• Clayton B. Gantz

    Real Estate and Land Use
    Corporate and Finance
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    San Francisco
    Direct: 415.291.7600
    General: 415.291.7400
    Fax: 415.291.7474


    University of California, Hastings College of the Law, J.D., cum laude, 1984
    Hastings Law Journal


    University of California, Santa Barbara, B.A., Political Science and Chinese language, with honors, 1980


    Chinese University of Hong Kong, 1978

    Bar Admissions
    • Profile
    • Representative Matters
    • Honors & Awards
    • Publications
    • Memberships & Activities
    • Speaking Engagements


    Clay Gantz' practice emphasizes real estate and financial transactions of all types. In particular, Mr. Gantz has over 30 years of experience addressing issues which arise in connection with real estate ownership, development and investment across all product types, including construction and permanent financing; land use and entitlements; acquisitions, sales and exchanges; and leasing and ground leasing.

    Building on his experience as a counsel to public agencies such as the San Francisco Redevelopment Agency (in connection with the Moscone Center/Yerba Buena Gardens project) and the City of Tustin (in connection with the conversion of the Marine Corps Air Station Tustin from military to civilian use), Mr. Gantz also regularly advises private developers in public-private partnerships. He was recently invited to join Lambda Alpha International, the international honorary society for the advancement of land economics, based on his "creativity in structuring public and private development transactions of depth and complexity."

    Mr. Gantz represents buyers and sellers of distressed mortgage loans, loan portfolios, and REO as well as borrowers and lenders in mortgage loan restructurings and workouts. He has also formed and served as general counsel to commercial mortgage loan conduits and private equity funds. 

    Mr. Gantz also has considerable expertise in the acquisition, disposition and financings of wineries and vineyards. He is an award-winning amateur winemaker and has completed the certificate program in winemaking offered by the world-renowned Department of Viticulture and Enology at the University of California, Davis, Extension for individuals employed in the wine industry. Mr. Gantz has also developed his own vineyard, which is planted to Pinot Noir and Chardonnay and is located in the Russian River Valley American Viticultural Area, Sonoma County, California. He is the President of the Russian River Valley Winegrowers, the organization of wine grape growers and wineries responsible for promoting the Russian River Valley as one of the worlds' premier locations for cool climate grapes such as Pinot Noir and Chardonnay.

    Mr. Gantz's clients have included Bank of America, Bohannon Development Company, Boston Private Bank, Central Pacific Bank, Citicorp and its affiliates, Hunter Properties, Jay Paul Company, KeyBank, National Association, Landbank Investments LLC, the San Jose Earthquakes, Seagate Properties, Storm Land Company, Wells Fargo Bank and Wolff Urban Development, among others.

    Mr. Gantz is a member of the firm's Real Estate and Land Use and Corporate and Finance Practice Groups. He was the managing partner of a San Francisco-based law firm that combined with Manatt in 2008.

