Cox Castle has extensive experience structuring, crafting and implementing joint ventures in both domestic and international markets. We have negotiated and documented countless joint ventures between institutional investors and operators or developers, as well as with operating companies, syndicated investment vehicles and preferred equity investments.
We have a deep, wide-ranging track record in planning, negotiating, documenting and forming and implementing all types of joint ventures, including limited liability companies, limited partnerships and general partnerships. Cox Castle analyzes not only the legal framework of the foregoing vehicles, but also the sophisticated tax aspects of those transactions.
Our work spans a broad range of property types including office, industrial, multifamily, retail, mixed-use, life sciences, healthcare, hospitality, land, bulk single-family housing and alternatives. Cox Castle also has extensive experience assisting clients in a variety of joint venture disputes, including major litigation between joint venture partners.
Cox Castle has extensive experience in representing institutional, entrepreneurial and first-time fund sponsors in structuring, forming, marketing and operating commingled investment funds. Our attorneys utilize a wide variety of strategies and structures in forming investment funds, tailored to the needs and desires of institutional investors and/or high-net-worth individuals and family office. We have worked on an array of funds, including:
- Closed-end equity and debt funds
- Co-General Partner funds
- Open-end funds
- ERISA-compliant funds
- Funds structured to mitigate ERISA matters
- Funds with parallel structures and/or master-feeder structures
- Funds structured to achieve tax-efficient outcomes for domestic, foreign and tax-exempt investors
These funds have invested in a broad range of property types, including multifamily, residential, hospitality, office and industrial and pursued variety of investment strategies, including development, value-add, core and core plus. Through Cox Castle’s robust and industry-leading investor practice, our fund formation attorneys have unique exposure to top-of-mind investor sensitivities and the most current structures and terms employed by virtually all the major fund sponsors in the market (not just those of our sponsor clients), allowing us to stay with changing market terms and practices.
Cox Castle is particularly skilled at representing developers and first-time fund sponsors seeking to establish a dedicated source of capital to fund their co-investment obligations for individual and platform joint ventures with institutional partners. Building on Cox Castle’s deep and comprehensive expertise in all aspects of real estate transactions, our attorneys assist “co-GP” fund sponsors with a broad range of real estate investment and development matters, ranging from fund formation, acquisition/disposition, joint venture and financing, among others. We offer our fund sponsor clients a “one-stop-shop” that understands their business needs, operational efficiencies and serves as a dedicated and consistent point-of-contact.
Real Estate Syndications
Cox Castle attorneys are highly skilled in the syndication of all types of real estate assets to qualified investors, particularly representing developers and other operators in the syndication of their co-investment obligation in joint ventures with institutional partners. We assist our clients in syndicating development, value-add and stabilized real estate assets in a broad range of property types, including residential, multifamily, office, retail, hospitality, assisted-living/memory care, mixed-use and industrial. These syndications are primarily structured as private placements under applicable securities laws and are structured to efficiently permit investment by U.S. and non-U.S. investors, private pension funds, Section 892 investors, U.S. governmental plans and other tax-exempt investors.
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.
Assisted in the formation of a $500 million fund, coordinating due diligence efforts for over 600 properties located in several different states.
Represented a public homebuilder in negotiating a joint venture for the entitlement and development of a 1900 acre Southern California master development.
Represented a commercial developer in the formation of a joint venture for the acquisition and ownership of a 300,000 square foot California office building.
Represented a public pension fund in its $175 million investment in a commingled private equity fund.
Represented a commercial developer in the negotiation of a joint venture for the development of a 750,000 square foot California regional mall.
Represented an institutional investor in negotiating a nationwide platform joint venture for commercial investment and development.
Counsel to a joint venture comprised of a consortium of builders who have teamed up to coordinate the construction of infrastructure for a new residential development in the Inland Empire.
Represented an equity provider in connection with the formation of a joint venture and concurrent acquisition of three planning areas in a "broken" master development in Southern California.
