Michael Hamilton is a partner in the Los Angeles office of DLA Piper. Michael's practice focuses on business transactions with particular emphasis on finance and real estate matters. Mr. Hamilton is a member of the American College of Real Estate Lawyers and writes and lectures extensively on matters pertinent to clients, the industry and the profession. In addition to addressing the legal and situational risks attendant to any transaction, he is passionate about utilizing existing and creating new systems and processes to enhance internal and external business and legal functions. In 2008, The Daily Journal named him one of Los Angeles' Top 20 Under 40 Lawyers, and Institutional Investors News named him one of its 20 Rising Stars of Real Estate in the nation.

Representative Experience

• Mr. Hamilton has represented borrowers in more than 100 loan transactions aggregating in excess of $30 billion. The transactions have included secured and unsecured term loans, revolving lines of credit, acquisition loans, construction loans, securitized loans, subordinated facilities, bridge financing, note issuances, preferred equity arrangements, conduit loans and various combinations of the foregoing.
• Recently, he has advised clients on the acquisition of distressed assets, including equity and debt interests. These transactions often involve multiple levels and types of subordinated debt in securitized structures.
• Mr. Hamilton has represented borrowers and equity investors in a number of workouts, recapitalizations and restructurings during the current recession. Among other assignments, Michael is currently engaged in discussions with securitized loan servicers on numerous loans that will need varying degrees of accommodation to avoid default.
• Mr. Hamilton was co-lead counsel to the acquiror in a $22+ billion corporate transaction, involving a publicly-traded real estate investment trust (REIT) that owned 400+ properties globally. The transaction required constant-readiness and "on-call" knowledge of the target's operations as well as the law of 25+ state and foreign jurisdictions in which the target's properties were located. As coordinator of more than 200 lawyers within his Firm over an 18-month period, Michael advised the client on matters pertaining to 100+ mortgage financings, 30+ hedge instruments, 20+ joint ventures, 15+ ground leases, 20+ local development agreements, 30+ taxable and tax-exempt financings, and 400+ existing entities. On a single day in late 2007, Michael and his co-counsel from 5 other leading New York law firms oversaw the closing of the target acquisition which required the concurrent formation of 1000+ new entities, completion of 8 new corporate credit facilities (exceeding $6 billion), closing of 100+ property refinancings (exceeding $9 billion), and 40+ amendments to existing credit facilities and hedge instruments.
• For 10+ years, Mr. Hamilton has been counsel to a publicly-traded shopping center REIT in connection with various aspects of its operational, development and financing needs. Michael has assisted the company with more than $7 billion of financing transactions involving construction loans, permanent loans, and securitized facilities. Michael has also represented the company in portfolio acquisitions involving, in the aggregate, 50+ properties and has advised on numerous proposed redevelopment activities undertaken by the company.
• Mr. Hamilton has served as finance counsel to a privately-held developer and operator of real estate properties in connection with numerous transactions aggregating in excess of $3 billion. These transactions have included secured and unsecured facilities, term loans, lines of credit, construction loans, and securitized mortgage facilities. Michael has refinanced numerous properties within the company’s portfolio multiple times and has developed a working knowledge of the particularities of each individual development.
• Mr. Hamilton served as counsel to a bankrupt lender in the sale of a distressed loan portfolio valued at $519 million. The portfolio consisted of 40+ commercial mortgage loans, approximately 50% of which were non-performing (i.e., underlying borrower in default).
• Over a 10-month period during 2009, Mr. Hamilton advised a NYSE company in connection with a joint venture recapitalization of one of the top performing shopping centers in the nation. The first phase of the strategy involved a $300+ million refinancing with two life insurance company lenders. The second phase involved the admission of a joint venture partner to the structure. The admitted partner was a foreign pension plan whose investment in the structure required careful tax planning to address tax and pension fund complications arising from cross-border regulatory schemes. The final phase of the transaction involved the conversion of the relevant entities in the structure to real estate investment trusts.
• Mr. Hamilton served as deal counsel to a Wall Street private equity firm in connection with its resort projects in California. Michael had primary responsibility for drafting and negotiation of all development, financing, and brokerage documentation for the projects. As counsel to the financial partner in the development, Michael also oversaw the activities of the developer partner to ensure the financial partner's interests were protected.
• Early in his legal career, Mr. Hamilton served as lead associate in the representation of a Wall Street based real estate investment fund in the acquisition, privatization and redevelopment of McClellan Air Force Base in Sacramento, California. The transaction involved numerous governmental agencies and demanded solutions to address extensive environmental issues and intersecting, and often-conflicting, agency regulations on redevelopment. The transaction evolved over a 2 year period and required sustained focus on the client's needs and limits in the face of ever-changing needs of the opposing parties.
• In 2003, Mr. Hamilton assisted in the representation of the largest provider of water in the United States in a high-profile lawsuit relating to the operation of the California State Water Project (the primary distribution system for drinking water in southern California). The underlying claim involved the California Environmental Quality Act and purported noncompliance with the Act in the operations of the project. The case involved negotiations and settlement with 20+ counterparties (local water districts and stakeholders). Due to the highly-politicized nature of the claim and profile of the project, Michael also worked side-by-side and behind the scenes with state regulators in crafting a solution that not only addressed the immediate claim but which would also be a sustainable solution in light of much larger water and distribution system issues.
• In relation to his work with water providers, Michael was also instrumental in developing agreements for a highly-publicized water conservation program in California's Central Valley. The program was a "first-of-its kind" and involved farmers in the Central Valley of California agreeing to new land management, crop rotation, fallowing and conjunctive use practices to ensure ample water supplies downstream.

Accolades

• In 2008, The Daily Journal named him one of Los Angeles' Top 20 Under 40 Lawyers
• Institutional Investors News named him one of its 20 Rising Stars of Real Estate in 2008
• Selected as "Young Lawyer of the Year" by the Los Angeles County Bar Real Property Division (2007)