Institutional Investment & Finance

Institutional Investment & Finance

Overview

Cox, Castle & Nicholson is proud to represent a variety of institutional investors (including pension funds), traditional and nontraditional lenders, developers, and other borrowers, in a broad array of investment and finance activities. Our institutional investor and finance attorneys are experienced in all types of transactions involving all real estate product types, including office, retail, industrial, multifamily, affordable housing, student housing, residential tract development, undeveloped land, hotel and other resort, master planned communities, condominium, vacation ownership, congregate care facilities, and mixed use. 

We have extensive experience representing institutional investors in all aspects of their real estate investments, in both their domestic and international real estate investments, including more than three hundred real estate opportunity fund investments and joint ventures and billions of dollars of direct real estate transactions. We also assist clients with asset-based financing involving collateral such as stock, accounts receivable, inventory, equipment, crops, general intangibles, and entity ownership interests. Many of the financing transactions we handle involve both real and personal property.

The depth and breadth of our Institutional Investment and Finance Practice enable us to deliver comprehensive legal services to our clients.  We are able to structure complex transactions and provide legal services of the highest quality without losing sight of practical considerations. 

We invite you to learn more about our specialized expertise within our Institutional Investment and Finance Practice, including those listed below:

Institutional Investment/Pension Funds

  • Acquisition, Disposition, Title Insurance, Leasing, Development and Environmental
  • Co-Mingled Funds, including Debt Funds, Infrastructure Funds and International Funds
  • Joint Ventures and other Co-Investment Vehicles
  • Joint Venture Dissolution and Removal of Co-Mingled Fund Sponsors
  • Financing Transactions
  • Investment Management Agreements
  • Special Opportunity Investments and Private Equity Transactions

Finance

  • Bankruptcy     
  • Capital Markets
  • Structured Finance and Securitized Loans
  • Commercial Lending, Distressed Debt Acquisition and Disposition
  • Financial Rights, Remedies & Defenses
  • Foreclosures and Receiverships
  • Loan Workouts and Financial Restructuring
  • Public Finance

Representative Matters

Assisted in representation of lender of the owner of a boutique hotel in New York, New York in connection with a $65 million loan facility, which was structured as a senior loan of $40 million that was transferred to another lender and the client retaining a junior loan in the amount of $19 million.

Assisted in representation of an insurance company, in $100 million loan to a publically traded REIT. The loan was secured by office properties located in Los Angeles and Orange County, California.

Represented a group of lenders in several bankruptcy cases filed by related investment funds, involving multiple properties located throughout the country.

Represented numerous landlords in several large retail bankruptcies brought about by the recent economic crash.

Represented a hospitality company in numerous defaulted time share loans in bankruptcy cases throughout California.

Represented a hotel franchisor in the bankruptcy case of its franchisee, involving a liquidation plan filed by the senior secured lender.

Represented numerous lenders in obtaining relief from the automatic stay to foreclose on their real property collateral in bankruptcy cases throughout California.

Represented numerous lenders in challenging proposed reorganizations by single asset real estate debtors.

Represented a receiver in one of the largest receiverships in Los Angeles, involving a high profile commercial property.

Advised clients on appropriate and necessary pre-enforcement actions.

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Advised clients regarding the non-judicial trustee's sale process and review and revise, if necessary, the notices and related paperwork prepared by the foreclosure trustees.

Advised numerous borrowers in negotiating consensual sales of real property collateral by receivers.

Represented a bank in defending against a complex unfair business practices action based on loans that the bank unwittingly purchased from a leasing company operating a Ponzi scheme.

Represented a mezzanine lender in defending a lender liability action related to a partially completed condominium project.

Represented numerous banks in actions to obtain the appointment of receivers for real and personal property collateral.

Successfully defended against a borrower trying to stop a foreclosure of a partially completed restaurant by a bank.

Represented several banks in obtaining prejudgment writs of attachment in a breach of guaranty action.

Assisted with the representation of a lender in connection with the modification of an approximately $200 million portfolio loan secured by office and industrial properties in three states.

Assisted with the representation of an insurance company in connection with an approximately $90 million loan to a large retail shopping center.

Represented a client as co-counsel in connection with the financing in the amount of approximately $350 million for a large wind energy project subject to more than 235 wind farm leasehold interests in Central California.

Represented a large national bank to strategize regarding a $75 million defaulted loan which ultimately resulted in the documentation and negotiation of a forbearance and subsequent discounted payoff and settlement for a large industrial property.

Represented a non-profit corporation in the formation of a loan program to fund federally granted funds for predevelopment loans for affordable housing projects including creation of form loan documents and funding and closing multiple loans upon formation of the program.

Represented a client in connection with the refinance of a loan secured by a hotel along with the purchase of its partner's membership interests in the joint venture and the restructure and consolidation of multiple junior loans securing the property.

Represented a regional bank in connection with four mortgage loans to four affiliated borrowers secured by multiple hospitals and medical office buildings along with four revolving lines of credit to the operators of the properties and negotiated with eight separate participating lenders.

Represented a large public company in the acquisition of a portion of the membership interests in an existing entity in order to acquire control of a large shopping center in Hawaii, along with the assumption of the loan then encumbering such shopping center.

Handled various receivership actions involving the defense of and prosecution of a receivership involving various hotels.

Represented a company in numerous actions in which the client sought to take over defunct public companies through the appointment of a receiver. Successful in having a receiver appointed in several actions.

Represented a national banking institution in suing mortgage brokers which placed loans with bank that defaulted. The claims asserted were based upon the seller's agreement and various guarantee provision by the brokers representing that information was verified with the borrowers, but which had turned out to be false. Asserted various claims for breach of contract, fraud, and negligent misrepresentation.

Represented a landowner on lender liability theories.

Assisted in obtaining relief following appellate proceedings from Bankruptcy Court judgment that erroneously granted ownership of alter ego claims to defendant's bankruptcy estate rather than to plaintiff, who was the rightful owner of the claims.

Represented a large national lender in connection with a mortgage loan secured by a storage facility which was subject to a ground lease with the municipality.

Represented a large national bank in connection with the origination of a $414 million mortgage loan and $226 million in mezzanine loans with respect to the acquisition and as-of-right condominium conversion of a New York landmark office and showroom building, and the subsequent sale of the mezzanine loans to equity investors.

Represented a large national bank in connection with the restructure of a $49 million loan to multiple borrowers and secured by both multiple retail buildings and membership interests in affiliated entities. In addition to the multiple collateral issues, representation included issuance of additional lines of credit and cross collateralization.

Represented one of the nation's largest savings banks in connection with loans aggregating $805 million to a public real estate investment company in connection with the acquisition of a New York landmark building, future acquisition of development rights and partial residential condominium conversion of a New York hotel.

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Since 2009, drafted and negotiated documents for over 20 loans made by a private lender to developers for lines of credit to purchase homes at foreclosure, construction loans to complete small residential in-fill projects and acquisition loans for commercial properties being repositioned.

Provided local counsel opinions for the owner of regional shopping centers in connection with post-bankruptcy loan modifications and refinancing.

Represented a pension fund joint venture in the acquisition of a portfolio of seven shopping centers located in lower income neighborhoods in the greater Los Angeles metropolitan area.

Regularly draft and negotiate opinions in connection with loans made by national and international financial institutions to a REIT investing in commercial real estate.

Represented a lender in judicial and non-judicial foreclosure proceedings which triggered complex lender liability suit by buyers of five properties. Succeeded in foreclosure proceedings and caused dismissal of the suits through successful summary judgment motion.

