Fund Formation
Our partners have decades of experience working with sponsors to structure, launch, negotiate and close private funds across every fund class around the world. Our fund formation team currently includes four corporate partners, three tax partners and one partner dedicated to employee benefits and ERISA matters. We also have a team of lawyers who work with investors to negotiate the purchase of interests in private funds.
Clients benefit from our extensive knowledge of the offering requirements of the Securities Act, the Exchange Act, the Investment Company Act and the Investment Advisers Act. Our lawyers have worked with numerous placement agents worldwide and have negotiated fund terms with major corporate, public and private pension plan, private family, foundation and endowment, fund of fund and foreign government investors who invest in private funds. Chadbourne’s fund-level advice covers matters such as structuring acquisitions and dispositions, general fund compliance matters, co-investment arrangements and management-level issues (including compensation, carry allocations, admissions and departures, wealth management, investment advisor/broker-dealer matters, consulting arrangements and infrastructure).
Chadbourne’s tax lawyers bring deep knowledge of and experience in the tax aspects of structuring multi-national transactions and partnerships. We enhance this capability through extensive and long-standing relationships with top-tier local tax professionals around the world. Chadbourne is well versed in managing the needs of different kinds of private fund investors, including taxable, tax-exempt (both pension and endowment), non-U.S. and sovereign entities. Our partners can creatively handle the complexities of Unrelated Business Taxable Income (UBTI), Effectively Connected Income (ECI), Foreign Investment Real Property Tax Act (FIRPTA) and other tax-intensive investments, whether the target is a telecommunications company in New York, an office building in Poland or a power plant in Honduras.
In addition, our employee benefits partner has significant experience working with private funds to address the complex ERISA and VCOC matters relevant to pension fund investors, as well as Section 409 issues for equity plans and employment-related agreements for portfolio companies.
Representative Experience
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AIM Listing
Leaf Clean Energy Company
London Stock Exchange AIM listing and share offering of approximately $400 million for an investment fund focused on acquiring interests in, owning, and operating clean energy companies and projects.
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Latin American Fund Formations
Southern Cross Group
Structure and formation of a Canadian private equity fund targeting investments in Latin America.
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Hedge Fund Formation
Abdiel Capital
Structure and formation of a family of long-only hedge funds.
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Latin American Fund Formation
Linzor Capital Partners
Structure and formation of a private equity fund targeting investments in Latin America.
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Eastern Europe Fund Formation
Icon Private Equity Partners
Structure and formation of a private equity fund targeting investments in Ukraine and Russia.
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Mezzanine Debt Fund Formations
York Street Capital Partners
Structure and formation of a middle market mezzanine debt fund.
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Hedge Fund Formation and Conversion
SBP Group of Companies
Structure and formation of emerging markets hedge funds, as well as the conversion of a hedge fund into a closed-ended recovery fund for assets affected by bankruptcy.
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[ more representative experience ]
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