    Representative Matters

    • Represented an owner-developer in an aggregate $906.5 million financing transaction representing the second phase of his continuing involvement in the development of its Moffett Place campus. Leased entirely to Google, the Moffett Place campus is a 1.9-million-square-foot office campus that, when completed, will consist of six office buildings, a health club and related common-area improvements on 55 acres located in Sunnyvale, CA. The financings consist of (i) a $501,000,000 loan by Barclays and $149,000,000 mezzanine loan by a Korean sovereign wealth fund, each to provide long-term financing on three completed buildings, and (ii) a $256,500,000 construction loan by Wells Fargo Bank to provide construction financing for a fourth building and land financing for the remaining undeveloped portion of the project.
    • Represented an owner-developer in connection with the $520 million senior and subordinate structured financing of a portfolio of office buildings located in Sunnyvale, California.  The financing consisted of an approximately $450,000,000, three-tranche senior securitized financing, and a $70,000,000 mezzanine financing.  Among the challenges overcome included mediating between the new lending group and an existing lender who financed the construction of a new office building on a contiguous parcel of a complex intercreditor agreement (under the guise of a reciprocal easement agreement) and resolving novel ERISA problems.  At the same time, the team managed the defeasance of a Bank of America financing.
    • Represented a real estate development and investment firm in connection with their site aggregation and entitlements for a groundbreaking mixed-use office and retail project in downtown Redwood City. Manatt negotiated the project entitlements, assisted in the acquisition of two necessary land parcels from private land sellers, and negotiated a disposition and development agreement with the City of Redwood City covering the third land parcel. The City Council unanimously approved the DDA. Redwood Towers, which is also called Depot Square and Crossing 900, is a 300,000 sq. ft. mixed-use office and retail development adjacent to Redwood City's City Hall, and is perceived as the catalyst for the redevelopment of Redwood City's sleepy downtown into a new, vibrant, and walkable downtown.
    • Representing an owner-developer in connection with its development of a 54-story mixed use office tower consisting of 68 high-end residential condominiums atop a 33-story office tower. The new development will be one of only two projects that directly connect to the new San Francisco Transbay Transit Center. The Transit Center is expected to become San Francisco's Grand Central Station, and will anchor what people now refer to as the Transbay District, a five-story intermodal transit hub topped by an elevated public park. The property will connect to the park via a fifth floor sky bridge. The client will construct the building using their general contracting entity, which Manatt helped form.   Our responsibilities included land acquisition financing and will further include construction financing (anticipated to be in excess of $400 million).
    • Represented a real estate investment firm and major league soccer team to option 85 acres adjacent to the San Jose Airport from the City of San Jose for the construction of a professional soccer stadium, 1.5 million square feet of office space, a 300-room boutique hotel, and 75,000 square feet of retail space. The options were extensively restructured between 2008-2011 to keep the deals alive. With Manatt's assistance, the team acquired the site and has commenced construction of their new stadium. To help make the project a reality, we had to resolve boundary, easement, environmental cleanup, utility access and financial issues (including complicated issues relating to HUD financing and BEDI grants).
    • Represented a real estate investment firm in connection with the acquisition of Tranche 1 of the commercial site and a $100 million construction loan to construct the office operating thereon.
    • Represented an office space owner-developer in securing $300 million aggregate securitized senior and mezzanine financing. Tenants at the project include Microsoft, Motorola, Plaxo and Rambus. We were involved with this project since its inception, and assisted with multiple construction and bridge financings.
    • Represented an owner-developer in securing the release of a parking parcel from a $200 million securitized loan from Bank of America for a 949,000-square-foot, Class A office campus located on 26.5 acres in Sunnyvale, California. The purpose of the release was to permit the client to develop a 200,000-square-foot office building. To satisfy parking requirements, the client agreed to build a new 1,027 space structured parking garage on another portion of the project site. To obtain the release, Manatt and our client had to convince the servicers and bondholders that the release of the proposed development parcel, which served as their collateral, actually enhanced the value of their remaining collateral. We helped obtain Bank of America's consent, andnegotiated the construction financing for the new building, which consisted of senior and mezzanine loans with Wells Fargo and Starwood Capital.
    • Representing an owner-developer in the refinancing of 350 Page Mill with a $115 million syndicated loan from Citibank N.A. secured by this Palo Alto office building leased to Google and subleased in its entirety by AOL. The other participant lenders are large financial institutions. The project site is a former Hewlett-Packard facility with ongoing environmental remediation.
    • Representing a real estate development and investment firm in the re-entitlement of an office and industrial site in San Jose, California, to permit high-density, transit-oriented residential development. The site is contaminated with hazardous materials, making it extremely challenging to obtain regulatory approval to develop residential units. Manatt is negotiating a cooperative initiative with the contaminator to obtain environmental clearance to convert this property to residential use.
    • Represented an owner-developer in partnering with the former senior management of a publicly traded construction company to form a general contracting company for high-end commercial construction projects. The client has identified numerous advantages to donning a general contractor's hat, including the ability to both oversee the development of his own projects and provide general contracting services to other developers. The representation involved complex contracting, licensing and other regulatory issues.
    • Represented the City of Tustin as its special real estate counsel in connection with the conversion of the Marine Corps Air Station-Tustin from military to civilian use. Among the most far-reaching real estate development projects in the state, the development when completed will consist of 4,000 housing units, 500 hotel rooms, 500,000 square feet of retail space, 4.7 million square feet of office space and 403 acres of public and private parks. Its mixed-use, pedestrian-oriented community core is unique in the area.
    • Represented sellers and buyers of portfolios of distressed mortgage loans in over 65 transactions aggregating in excess of $5 billion. Loan sellers include Bank of America, Wells Fargo Bank, Central Pacific Bank, Sumitomo Bank of California and Wilshire Savings & Loan. Loan purchasers include Lehman Brothers, Wells Fargo Bank and Morgan Stanley.

