Investment Funds

Fund Formation

Our global Investment Funds practice has extensive experience representing sponsors in the structuring and formation of traditional funds, funds-of-one, separately managed accounts, and co-investment vehicles. Our recent representative experience includes:

• Leonard Green & Partners, L.P.: Advised LGP in the formation of Green Equity Investors IX, a $15.2 billion private equity fund and the formation of Jade Equity Investors II, L.P., a $3.6 billion growth equity fund.
• Boyu Capital: Advised Boyu Capital in the formation of Boyu Capital Fund V, a $5.2 billion private equity fund and the formation of Boyu Capital Growth Fund I, a $1.1 billion growth capital fund.
• Blue Owl: Advised Blue Owl in the formation of OSREC VI, a closed-ended real estate fund focused on net leased properties targeting $5 billion of capital commitments.
• EQT Exeter: Advised its real estate division of EQT Group in the formation of EQT Exeter Industrial Value Fund VI, a $4.9 billion value-add real estate fund focused on acquiring, developing, redeveloping, leasing, operating, and selling industrial/logistics properties serving major markets throughout the U.S. and EQT Exeter Industrial Core-Plus Fund IV, a $3 billion real estate fund focused on investments in industrial real estate properties in certain target markets in the U.S.
• Hahn & Company: Advised Hahn & Company in the formation of Hahn & Company IV, a $3.4 billion Korea-focused private equity fund.
• Berkshire Group LLC: Advised Berkshire in the formation of Berkshire Bridge Loan Investors II, a $2.5 billion (including related co-investment vehicle capital) multifamily debt origination investment fund, formation of its co-investment vehicle set up with Berkshire Value Fund V, a $2 billion investment fund focused on U.S. residential real estate, and formation of Berkshire Multifamily Debt Fund III, a $1.85 billion multifamily debt acquisition fund.
• Hamilton Lane: Advised Hamilton Lane, the Philadelphia-based independent firm, in the formation of Hamilton Lane Equity Opportunities Fund V, a $2.5 billion private equity fund., Hamilton Lane Strategic Opportunities Funds, an annual series of funds making opportunistic private credit and credit-like investments, with the most recent annual fund (Fund VIII) closing on over $950 million, and Hamilton Lane Infrastructure Opportunities Fund, a $500 million infrastructure fund making direct and secondary investments in infrastructure assets.
• Ardian: Advised Ardian in the formation of Ardian Americas Infrastructure Fund V, Ardian’s first dedicated direct Americas infrastructure fund, which exceeded its fundraising and closed on commitments of $2.1 billion.
• Madison Realty Capital: Advised in the formation of Madison Realty Capital Debt Fund V, a $2.1 billion real estate debt fund focused on U.S. real estate loans.
• Appian Capital Advisory: Advised Appian, a UK-based “rising star” metals and mining investment manager, in the formation of Appian Natural Resources Fund III, a $2 billion global natural resources fund.
• The Chernin Group (TCG): Advised TCG on the closing of its second flagship fund, TCG 3.0, with total capital commitments of $1.3 billion for the fund. The Fund’s primary investment objective is to make investments, directly or indirectly, in companies in the media, entertainment, technology, sports, and consumer sectors, principally in North America.
• HighPost Capital LLC: Advised HighPost Capital, a consumer sector investment firm, on the formation of HighPost Capital Fund I with $535 million in total capital commitments, including to affiliated co-investment vehicles.

Fund Finance

With a broad team of 85+ lawyers throughout our global offices, our Fund Finance practice services clients including corporate borrowers, investment funds and their sponsors, and major financial institutions. We consistently rank among the industry leaders in borrower-side financing representations, including in the fund finance space and in acquisition financings and other leveraged finance matters for private equity sponsors and their portfolio companies.

In the fund finance space, we have extensive experience with subscription credit facilities, NAV facilities and other asset-backed fund facilities, as well as “hybrid” fund credit facilities, fund-level guarantees and other credit support for portfolio companies, management company and GP credit facilities, and facilities supporting equity commitments. To our clients in the real estate investment area, we bring great familiarity with REIT structures.

Secondaries

With a leading secondaries team, we regularly represent key sponsors and investors on a wide-range of sophisticated transactions, including portfolio transactions involving LP interests, direct secondaries, fund restructurings, tender offers, GP-led recapitalizations, synthetic secondaries, and other structured arrangements. We are among the most experienced teams in the market, which is critical in an environment in which secondaries transactions are subject to increased regulation and in which structures are becoming increasingly more complex.

