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Course Details

Course Information
  • smart_display Format

    On-Demand

  • signal_cellular_alt Difficulty Level

    Intermediate

  • work Practice Area

    Real Property - Transactions

Date & Time
  • event Date

    Thursday, June 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

This course is $0 with these passes:

CLE
ALL

This CLE webinar will discuss key considerations for creating an exit strategy for a commercial real estate joint venture (JV) that should be incorporated into the JV agreement. The panel will discuss issues common to all exit strategies and those that may be unique to the strategy selected. The panel will also offer best practices for drafting the exit strategy to protect client interests and minimize risk.

Faculty

Joseph Lanzkron
Partner
Cleary Gottlieb Steen & Hamilton LLP

Mr. Lanzkron’s practice focuses on real estate, corporate, and financial transactions. He regularly advises high-profile clients on complex real estate acquisitions, dispositions, and joint ventures. Mr. Lanzkron also represents both borrowers and lenders in various mortgage and mezzanine financing transactions across multiple property types, including both securitized and balance sheet loans.

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Albert Alsaygh
Attorney
Cleary Gottlieb Steen & Hamilton LLP

Mr. Alsaygh focuses on real estate transactions and related matters. He regularly advises high-profile clients on complex real estate acquisitions, dispositions, and financing transactions, including securitized loans, balance sheet loans, mezzanine loans, and construction loans.

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Description

One of the most important considerations when forming a commercial real estate JV is how to exit the venture if necessary. Although it may seem counterintuitive and be furthest from the minds of the parties just entering the venture, well-crafted exit strategies are a fundamental part of the JV relationship and are necessary to minimize risk, protect clients' financial interests and assets, and ensure a smooth transition when the time comes to exit the relationship.

Key components of exit strategies include determining the timeline for the exit and identifying triggering events; establishing methods for valuing the JV's assets and parties' interests in the venture; specifying in what manner a party's interests may be disposed (e.g., sale or transfer) and the approval rights of the other parties. Financial and tax implications should also be considered as well as methods of dispute resolution.

Listen as our expert panel provides counsel with key negotiation and drafting considerations when incorporating exit strategies into commercial real estate joint venture agreements and offers best practices to minimize client risk.

Outline

  1. Introduction: the importance of JV exit strategies
  2. Key negotiating and drafting considerations
    1. Types of exit strategies; risks and benefits
      1. Sale
      2. Buyout
      3. Dissolution
      4. IPO
      5. Recapitalization
      6. Others
    2. Financing and tax implications
    3. Related parties
    4. Timing
    5. Regulatory concerns
    6. Dispute resolution
    7. Remedies
    8. Other considerations
  3. Practitioner takeaways

Benefits

The panel will review these and other important issues:

  • What are common types of exit strategies for JVs? What are the risks and benefits of which counsel should be aware?
  • What are considerations common to most exit strategies?
  • What considerations are unique to certain types of exit strategies?
  • What financial and tax considerations should be incorporated into exit strategies?
  • What regulatory considerations should counsel be aware of when creating exit strategies?