Represented a seniors housing operator in the refinancing of a $37.5 million loan secured by assisted living facility in Pennsylvania.

Represented a public pension fund in the acquisition of a $78 million retail center in Louisville, Kentucky, as well as the concurrent negotiation of a complex construction easement and escrow agreement for post-closing development by seller on property acquired by buyer.

Represented a public pension fund in obtaining $18,850,000 loan secured by high-rise residential building located in Texas.

Represented a public pension fund in negotiation of two joint ventures with residential developers, each with an ongoing capital commitment in excess of $125 million.

Represented a public pension fund in the negotiation of a joint venture platform to acquire and develop medical office buildings and seniors housing facilities with a total commitment of in excess of $266 million.

Represented a seniors housing operator in the negotiation of a joint venture with a private equity fund, the concurrent acquisition of two assisted living and memory care facilities (one in Northern California, one in Southern California) with a combined purchase price of almost $32 million and the obtaining of a $23 million loan secured by the facilities.

Represented a seniors housing operator in the negotiation of a master lease platform with a major REIT which included the commitment of up to $150 million for future acquisitions. The transaction also included the concurrent closing of the initial acquisition under the platform (a four-property portfolio which included independent living, assisted living and skilled nursing located in Iowa) for a purchase price of almost $41 million. Additionally, represented the client in the concurrent negotiation of an option to purchase two additional properties for an additional $20.6 million as well as a related management agreement for the management of the two option properties.

Represented a REIT in acquisition of portfolio of sixteen medical office buildings in the Greenville, South Carolina area for a total purchase price of almost $163 million.

Represented a public pension fund in the sale of $24.6 million office building in Houston, Texas.

Represented a public pension fund in the acquisition of a portfolio of industrial properties in California with a combined value of approximately $558 million.

Represented a public pension fund in the sale of $86.5 million retail center portfolio in the northeastern United States.

Represented a private equity fund in obtaining simultaneous cross-collateralized loans for combined amount of approximately $47.5 million secured by multiple office buildings in Southern California.

Represented lenders in complex case brought by buyers of five properties pursuant to a development agreement where the buyers failed to make payments under promissory notes which triggered judicial and non-judicial foreclosure proceedings.

Represented a lender in a complex series of consolidated cases involving a real estate investment ponzi scheme.

Represented a national homebuilder in a lawsuit brought by SunTrust Mortgage, Inc., seeking indemnity based on a breach of contract claim for performance under a mortgage broker agreement.

Represented a bank in a $20 million dispute over various real estate loans and in various related regulatory investigations.

Represented mezzanine lenders in suit brought against borrowers/guarantors in foreclosure action.

Represented the lender in a dispute over a $40 million investment in a major downtown mixed-use complex.

Represented a company in numerous (5) actions in which the client sought to take over defunct public companies through the appointment of a receiver. Had receiver appointed in several actions.

Represented a principal creditor Chapter 11 reorganization of multi-level marketing company.

Defended a guarantor and principal obligor in action on failed development.

Defended a guarantor and principal obligor in action on failed development.

Defended seven different lender liability cases and in each case obtained either dismissals or advantageous settlements.

Handled numerous workouts of failed loans both from the lender and borrower perspectives.

Obtained dismissal of individual sued by the FDIC on a guarantee obtaining attorney's fees in the process.

Obtained mid-7 figure settlement for a lender in suit to obtain lost interest profit against potential borrower that backed out of commitment to borrow for a better deal.

Represented a borrower in 9-figure borrowings dispute with primary lender on various projects.

Represented a borrower against successor lender to Lehman Brothers over funding of draws.

Represented a company in numerous actions in which the client sought to take over defunct public companies through the appointment of a receiver. Had a receiver appointed in several actions.

Represented a developer in failure to fund case against national bank.

Represented a Fijian company in defense of a claim for a broker's commission on successful financing opportunity.

Represented a foreclosing mezzanine lender in demand for advances due the original borrower.

Represented guarantors in suit brought by lenders for breach of guaranty.

Settled case on behalf of a borrower against mezzanine lender that refused to fund draws.

Settled case on behalf of a timeshare borrower over interpretation of subordination clause relating to receivables financing.

Settled case on behalf of a timeshare operator in dispute with lender of $500 million credit facility involving whether events of default had occurred.

Represented a landowner against bank on lender liability theory.

Represented a client in connection with a loan made to a company and officers, which defaulted. Issues surrounded the alleged guaranty of the loan by the officers given that the guarantees were not properly documented. Obtained a favorable settlement as to one guarantor and dismissal of the other guarantor.

Represented a developer in connection with the default in financing on a development project located in Lake Elsinore, California. Developer client personally guaranteed the financing. Defended action brought by lender on personal guarantee asserting claims for bad faith by the lender. Mid-way during litigation the lender was taken over by the FDIC. Obtained dismissal of California-based litigation following removal to federal court after FDIC became Plaintiff.

Represented an institutional investor in structuring, negotiating, and documenting a series of strategic joint venture relationships with an international real estate services company for the acquisition and development of residential, industrial and office properties in Latin America.

Represented a large institutional investor in its $600 million investment in a venture specializing in buying foreclosed homes and holding them for investment as rental properties, a unique transaction formulated to take advantage of current market conditions.

Represented an institutional investor in the acquisition of a joint venture interest in and recapitalization of a portfolio of existing and to-be-developed retail properties in traditionally under served communities throughout California. The properties were valued at approximately $260 million and a further $100 million was allocated for the acquisition and development of additional similarly situated properties.

Represented a large public pension fund in the buyout of the development partner's interest in a series of related joint ventures that had acquired a combined portfolio of more than 90 industrial properties in the United States and Canada valued in excess of $900 million. Assets included land, completed projects and work in process and necessitated concurrent restructuring of lender relationships.

Represented a large public pension fund in all aspects of the formation of a joint venture with a real estate operator that targets technologically advanced office properties. Assisted in the design and drafting of incentive compensation provisions intended to align the economic interests of the investor and fund sponsor.

Represented a large public pension fund in all aspects of the structuring, negotiation and documentation of a strategic joint venture with a public REIT for the acquisition and redevelopment of neighborhood and community shopping centers. Assisted in the design and drafting of provisions to reconcile the differing income tax treatment and objectives of the members as well as right of first offer and buy/sell provisions.

Represented an institutional investor in structuring, negotiating, and documenting a strategic joint venture with a Canadian real estate development company for the acquisition and development of properties in Canada. The structuring addressed several unique international tax and Canadian entity structure and governance issues.

Represented an entity comprised of five public retirement systems providing equity in a joint venture the purpose of which is to repair and rehabilitate properties damaged or destroyed in the 2012 hurricane known as Superstorm Sandy, particularly in low, moderate, and middle income communities, including affordable and workforce housing and infrastructure repair and creation.

Represented an institutional investor in all aspects of the formation of a "club" fund that includes a second institutional investor and a real estate operator. The purpose of venture is to make loans secured by real property in niche markets where capital is scarce. Provisions included complex governance and management provisions as well as deadlock resolution and exit strategies.

Represented a large public pension fund in the restructuring and recapitalization through bankruptcy of a major multi-family residential development and service company. The investor client's interests included both an equity investment as well as a joint venture relationship with the company. The restructure included bringing in a new money investor, negotiating the bankruptcy plan of reorganization, and structuring additional capital commitments for operation of the company after emergence.

