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, multifamily, 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 international 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, multifamily, industrial and mixed-use properties.
  • Financings. We counsel clients on a variety of real estate financings, including acquisition and construction financings and re-financings, 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.


  • Chambers USA – Recognized as a leading practice in New York: Real Estate (Mainly Dirt), 2017
  • Partners Brian S. Lichter and Michael J. Rishty are both ranked by Chambers USA as leading lawyers in New York real estate.

Representative Clients

  • Andra AP-fonden (AP2)
  • Centurion Realty
  • China Investment Corporation (CIC)
  • Comcast
  • CS&L
  • El Ad Group
  • Extell Development Company
  • The Moinian Group
  • Morgan Stanley Real Estate Investing
  • Naftali Group
  • NBCUniversal and Universal Parks & Resorts
  • Pacific Investment Management Company (PIMCO)
  • Related Companies
  • RXR Realty
  • Slate Property Group
  • SL Green Realty Corp.
  • Vanbarton Group
  • von Finck Family Real Estate Holdings

Notable Matters

Real Estate Representations
  • RXR Realty and SL Green Realty Corp. in their acquisition of a 48.7% interest in One Worldwide Plaza in New York City from an affiliate of New York REIT, Inc. for an agreed-to value of the property of $1.725 billion and, in connection therewith, the refinancing of the property with $1.2 billion in mortgage and mezzanine loan CMBS financing provided by Goldman Sachs Mortgage Company
  • RXR Realty in various transactions, including its joint venture arrangement with SL Green Realty Corp. to acquire a 48.7% interest in One Worldwide Plaza in New York City from an affiliate of New York REIT, Inc. for an agreed-to value of the property of $1.725 billion, its acquisition of a 49% controlling interest of the leasehold estate in 5 Times Square in New York City from David Werner and partners, its related joint venture arrangement in connection therewith and the venture’s $1.36 billion mortgage and mezzanine refinancing of the building; its $223 million mortgage and mezzanine construction financing of the development of Garvies Point in Glen Cove, Long Island; its $157 million mortgage and mezzanine construction financing of The Ritz-Carlton Residences, Long Island, North Hills; its preferred equity investment in 80 Broad Street in New York City and its related joint venture arrangement with NorthStar Realty Income Trust, Inc.; and its refinancing of a 28-building portfolio in Woodbury, Long Island.
  • Related Companies and Oxford Properties Group in their $1.5 billion construction financing for the development of the one million square foot destination retail project, The Shops & Restaurants at Hudson Yards. Hudson Yards is a 28-acre project that will cost about $20 billion. We also advised Related Companies on the $625 million refinancing of 85 Tenth Avenue, New York, NY and its related joint venture arrangement with Vornado Realty Trust.
  • Wilhelm von Finck family of Germany on the acquisition, financing and disposition of in excess of $1 billion in New York City office buildings, including 712 Fifth Avenue, 718 Fifth Avenue, 180 Maiden Lane, 745 Fifth Avenue and 1325 Avenue of the Americas.
  • NBCUniversal on its approximately $1.3 billion acquisition of its studios and offices in 30 Rockefeller Plaza in New York City (and, previously, its 1.3 million square foot lease of those studios and offices) and its $122 million acquisition of the CNBC headquarters in Englewood Cliffs, New Jersey. We also advised NBCUniversal in securing a license to broadcast television programming from the new antenna at One World Trade Center for WNJU and WNBC.
  • Second Swedish National Pension Fund, Andra AP-fonden (AP2) on its various U.S. investments, including its major investment in a Hudson Yards project, its major timber investments in various locations in the United States and in a $1.8 billion portfolio of U.S. commercial office buildings jointly owned by affiliates of Tishman Speyer Properties, The South Korean National Pension Fund (NPS) and the Government of Singapore Investment Corporation.  AP2 is one of five funds within the Swedish pension system and is one of northern Europe’s largest pension funds.
  • SL Green Realty Corp. in the $250 million refinancing of The Olivia, a 36-story mixed-use building located on 315 West 33rd Street, New York, NY. We also advised SL Green in its sales of 248-252 Bedford Avenue in the Williamsburg neighborhood of Brooklyn, NY, 140 and 150 Grand Street in White Plains, NY, 7 Renaissance Square at The Ritz-Carlton complex in downtown White Plains, NY and Stamford Towers in Stamford, CT.
  • El Ad Group and its joint venture with The Peebles Corporation in their $334 million construction loan from a group of lenders led by Bank of America, N.A. and $77 million mezzanine loan from an affiliate of Apollo Commercial Real Estate Finance, Inc. The loan proceeds will be used to finance the redevelopment and construction of approximately 139 luxury residential condominiums as well as a retail and garage component and a community facility space at 108 Leonard Street in the New York City neighborhood of Tribeca.
