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MoFo Advises Plymouth Industrial REIT, Inc. in $2.1 Billion All-Cash Merger

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MoFo is advising Plymouth Industrial REIT, Inc. (NYSE: PLYM), a real estate investment company that owns and manages industrial...

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MoFo is advising Plymouth Industrial REIT, Inc. (NYSE: PLYM), a real estate investment company that owns and manages industrial properties across the U.S., in its all-cash sale to entities affiliated with real estate advisory firm Makarora Management and global alternative asset manager Ares Management (NYSE: ARES). The transaction is valued at approximately $2.1 billion.The transaction is expected to close in early 2026 and is subject to customary closing conditions, including approval by stockholders of Plymouth. The definitive agreement includes a 30-day "go-shop" period, which permits Plymouth to actively solicit alternative acquisition proposals from third parties during the period.The MoFo team advising Plymouth was led by M&A partners Lauren Bellerjeau and Joe Sulzbach, capital markets partners Justin Salon and John Hensley, M&A associates Gabriella Fortun, JD Husband and Sahana Ragunathan and capital markets associates Stephen Albrigo and Melissa Flocks. The wider team included: real estate partners Tom Fileti and Kaleb Keller and Of Counsel Susannah Cupp; finance partner Mike Vernace; executive compensation partner Crescent Moran Chasteen; labor and employment partner Michael Schulman; environmental partner Bill Tarantino; technology transactions partner Anthony Ramirez; privacy partner Julie O’Neill and litigation partners Erik Olson and Robert May.Read the <a href="https://www.globenewswire.com/news-release/2025/10/24/3173076/0/en/Plymouth-Industrial-REIT-Announces-Agreement-to-Be-Acquired-by-Makarora-for-2-1-Billion.html" target="_blank">press release</a>.

MoFo Advises Plymouth Industrial REIT, Inc. in $2.1 Billion All-Cash Merger

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Lauren Bellerjeau is a corporate partner in the Austin office of Morrison Foerster.Lauren has served as a trusted advisor to boards of directors and executive management teams in the negotiation of their companies’ most significant combination, commercial and corporate governance transactions. Her extensive private practice experience includes representing both buy-side and sell-side clients on complex and transformative U.S. and cross-border combination and commercial transactions in a variety of industries, with a particular focus on technology, real estate investment trusts, government contracting and defense, life sciences, and manufacturing. She has also regularly counseled REITs and other companies with significant real estate holdings or real estate management businesses on complex restructuring and roll-up transactions, particularly in contemplation of initial public offerings, large equity investments, or strategic transactions.Lauren also has valuable in-house experience, having recently served as Senior Vice President, Assistant General Counsel and Chief Privacy Officer at onsemi, a leader in intelligent power and sensing technologies recognized as a Fortune 500® company and included in the S&P 500® index.While at Morrison Foerster, Lauren has been recognized by leading legal publications and directories, including The Legal 500 US for Real Estate Investment Trusts and M&A: Large Deals ($1bn+), as an Emerging M&A Leader – Legal by M&A Advisor and as a Rising Star – M&A by Law360.<h4>Representative Experience</h4><ul><li>Represented SoftBank Group in its pending acquisition of U.S.-based semiconductor design company Ampere Computing Holdings LLC for US$6.5 billion.</li><li>Represented Palo Alto Networks in its pending acquisition of Protect AI, an innovative leader in securing the use of AI and Machine Learning applications and models.</li><li>Represented Palo Alto Networks in its acquisition of Dig Security, an innovative provider of Data Security Posture Management (DSPM).</li><li>Represented Palo Alto Networks in connection with the acquisition of Cider Security, a pioneer in application security (AppSec) and software supply chain security.</li><li>Represented Uber Technologies with respect to its $3.1 billion acquisition of Careem, Inc.</li><li>Represented ON Semiconductor in its $2.4 billion acquisition of Fairchild Semiconductor.</li><li>Represented ON Semiconductor in its $1.07 billion all-cash acquisition of Silicon Valley-based public company Quantenna Communications Inc. (NAS: QTNA).</li><li>Represented SoftBank Group, in the $8.6 billion sale of its controlling stake in Finnish gaming company Supercell Oy to Chinese Internet company Tencent Holdings Ltd. </li><li>Represented SoftBank Group in connection with other merger and investment transactions in the technology industry, including with respect to its investment in OneWeb.</li><li>Represented SoftBank Group in its sale of 90.1% equity in Fortress Investment Group to Mubadala Investment Company, through its wholly owned asset management subsidiary Mubadala Capital.</li><li>Represented EdR (NYSE: EDR), one of the nation’s largest developers, owners, and managers of high-quality collegiate housing communities, in its US$4.6 billion all-cash sale to a newly formed perpetual life vehicle led by an affiliate of Greystar Real Estate Partners.</li><li>Represented MedEquities Realty Trust, Inc. in its merger with Omega Healthcare Investors, Inc. for an approximate value of $600 million.</li><li>Represented Farmland Partners, Inc., a real estate investment trust with a portfolio comprised of 271 farms, in its acquisition of all outstanding common stock of American Farmland Company.</li><li>Represented General Electric Capital Corp. in its $23 billion divestiture of its commercial real estate business to affiliates of The Blackstone Group and Wells Fargo, N.A.</li><li>Represented Bank of America Merrill Lynch, Morgan Stanley, Wells Fargo Securities, and Deutsche Bank Securities in the $2.3 billion IPO of Paramount Group, Inc.</li><li>Represented Equity Residential in its $16 billion acquisition of Archstone Enterprise LP from Lehman Brothers Holding, Inc.</li><li>Represented Playa Hotels & Resorts, B.V. in a series of real estate property and management related transactions..</li><li>Represented GE Healthcare in its acquisition of Thermo Fisher’s cell culture, gene modulation, and magnetic beads businesses for approximately $1.06 billion.</li><li>Represented Avanade, Inc., a joint venture between Microsoft Corporation and Accenture plc, in its acquisition of the U.S. CRM business of Ascentium Corporation.</li><li>Represented Lockheed Martin Corporation in several acquisitions of private companies in the government contracting industry, including the acquisition of CDL Systems Ltd., Gyrocam Systems, LLC, Universal System & Technology Inc., and QTC Holdings, Inc.; and the divestiture of Lockheed Martin Corporation’s Enterprise Integration Group business.</li><li>Represented PPG Industries, Inc. in connection with several acquisitions of private companies.</li><li>Represented Helsinn Healthcare S.A., a Swiss-based pharmaceutical company, and its U.S. based subsidiary Helsinn Therapeutics (U.S.) Inc., in connection with a development and co-promotion arrangement with Eisai Inc. for the commercialization of combination drug products in the U.S.</li><li>Represented MGI Pharma, Inc. in its acquisition through a $4 billion cash tender offer by Eisai Co., Ltd.</li><li>Represented Black & Decker Corporation in its stock-for-stock merger with Stanley Works.</li></ul>

Lauren Bellerjeau

Partner

Joe Sulzbach is a partner in the Transactions Department, focusing on mergers and acquisitions and private equity. Joe has represented numerous public and private entities in a variety of transactions, including domestic and cross-border merger and acquisition transactions, private equity transactions, joint ventures, and corporate governance matters. He has advised a broad range of clients across industries, including technology, media, and telecom (TMT), industrial, chemicals, consumer goods and retail, energy, healthcare and pharmaceuticals, and real estate.Joe has also represented a number of companies in engagements with activist stockholders, including in responding to Starboard Value, Carl Icahn, Elliott Management, JANA Partners, Farallon Capital Management, and VIEX Capital.In addition, Joe has represented investment banking firms and financial advisors in a variety of significant transactions, including representation of Qatalyst Partners, Evercore Partners, Greenhill, Ducera Securities, and Solomon Partners.Select examples of Joe’s experience include the following representations:<ul><li>Veeco Instruments Inc. in its $5.2 billion merger with Axcelis Technologies, Inc.</li><li>BearingPoint, an independent management and technology consultancy firm, on its joint venture with ABeam Consulting.</li><li>SoftBank Group Corp. on its $2 Billion investment Intel Corporation. </li><li>Hooter’s Inc. and Hoot Owl Restaurants, L.L.C. in the acquisition of over 100 restaurants from Hooters of America LLC, the iconic casual dining and sports entertainment chain.</li><li>Shaklee Corporation in its acquisition of substantially all the assets of Modere.</li></ul><ul><li>Infineon Technologies AG in its $2.5 billion acquisition of Marvell Technology’s automotive ethernet business.</li><li>SoftBank Group Corp. in its proposed up to $40 billion investment in OpenAI, America’s premier artificial intelligence (AI) company and developer of the transformational large language models that are driving the AI revolution.</li><li>Infineon Technologies AG in the sale of its Austin, TX foundry to SkyWater Technology.</li><li>NorthStar Healthcare Income, Inc. in its $900 million sale to an affiliate of Welltower Inc.</li><li>Cartica Acquisition Corp in its $2.75 billion business combination with Nidar Infrastructure Limited, India’s leading data center provider for artificial intelligence and high-performance compute services.</li><li>Centuri Holdings and parent company Southwest Gas Holdings in Centuri’s $353 million IPO and concurrent private placement.</li><li>U.S. Silica Holdings, Inc. in its $1.85 billion sale to entities affiliated with Apollo Global Management.</li><li>The rock band KISS and its co-founders Gene Simmons and Paul Stanley in the sale of substantially all rights related to KISS to Pophouse Entertainment.</li></ul><ul><li>Sekisui House, Ltd. in its $4.9 billion acquisition of M.D.C. Holdings, Inc.</li><li>Astellas Pharma Inc. in its $175 million acquisition of Propella Therapeutics, Inc.</li></ul><ul><li dir="ltr">Southwest Gas Holdings, Inc. in its adoption of a Tax-Free Spin Protection Plan.</li><li dir="ltr">Kyowa Kirin Co., Ltd. in its up to $477 million acquisition of Orchard Therapeutics plc, including CVR payment.</li><li dir="ltr">Sugar Foods Corporation in its sale to Pritzker Private Capital.</li></ul><ul><li>The News Lens Co., Ltd. in its $275 million business combination with Blue Ocean Acquisition Corporation.</li></ul><ul><li>Upland Software, Inc. in its adoption of a Tax Benefit Preservation Plan.</li></ul><ul><li>The Board of Directors and Special Committee of Toshiba in the $15.2 billion takeover of Toshiba by a consortium led by Japan Industrial Partners.</li><li>Infineon Technologies AG in the sale of its HiRel DC-DC converter business to Micross Components, Inc.</li></ul><ul><li>AgroFresh Solutions, Inc. in its $545 million going-private acquisition by Paine Schwartz Partners.</li><li>Unity Software Inc. in multiple transactions, including its all-stock $4.4 billion acquisition of ironSource and Unity’s concurrent $1 billion PIPE investment by Silver Lake and Sequoia, and in response to the related $13.6 billion unsolicited acquisition proposal from AppLovin Corporation.</li><li>Southwest Gas Holdings, Inc. in its defense against a hostile tender offer and proxy contest for board control by Carl Icahn, including adoption of a shareholder rights plan, and negotiated resolution.</li><li>Marrone Bio Innovations in its $244 million acquisition by Bioceres Crop Solutions Corp. in a stock-for-stock merger.</li><li>Paine Schwartz Partners, a global leader in sustainable food chain investing, in its new platform investment in Registrar Corp., a leading provider of supply chain compliance software and services to domestic and foreign food and beverage, medical device, pharmaceutical, and cosmetic customers.</li><li>Silver Crest Acquisition Corporation in its $1.7 billion business combination with TH International Limited (Tims China), a master franchisee and operator of Tim Hortons coffee shops in China.</li><li>Sky Harbour LLC in its $777 million business combination with Yellowstone Acquisition Company.</li><li>SoftBank Group Corp., as the largest investor in WeWork, in WeWork’s $9 billion business combination with BowX Acquisition Corp.</li><li>Leading provider of patient access and engagement platform in its sale to a publicly listed company.</li><li>ON Semiconductor Corporation in its adoption of a shareholder rights plan.</li><li>Whitestone REIT in its adoption of a shareholder rights plan.</li><li>Exantas Capital Corp. in the acquisition of its external management contract by ACRES Capital Corp. from C-III Capital Partners LLC, and $375 million financing from MassMutual and Oaktree Capital Management.</li><li>NTT Communications Corporation and Secure-24 in the acquisition of SymSoft Holding Inc. and Symmetry Holding Inc. from Symmetry Holdings, LLC, a portfolio company of Great Hill Equity Partners.</li><li>Kirin Holdings Company, Limited in its acquisition of approximately 40% of the capital stock of Thorne Holding Corp.</li><li>Rao’s Specialty Foods, Inc. in its sale to Sovos Brands, an affiliate of funds managed by Advent International.</li><li>JERA in its sale of a minority interest in Cricket Valley Energy Center to Development Bank of Japan.</li><li>JERA in the acquisition of a 43% stake in Cricket Valley Energy Center, the developer of a 1,000 MW natural gas-fired power plant located in Dover, New York.</li><li>Renesas Electronics in its $3.2 billion acquisition of Intersil Corporation.</li><li>DaVita HealthCare Partners in its acquisition of Renal Ventures Limited.</li><li>Inovalon Holdings, Inc. in its acquisition of Creehan Holding Co., Inc.</li><li>Inovalon Holdings, Inc. in its acquisition of Avalere Health, Inc.</li><li>GLP Pte. Ltd. in the acquisition of a $4.55 billion U.S. logistics portfolio from Industrial Income Trust.</li><li>JLB Group, LLC in its acquisition of Sneakz, LLC.</li><li>Futamura Chemical Co., Ltd. in its acquisition of the cellulose business of Innovia Films.</li><li>Kirin Holdings Company, Limited in its acquisition of approximately 24.5% of the capital stock of The Brooklyn Brewery Corporation.</li></ul>

