Fund Formation & Capital Raising
We advise sponsors throughout the entire lifecycle of private equity, venture capital, hedge, and other private funds, from term sheet to final closing and beyond. Our team’s concentration on closed-end funds—together with our firm-wide focus on the private equity and venture capital industries—enables us to provide informed advice on fund structuring, market terms, tailoring disclosures, and investor negotiations, among other areas. Our team represents sponsors with a broad range of strategies, including commodities, real estate, debt, insurance-dedicated, multi-manager, collective investment trusts, and hybrid fund products. In all of our representations, we strive to act as a business advisor as much as (if not more than) legal and regulatory counsel. We partner with our clients to deliver solutions that not only address their immediate problems, but also advance their businesses as a whole.
Representing both sponsors and investors, we have a thorough understanding of market terms as they evolve and change, benefitting all of our clients. Our focused and client-based teams allow our senior lawyers to remain more closely involved with each client and matter than is often possible at larger peer firms. Our fund formation practice works closely with other groups within the firm, including tax, employment, bankruptcy, and debt finance.We actively advise clients on all aspects of fund formation, including:
- Preparing term sheets tailored to the proposed fund’s asset with the sponsor and anchor investors.
- Structuring fund products to address tax and regulatory considerations, including the nature of the underlying assets, and the jurisdictions on which investors and investments are expected to be located.
- Drafting limited partnership agreements, subscription documents, and related operating documents as well as robust disclosure documents.
- Negotiating anchor investor terms, limited partnership agreement revisions, side-letters, and other investor arrangements.
- Negotiations with service providers.
- Credit facility negotiations, with the support of our debt finance group.
- Structuring and forming general partners and other management entities, including member terms letters, vesting agreements, and clawback letters.
- Investment adviser and broker-dealer registration and compliance.
The private fund sponsors we advise are located across the United States as well as throughout North America, Europe, and Asia, with funds ranging from first-time, friends-and-family funds with less than $25 million in assets under management to flagship funds with billions of dollars in net asset value.
While our counsel often begins with fund formation, it also extends through exit. We remain with our clients after formation and launch, providing ongoing advice to sponsors and fund managers, including compliance, trading issues, consulting arrangements, and fiduciary issues. We focus particular attention on internal governance and other issues that lay a foundation for long-term success.