Mortgages, Mezzanine Lenders

Demystifying the Out-of-Court Foreclosure Process

Akin Gump Strauss Hauer & Feld LLP on 9/23/2024

Mezzanine lenders looking to foreclose on their collateral have the advantage of being able to pursue remedies outside of court. But the process, which is described in the Uniform Commercial Code (UCC), is often ill...more

New York Appellate Division Dismisses Junior Mezz Lender’s Claims for Fraudulent Inducement and Fraudulent Concealment, Allows...

King & Spalding on 5/3/2024

On January 18, 2024, New York’s Appellate Division rejected a junior mezzanine lender’s contention that it was fraudulently induced to amend the parties’ intercreditor agreement, because it failed to identify specific...more

Hotel Mortgage Holder Barred from Converting Mortgage Loan In Part to Mezzanine Loan

Morrison & Foerster LLP on 12/22/2023

In a case litigated in the New York Supreme Court, the Court recently ruled that a private equity firm that acquired a mortgage loan made on the Maxwell Hotel in New York does not have the authority necessary to convert...more

New York State Legislators Reintroduce Bill Proposing Tax on Mezzanine Debt and Preferred Equity Investments

Akerman LLP on 2/8/2023

In the January 2023 legislative session, New York State Senators Salazar, Brisport, Hoylman, Jackson, Myrie, and Rivera submitted a bill, S-318 which seeks to impose a mortgage tax on mezzanine debt on, and preferred equity...more

Proposed Tax on Real Estate Mezzanine Debt and Preferred Equity Financing…Once Again.

Tannenbaum Helpern Syracuse & Hirschtritt LLP on 1/18/2023

Earlier this month, the New York State Senate (S318) and Assembly (A407) reintroduced proposed legislation seeking to extend the New York State mortgage recording tax to mezzanine debt and preferred equity financings. This...more

UPDATE: Proposed Taxes on Mezzanine and Preferred Equity Financing Resurface in New York Legislature

Katten Muchin Rosenman LLP on 1/13/2023

Key Points - - New York lawmakers have reintroduced legislation that, if adopted into law, would make mezzanine and preferred equity financing subject to the mortgage recording tax. - The legislation would also...more

Mortgage Recording Tax on Mezzanine Debt, Preferred Equity Again Proposed in N.Y. Senate

Holland & Knight LLP on 1/11/2023

Legislation to impose a tax on the creation of mezzanine debt and preferred equity was reintroduced on Jan. 4, 2023, in the last two sessions of the New York state legislature, by the same state senators who proposed it...more

UCC Foreclosure Basics: Acquisition of Distressed Real Estate Mezzanine Debt

Pillsbury - Gravel2Gavel Construction & Real... on 11/21/2022

We recently provided an outline of items to diligence when purchasing a mortgage loan in distress—and separately also discussed issues to diligence when purchasing a mezzanine loan in distress. This post (the third in this...more

Further Developments in Mezzanine Foreclosures

Cadwalader, Wickersham & Taft LLP on 4/27/2022

The New York State Supreme Court, New York County Commercial Division (the “Court”) decided in U.S. Bank, N.A. v. 342 Property LLC, on February 14, 2022, that a mezzanine lender that is not a party to loan documents that...more

Going Green - February 2022 - Further Developments in Mezzanine Foreclosures

Cadwalader, Wickersham & Taft LLP on 2/28/2022

The New York State Supreme Court, County of New York (the “Court”) decided in Atlas Brookview Mezzanine LLC v. DB Brookview LLC, on November 18, 2021, that an accommodation pledge entered into in connection with a mortgage...more

The ESG Factor, January 2022 - One of These Things Is Not Like the Other: New York State Court Upholds Commercial Reasonableness...

Cadwalader, Wickersham & Taft LLP on 2/1/2022

On November 10, 2021, the owner of the State Street Financial Center in Boston, Massachusetts defaulted on its debt, consisting of a mortgage loan in the amount of $535,000,000 and three mezzanine loans in the aggregate...more

Something Special, April 2021 | Issue No. 23 - Don’t Be Cruel: Appellate Division Upholds Waiver of Fiduciary Duties But Denies...

