Real Estate Syndications: Navigating Minefields for the Unwary

Elizabeth Dryden is a Partner in the Real Estate Department of Ervin Cohen & Jessup, LLP. 

Elizabeth’s practice covers a broad range of real estate transactions, including acquisitions and dispositions, office, retail and other commercial leasing, financings, and joint venture and syndication formations. Her practice experience includes extensive representation of institutional and non-institutional lenders, property owners and developers, private equity investors and high-net worth individuals across all asset classes. With a strong background in finance, Elizabeth specializes in structuring and negotiating real estate finance transactions, including first mortgage loans, mezzanine and other subordinate loans, preferred equity and joint venture structures, syndicated credit facilities, Freddie Mac and Fannie Mae loans, bridge loans and construction loans. Prior to joining Ervin Cohen & Jessup, Elizabeth worked at the Am Law 100 firms Paul Hastings LLP and Morrison & Foerster LLP. 

Elizabeth is a creative problem solver. She focuses on practical and workable solutions for her clients, collaborating with them to comprehensively understand their business and operations. She successfully navigates complex legal matters while balancing big picture issues with deal specific details. Adapting to meet each client’s unique legal needs, Elizabeth prioritizes her clients’ concerns without losing sight of her role as an advisor and ardent advocate. 

While in law school, Elizabeth was a volunteer for Sanctuary for Families, advocating for abused spouses seeking divorces. As an undergrad, she volunteered as an Emergency Medical Technician on the university ambulance corps, serving as a Crew Chief and as a member of the Medical Board.

Chris Manderson is a Partner and Co-Chair of the Business, Corporate and Tax Department of Ervin Cohen & Jessup, LLP. Chris specializes in mergers & acquisitions, venture capital, debt and equity financing, distressed and restructuring transactions, and preserving and utilizing Net Operating Loss (NOL) tax assets. He also advises public and private company boards and executives on all aspects of corporate governance. 

He began his career as a transactional lawyer representing public companies, private equity funds, boards and executives in M&A and finance transactions at Skadden, Arps, Slate, Meagher & Flom LLP and Paul Hastings LLP. He also served as Executive Vice President & General Counsel at Real Industry, Inc., where he guided the company through a $525 million acquisition of an aluminum recycling business serving the automotive industry, and subsequent NASDAQ listing.

 In addition to mainstream M&A, venture capital and corporate finance transactions, Chris specializes in distressed and restructuring transactions. In the wake of the 2009 Financial Crisis, he reorganized companies preserving over $2 billion in NOL tax assets in chapter 11 bankruptcy cases, including Real Industry, Inc. (formerly Fremont General Corporation, a subprime mortgage lender with NOLs over $900 million), and Triad Guaranty, Inc. (formerly an insurance holding company with NOLs over $1.1 billion). 

Chris has represented both public and private companies, private equity funds and individuals, including Rock & Republic Enterprises, Inc., Amgen, Inc., Dole Food Company, Seidler Equity Partners, Marwit Capital, Credit Suisse First Boston, Morgan Stanley & Co., former Olympic Gold Medalist Tyler Hamilton in the Lance Armstrong investigation, and many others.