Joseph Sulzbach

Gabriella Fortun is a corporate associate in the Miami office of Morrison Foerster.Gabriella advises clients in connection with complex domestic and cross‑border corporate matters, including mergers and acquisitions, joint ventures, and corporate governance.Gabriella represents public and private companies and private equity funds in a variety of industries, including financial services, telecommunications, energy, and technology. She also has experience in advising corporate and sovereign clients in a wide range of cross-border transactions, principally in Latin America, including public-private partnership transactions, equity and debt offerings, financings, and restructurings.Prior to joining Morrison Foerster, she was an associate at another international law firm in New York.

Gabriella Fortun

Associate

JD Husband is a corporate associate in the New York office of Morrison Foerster.JD’s practice focuses on representing public and private companies in a variety of corporate transactions and securities matters. JD advises on domestic and cross-border mergers and acquisitions, private equity transactions, and venture capital investments in various industries. He also represents issuers and underwriters in connection with capital markets transactions, including initial public offerings, debt and equity offerings, and SPAC transactions.JD earned his law degree summa cum laude from the Temple University Beasley School of Law, where he graduated as valedictorian. He served as a Staff Editor for the Temple Law Review, and as a Judicial Extern for the Honorable Vice Chancellor Joseph R. Slights III of the Delaware Court of Chancery.

JD Husband

Sahana Ragunathan is a corporate associate in the New York office of Morrison Foerster.Prior to joining Morrison Foerster, Sahana worked as an analyst for Goldman Sachs, where she supported global cross-asset derivative desks for institutional clients across Asia and EMEA. She also served as a summer intern with Lawyers for Children.﻿Sahana earned her J.D. from Columbia Law School, where she served as a Staff Member for the Columbia Business Law Review. She received her B.B.A. from Christ University.She is proficient in Hindi and Tamil.

Sahana Ragunathan

Justin is chair of the firm’s Capital Markets practice and former co-chair of Morrison Foerster’s REIT practice.Justin represents both issuers and underwriters in a wide variety of corporate and securities matters, including initial public offerings, primary and secondary offerings, private placements, senior and subordinated debt financings, and liability management transactions. In addition, he serves as primary outside counsel to numerous public company clients with respect to corporate governance issues, compliance with the U.S. federal securities laws, and the requirements of the New York Stock Exchange (NYSE) and NASDAQ, as well as general corporate matters.For his role as lead attorney on Arm's IPO, The American Lawyer recently recognized Justin as a 2024 "Dealmaker of the Year," an award honoring lawyers who guided the most complex, groundbreaking, and impactful deals of the past year.Justin is recommended by The Legal 500 US 2023 for Capital Markets: Debt Offerings, Capital Markets: Equity Offerings, M&A / Corporate and Commercial: Private Equity Buyouts, and REITs. He is also recognized as a leading lawyer in Chambers USA 2023 for REITs.<h4 dir="ltr">Representative Experience</h4><h5 dir="ltr">Equity</h5><ul><li dir="ltr">Represented Arm Holdings plc, the world’s leading semiconductor IP company, in its blockbuster $5.22 billion USD IPO on Nasdaq, the largest IPO of 2023.</li><li>Represented SoftBank Group Corp. in connection with its $2 billion PIPE investment into Intel Corporation (Nasdaq: INTC).</li><li>Represented Uber Technologies Inc. (NYSE: UBER) in connection with its $300 million PIPE investment into Lucid Group, Inc. related to a global robotaxi program created exclusively for the Uber ride-hailing platform.</li><li dir="ltr">Represented Armada Hoffler Properties, Inc. (NYSE: AHH) in connection with multiple follow-on offerings of common stock and preferred stock and represented the underwriters in connection with Armada Hoffler’s initial public offering.</li><li dir="ltr">Represented Inovalon Holdings, Inc. (NASDAQ: INOV) in its initial public offering.</li><li dir="ltr">Represented RLJ Lodging Trust (NYSE: RLJ) in connection with its initial public offering.</li><li dir="ltr">Represented the underwriters in connection with Plymouth Industrial REIT’s initial public offering, multiple follow-on offerings of common stock, and issuance of perpetual preferred stock.</li><li dir="ltr">Represented the underwriters in connection with Community Healthcare Trust’s (NYSE: CHCT) initial public offering and numerous follow-on equity offerings.</li><li dir="ltr">Represented Farmland Partners, Inc. (NYSE: FPI) in its initial public offering, subsequent public offerings of common stock, and offering of 6.00% Series B Participating Preferred Stock.</li><li dir="ltr">Represented issuers or underwriters in connection with SPAC IPOs for Anzu Special Acquisition Corp I, Endurance Acquisition Corp., Pegasus Digital Mobility Acquisition Corp., Revelstone Capital Acquisition Corp., Science Strategic Acquisition Corp. Alpha, and Sound Point Acquisition Corp. I.</li><li dir="ltr">Represented Education Realty Trust (NYSE:EDR) in connection with multiple public offerings of common stock resulting in proceeds in excess of $1 billion.</li><li dir="ltr">Represented UDR, Inc. in connection with multiple follow-on equity offerings.</li><li dir="ltr">Represented the underwriters in connection with multiple registered offerings of preferred stock and common stock by Sotherly Hotels (NASDAQ: SOHO).</li><li dir="ltr">Represented Trade Street Residential, Inc. in its backstopped rights offering and corresponding PIPE.</li><li dir="ltr">Represented the underwriters in connection with Independence Realty Trust’s (NYSE: IRT) offering of common stock and concurrent listing on the NYSE.</li></ul><h5 dir="ltr">Debt and Liability Management</h5><ul><li dir="ltr">As designated underwriters’ counsel to Royal Dutch Shell Plc, represented the underwriters in connection with registered offerings of more than $30 billion of fixed and floating rate notes by Shell International Finance, the U.S. financing subsidiary of Royal Dutch Shell Plc.</li><li dir="ltr">Represented the underwriters in connection with the registered offering of $5 billion of notes by Novartis Capital Corporation, the U.S. financing subsidiary of Novartis AG.</li><li dir="ltr">Represented Education Realty Trust (NYSE:EDR) in connection with multiple public offerings of debt securities resulting in proceeds in excess of $1 billion.</li><li dir="ltr">Represented ON Semiconductor Corporation (NASDAQ: ON) in its $500 million Rule 144A offering of 1.625% convertible senior notes, $805 million Rule 144A offering of its 0% convertible senior notes due 2027, and privately negotiated repurchase and exchange transactions for outstanding senior notes.</li><li dir="ltr">Represented Vontier Corporation (NYSE: VNT) in its $1.6 billion 144A offering of senior notes and its $1.6 billion registered exchange offer.</li><li dir="ltr">Represented Veeco Instruments Inc. (NASDAQ: VECO) in its $300 million 144A offering of 2.70% convertible senior notes and its $125 million Rule 144A offering of 3.75% convertible senior notes.</li><li dir="ltr">Represented Whole Foods Market, Inc. in its $1 billion Rule 144A/Regulation S offering of 5.200% senior notes due 2025 and subsequent registered exchange offer.</li><li dir="ltr">Represented the Commonwealth of the Bahamas in connection with its $100 million 144A sovereign debt offering.</li><li dir="ltr">Represented AutoZone, Inc. (NYSE: AZO) in connection with $1.55 billion of registered offerings of senior notes.</li><li dir="ltr">Represented Smithfield Foods, Inc. in its $1 billion offering of senior notes and concurrent tender offer for over $750 million of outstanding senior notes.</li><li dir="ltr">Represented WellPoint, Inc. (NYSE: WLP) in its $1.75 billion offering of senior notes.</li><li dir="ltr">Represented Aventine Property Group in connection with its $100 million private offering of convertible senior notes.</li><li dir="ltr">Represented the underwriters in connection with multiple registered offerings of senior notes by Sotherly Hotels (NASDAQ: SOHO).</li><li dir="ltr">Represented the placement agent in connection with the $50 million private offering of senior secured notes by Newport Realty Trust, a private mortgage REIT.</li><li dir="ltr">Represented the placement agent in connection with the private placement of $100 million aggregate principal amount of 6.75% senior unsecured notes due 2023 issued by MCREIF SubREIT, LLC, a private REIT managed by M360 Advisors, and fully and unconditionally guaranteed by M360 CRE Income Fund LP.</li><li dir="ltr">Represented the placement agent in connection with the private placement of $36.5 million aggregate principal amount of 7.5% senior unsecured notes due 2025 issued by NextPoint Real Estate Finance Operating Partnership, L.P., the operating partnership subsidiary of NexPoint Real Estate Finance, Inc. (NYSE: NREF).</li><li dir="ltr">Represented the placement agent in connection with the private placement of $42.25 million aggregate principal amount of its 7.00% senior unsecured notes due 2026 issued by Pelorus Fund REIT, LLC.</li></ul><h5 dir="ltr">M&A</h5><ul><li dir="ltr">Represented Education Realty Trust in its $4.6 billion all-cash sale to a newly formed perpetual life vehicle led by an affiliate of Greystar Real Estate Partners.</li><li dir="ltr">Represented UDR, Inc. (NYSE: UDR) in connection with Home Properties, Inc.’s $7.6 billion acquisition by Lone Star Funds, in which UDR acquired six communities for approximately $908 million.</li><li dir="ltr">Represented Greenlane Holdings, Inc. (NASDAQ: GNLN), in its merger of equals with KushCo Holdings, Inc.</li><li dir="ltr">Represented Pivotal Investment Corp. II in connection with its merger with XL Fleet Corp., a leader in vehicle electrification solutions for commercial and municipal fleets.</li><li dir="ltr">Represented Farmland Partners, Inc. in connection with its stock-for-stock acquisition of American Farmland Company (NYSE: AFCO), as well as more than $400 million of property acquisitions.</li><li dir="ltr">Represented Trade Street Residential, Inc. in its acquisition by Independence Realty Trust, Inc.</li><li dir="ltr">Represented the Special Committee of the board of directors of Bluerock Residential Growth REIT in connection with the proposed internalization of its external manager.</li></ul>

