More Fun with LIBOR

Geeking out, I just finished reading the second report from the Alternate Reference Rates Committee that was just published jointly by the Financial Stability Board (FSB) and the Financial Stability Oversight Council (FSOC) in cooperation with the Alternate Reference Rates Committee (ARRC).  Does that scream bureaucracy in full, or what?  The report runs 40 pages, awkwardly pats itself on the back (with a net back-patting surplus allocated amongst the Federal Reserve, the U.S. Department of the Treasury, the U.S. Commodities Future Trading Commission and the Office of Financial Research) for confirming that we need a LIBOR replacement and the Secured Overnight Funding Rate (SOFR) is way better than the Effective Federal Funds Rate (EFFR) or the Overnight Bank Funding Rate (OBFR).  Ergo SOFR is the ARRC’s preferred alternate rate upon the expiry of the spavined LIBOR. Continue Reading

Dechert’s Cryptocurrency and Blockchain Tracker: The Times They Are A-(Block)cha(i)ngin’

Come gather ‘round people wherever you roam because, with apologies to Bob Dylan, in the past year the blockchain and cryptocurrency waters have grown.   In less than a year these topics went from obscure lore to a multibillion dollar question on most everyone’s mind. From tokenized securities to decentralized ledgers to smart contracts, blockchain technology will fundamentally change the landscape of financial services and real estate as we know it – and fast! In one minute, an initial coin offering (ICO) raised $36 million for a new venture. In one day, cryptocurrency markets can experience Great Recession-level gains and losses. And in the time it took you to read this, a techie in Silicon Valley probably developed another application of blockchain technology to transform an entire industry.

If your time to you is worth saving’ then you better start swimmin’ and we at Dechert are here to help. In order to keep you up to blockchain speed, we at Dechert are excited to provide the Cryptocurrency and Blockchain Tracker, where we cover all of the latest developments in the cryptocurrency and blockchain spaces, including regulatory status updates, tax implications, the use of real estate tokens and ICOs and more.

So if you don’t want to sink like a stone, subscribe to receive email alerts or visit the Cryptocurrency and Blockchain Tracker for more tales from the crypt(o) (and other mediocre puns). And if you want to talk about all of this, please reach out to Rick Jones, Bruce Bloomingdale or Tim Spangler for more information about how blockchain technology continues to affect finance, real estate and securitization matters.

The Urge to Merge

Will 2018 be the Year of Concentration across our market?  “The Urge to Merge” was the title of a January 2, 2007 Economist article.  It resonates today.  The cover photo was two camels copulating, which some of the Economist readers, surely a high-brow and sensitive bunch, apparently found offensive, as the picture is nowhere to be found on the internet.  They would not allow me to republish the pic.  A priggish fastidiousness that does not reflect well.

Seriously, 2018 could be the year of significant concentration across much of the CRE non-bank space, and perhaps some portions of the prudentially regulated bank space as well.  Continue Reading

No “Fake News” Here – Just the Facts on HVCRE

In case you’ve been too busy sifting through fake news to follow efforts to reform the High Volatility Commercial Real Estate (HVCRE) regulations that affect acquisition, development or construction (ADC) loans, here’s where we are and where we think we are going. Continue Reading

IMN 2018 New Hotel Development and Construction Conference

Last week IMN hosted an inaugural New Hotel and Development Conference in New York City.  The gathering of developers, hotel operators, brands and other hospitality service providers was very upbeat.  Many panelists indicated that they were more optimistic now than they had been six months ago.  They credited the state of the macro economy and stimulus provided by the recent tax reforms. Continue Reading

The Astonishingly Shrinking Risk Retention Rule – SASB Transactions Unshackled

I don’t think risk retention is applicable to a direct issuance securitization.  Many single asset, single borrower (SASB) transactions can be structured to avoid the need to retain risk under the Dodd-Frank Act and the attendant Risk Retention Rule.  There.  I’ve said it.  Read on. Continue Reading

2018 MBA Conference – Soaring into 2018

Fresh off the Philadelphia Eagles’ first Super Bowl victory, a group of Dechert attorneys and 3,500 of our industry colleagues descended on San Diego for the Mortgage Bankers Association (MBA) CREF/Multifamily Housing Convention & Expo.  While those of us on the cross-country flight from Philadelphia were in a particularly jubilant mood, it was clear from the conference that the commercial real estate finance industry was also ready to keep the party going.

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I Urgently Want to Report the Deaths of the Non-Con Opinion (But Probably Cannot…Yet)

Our friend, Dan Rubock, just inked an interesting and timely piece entitled, “Key pillars of loan structural quality are eroding, especially in single-borrower deals.”  As usual, Dan’s views at Moody’s are worth considerable attention.  That piece focused on bad-boy carve-out guaranties, the quality of borrower financial information, property release provisions, qualified transfer provisions and cash sweep triggers.  While reasonable professionals can differ on both the incidence and the impact of the deterioration of these deal features, the point is well taken that the deterioration of legal structural features in CRE lending is often a canary in the mine for… excessive exuberance.  I’ll put off litigating Dan’s points for a future time, but this got me thinking about all that we do in legally structuring loans for the capital market.

Much of the playbook for capital markets CRE lending was established at the dawn of this business.  At that time, Dechert was outside counsel to S&P and for good or ill, Dechert was responsible for much of the early architecture of CRE documentation and legal underwriting.  While these criteria have been periodically tweaked over the years and adapted to changes to the underlying CRE lending market, the original architecture is still pretty much in place.

I would posit that it is an industry failing that we haven’t really given legal underwriting a thorough rethink in 30 years.  Here’s a start. Continue Reading

2018 CREFC January Conference – Plateau or Status Quo?

South Beach played host to the 2018 CREFC January Conference last week, as roughly 1,800 of our best friends in the CRE lending and securitization industry assembled in Miami to reflect on another year gone by and to muse about what’s in store (or out of store, in the case of retail) for 2018. In keeping with tradition, Dechert’s reception at the SLS Hotel was a hotbed of schmoozing, deal talk and employment fair, as over 400 guests took a break from discussing the SEC to… watch the SEC. The excitement of the Alabama-Georgia national championship game was a welcomed excuse to extend the party well beyond the official ending time (a move that is quickly becoming an expected budget buster for this annual event).

As usual, Dechert was well represented at the conference. Dechert’s Laura Swihart served as conference co-chair, and Rick Jones moderated a riveting (ok, not so riveting) panel on “Floating Rate Loans: Circa 2018”.

Conference panelists and attendees were generally bullish, and why wouldn’t they be after a 2017 that saw $95.3 billion in U.S. CMBS issuance (not including the GSEs). For color, that number is up more than 25% from 2016. Not a bad way to usher in the risk retention era. Continue Reading

In 2018 We Are: (a) Doomed, or (b) in the Warm Embrace of Goldilocks

Around this time of year, we slip on the prognostication goggles and take a look forward into the next year.  While there is ample evidence that prognostication is a dodgy exercise, I always tell my folks that the fact that it’s hard to do and extraordinarily unreliable is not an excuse not to have a view.  To not have a view is actually to have one and just not acknowledge that you do.  It doesn’t matter how unlikely we are to get it right: planning beats clinging to guns, God and Brownian motion as a model for the well-lived life.

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