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Negotiating Real Estate Deals 2014


Speaker(s): Douglas L. Harmon, Elisha A. King, Ellen M. Goodwin, Jan Sternin, Lisa Alpert Rosen, Louis J. Hait, Meyer Last, Richard S. Fries, Ronald D. Sernau, Steven D. Klein, Steven G. Horowitz, Thomas B. Mason
Recorded on: Jun. 3, 2014
PLI Program #: 51068

Professional

Since the beginning of his real estate career in 1985, Douglas Harmon has been a trusted leader in New York City and a prominent advisor on the international real estate scene. Mr. Harmon has handled many of the world’s largest, highest-profile and record setting transactions over the last two decades. Headquartered in New York City, Mr. Harmon is a Senior Managing Director and member of the Management Committee at Eastdil Secured, the preeminent real estate advisory and investment banking firm. Mr. Harmon has been employed full-time with Eastdil Secured since 1993. Since 1997, he has sold or recapitalized over $150 billion in transactions, with a focus in New York City.

Mr. Harmon’s real estate transaction experience is broad and extensive, with a résumé that includes well-known office properties like the Sears / Willis Tower and the GM Building, to major residential assets such as Peter Cooper Stuyvesant Town, Parkmerced, The Apthorp and Columbus Square, to iconic hotels such as the Waldorf Astoria and the Chelsea Hotel. Furthermore, Mr. Harmon has been a pioneer in transacting in what are now Manhattan’s most exclusive submarkets. Just a few examples include Chelsea Market, Google’s NYC headquarters (111 Eighth Avenue), the Starrett-Lehigh Building, and Time Warner Center.

In fact, over the last 18 months, Harmon has sold or recapitalized more than $50 billion worth of properties, including a record-breaking 13 buildings valued at over $1 billion each. Furthermore, in 2014, Eastdil Secured’s Mr. Harmon was the exclusive advisor on nine of the top ten largest transactions in New York City (one of the top ten transactions was executed without utilizing a broker).

Education & Achievements

Mr. Harmon holds an MBA from the Anderson Graduate School of Management at UCLA, and a BA from Brown University.

Mr. Harmon is a longtime Board Member of the New York Stage and Film Company, a not for profit dedicated to the development and production of the new works of emerging and established artists for theater and film. He also serves on the advisory board of Caravel Management, LLC a New York based emerging and frontier markets investment firm.

Mr. Harmon currently serves on the board of directors for a number of real estate projects in Manhattan, and was named Broker of the Year in 2003 and 2004 (the last two years Institutional Investors Inc. awarded this particular country-wide distinction). Mr. Harmon has accumulated numerous other real estate awards and accolades.

