A Real Estate Practice With A Global Reach

Friday, April 1, 2005 - 01:00

Editor: Mr. Rosen, would you tell our readers something about your career?

Rosen: I graduated from Georgetown University Law Center in 1981 and went on to clerk for Chief Judge David Edelstein of the United States District Court for the Southern District of New York for a year. Following that experience, I joined Weil, Gotshal & Manges, or rather I rejoined the firm, having been a summer associate in 1980. I went into the real estate department in 1982 and was made partner in 1988. In 1997 I became head of the department.

My longevity at Weil Gotshal reflects, I think, the evolution of my professional life and that of the firm. My practice has been an extremely interesting and constantly changing one, and I have never felt the need to look beyond Weil Gotshal for stimulation.

Editor: Please describe your practice. How has it changed over the years?

Rosen: My practice has gone through a number of stages that relate to the evolution of the real estate world and of the economy. During the times when the real estate market is down, my practice revolves around restructurings and distress purchases, and that can be either on the creditor or debtor side. When the market is up, I am involved in a variety of deals, including large scale real estate sales, acquisitions and leases, as well as mergers and acquisitions, corporate transactions, leveraged buyouts, and so on. During the early years of my practice, say, from 1982 to 1989, the market was very strong, and we were engaged in many different types of deals for developers and financiers. We were also handling a great many leveraged buyouts. We represented Macy's when they went private, and that was one of the highlights of my early career.

When the real estate market collapsed in the early 1990s, the restructuring capabilities of our real estate practice achieved a very fine reputation. During this period, I represented Chemical Bank and Citibank in most of their major restructurings. This constituted the second stage of my career. We also represented General Electric Capital, Goldman Sachs and various other companies in the purchase of large portfolios of real estate and real estate debt from the government and from private banks and in turning these assets into considerably greater value than they had originally reflected.

Since that time the real estate market has come back. During the period of recovery, our real estate practice developed a great deal of expertise in a variety of new real estate programs, including real estate investment trusts (REITS), the representation of opportunity funds and a variety of positive developments that have attended the recovery of the market. This has been the core of our practice in recent years. We are known as one of the very finest firms in representing opportunity funds and in the development of the REIT product and the merger and acquisition work that is part of a REIT-oriented practice. The larger corporate transactions where real estate is the target are our forte. In addition, we continue to enjoy a very high reputation for our work in the area of restructuring real estate debt, and I remain involved in restructurings on an ongoing basis.

Editor: Please tell us about the Lower Manhattan Development Corporation Professional Firms Advisory Council, to which Governor Pataki appointed you in 2002.

Rosen: The events of 9/11 had a dramatic effect on everyone across the country, but the impact was most profoundly felt here in New York. I, for example, actually saw the second plane hit the second tower. The firm has taken a major role in the reconstruction of Lower Manhattan, and in connection with these efforts Governor Pataki asked me to join one of the advisory boards to the Lower Manhattan Development Corporation. The Governor and I have been friends for a long time, and, of course, I jumped at the opportunity to make this kind of contribution.

Editor: How do you balance this activity with a busy professional life?

Rosen: I believe that each of us has a responsibility to give something back to society, particularly when the undertaking involves helping those less fortunate and in need. I set aside the time for this activity, and I encourage all of my colleagues to do the same. It is not always easy to balance the demands of a professional life with such a commitment, but in a personal sense it always pays very great dividends.

Editor: This appears to reflect a firm value. Would you say that it is one of the reasons why you have stayed here?

Rosen: Absolutely. Weil Gotshal has always been conscious of its obligations to society, and its pro bono commitments, together with the work that individual partners undertake in the arts and in civic and community affairs, are a firm trademark. Having been raised myself in a culture that stressed such values, I find that I am very much at home in this professional family.

Editor: As co-head of the firm's Real Estate Transactions & Finance practice, you are essentially a real estate lawyer. I have always thought of this as the quintessential "local practice," but you are fully engaged with foreign clients, and you are also a recognized authority on doing business in Israel and the Middle East. Is there something of a contradiction here?

Rosen: Certainly at Weil Gotshal real estate is not a local practice. As real estate practitioners, we represent foreign investors in the U.S. and U.S investors abroad. In addition, with all the buyout and merger and acquisitions activity, our practice includes a very strong corporate element which, in today's global economy, means that it has both a national and an international dimension. One of our deals last year in London concerned the purchase of Canary Wharf and was considered the deal of the year.

With respect to our Middle East work, I was one of the two founders of that practice. It is part of our corporate department but not necessarily limited to real estate. We might represent an Israeli client in the purchase of a building or a portfolio of buildings in the United States, but the heart of the practice concerns corporate deals, and many of the clients are private equity enterprises engaged in a variety of transactions.

Editor: How do you deploy the resources of the firm in conducting such a practice?

Rosen: Weil Gotshal stresses the importance of collaboration and cooperation among departments and practice groups in building a practice. I am in a position to draw upon all of the resources of the firm in servicing our group's clients, and by the same token our group is available to support other groups in their projects. This results in a very high quality of service, which, I think, is another trademark of the firm.

Editor: What are the kinds of things that bring Israeli clients to the U.S? And American clients to Israel - the vaunted Israeli technology industry?

Rosen: During the technology boom a considerable number of Israeli technology companies set up operations in the U.S., and Weil Gotshal was at the forefront of organizing and incorporating these undertakings, raising money, going public, and so on. A number of these concerns were started in Israel and have now become U.S.-based companies with operations in Israel and a great many other places. Many are listed on NASDAQ. The largest trend we have seen in recent years is Israeli companies looking for acquisition targets here in the U.S. The Plaza Hotel here in New York was recently acquired by an Israeli investment group, for example. We have also represented Arab investors looking for opportunities in this country.

With respect to business going the other way, one group of our clients has been active in looking at privatization opportunities in Israel. The country's Finance Minister - former Prime Minister Benjamin Netanyahu - is a close friend of mine. He has adopted the Margaret Thatcher approach to privatizing a socialist economy. Mrs. Thatcher did a magnificent job of turning the British economy from what was an awkward marriage of socialist and market principles to one that was totally market-oriented. Netanyahu is attempting to do the same in Israel and has received praise from economists from all over the world for his efforts toward achieving the full integration of the Israeli economy into the global economy. Our clients have been among the leaders in this privatization process, and it has been an enjoyable and very educational experience for me.

Editor: What about the future? Where do you see your practice in, say, five years? And the firm as a whole?

Rosen: My practice is doing great. At the moment, we are working on five merger and acquisition transactions, numerous lending assignments, the restructuring of the Trump Hotels empire, an initial public offering of a real estate company, and many purchase and sale transactions. We're in a growth mode today.

I think that Weil Gotshal is one of the premier law firms in the world today, if not the premier firm. We will remain in that position, and our practice will continue to grow. Steve Dannhauser and the firm's Management Committee have done a magnificent job in establishing a platform for the firm's future. As a consequence of their foresight and work, we have an astonishing group of young partners. I consider myself very fortunate to be among them. The real strength of the firm is in this group, and they are poised to take us into the future. This is a very exciting time to be at Weil, Gotshal & Manges.

Please email the interviewee at philip.rosen@weil.com with questions about this interview.