Real Estate

Davis Polk is at the center of the real estate marketplace, advising a wide range of clients in some of the most dynamic and complex transactions in the industry. From the purchase, sale, development and financing of office, hotel, retail, industrial and mixed-use properties, to joint ventures, commercial leasing and debt restructurings, our team represents owners, developers, funds, real estate investment trusts (REITs) and other financial institutions in a broad array of commercial real estate transactions. In addition, we counsel commercial real estate and hotel companies on mergers and acquisitions, and we advise domestic and foreign individuals and companies on secured lending transactions, public and private securities offerings, project financings, bankruptcies and restructurings that contain significant real estate components.

Our lawyers assist real estate clients worldwide from 10 key financial centers in the United States, Europe, Asia and Latin America. The breadth of our experience and our unique firm organization ensure that clients have access to subject matter professionals wherever they are located. We provide highly integrated service across practice areas, including tax, mergers and acquisitions, capital markets, investment management, insolvency and restructuring, credit and other related disciplines.

Key Practice Areas

  • Acquisitions and Dispositions. We advise clients on the purchase and sale of office, hotel, retail, industrial and mixed-use properties.

  • Financings. We counsel clients on a variety of real estate financings, including acquisition and construction financings and refinancings; mezzanine loans; preferred equity; sale/leaseback financings; convertible and participating mortgage loans; and private and public offerings of debt instruments secured by real estate.

  • Joint Ventures. We represent clients on the formation and structuring of joint ventures for the acquisition, development, financing and ownership of real estate.

  • Commercial Leasing. We advise both landlords and tenants on commercial leases across the United States.

  • Workouts. Our real estate team works closely with our insolvency and restructuring, litigation and credit lawyers on advising borrowers and lenders on all phases of distressed real estate loans, including recapitalizations and foreclosures.

  • REITs. We advise investors on the formation of REITs. We also advise underwriters on both public and private offerings of REITs.

Representative Clients

  • Andra AP-fonden (AP2)
  • Railex
  • Barclays Bank
  • Riverstone Partners
  • BR Properties
  • RXR Realty
  • Comcast
  • SL Green Realty
  • Dalian Wanda
  • Stockbridge Real Estate
  • Guggenheim Partners
  • Strategic Bank Group
  • Host Hotels & Resorts
  • NBCUniversal
  • InterContinental Hotels Group
  • von Finck Family Real Estate Holdings

Notable Matters

Real Estate Representations


  • NBCUniversal on its approximately $1.3 billion acquisition of its studios and offices in 30 Rockefeller Plaza in Manhattan and its $122 million acquisition of the CNBC headquarters in Englewood Cliffs, New Jersey. NBCUniversal is one of the world’s leading media and entertainment companies.

  • Second Swedish National Pension Fund, Andra AP-fonden (AP2) on its investment in a $1.8 billion portfolio of U.S. commercial office buildings jointly owned by affiliates of Tishman Speyer, The South Korean National Pension Fund (NPS) and the Government of Singapore Investment Corporation.

  • Stockbridge Real Estate in the formation of its multi-billion dollar fund complex and its acquisitions of a Hollywood Park, CA racetrack; the General Motors Linden, NJ Assembly Plant; the NBC Universal Burbank, CA Main Studio Lot; the Sahara Hotel & Casino and multiple related financings. Stockbridge is a fully independent real estate investment management firm with approximately $6.4 billion of assets under management (as of September 30, 2013) spanning all major real estate property types, and certain specialty property types, throughout the United States.

  • Wilhelm von Finck and Paramount Group, Inc. in connection with the $180 million refinancing of the first mortgage debt at 745 Fifth Avenue in New York City.

  • Host Hotels & Resorts, Inc. on its $313.5 million acquisition of the New York Helmsley Hotel, a 775-room luxury hotel in Midtown Manhattan, from The Leona M. and Harry B. Helmsley Charitable Trust and Harley of New York Associates. Host Hotels & Resorts, Inc. is the nation’s premier owner of real estate lodging, owning or holding a controlling interest in high quality lodging assets in prime urban, airport and resort/convention locations throughout the United States as well as in Canada, Mexico, Chile, the United Kingdom, Italy, Spain and Poland.

  • New York Mets in connection with the New York City effort to be designated the site of the 2012 Summer Olympics.

  • The White House on the sale of Governors Island to the Governors Island Preservation and Education Corporation, and the transfer of the Governors Island National Monument area from the National Trust for Historic Preservation to the National Park Service.

Real Estate Capital Markets and M&A Representations


  • Corporación Inmobiliaria Vesta on its $255 million Rule 144A/Regulation S IPO of shares. Corporación Inmobiliaria Vesta is a leading developer, owner and operator of industrial real estate properties in Mexico.

  • BR Properties on its $523 million Rule 144A/Regulation S IPO of common stock. BR Properties is one of the main commercial real estate investment companies in Brazil.

  • Underwriters on both $800 million and $150 million SEC-registered offerings of senior unsecured notes of Wyndham Worldwide Corporation, a company that offers individual consumers and business-to-business customers a broad suite of hospitality products and services.

  • Underwriters on several SEC-registered offerings of high-yield notes of K. Hovnanian Enterprises in the aggregate value of $965 million since 2011. K. Hovnanian Enterprises is one of the nation’s largest builders of residential homes.

  • Dalian Wanda on its approximately $2.6 billion acquisition of AMC Entertainment, a Kansas City, Missouri-based movie theater company. Dalian Wanda is a Chinese real estate conglomerate.

  • Groupe du Louvre on the sale four French luxury hotels to the Constellation Group: the Concorde La Fayette (950 rooms) and Hôtel du Louvre (177 rooms) in Paris, the Hôtel Martinez (409 rooms) in Cannes and the Palais de la Méditerranée (188 rooms) in Nice. Groupe du Louvre is a French subsidiary of Starwood Capital Group.