Justin R. Salon

John Hensley is a partner in the firm’s Capital Markets and Public Company Advisory & Governance practices. He represents publicly and privately held companies in a variety of corporate and securities law matters.John represents both issuers and underwriters in initial public offerings, follow-on offerings and private placements, including offerings of common and preferred equity, debt, and convertible debt. In addition, John regularly advises numerous public company clients regarding general business matters, corporate governance issues and compliance with the U.S. federal securities laws and the requirements of the New York Stock Exchange and Nasdaq.<h4 dir="ltr">Representative Experience</h4><ul><li>Represented Carlsmed, Inc. (Nasdaq: CARL) in connection with its $100.5 million initial public offering</li><li dir="ltr">Represented Arm Holdings plc (NASDAQ:ARM), the world’s leading semiconductor IP company, in its blockbuster $5.22 billion USD IPO on Nasdaq, the largest IPO of 2023</li><li dir="ltr">Represented Centuri Holdings and parent company Southwest Gas Holdings in $353 million IPO and concurrent private placement</li></ul><ul dir="ltr"><li dir="ltr">Represented Krystal Biotech, Inc. (NASDAQ:KRYS) in multiple equity offerings, with an aggregate value of approximately $635 million</li><li dir="ltr">Represented Southwest Gas Holdings, Inc. in its $238.4 million public offering of common stock</li><li dir="ltr">Represented UDR, Inc. (NYSE:UDR) in connection with multiple public debt offerings with an aggregate value of approximately $1.3 billion and in connection with multiple public equity offerings with an aggregate value of over $2 billion</li><li dir="ltr">Advised eBay Inc. (NASDAQ:EBAY) in connection with a $1.15 billion offering of senior unsecured notes under its existing shelf registration statement and in connection with a $2.5 billion offering of senior unsecured notes under its existing shelf registration statement</li><li dir="ltr">Advised Sky Harbour LLC, a developer of private aviation infrastructure, in connection with its business combination agreement with Yellowstone Acquisition Company (NASDAQ: YSAC, YSACU, and YSACW), a publicly traded SPAC sponsored by Boston Omaha Corporation (NASDAQ:BOMN); as part of the business combination with Sky Harbour, a subsidiary of Boston Omaha purchased 10,000,000 shares of Yellowstone Class A common stock and acquired additional shares of Class A common stock and warrants to purchase Class A common stock as Yellowstone’s sponsor.</li><li dir="ltr">Represented Vontier Corporation (NYSE:VNT) in connection with its 144A private offering of $1.6 billion in senior notes</li><li dir="ltr">Represented Education Realty Trust, Inc. (NYSE:EDR) in connection with multiple public offerings of debt and equity securities resulting in proceeds in excess of $2.0 billion</li><li dir="ltr">Represented Farmland Partners Inc. (NYSE:FPI) in its $53.2 million initial public offering, its $46.5 million and $37.0 million follow-on offerings, and its $25.0 million at-the-market equity offering</li><li dir="ltr">Represented the underwriters in connection with registered offerings of over $33 billion of fixed and floating rate notes by Shell International Finance, the U.S. financing subsidiary of Royal Dutch Shell Plc</li><li dir="ltr">Represented the underwriters in connection with the registered offering of $5 billion of notes by Novartis Capital Corporation, the U.S. financing subsidiary of Novartis AG</li><li dir="ltr">Represented the underwriters in connection with Plymouth Industrial REIT’s approximately $58 million initial public offering, multiple follow-on offerings of common stock, and $45 million offering of preferred stock</li><li dir="ltr">Represented Southwest Gas Corporation in multiple registered debt offerings of over $1.6 billion in the aggregate</li><li dir="ltr">Represented Vonage Holdings Corp. in connection with its $300 million Rule 144A offering of convertible notes</li><li dir="ltr">Represented MedEquities Realty Trust, Inc. (NYSE:MRT) in its $275 million initial public offering</li><li dir="ltr">Represented Inovalon Holdings, Inc. (NASDAQ:INOV) in its $685 million initial public offering</li><li dir="ltr">Represented Veeco Instruments Inc. (NASDAQ:VECO) in two 144A convertible notes offerings of $425 million in the aggregate</li><li dir="ltr">Represented onsemi (NASDAQ:ON) in its $500 million Rule 144A offering of 1.625% senior convertible notes and in its $700 million offering of 3.875% senior unsecured notes</li><li dir="ltr">Represented the sales agents in connection with Equity Residential’s (NYSE:EQR) at-the-market offering program of 13 million common shares</li><li dir="ltr">Represented the underwriters in connection with the establishment of a $300 million at-the-market (ATM) equity offering program by Apple Hospitality REIT</li></ul>