Key Transactions & Experience

  • Helmsley Portfolio (1998-2000) – In his early 30’s, Harmon handled the sale of the Helmsley Portfolio, valued at over $5 billion, marking a watershed moment in his career. Major assets included One Penn Plaza, 230 Park Avenue-Helmsley Building, Starrett-Lehigh, Park West Village, Graybar Building, 500-512 Seventh Avenue, 140 Broadway, 1466 Broadway, and the Villas at Park Merced.
  • GM Building (2003, 2006) – Sold the GM building to Harry Macklowe in 2003 for a record-breaking sum of $1.4 billion, at the time the priciest in NYC history, also sold Jamestown’s GM interest (Macklowe’s sole partner at the time) at a $2.5 billion valuation.
  • Apthorp (2006) – Mr. Harmon quarterbacked the sale of the Apthorp in 2006, achieving a record for the highest price ever paid on a per- unit basis at $2.4 million plus per unit.
  • Deutsche Bank / Macklowe (2008-2009) – 7-building portfolio - Dispositions included 1540 Broadway, 1301 Avenue of the Americas, Tower 56, 527 Madison Avenue, and Worldwide Plaza.
  • Google NYC Headquarters (111 Eighth Avenue) (2010) – Mr. Harmon handled/closed this transaction in 2010; at $1.9 billion, this marked the largest NYC transaction of the last few years, the largest single transaction to a user, and a watershed moment for the Midtown South submarket of Manhattan - as Google expanded in the building and completely transformed Chelsea and the Meatpacking District.
  • 200 Fifth Avenue (Eataly) & 1107 Broadway (2007) – Mr. Harmon was critical in arranging the sale of 200 Fifth Avenue and 1107 Broadway, then known as the Toy Buildings, which have since transformed the Flatiron District of Midtown South.
  • Time Warner Center (10 Columbus Circle) (2013) - Harmon orchestrated the $1.31 billion sale of the Time Warner Center (office condo), while simultaneously assisting Related in capturing Time Warner’s new headquarters in the Hudson Yards.
  • Sony Building (550 Madison) (2013) – Advised by Mr. Harmon, Sony sold their Midtown headquarters for $1.1 Billion. Sony bought the building from AT&T in 2002 for approximately $236 million; Mr. Harmon garnered four bids over $1 billion.
  • 650 Madison Avenue (2013) – $1.35 Billion sale representing the largest single-asset sale transaction in 2013.
  • 5 Times Square (2014) – Mr. Harmon led this $1.55 billion sale in 2014, marking the largest single-asset transaction of the year
  • Three Bryant Park (1095 Avenue of the Americas) (2015) – Sold for $2.2 billion, this marked one of the largest single-asset transactions of 2014.
  • 450 Park Avenue (2007, 2014) – achieved record for most expensive office building in NYC on price PSF basis both times Mr. Harmon sold the building, achieving $1,583 PSF in 2007 and $1,700 PSF in 2014.
  • Sears / Willis Tower (2004, 2015) – Mr. Harmon sold this iconic tower in 2004 and again to Blackstone for $1.3 billion in 2015, marking the highest price ever paid for an office tower outside of New York City.
  • Villas at Parkmerced (1998, 2005, 2010, 2014) – Mr. Harmon sold this deal 4 different times every year it was the largest multifamily deal in the country. It is located in San Francisco, and contains 3,300 units and over 150 acres, the latest sale for $1.5 billion, was the largest residential sale in the country since 2007.
  • Crown Building (730 Fifth Avenue) (2015) – Mr. Harmon led the Eastdil Secured team on behalf of the Winter and Spitzer families on the 2015 sale in which the building sold for $1.775 billion. At $4,490 PSF, the 2015 sale sets the world record for the highest price ever paid for an office building on a PSF basis.
  • Stuyvesant Town (2015) – Mr. Harmon sold this iconic $5.45 billion residential transaction, marking the largest single transaction ever recorded.


Background

Lisa works with portfolio lenders, commercial banks, CMBS master and special servicers, pension fund advisers, private equity funds, government-sponsored entities and owners nationwide to find strategic and cost-efficient solutions to finance, administer and manage their commercial real estate investments and portfolios. She represents structured finance participants in the acquisition of servicing rights in public and private securitizations, and routinely handles large loan originations, assumptions and restructurings exceeding $100 million, as well as investment sales, acquisitions and joint ventures. Lisa also handled resolution of several of the largest and most complicated CMBS loan assets for special servicers during the recent financial crisis.

Lisa brings broad legal and business perspective and problem-solving skills to all aspects of real estate, real estate finance and capital markets transactions. She serves as deputy chair of Sutherland’s Real Estate Practice Group.

