I think "transfer of all or substancially all properties" can be interpreted as GKK wanting to keep ownership of some properties or the lenders don't want Dana. Maybe GKK wants to retain control of certain properties and within these 2 weeks they can still find financing from other sources to "buy" those properties from the lenders. Perhaps more JVs on the way? I seriously doubt GS/Citi/KBS/SLG/GKK are the only parties in the negotiation room.
As usual, too much is unknown and all we can do is speculate. If we keep Dana and manage all the Realty properties for a fee....that's a "Realty-has-zero-value" scenario for me.
If they hand back all the properties and stock drops because of the substantial book-loss, we can expect a NCT-esque balance sheet circa March 2009(we would have negative GAAP equity if not for Realty). I would be buying all I can under or around $2.
I suppose the easy answer is that they want a smooth transition. I am not a lawyer but a foreclosure may get messy (not just legal but also administrative) and GKK may also extract some value for playing ball: management fees, some properties, and assurances of payments under the Deutsche Bank mortgages bought for CDOs 2005 and 2006.