Private Funds | Fund Formation
BurgherGray attorneys have represented numerous leading fund sponsors and investment management firms, providing advice relating to product structure and design, regulatory compliance, and trading issues. Our attorneys have assisted in launching all types of investment products, including hedge funds, private equity funds, hybrid funds, debt and loan origination funds, fund-of-funds, private business development companies (BDCs), funds-of-one, co-investment funds and separately managed accounts. Our attorneys have experience with a wide range of investment strategies ranging from long/short equity to real estate securities to middle-market direct lending to natural resources to solar energy credits.
We have assisted with the organization and offering of private fund products in the United States and in non-U.S. jurisdictions using a variety of structures and vehicles. We work with local counsel around the globe.
Private fund matters on which we advise include, without limitation, the following:
- Determination of the appropriate legal structure and domicile;
- Development of portfolio management structures, including master-feeder, side-by-side, umbrella, series, and hybrid funds and funds-of one/ separately managed accounts (SMAs);
- Development of private placement offering memoranda, operating and partnership agreements, and subscription documents;
- Review of sales and marketing materials and negotiations with seed and other key investors;
- Preparation and negotiation of service provider agreements, including advisory, prime brokerage, administration, custodial, and placement agent agreements;
- Advice on day-to-day activities and portfolio trading issues; and
- Guidance on fund restructurings, secondary sales of fund interests, and fund wind downs.
Private Funds | Investor Representation
BurgherGray also represents institutional investors seeking to invest in private funds or separate accounts. Our attorneys assist investors with review of legal documentation and negotiation of side letters and separately managed account agreements.
Business Development Companies
BurgherGray represents investment advisers with the establishment and ongoing operation of Business Development Companies (BDCs). Our attorneys assist with formation, SEC registration, SEC exemptive relief orders, ongoing SEC filings, regulatory examinations and general compliance with the Investment Company Act. We also negotiate with investors, review marketing materials and review service provider arrangements. We advise both the boards of directors and fund sponsors.
Investment Advisers | Management Company
We also represent established and start-up investment advisers and fund sponsors regarding set-up of the management company, management company governing documents, and regulatory and compliance matters, including SEC adviser registration and compliance policies and procedures. Our attorneys also have experience assisting U.S.-registered investment advisers with routine SEC examinations.
Private Equity | Transactions
BurgherGray represents private equity and leveraged buyout firms in acquiring and divesting equity and debt positions in portfolio companies in various industries. We also counsel issuers and financial sponsors engaged in private capital offerings and exit financings. Our attorneys have extensive experience structuring, drafting and negotiating investment terms and all associated documentation, including term sheets and investment, purchase, registration rights, shareholders and investors rights and key executive employment agreements, and all necessary filings to comply with federal and state securities laws.