Experience

  • Represented leading master and special servicers in public, private and agency securitizations exceeding $9 billion in deal volume in 2015.
  • Completed a $1.2 billion mortgage loan restructure with payment in full to holders of securitized and rake bond debt.
  • Closed modifications and extensions of subordinate participating construction and permanent mortgage loan facilities and subordination arrangements on multifamily properties exceeding $300 million in metropolitan Washington, DC.
  • Completed the long-term refinancing of a leading $150 million office building in Washington, DC and the defeasance of prior securitized debt.
  • Closed a $228 million mortgage and mezzanine financing in which the mortgage loan was secured by a 22-building office and retail portfolio located on more than 300 acres in the Midwest.
  • Represented government sponsored entity (GSE) on split loan documentation and co-lender servicing agreements for large multifamily loans.
  • Represented CMBS servicer in series of partial defeasances and a final full defeasance of $440 million loan.

Awards

  • Selected for inclusion in Washington, DC, Super Lawyers® (2014-2015)
  • Recognized by Chambers USA: Guide to Leading Business Lawyers in the area of real estate  (2015)

Professional Activities

  • Member, Real Property Probate and Trust Law Section, American Bar Association
  • Member, Commercial Real Estate Finance Council
  • Member, Commercial Real Estate Women (CREW)
  • Volunteer, Everybody Wins! literacy and mentoring program

Articles

  • Case Study: Wells Fargo v. Cherryland Mall (January 27, 2012) Reprinted with permission from Law360
  • Construction Issues on Leasing: A Landlord's Perspective (2002) ALI-ABA and Attorneys & Executives in Corporate Real Estate

Presentations

  • Negotiating Real Estate Deals 2014 (June 4, 2014) Practicing Law Institute (PLI)

Clerkships

  • Honorable Frank A. Kaufman, Chief Judge, District Court of Maryland

Education

J.D., Yale Law School
B.A., Hofstra University


Elisha King is the Deputy General Counsel of DLA Pipper LLP(US). She is an experienced litigation and employment lawyer, and has tried numerous cases in the areas of professional liability, employment discrimination and business torts. Ms. King regularly advises firm lawyers on professional responsibility and other legal issues.

Ms. King was recognized among the Top Washington Attorneys in the “Young Gun” category by The Washington Business Journal. She was also named one of Washington, DC’s Legal Elite by Washington SmartCEO magazine.

Prior to her legal career, Ms. King worked as a news reporter for The Washington Post.

Courts and Forums

  • United States Court of Appeals for the Fourth Circuit
  • United States District Court for the District of Maryland
  • United States District Court for the District of Columbia


Louis J. Hait is a Partner in Kaye Scholer’s New York office. He joined Kaye Scholer’s Real Estate Department in 1984 and has been a partner since 1993.

Louis’ practice covers a broad range of commercial real estate, with an emphasis on the representation of capital providers at all levels of the capital stack, including representing banks and other lending institutions in originating structured mortgage and mezzanine debt, negotiating intercreditor and co-lender agreements, and acquiring portfolios of performing and non-performing loans; representing hedge funds, opportunity funds and pension plans providing mezzanine, preferred equity and common equity joint venture investments; and construction lending and leasing. Louis has counseled both institutional lenders and borrowers in complex real estate loan workouts and restructurings during multiple down cycles in the real estate market. Louis has a particular expertise in fashioning “one-off” solutions for hard-to-structure, would-be loan assets.

Louis regularly writes and lectures on commercial real estate law. Most recently, he was a faculty member for the Practicing Law Institute’s conference entitled “Negotiating Real Estate Deals 2015,” at which he spoke on “Recent Trends in Real Estate Lending.” Louis’ most recent publications were “Does a New York Foreclosure Create an Opportunity for a Tenant to Walk Away from Its Lease Obligations” which appeared in the Winter 2015 edition of NY Real Property Law Journal and “Does the Use of Equity Pledges in Mortgage Loans create a ‘Clogging’ Issue?” which appeared in Law360 in March 2013.

Louis is recognized as a leading practitioner in Chambers USA:  America’s Leading Lawyers for Business.

Louis received his J.D. from New York University School of Law and his B.A., magna cum laude, from Yeshiva University.


