The following is an excerpt from Practice Perspectives: Vault's Guide to Legal Practice Areas.
Parker Lacoste, an associate in Dechert’s global finance practice, focuses his practice on real estate, structured finance, and securitization matters, with a particular emphasis on commercial mortgage-backed securities. Parker represents issuers, underwriters, government-sponsored enterprises, mortgage loan sellers, depositors, and investors in connection with public and private commercial mortgage-backed securitizations. Parker received his J.D. from Georgetown University Law Center and his B.S. from Roger Williams University. Prior to joining Dechert, Parker worked extensively in the field of national security in Washington, DC, with an emphasis on training, cross-cultural communication, and civil-military relations.
Linda Bartosch is a partner in Dechert’s global finance group. Ms. Bartosch’s practice encompasses a broad range of real estate finance and structured finance. Her expertise includes the purchase, sale, and financing of single-family rental portfolios, residential mortgage loans, mortgage servicing rights, and other types of commercial and consumer-facing products, with a particular focus on securitizations. In addition, she advises clients on construction lending and lease financing. Ms. Bartosch advises clients on the use of blockchain in the origination, purchase, sale, servicing, and financing of financial assets. She also advises clients on the lending of cryptocurrencies and digital assets, as well as lending secured by cryptocurrencies and digital assets.
Describe your practice area and what it entails.
Parker: I focus my practice on various real estate, structured finance, and securitization matters, with a particular emphasis on commercial mortgage-backed securities. In basic terms, we help take individual mortgage loans or pools of mortgage loans and issue bonds to investors that are backed by the payments on the mortgage loan(s).
Linda: I focus my practice primarily on capital markets and structured finance transactions that are often secured by real estate but sometimes other asset types. This is a transactional, “deal-based” practice. The point of these deals is to get businesses the capital they need to operate and grow on the one hand, and on the other to create opportunities for people (through institutions) to save and invest, whether for retirement, for supplemental income, or simply to grow their net worth.
What types of clients do you represent?
Parker: I represent a variety of issuers, underwriters, government-sponsored enterprises, mortgage loan sellers, depositors, and investors in the CMBS, SFR, and AMBS sectors. I also provide pro bono representation to various underserved individuals, including displaced Afghans refugees, elderly persons in need of basic estate planning, and aspiring entrepreneurs.
Linda: I represent institutions ranging from small startups to large investment managers and hedge funds, as well as state and nationally chartered banks, in a variety of roles including issuers, underwriters, loan sellers, depositors, borrowers, lenders, investors, asset managers, participants, lessors, and lessees. Often, we represent clients across a number of asset classes.
What types of cases/deals do you work on?
Parker: I work primarily on CMBS transactions ranging from billion-dollar conduit and GSE securitizations to hundred-thousand-dollar SASBs, which have included deals at the forefront of the LIBOR-to-SOFR transition. I’ve also had the opportunity to work with Farmer Mac on the development of the FARM Series program, which securitizes agricultural mortgage-backed securities.
Linda: My deals run the gamut. At any given time I might be working on a loan origination secured by a specific property, a securitization of a large pool of assets, a project financing for a new construction project, a new lending platform that will utilize blockchain, or a corporate credit matter. That’s what keeps it interesting!
How did you choose this practice area?
Parker: I took on a few CMBS assignments as a summer associate and really enjoyed both the subject matter and working with the Dechert CMBS team. The tangibility of the real estate assets helps keep things grounded while the structure and finance side of the practice has provided a great opportunity for me to expand my subject matter expertise. I also love being part of the Dechert team—we have an outstanding group of very talented attorneys and support personnel, and we genuinely enjoy working together and spending time with each other outside the office.
Linda: I graduated from college right when the financial crisis was gripping America in 2008 and I wanted to understand how it was that Wall Street, an industry filled with spreadsheets and jargon that was described on the news as a walled-off, isolated industry, could have such a wide-ranging and deep impact on seemingly every aspect of American life. The Dechert attorneys I met while interviewing were on the front lines of advising the financial industry and seemed like really smart, earnest, and collegial people. I wanted to work with them and learn as much as I could from them, while doing interesting and important work.