Cadwalader, Wickersham & Taft LLP on 4/30/2021

Can contracting parties waive all common law fiduciary duties? That was one of the questions presented to the New York Supreme Court, Appellate Division, First Department (the “Court”) in 111 West 57th Investment LLC, on...more

Something Special, April 2021 | Issue No. 23: What’s So Special about Special Purpose Entities?

Cadwalader, Wickersham & Taft LLP on 4/29/2021

Lenders often require their borrowers to be “special purpose entities” in real estate transactions. This is a way that lenders can mitigate their bankruptcy risk in the event that the borrower or any of its parent entities...more

New York State Lawmakers Consider New Taxes on Mezzanine and Preferred Equity Financing, Owners of Second "Pied-à-Terre" Homes in...

Katten Muchin Rosenman LLP on 3/30/2021

Key Points - - New York State lawmakers, who are looking to make up the gap in the state's annual budget, are considering proposals for nearly $7 billion in tax hikes in a package that includes taxes on mezzanine and...more

The Changes Continue | February 2021 | Issue No. 21: New York Assembly-Sponsored Legislation Proposes New Tax on Mezzanine Debt...

Cadwalader, Wickersham & Taft LLP on 3/5/2021

Assembly Bill A3139 was introduced by Assembly Member Harvey Epstein on January 22, 2021. The bill is currently in committee but, if enacted, it will amend New York’s Real Property Law and Tax Law to require the recording of...more

New York State Assembly Reintroduces Legislation Imposing Recording Tax on Mezzanine Debt and Certain Preferred Equity Investments

Pillsbury Winthrop Shaw Pittman LLP on 2/17/2021

On January 22, 2021, several New York State Assembly Members reintroduced legislation (Bill No. A03139) that seeks to amend New York’s Real Property Law and Tax Law, New York’s Tax Law and New York’s Uniform Commercial Code...more

New York State Legislature Reintroduces Bills to Extend Mortgage Recording Tax to Mezzanine Debt and Preferred Equity

White and Williams LLP on 2/15/2021

Companion bills in the New York State Legislature, Assembly Bill No. A3139 and Senate Bill No. S3074, if enacted, would subject mezzanine loans and preferred equity investments to the same recording and taxation requirements...more

New York Assembly Sponsored Legislation Proposes New Tax on Mezzanine Debt and Preferred Equity

Cadwalader, Wickersham & Taft LLP on 2/10/2021

Assembly Bill A3139 was introduced by Assembly Member Harvey Epstein on January 22, 2021. The bill is currently in committee but, if enacted, it will amend New York’s Real Property Law and Tax Law to require the recording of...more

Thou Shall Not Interfere With Special Purpose Entities’ Contractual Obligations

Dechert LLP on 1/4/2021

A recent decision of the New York Court of Appeals, Sutton v. Pilevsky held that federal bankruptcy law does not preempt state law tortious interference claims against non-debtors who participated in a scheme that caused a...more

Don’t Lend No Hand to Raise No Flag Atop No Ship of Fools: Breach of SPE Provisions by Non-Borrower Exposes Non-Borrower to...

Cadwalader, Wickersham & Taft LLP on 12/11/2020

A recent decision of New York’s highest court potentially strengthens the ability of lenders to bring suits against third parties for participation in a borrower’s breach of single purpose entity/bankruptcy remote loan...more

Issues To Consider On The Path Forward For The Hospitality Industry

Goodwin on 11/24/2020

It is hard to pick any event or series of events that has adversely impacted the hospitality industry as hard as the COVID-19 pandemic. While the summer witnessed increased RevPAR in the U.S. as compared to the depths of...more

Distressed Real Estate During COVID-19: Mezzanine Loans Behind Construction Loans—Special Considerations and Intercreditor...

Pillsbury Winthrop Shaw Pittman LLP on 10/27/2020

Construction loans with companion mezzanine loans raise a host of concerns that are unique to more standard ICAs between a mortgage lender and a mezzanine lender. An intercreditor agreement (ICA) involving a construction...more

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