  • Naftali Group through its joint venture with Nahla Capital on a $105 million construction loan from the New York branch of Deutsche Bank AG that will be used to facilitate the construction of a luxury residential condominium project at 219-223 West 77th Street, in New York City. 
  • Vanbarton Group on its $83 million acquisition of 115 Sansome Street in downtown San Francisco, and $90 million acquisition of 13-17 Laight Street in the Tribeca neighborhood of Manhattan from an affiliate of WhiteStar Advisors, as well as in connection with a $46 million acquisition loan from an affiliate of Blackstone Mortgage Trust.
  • Slate Property Group in various transactions, including, as administrative member of its joint venture with GreenOak Real Estate, in the venture’s acquisition and construction financing from the Blackstone Group L.P. for the purchase of River Tower at 420 East 54th Street, a luxury residential building in the Sutton Place neighborhood of New York City and  as administrative member of its joint venture with Meadow Partners, in the modification of its joint venture agreement with Meadow Partners and in the venture’s acquisition and construction financing from Wells Fargo Bank, National Association and its mezzanine financing from Winter Properties for the ground-up development of One Flatbush, a mixed-use project in Downtown Brooklyn.
  • Universal Parks & Resorts, a wholly owned subsidiary of NBCUniversal Media and Comcast Corporation, in various transactions, including in connection with its acquisition of approximately 475 acres of undeveloped land (and the development rights related to the land) in Orlando, Florida from Colfin Orlando Funding LLC and Orlando REO Land LLC, entities controlled by Colony Capital, Inc.; its $282.5 million term and construction loan from a bank syndicate led by Wells Fargo Bank, National Association, as administrative agent, secured by the Cabana Bay Beach Resort located on the Universal Orlando Resort property in Orlando, Florida; and its $505 million loan from Metropolitan Life Insurance Company secured by three hotels and a support facility located on the Universal Orlando Resort property in Orlando, Florida.
  • Stockbridge Real Estate in 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 $8.8 billion of assets under management spanning all major real estate property types, and certain specialty property types, throughout the United States.
  • Baron Capital on its 105,000+ square foot office lease of the 47th (partial), 48th and 49th floors of the General Motors Building at 767 Fifth Avenue in New York City.
  • 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.
  • Groupe du Louvre on the sale of 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.
Real Estate Capital Markets, M&A and Investment Management Representations
  • Affiliates of Wilhelm von Finck on his participation in the $2.3 billion IPO of Paramount Group, the largest-ever IPO of a commercial office building REIT in the United States.
  • Moinian Limited, a British Virgin Islands company wholly owned by Joseph Moinian, founder and CEO of The Moinian Group, in its NIS 1.4 billion ($361 million) bond issuance on the Tel Aviv Stock Exchange, the largest such offering to date by a U.S. real estate investor.
  • Underwriters on the $2.7 billion IPO and NYSE listing of common stock for Hilton Worldwide. Hilton manages, franchises owns and leases hotels, resorts and timeshare properties around the world. The IPO was the largest-ever by an issuer in the hotels and lodging sector.
  • Financial advisers to Windstream in connection with the spinoff of its real estate assets to Communications, Sales & Leasing Inc., a newly created REIT, and on the bank and high-yield bond financing in connection therewith.
  • Underwriters on the over $1.1 billion aggregate convertible notes offerings by Lennar Corporation, one of the nation’s largest homebuilders, a provider of financial services and, through its Rialto Investments segment, an investor in distressed real estate assets.
  • 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.
  • GE in connection with the reduction in the size of its financial businesses through the sale of most GE Capital assets. As part of the execution of this new plan, GE has agreed to sell the bulk of the assets and performing loans of GE Capital Real Estate to funds managed by Blackstone and Wells Fargo for approximately $26.5 billion.
  • Stockbridge Real Estate in connection with the formation, structuring and offering of Stockbridge Real Estate Funds II and III. Each of these funds had more than $1 billion in commitments. We provide ongoing advice to Stockbridge in respect of its private funds.
  • Morgan Stanley Real Estate Investing on the formation of its Prime Property Fund, an open ended fund with more than $10 billion in commitments. We provide ongoing advice to Morgan Stanley relating to the Prime Property Fund.