Mr. Gross is partner in Morrison & Foerster’s New York office and head of the firm’s real estate securities practice group. His practice focuses on all aspects of corporate finance, including the formation of public and private investment and operating entities, capital formation transactions (public offerings and private placements of securities, joint venture transactions, private equity and venture capital investments); mergers and acquisitions; financings and the development of financial products.  Mr. Gross works extensively with REITs and other real estate entities, including lodging and gaming companies and institutional investors in real estate. Mr. Gross also advises boards of directors with respect to corporate governance, reporting and disclosure, special committee assignments, accounting irregularities and financial fraud. 

Mr. Gross has authored numerous articles and is a frequent lecturer on a variety of corporate and legal matters. His recent articles include: “The SEC’s Final Rules on Director Nominations and Shareholder Communications with Directors: Form or Substance?” The Metropolitan Corporate Counsel (March 2004); “Sarbanes-Oxley Developments,” The Metropolitan Corporate Counsel (February 2004); “Proposed Stock Exchange Listing Requirements,” The Metropolitan Corporate Counsel (May 2003); “Off-Balance Sheet Arrangements,” The Metropolitan Corporate Counsel (April 2003); “SEC Issues Rules for New CEO/CFO Certification Under Section 302 of the Sarbanes-Oxley Act”, The Metropolitan Corporate Counsel (October 2002); “Are You Sure You Want to Be a REIT Director?”, New York Law Journal (June 2001); "Real Estate Takeovers: Unique Issues", The New York Law Journal (December 1996); "The Evolving Real Estate Debt Securities Market," The National Law Journal (February 1996); and "FADS, CADS and Magic Pages," Capital Sources for Real Estate (June 1995). He has also made presentations to the Law Conference of the International Council of Shopping Centers (ICSC) and the Practicing Law Institute (PLI).

Mr. Gross graduated with an M.B.A in 1981 from New York University, and with an LL.B. in 1976 from Bar-Ilan University Law School in Israel. Mr. Gross is a member of the American, New York State, and Israel Bar Associations. Prior to joining Morrison & Foerster, Mr. Gross was a partner of Willkie Farr & Gallagher LLP, where he was a founder of their real estate securities practice group.

Capital Formation Transactions

• Represented CBL & Associates Properties, Inc. in connection with its formation and initial public offering, as well as its subsequent public and private equity and debt financings and mergers and acquisitions, including CBL’s acquisition of the $1.4 billion Richard Jacobs property portfolio.  Represented CBL in its formation of an $800 million joint venture with Galileo Shopping America Trust, a publicly-owned Australian listed property trust, to acquire CBL’s non-mall shopping centers.  CBL is today one of the largest shopping center owners in the United States.
• Represented American Campus Communities, Inc. in connection with its formation and initial public offering.  ACC was the first publicly-traded REIT focused on the ownership and operation of student housing properties.
• Represented Goldman Sachs in connection with a broad array of real estate securities underwritings (Spieker Properties equity offerings, TrizecHahn "Yankee" bond offering; Strategic Hotel Capital and Entertainment Properties Trust IPOs, PRISA (Prudential Property Investment Separate Account) and Prime Property Fund Rule 144A debt offerings.)
• Represented Bear, Stearns & Co., Inc. in connection with a broad array of real estate securities underwritings (Crescent Real Estate Equities and Lexington Corporate Properties Trust secondary offerings; Canyon Ranch Regulation D offering).

Mergers and Acquisition

• Represented Bear Stearns in merger and acquisition advisory engagements (advisor to Brandywine in its acquisition of the Rubenstein Company and Apollo in its acquisition of an equity interest in Koger Equity). 
• Represented Shearson in the sale of its $17 billion mortgage loan servicing portfolio to GE Capital Mortgage Securities Inc., an affiliate of General Electric Capital Corporation.  
• Represented Trizec, a Canadian owner of U.S. real estate assets, in its public merger with Horsham Corporation.

Other Matters

• Represented the partners of Cowen & Co. in connection with the $540 million sale of the securities brokerage firm to Société Générale. 
• Represented the Balducci family in the sale of Balduccis to Sutton Place Gourmet. 
• Represented Learjet Corporation in its sale to an affiliate of Bombardier of Canada.
• Represented Integrated Resources in connection with corporate matters associated with its bankruptcy.
• Represented Robert Maxwell in his $240 million public offering of shares in Scitex Corporation, Ltd., a NYSE-traded Israeli technology company, and represented a consortium of U.S. and foreign banks in their debt rescheduling agreement with Elscint Limited, a publicly-traded Israeli technology company.