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Course Details

Course Information
  • smart_display Format

    On-Demand

  • signal_cellular_alt Difficulty Level

    Intermediate

  • work Practice Area

    Real Property - Finance

Date & Time
  • event Date

    Friday, December 20, 2024

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.

$347.00
CLE
ALL

This CLE webinar will discuss follow-on legal opinions in the context of commercial real estate loan modifications. The panel will define what constitutes a follow-on legal opinion and what content is typically requested in the opinion. The panel will also address the special assumptions, qualifications, and due diligence underlying these opinions and examine how these opinions differ from closing opinions related to the original loan.

Faculty

Steven O. Weise
Partner
Proskauer Rose LLP

Mr. Weise practices in all areas of commercial law and has extensive experience in financing, especially in those secured by personal property, including structured financing. He is regarded as one of the foremost authorities on Article 9 of the UCC. He is a member of the Permanent Editorial Board for the UCC and a member of the American Law Institute’s UCC Article 9 Drafting Committee. Mr. Weise is also the past chair of the American Bar Association’s Business Law Section Legal Opinions Committee.

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R. Marshall Grodner
Member
McGlinchey Stafford PLLC.

Mr. Grodner's practice focuses primarily on commercial transactions, secured transactions, commercial finance, opinion letters, commercial real estate and gaming law. He has an extensive practice representing lenders in large commercial transactions, locally, regionally and nationally. He authored or co-authored articles dealing with secured transactions, commercial real estate and other business law issues, and also presented on issues concerning loan documentation, secured transactions, ethics and professionalism in the transactional context and real estate law.

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William B. Dunn
Of Counsel
Clark Hill

Mr. Dunn is involved in a broad spectrum of real estate and commercial transactions for private and public entities. His work has included infrastructure development; office and commercial acquisitions, development, and leasing; commercial real estate finance on behalf of lenders and borrowers; foreclosures and workouts; industrial project finance and land development; land use and development; and advising clients in all aspects of real estate matters. He is a recognized authority in the area of legal opinions in business transactions and has served as chair of committees for the American College of Real Estate Lawyers and the ABA Section of Real Property, Trust and Estates Law on that subject. Mr. Dunn’s written work has been published widely and he is a frequent lecturer at national, regional, and statewide programs on various aspects of secured financing.

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Description

Follow-on legal opinions come into play when a loan agreement and potentially other loan documents are amended or modified and a new legal opinion is requested as a condition for closing the amended transaction.

With the growing number of commercial real estate loan modifications and amendments, legal opinion givers have seen a rise in opinion requests regarding the effect of an amendment or modification in relation to an existing loan or mortgage. Despite the rise in these requests, there is very little guidance for opinion givers regarding the specifics of these opinions and the issues that arise in common follow-on opinion scenarios.

The legal opinions most often required by lenders with a loan modification are entity opinions, enforceability opinions, and lien opinions. Many unique issues arise with follow-on legal opinions that must be carefully considered by counsel, especially with respect to lien priority opinions and security interests.

Listen as our authoritative panel examines when follow-on legal opinions are typically requested by mortgage lenders and the issues surrounding these types of opinions. The panel will also provide guidance for opinion givers and opinion recipients on the use of follow-on opinions in the current loan modification environment.

Outline

  1. Overview: current market conditions and the rise in requests for follow-on legal opinions
  2. Scenarios when follow-on legal opinions are typically requested by lenders
  3. Common types of follow-on legal opinions relating to loan modifications
    1. Entity opinions
    2. Enforceability
    3. Lien opinions
  4. Unique issues that arise with follow-on legal opinions
  5. Guidance for opinion givers and opinion recipients in loan modification and amendment transactions
  6. Customary practice that is beginning to develop with respect to follow-on legal opinions
  7. Key takeaways and additional practice pointers

Benefits

The panel will address these and other key considerations:

  • What is a follow-on legal opinion and what content is typically requested?
  • What assumptions, qualifications, and due diligence are necessary when providing a follow-on opinion?
  • What issues arise in the follow-on legal opinion scenario?
  • What are key considerations for opinion givers and opinion recipients in follow-on legal opinion scenarios?
  • What customary practices are starting to develop with respect to follow-on legal opinions?