Investing in Real Estate through Equity Crowdfunding

This webinar on climate risk in real estate presents Four Twenty Seven and GeoPhy’s analysis of exposure to physical climate hazards in global real estate investment trusts (REITs). The presentations includes key findings from the white paper, Climate Risk, Real Estate, and the Bottom Line and a discussion of how physical climate data is leveraged in financial risk reporting for the real estate sector.

In today’s commercial real estate landscape, most markets are highly saturated and developers are attempting to “out-amenitize,” “out-incentivize” and “out-build” the building next door. Commercial real estate is highly commoditized, but it doesn’t need to be especially for those armed with the right insights.

From single-family homes to condominiums and townhouses, project developments by necessity require lengthy and complicated homeowners association (HOA) documents. For developers and project owners, these founding agreements are critical for the success and profitability of these projects. Tailored and well-drafted HOA documents govern specific property uses, define the services the HOA will provide, and address how property owners will jointly govern the association. HOA documents are also rife with points of potential dispute--from fees to management and control issues. Careful planning and drafting of these documents are essential to successfully exiting the project and avoiding later liability. HOA documents can address pandemic issues and perhaps the relaxation of some restrictions to address unforeseen hardships such as deferrals of assessments due to COVID-related layoffs. HOA litigation often results from poorly drafted HOA agreements, insufficient due diligence, or an incomplete negotiation that failed to consider all pre-and post-transition contingencies. Counsel for developers and project owners can drastically reduce the risk of client exposure and costly litigation by taking the time to ensure the initial document is unambiguous and complete. Our panel will guide counsel to developers and project owners in structuring and drafting the essential financial, governance, control, and liability provisions of HOA agreements. The panel will provide practical insights into strategies for preserving value for property owners while ensuring that developers can successfully exit the project and avoid subsequent liabilities. Listen as our experienced panel of real estate attorneys provides practical guidance on structuring and drafting the essential financial, governance, control, and liability provisions of HOA agreements. The panel will offer insights and strategies for preserving property values while ensuring developers can smoothly exit the project, avoid ongoing liabilities, and maximize project profitability.

Mezzanine financing allows borrowers to obtain financing in addition to a mortgage loan, but mezzanine loans add complexity, with additional documents, legal opinions, and third-party reports. Mezzanine lenders require separate consent rights for various actions by the borrower, and restructuring a nonperforming loan is especially problematic given the diverging interests of the mezzanine and mortgage lenders. Since the mezzanine lender's security interest is in the borrowing entity rather than the property, it must conduct entity-level diligence, including analyzing potential claims and agreements entered into by the property owner. Existing contracts and licenses might contain restrictions on transfer--the pledge securing the mezzanine loan or any foreclosure of the pledge could violate such limits. The mezzanine loan agreement should track the mortgage loan agreement, with mortgage loan representations recast to refer to the mezzanine borrower and the mortgage borrower. The mezzanine borrower and the mortgage borrower should be required to comply with entity-level covenants and property-related covenants. The mezzanine borrower's obligations are secured by a UCC pledge of equity interests in the property owner. The pledge can be perfected under Article 8 of the UCC. The mezzanine borrower's ownership interest in the mortgage borrower must be certificated so the mezzanine lender can take physical possession of the membership certificates. The operating agreement should also include Article 8 opting-in language. Listen as our authoritative panel discusses the nuances of mezzanine financing.