Represented a comingled investment fund in the negotiation of a joint venture with an operating company in relation to the acquisition and ownership of a $50 million portfolio of West Coast retail, industrial, and residential properties, and negotiated related property management agreements.
Represented an operating company in the negotiation of a joint venture with a comingled investment fund in relation to the acquisition and ownership of a $110 million portfolio of apartment buildings in San Francisco, California, and negotiated related asset management agreements.
Represented a developer in the negotiation of a joint venture with a preferred equity investor in relation to the development and ownership of a 100,000 square foot office building in Santa Clara County, California, and negotiated related development management, asset management, and property management agreements.
Represented a comingled investment fund in the negotiation of a joint venture with an operating company and another comingled fund in relation to the acquisition and ownership of a $122 million office building in Denver, Colorado, and negotiated a related asset management agreement.
Represented a comingled 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.
CityPlace, San Francisco. Successfully negotiated the joint venture, and later the financial workout, for the mid-Market Street development known as CityPlace, San Francisco.
One Montgomery Street. Formed and represented a multi-national joint venture in the acquisition and later disposition of this historic San Francisco office building and original San Francisco headquarters of Wells Fargo Bank.
Negotiated and structured a $500 million joint venture between a public pension plan and an advisor to acquire single-family residences at foreclosure sales nationally.
Represented a preferred equity investor in connection with a joint venture to acquire and renovate hotels located in Kansas City, Missouri and San Antonio, Texas.
Represented a healthcare REIT in connection with a joint venture to acquire and operate a rehabilitation hospital located in Chesterfield, Missouri.
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 a general partner of a California real estate limited partnership in partner dispute/reorganization transaction involving lengthy arbitration proceedings and multiple buy-out transactions concerning $275 million of partnership assets.
Represented a publicly traded homebuilder, who through a joint venture with a regional developer, acquired entitled property in Pacific Palisades for development of 53 townhomes
- News, GlobeSt.com, 5.25.22
- News, GlobeSt., 7.21.16
- News, GlobeSt., 7.8.15
- Press Release, 9.11.14
- News, Daily Journal, 8.14.14
- News, GlobeSt, 7.15.14
- Daily Journal Lists Two Cox, Castle & Nicholson Attorneys In Their Top 25 Real Estate Transactional AttorneysNews, Daily Journal, 8.14.13
- News, The Recorder, 3.11.11
- News, Daily Journal, 2.10.11
- News, Daily Journal, 9.21.10
- News, Los Angeles Business Journal, 5.31.10
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- Press Release, Chambers USA, 6.16.09
- ABA Taxation And Real Property, Trust And Estate Law Joint Fall Meeting, Supreme Court Challenges To DOMA And Resulting Effect On Same-Sex Estate PlanningSeminar, Hyatt Regency, San Francisco, 9.21.13
- Conference, San Diego Convention Center, San Diego, California, 6.5.13
- Seminar, Oakland and San Francisco, San Francisco, California, 12.14.12
- Conference, San Francisco, California, 3.23.11
- Conference, Moscone Center, San Francisco , California, 6.10.10
- Seminar, Los Angeles, California, 10.13.09
- Conference, San Francisco, California, 6.17.09
- Conference, Millenimum Biltmore Hotel , Los Angeles, California, 3.25.09
- Article, Law.com, 6.16.22
- Article, Los Angeles Lawyer Magazine, 1.4.19
- Article, Institutional Real Estate, Inc., 5.1.18
- Article, The Institutional Real Estate Letter – North America, May 2011
- Supreme Court Reverses Decision That Threatened To Undermine The Enforceability Of Real Estate Purchase AgreementsClient Alert, CCN Client Alert, March 2010
- Client Alert, CCN Perspectives, Winter 2010
- Introducing The Legacy Loans Program - The Government's Latest Attempt To Address The Current Credit CrisisClient Alert, CCN Client Alert, 3.25.09
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