John Hensley

Tom Fileti is the co-chair of the firm’s U.S. Real Estate Group. He represents a broad spectrum of clients in connection with investments in, and the financing, development, operation, and disposition of, real estate assets in California and throughout the United States. He has a track record of representing clients with substantial and complex transactions. In the recent words of clients, Tom is “one of the smartest and most thoughtful attorneys in the market today,” (Legal 500 US) and is “exceptionally thorough, deliberate, careful and thoughtful,” “fantastic at thorny transactions,” and a “strategic thinker” who “sees the implications of [client] decisions miles down the road and advises [clients] accordingly.” (Chambers USA)Tom’s practice emphasizes transactions involving REITs; acquisition and disposition of real estate assets, loans, and portfolios; real estate finance transactions and credit facilities of all types; matters involving the financing, acquisition, operation, and disposition of hotels and resorts; real estate joint ventures and other equity investments involving development projects, acquisitions, and portfolios; credit lease and master lease transactions involving corporate real estate assets and real estate aspects of mergers and acquisitions involving companies with deep real estate footprints; and workouts, restructurings, exercise of remedies and dispositions with respect to problem loans, troubled joint ventures, and other problem real estate investments. His practice involves all property types, including office, residential (multi-family, subdivisions, and condominiums), retail, hospitality, mixed-use, industrial, and land development projects. Tom regularly represents financial institutions and other clients in connection with syndicated credit facilities; A/B notes and participation arrangements; mezzanine financing; and intercreditor and co-lender arrangements related to the financing of major real estate projects.Tom’s REIT practice includes such matters as representing REITs and contributors in connection with tax deferred roll-up transactions involving the receipt of common and custom-tailored preferred operating partnership units; representing clients selling projects to REITs in taxable transactions involving cash consideration or REIT securities; representing lenders providing financing to REITs for working capital and acquisition or development lines (including credit facilities in connection with REIT IPOs); and representing REITs or their counterparties in connection with joint ventures, purchase and sale transactions involving individual projects and portfolios, development projects, credit facilities, mortgage and mezzanine loan investments, and other matters.Tom is a member of the American College of Real Estate Lawyers and of the National Association of Real Estate Investment Trusts.<h4>Representative Experience</h4><ul><li>Represented Equity Residential in connection with its joint acquisition, with AvalonBay, of the assets of Archstone from Lehman Brothers, involving a valuation (including assumed indebtedness) in excess of $16 billion.</li><li>Represented UDR, Inc. in connection with a series of joint venture transactions with Metropolitan Life Insurance Company, relating to the acquisition or development of multi-family assets in California, New York, Texas, and other locations valued in excess of $2 billion.</li><li>Represented UDR, Inc. in connection with an agreement by Home Properties, L.P. to contribute apartment projects in the Washington, D.C., metropolitan area valued in excess of $900 million, in exchange for cash, assumption of debt, and limited partner interests in a “down-REIT” partnership that UDR formed and to which UDR contributed additional real estate projects having a value in excess of approximately $1.2 billion. This contribution transaction was part of an overall transaction among UDR, entities controlled by Lone Star Funds, Home Properties, L.P., and its general partner Home Properties, Inc., valued at approximately $7.6 billion, including associated property management and development management agreements.</li><li>Represented the general partner of 16 different real estate partnerships in connection with the contribution by that partner to a REIT’s operating partnership of its partnership interests in the partnerships, concurrently with the tender offer by the REIT for the partnership interests owned by all limited partners, in a transaction involving apartment projects valued at approximately $400 million.</li><li>Represented seller in connection with the sale of four Luxury Collection hotels to Starwood Lodging Trust for $350 million. Consideration for the transaction consisted in part of cash and in part of stock in Starwood Lodging Trust.</li><li>Represented Genentech, Inc. in connection with various lease financing transactions aggregating over $1.38 billion for the acquisition or construction of office buildings, pilot plants, and other manufacturing facilities. These transactions included a $520 million lease financing, the primary source of funding for which was a “single issuer” commercial paper program that was secured by condominium units created through the vertical subdivision of Genentech’s Vacaville, California, manufacturing campus.</li><li>Represented Boyd Gaming Corporation in connection with the real estate aspects of its acquisition of four Pinnacle Entertainment, Inc. casinos/resorts for cash consideration of approximately $575 million in conjunction with Penn National Gaming, Inc.’s $2.8 billion acquisition of the balance of Pinnacle Entertainment, Inc.’s assets. This representation included the negotiation on behalf of Boyd Gaming Corporation, as lessee, of master lease agreements with real estate investment trust Gaming and Leisure Properties, Inc. (GLPI) related to the land and real estate facilities associated with the casinos. </li><li>Represented luxury hotel developer Pontiac Land Group in connection with negotiation of joint venture and air rights lease with the Mayo Clinic for development of a luxury hotel on top of the premier building in the heart of Mayo Clinic’s Rochester, Minnesota, campus.</li><li>Represented a large asset management company in connection with the $144 million acquisition of a multifamily residential project and commercial project, each structured as separate condominium units within a mixed-use complex, in Bethesda, Maryland.</li><li>Represented a subsidiary of Mori Trust Co. Ltd. in connection with the $535 million sale of HQ@First, a three-building office park in San Jose, California, wholly leased to Micron Technologies, to a subsidiary of the KKR Real Estate Select Trust fund. Upon closing, this was the Bay Area’s largest office transaction in 2021. Our firm also represented Mori Trust Co. Ltd. in connection with its acquisition of this property in 2019, which was also the largest real estate transaction that year in Silicon Valley.</li><li>Represented borrowers affiliated with GLP Pte. Ltd. in connection with several CMBS financing transactions (consisting of mortgage, senior mezzanine, and junior mezzanine financing tranches) aggregating in excess of $2.85 billion and secured by a total of 271 industrial and logistics properties located throughout the United States that were acquired from Industrial Income Trust through a merger transaction valued at $4.55 billion.</li><li>Represented Wells Fargo Bank as arranger and administrative agent in connection with $580 million in syndicated acquisition financing to a joint venture among affiliates of Douglas Emmett, Inc., Qatar Investment Authority, and Korea's National Pension Service in connection with the joint venture’s acquisition of a portfolio of office projects in the Westwood district of Los Angeles from affiliates of the Blackstone Group for $1.34 billion. Our firm also represented Wells Fargo in the $625 million refinancing of this loan in 2021.</li><li>Represented administrative agent, arrangers, and lenders in connection with revolving line of credit and term loan facility aggregating $750 million provided to Four Corners Operating Partnership, LP, the operating partnership of Four Corners Property Trust, in connection with its IPO and the spinoff and leaseback of real estate assets (consisting of 424 restaurant locations) by Darden Restaurants, Inc.</li><li>Represented administrative agent, arrangers, and lenders in connection with revolving line of credit and term loan facility aggregating $380 million provided to Prime US REIT, a real estate investment trust organized under Singapore law and listed on the Singapore stock exchange, in connection with its IPO, secured by a pledge of ownership interests in subsidiaries that own office buildings located in major metropolitan areas of the United States and in connection with several exercises by the borrower of its accordion rights that increased the lenders’ commitments to $600 million.</li><li>Represented Hypothekenbank Frankfurt (formerly known as Eurohypo, A.G.) in connection with the disposition of portfolios of mortgage loans, mezzanine loans, and participation interests in mortgage and mezzanine loans, in separate transactions to Wells Fargo Bank, to a real estate opportunity fund sponsored by Blackstone, to a major money center bank, and to SunTrust Bank (now, Truist Bank). The aggregate consideration in connection with these dispositions exceeded $1.7 billion.</li><li>Represented administrative agent for senior lenders in connection with default by borrower on a $180 million construction loan for construction of luxury hotel in Paradise Valley, Arizona, appointment of receiver, forbearance agreement, foreclosure, inter-lender disputes, disputes with hotel manager related to performance guaranty payments due under hotel management agreement, evaluation of issues associated with bankruptcy of mezzanine lender (Lehman Brothers), and ultimate disposition of the project.</li><li>Represented co-arrangers and agents of senior construction loan for a $700+ million mixed‑use project in Flushing, Queens, in connection with structuring and documentation of solutions dealing with default by borrower; in connection with failure of mezzanine lender to fund its share of advances at the height of the financial crisis in 2009; in connection with litigation commenced by mezzanine lender against the administrative agent; in connection with litigation commenced by one of the senior lenders against the administrative agent; and in connection with several restructurings of the loan, sales of loan positions by lenders, and ultimate payment in full of the loan.</li></ul>

Thomas R. Fileti

Kaleb Keller represents clients in complex commercial real estate transactions, including acquisitions; dispositions; mortgage and mezzanine financings; joint ventures; and development, leasing, and operations/management matters.Kaleb has experience representing multinational corporations, private equity funds, REITs, developers, and other private institutional investors and lenders in transactions across a wide range of asset classes, including office, industrial, multi-family, hospitality, retail, and mixed-use properties.Prior to joining Morrison Foerster, Kaleb was an associate at a national real estate law firm and prior to that was assistant vice president of a national real estate investment banking firm.Kaleb received his J.D. from the University of Southern California Gould School of Law, where he was senior copy editor of the Southern California Law Review. He received his B.S. cum laude from the University of Southern California Marshall School of Business.

Kaleb Keller

Susannah Cupp has more than 20 years of experience representing clients in complex real estate finance transactions, including syndicated, portfolio, mezzanine, and construction loans, secured and unsecured revolving credit facilities, subordinate loans, participation arrangements, and intercreditor and co-lender agreements.Susannah represents prominent domestic and foreign banks and lending institutions, as well as property owners, in the financing of office and mixed-use properties, multi-family projects, hotels and resorts, condominium projects, retail/commercial centers, self-storage facilities, and industrial projects. She also represents banks in connection with secured and unsecured credit facilities to public and private homebuilders.Susannah’s practice also involves representing clients in purchase and sale transactions, joint venture arrangements, and leasing arrangements. She also has experience in distressed real estate matters, including workouts and restructurings. Prior to joining Morrison Foerster, Susannah worked in municipal government, and she is experienced in local government policies, procedures, and regulations.Susannah is a member of the Los Angeles County Bar Association and the Los Angeles Real Estate & Construction Industries Council.

Susannah Cupp

Of Counsel

Michael Vernace is a partner in Morrison Foerster’s San Francisco office and member of the firm’s Finance and Private Equity Investments + Buyouts Groups.Mike’s practice focuses on supporting sponsor-borrowers along with additional lender-side representations and borrower-side bankruptcy remote financings. He regularly advises clients through syndicated finance and other commercial lending transactions, including acquisition, leveraged, investment-grade, asset-based, corporate, receivables, net asset value, and hybrid financings. He has extensive experience representing prominent private equity sponsors and their portfolio companies in complex domestic and cross-border financings, including acquisition financings and refinancings. He has led transactions covering a range of industries, including healthcare and life sciences, tech, telecommunications, and media and entertainment, among others.Mike was recently recognized by The Legal 500 Green Guide: United States 2024 for his efforts in promoting environmental, social, and governance (ESG) standards, and he brings a wealth of experience from his previous role in another global law firm’s banking and credit group.Mike received his J.D. from Duke University and his B.S. in business administration, summa cum laude, from Boston University. He is admitted to practice in both California and New York.

Michael Vernace

Crescent Moran Chasteen is a partner in Morrison Foerster’s Boston office and serves as Co-Chair of the firm’s Executive Compensation + Benefits practice. Crescent is a seasoned attorney who is recognized for her extensive experience in all aspects of executive compensation, including tax, securities, and accounting issues. She has spent over two decades navigating the intricate landscape of executive compensation and employee benefits matters as a trusted advisor to top-tier companies and executives in both the public and private company sectors. In this regard, Crescent’s proficiency encompasses the design, drafting, and administration of equity-based compensation programs, employment, retention, severance, change in control, and deferred compensation arrangements, including associated tax (e.g., Section 409A), accounting, and securities law implications. Crescent also regularly advises public companies on SEC reporting requirements related to executive compensation.As trusted counsel to public and private companies, executives and boards on matters related to the executive compensation and employee benefits aspects of M&A, initial public offerings, and SPAC transactions, Crescent specializes in guiding clients through the intricacies of compensation and benefits issues that arise during such transactions. This includes pre-signing negotiations, executive and equity compensation issues (e.g., Section 280G – the golden parachute rules), and post-closing employee integration. Crescent also has experience in the design, implementation, tax aspects, and operation of tax-qualified retirement plans, including defined benefit and 401(k) retirement plans, nonqualified deferred compensation arrangements, and employee welfare benefit plans, including compliance with Section 409A of the Internal Revenue Code, the Employee Retirement Income Security Act of 1974 (ERISA), and healthcare reform laws.Prior to joining Morrison Foerster, Crescent was a partner advising on executive compensation and employee benefits law at multinational law firms in Boston and Washington, D.C.Crescent is a frequent author and speaker on topics relating to executive compensation. She has served as the co-chair of the Boston Bar Association’s ERISA Subcommittee and a member of the BBA’s Tax Steering Committee. She is also actively involved in the American Bar Association’s Joint Committee on Employee Benefits.Crescent earned a B.A. from the University of Maine and her J.D. from Western New England University School of Law. She also holds an LL.M. from Georgetown University School of Law and previously clerked for the Honorable Carolyn P. Chiechi of the U.S. Tax Court.