Represented a pension fund in the indirect acquisition of a retail development parcel in Maryland and negotiated a related investment agreement, contribution and assignment of interest agreements, property management agreement, and development services agreement. Also conducted all title and environmental due diligence.

Advised a large public fund in the formation of three joint ventures and the concurrent acquisition of 71 industrial properties in 16 states valued at $800 million, including coordinating the assumption of existing debt, the release and reconveyance of other debt, environmental, title, survey, and contract review and coordination of local counsel in each of the 16 states where the property was located.

Represented a public pension fund in connection with the formation of a joint venture with capital commitments in excess of $111 million and with such joint venture's acquisition of a $148 million retail portfolio in the New England corridor.

Represented a public pension fund in its $200 million subscription to a comingled fund.

Represented a public pension fund in the sale of a nearly $52 million industrial property in the Houston, Texas area and negotiated a title claim against a title company in connection therewith.

Represented a public pension fund in connection with the restructuring and consolidation of three of its joint ventures with aggregate capital commitments in excess of $869 million.

Represented a public pension fund in connection with the parcelization and sale of industrial property in Harris County, Texas and with the creation of master CC&R's in connection with the proposed future development of the site.

Represented a public pension fund in connection with the negotiation of complex easement agreements with municipalities and utilities in connection with the development of several mixed-use retail/industrial projects in Riverside County, California.

Represented an institutional lender in connection with a $13 million mezzanine loan secured by a membership interest in the mortgage borrower related to property located in San Francisco, California.

Represented an institutional lender in connection with a $35 million term loan secured by property located in Burbank, California.

Represented an owner and founder of company against investor claims of breach of fiduciary duties and breach of contractor arising out of failure to repay conditional loan.

Represented an institutional investor in the acquisition of a membership interest in a $30 million retail property in Southern California, together with the negotiation of related property management, development and leasing agreements and coordination of due diligence, including title, survey, development documents, existing financing, environmental, and land use matters.

Represented a seniors housing operator in the acquisition of $41 million four-property portfolio which included independent living, assisted living and skilled nursing facilities located in Iowa.

Represented an institutional investor in its $50 million investment and $25 million co-investment in a commingled fund investing in opportunistic real estate assets in Brazil.

Persuaded the Federal District Court to permanently enjoin a lender's presentation of an over $2 million irrevocable letter of credit provided by our investor client as additional security for the construction loan on an office building project which failed. Both the Ninth Circuit Court of Appeals and the United States Supreme Court declined to stay the injunction despite the lender's attempts to have it stayed.

Tried to a defense verdict a case alleging lending discrimination filed by a Korean-owned company against a major California bank.

Represented a borrower working with a national loan servicer in the assumption of a $12 million securitized loan assumed in connection with the acquisition of a two building Bay Area commercial property.

Represented three co-borrowers in acquisition financing of a Bay Area multi-building office complex valued at over $150 million. Financing included a mezzanine loan and a mortgage loan secured by the borrowers' fee and leasehold interests in the property.

Served as real estate counsel to a commercial real estate investment fund in connection with a $250 million recapitalization involving new equity and a revolving line of credit. Advised on a wide range of real estate and finance matters including an analysis of approximately 20 existing loans secured by properties in three states.

Represented borrowers in a $90 million loan portfolio secured by six commercial and industrial properties located in California, Washington, and Colorado.

Represented a regional bank in the origination of a $10 million construction loan for a hotel property in Nevada.

Represented a borrower in a deed-in-lieu transaction for a commercial property outside of Seattle, Washington.

Represented a borrower in the workout and modification of a $30 million securitized loan involving new equity from a joint venture partner.

Represented landlords in opposing assumption and assignment of their leases, pursuing their administrative claims, and in obtaining rejection of their leases and possession of the lease space.

Represented numerous secured creditors in negotiating debtor's use of cash collateral, adequate protection, and sometimes obtaining relief from the stay.

Represented numerous secured creditors in negotiating treatment of their claim in a confirmed plan of reorganization.

Represented numerous secured creditors in obtaining relief from the automatic stay to foreclose or in having the case dismissed.

Represented numerous undersecured creditors with lien encumbering all of the debtor's assets with respect to the sale of all the debtor's assets and payment of the proceeds thereof, less negotiated carve outs for both administrative and unsecured claims, to the secured creditor.

Represented the successful purchaser of an office building, through an auction, in a Chapter 11 bankruptcy case pending in Los Angeles.

Represented numerous secured creditors in negotiating debtor's use of cash collateral, obtaining relief from the automatic stay and foreclosing on personal property collateral.

Represented numerous secured creditors in obtaining relief from the automatic stay to foreclose in a single asset real estate cases.

Represented retail landlords in negotiating the favorable terms in the bankruptcy assumption and assignment of their leases.

Represented a secured creditor in negotiating a settlement with debtor pursuant to which the secured the secured creditor received relief from stay to foreclose on some of its collateral and some of its collateral was sold with proceeds being paid to the secured creditor.

Represented a secured creditor in negotiating the debtor's use of cash collateral and sale of all of the debtor's assets under Bankruptcy Code Section 363, of all the debtor's assets.

Represented a secured creditor in negotiating treatment of its fully secured claim in a confirmed plan of reorganization.

Represented a secured creditor in negotiating with the debtor for a sale of all the debtor's personal property assets and payment of the proceeds thereof, less negotiated carve outs, to the secured creditor.

Represented a secured creditor in obtaining dismissal of a single asset real estate case based on the new debtor syndrome.

Represented a secured creditor in obtaining full payment of its claim through a negotiated plan of reorganization.

Represented a secured creditor in obtaining relief from the automatic stay in a bankruptcy case in which the debtor held a second deed of trust encumbering property, which was not owned by the debtor, on which the secured creditor had a first deed of trust.

Represented secured creditors in evidentiary hearings in contested plan confirmation hearings, avoidance actions and relief from the automatic stay proceedings.

Represented a financial institution in connection with the Chapter 11 bankruptcy case of a carpet installer for Home Depot.

Represented a financial institution in connection with the Chapter 11 bankruptcy case of a manufacturer of after-market automotive accessories.

Represented a financial institution in connection with the Chapter 11 bankruptcy case of a manufacturer of hair products.

Represented a financial institution in connection with the Chapter 11 bankruptcy case of a nursery.

Represented a financial institution in connection with the Chapter 11 bankruptcy case of a patio furniture distributor.

Represented a secured creditor in connection with the Chapter 11 of a single asset entity which owned an office building.

Represented a lender in connection with the origination, restructure and workout of several agricultural loans secured by row crops (cotton, strawberries, lettuce), permanent crops (almonds and citrus), rose bushes, and real property.

Represented borrowers in the negotiation of recourse carve out guaranties and the issuance of non-substantive consolidation opinions.

Represented both institutional lenders as well as private lenders in negotiating and documenting loans secured by a pledge of one or more promissory notes, which were in turn secured by real property.

Represented institutional investors in the negotiation and documentation of real estate construction loans (both syndicated and non-syndicated).

Represented institutional investors in the negotiation and documentation of trade finance lines, revolving lines, and combinations thereof, secured by accounts receivable, inventory, equipment, and general intangibles.

Represented institutional lenders in the workout/restructuring of dairy loans.

Represented institutional lenders with respect to the foreclosure of both real and/or personal property security for loans that are in default.

Represented numerous financial institutions in the sale of individual notes secured by both real and/or principal property.