    Honors & Awards


    Interviewed, What's Cookin' Today on CRN, October 5, 2015.

    Quoted, "Neighborhood Watch," Wine Enthusiast Magazine, July 2015.

    Quoted, "Invest in wine without drinking the profits," Wall Street Journal MarketWatch, August 13, 2013.

    Quoted, "Something New for DC's (Low-Demand) Gap Finance Market," GlobeSt.com, June 29, 2013.

    Coauthor, "10 Reasons Why Sustainable/Energy Retrofits of Commercial Buildings Will Be the Next Big Thing," Environmental Leader, July 23, 2012. 

    Coauthor, "CMBS Concerns – Are securitized loans worth the trouble?" Commercial Investment Real Estate magazine, Editor's Pick, July/August 2012.

    Coauthor, "CMBS 2.0: Still in Need of Work," Urban Land Magazine, January/February 2012. 

    Quoted, "Distressed Investors Still Waiting for CMBS 2.0 Financing," The Distressed Debt Report, Vol. VII, No. 15, August 23, 2011.

    Quoted, "Bulk-Loan Sales, They're Back!" Distressed Assets Investor, January 2011.

    Quoted, "Buy a Loan-to-Own, and Price it Right," GlobeSt.com, July 26, 2010.

    Coauthor, "Selling Distressed Assets," Mortgage Banking Magazine,  June 2010.

    Quoted, "Platform Set for CMBS Borrowers," National Mortgage News,  September 21, 2009.

    Quoted, "Crunch Looms for Commercial Real Estate Debt," Los Angeles Daily Journal, August 7, 2009.

    Quoted, "CMBS Loans in Trouble, Law Firm Sees Way to Speed Workouts," FinCriAdvisor, July 19, 2009.

    Quoted, "Financial Crisis Leads to New Ventures Between Law Firms," FinCriAdvisor, July 19, 2009.

    Quoted, "GSP, Manatt Launch CMBS Advisory Services," GlobeSt.com, July 9, 2009.

    Quoted, "CMBS Loans in Trouble, Law Firm Sees Way to Speed Workouts," FinCriAdvisor, July 19, 2009.

    Quoted, "FDIC Backs Away from Toxic Debt Sales," GlobeSt.com, June 5, 2009.

    Quoted, "Vultures Continue Circling But Close Few Deals: Opportunity funds find themselves negotiating with banks rather than builders," Real Estate Journal, October 9, 2008.

    Memberships & Activities

    Admitted to practice in California.

    Member, Lambda Alpha International.

    President, Russian River Valley Winegrowers.

    Member, California Bankers Association.

    Member, Urban Land Institute.


    Speaking Engagements

    "The Transbay Project—Harnessing Land Value to a 40 Acre Mixed Use Community," Urban Land Institute Fall Meeting, San Francisco, CA, October 7, 2015.

    "Strategies for Investors in Distressed Assets—Finishing Half Built Projects,"   2010 Construction SuperConference, San Francisco, CA, December 15–17, 2010.

    "Evaluating Loan Sale Options," Information Management Networks' Bankers Forum on Distressed Properties & Real Estate Loan Workouts, New York, NY, April 19–20, 2010.

    "Trouble in the Commercial Real Estate Debt Markets - Opportunity or Threat?" Urban Land Institute, Redwood Shores, CA, February 18, 2010.

    Moderator, "Banks in Distress - Opportunities for Real Estate Finance & Investment," Information Forecast Inc., July 23, 2009.

    "Workouts and Breakouts:  What Can Be Built in Today's Market," Urban Land Institute, San Francisco, CA, September 2008.

    Moderator, "California Local Market Roundtable," Distressed Real Estate Symposium, Miami, FL, March 2008.