Michael J. McCarthy

Mike additionally counsels clients in connection with the acquisition and disposition of whole loans, participation interests, and subordinate notes related to loan workouts, restructurings and workouts, foreclosures, and deed-in-lieu transactions. He regularly speaks and writes about real estate finance issues and developments. Prior to joining Morgan Lewis, Mike was a partner in the New York office of another national law firm.

Lender Representations

• Represented U.S. Bank National Association in connection with the origination of an approximately $140 million repurchase facility to a New York–based real estate fund secured by a single mortgage loan; representation included syndication and subsequent modification of the repurchase facility
• Represented U.S. Bank National Association in connection with the origination of multiple repurchase facilities ranging in value from $50 million to $450 million, including facilities structured as (1) aggregation facilities, (2) nonaggregation facilities, (3) single asset facilities, (4) facilities with accordion features, and (5) financial covenant–based facilities, as well as the workout and restructuring of certain facilities, including extension of facility expiration dates, waivers of events of defaults, forbearance from exercising rights and remedies, forbearance from determining financial covenants compliance, and margin calls
• Represented U.S. Bank in connection with the modification, workout, and restructuring of an $80 million mortgage loan secured by multiple hotels and a repurchase facility, both of which are cross-collateralized and cross-defaulted
• Represented a Japanese bank in connection with the acquisition of an approximately $170 million portion of an approximately $370 million mortgage loan secured by student housing properties in seven different states
• Represented a New York–based real estate investment fund in connection with the origination of (1) an approximately $150 million mortgage loan structured as an A/B Note secured by a multifamily property in Massachusetts, (2) an approximately $120 million mezzanine loan ultimately secured by a mixed-use building in New York City, (3) an approximately $60 million mezzanine loan ultimately secured by a commercial condominium unit in New York City, (4) an approximately $50 million mezzanine loan ultimately secured by an iconic office building in Los Angeles, and (5) an approximately $25 million mezzanine loan ultimately secured by a portfolio of multifamily properties in New York City and Westchester County, with each representation including the negotiation of an intercreditor agreement
• Represented a real estate investment fund in connection with the acquisition of (1) an approximately $150 million mezzanine loan subordinate to an approximately $550 million senior loan secured by a portfolio of multifamily properties in five states, (2) an approximately $85 million mezzanine loan ultimately secured by a shopping mall in Colorado, (3) an approximately $50 million mezzanine loan ultimately secured by an office building in Texas, and (4) an approximately $35 million portion of a $90 million mortgage loan secured by 25 light industrial properties in multiple states, with representations including the negotiation of conveyance documents and intercreditor/co-lender agreements, as applicable
• Represented a New York–based investment fund in connection with the origination of a $100 million mortgage loan secured by a single-tenant industrial property in two counties in New York, with one portion of the project encumbered by a PILOT agreement
• Represented a New York–based real estate fund in connection with the origination of an approximately $70 million mortgage loan secured by a multifamily property in Washington, including the preparation and negotiation of loan conveyance documents and intercreditor agreement; following closing, the mortgage loan was bifurcated into a senior mortgage loan and mezzanine loan and client sold the senior mortgage loan
• Represented a real estate firm in connection with the origination of an approximately $40 million construction loan to finance the ground-up construction of a multifamily project in Florida; the representation included the bifurcation of the loan into an A/B Note structure, the sale of the A Note by the client, and the negotiation of a co-lender agreement

Borrower Representations

• Represented a New York–based real estate firm and two joint venture partners in connection with construction financing for the development of a mixed-use project (senior living, residential, and retail) in New York’s Hudson Yards area; the financing consisted of an approximately $275 million senior construction loan, $150 million mezzanine loan, and $10 million operating company loan and the transaction included a ground lease, OpCo/PropCo structure, and formation of a TRS for tax purposes
• Represented a New York private equity firm in connection with the origination of an approximately $175 million construction loan, with the loan proceeds used by the client to construct a mixed-use project consisting of nearly 500 residential units (including an affordable component), a public-school unit presold to the NYC School Construction Authority (SCA), retail, and a parking garage; the representation included negotiation of a master lease, sublease, and interparty agreement, collateral assignment of a Brownfield agreement and related tax credits, formation of a condominium regime following substantial completion, and the transfer of the public-school unit to the SCA
• Represented a New York–based real estate firm and its joint venture partner in connection with (1) an approximately $60 million mezzanine loan and operating deficit loan facility to fund land acquisition and development of a mixed-use project comprising senior living, assisted living, and retail in Santa Clara, California, (2) an approximately $57 million mezzanine loan and operating deficit loan facility to fund the land acquisition and development of a mixed-use project comprising senior living, assisted living, and retail in Cupertino, California, and (3) an approximately $108 million mezzanine loan and operating deficit loan facility to fund the land acquisition and development of approximately 500 residential units, commercial space, and a parking garage in Santa Clara, California
• Represented a New York–based investment fund in connection with the approximately $1.2 billion refinance of an office complex in Century City; the transaction was one of the largest single-asset financings in the United States in 2019
• Represented the owner of a landmark hotel in New York City in connection with the $50 million refinancing of existing debt
• Represented a subsidiary of a New York–based investment fund as borrower in connection with the modification of an approximately $200 million mortgage loan secured by an office building in Midtown Manhattan
• Represented a subsidiary of a New York–based investment fund and its joint venture partner in connection with the refinancing of an office building in Midtown Manhattan; the financing consisted of an approximately $310 million mortgage loan and $90 million mezzanine loan

Other

• Represented a non-US-based client in connection with the acquisition of a portfolio of healthcare-related office facilities from multiple sellers; the representation included the negotiation of multiple purchase and sale agreements, a joint venture agreement between the client and its partner, and financing documents
• Represented a non-US-based client in connection with the acquisition of an outpatient medical facility including the negotiation of a purchase and sale agreement, a joint venture agreement between the client and its partner, and financing documents
• Represented a New York–based real estate firm in connection with the formation of a programmatic joint venture with the purpose of originating commercial mortgage loans
• Represented a non-US real estate fund and its joint venture partner in connection with the approximately $300 million sale of a portfolio of four multifamily properties in Texas
• Represented a non-US-based client in connection with the acquisition of an office building in New York City
• Represented a Midwest real estate firm in connection with (1) the acquisition of an office building in Atlanta and (2) the acquisition of an office building in a suburb of Chicago, with each representation including the negotiation of a purchase and sale agreement, joint venture agreement (client is the managing member of each joint venture), and financing documents