Represented numerous individual and non-public investors in the purchase of notes secured by real property.

Represented a borrower in the discounting of a junior mezzanine loan, the defense of the borrower against a loan-to-own strategy pursued by a B Note acquirer, negotiation of a recapitalization, and the refinancing of the entire debt stack, all in securitized loan contexts, for a Los Angeles office building valued in excess of $100 million.

Represented a buyer in its acquisition of a senior mezzanine loan and a junior mezzanine loan for a Silicon Valley office building in a seller-financed transaction, coupled with negotiation of the intercreditor agreement in a securitized loan transaction, involving debt and equity in excess of $100 million.

Represented a borrower in the acquisition of two tranches of syndicated mezzanine loans in a securitized loan transaction, followed by a refinancing, in a deleveraging transaction involving a New York office building valued in excess of $300 million.

Represented a mezzanine loan bridge lender in the origination of a mezzanine loan to facilitate the recapitalization and lease-up of a San Francisco office property, and negotiated an intercreditor agreement with existing mortgage lender, for a project valued in excess of $35 million.

Represented a borrower in the workout of a California shopping center securitized loan, involving split of the debt into A and B Notes, with a discounted payoff option on the B Note based on lender participation in cash flow and sale proceeds/property value.

Represented a borrower in defending against the restructure proposals of a B Note buyer pursuing a loan-to-own strategy in a securitized loan transaction.

Represented a buyer in its acquisition of a B Note, who then acquired an out-of-the-money but controlling C Note, followed by a workout of a securitized loan transaction with the existing borrower, involving issuance of an option for a discounted payoff based on a profit sharing formula, for a Los Angeles multi-family complex valued in excess of $100 million.

Represented a buyer in its acquisition of a B Note secured by a portfolio of Silicon Valley office buildings and negotiated the co-lender agreement. Also represented the buyer in a deed-in-lieu of foreclosure transaction in which the B Note holder retained a purchase option to buy the REO and thereafter purchased the REO with a joint venture partner, involving debt and equity in excess of $100 million.

Represented a buyer in its acquisition of a B Note post-foreclosure following a Control Appraisal Event and loss of its option to buy the A Note at par (due to a post-bankruptcy foreclosure), in a securitized loan transaction. Such position was then converted into ownership of a large San Francisco portfolio of apartments valued at more than $100 million.

Represented a buyer in its acquisition of a B Note, who then converted its position into a controlling joint-venture interest with the existing borrower, cancelled the B Note and assumed a modified A Note in the de-leveraging of a securitized loan transaction, for a Colorado office building.

Represented a buyer in its acquisition of a performing B Note portfolio secured by multi-family assets in Southern California, involving securitized loan transactions.

Represented a borrower in a note-split transaction involving the creation of senior and junior mezzanine loans, sale of the senior mezzanine loan, and modification of the senior mortgage loan, including splitting the senior mortgage note into four component parts, involving a Silicon Valley office building valued in excess of $100 million.

Represented a buyer in its acquisition of a distressed senior mortgage loan in a structured transaction in which both the borrower and mezzanine lender were out of the money, for a Washington State office complex involving debt and equity in excess of $75 million.

Represented a mortgage lender in the origination of a bridge loan on a office building in Southern California.

Represented a mortgage lender in the origination and restructuring of a land loan for Hawaii property.

Represented a borrower in a workout of a Northern California land development transaction, involving reduction of recourse liability, creation of a participating loan structure and delivery into escrow of a deed-in-lieu of the foreclosure.

Defended a homebuilder client and its principal in litigation brought by lender to recover on guaranties and obtain a prejudgment writ of attachment pending trial.

Represented a contractor in an action to stop foreclosure and determine priority of liens among various lenders and mechanic's lienholders.

Represented a pension fund in the sale of a $170 million apartment and retail complex in Santa Monica, California, which included the negotiation of an assumption and release agreement in connection with the buyer's assumption of the existing financing.

Represented a multi-family real estate investor in the sale of a $43 million residential property in Santa Barbara County and implementation of related 1031 exchange.

Represented one of the largest U.S. pension funds in the sale of a $48 million portfolio of office buildings in Santa Clara County and San Diego County.

Represented a pension fund in obtaining a $55 million loan secured by an office building in Orange County.

Represented a pension fund in the negotiation of a joint venture with an operating company to invest in high-quality, stabilized office and industrial properties in Brazil, and negotiated related property management agreement and operator guaranty.

Represented the lender in the deed in lieu of foreclosure conveyance of a multi-family property in San Joaquin County.

Represented a pension fund in the restructuring of a joint venture that invests in medical office buildings throughout the United States.

Represented the lender in the sale of two construction loans secured by a housing development in Los Angeles County.

Represented a sovereign wealth fund in making more than $550 million in investments in two commingled real estate structured debt funds.

Represented a governmental plan with a $100 million investment in a $13 billion global, "go anywhere" commingled real estate fund (the largest fund of its kind ever raised at the time).

Represented an institutional sponsor of commingled real estate private equity funds in the formation (and later restructuring) of a series of equity funds possessing, in the aggregate, more than $1 billion of capital commitments.

Represented a governmental plan in forming a series of separate accounts, each with a different sponsor and strategy and ranging in size from $100 to $400 million, to develop, acquire and/or rehabilitate multi-family, industrial/logistics, and self storage properties throughout the United States.

Represented an institutional sponsor of commingled funds and separate accounts in the restructuring of nine separate accounts owning, collectively, greater than $1 billion in assets as part of a R. 363 bankruptcy sale.

Represented an East Coast developer forming multiple joint ventures with different equity investors to rehabilitate and convert large brownstones in downtown locations into multi-family boutique apartment buildings.

Represented a large British investment bank in making a $15 million preferred equity investment in a joint venture with a developer to develop high-end condominiums in New York City as part of the restructuring of the capitalization of such joint venture.

Represented a prominent Pacific Northwest developer in executing a "buy/sell" transaction with its investor where the developer ended up acquiring the investor's interest in the joint venture.

Represented an asset manager in a joint venture with a global development group and a U.S. private pension fund to acquire two Class A office towers in Paris.

Represented a joint venture investor in connection with a $121 million credit facility to construct a mixed-use development in Santa Monica, California.

Represented a public company in closing over $2.6 billion of commercial finance transactions in 2010-2012.

Represented an operating company in the formation of a joint venture to acquire and reposition a $200 million distressed office building in San Francisco, California.

Represented a joint venture investor in connection with a $200 million syndicated credit facility to construct an R&D project in New England.

Represented a commercial developer in obtaining a $27.5 million credit facility to construct a build-to-suit office development in Silicon Valley and subsequent takeout permanent financing.

Represented a public company in connection with a $385 million refinancing of a multi-family portfolio in California and Hawaii.

Represented a public company in securing a $55 million syndicated credit facility to construct an R&D project in Northern California.

Represented a client in connection with the replacement of a $75 million direct pay letter of credit facility.

Represented a commercial developer in securing credit facilities to construct new shopping centers and retail projects in California, Texas and New Jersey.

Represented a real estate company in the refinancing of twin office towers located in West Los Angeles in the amount of approximately $175 million, which financing was provided by a major life insurance company.

Represented a real estate investor in the sale of two large apartment projects on a marina located in the Los Angeles area to a public company, for a total purchase price of exceeding $270 million. These projects are located on land leased to the client by a local governmental agency, and this transaction requires a complex approval process with this governmental agency.