Crescent Chasteen

Co-Chair, Executive Compensation + Benefits

Michael Schulman is a partner in the firm’s Global Employment and Labor Group and co-head of the firm’s Washington, D.C. Litigation Department.Michael regularly advises clients in connection with important workforce-related matters, including hiring and negotiating employment agreements for senior executives, sensitive executive separations, internal workplace investigations, employment claims and disputes, and employment issues arising in the context of mergers, acquisitions, bankruptcies and other corporate transactions. Michael is known for using a pragmatic, efficient, and results-oriented approach, focused on achieving his clients’ desired business outcomes.Michael regularly guides clients through complex workforce issues, including, for instance allegations of workplace misconduct; restrictive covenant drafting, enforcement, and strategic evaluation; worker classification and wage-and-hour compliance practices; and the unique issues that arise in a unionized workplace. Michael’s experience covers a broad range of employment and labor laws at the federal, state, and local level, including Title VII of the Civil Rights Act of 1964, Section 1981 of the Civil Rights Act of 1866, the Americans with Disabilities Act, the Age Discrimination in Employment Act, the National Labor Relations Act, the Fair Labor Standards Act, the Fair Credit Reporting Act, the Uniformed Services Employment and Reemployment Rights Act, the Worker Adjustment and Retraining Notification Act, the Defend Trade Secrets Act, and corresponding state and local laws.Michael has unique experience addressing labor and employment matters that arise in connection with corporate transactions, particularly for private equity firms. Michael has represented clients in over 2,000 transactions, including many large-scale multinational mergers, acquisitions, and asset carve-outs. He regularly conducts acquisition-related labor and employment due diligence and advises clients on the employment and workforce integration or separation implications of mergers, acquisitions, sales, and financings.In the litigation context, Michael represents employers in U.S. federal and state court litigation, administrative agency proceedings, and arbitrations arising out of alleged labor and employment law violations. Michael defends employers against actions brought by government agencies, such as the Equal Employment Opportunity Commission and Department of Labor, as well as actions initiated by current and former employees. He also prosecutes suits against former employees and their new employers for breach of restrictive covenants.

Michael Schulman

Drawing on his considerable experience in environmental health, William (Bill) focuses his practice on environmental and consumer protection law, with an emphasis on climate-related goals and claims, hazardous substances, mass torts, and consumer product safety. Bill started his career at the U.S. Environmental Protection Agency, Office of Regional Counsel in San Francisco, and he currently leads the firm’s environmental practice.Bill routinely advises clients in connection with their carbon reduction and climate-related goals and claims (including carbon neutral and net zero carbon commitments) and helps clients substantiate their claims and avoid greenwashing claims. He frequently advises clients in connection with the Federal Trade Commission’s Green Guides, state consumer protection statutes, and a broad range of sustainability and chemical disclosure laws. He defends clients in environmental and consumer class action litigation in courts throughout the country and is highly regarded for his ability to coordinate technical, legal, and communications teams to counsel clients through crises. He has tried cases in state and federal courts for a variety of complex and multidistrict litigation matters, including product liability claims and environmental and land use disputes.Bill represents the firm’s clients in nearly every aspect of environmental regulation and supports the firm’s global transactional practices in all areas of U.S. environmental law. He is also a member of the firm’s Sustainability + Corporate Responsibility Steering Committee.<h5>Environmental Litigation and Regulatory</h5>Bill has represented the firm’s clients before a broad range of environmental regulatory agencies in rulemaking proceedings, permit applications, and appeals and enforcement actions. Bill heads MoFo’s environmental due diligence teams and serves as the lead on transactional negotiations involving environmental liability risks, including significant experience in cross-border transactions.<h5>Consumer Class Action, False Advertising, and Product Liability</h5>Bill has broad experience in consumer class action and false advertising litigation, especially concerning claims of health or environmental benefits. He has also advised numerous well known life sciences, technology, and consumer product companies on consumer disclosures and warnings, including compliance with U.S. and European requirements governing product safety.<h5>More About Bill</h5>Before entering private practice, Bill clerked at the U.S. Environmental Protection Agency, Region IX Office of Regional Counsel, where he assisted in the prosecution and resolution of cases brought by the U.S. Department of Justice for violation of the Clean Air Act, Clean Water Act, and Resource Conservation and Recovery Act.Bill received his J.D. with honors from the Georgetown University Law Center and completed the Law and Public Health program sponsored by Georgetown University and the Johns Hopkins Bloomberg School of Public Health. Through this program, he earned a master’s in public health, as well as specialty certification in environmental health risk assessment from the Johns Hopkins Risk Sciences and Public Policy Institute. At Georgetown, he was an executive editor of the Georgetown International Environmental Law Journal and received the CALI Award for Excellence in International Environmental Law. In 2000, he studied law at the Universidad de Mendoza, in Mendoza, Argentina, as an international law fellow. He earned his bachelor’s degree from the University of California, Berkeley.

William F. Tarantino

Anthony Ramirez is a partner in the Technology Transactions Group in the New York office of Morrison Foerster.Anthony advises clients on general commercial and transactional matters. He regularly advises companies on the IP aspects of their M&A transactions. His clients include technology, digital media and content for television and music, financial services, and communications companies with diverse intellectual property assets and issues.His practice focuses on the legal aspects of developing, licensing, and commercializing technology and intellectual property, as well as negotiating general commercial contracts, including outsourcing transactions, as well as content and data licenses. He regularly assists clients with legal issues relating to licensing and commercialization of digital media and content, digital content that is distributed over the Internet or streamed, mobile applications and social media, as well as the licensing of recorded music for distribution via digital platforms. Anthony is also experienced with issues relating to open-source software, software development, artificial intelligence and machine learning, cloud-based technology, and protection of proprietary information.Anthony has extensive experience working on matters involving disruptive technologies, such as blockchain. He has helped fintech clients with general intellectual property issues in connection with terms of service for online financial products and services.Anthony is an integral part of the outside pro bono legal team for nonprofit organizations based in New York, including advising clients on legal issues regarding entertainment, social media, privacy rights, and the negotiation of outsourcing and service agreements. Anthony received his J.D. from the University of Michigan Law School in 2009. He received his B.S. from Cornell University in 2004.

Anthony M. Ramirez

Clients seek out Julie because of her practical advice on cutting-edge issues at the intersection of privacy and consumer protection laws. She provides clients with practical solutions to compliance challenges around a wide variety of both online and offline privacy issues, including tracking, interest-based advertising, geo-targeting and other mobile tracking, personalization, and cross-device tracking. Recognized in The Legal 500 US 2014, 2016, 2019, and 2020 and Chambers USA 2021 for her exceptional legal work, her clients praise her saying, “She is really good at giving practical, targeted advice and taking stock of what the risk profile of the client is, so that the advice is holistic.” (Chambers USA).Julie provides clients with creative and practical advice on meeting the requirements of state and federal privacy laws, including the Federal Trade Commission Act (FTC), the California Consumer Privacy Act (CCPA), Children’s Online Privacy Protection Act (COPPA), and the Family Educational Rights and Privacy Act (FERPA). She crafts guidelines and compliance programs for clients’ collection, use, and disclosure of personal information in diverse contexts and throughout the life cycle of their initiatives, such as for connected products (the Internet of Things) and mobile services. She also drafts privacy and cookies policies, online service terms of use, agreements involving online and offline advertising and marketing practices, and agreements concerning a variety of data uses. In addition, Julie helps clients assess and manage privacy risks, including in connection with mergers, acquisitions, and other strategic transactions.Julie creates compliance programs for clients’ use of a wide variety of channels for communicating with and marketing to consumers, including email, telephone, text message, and fax, both in the United States and around the world. She works with clients to develop their social media strategies and to clear their social media content. She also reviews advertising in both traditional and new media for compliance with applicable laws, including Section 5 of the FTC Act and various FTC rules and guides. In addition, she works with clients to structure, market, and implement their sweepstakes, contests, and other promotions in compliance with applicable laws.As a former FTC staff attorney, Julie regularly defends companies in investigations by the FTC and before data protection authorities around the world.<h4>Representative Experience</h4><ul><li>A company that creates online software used by schools in an FTC investigation of alleged COPPA violations.</li><li>A consumer services company investigated by the Korean data protection authority for alleged privacy violations</li><li>A manufacturer in connection with a challenge of its environmental advertising claims by the FTC </li><li>An advertising services company in an investigation of alleged privacy-related violations of the FTC Act</li><li>An online provider of entertainment services in an FTC investigation of alleged COPPA violations</li><li>A beverage company in an FTC investigation of alleged COPPA violations</li></ul>Before attending law school, Julie was a Peace Corps volunteer in The Gambia, West Africa.

