Publications

Borrowing

43 Articles and Other Items Found

Click Here for Some of Joshua Stein's Completed Matters (Borrowing)

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A Halfway Improvement In The Ancient Law Of Mortgages [2024]mail

Updating archaic mortgage laws has rarely been a priority for the justice system, however a new proposal might just bring about some long overdue change.
Traps And Pitfalls In Mezzanine Loans [2024]mail

Today's commercial loan debt stacks often include mezzanine loans, but they come with potential surprises for both borrowers and lenders.
A Subtle New Pitfall For Mezzanine Loan Borrowers [2021]mail

Mezzanine loan foreclosures may disclose confidential and sensitive email communications.
Borrower Beware: The End Of LIBOR Can Be Expensive [2021]mail

As the banking system phases out the London Interbank Offered Rate, borrowers should ask some important questions. The wrong answers could be expensive.
LIBOR Transition Creates Possible Disconnect Exposure [2021]mail

The London Interbank Offered Rate will soon go away, but what will replace it? And differences in LIBOR replacement rates could create anomalies for some complex deal structures.
Risk Reduction For Mezzanine Loan Borrowers [2021]mail

Mezzanine loan foreclosures can be relatively swift and easy for the lender and conversely quick and severe for the borrower. Can a mezzanine loan borrower negotiate kinder and gentler foreclosure terms? Why would a lender agree to them?
Streamlining The Real Estate Purchase And Sale Process [2021]mail

Buyers and sellers can speed up the commercial real estate purchase and sale process if they follow some practical recommendations.
Fast Foreclosures For Mezzanine Loans - Borrower Beware [2020]mail

Mezzanine loan borrowers should remember that the tradeoff for receiving additional financing is a relatively swift, easy foreclosure by the lender.
Tricky Loan Clauses Can Create Disaster For A Property Owner That Waives Or Defers Rent [2020]mail

A property owner might want to accommodate a tenant's financial distress during hard times, such as a once-in-a-century pandemic. But the owner should first check its loan documents.
Does a Creative Bankruptcy Scheme Imperil Commercial Real Estate Lending? [2019]mail

When an investor helps a commercial real estate developer/borrower make clever use of the bankruptcy code to delay foreclosure, can the lender sue the investor for the resulting delay?
How Commercial Real Estate Finance Has Changed in the Last Two Decades [2019]mail

How much has commercial real estate finance changed over the last 20 years? Two New York City-based commercial real estate attorneys give their assessment of real estate finance structures, participants, underwriting, credit enhancement, and lenders' rights and remedies.
Fee Mortgages in Ground Lease Transactions (With Model Lease Language) [2018]mail

In addition to negotiating the terms for rent, leasehold protection for mortgagees and creating a financeable leasehold, the parties to a long-term ground lease need to address another essential issue: a limited set of fee mortgagee protections.
Who Cares About Clogging? [2018]mail

Real estate finance lawyers continue to worry about the ancient doctrine against "clogging the equity of redemption," which serves as an example of what happens when case law and statutory law don't keep up with the times.
Carving Back the Carveouts [2016]mail

When a guarantor negotiates a carveout guaranty with a lender, all kinds of things can go wrong in unexpected ways. Here are some of the major traps to consider.
Let's Form a Joint Venture [2016]mail

A joint venture can reap benefits for both developer and property owner, but each side has a multitude of issues to negotiate and the risks aren't for the faint-hearted.
Model Opinion of Counsel [2016]mail

A well-written opinion letter from borrower's counsel can give comfort to the lender as well as protect a reasonably careful opinion giver from risk. This article provides templates for a variety of common opinions of counsel for commercial loan closings.
New Bank Capital Rules Could Hurt Developers [2016]mail

Only time will tell how recent changes in federal bank capital regulations will affect commercial real estate development. This article examines the possible unintended consequences of new rules on minimum invested capital and "high volatility commercial real estate."
The Next Next Big Thing In Real Estate Financing... Really [2016]mail

A new system of finance demonstrates how technology can and will change commercial real estate finance. The entire loan syndication process can now take place online.
Commercial Real Estate Loans: Trends in Carveout Guaranties [2015]mail

Nonrecourse (carveout) guaranties have evolved and even mutated over time. Lenders, borrowers and guarantors need to know how they have changed, and should be aware of some surprising court decisions along the way.
Do We Really Have To Use A Delaware LLC? [2014]mail

Delaware retains a huge competitive advantage for creating LLCs for substantial commercial real estate loans, especially those destined for securitization. This article explains why Delaware continues to be the go-to state for forming LLCs.
Leasehold Financing and the Mortgage Priority Conundrum [2014]mail

Which mortgage has priority in a ground lease? The landlord's or the tenant's? Or neither? Joshua Stein explains why it's essential to understand from both perspectives the issues in obtaining mortgage financing in order to resolve them correctly. Otherwise, landlord, tenant, or even both parties, may have a difficult time securing financing.
Life After Libor? [2014]mail