Represented a joint venture between a Southern California developer and a New York based investor based in the acquisition of a master planned golf course community that had been partially completed before going into default with its lender. The price paid by the new ownership group was less than $30 million, for a high profile project in which the prior stakeholders had invested in excess of $100 million.

Represented a real estate company in the acquisition of 9 projects located throughout the desert communities of Southern California with a value of approximately $50 million. These projects were encumbered by loans held by a major bank, and this transaction consisted of the purchase of the loan portfolio from this bank, and the subsequent deeds in lieu of foreclosure for each of the projects completed with the prior developer.

Represented a New York real estate investor that purchased a retail center located in Orange County, for a price of approximately $75 million. This project had significant entitlement and operational issues for the client to resolve, which created the need for sophisticated local real estate counsel for this client.

Ongoing representation of a New York based real estate investor in connection with its investments in California real estate projects, working together with the client's lead counsel based in New York. Representations included the purchase of two large office buildings located in San Francisco in 2010 and 2011.

Represented a public pension fund in the formation of a platform joint venture with the principals of a real estate development and operating company based on the East Coast. At the time this joint venture was formed, it acquired the primary assets of the development and operating company, and also purchased a portfolio of multi-family projects from an institutional seller that had hired the operating company to manage its projects and was liquidating its position. The new joint venture was formed in 2012 with assets valued at over $800 million.

Represented a public pension fund in connection with the acquisition of a portfolio of office buildings located in Austin, Texas for a purchase price of over $850 million.

Represented a borrower in securitized loan transaction totaling $175 million.

Handled declaratory relief action brought by guarantors of a large real estate portfolio acquisition loan, seeking exculpation from certain guaranty provisions.

Multi-week trial before a private judge, litigating dispute between mezzanine lender and principals of borrower, over the borrower's alleged intentional conduct to trigger a call on a letter of credit put up by the mezzanine lender as additional security for the senior lender. Argued appellate issues before Fourth District Court of Appeal in related case against prior members of borrower entity.

Negotiated the sale of an office complex in Fairfax, Virginia for a sale price of $128 million.

Represented a public pension fund in connection with the investment of over $800 million to acquire a portfolio of residential projects located primarily on the East Coast.

Negotiated the post-foreclosure acquisition of a retail/office project in Hermosa Beach, California from lender.

Represented the borrower in connection with a $125 million senior secured real estate term loan secured by 25 medical office buildings located throughout the country.

Represented borrowers in connection with $212 million term loan secured by a multi-building office park located in Springfield, Virginia.

Negotiated the assumption of an $8 million loan in connection with the acquisition of a shopping center in Chula Vista, California.

Represented construction lender in connection with the financing of acquisition, development and construction of single family detached homes in Southern California.

Represented an affiliate of borrower in connection with the discounted acquisition of the borrower's debt from a national bank.

Successfully settled a dispute on behalf of a bank in a lender liability claim brought by borrower.

Represented a portfolio lender in connection with the origination of a $112 million loan secured by 620,000 net rentable square feet of retail space in Southern California's San Fernando Valley. The real estate collateral had challenging zoning issues and the transaction included negotiating SNDAs with multiple national tenants.

Negotiated the terms of a $12 million revolving line of credit secured by an operating upscale Southern California hotel.

Represented a national bank in connection with the workout of a distressed construction loan involving multiple extensions, modifications and the amendment and restatement of two cross-defaulted and cross-collateralized loans totaling approximately $134 million, secured by skilled nursing facilities. The underlying real estate collateral also included the ground leasehold estate in property owned by a related non-borrower trustor.

Negotiated on behalf of a portfolio lender the origination of an approximately $200 million portfolio loan secured by office and industrial properties in five states. Subsequently helped the client modify the loan portfolio in order to effect the substitution and release from the lien of the loan documents of certain of the original properties in exchange for new properties located in different jurisdictions. The transactions were highly complicated due to the aggregate loan size, the number of parcels, and the different jurisdictions in which the properties were located. The transactions were also structured to address jurisdictional issues (in particular, the implications of California's one form of action rule).

Represented a real estate operator in connection with the acquisition of unentitled land subsequently subdivided into a multi lot master development. Representation included the negotiation of a joint venture with an institutional investor, acquisition and development financing, and the subsequent sale of entitled lots to third-parties.

Advised a real estate developer in connection with the acquisition of a large residential golf course community. The transaction included negotiating the joint venture agreement with the project's equity investor, and negotiating construction and working lines of credit for the property. The transaction was further complicated by unique income tax objectives of the parties to the joint venture.

Represented a real estate investor in connection with the acquisition of a distressed loan portfolio consisting of 11 loans secured by both operating properties and entitled and unentitled land. The transaction included the simultaneous negotiation of a master deed in lieu of foreclosure agreement with the portfolio borrowers and the concurrent closing of the loan portfolio acquisition and the deed in lieu transaction.

Represented an owner of data storage centers in the negotiation of a credit facility in an amount in excess of $250 million for general corporate purposes. Loan collateral was multiple data storage centers located in the western United States.

Represented a lender to an owner of a boutique hotel in New York City, New York in connection with a $65 million loan facility, which was structured as a senior loan of $40 million that was transferred to another lender and the client retaining a junior loan in the amount of $19 million. Negotiated all loan documents, syndication agreement, and inter creditor agreement with a mezzanine lender to borrower.

Represented an insurance company, in $100 million loan to a publicly traded REIT. The loan was secured by office properties located in Los Angeles and Orange County, California.

Represented a hedge fund on various loan works outs associated with assets acquired in bankruptcy. Loans worked out included cross collateralized loans, to regional and national lenders, with loan sizes ranging below $5 million to in excess of $20 million.

Primary counsel for mezzanine lender in connection with mezzanine loans throughout the United States. Loans included capital for distressed loan acquisition, converting into both senior and mezzanine loans upon sponsor's acquisition of underlying real estate.

Represented a large national bank in connection with the restructure of a $100 million A/B loan to multiple borrowers and secured by both multiple office buildings along with membership interests in affiliated entities. In addition to the multiple collateral issues, representation included negotiation of the syndication of the loan with various lenders.

Represented one of the largest U.S. national banks in connection with an approximately $53 million mortgage loan to a large retail shopping center. The collateral was tenanted with small and multiple large, national tenants and subject to a ground lease with the municipality.

Represented an institutional investor in the formation and maintenance of a separate investment vehicle capitalized with $500 million, and its subsequent investments in an emerging markets investment program in residential, office, retail, and industrial real estate investments in diverse locations such as China, Brazil, Colombia, Mexico, Perú, and Uruguay, which included the review and negotiation of the partnership agreement, side letter, subscription agreement, and documentation provided to lenders to the fund.

Represented an institutional investor's interests in the unwinding of a joint venture, resulting in the division of more than 60 properties valued in excess of $1 billion dollars, the formation of three joint ventures and the concurrent acquisition of 32 industrial properties in California, valued at $558 million dollars, together with the assumption of two loans totaling more than $170 million dollars, the release and reconveyance of other debt, environmental, title, survey and contract review, and modification of the advisory agreement with the pension fund's advisor to address the new properties.

Consolidated a large institutional investor's entire core multi-family apartment portfolio under a single partner, documenting a $205 million commitment to the venture. The new venture included 57 apartment communities with 14,674 units in 13 states with a net asset value of approximately $1.8 billion.

Implemented the Real Estate Strategic Plan for a large California pension fund, including negotiating the relationships between the fund and partners in the core investment areas of industrial, retail, multi-family, and office.

