico and the Caribbean. He also conducts educational programs for examiners, underwriters, and agents throughout the state. Jonathan Johnson has 15 years of experience representing both special districts on finance and construction matters and interested parties in due diligence concerning land secured bonds in Florida and elsewhere. Jon Kessler has over 12 years of experience executing transactions in public and private capital markets. He has acted as the lead investment banker on over 100 CDD Bond financings representing in excess of $3 billion in par value. David Kurzweil has a great deal of experience in a variety of commercial insolvency situations. He has negotiated workouts from both the standpoint of counsel for the creditor and the debtor. Richard K. Martin has more than 30 years of experience assisting clients in complex real estate transactions, including representation of pension systems, pension advisors, developers, REITS, private funds, and individual investors. Toni Meyer-Walker manages her organization’s special assets, including senior, mezzanine and equity positions held by institutional investors, and specially serviced securitized assets. Daniel D. Mielnicki concentrates his practice in estate and tax planning for high-net worth individuals, estate and trust administration, capital preservation and wealth transfer, drafting wills and trusts, and charitable tax planning. Navin N. Nagrani is responsible for new business development and deal structuring. Prior to joining his Real Estate group, he was a team leader in his company’s Appraisal Services group. Jordan Paul joined his company in 2008. He previously founded Aquila Property Management, a commercial real estate investment, management and advisory firm. www.cle.com/miami09 YES! Please register the following: FAX (303) 321-6320 Real Estate Restructuring Alan Pleskow focuses his practice on real estate and financial institution matters, representing domestic and foreign lenders, borrowers, investors, developers, landlords, and tenants. Harley E. Riedel has practiced bankruptcy and insolvency law for 35 years, generally representing corporate debtors. He was a founder, and has served as Director, President and Chairman of, the Tampa Bay Bankruptcy Bar Association. Tom Roses is a veteran in the property management industry, with over 25 years of experience. He is responsible for overseeing the general operations of over 1500 communities in his group’s property management division, and expanding its market leadership position. James W. Shindell represents developers, owners, private and institutional investors, and lenders in a broad range of real estate matters, including acquisitions, sales, financings, leasing, joint ventures, workouts and restructurings. Paul Steven Singerman focuses on troubled loan workouts, insolvency matters and commercial transactions. While best known for his representation of debtors, he also represents creditors’ committees, lenders, large unsecured creditors, asset purchasers in §363 sales, and trustees. Richard C.F. (“Rick”) Spencer and his fullservice financial institution offer banking, insurance, investment and more. It is the nation’s 14th largest financial holding company with 31,000 employees and approximately 1,500 locations in 11 states and Washington, DC. Manuel de Zárraga is a partner with a national real estate investment banking firm focused on providing debt and equity capital solutions for the commercial real estate investment and lending industries. PHONE (800) 873-7130 MAIL CLE INTERNATIONAL 1620 Gaylord Street Denver, CO 80206 Tuition (Includes Course Materials) $695 per person $595 each for two or more $595 each for government, 501(c)(3) organizations, full-time judges, law students and paralegals $495 each for two or more government, 501(c)(3) organizations, full-time judges, law students and paralegals Name: Email: Name: Home Study Email: Audio transcript and course materials $695 plus $10 shipping and handling Name: Email: Course Materials Only Firm: $150 plus $10 shipping and handling Address: Course materials available in: CD Binder o Both (Extra cost: $50/set) City: State: Zip+4: Phone: Fax: Check payable to CLE International $______________or charge my: VISA MASTERCARD AMEX Expiration Date:_______________ Cancellation Full tuition refunds (less a $50 administrative charge) will be given only if notice of cancellation is received by 5:00 p.m. MST on the Monday prior to the Conference. Substitutions may be made at any time. Card No. Signature ©2009 CLE INTERNATIONAL MIARED09 REGISTER NOW! www.cle.com/miami09 or 800-873-7130 New Location! Real Estate Restructuring Loan Defaults, Workouts, Bankruptcy and Distressed Property Acquisitions December 10-11, 2009 • Conrad Hotel • Miami Earn up to 15 Hours MCLE Credit Including One Hour of Ethics Earn up to 15 Hours CPE Credit REGISTER NOW! www.cle.com/miami09 or 800-873-7130 New Location! Real Estate Restructuring Keeping Pace in Trying Times December 10-11, 2009 • Conrad Hotel • Miami The State of Capital Markets and Its Effects on Real Estate Defaults Analyzing a Real Estate Loan Default and the Players Defaulted Dilemmas Introduction to Bankruptcy Bankruptcy Panel Documenting a Restructure Federal Tax Aspects of Workouts and Restructurings for Lenders and Borrowers Acquisition of Distressed Debt Acquiring Distressed Real Estate Issues Specific to Condominium and Homeowner Associations $100 DISCOUNT for Government Employees M HOT TORE O INSID PICS E! REGISTER NOW! www.cle.com/miami09 or 800-873-7130