According to Chambers USA, Dan Flanigan’s clients refer to him as a “master strategist” and consummate problem solver. One says, “There are many decisions I will not make unless I have his input." Another client of many years, the head of real estate lending at one of the largest banks in the U.S., says "I think his strength is he's a very practical attorney."  

The 180-plus attorneys in Dan’s Department have embraced, built upon, and carried forward Dan’s broad strategic vision combined with a meticulous approach to execution of practical solutions to client problems. 

The Real Estate Development and Transaction groups represent major developers and owners of every type of commercial and residential real estate imaginable throughout the United States.    

The Financial Services lawyers within the Department cover all aspects of debt financing - from secured lending to securitization and structured finance, from loan origination to loan enforcement and bankruptcy.  

Dan has been a trusted advisor to lenders, helping them navigate the ups and downs of the business cycle for decades.  He also makes his financing expertise, and deep knowledge of the lending environment and culture, available to the firm’s borrower clients, especially in difficult restructuring and workout situations. 

In recent years Dan has been intensely involved in the commercial mortgage backed securities industry (CMBS). Dan served as lead counsel in the formation and operation of two national CMBS lenders and has continued to lead the expansion of the group's CMBS practice. Lawyers in the Real Estate Finance group supervised by Dan have closed 3,300-plus CMBS and other commercial mortgage and mezzanine loans, over $29 billion-plus in principal amount, throughout the United States. 

Representative Engagements

The following representative engagements illustrate the breadth and diversity of Dan's financial services practice and the work of the Real Estate and Financial Services Department:
  • Dan recently represented a major national special servicer in the successful resolution of a $226 million defaulted mortgage loan secured by 42 troubled nursing home facilities, which involved an in-depth analysis of all loan resolution alternatives, including potential ownership and operation of the nursing homes, sale of the loan, and advice and guidance with respect to all related legal and regulatory issues, including Medicare, Medicaid and state licensure issues. 
  • Since the 1990's he has represented master and special servicers, portfolio lenders, and property developers and borrowers in connection with numerous high and low-profile real estate loan restructuring, loan enforcement, and bankruptcy matters throughout the U.S. He has been especially engaged recently in connection with numerous outbreaks of so-called “Tranche Warfare” involving disputes, negotiation, and often litigation among members of CMBS capital stacks, syndicated lender groups, and loan participants.
  • He recently represented one of the nation's premier developers in a complex and difficult restructuring of a $375 million dollar loan on a trophy property in New York City. He also recently assisted one of the top developers in Kansas City on a major loan restructuring on a trophy property in that city. 
  • In 2016 a team under Dan's leadership served as Kamber Management Company's counsel in three purchase and sale transactions totaling over $650 million in Manhattan. 
  • The Firm recently served as Issuer’s Counsel in Dan’s client Prime Finance’s CRE CLO transaction ($640 million).
  • He was extensively involved in the multi-billion dollar ResCap Chapter 11 proceeding in New York where he was bankruptcy counsel to a member of the Unsecured Creditors Committee representing a class of consumer borrowers with an allowed claim of $300 million. He now serves as General Counsel of the $60 million Borrower Claims Trust established by the Plan.
Presentations

Dan is a frequent presenter at industry conferences including: 
  • Seminar Presentation - Strafford, Commercial Mortgage-Backed Securities 3.0: Structuring Commercial Mortgage Securitized Loans in an Evolving CMBS Market, March 2015
  • Panelist - Mortgage Bankers Association of New York, Real Estate Mezzanine Lending: Documentation and Deal Structuring, Mortgage Bankers Association of New York, December 2015 
  • Panelist - The Annual Cornell University Real Estate Conference, What We Can Learn From Capital Flows in Real Estate, October 2015
Publications

His publications as author and co-author include:
  • The Polsinelli Guide to Real Estate Mezzanine Finance (Peppercorn Press 2008)
  • "Subordinate Finance In Real Estate Transactions", Business Workouts Manual, (Thomson Reuters, November 2013)
  • "The Borrower's Agenda: Negotiating Loan Documents", PLI Commercial Real Estate Financing 2013 (March, 1, 2013)
  • The Devil’s Dictionary of Bankruptcy Terms for Commercial Lenders (Peppercorn Press 2007, 2012)
  • Understanding the Legal Issues Behind Executory Contracts in Bankruptcy: Leading Lawyers on Strategies for the Structuring, Drafting and Execution of Executory Contracts, (Aspatore, Inc. 2006) 
In addition to the matters described above, the following representative transactions show the breadth and depth of Dan's experience: 
  • Structured, negotiated, and documented numerous loan originations, workout, restructure, deed-in-lieu, and voluntary surrender transactions for lender clients.
  • Representation of national acquirer of troubled loan portfolios from RTC on loan enforcement, restructures and workouts, reorganization and bankruptcy, and loan sale matters throughout the U.S.
  • Appearance as primary counsel for clients in bankruptcy cases throughout the U.S., including Arizona, California, Colorado, Florida, Illinois, Indiana, Iowa, Kansas, Maryland, Minnesota, Missouri, Nevada, New Jersey, New Mexico, New York, Ohio, Pennsylvania, Texas, and Virginia.
  • Advises lender clients (both lead lenders and participants) in connection with a variety of loan participation and syndication issues.
  • 100% successful defenses of lender liability allegations against lender clients (no jury submission ever, numerous summary judgments obtained, no settlements other than “nuisance settlements”).
  • Served as lead trial counsel and obtained plaintiff jury verdict against national lender in lender liability case.
  • Formation of two commercial real estate mortgage conduit lenders involving strategic alliances among investment bankers, venture capital, and entrepreneurial partners.
  • Retained by largest commercial bank in Hungary to establish special assets department (troubled loans, workouts, loan enforcement, collections, bankruptcy). Developed organization chart, staffing plan, policies and procedures.
  • Representation of national asset based lender on all transactions west of the Mississippi River including major leveraged buyouts and multi-state transactions involving every type of collateral.
  • Representation of lenders in connection with numerous DIP financings.
  • Counsel to largest Kansas City area health plan in successful merger with HMO and related restructuring including negotiated buyout of dissenting hospital shareholders.
  • Structured acquisition vehicle for purchase of Missouri Life Insurance Company by its agency force.
  • Documented and closed emergency loan to railroad secured by all rolling stock including obtaining required ICC approval of securities issuance by borrower under Interstate Commerce Act (project began on December 24 and closed December 31 to fund settlement of antitrust case scheduled for trial on January 2).
  • Represented sale-leaseback lender in connection with attempt to recharacterize $260 million in sale-leaseback transactions as loans in convenience store bankruptcy (negotiation with debtor and unsecured creditors committee followed by discovery and full trial of all recharacterization issues, including extensive factual and expert testimony to overcome objection of subordinated debenture holders).
  • Obtained court approval and documented major restructuring of $260 million in sale-leaseback leases as part of successful conclusion of convenience store bankruptcy (sale of all assets to Investcorp).
  • Advised several lending institutions on establishment of general policies and procedures to avoid environmental liability.
Related News