MEYER LAST is a Partner in the Real Estate Department of Fried, Frank, Harris, Shriver & Jacobson LLP, where his practice focuses on real estate development, commercial leasing, financing and capital market transactions, acquisitions and dispositions.  Mr. Last represents a broad range of clients, including developers, owners, institutional investors, lenders, real estate advisers and underwriters.  The Fried Frank Real Estate Department has been consistently recognized by Law360 as a Real Estate Group of the Year, and Mr. Last has been recognized by Legal 500 in Real Estate: Development and Leasing.  Mr. Last has served on the Real Property Committee of the Association of the Bar of the City of New York and lectures on commercial leasing and bankruptcy topics.  Mr. Last received his JD in 1982 from the Benjamin N. Cardozo School of Law where he was an editor of the Law Review.

Mr. Last regularly represents both landlords and tenants in some of the largest lease transactions completed each year in New York City and elsewhere.  Recent transactions include representation of Citigroup in its 2.7 million square foot headquarters transaction at 388-390 Greenwich Street and representation of Brookfield in the lease to Skadden Arps allowing Brookfield to commence development of Manhattan West.


Ronald D. Sernau, co-chair of the Real Estate Department, has more than 25 years of experience in real estate law, representing sophisticated parties in particularly visible transactions involving trophy properties. The community has consistently recognized Ron as a member of the inner circle in New York's real estate industry.

Ron offers clients the insight he has gained by representing opposing interests in similar transactions. He has represented landlords and tenants, lenders and borrowers, purchasers and sellers, equity investors and developers, managers and owners, and brokers and principals. He draws on his experience to address legitimate interests that the opposing party must protect, and to minimize the negotiation of issues that the opposing party can compromise. Ron's clients, some of which have relied on his advice for decades, routinely involve Ron in their strategic decision making.

Ron's clients include a variety of enterprises that are involved with real estate. He represents some of the most prominent real estate developers in New York City in their investments in, and their development of, premier properties. Various businesses, from large publicly traded companies to boutique investment firms, engage Ron to address their real estate concerns. He also has substantial experience in providing general legal advice for luxury retailers, with a particular focus on real estate issues.

Ron created the Proskauer Commercial Leasing System, which automates the commercial leasing process, reducing the processing time for a commercial lease from several weeks to several days. Realcomm, a real estate technology trade organization, awarded Ron with its prize for the best use of technology in real estate law in 2004.

An avid speaker on real estate topics, Ron has appeared before groups sponsored by the Association of the Bar of The City of New York, the New York Hospitality Council, Inc., the New York State Bar Association, the Georgetown Commercial Leasing Institute, CB Richard Ellis, Inc., the Association of Attorneys and Executives in Corporate Real Estate, Practising Law Institute, The Real Estate Board of New York, Inc and the American College of Real Estate Lawyers. He lectures at New York University and his articles have appeared in The New York Law Journal and The National Law Journal.

Related Practices

Real Estate

Real Estate Finance

Private Equity Real Estate

Health Care Industry

Education

Cornell Law School, J.D., 1986
magna cum laude
Order of the Coif

Editor, Cornell Law Review, 1985-1986

Ithaca College, B.S., 1981
summa cum laude

Bar Admissions

New York


Steven G. Horowitz is a partner based in the New York office.

Mr. Horowitz's practice concentrates on U.S. and international real estate finance and investment transactions, including joint ventures, mortgage finance, securitization and capital markets, restructuring and real estate-related merger and acquisitions. He frequently represents commercial and investment banks, foreign and domestic institutional investors, property owners and a wide variety of corporations in their real estate matters.

Mr. Horowitz has extensive experience in financing, acquisition and disposition of significant properties throughout the United States, Asia, Latin America and Europe. Transaction types encompass all forms of joint ventures, mortgage securitization, loan syndication, mortgage loan trading and subordinate debt, such as mezzanine loan and preferred equity funding.