Represented all of the institutional limited partners in two co-mingled funds with assets in Mexico in the conversion of their interests in the funds by a roll up of the assets and the contribution of those assets to one of the earliest REITs formed in Mexico.

Represented a public pension fund in connection with the issuance of a new fund series in an existing private equity company that invests in or alongside domestic and international private equity funds pursuing a variety of investment strategies.

Coordinated all title and survey due diligence and a two stage closing of the acquisition of over 70 industrial properties in 16 states.

Represented an institutional investor in its $500 million investment, and concurrent $900,000 co-investment, in a large, open ended commingled fund investing in domestic and international infrastructure investments, including airports, ports, renewable power, and energy facilities.

Restructured an institutional investor's ownership and advancing a new $135 million commitment to a joint venture acquiring infill-located grocery- and drug store-anchored shopping centers nationwide. The assets were valued at $723.3 million. The venture owns 17 California shopping centers.

Represented a public pension fund in its $175 million investment in the multi-billion dollar PRISA a commingled separate account sponsored by The Prudential Insurance Company of America.

Represented institutional investors in its $175 million investment in a multi-billion dollar an open ended real estate co-investment vehicle investing in equity real estate investments in the United States.

Represented three U.S. institutional investors in connection with conversion of their investments in two commingled funds that owned approximately 150 assets located in Mexico by converting into a Mexican REIT, and handling their shares in the resulting $600 million dollar public offering.

Negotiated separate account advisory agreements for multiple state public pension funds as well as an endowment fund with its third party advisors who will manage portions of the fund's investment portfolio. Often engaged to update advisory agreements for public funds, as their prior contracts expire or they engage new advisors.

Represented a joint venture investor in connection with a $19 million insurance company loan to rehabilitate and re-tenant a retail center in Hawaii.

Represented a retail development company in securing $20 million in construction financing to finance retail development projects in Austin, Texas, and in securing $25 million in construction financing to finance new retail development in Fremont, California. 

Represented a public company in connection with a $60 million syndicated credit facility to finance development and construction of a medical research & development project in San Francisco, California. 

Represented an investment company in obtaining a mezzanine loan secured by interests in two Denver office properties.

Represented a REIT in connection with a $325 million syndicated loan secured by a 1.44 million square foot portfolio of Class A office properties located in Southern California.

Represented a high-leverage mortgage lender REIT in connection with the origination of a $30 million mortgage loan to finance the refurbishment of a 368-room full-service hotel operating under a national flag in Southern California.

Represented a regional bank in connection with a $30 million mortgage loan and working capital line secured by a hospital and medical office building and negotiated intercreditor agreements with participating lenders.

Represented a large national bank in connection with a $345 million syndicated loan secured by more than 100 industrial properties located in 5 states, including negotiations of an intercreditor agreement with a mezzanine lender.

Represented syndicated lenders in making a $38.5 million credit facility to a global supplier of fill and plastic related products, which credit facility consisted of a revolving line coupled with trade finance capabilities (Site Letters of Credit, Bankers Acceptances, Usance Letters of Credit, Standby Letters of Credit, and shipping guarantees).

Represented a financial institution in making both a $6 million term loan and a $3.7 million borrowing base loan based upon crops (green onions and other vegetables), accounts receivable, inventory, and equipment.

Represented numerous lenders in making conforming accounts receivable/inventory loans to a variety of businesses, including a tile wholesaler/retailer, a sand and gravel company, a fish wholesaler/retailer, a rare coin dealer, and a printer cartridge supplier.

Represented an investor in potential acquisition of note pool for $380 million, with assets in western United States and Hawaii. Engagement included assistance in entity structuring issues, internal and external funding structures for note pool, and diligence.

Represented a publically traded mortgage REIT in connection with the sale of an approximately $50 million mortgage loan secured by property in Dallas, Texas. The buyer was affiliated with the borrower under such loan, and services provided to client included proper structuring of releases from the borrower and guarantor.

Represented an investor of the purchase of partially sold condominium complex located in Chicago, Illinois from one of the top five banks in the United Statements. Engagement included assessment of risks and structuring of mitigants with respect to condominium regime. 

Represented one of the top five banks in the United States in sale of environmental contaminated property. Services provided counseling on transitional issues with existing tenant, structure of sale and risk minimization associated with environmental condition. 

Represented borrowers with respect to the commercial reasonableness of a foreclosure sale under the Uniform Commercial Code and the lender's compliance with the notice provisions thereof.

Represented lenders in conducting public and private Uniform Commercial Code foreclosure sales of a debtor's equipment, inventory, accounts receivable membership interests in a limited liability company and a judgment.

Represented lenders in putting account debtors on notice and in foreclosing on pledged bank accounts.

Represented lenders in obtaining the appointment of receivers to operate, pending a non-judicial foreclosure, numerous multi-family and office properties.

Represented the receiver of a large commercial and retail complex in Los Angeles, pending non-judicial foreclosure by lender.

Represented borrowers in negotiating stipulations for the appointment of receivers, with particular emphasis on insuring that provisions of a non-recourse carve out guaranty were not violated, for multi-family projects, retail centers, hotels, and shopping centers in California and Nevada.

Represented lenders in obtaining the appointment of receivers to operate and liquidate numerous companies, including a company in the business of producing Christian music, a company in the business of importing and selling patio furniture, and a company in the business of importing and selling apparel.

Represented a borrower in connection with the successful workout of a nearly $40 million securitized loan secured by a commercial office building that had been in receivership for over six months.

Represented a developer in negotiation of a deed in lieu and settlement agreement in connection with an $8.3 million construction loan.

Represented a lender in the restructuring of accounts receivable/inventory/ equipment loans, which are not secured by real property, including loans to companies which produce ink cartridges, t-shirts, bathroom fixtures, irrigation equipment, and sprinklers.

Represented a lender in connection with the restructure of a loan secured by five properties and five membership pledges, which restructure involved splitting the promissory note into three separate promissory notes to add an additional lender as holder of the B Note and negotiating an intercreditor agreement with such holder of the B Note.

Represented lenders in the workout and restructuring of numerous construction loans, including issues associated with making additional advances, the exercise of additional controls over disbursements, and requiring the retention of a consultant.

Represented lenders with respect to the restructuring of agricultural loans to nurseries, row crop farmers and permanent crop farmers, which agricultural loans were secured by crops along with real property.

Represented a publicly traded real estate investment trust in obtaining a $120 million loan secured by a portfolio of office/laboratory buildings in California, Virginia, and Washington.

Represented a publicly traded real estate investment trust in the assumption of a $21 million loan secured by a medical office building in Phoenix, Arizona.

Represented a comingled investment fund in obtaining a $185 million loan secured by a luxury hotel in Southern California.

Represented the borrower in the deed in lieu of foreclosure conveyance of a high-rise condominium project in Los Angeles, California, secured by a $130 million loan.

Represented a comingled investment fund in the restructure of a $45 million real estate secured loan involving the write down of loan principal, the investment of additional capital by the borrower, and the grant of a contingent backend interest to the lender.

Represented the developer of a hotel project in a unique construction financing transaction involving a loan of proceeds from the sale of tax-exempt Recovery Zone Facility Bonds authorized by the American Recovery and Reinvestment Act of 2009.

Represented two San Francisco Bay Area nonprofit schools in tax-exempt bond loans for the construction of new school campus facilities.

Represented investor in $57 million acquisition and financing of a portfolio of 17 multi-family apartment buildings in San Francisco.