Julie O'Neill

Erik Olson’s practice focuses on the litigation of securities, corporate governance, and intellectual property disputes, with particular emphasis on clients in the biotechnology, medical device, telecommunications, and high-technology industries.Erik regularly represents executives, directors, and companies in suits arising from actual or potential mergers, acquisitions, and other strategic transactions. Between 2008 and 2016, Erik has directed teams that defeated preliminary injunction motions, obtained dismissals, or favorably resolved more than twenty cases involving challenges by shareholders to public merger transactions. He is one of the primary authors of the Association of Corporate Counsel’s “White Paper” on managing class action merger litigation. In fall 2016, Erik served as SoftBank Group Corporations’ lead counsel in a trial in the Delaware Court of Chancery that addressed claims by stockholders of Clearwire Corporation that Sprint breached its fiduciary duties in connection with a 2013 acquisition of Clearwire. The trial also concerned stockholders’ claims to an appraisal in connection with the same merger.In 2012 and 2013, Erik served as SoftBank’s primary litigation counsel in connection with state and federal claims that sought to enjoin SoftBank’s acquisition of a controlling interest in Sprint Nextel Corporation and that sought to enjoin the related merger between Sprint Nextel Corporation and Clearwire Corporation. In the Sprint litigation, the lead plaintiffs ultimately withdrew their requests for a preliminary injunction prior to the consummation of the merger and later voluntarily dismissed their claims. Erik served as one of Cogent Inc.’s lead counsel in litigation that sought to enjoin Cogent’s merger with the 3M Company. The Delaware Court of Chancery denied plaintiffs’ motion for a preliminary injunction.In other securities-related matters, Erik has repeatedly obtained dismissals of federal class action lawsuits under the Private Securities Litigation Reform Act and successfully defended those dismissals before the Fourth, Ninth and Tenth Circuits.In 2010 and 2011, Erik obtained a dismissal with prejudice of derivative and class action claims filed against Crocs, Inc., the directors and officers of Crocs, Inc., and Global Cash Access, Inc. In each case, Erik’s clients were successful following a first motion to dismiss. He has also successfully persuaded the SEC to conclude, without penalties, investigations into alleged federal securities law violations for dozens of companies and individuals across a broad range of industries.Erik regularly works on behalf of audit committees and special committees of boards of directors conducting confidential investigations of whistleblower allegations, alleged violations of federal law, and alleged accounting misconduct, such as the allegedly improper recognition of revenue, write-offs concerning inventory and other assets, or the alleged violations of companies’ internal controls.In intellectual property-related matters, Erik regularly assists high-technology, telecommunications and life sciences companies in the prosecution or defense of intellectual property lawsuits with competitors regarding consumer electronics, smartphones, telecommunications equipment, biotechnology products, drugs, or medical devices. Erik served as patentee’s counsel in connection with three high profile patent disputes between major smartphone manufacturers, including in a trial in which the jury awarded the patentee over $1 billion. In 2016, Erik helped Sandoz secure a victory in its patent and intellectual property dispute with Amgen, leading to the introduction of the first “biosimilar” pharmaceutical product under the Affordable Care Act’s Biologics Price Competition and Innovation Act (BPCIA). The case addressed groundbreaking issues regarding the BPCIA’s procedures related to when and how brand name biotechnology companies can assert patents in an effort to stop the introduction of new competition. Erik previously served as a chief architect of the University of California’s patent infringement victory over The Monsanto Company regarding claims to recombinant bovine growth hormone. The resulting settlement, valued at more than $200 million, ranked at the time as one of the top ten settlements in any biotechnology patent case in the United States. Erik advises both patent holders and defendants in connection with intellectual property claims across the country.Erik has served as counsel in numerous state and federal courts, in private arbitrations, and in proceedings before the SEC. He has handled appeals in the California Court of Appeals and the United States Circuit Courts of Appeals for the Third, Fourth, Ninth, Tenth, Eleventh, D.C., and Federal Circuits.From 2007-2008, Erik served as chair of the Litigation Section of the State Bar of California. From 2005-2007, he also served as chair of the Litigation Section’s Rules & Legislation Committee, which reviewed and comments on legislative and rule changes that affect civil litigation in California. Erik currently serves as a member of Morrison & Foerster’s board of directors and serves as Treasurer for the Law Foundation of Silicon Valley, the largest pro bono service provider in Santa Clara County (San Jose, California).Erik graduated from Stanford Law School. While at Stanford, he was elected to the Order of the Coif and was the recipient of the Morie Award for outstanding legal writing.<h4>Representative Experience</h4><ul dir="ltr"><li>Smartphone Litigation Co-led a team that successfully tried a series of high-profile smartphone cases, including a jury verdict of over $1 billion.</li><li>Amgen Inc., et al. v. Sandoz Inc., et al. (U.S. District Court for N.D. Cal., Federal Circuit). Secured a victory on behalf of Sandoz Inc. in the first case to interpret the Affordable Care Act’s Biologics Price Competition and Innovation Act (BPCIA). The federal district court ruled in Sandoz’s favor on all issues before the court, adopting Sandoz’s interpretation of the BPCIA in all respects. The court also denied Amgen’s motions urging a contrary interpretation and seeking a preliminary injunction. The Federal Circuit later affirmed the key elements of Sandoz victory. Erik current represents Sandoz in disputes regarding patents directed toward the purification of proteins expressed using recombinant DNA technology.</li><li>In re Sprint Merger Litigation (Kansas District Court; U.S. District Court for the District of Kansas). Represented SoftBank Corporation in litigation that sought to prevent its acquisition of a controlling interest in Sprint Nextel Corporation. Plaintiffs ultimately withdrew their request for a preliminary injunction after oral argument and then voluntarily dismissed their claims after the transaction closed. (2012-2013).</li><li>In re Clearwire Merger and Appraisal Litigation (ACP v. Sprint Corp.) (Delaware Court of Chancery). Representing SoftBank Corporation in breach of fiduciary duty and appraisal litigation associated with Sprint’s cash merger with Clearwire Corporation. Served as lead counsel at a trial of the fiduciary duty and appraisal claims in the fall of 2016. The case is currently one of the largest appraisal actions ongoing in the Court of Chancery.</li><li>In re Crocs, Inc. Securities Litigation; Wheeler v. Snyder, et al. (D. Colo.). Represented Crocs, Inc. and certain of its current and former officers and directors in shareholder derivative lawsuits filed in Colorado. In February 2009, won dismissal of all derivative claims, with prejudice, on first motion to dismiss. No appeal was filed.</li><li>In re Crocs Inc. Securities Litigation (D. Colo.). Represented Crocs, Inc. and its current and former officers and directors in shareholder class actions (claiming violations of the Exchange Act). Won dismissal of all claims with prejudice pursuant to the Securities Litigation Reform Act of 1995 on a first motion to dismiss.</li><li>In re Cogent Merger Litigation (Del. Court of Chancery & Los Angeles County Superior Court). Represented Cogent Inc. and its directors in a lawsuit challenging its merger with the 3M Company. Successfully defeated a motion seeking a preliminary injunction to enjoin the transaction based on alleged breach of fiduciary duties.</li><li>In re Ameristar Merger Litigation (Nevada State Court). On behalf of Pinnacle Entertainment, the buyer of Ameristar Casinos, defeated motions seeking a preliminary injunction against the closing of the merger and obtained a dismissal of plaintiffs claim.</li><li>In re Global Cash Access Securities Litigation (D. Nev.). Represented Global Cash Access and its executives in securities litigation brought against a payment processor who specialized in the gaming industry. Successfully dismissed certain initial claims and then obtained a favorable settlement, which was fully covered by insurance.</li><li>Hattan v. RH, Inc. (Marin County Superior Court). Reached a favorable settlement on behalf of RH in connection with shareholder litigation stemming from a going-private transaction.</li><li>Ned v. Titan Pharm. Inc., et al. (N.D. Cal.). On behalf of Titan Pharmaceuticals, obtained voluntary dismissal of pending class action securities claims against Titan without need to file a motion to dismiss.</li><li>In re Telik Inc. Securities Litigation (S.D.N.Y.). On behalf of Telik Inc., successfully settled a class action litigation challenging the disclosure of Phase III clinical trial results based on payments by insurers without the need for costly or burdensome discovery.</li><li>Baht v. Global Defense Technology & Systems, Inc. (Del. Court of Chancery). Representing Global Defense Technology & Systems Inc. and its directors in litigation challenging its proposed merger with a private equity buyer.</li><li>Elan v. Abraxis (U.S. District Court for the District of Delaware). Represented Abraxis in its high profile patent dispute and trial with Elan regarding technology used in the delivery of chemotherapy agents.</li><li>SEC Investigations. Successfully persuaded the SEC to conclude, without penalties, investigations into alleged federal securities law violations at a software company, a home goods retailer, and a medical device manufacturer. (2005-2011)</li><li dir="ltr">Stock-Options Investigations. Represented multiple U.S. public companies with far-reaching internal investigations regarding the company’s employee stock-option program. (2006-2007)</li></ul><h4>Leadership Roles</h4><ul dir="ltr"><li dir="ltr">Current member of Morrison Foerster’s board of directors</li><li>Treasurer and chair of the Finance Committee for the Law Foundation of Silicon Valley, the largest pro bono service provider in Santa Clara County (San Jose, California)</li><li>Serves on the committee that evaluates civil rule changes in the Northern District of California</li><li>Chair of the Litigation Section of the State Bar of California (2007 – 2008)</li><li>Chair of the Litigation Section’s Rules & Legislation Committee (2005 – 2007)</li></ul>

Erik J. Olson

Robert May is a partner in the firm’s Litigation Department. His practice focuses on M&A litigation, corporate governance disputes, and securities litigation. Robert has more than fifteen years of experience representing clients in a broad range of industries including technology, financial services, and pharmaceuticals.Robert’s experience includes defending actions challenging corporate transactions on behalf of both targets and acquirers, including litigating motions for preliminary injunctions seeking to delay or prevent stockholder votes. He has significant experience defending clients in stockholder class actions brought under the federal securities laws, and responding to regulatory and criminal investigations. Robert’s practice also focuses on breach of fiduciary duty claims, as well as counseling companies and their directors and officers in governance disputes. Robert has particular experience effectively managing multi-forum matters to limit exposure and cost to his clients and navigating insurance issues in matters covered by directors’ and officers’ liability insurance policies.Before joining Morrison Foerster, Robert worked for six years in the New York office of another international law firm where he represented a variety of financial institutions, pharmaceutical companies, technology companies, and other multinational corporations in securities litigation, antitrust litigation, and regulatory enforcement matters. Robert also worked for one year as a law clerk to the Honorable Robert P. Patterson Jr., U.S. District Judge for the Southern District of New York.Robert received his J.D. from Columbia Law School, where he was a Harlan Fiske Stone Scholar, a managing editor of the Columbia Journal of Law and Social Problems, and a recipient of the Jane Marks Murphy prize for achievement in clinical offerings. Robert earned his B.A., with honors and distinction, from the University of North Carolina at Chapel Hill.

Robert W. May

Lulu Sun is a corporate associate in the New York office of Morrison Foerster.Lulu earned her J.D. from Harvard Law School, where she served as a Subciter for the Harvard Civil Rights—Civil Liberties Law Review and an Editor for the Harvard Law School Bankruptcy Roundtable. While at Harvard, she also worked within the Harvard Law Entrepreneurship Program as a team member on the CloudStore Project, a startup B2B clothing brand-to-retailer platform. She was also a part of the Harvard Asian Pacific American Law Students Association. Lulu also has experience as an intern at Children’s Law Center of Massachusetts, working on special education related research matters.Lulu also holds a B.A. in English Language and Literature with a secondary major in Law from Tsinghua University.

Lulu Sun

Kristen Cui is an associate in Morrison Foerster’s New York office and a member of the firm’s Transactions Department.Before joining Morrison Foerster, Kristen served as a summer associate at the firm.Kristen earned her J.D. from the University of Michigan Law School, where she was a student attorney in the Zell Entrepreneurship Clinic and served as an executive editor for the Michigan Journal of Race and Law. She received her B.A. in economics from the University of California, Davis.

Kristen Cui

Camille Richieri is an associate in the Transactions Department of Morrison Foerster’s New York office.Camille’s practice focuses on general transactions. Camille received her J.D. from the University of Texas School of Law. While at law school, Camille served as an article editor for the Journal of Law and Technology and as an attorney editor for the Texas Environmental Law Journal. She also holds a B.A. in public policy studies from Duke University.