In addition, Mr. Horowitz focuses on credit tenant and portfolio leasing, workout and bankruptcy matters, investment entity formation and tax-oriented finance transactions, and investments in non-traditional property types such as resorts and hotels, Indian gaming casinos, mines, timber, utilities, sports fitness clubs, hospitals and nursing homes.

Mr. Horowitz is internationally distinguished as one of the best real estate lawyers by Chambers USA, Expert Guides' The Best of the Best USA and Guide to the World's Leading Real Estate Lawyers, PLC Which Lawyer? Yearbook, PLC Cross-border Corporate Real Estate Handbook, The Legal 500, The Best Lawyers in America, The International Who's Who of Business Lawyers, The International Who's Who of Real Estate Lawyers and New York Super Lawyers magazine. Mr. Horowitz is Lecturer in Law at Columbia Law School on real estate finance, and frequently presents at seminars on real estate-related topics, including those sponsored by the American College of Real Estate Lawyers, American Bar Association-American Law Institute, Practising Law Institute, Anglo-American Real Property Institute and the New York City Bar Association. He also regularly publishes articles, including most recently "Roommates" in The Deal Magazine (March 5, 2010) and "The Joint Venture as an Alternative Source of Capital" in the New York Law Journal (January 12, 2009).

Mr. Horowitz joined the firm in 1987 and became a partner in 1989. Previously he was a partner at Hill & Barlow in Boston, Massachusetts, specializing in real estate development and finance, land use and environmental law. He joined Hill & Barlow in 1981, became a partner in 1985 and Chairman of the Real Estate Department in 1986. Mr. Horowitz has also served as United States District Court Monitor, and as a law clerk, to the Honorable Joseph L. Tauro, both for the United States District Court, Boston, Massachusetts.


Steven Klein is a partner in the New York office of Gibson, Dunn & Crutcher and is a member of the Firm's Real Estate Practice Group.  Mr. Klein's practice covers a broad range of real estate transactions, including acquisitions and dispositions, joint ventures, financings, leasing, construction and development, restructurings and recapitalizations.  He also has substantial experience in REIT offerings, REIT mergers and formation of investment funds.  He has advised clients on securitized funding agreements, permanent and mezzanine loan agreements, loan restructuring agreements, partnership and limited liability company agreements, private placement memoranda, property management agreements, retail and office leases and regional shopping centre agreements.  His clients include Goldman Sachs, Citigroup, DiamondRock Hospitality Company, AECOM Capital and Lehman Brothers. 

Chambers USA (2013) ranks Mr. Klein among the leading individuals practicing Real Estate Law in New York. He has also been included in Legal Media Group’s Expert Guide to the World’s Leading Real Estate Lawyers, The Best Lawyers in America, The Legal 500 and New York magazine’s "Best Lawyers.”

Mr.  Klein is an adjunct professor at the New York University Schack Institute of Real Estate, where he has taught courses on commercial leasing, commercial real estate transactions and real estate development and investment.  He is a member of the Real Estate Board of New York (REBNY), International Council of Shopping Centers (ICSC), and of the Advisory Board of Chicago Title Insurance Company. 

Prior to joining the Firm, Mr. Klein was Chair of the Real Estate department of Willkie Farr & Gallagher.  Mr. Klein received his Juris Doctor from Rutgers University School of Law in 1986.