Now that the London Interbank Offered Rate, or "Libor," is determined by a different entity, most loan documents that include "all that Libor boilerplate" set forth the procedure to determine the current rate. But what effect does this shift have on existing loan documents that don't mention successors or alternatives? Was it necessarily a mistake to delete the boilerplate?
More NYC Developers Tap Cheap EB-5 Capital [2013]mail

The Real Deal magazine quoted Joshua Stein in an article about the federal EB-5 program to secure capital from foreign investors. Click anywhere on this paragraph to view the article.
Single Purpose Entities Out of Control [2013]mail

There is already a very low risk that a commercial real estate borrower will be dragged into its parent company's bankruptcy proceeding. But today's loan documents require borrowers to comply with 50 or more single-purpose entity covenants to prevent the already very unlikely "substantive consolidation" of the two companies. Read how a solution that is far out of proportion to the problem being solved has created huge problems for guarantors, and what can be done about it.
The Guarantor's Dilemma [2013]mail

Carveout guarantors may have more to worry about than claims from co-investors. Read to see why in the world of nonrecourse carveout guaranties there's never a dull moment.
Cost Control in Loan Closings-A Second Look [2012]mail

Returning to the topic of his previous monthly column ("Quicker & Cheaper Loan Closings?"), Joshua Stein offers a few more suggestions on controlling loan closing costs, starting with the term sheet.
How New York State Shoots Itself in the Foot on Revolving Mortgage Loans [2012]mail

New York State's hyper-technical interpretation of the mortgage recording tax effectively eliminates the possibility of collecting mortgage tax payments on revolving loans, and discourages a type of commercial real estate financing that is commonplace elsewhere.
Not So Fast! (The Mezzanine Loan Surprise) [2012]mail

A mezzanine borrower in default might not realize how quickly the lender can take the collateral for its loan. Borrowers need to know what to expect after default, and how to avoid "strict foreclosure."
Quicker And Cheaper Loan Closings? [2012]mail

How can a borrower control the costs of a loan closing? What future problems might arise in exchange for saving time and money at the closing?
After the Thaw [2010]mail

How will real estate financing look when the deep freeze of the 2009- 2010 financial crisis finally ends? Joshua Stein tried to answer that question for ULI's Urban Land magazine.
Agenda For A Joint Venture Agreement [2010]mail

Real estate investors and developers often look for joint venture partners as a source of capital and expertise. This article explores all the major issues that arise in negotiating a joint venture relationship.
The Language of Commercial Real Estate Finance [2009]mail

Many terms used regularly by commercial real estate practitioners cannot be found in law books or documents. This article offers definitions of terms and expressions that have evolved from common and often casual use.
Q&A: Stein on Structuring and Closing Commercial Loans [2004]mail

The ICSC Retail Lease Strategist asked Joshua Stein to identify some major problems areas in commercial loan closings.
The Borrower's Agenda In Negotiating Loan Documents, Parts 1 - 4 [2003]mail

How should a borrower respond to a draft set of commercial mortgage loan documents? A collection of four articles presents the business and legal issues of mortgage loan documents from the borrower's perspective.
City and State Tax Rulings Open the Door for Synthetic Leases in New York [2002]mail

Favorable rulings from New York State and New York City make it possible to use synthetic leases, which would otherwise pose an impossible tax burden.
Model Agreement for Letter of Credit in Place of Security Deposit (Lender-Controlled) [2001]mail

When a tenant uses a letter of credit in place of a security deposit, this can create a complex 3-way relationship among tenant, landlord, and the landlord's mortgage lender. This article explores that relationship, with a sample agreement that might govern it.
Mortgage Loan Closings: (1) Break the Bottlenecks in the Paperwork Process; (2) Don't Wait Until the Last Minute [2001]mail

This two-part article offers practical suggestions to control paperwork in mortgage loan closings and how to plan ahead, especially for multistate financings.
Questions to Ask for Any Commercial Real Estate Acquisition or Financing: Expectations and Practices in New York [2001]mail

What questions do investors need to ask before buying, investing in, or financing commercial real estate? This article discusses those questions as a starting point for due diligence.
A Borrower's Top Ten List - How to Protect Interests with Lenders [2000]mail

Ten crucial checklist items for any borrower's counsel to consider at the beginning of the loan closing process to prevent pain and delays later.
Avoid Delays-The Art of Uneventul Mortgage Payoffs [2000]mail

When a borrower refinances a loan or sells a property, paying off the old lender can become a logistical headache if borrower's counsel doesn't plan in advance.
How to Streamline, Simplify and Save Money in the Loan Closing Process [1998]mail

Simplifying the closing process for nonrecourse loans involves planning ahead and following some common sense suggestions.
Mezzanine Financing (PowerPoint Presentation) [1998]mail

This bullet point presentation explains the business context of mezzanine financing, its variations, risks and advantages, and structure.
New York State Bar Association Model Nondisturbance Agreement and Report [1994]mail

In 1994, Joshua Stein chaired a New York State Bar Association subcommittee that promulgated a model Subordination, Nondisturbance and Attornment Agreement (an "SNDA"), along with a report and commentary.

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Joshua Stein PLLC
Please Note Our New Address:

110 West 57th Street, 4th Floor
New York, NY 10019 (212) 688-3300

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