Camille Richieri

Steve Albrigo is an associate in the firm’s Capital Markets and Public Company Advisory & Governance practices.Steve represents both issuers and underwriters in a variety of corporate and securities law matters, including offerings of common and preferred equity, debt and tender offers and exchange offers. In addition, he advises public company clients regarding compliance with the U.S. federal securities laws and the requirements of the New York Stock Exchange and Nasdaq. Steve also represents public and private companies on a variety of general corporate governance matters, including Exchange Act reporting.Steve earned his J.D. from the Georgetown University Law Center. While in law school, he was an intern at the U.S. Securities and Exchange Commission (SEC) in the Division of Enforcement.Steve holds a B.S. in public policy and administration from James Madison University.<h4>Representative Experience</h4><ul><li>Represented NorthStar Healthcare Income, Inc. in its $900 million sale to an affiliate of Welltower Inc. </li><li>Represented Fannie Mae, a federally chartered corporation, in its $1.71 billion and $1.80 billion fixed-price cash tender offers for any and all Connecticut Avenue Securities (CAS) Notes.</li><li>Represented the dealer manager in connection with Office Properties Income Trust’s (Nasdaq: OPI) exchange offers of an aggregate principal amount of approximately $865 million of existing notes for new 9.000% senior secured notes due 2029 and exchange offers of existing notes for new 8.000% senior priority guaranteed unsecured notes due 2030.</li><li>Represented the initial purchasers in connection with Office Properties Income Trust’s (Nasdaq: OPI) Rule 144A offering of approximately $300 million of 9.000% senior secured notes due 2029.</li><li>Represented the initial purchasers in connection with Diversified Healthcare Trust’s (Nasdaq: DHC) Rule 144A offering of approximately $941 million of zero coupon senior secured notes due 2026.</li><li>Represented McKesson Corporation (NYSE: MCK) in its registered offering of $500 million of 4.250% Notes due 2029, and its registered offering of $400 million of 4.900% Notes due 2028 and $600 million of 5.100% Notes due 2033, concurrent tender offer to purchase a portion of its outstanding 3.796% Notes due 2024, and subsequent satisfaction and discharge of the remaining outstanding notes.</li><li>Represented onsemi (Nasdaq: ON) in its Rule 144A offering of $1.5 billion of 0.50% Convertible Senior Notes due 2029.</li><li>Represented the underwriters in connection with multiple underwritten secondary offerings of common stock of Landsea Homes Corporation (Nasdaq: LSEA) in the aggregate of approximately $167 million.</li><li>Represented the underwriters in connection with the approximately $209 million underwritten secondary offering of common stock of BrightSpire Capital, Inc. (NYSE: BRSP) by DigitalBridge Group, Inc.</li><li>Represented Robert W. Baird & Co. as sales agents in connection with Watsco, Inc.’s (NYSE: WSO) at-the-market offering of up to $300 million in common stock.</li><li>Represented the sales agents in connection with Tanger, Inc.’s (NYSE: SKT) at-the-market offering of up to $250 million in common stock.</li><li>Represented the sales agents in connection with Plymouth Industrial REIT, Inc.’s (NYSE: PLYM) at-the-market offering of up to $200 million in common stock.</li></ul>

Stephen Albrigo

Melissa Flocks is a corporate associate in the firm’s Austin office, where she represents both issuers and underwriters in securities offerings, including initial public offerings, follow-on offerings, and private placements. Melissa regularly advises public companies on corporate governance and general securities law compliance, such as Exchange Act reporting requirements. She also advises non-listed REIT clients with respect to compliance with U.S. federal securities laws, state blue sky laws, and FINRA rules.Melissa earned her J.D. from The George Washington University Law School, where she was a student attorney at the Small Business Community and Economic Development Clinic and a member of the Federal Circuit Bar Journal. Melissa holds a B.A., cum laude, from Vanderbilt University.<h4>Representative Experience </h4><ul><li>Represented Centuri Holdings, Inc. (NYSE: CTRI) and parent company Southwest Gas Holdings, Inc. (NYSE: SWX) in a $353 million IPO and concurrent private placement. </li><li>Represented the sales agents, forward sellers, and forward purchasers in connection with Plymouth Industrial REIT, Inc.’s (NYSE: PLYM) launch of a $200 million at-the-market equity offering program. </li><li>Represented Southwest Gas Holdings (NYSE: SWX) in connection with the launch of its $340 million at-the-market equity offering program. </li><li>Represented the underwriters in connection with the public offering of $600 million aggregate principal amount of 4.650% notes due in 2034 by ERP Operating Limited Partnership, a subsidiary of Equity Residential (NYSE: EQR).</li><li> Represented McKesson Corporation (NYSE: MCK) in its registered offering of $500 million of 4.250% notes due in 2029 and subsequent redemption of 5.250% notes due in 2026. </li></ul>

Melissa Flocks

Lydia Wang is an associate in the Transactions Department of Morrison Foerster’s San Francisco office.Lydia’s practice focuses on general corporate transactions.Lydia was a summer associate in Morrison Foerster’s New York and San Francisco offices, where she worked across the firm’s Transactional Department.Prior to joining Morrison Foerster, Lydia completed legal internships at several organizations, including: Pulsora, a startup providing ESG and sustainability management software to public and private companies; the New York State Office of the Attorney General, where she worked with the Bureau of Consumer Frauds; and the U.S. Securities and Exchange Commission, where she worked with the Division of Enforcement.Lydia received her J.D. from Columbia Law School, where she was a Kent Scholar and a recipient of the Parker Certificate in International and Comparative Law. She also served as a student attorney for the Entrepreneurship and Community Development Clinic, staff editor for the Columbia Journal of Transnational Law, and program coordinator for the Human Rights Institute 1L Advocates Program. She received her B.S. with honors in business administration from the University of California, Berkeley.

Lydia Wang

Ryan Ramirez is an associate in Morrison Foerster’s San Francisco office and a member of the firm’s Transactions Department.Ryan earned his J.D. from the University of California College of the Law San Francisco, where he served as a tutor for the Legal Education Opportunity Program, a research assistant for the First-Generation Program, and a teaching assistant for Civil Procedure.During law school, Ryan studied abroad at the Università Bocconi in Milan, Italy. He also participated in the UCDC Law Program, where he served as a law clerk at the U.S. Senate Judiciary Committee for the Office of Senator Hirono in Washington, D.C. Ryan also spent two summers with Morrison Foerster as a Wetmore Fellow and summer associate in San Francisco.Ryan received his B.A. cum laude in sociology from Sonoma State University.

Ryan Gopar Ramirez

Andre Amorim is an associate in the New York office and a member of the firm’s Executive Compensation and Benefits practice.Andre’s practice focuses on a wide range of compensation and benefits matters. He advises both public and private companies on tax and securities law issues in connection with complex corporate transactions, including mergers and acquisitions, financings, and initial public offerings. He also advises employers and executives in the negotiation, design, and implementation of employment, severance, change in control, deferred compensation, equity, and other incentive compensation plans and arrangements.Prior to joining the firm, Andre advised on executive compensation and employee benefits law at another multinational law firm. He was also previously with Ernst & Young’s People Advisory Services Department, where he focused on various executive compensation and employee benefits issues with respect to foreign and domestic equity-based incentive plans, long-term incentive plans, ERISA and Affordable Care Act compliance, and qualified retirement benefit plans.Andre earned his B.A. in economics from Fordham University and his J.D. from Fordham University School of Law.

Andre Amorim

Sarah is an associate in the Executive Compensation + Benefits practice of Morrison Foerster’s San Francisco office.Prior to joining the firm, Sarah was a Summer Associate in the San Francisco office. Before that, she was a Student Legal Honors Extern for the U.S. Securities & Exchange Commission in Washington, D.C. She also spent time as a Judicial Extern at the U.S. District Court in Phoenix, Arizona.Sarah earned her J.D., cum laude, at Sandra Day O’Connor College of Law at Arizona State University, where she was an editor of the Arizona State Law Journal. She also holds a B.A. from the University of California, Los Angeles.

Sarah Doberneck

Danielle Rich is an associate in the Employment + Labor Group of Morrison Foerster’s Washington, D.C. office.Danielle represents employers across a variety of industries, with a specialized focus on helping federal contractors navigate unique employment matters. She has successfully defended claims of discrimination, defamation, retaliation, breach of contract, harassment, wrongful termination, and wage-and-hour violations. Danielle also routinely advises clients on a wide range of employment issues, including employee performance management, wage-and-hour compliance, high-stakes terminations and reductions in force, discrimination and harassment policies and risk mitigation, and compliance with the prevailing wage laws and OFCCP laws. Danielle also assists clients with the employment aspects of corporate transactions and drafting various employment agreements.While in law school, Danielle worked as a judicial intern for the Honorable David A. Tapp in the U.S. Court of Federal Claims and served as a senior articles editor for the Public Contract Law Journal.

Danielle Rich

Michael Fine is an associate in the Litigation Department of Morrison Foerster’s Boston office.Michael’s practice focuses on environmental law and policy. Michael regularly advises clients on compliance and risk mitigation under federal and state environmental regulations concerning recyclability, consumer products and packaging, climate disclosures, and green marketing claims.Michael also performs environmental due diligence for clients in a range of corporate and real estate transactions involving environmental liability risks.Before joining Morrison Foerster, Michael was a summer associate at MoFo and served as a judicial intern to the Honorable Michael A. Shipp.Michael received his J.D. magna cum laude from Boston University School of Law. While in law school, he served as diversity & inclusion editor for the Boston University Law Review. Michael received his B.A. in political science and sociology from Rutgers University.

Michael Fine

Addison Yang is an associate in the New York office of Morrison Foerster and a member of the firm’s Technology Transactions Group.His practice is focused on transactional matters involving a broad range of intellectual property and technology issues, including in licensing and development agreements, mergers and acquisitions, and general startup matters. Addison works across a variety of industries, including in the areas of artificial intelligence, software and cloud services, software development, semiconductor manufacturing, Fintech, and blockchain applications.During law school, Addison served as a law clerk to the Senate Judiciary Committee, where he supported legislative drafting and committee hearings about artificial intelligence, social media algorithms, and vehicle safety regulation. Addison also interned for the New York State Attorney General, Bureau of Internet & Technology, where he supported consumer protection investigations into digital and hardware products. Prior to law school, Addison worked at a blockchain technology provider, where he coordinated regulatory and policy matters.Addison received his J.D. from New York University School of Law. While in law school, he worked as a senior intellectual life editor for Journal of Legislation and Public Policy and served as president of the Asia Law Society. Addison received his B.A. magna cum laude in political science from the University of California, Los Angeles.

