We have substantial expertise in the formation and structuring of a wide variety of funds for private equity sponsors. We have experience forming leveraged buyout funds, distressed investment funds, secondary funds, mezzanine funds, hard money lending funds, real estate funds, funds of funds, infrastructure funds, energy funds, and natural resources funds. Our attorneys also advise on tax and regulatory concerns in the context of both onshore and offshore funds with regard to non-U.S. investors and U.S. tax-exempt investors, including ERISA plans, university endowments, and other regulated investors.
We provide the following services in connection with the formation of private equity and debt funds:
- Assist sponsors in describing investment objectives, formulating fund structures and defining risks associated with those objectives and structures
- Prepare Private Offering Memorandums, Limited Partnership Agreements, Operating Agreements and Subscription Documentation for private equity and debt funds
- Prepare sponsor Investment Advisory Contract
- Marketing a private equity and debt funds in compliance with regulation D (general advertising and solicitation issues including Internet marketing)
- Prepare SEC Form D and blue sky filings on an ongoing basis for private equity funds
- Structuring private equity fund to be tax-efficient to the general partner and key personnel
- Assist private equity fund managers with SEC registration as required
- Advise regarding state and federal laws affecting private equity funds including broker-dealer regulations, ERISA, tax matters, the Investment Advisers Act of 1940 and the Investment Company Act of 1940
- Advise regarding investor qualifications
- Structuring private equity fund management and performance fees to ensure compliance with regulatory requirements, including the Investment Advisers Act of 1940 and ERISA regulations
- Complying with ERISA regulations
Our team works with sponsors as they explore investment opportunities and deploy capital. We have extensive experience negotiating and structuring acquisitions for control and minority stakes. We also advise clients in the context of restructurings and recapitalizations, including mezzanine and convertible debt investments. Our attorneys also have extensive experience with clients that make all types of secured and unsecured commercial loans.
We provide the following services in connection with portfolio investments:
- Pre-deal strategic planning and capital structuring
- Structuring of merger and sale transactions, including stock and asset purchases
- Drafting M&A, purchase and sale, joint venture and other transactional agreements
- Facilitating negotiation and due diligence processes
- Advising on tax and cross-border issues
We have advised private equity sponsors as to the execution of a wide range of exit strategies. Our attorneys have worked on strategic sales, joint-ventures, IPOs, and secondary sales. We also stay current on industry norms and best practices with regard to deal terms.
We provide the following services in connection with private equity exits and dispositions:
- Structuring of merger and sale transactions, including stock and asset purchases
- Assist with joint ventures and other strategic combinations
- Drafting merger and purchase and sale agreements
- Advising on voting requirements and other internal governance requirements
We advise certain institutional and high-net-worth investors with regard to potential investments in private equity funds, leveraging our depth of experience working with private equity funds in an advisory and compliance capacity.
We provide the following services in connection with investments in private equity funds:
- Background checks on entities, managers, and key personnel
- Review of offering documents for unusual or unfavorable provisions
- Review of regulatory compliance and contingency planning
- Verification of partner relationships
