Michelman & Robinson, LLP’s (M&R) Banking & Financial Services Department is highly experienced in commercial finance issues. We achieve superior legal results for our clients on high profile, high-stakes matters throughout the country. Our team of talented litigators and transactional attorneys provides prudent tactical advice to commercial and investment banks; commercial finance, trust and insurance companies; credit unions; venture capital and securities firms; mortgage brokers; hedge funds; and their associated holding companies and affiliates.

With six offices nationwide, we are well positioned to adeptly respond to the unique needs of our client base, handling transactions such as trade finance facilities, commercial paper, asset-based financing, leasing transactions, loans, buy-outs, compliance, licensing revocations and investigations, and entity formation and structuring.

We counsel financial institutions and asset management companies on problem loan identification and review, workout strategies, negotiations, servicing, collections (including pre-litigation review and litigation-avoidance measures) and receiverships. We also handle lender issues involving loan documentation, participation agreements and the sale of loan portfolios. Many of our clients are engaged in the acquisition of non-performing and sub-performing loans, necessitating negotiations with borrowers and debt restructuring.

Further, because financial issues frequently impact the full spectrum of M&R's clients, we draw on our cross-practice resources, utilizing attorneys from our Employment, Real Estate, Construction, Hospitality, Health Care, Appellate, Intellectual Property and Insurance Departments to provide an integrated service approach that consistently achieves optimum results.

We are actively involved with the California Bankers Association, California Independent Bankers, California Mortgage Bankers Association, Risk Management Association, Special Assets Management Association, Investment Company Institute, and the Independent Directors Council. Our attorneys hold prominent positions in some of these organizations, serve as frequent speakers and guest panelists, and routinely publish topical articles in their trade publications. 

Areas Of Expertise

The following is a select sampling of our representative matters:

• Appellate Action: Two banks that participated in a large construction loan in Los Angeles County had a dispute regarding a participation agreement. The trial court granted one of the bank’s rescission of a party’s participation agreement, awarding over $2 million in restitution and attorneys’ fees and costs. M&R obtained a reversal on appeal for our client, whereby the participation agreement was not rescinded, and our client is seeking attorneys’ fees in excess of $1.2 million.
• Bankruptcy/Adversary Proceedings: A large money transfer institution maintained a judgment against a customer for failure to submit monies owed. The customer filed for bankruptcy, attempting to discharge the money transfer institution’s judgment. On behalf of the money transfer institution, M&R initiated an adversary proceeding in bankruptcy court, arguing that the judgment was non-dischargeable. Ultimately, the court agreed and awarded M&R’s client the full amount of the judgment plus attorneys’ fees and costs.  
• Breach of Guaranty: M&R sought recovery of money owed to one of California’s leading banks for breach of promissory note and breach of guaranty. The opposing side sought relief from these claims pursuant to various legal theories that would bar the lender’s relief, including a defense that the guaranty was a sham guaranty. M&R successfully represented the lender in overcoming and demonstrating the invalidity of each defense and M&R prevailed on behalf of our client, obtaining an award in the amount of $23 million.
• Collateral Preservation Litigation: M&R successfully represented a bank in defending a claim that it had failed to properly preserve personal property collateral. A creditor of the borrower sought in excess of $12 million in damages, claiming that the bank had failed to comply with its obligations under California Commercial Code 9-207. M&R was successful in obtaining summary judgment for our client.
• Conveyance-in-Lieu of Foreclosure: Represented mezzanine lender in negotiating and documenting a $14.4 million conveyance-in-lieu of foreclosure transaction, transferring to lender pledged membership interests in a multi-family residential development in Arizona.
• Deed-in-Lieu Transaction: M&R represented lender in negotiation and documentation of $100 million deed-in-lieu transaction of luxury condominium resort property. Coordinated, negotiated and documented settlement agreements with borrower, guarantors, contractors and adjoining land owner; coordinated matters regarding DRE compliance, title coverage issues regarding mechanics' lien coverage and stop notice claims: negotiated and documented amended and restated easement agreements; documented and implemented assignment of loan to affiliate and foreclosure by affiliated lender; negotiated and documented sales and marketing management agreement, brokerage agreements and termination of various service agreements.
• Loan Dispute: Successfully represented a bank in a dispute over a $13 million real property loan made to a limited partnership in which their guarantor argued our client caused over $50 million in losses by wrongly defaulting them. Following arbitration, the court found in favor of our client, awarding the full amount sought. 
• Participation Agreement: M&R represented a participant lender in a $105 million construction loan on a multifamily development in Newport Beach. The expedited loan was closed less than one week after the participants were identified and committed to the transaction.
• Real Estate Finance: A large regional bank financed a sizeable hotel and condominium project in Northern California. After the collapse of the California real estate market, the project stalled and the defendant borrower failed to repay the amounts borrowed. Despite the filing of bankruptcy by the borrower, related entities, and individuals, the defendant pursued lender liability claims against the bank. On behalf of the bank, M&R successfully prosecuted its claims against the borrower and other defendants, foreclosed and liquidated the real property that secured the loan, and settled all outstanding claims.

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