Syllabus+(2011)+--+UPDATED

Syllabus+(2011)+--+UPDATED - DRAFT: 1/20/11 B8158

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B8158    DEAL WORKSHOP A Multidisciplinary Course Jointly Offered by Professor Lynne Sagalyn  Earle W. Kazis and Benjamin Schore Professor of Real Estate  Director, Paul Milstein Center for Real Estate and Adjunct Professor Robin Panovka,  Spring 2011 Monday, 4:30-7:45 pm 330 Uris Hall Course Statement High-stakes real estate M&A and restructuring transactions require consummate deal-making skills and a thorough understanding of the underlying business, legal, financial and strategic frameworks. This Workshop will explore the relevant skill- sets and underlying frameworks through a combination of class discussions and hands-on exercises. The REIT and commercial real estate sectors are emerging from the financial crisis, poised for a new phase of consolidation and M&A. Many REITs have shored up their balance sheets, regained the confidence of investors, and built up cash stockpiles and access to capital required to grow through acquisitions. At the same time, large pools of over-levered assets continue to wind their way through restructuring and recapitalization transactions, as the industry continues to works through the aftermath of the last cycle’s boom period of liquidity and leveraged M&A. These waves of transactional activity provide an ideal backdrop for learning the strategy W/1684082v16 DRAFT: 1/20/11
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and tactics involved in sophisticated dealmaking, as well as the underlying legal and business building blocks. The class will take a multi-disciplinary approach, based on the premise that an effective transactional lawyer must understand the business and financial goals and implications of the deal and, similarly, that an effective business or finance executive must have a solid grasp of the legal and structural underpinnings for the transaction. Course Themes: 1) Real estate M&A transactions occur in both the public and private equity and debt markets; this duality creates arbitrage opportunities that, in turn, shape M&A activity; it also creates clashes of cultures and deal structures. 2) Real estate M&A transactions are influenced by the cyclical nature of real estate, equity and debt markets. 3) The legal and structural differences among investment vehicles for owning Prerequisite: Real Estate Transactions (Columbia Business School) or Real Estate Transactions/Finance or other Transactional or M&A class (Columbia Law School) Readings and Materials Readings for the course are presented in a case packet, which will be delivered to the classroom on the first day of class. For Business students, these materials are also posted on the Angel site for the course; for Law students, on LawNet. Please note that we have assigned reading preparation for the first session of class. A list of the reading materials is attached. There is a lot of reading, more than might be customary in MBA classes.  Keep in mind 
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Syllabus+(2011)+--+UPDATED - DRAFT: 1/20/11 B8158

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