Represented a developer/borrower in connection with $150 million acquisition and development loan for multi-phase industrial condominium project.

Represented a borrower in connection with negotiation and documentation of joint venture/debt transaction involving numerous properties in multiple states, as well as new $200 million unsecured credit facility and restructuring of existing $500 million secured credit facility.

Represented a developer in connection with acquisition and construction financing for industrial projects in Tijuana, Mexico, the first development project and financing of a non-US. asset for both client and lender.

Represented a developer in connection with negotiation and documentation of unique secured credit-facility involving multiple investment fund joint venture partners and mezzanine financing components.

Represented a borrower in connection with bifurcated $500 million credit facility.

Represented a developer in connection with $500 million revolving credit facility.

Represented a developer/owner in connection with $250 million municipal bond/letter of credit financial restructuring and redevelopment of 500 unit affordable housing project.

Represented a buyer/borrower in connection with acquisition and financing of large industrial project, which financing involved five separate secured and mezzanine loans which were secured by three separate properties located in different states.

Represented a borrower in connection with $500 million secured line of credit facility and $300 million unsecured credit facility for acquisition of multiple properties in numerous states, as well as several large off balance sheet and letter of credit based financing transactions.

Represented a developer in connection with the acquisition and development of multi-phase industrial project, including negotiation of all acquisition, financing, and joint venture/equity documents where entire transaction was required to be completed in a 14-day period.

Acted as outside counsel, on a pro bono basis, to a government not-for-profit entity in its financing of low-income housing projects and landlord rental subsidy program.

Counsel to an insurance company in the formation, development, and sale of a $50 million industrial project in Southern California.

Represented two public pension plans in restructuring a $1 billion opportunistic fund.

Represented several public pension plans investing more than $1 billion in opportunistic funds focused on debt instruments, distressed real estate, core real estate, and other real estate assets.

Represented a public pension plan in acquiring and financing a $125 million multi-family asset in Northern California.

Represented a large fund in acquiring and financing more than $250 million in multi-family acquisitions throughout Southern California.

Represented a healthcare REIT in the acquisition of a portfolio consisting of sixteen medical office buildings and Healthcare Facility located in South Carolina on fee simple and ground lease properties for an aggregate purchase price of $161 million and negotiation of related ground leases.

Represented a healthcare REIT in the acquisition of a portfolio consisting of five medical office buildings located in New York, Florida, Arizona, Missouri, and Nevada on ground lease properties for an aggregate purchase price of $36 million and negotiation of a loan assumption.

Represented a healthcare REIT in the acquisition of a portfolio consisting of seventeen medical office buildings and Healthcare Facility located on ground lease properties in Arizona for an aggregate purchase price of $107 million and negotiation of a loan assumption.

Represented a REIT in the acquisition of a $55 million office building in Pennsylvania.

Represented a borrower in obtaining a $200 million unsecured revolving credit facility and an amendment increasing the value of the facility to $575 million.

Represented a borrower in obtaining a $125 million term loan secured by seventeen properties in Arizona, California, Colorado, Florida, Georgia, Indiana, Kansas, Missouri, New Hampshire, Ohio, Pennsylvania, and Texas.

Represented a borrower in obtaining a $540 million loan secured by mixed-use residential and commercial properties in Nevada.

Represented a borrower in obtaining a $200 million unsecured revolving credit facility.

Represented the developer of a transit-oriented project involving multi-family low-income restricted family and senior rental housing, parking facilities serving residential and retail uses, and integration into a regional mass-transit station, financed with a combination of tax-exempt bonds, low-income housing tax credits, and both TOD and IIG funds.

Represented the developer in an affordable apartment rehabilitation deal utilizing (i) short-term tax-exempt bonds that were cash collateralized with the proceeds of the sale of taxable GNMA securities, with a mortgage loan under HUD's 223(f) program, (ii) low-income housing tax credits, and (iii) seller financing.

Represented a developer in a year 15 tax credit resyndication transaction, including refinancing the existing tax-exempt bond loan for the project and structuring the ownership of the buyer entity to comply with buyer/seller disaffiliation requirements under Internal Revenue Code Section 42.

Represented a mezzanine lender in origination of mezzanine construction loan for development of a San Francisco condominium project valued at $35 million.

Represented a pension fund in the negotiation of a joint venture with a residential developer to invest in undeveloped land in Canada.

Represented lender in connection with proposed financing of a Playa Vista master-planned community located in Los Angeles.

Represented a seniors housing operator in the acquisition of an assisted living facility in the Pacific Northwest for $39,450,000 and the borrowing of associated agency financing.

Represented international insurance company, pension funds, and other institutions in loans of various sizes for hotels and resorts, shopping centers, office buildings, and apartment projects, including the development of original mezzanine loan structures that form the basis of modern institutional mezzanine loan structures. This also includes representation in the enforcement of remedies and the structure and negotiation of forbearances, workouts, and deeds in lieu of foreclosure.

The Shores - Marina del Rey. Represented the developer of a $160 million 544 unit multi-family redevelopment project involving the renegotiation of a ground lease with the County of Los Angeles and the largest HUD construction loan made in the United States.

Marina Harbor - Marina del Rey. Represented a developer in the renegotiation of a ground lease with County of Los Angeles and the redevelopment and financing of an existing 846 apartment unit complex, the construction of 120 new luxury apartment units, and the replacement of the entire 590 slip anchorage with a state of the art 319 slip anchorage. Also, negotiated construction and permanent financing for project.

Tahiti Marina, Neptune Marina, Villa del Mar and Mariners Bay apartment complex redevelopments, Marina del Rey. Represented developers in the renegotiation of ground leases with County of Los Angeles in order to foster redevelopment of aging apartment complexes and marinas to modern standards.

Peppertree Village. Represented a residential developer in the forbearance and workout of a construction loan securing partially entitled residential subdivision in Fallbrook, California and subsequent sale of parcels to prominent builder.

Paseo del Mar. Represented a developer in the development financing for office, retail, and restaurant complex in Santa Monica.

Livermore Valley Premium Outlets. Represented a national shopping center developer in connection with the acquisition and financing of 512,000 square foot premium outlet mall.

Hamilton Landing, Novato. Represented a developer in the development and financing of various phases of the redevelopment of the old Air Force Base Hangars at Hamilton Landing.

Fine Arts Building. Represented a purchaser of the historic Fine Arts Building in downtown Los Angeles, including financing to accommodate acquisition and the subsequent sale of the project.

Represented multiple affiliated joint venture funds in the acquisition of various portfolios of distressed industrial property loans from financial institutions (aggregating over $200 million), and continuing representation of joint ventures in the disposition of loan assets through bankruptcy, receivership, loan modification, foreclosure, and sale.

Represented multiple tenancy-in-common funds in the acquisition of various portfolios of distressed multi-family property loans (Las Vegas property) from financial institutions, including the financing thereof (senior debt and mezzanine debt) and securing, in connection therewith, Section 1031 reverse exchanges.

Represented an owner partnership in the $115 million construction financing of a 430 unit apartment project in Southern California and subsequent $150 million permanent financing.

Represented a joint venture fund in the acquisition of a portfolio of multiple distressed loans from a financial institution, and continuing representation of the joint venture in the disposition of loan assets through bankruptcy, receivership, loan modification, foreclosure, and sale.