Recent representations include:

• Neuberger Berman: Advised Neuberger Berman as lead investor in a JPY 17.9 billion continuation fund sponsored by J-STAR, a Japan-focused private equity sponsor, organized to acquire Renatus Co., Ltd., a newly formed holding company which acquired certain companies operating in the waste treatment and recycling industry from earlier vintage J-Star Series Funds.
• Landmark Partners: Advised Landmark Partners in the establishment of a continuation fund by Platinum Equity in the $3.75 billion acquisition of United Site Services, the $2 billion recapitalization of Symplr® backed by Clearlake Capital and Charlesbank Capital Partners, to support the company’s growth and its continued buy and build strategy, the $2 billion continuation fund formed by KKR in connection with the multi-billion dollar recapitalization by KKR of Internet Brands.
• Leonard Green & Partners: Advised Leonard Green & Partners in a GP-led secondary involving the transfer of a $2.496 billion portfolio of assets from Green Equity Investors V to a continuation vehicle structure, along with related liquidity options for investors and restructuring of the legacy fund and in a GP-led secondary involving the transfer of a $2.018 billion portfolio of assets from Green Equity Investors VI and Green Equity Investors VII to a continuation vehicle structure, along with related liquidity options for investors and restructuring of the legacy fund.
• Andros Capital Partners LLC: Advised Andros Capital Partners LLC as the co-lead investor in a $1.6 billion continuation fund sponsored by Quantum Capital Group, in respect of its investment in HG Energy II, an independent producer of natural gas and oil in the Appalachian Basin.
• Hahn & Company: Advised Hahn & Company, a leading South Korea-based private equity firm, in the approximately $1.5 billion closing of the largest-ever GP-led secondary transaction in Asia.
• OceanSound Partners: Advised OceanSound Partners on a $1.15 billion single-asset continuation fund transaction in connection with an investment by Apollo S3, Apollo’s sponsor & secondary solutions business, in SMX Group, an OceanSound-backed provider of mission support and digital transformation.

GP Stakes

Our team has led a wide array of transactions involving acquisitions and dispositions of majority and minority interests in fund sponsors, and spinoffs of management teams.

Acquisitions and Dispositions of Minority Interests

• Capital Constellation / Wafra Inc.: Advised Capital Constellation / Wafra Inc, a global asset manager with approximately over $30 billion of assets under management, in the acquisition of a strategic minority ownership interest in Greenbelt Capital Management, L.P., an investment advisor specializing in the energy sector.
• Motive Partners: Advised Motive Partners in its strategic and financial partnership with Apollo Global Management to capitalize on significant technological transformation and innovation in financial services, and pursuant to which Apollo acquired a minority stake in Motive’s management company and Apollo and its affiliates became limited partners in Motive managed vehicles.
• Ottawa Avenue Private Capital: Advised Ottawa Avenue Private Capital, and affiliate of RDV Corporation, in connection with the purchase of a minority interest in Levine Leichtman Capital Partners, a middle-market private equity firm with over $12 billion of AUM.
• RidgeLake Partners: Advised RidgeLake Partners, a strategic partnership between PA Capital and Ottowa Avenue Private Capital, with the purchase of minority interests in each of Avista Capital Partners, a private equity firm with approximately $5 billion AUM; Gauge Capital, a leading growth-oriented middle-market private equity firm; Sentinel Capital Partners, a private equity firm with approximately $2 billion AUM; and Shamrock Capital, a Los Angeles-based private equity firm with approximately $4.1 billion AUM.

Acquisitions of Investment Firms and Spin-outs of Management Teams

• JP Morgan: Advised JP Morgan in connection with the spinout of the senior management team of Junius Real Estate Partners, the real estate investment arm of J.P. Morgan, to form JRE Partners, a boutique real estate investment firm.
• Blue Owl: Advised the acquisition of our client Oak Street Real Estate Capital, a real estate investment firm focused on structuring sale-leasebacks, which includes triple net leases, as well as providing seed and strategic capital, by Blue Owl Capital, a publicly-traded asset management firm with over $100 million AUM.
• StepStone: Advised StepStone in its acquisition of Greenspring Associates, a leading venture capital and growth equity firm with more than $17 billion AUM, enhancing StepStone’s private markets capabilities.
• AECOM Capital: Advised AECOM in connection with the spinout of the management of AECOM Capital Real Estate to form Eldridge Acre Partners, a specialized real estate investment firm.

Regulatory and Compliance Counseling

We have a leading global team of regulatory practitioners with deep experience in the regulatory and compliance needs of investment advisors, as well as a top-tier SEC enforcement and litigation practice. Our team of lawyers have extensive backgrounds in senior level positions at key regulatory agencies, and have held senior in-house positions at leading alternative asset managers and financial institutions. We regularly advise all on all manner of regulatory and compliance matters in the U.S. and abroad, including the analysis of regulatory obligations; registration and licensing process; compliance and training; examinations and enforcement; and trading and transactions.