Select Representative Transactions*

  • Lehman Brothers Holdings Inc.:  $956 million sale of North American Industrial Fund III portfolio to Blackstone Group LP and Prologis Inc.
  • AECOM Capital:  Joint venture with the Mack Family Office and Urban Partners LLC to acquire and develop five development sites located in the South Park district of Los Angeles.
  • Goldman Sachs:  $1.85 billion refinancing consisting of first mortgage and four mezzanine loan tiers secured by a portfolio of hotels located in Hawaii and San Francisco.
  • Goldman Sachs:  Acquisition and restructuring of a $180 million mortgage loan secured by the YOTEL New York hotel, and subsequent $200 million refinancing of YOTEL consisting of first mortgage and senior mezzanine loans.
  • Prominent NYC developer:  Restructuring of construction loan and mezzanine loan.
  • Real Estate fund:  Loan restructurings.
  • Team of Private Equity Funds:  Purchase of $1.1 billion of timeshare loans, consisting of both construction and acquisition loans.
  • Bloomberg L.P.:  Lease for 700,000 square-foot new world headquarters at the “Alexander’s Site” in New York City, and numerous other acquisitions and leases, nationally and internationally, including in California, New Jersey, Washington, D.C., London, Prague, San Paulo, Rome and Tokyo.
  • Leases and construction agreements on behalf of Apollo, Avenue Capital, Alix Partners, Bank of America, Citibank, Crain, Greenhill, Jones New York, JP Morgan, Lehman Brothers, Level 3, McKinsey & Company, Moelis, Pinebridge Capital, SAC and other corporate tenants.
  • Trinity Church: Redevelopment of 330 Hudson Street.
  • Sale-leaseback transaction with Disney and Wal-Mart.
  • Paramount: Acquisitions and financings of New York City office buildings.
  • Port Authority of NY and NJ:  Redevelopment of 42nd Street Bus Terminal.
  • DiamondRock Hospitality Company: Acquisitions and financings of several individual hotels and portfolios, including Westin Boston, Chicago Marriott and a 4-hotel portfolio from Blackstone.
  • CBL Properties, The Mills Corporation and Simon Property Group:  Acquisitions, joint ventures and financings with respect to regional mall centers and portfolios.
  • Land developer and home builder:  Loan restructurings.
  • Hospitality and residential developer:  Loan restructurings.
  • Private Company:  Acquisition of an office building in London.
  • Multifamily Company:  Restructuring of over $1 billion in CMBS debt, which encumbers a large portfolio of multifamily properties across the United States.
  • NorthStar Capital Partners LLC:  Joint ventures and financings with respect to retail portfolio in Puerto Rico, golf courses throughout the United States, and a mixed-use project in Manhattan.
  • Scout Real Estate Capital:  Acquisition, debt and equity financing and development of Wyndham Bermuda Resort & Spa, 6000 acres of waterfront land in Hawaii, and two Martha’s Vineyard hotels.
  • Praedium:  Acquisition of office properties.
  • Ventas:  Acquisition of 67 healthcare and seniors housing properties.
  • Lehman Brother Holdings Inc. (and various debtor and debtor affiliates):  Mezzanine construction financing of data center facility in Ashburn, Virginia; preferred equity investment in NYC residential condominium development; construction loan to develop luxury golf course in Texas; restructuring of residential condominium mortgage and mezzanine loans; restructuring of various debt and equity relationships with a major private developer and owner of an office building portfolio in the southeastern United States; marketing and potential sale of REO assets acquired by Lehman via foreclosure of otherwise; restructuring of loan facilities encumbering a portfolio of residential assets in Florida in which a Lehman affiliate is an equity investor.

*Representations occurred prior to Mr. Klein joining Gibson, Dunn & Crutcher. 


Thomas B. Mason is the Chair of Harris, Wiltshire & Grannis LLP’s Legal Ethics and Malpractice Group. He represents lawyers and law firms in malpractice, disqualification, disciplinary investigations and prosecutions, partner admissions and departures, and law firm dissolutions. Mr. Mason’s disciplinary experience includes matters before the USPTO’s Office of Enrollment and Discipline (OED) as well as numerous state bars. He also counsels and advises lawyers and law firms in all of the above areas so as to avoid problems or disputes before they arise. Mr. Mason was named Washington, D.C., Ethics and Responsibility Lawyer of the Year in 2014 by Best Lawyers. He has served as an expert in ethics and related issues on numerous occasions.

Some of his most notable representations include:

On behalf of a national telecommunications carrier, obtained a dismissal (at the pleading stage) of a claim for nearly $10 million in outstanding legal fees purportedly due to the former outside counsel.

