Fund Formation We help clients drive fund launches from start to finish by providing onshore/offshore tax and corporate structuring advice, and drafting all offering and governing documents, subscription and management agreements, and other material contracts. Clients benefit from our deep experience negotiating with a wide variety of seeders and other key investors, each with differing needs and business objectives. We also provide strategic regulatory advice concerning compliance with the U.S. Investment Advisers Act and related statutes, and customized terms and structures for direct lending funds, funds of funds, and “alternative alternatives” funds. We regularly represent fund sponsors, advisers, and sub-advisers across many assets and strategies in hedge, private equity, venture, and credit funds (including business development companies), and custom assets and products.
Regulatory Advice and Compliance Clients seek our advice in complying with the U.S. Investment Advisers Act, the U.S. Investment Company Act, the U.S. Securities Act, the U.S. Securities Exchange Act, the U.S. Commodities Exchange Act, and related agency regulations, public pension related laws, and ERISA. We assist clients with adviser registration, qualifying for exemptions, compliance program development, providing compliance training, and responding to regulatory examinations and enforcement actions. Our global practice provides clients with deep experience in anti-bribery, anti-money laundering, anti-corruption, and data protection laws around the world, including with respect to the Foreign Corrupt Practices Act. We help clients respond to SEC examinations and defend clients in SEC, DOJ, and other investigations and enforcement cases. Through our Paris office, we offer AIFMD compliance services and services needed by EU listed funds.
Post-Launch Representation As fund counsel, we offer a full range of services for funds and their advisers after launch. These services include tax optimization and restructuring, amendment of principal offering and governing documents, and setting up side pockets, SPVs, co-investment vehicles, feeder funds, parallel investment vehicles, and venture incubation strategies. We also advise funds with respect to portfolio transactions, investor relations, ongoing disclosure obligations, obtaining investor approvals, governance, and liquidation. In addition, we have substantial experience advising with respect to cross-border capital markets, M&A, and lending transactions across many industries including healthcare, life sciences, aviation, transportation, logistics, energy, clean energy, infrastructure, business services, media, and new technologies.
Advocating for investors
We advise a wide variety of institutional investors including family offices, foundations, endowments, and industrial strategic investors, including by negotiating terms to meet their individual needs. We also have deep experience serving as fiduciary and investment counsel for major U.S. public pension plans. The range of services we offer includes establishing separately managed accounts, negotiating side letter terms (including fees, liquidity, advisory committee seats, and customized reporting), revenue sharing, co-investment rights, due diligence processes, fund-of-one structures, and dispute resolution strategies.
Advocating for impact
Impact investing continues to thrive, accounting for more than $1 trillion in committed capital. We help our clients advocate for access to products that focus on investing in women- and minority-owned enterprises, climate and environmental goals, alleviation of poverty, good governance, and other aspects of the U.N. Sustainable Development Goals. We advise on a range of impact investment initiatives, including establishing funds and other innovative investment structures, launching impact operating companies, and adopting environmental, social, and governance goals in a fiduciary setting.
Supporting clients' continued growth
In addition to advising clients on fund formation and portfolio transactions, the funds team helps clients access a wide range of other services necessary for success in asset management. These include intellectual property rights management for proprietary software, trademarks, and other intangible assets; profit sharing and fee sharing arrangements; employment and employee benefits; wealth management and estate planning advice for founders and key executives; governance and succession planning; litigation, international arbitration and other dispute resolution services; general corporate finance and credit arrangements; aviation, transportation and other asset-based lending; advice relating to digital assets and other distributed ledger (blockchain) applications; FCPA and anti-corruption laws compliance; insolvency and distressed asset resolution; civil litigation; and SEC, DOJ, and other government investigations and enforcement defense.
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HHR added a dedicated private funds practice to our corporate department. Senior practitioners in our private funds and asset management team have acted for a number of fund sponsors across a wide variety of matters including, but not limited to, fund formation, regulatory compliance, regulatory defense, and governance matters. This list is not exhaustive and is for informational purposes only.
Private Equity/Credit/Venture Funds:
RA Capital Nexus Funds
Kuramo Africa Opportunity Funds
Goldman Sachs Private Equity Funds
Frontier Resource Group – FRG Partners I
Astra Natural Resources Fund
Rhone Capital Funds
Technology Futures Fund
Atocha Discovery Fund
Minerva Mexico Debt Fund
RD Legal Special Opportunities Fund
BlackRock Hedge Funds
Goldman Sachs Hedge Funds
RA Capital Healthcare Funds
Deep Basin Capital Management
Laurel Ridge Managed Futures Fund
Zinica Digital Asset Management
Aristeia Capital Management
Tamalpais Global Partners Funds
Quorum Asset Management
Queen Anne’s Gate Global Macro Fund
Rockmore Investment Funds
Schroders Hedge Funds
Breeden European Partners
Touradji Capital Management
Blue Ridge Capital
Funds of Funds/BDCs:
Wilmington Trust Rodney Square Fund
Meadowvale Public Markets Funds
Excelsior Absolute Return and Directional Funds
Excelsior Venture Funds
Pru Alpha Funds
Establishment of multi-manager, multi-product managed accounts platforms
Establishment of customized investment and strategic marketing ventures
Establishment of analog and fintech-driven manager search and due diligence programs
Establishment of structures for “alternative alternatives” such as digital assets, ships, litigation judgments, and trade receivables
Advising asset managers during going public transactions
Impact investing funds and advocacy projects
Asset Manager Acquisitions:
Sale of managed accounts business from Prudential to Wachovia