Michael C. Cohen is a partner in Morrison & Foerster’s Los Angeles office and head of the office’s Corporate Finance Practice Group. His practice involves a broad range of corporate, real estate and other business transactions, with a focus on mergers and acquisitions, venture capital, private equity, general outside counsel representation, and real estate transactions.

Mr. Cohen’s corporate practice includes the general representation of well-established companies as outside general counsel, such as Korn/Ferry International, Alleghany Properties, and Southwest Gas Corporation, as well as emerging growth companies. He represents these companies in a variety of matters, including equity and debt financing transactions, venture capital and private equity transactions, stock option plans, executive compensation and employment-related matters, strategic alliances, and mergers and acquisitions.

Mr. Cohen’s real estate practice includes substantial experience in a variety of transactions, including complex acquisition, disposition and financing transactions; real estate development partnerships and joint ventures; construction projects; leasing arrangements; and sale-leaseback transactions. Mr. Cohen’s real estate experience includes the purchase of the famed Kapalua Bay Hotel and Resort in Maui, Hawaii. Currently, Mr. Cohen is the lead counsel for a team of Morrison & Foerster lawyers representing Alleghany Properties, Inc. in connection with its master development of almost 1,000 acres of commercial, residential, and retail real property in the North Natomas Basin outside of Sacramento, California, near the Arco Arena and along Interstate 5.

Mr. Cohen’s industry experience includes cable television, print media (newspapers), professional service companies (including the country’s largest executive recruitment firm and the country’s largest commercial brokerage firm), natural gas utilities, technology, real estate, hotels and resorts, and wineries and vineyards.

Prior to joining Morrison & Foerster in 1998, Mr. Cohen was Managing Partner of the Los Angeles office of Donovan, Leisure, Newton & Irvine, and a member of that firm’s Executive Committee. Mr. Cohen received his B.A. degree in 1969 from the University of California, Los Angeles, and his J.D., magna cum laude , in 1972 from Loyola University School of Law, where he was an Editor of the Loyola Law Review .

Select Representative Transactions

Mergers & Acquisitions

• Global Electric MotorCars, LLC . Represented Global Electric MotorCars, the manufacture of the “GEM” car, in connection with its sale to DaimlerChrysler Corp.
• Curtiss-Wright Flight Systems, Inc. Represented Curtiss-Wright Flight Systems, Inc. in connection with its acquisition of G. L. Collins Corporation, a manufacturer of LVDT linear motion transducers for aerospace, military, industrial and commercial applications.
• Jack Kent Cooke Incorporated. Represented several Jack Kent Cooke affiliates over a period of years in connection with the acquisition in separate transactions of the cable television businesses of McCaw Communications, Rigas Holdings, Falcon Holdings and others, serving communities in Oregon, Washington, California, Alaska, Hawaii, Arizona, Tennessee, Kentucky and the Southeastern United States. Also represented Jack Kent Cooke, in several transactions, in connection with the $1.5 billion sale of cable television companies and assets to a syndicate of buyers lead by Tele-Communications, Inc. and represented the affiliate Cooke Media Group Incorporated in connection with the acquisition of the “Daily News of Los Angeles” newspaper from The Tribune Co. and later its sale to Garden State Newspapers.
• Korn/Ferry International . Represented Korn/Ferry, the leading executive search firm, in numerous acquisitions of various privately-held executive search companies throughout the U.S., Canada and Australia, and in the acquisition of an online job recruitment service for college graduates.
• Agrifuels Refining Corporation. Represented this affiliate of Triad Corporation in connection with the acquisition and project financing of a 35,000,000 gallons per year ethanol refinery in Iberia Parish, Louisiana.
• Buena Vista Winery and Vineyards. Represented Young’s Market Company in connection with the sale of the Buena Vista Winery and Vineyards to German supermarket chain.

Venture Capital Transactions

• Applied Science Fiction . Represented lead investor in connection with Series E Preferred Stock offering and related strategic alliance agreement.
• Jungle Interactive, Inc. Represented lead investor in connection with offering of Series A Preferred Stock, convertible debt bridge financing, and subsequent Series B Preferred Stock offering, and related strategic alliance agreement.
• PhotoPoint . Represented lead investor in connection with Series A and Series B Preferred Stock offerings, and related strategic alliance agreement.
• Phatnoise, Inc . Represented issuer in connection with convertible debt bridge financing and subsequent offering of Series C Preferred Stock to Ascend Venture Group, and related strategic alliance agreement with General Hydrogen.

Real Property Transactions

• Alleghany Properties, Inc. Represent Alleghany Properties, Inc., a wholly-owned subsidiary of Allegheny Corporation, headquartered in Sacramento, California, in connection with various real estate sales and development transactions, including the sale of over 150 parcels of residential and commercial land in Northern California in separate transactions.
• Natomas Crossing . Represent Alleghany Properties in connection with its development of “Natomas Crossing”, a master-planned office, retail, hotel and residential community located in Northern Sacramento County, California, including the construction of major infrastructure improvements and the sale to date of over 450 residential lots and multi-family sites, accommodating more than 270 apartment units, and three hotel sites.
• The KBH Company . Acquisition of the Kapalua Bay Hotel and related resort facilities in Kapalua, Maui in Hawaii.
• Santa Monica Hotel Properties, Inc. Represented the developer of “Shutters On The Beach” hotel on Santa Monica Beach, California, in connection with the land acquisition, construction and financing of this luxury hotel development.
• JKC Realty, Inc . Represented this Jack Kent Cooke affiliate in connection with the acquisition of The Rosenzweig Center, a multi-use complex of office buildings, retail space and hotel and convention facilities in Phoenix, Arizona.
• RE International Investors, Inc. Represented the buyer in connection with the purchase and leaseback of The Bradley Plaza, City of Orange, California and the Union Bank Regional Headquarters Building in Panorama City, California.