Addison Yang

Brendan Inman represents clients in complex commercial real estate transactions, with a particular focus on data center and technology-related projects, including mortgage and mezzanine financing, construction lending, development projects, commercial leasing, and the acquisition and disposition of real estate assets.Brendan has extensive experience working with data center operators, technology companies and government contractors, and institutional investors, as well as lenders, borrowers, commercial tenants, and developers, in transactions involving a wide variety of asset classes. These include data centers and office, residential, retail, self-storage, research and development, and industrial properties, including in connection with leasehold, condominium, and mezzanine interests.Brendan also represents lenders in providing credit facilities to private equity funds and REITs, including domestic and international subscription lines of credit and borrowing base facilities supporting real estate portfolios and technology infrastructure investments.Brendan earned his J.D. cum laude from the New York University School of Law, where he served as articles editor for the Annual Survey of American Law, worked as a teaching assistant for a contracts law professor, and conducted research for the American Law Institute Restatement of the Law Third, Employment Law.Prior to attending law school, Brendan was an English language teacher for the ECC Foreign Language Institute in Nagoya, Japan.<h4>Representative Experience</h4><ul><li>Represented a global technology investment company in the multibillion-dollar acquisition, development, and leasing of data centers and manufacturing facilities for the production of data center components.</li><li>Represented administrative agent, arrangers, and lenders in connection with revolving line of credit and term loan facility aggregating $628 million (increasable to $800 million) provided to NTT DC REIT, a multinational data center real estate investment trust organized under Singapore law and listed on the Singapore stock exchange, in connection with its IPO.</li><li>Represented a government contractor in a $30 million lease and $80 million development of a research and data center facility.</li><li>Represented a leading autonomous vehicle technology company in sublicensing a nationwide network of EV charging facilities and infrastructure.</li><li>Represented a leading global semiconductor manufacturer in the $400 million acquisition of a manufacturing and research complex and subsequent leasing thereof.</li><li>Represented a subsidiary of Mori Trust Co. Ltd. in connection with the $535 million sale of HQ@First, a three-building office park in San Jose, California, wholly leased to Micron Technologies, to a subsidiary of the KKR Real Estate Select Trust fund. Upon closing, this was the Bay Area’s largest office transaction in 2021.</li><li>Represented administrative agent, arrangers, and lenders in connection with $500 million revolving line of credit (increasable to $1.5 billion) provided to a leading pure-play owner of purpose-built communities of single-family homes for rent in the United States, secured by mortgages and a pledge of ownership interests, and in connection with several exercises by the borrower of its accordion rights that increased the lenders’ commitments to $1 billion.</li><li>Represented administrative agent, arrangers, and lenders in connection with $2.2 billion revolving line of credit provided to a leading global investment firm, secured by pledges of capital commitments to real estate private equity funds.</li></ul>

Brendan Inman

Joe Gillman represents a wide range of clients in complex real estate transactions involving the financing (lending and borrowing), leasing, development, acquisition, management, and disposition of real estate assets. Joe has experience with all major property types, including office, multifamily, retail, hospitality, mixed-use, and industrial projects.Joe routinely collaborates with MoFo lawyers who concentrate in other practice areas in connection with domestic and international mergers, acquisitions, divestitures, and other transactions. He has extensive experience drafting and negotiating leases and subleases of office, industrial, and research and development spaces nationwide.Joe graduated from Emory University with both a J.D. and an M.B.A., and he received his B.A. from the University of California, Berkeley.

Joseph Gillman

Dominick is an associate in the Real Estate Group in Morrison Foerster’s Los Angeles office, where he represents clients in complex commercial real estate transactions, including financing, acquisition, development, leasing, operations, and management matters. His pro bono practice includes volunteering for a FEMA Appeals Clinic to help disaster survivors seek assistance for home and property repairs.Dominick previously worked as a summer associate and Wetmore Fellow at Morrison Foerster.Dominick received his J.D. from UCLA, where he was a Buddy Epstein and Christine Kim Tax Scholar. While in law school, he participated in UCLA’s Affordable Housing Clinic. Dominick received the Masin Family Academic Excellence Gold Award for his performance in Legal Research and Writing. He received his B.B.A. summa cum laude in marketing, with a minor in Chinese, from Loyola Marymount University.

Dominick Divine

Inesh Ahuja is an associate in the Real Estate Group in Morrison Foerster’s Los Angeles office.Before joining Morrison Foerster, Inesh served as a summer associate at the firm, where he conducted legal research, analyzed case law, prepared research memoranda, and drafted and refined commercial lease provisions.Inesh earned his J.D. from UCLA School of Law, where he was awarded the Masin Family Academic Excellence Gold Award for his achievements in International Business Transactions. He received his B.S. summa cum laude from New York University, earning Dean’s List honors and receiving the Schack Excellence Award in recognition of his outstanding academic performance.

Inesh Ahuja

Deana Gonzales is an associate in Morrison Foerster’s New York office and a member of the firm’s Real Estate Group.Prior to Morrison Foerster, Deana interned at the U.S. House of Representatives Committee on Science, Space, and Technology. She wrote and briefed memos to staff, drafted committee hearing questions, wrote biweekly newsletters on science policy events, and kept track of responsibilities of various government agencies. Deana was also a law clerk at the U.S. Environmental Protection Agency (Region III), where she performed environmental legal research and drafted settlement documents for the Water and Waste Enforcement Branch.Deana earned her J.D. from the University of Pennsylvania Carey Law School. While attending Penn Law, Deana received the Wharton Certificate in Management and the Hispanic Bar Association of New Jersey Scholarship. She earned her B.S. in environment and sustainability from Cornell University, where she received the State University of New York Chancellor’s Award for Student Excellence and the College of Agriculture and Life Sciences Dean’s Award.

Deana Gonzales

Anaheed Mobaraki is an associate in the Real Estate Group in Morrison Foerster’s New York office.Before joining Morrison Foerster, Anaheed served as an advocacy intern for the American Civil Liberties Union and as an appellate legal intern for the Federal Public Defender for the District of Maryland, Southern Division. She also worked as a legal extern and housing defense pro bono scholar for the Neighborhood Defender Service of Harlem, where she drafted legal research memoranda, prepared motions, and wrote and negotiated stipulations for adjournment. Additionally, she worked as a summer associate at the firm.Anaheed earned her J.D. from Columbia Law School, graduating with Harlan Fiske Stone Honors. She was awarded the Judge Iravani-Sani Public Interest Scholarship and Richman Leadership Fellowship, received the Clinical Legal Education Association’s Outstanding Clinical Team Award, and was recognized as a New York Pro Bono Scholar. During her time at law school, Anaheed was also on the staff of The Columbia Human Rights Law Review – Jailhouse Lawyers’ Manual and a member of the Criminal Defense Clinic. She earned her B.A. in political science with distinction from Yale University, where she was honored with the Nat H. Newman and Seyed Ahmed Razavi Memorial Scholar Award and the Lawrence Family Scholar Award in recognition of her academic excellence, leadership, and commitment to service.

Anaheed Mobaraki

Julianna Lee is an associate in the Real Estate Group in Morrison Foerster’s New York office.Julianna represents leading institutional lenders in a variety of complex commercial real estate transactions across the United States. Her practice spans the full spectrum of real estate asset classes and financing types, including syndicated, mortgage, mezzanine, construction, and securitized loans with a variety of collateral including multi-family apartment buildings, retail, industrial, office buildings, warehouses, hotels, condominiums, student housing, and mixed-use projects and portfolios. She also regularly advises clients in connection with credit facilities for private equity funds, REITs, and other institutional borrowers, including subscription lines of credit, borrowing base facilities and unsecured lines of credit. In addition to her lending work, Julianna has advised corporate clients on real estate matters in mergers, acquisitions, purchases and dispositions. Julianna received her J.D. from New York University School of Law, where she was an articles editor for the Journal of Law and Business, and her B.S. from the University of Maryland. Julianna previously worked as a summer associate and law clerk at Morrison Foerster.

Julianna Lee

Mike Machado advises national and multinational clients on commercial real estate transactions, with a particular focus on acquisition and development financing. He regularly represents major financial institutions in the origination of syndicated, mortgage, mezzanine, and securitized loans.Mike has worked with clients on construction loan transactions involving prominent developers of large-scale projects in New York City and other major U.S. markets. He also advises clients in connection with subscription and unsecured lines of credit to private equity funds and REITs, as well as mortgage loans intended for single-asset and pooled CMBS securitizations.Mike received his J.D. cum laude from the University of Pennsylvania Law School and his B.S. magna cum laude from Georgetown University’s School of Foreign Service. Mike was previously a summer associate for two years and a law clerk at Morrison Foerster.

Mike Machado

Roberto Machado is an associate in the Real Estate Group in Morrison Foerster’s New York office, where he represents clients in complex commercial real estate transactions.Roberto has experience representing clients in a wide range of commercial real estate matters involving a variety of asset types, including office, retail, hotel, and multifamily.Prior to joining Morrison Foerster, Roberto was an associate at another global law firm. He also served as a judicial intern for the Honorable Andrea Masley of the Commercial Division of the New York State Supreme Court.Roberto received his J.D., with a concentration in business and finance law, from Fordham University School of Law, where he was a member of the Fordham International Law Journal, and his B.A. from the College of the Holy Cross.Roberto is fluent in Spanish.

Roberto Machado

Anthony Ricketts is an associate in the Real Estate Group in Morrison Foerster’s New York office.Anthony received his J.D. from Cornell Law School, where he was the Executive Editor for Cornell International Law Journal, Academics Chair for the Association of Law and Economics, Treasurer for the National Lawyers Guild, and President of the Video Game Law Association. He received his B.A. in Economics, with a minor in English and Law & Society, from Cornell University.

Anthony Ricketts

Giselle C. Sardiñas is an associate in the Miami office of Morrison Foerster and a member of the firm’s Real Estate Group.Giselle earned her J.D. magna cum laude from the University of Miami School of Law where she was the Symposium Editor for the University of Miami Law Review. Giselle was also elected to Order of the Coif and earned the Dean’s Certificate of Achievement Award for legal communication and research skills.Giselle holds a B.S.B.A. in International Finance, Marketing, and Legal Studies from the University of Miami. She is fluent in Spanish.

Giselle Sardiñas

Bo Sarzynska represents clients in complex commercial real estate transactions, including the acquisition, financing, and development of a wide variety of commercial real estate assets across the United States. She also has experience in the fund finance space, working with both lenders and borrowers in connection with credit facilities, including subscription lines of credit, unsecured lines of credit, and borrowing base facilities for private equity funds and REITs. Bo also advises clients in workouts and restructurings of troubled loans.

Bo Sarzynska

Alexa Tirse is an associate in Morrison Foerster’s Real Estate Group.Prior to joining Morrison Foerster, Alexa was an associate at another law firm serving domestic and international clients. She also served as a judicial extern for the Honorable Roy K. Altman in the Southern District of Florida and was a student attorney for the Farmworker Legal Assistance Clinic at Cornell.Alexa received her J.D. from Cornell University and her B.A. magna cum laude from the University of Florida.Alexa is fluent in Spanish and proficient in French.