What is a typical day like and/or what are some common tasks you perform?
Parker: Early on I spent a lot of my time mastering collateral due diligence—i.e., learning the ins and outs of each property and loan for a particular securitization. Now I spend more time drafting and reviewing transaction and offering documents and addressing client requests. On any given day I typically am working on multiple securitizations that are often at different stages of the deal; some might just be kicking off, others are printing or pricing, and some might be closing.
Linda: Every day I start out with a plan for how the day is going to go, and usually by 10 a.m. that plan has gone completely out the window! We deal with surprises and emergencies on a regular basis, so it is important to be flexible and have the ability to adapt and multitask. I spend much of my day on the phone with clients, opposing counsel, and colleagues. I review documents critically and collaborate with others to draft new provisions. I also get to teach and mentor my junior colleagues, and I love seeing the look on someone’s face when they suddenly get it! I always try to find some time to learn something new every day.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
Parker: Organization, time management, and attention to detail are critical; some people are able to develop these skills in law school, but I think prior work experience is really valuable. It’s also important to remember that we’re in a transactional practice, so a lot of the job revolves around relationships. Whether it’s building effective deal teams, developing rapport with clients, or being able to pick up the phone and articulate your position to opposing counsel, you’re going to have to be comfortable interacting with people beyond email. Don’t lose sight of the fact that we’re all human, and a lot of your reputation in the industry will revolve around how you treat others in both good times and bad.
Linda: A lot of the skills just have to be learned on the job and no amount of coursework can teach you everything you need to know. Work on your writing, editing, and critical reading skills. Learn some accounting basics. Substantively, securities laws, property law, and the UCC are all important in our practice, but it's the soft skills that will really make your career. Work on developing negotiation skills and increasing your emotional IQ. The ability to read between the lines is often the key to success in a transactional practice. It is also important to learn to think beyond the words on the page and run through the whole “consequence chain” in your mind to make sure those contractual requirements result in the intended outcome without other negative externalities or unforeseen consequences.
What do you like best about your practice area?
Linda: I chose an area of law that matched as closely as possible to what I would want to do if I was not a lawyer. Real estate finance is complex and constantly evolving, but also has a real-world impact on the built environment around us and is one of the most tangible ways that finance impacts our daily lives. I love that our clients see us at partners and come to us with strategic and business questions as well as legal questions.
What are some typical tasks that a junior lawyer would perform in this practice area?
Parker: Junior associates on my deal teams will often have a lead role in conducting due diligence on the loans and properties, which includes reviewing loan files and third-party reports. Junior associates are also often asked to draft and manage closing checklists, draft ancillary documents, and review third-party deliverables. Early on they’re given an opportunity to take on as much responsibility as they feel comfortable with and as they show they can effectively handle. We often encourage client contact within the first year or two, particularly with their peer counterparts, and try to involve junior associates with client events or presentations.
How do you see this practice area evolving in the future?
Linda: Luckily, people will always need places to put stuff (and people), so real estate and paying for real estate will always be in demand. How we use real estate and how we pay for real estate is always evolving though, whether in response to legislative or statutory mandates, consumer preferences, macroeconomics, interest rates, global pandemics, or the next black swan event. Working with clients to find opportunities in the evolving market is a fun source of change. For example, when I graduated from law school, there was no institutional-scale single family rental asset class, and now I spend about half my time working on that. What will the next new asset class be? How a transactional legal practice is performed is changing too. New software is always being developed that lets us streamline or automate more administrative or word processing-based tasks so that we can focus our time and energy on solving more complicated legal issues or being creative to try to think of new ways to solve problems.
What kinds of experience can summer associates gain at this practice area at your firm?
Parker: Summer associates at Dechert get the “choose your own adventure” experience, so they can seek out as much work from our finance and real estate practice as they’d like to try. We give them the same assignments they can expect to receive as a first- or second-year associate, and we take the time to explain how those assignments fit in to the overall transaction and how their role will grow over time if they join our group. My own summer associate experience at Dechert led me to choose the CMBS team, and I’m still glad to be here every day five-plus years later.