Secured a dismissal of malpractice claims against an Amlaw 100 law firm in a multi-defendant action. The claims against the other defendants remain pending.

Handled dozens of disciplinary complaints and disqualification controversies, obtaining many outright dismissals of the former and frequently dissuading opposing counsel from even filing motions to disqualify with respect to the latter.

Successfully defeated a motion to disqualify brought by one AmLaw 100 firm against another AmLaw firm.

Litigated numerous malpractice cases, at both the appellate and the trial level. Obtained a dismissal of all counts at the motion to dismiss state on behalf of a client based on ripeness and damages issues.

Obtained dismissals in five separate bar disciplinary matters in which the presiding judge or court filed a complaint or found misconduct against our client. Also obtained a dismissal in a bar matter in which a court had previously disqualified the client for a conflict of interest.

 

Prior to private practice, Mr. Mason worked for the Federal Public Defender for the District of Maryland, where he represented clients in a wide variety of cases, including espionage, civil rights, mail and wire fraud, and controlled substance prosecutions. He went on to join the District of Columbia Public Defender Service where he had an intensive criminal trial and appellate practice.

Mr. Mason served on the D.C. Bar Legal Ethics Committee from 2006 to 2012, including three terms as Chair from 2009 to 2012. Mr. Mason is currently a member of the District of Columbia Bar Rules of Professional Conduct Review Committee. He also served on this Committee from 2002 through 2008. During his tenure, the Committee adopted the most extensive revisions to the D.C. Rules of Professional Conduct since the D.C. Bar adopted the Rules themselves in 1991.

Mr. Mason speaks and writes frequently on ethics and malpractice matters. He is a frequent speaker at the D.C. Bar and has also spoken before various sections of the American Bar Association, the Practising Law Institute, the America Law Institute and a number of other bar and industry organizations. He has written on such topics as non-lawyer partners and multiple “of counsel” relationships with different law firms. Mr. Mason has taught ethics and professional responsibility at the Georgetown University School of Law since 2008 and has taught on various subjects at the National Institute of Trial Advocacy, Columbus School of Law at Catholic University and American University’s Washington College of Law.

Mr. Mason has been nationally recognized by Best Lawyers and Super Lawyers and he is AV Peer Review rated by Martindale-Hubbell with a 5.0 out of 5.0 rating.


RICHARD FRIES is well-known throughout the New York and national legal, real estate and finance communities. According to Chambers USA, “true master negotiator” Richard Fries is a “superstar” who is regarded as “one of the premier real estate litigators in the City.” Chambers notes that he is “extremely well respected for his collaborative approach and expertise in complex workout and restructuring matters.” This year, Who's Who Legal acknowledged Richard as one of the ten "Most Highly Regarded" real estate lawyers in the Americas.

As a member of the Real Estate team, Richard focuses his practice on a wide array of complex real estate financing transactions, in which he represents national and global institutional lenders, investment banks and private equity firms.

Richard has been involved in the financing, foreclosure and restructuring of permanent, construction, acquisition and mezzanine loans of all types, including agented and syndicated facilities, secured by office buildings, land development projects, healthcare complexes, hotels, mixed-use projects, apartment buildings, shopping centers, franchise operations and automobile dealerships, among other real estate and business assets.

Richard is particularly distinguished for his work in high-profile distressed commercial loan workouts and restructurings, mortgage foreclosure, distressed portfolio and asset sales, creditors’ rights and insolvency. He has developed a unique market-leading practice using litigation tools to restructure real estate loans, projects and businesses. His experience and reputation in loan workouts has been acknowledged by Chambers as “legendary.” 

He also has extensive experience representing private equity investors, property owners and developers in real estate joint ventures, commercial real estate litigation, construction, hospitality and partnership disputes, asset disposition, loan portfolio sales and project development.

