The following is an excerpt from Practice Perspectives: Vault's Guide to Legal Practice Areas.
Samuel H. Gilbert is a partner in Dechert's Global Finance practice. Mr. Gilbert focuses his practice in commercial real estate finance and securitization, with concentrations in the origination, acquisition, syndication and securitization of mortgage loans, mezzanine financing and subordinate debt, as well as post-closing modifications, workouts, and foreclosures. He also has experience in collateralized loan obligations and synthetic lease transactions. Prior to joining Dechert, Mr. Gilbert served as a law clerk for the National Football League Management Council.
Drita Dokic is an associate in Dechert’s Finance and Real Estate group and is based in the firm’s New York office. Ms. Dokic focuses her practice in commercial real estate finance, representing financial institutions in the origination of mortgage and mezzanine loans, and related secondary market transactions.
Prior to joining Dechert, Ms. Dokic was an associate in the New York office of an international law firm. Drita received her J.D. magna cum laude, with a concentration in Business Law, from Brooklyn Law School, where she was the managing editor of the Brooklyn Journal of Corporate, Financial and Commercial Law and a judicial intern to the Hon. Elizabeth S. Stong, U.S. Bankruptcy Court, Eastern District of New York. She received her B.A. from Florida International University.
Describe your practice area and what it entails.
Dechert is a leading firm in commercial real estate finance. We handle the origination of complex commercial real estate loans, as well as securitization and syndication after closing. Dechert provides market-leading, best-in-class service to our clients, helping them to successfully structure and originate complex commercial real estate financings across all asset classes, including securitization, syndication, restructuring and enforcement. Our team delivers thought leadership, innovation and exceptional legal counsel to a wide array of key players in the commercial real estate finance industry—including U.S. and international investment and commercial banks, debt funds, REITs, insurance companies, pension funds and loan servicers—through a culture of inclusive teamwork, creative solutions and an all-in dedication to our clients’ success.
Dechert’s commercial real estate finance group includes many of the industry’s leading lawyers who play a central role in high-visibility real estate transactions.
Dechert is recognized as one of the few firms—if not the only firm—that maintains a premier commercial real estate capital markets practice focused on loan origination, loan acquisition and disposition, securitization, rating agency, representation, servicing, workouts/restructuring and bankruptcy matters.
What types of clients do you represent?
Our team represents investment banks, life insurance companies, commercial banks, institutional investors and loan servicers.
What types of cases/deals do you work on?
Dechert represents lenders making loans secured by various types of properties throughout the U.S., including office buildings, residential buildings, hotels, shopping malls, health care facilities and portfolios of industrial properties. We recently worked on the $2.5 billion financing of an acquisition of over 100 industrial properties across 10 states, which is representative of the complex, multi-jurisdictional financings that our team handles on a regular basis.
How did you choose this practice area?
Sam: I knew going into law school that I didn’t want to be a litigator, but wasn’t entirely sure what sort of transactional practice I wanted. When I joined Dechert right out of law school, I didn’t have any prior real estate or finance experience but I found the work in the real estate finance practice to be engaging and varied and something that I really enjoyed. There’s always something new and interesting on each deal, and I like that challenge.
Drita: As a law student, I knew I wanted to be a transactional lawyer, and tried work across various practice groups. I found real estate to be the most interesting by far, because we were working with something tangible. There’s something exciting about walking down Madison Avenue in New York City and seeing buildings you’ve helped finance.
What is a typical day like and/or what are some common tasks you perform?
A typical day in our practice involves client calls, status calls with entire deal teams, diligence review and drafting. As lender’s counsel, we are generally responsible for drafting loan documents, and lawyers across all levels of seniority work on drafting different types of deal documents. Senior attorneys typically draft the core deal documents, like the loan agreement, and more junior associates draft ancillary loan documents, such as promissory notes and mortgages. Diligence often includes review of property-specific documents, such as leases, property management agreements and franchise agreements.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
Property, Secured Transactions and Corporations all provide some of the basics for our practice. Seminar courses like Real Estate Finance or Condos, Co-Ops and HOAs are also helpful. Most of the training you get as a real estate lawyer is on the job, though. There are several organizations (CREFC, for example) that host conferences, mentorship programs, networking events and training opportunities, which are also helpful for a young lawyer looking to get more exposure in this area.
What do you like best about your practice area?
Drita: What I like best about our practice area is the diversity across the types of properties our clients finance. Each property type presents its own set of challenges—from regulatory issues surrounding health care facilities and casinos, to high-end tenants with bespoke leases, and everything in between. Each deal, even if a “repeat” between the same client and borrower sponsor, offers the opportunity to learn something new, which is ideal for a young lawyer looking to grow within this space. It’s also exciting to work on the financing for well-known properties.
What is unique about your practice area at your firm?
Sam: Dechert’s global finance platform offers our clients a one-stop shop for their most complex transactions. With strong practices in loan origination, securitization, servicing, workout/restructuring and bankruptcy, we can assemble a team to handle any deal from term sheet to closing (and post-closing). We have a deep bench in all of these areas, and it allows for a smooth and efficient process from start to finish. And we can easily bring in experts from our tax, M&A, ERISA, regulatory and other domestic and international practice groups to address anything that may come up. This integrated approach allows each of our attorneys to develop a much wider knowledge base and allows them to easily identify and address issues as they arise.
What are some typical tasks that a junior lawyer would perform in this practice area?
Drita: A junior associate in real estate finance can expect to review property-specific documents, such as leases, property management agreements, and franchise agreements, summarize these agreements, and highlight any issues for our clients. Junior associates will also draft ancillary loan documents and maintain the deal team’s closing checklist, which ultimately ensures the deal stays organized and on-track to close by the expected closing date. Some other tasks include reviewing organizational documents of the borrower and guarantor, and reviewing and summarizing lien searches performed on these entities and the subject property.
In what ways has the coronavirus pandemic affected your practice? How have you adjusted to lawyering in the wake of COVID-19?
Sam: There was an initial slowdown in our workflow during the first month or so of the pandemic, but ever since that initial drop we have seen steady work and the pipeline continues to remain strong. During the summer and fall of 2020, there was a decrease in the amount of loan origination we were seeing, but that was more than offset by an increase in potential workouts and addressing other issues with existing loans that arose due to the pandemic, and our practice group’s wide range of experience in these areas allowed us to advise our clients on these new and developing issues. On a personal level, the initial adjustment to a work-from-home (WFH) experience was a bit unsettling. However, as many have adjusted to WFH as the new normal, I think it has also lent more balance to the work-life dynamic—you can still provide the same high level of client service from a home office, while being more engaged and present with family throughout the day. The ability to sit at the dinner table with my wife and children each weeknight without feeling that I am dropping the ball at work has been a silver lining to the pandemic.