Limitations: No course pre-requisites. LLM's and non-law students may take the course.
Evaluations: No mid-term exam, no papers required. The course grade will be based on an open book, 8-hour take-home final examination. Class participation is encouraged, and significant class participation may be considered as a basis for improving (but not diminishing) students' final grades.
Writing credits are not available.
Course Description: The history of commercial real estate financing and investment transactions has been characterized by continually increasing complexity, which reflects growing and sophisticated needs of borrowers, lenders, equity investors and other market players. The course will begin with a review of basic mortgage finance and move on to a variety of more complex devices, involving both debt and equity transactions, in which we will compare traditional financing methods with those used in more recent capital markets applications, including commercial mortgage-backed securitization. We will examine various legal issues as they arise in the context of these evolving investment methods, and will compare and contrast the worlds of real estate and corporate finance. In examining different types of transactions, we will focus on equity ownership and debt structures as well as risk-reward analysis as it applies to owners, investors, borrowers, lenders and other participants in these transactions so as to understand how various financing techniques are utilized to meet changing economic needs and evolving markets. We will also explore real estate finance in the context of recent crises in real estate capital markets, examining how the complexity of financing transactions may have contributed to the crisis, areas of potential reform and other current issues.
The course materials include extensive documents drawn from actual transactions as well as case law and other literature. Financial sophistication and mathematical ability are not required.