Richard also represents national lending institutions in the purchase and sale of performing and underperforming loan portfolios, real estate assets and participation interests in loans, and the implementation of national standard loan and workout programs and documentation for real estate, commercial and private banking loan products. 

Richard has been highly recognized by Chambers USA as one of the country’s leading real estate lawyers. He has been ranked by Chambers in “Band 1” in Real Estate Nationwide for 2013 (the year such rankings began) and 2014 and in “Band 1” for Real Estate Finance in New York each year from 2009 through 2014. He has also been recognized as a Leading Lawyer in Legal 500 for Real Estate and was named by Best Lawyers as its Real Estate Litigation Lawyer of the Year in New York City in 2013. 

Awards & Honors

  • Chambers USA, Real Estate Finance, New York, Band 1 (2009-2014)
  • Chambers USA, Real Estate, Nationwide, Band 1 (2013-2014)
  • Legal 500, Real Estate (2007, 2009, 2011, 2013)
  • Best Lawyers, New York City Litigation - Real Estate Lawyer of the Year (2013)
  • Best Lawyers, Real Estate (2008, 2010-2015)
  • International Who’s Who of Real Estate Lawyers (2010-2014)
  • Who’s Who Legal, Real Estate (2010-2014) (“Most Highly Regarded,” 2014)
  • Law360, Real Estate MVP (2011)
  • NY Super Lawyers, Top 100 list (2011-2014)
  • NY Super Lawyers, Real Estate (2006-2014)
  • Guide to the World’s Leading Real Estate Lawyers (2008, 2010, 2012)
  • Real Estate Weekly’s “All Stars in Real Estate” (2008)


Ellen Goodwin is a partner in the firm’s 60-lawyer Real Estate Finance & Investment Group, the former co-chair of the Group, and resident in the New York office.  Ms. Goodwin concentrates her practice on commercial real estate finance, and has represented investment banks, commercial banks, funds, and insurance companies on a variety of loan transactions for both securitizations and portfolios, including construction loan financings, loan syndications and participations, co-lending and senior/subordinate arrangements, and mezzanine finance.  She has been out in the forefront of CMBS 2.0 and acts as form and program counsel for a number of active CMBS lenders.  Ms. Goodwin’s expertise additionally extends to the work-out, restructuring, and foreclosures of both securitized and portfolio mortgage loans, and she has extensive experience working with special servicers.  She represents both sellers and purchasers of whole loans, subordinate debt, and mezzanine loans.

Ms. Goodwin is a member of the American College of Real Estate Lawyers, the CRE Finance Council, the Mortgage Bankers Association, the American Bar Association, and the Real Estate Board of New York, and has served as a lecturer on various topics concerning real estate finance and work-outs and restructurings of mortgage and mezzanine loans for the Practising Law Institute, the New York State Bar Association, the New York City Bar Association, and the International Council of Shopping Centers.


Jan Sternin is a Senior Vice President and Managing Director and is responsible for business development across the servicing platform. Jan has more than 28 years of experience in the financial services industry. Prior to joining Berkadia, she was responsible for business development, marketing and communications for Situs. Additionally, Ms. Sternin previously served as Senior Vice President of Commercial and Multifamily for the Mortgage Bankers Association and CEO of MISMO, the MBA’s technology initiative for creating uniform data standards for the real estate finance community. Previously, Ms. Sternin held the position of Senior Vice President at Midland Loan Services responsible for marketing and sales activities. Ms Sternin has worked with numerous governmental agencies including the Resolution Trust Corporation, Office of Thrift Supervision, Federal Savings and Loan Insurance Corporation, and the Federal Home Loan Bank System. Ms. Sternin currently serves on the Commercial Real Estate Finance Council Board of Governors. Ms. Sternin earned a B.S. in Business Administration, and an M.B.A. from the University of Missouri at Kansas City. Ms. Sternin also holds the Certified Mortgage Banker designation.