Represented several separate joint venture funds in the acquisition of a portfolio of multiple distressed loans from the RTC/FDIC, and continuing representation of the joint ventures in the disposition of loan assets through bankruptcy, receivership, loan modification, foreclosure, entitlement, master developments and sale.

Represented a limited partnership formed by a comingled real estate investment fund and two local operators in the acquisition of an 85% indirect controlling interest in a portfolio of 3 hotels and a hotel development site in San Francisco, California, in a structured transaction involving, among other things, entity mergers, the purchase of interests from a bankruptcy estate, the partial satisfaction of an outstanding judgment and the assumption of a securitized loan.

Represented the owner in the negotiation of an option agreement for the sale of a 100,000 square foot office building in Santa Clara County, California.

Represented an institutional investor in the acquisition of a $50 million, 100-unit apartment project in San Francisco, California.

Represented an operating company in the negotiation of a joint venture with a comingled real estate investment fund for the acquisition and redevelopment of a 500,000-square-foot vacant office campus in Santa Clara County, California; and negotiated a related asset management agreement.

Represented an institutional investor in the acquisition of a controlling interest in a portfolio of 3 hotels and a hotel development site in San Francisco, California, in a structured transaction involving, among other things, entity restructuring, the purchase of interests from a bankruptcy estate and the assumption of a securitized loan.

Represented Ridge Capital Investors, LLC, in the acquisition and financing of Saratoga Downs Apartments, a 124-unit apartment community, and Sheveland Ranch Townhomes, a 54-unit townhome development, in Napa, California, for a combined price of $39.5M, and the negotiation of related joint ventures with institutional investment partners.

Represented an institutional investor in the acquisition of a $50M, 100-unit apartment project in San Francisco, California.

Represented a commingled investment fund in the acquisition and financing of a portfolio of office buildings in Santa Clara County, California.

Represented a commingled investment fund in the sale of a $160M office building in Denver, Colorado.

Represented Alexandria Real Estate Equities, Inc., in the negotiation of a joint venture with Uber Technologies, Inc., for the development of approximately 422,980 RSF in the Mission Bay submarket of San Francisco for Uber and the negotiation of related management agreements.

Represented Four Corners Properties in the negotiation of a joint venture with Rockwood Capital for the acquisition and redevelopment of a vacant 500,000 square foot office campus located on the border of Mountain View and Palo Alto, California, the negotiation of a related asset management agreement and the negotiation of related loan documents.

Represented an operating company in the negotiation of a joint venture with an institutional investor for the acquisition and repositioning of a $50M hotel in San Francisco, California, and the negotiation of related loan documents.

Represented an operating company in the negotiation of a joint venture with a commingled investment fund for the acquisition and ownership of a $110M portfolio of apartment buildings in San Francisco, California, and the negotiation of related asset management agreements.

Represented Four Corners Properties in the negotiation of a joint venture with a preferred equity investor for the development and ownership of a 100,000 square foot office building in Mountain View, California, the negotiation of related development management, asset management and property management agreements, and the eventual sale of such asset.

Represented a commingled investment fund in the negotiation of a joint venture with an operating company and another commingled fund for the acquisition and ownership of a $122M office building in Denver, Colorado, and the negotiation of a related asset management agreement.

Represented a commingled investment fund in the negotiation of a joint venture with a developer for the development of a 400,000 square foot industrial complex in Pomona, California.

Represented a publicly traded REIT in obtaining a $120M loan secured by a portfolio of office/laboratory buildings in California, Virginia and Washington.

Represented a commingled investment fund in obtaining a $185M loan secured by a luxury hotel in Southern California.

Represented a publicly traded REIT in the assumption of a loan secured by a medical office building in Phoenix, Arizona.

Represented the borrower in the deed in lieu of foreclosure conveyance of a high-rise condominium project in Los Angeles, California, secured by a $130M loan.

Represented a commingled investment fund in the restructure of a $45M real estate secured loan involving the write down of loan principal, the investment of additional capital by the borrower and the grant of a contingent back-end interest to the lender.

Assisted in representation of a regional bank in connection with a $67 million construction loan secured by real property in Hawaii, including the negotiation of an inter creditor agreement with the mezzanine lender.

Assisted in representation of a national bank in connection with a $345 million loan secured by 100 properties throughout the United States.

Assisted in representation of lender in connection with a $52 million loan to the owner of a boutique hotel, secured by a ground lease in a national park. Also assisted in the subsequent leveraging of the loan.

Assisted in representation of a lender in connection with a $220 million loan secured by an office building in Downtown Los Angeles, California.

Assisted in representation of mezzanine lender in connection with mezzanine loans throughout the United States.

Assisted in representation of an insurance company in connection with a $371 million loan secured by an office building in San Francisco, California.

Assisted in representation of a lender in connection with the assumption of a $150 million loan secured by a hotel in Orange County, California.

Assisted in representation of a national bank in connection with the modification of a $345 million portfolio loan.

Represented Douglas Emmett in obtaining a $580M syndicated loan to finance the acquisition of a $1.34 billion commercial real estate portfolio.

Represented an institutional investor in the acquisition of a 350,000 square foot, Class A office property in Santa Clara County, California.

Attorneys &
Paralegals

Name Title City Phone  
Acosta, Michelle A.B. Senior Counsel Los Angeles 310.284.2238
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Bissett, Katherine C. Associate Los Angeles 310.284.2216
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Campbell, Scott R. Senior Paralegal Los Angeles 310.284.2107
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Crabtree, Kevin J. Partner San Francisco 415.262.5155
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Davis, Susan S. Senior Counsel Los Angeles 310.284.2282
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Dosh, Ryan E. Associate Los Angeles 310.284.2147
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Dreyfus, Caroline W. Partner Los Angeles 310.284.2207
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Karns, Gregory J. Partner Los Angeles 310.284.2204
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Kinigstein, Kevin S. Partner Los Angeles 310.284.2191
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Kittleson, John Partner Orange County 949.260.4619
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Kuhl, John H. Partner Los Angeles 310.284.2267
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Levy, Matthew L. Partner Los Angeles 310.284.2221
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Li, Stephen D. Partner Los Angeles 310.284.2232
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McClanathan, Mark P. Partner Orange County 949.260.4630
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Migita, Gail S. Associate Los Angeles 310.284.2215
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North, Erik M. Partner Los Angeles 310.284.2203
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Orlik, Randy P. Partner Los Angeles 310.284.2229
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Rifenbark, Andrea Saunders Senior Counsel Los Angeles 310.284.2213
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Rosenberg, David S. Partner Los Angeles 310.284.2251
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Rosenthal, Richard H. Partner San Francisco 415.262.5131
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Ryan, Jennifer G. Associate Los Angeles 310.284.2154
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Schwartzman, David C. Partner Los Angeles 310.284.2246
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Sears, Jonathan Partner Los Angeles 310.284.2277
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Snyder, Douglas P. Partner Los Angeles 310.284.2253
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Stark, Christopher D. Associate Los Angeles 310.284.2127
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Sully, Dawil R. Associate Los Angeles 310.284.2174
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Trott, John Matthew Partner Los Angeles 310.284.2299
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Vesci, Adriana Partner Los Angeles 310.284.2243
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Waldman, Ira J. Partner Los Angeles 310.284.2244
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Weissburg, Adam B. Partner Los Angeles 310.284.2270
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Wells, Amy H. Partner Los Angeles 310.284.2233
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Willes, Elizabeth A. Senior Counsel Los Angeles 310.284.2252
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Wolin, Amanda R. Associate Los Angeles 310.284.2260
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