Real Estate

Why Cooley

We assist owners, operators, developers, lenders, tenants and institutional investors and advisors with a wide variety of real property and related capital markets transactions as well as litigation.

Areas of Practice

Acquisitions and Dispositions

  • Devise and negotiate tax-efficient ownership and joint venture structures for developers and investors, often involving numerous layers of debt and equity


  • Handle all aspects of real estate finance, including commercial mortgage loans, collateralized debt obligations, mezzanine financing, construction and permanent financings, portfolio loan acquisitions, subordinated debt financing, syndicated loans and participations, sale leaseback financings, synthetic leases, preferred equity investments, public offerings, and repurchase facilities

Land Use and Zoning

  • Assist owners, developers and investors with all facets of land use and zoning, including planning, development, entitlement, operation and leasing
  • Work to secure critical approvals, such as comprehensive plan amendments, special exceptions, rezonings, variances, special use permits, bond approvals, wetlands permits and subdivision and/or site plan approvals

Real Estate Leasing

  • Represent landlords and tenants on the leasing of office, industrial, warehouse and retail space

Corporate Facilities

  • Assist clients with the acquisition, entitlement, financing and development of corporate, R&D and manufacturing facilities
  • Structure leases, build-to-suits, sale-leasebacks and synthetic leases for all types of corporate facilities

Construction and Development

  • Advise on all aspects of development and construction, including land acquisition, zoning and entitlements, property covenants and restrictions, and acquisition, construction and permanent financings
  • Draft and negotiate contracts with contractors, construction managers, architects and engineers


  • Advise lenders, developers, owners and operators of hotel, resort, gaming, fractional and private residence club properties on all aspects of involvement in the hospitality industry

Joint Ventures/Funds

  • Assist in the formation of limited and general partnerships and joint ventures for real estate acquisition and development
  • Advise on corporate, tax and antitrust matters 

Vineyard and Ranch

  • Assist clients with the acquisition and disposition of lands, the creation of conservation easements, the creation and restructuring of access easements, water rights agreements and grape purchase contracts

Data Center

  • Provide comprehensive solutions for our clients in planning, zoning, acquiring, financing, constructing and leasing data centers, both domestically and internationally
  • Counsel on the strategic planning, zoning, contract negotiations and leasing of centers once fully constructed

Workout and Restructuring/Distressed Real Estate

  • Advise clients in purchasing and disposing of distressed real estate, including large portfolios, mortgages and other forms of indebtedness
  • Work with lawyers in our bankruptcy and litigation practices to handle all aspects of loan workouts, restructurings and foreclosures, both inside and outside of court

Representative Matters

  • Manchester Financial Group’s disposition of the Manchester Grand Hyatt to Host Hotels for $570 million. This hotel is the West Coast’s largest waterfront hotel and the 2nd largest hotel in CA. This transaction was the largest domestic hotel transaction in 2011 as cited in Hotel Management Magazine and was recognized by ALIS as Single Asset Transaction of the Year.
  • NVIDIA Corporation and its affiliates in a $380 million synthetic lease/structured financing transaction for the construction of NVIDIA’s new corporate headquarters in Santa Clara, CA.  The property will consist of a 500,000 square foot futuristic office campus on a 36-acre site in Santa Clara, CA. The financing was made by a syndicate of ten lenders, with Wells Fargo serving as lead arranger and administrative agent.  
  • Dupont Fabros Technology, Inc., a publicly traded REIT and leading owner, developer, operator and manager of wholesale data centers, with the acquisition of its data center site portfolio, consisting of over 220 acres of land across 10 sites in Northern Virginia, Chicago, California and New Jersey.
  • A major real estate fund in its fund formation, securities matters, acquisitions, dispositions and financings of hotels and resorts throughout the United States, and related property management agreements and franchise agreements