investment management: matters
Boutique Investment Bank - Formation
Representation of boutique investment bank in its formation and organization of partnership; equity capital raise and registration as a Broker Dealer as well as across a spectrum of portfolio investments.
Investment Advisor - Regulatory Advice
Representation of multi-billion dollar registered investment adviser in in connection with its re-evaluation of regulatory compliance mechanisms to accommodate investment advisory clients subject to ERISA.
Asset Manager - CFTC Registration
Representation of asset management division of leading international financial institution in CFTC and NFA registration and related regulatory matters.
Representation of Investment Advisor
Represent the investment adviser with regulatory assets under management of approximately $1 billion in connection with investment adviser act issues including filing of an amendment to its Form ADV.
MEAG Munich - Regulatory Advice
Representation of MEAG Munich, the European-based investment advisory arm of Munich Re, in connection with regulatory advice regarding traders under the U.S. Securities Exchange Act.
Registration of Real Estate Fund Managers
Comprehensive regulatory advice to a platform of real estate advisory entities with respect to registration obligations and related compliance issues under the new Dodd-Frank requirements for investment advisers.
Hildene Capital Management—Hedge Fund
Representation of Hildene Capital Management, a hedge fund manager whose fund we helped to launch, in registering as an investment adviser with the SEC.
Elanus Capital Management, LLC - Global Managed Account Platform
Representation of Elanus Capital Management, LLC in establishing an onshore/offshore multi series and segregated portfolio company structure to permit customized portfolios for institutional investors seeking to invest in credit linked notes and other asset backed securities issued by various European banks for capital relief purposes. We also helped Elanus negotiate certain seed investor transactions.
KCPS & Company - Regulatory Advice
Representation of KCPS & Company, a global investment management firm, and its affiliates in registering with the SEC as an investment adviser and related advice on the exempt status of various affiliates.
International Investment Bank - Broker Dealer Formation
Representation of an international private investment bank regarding tax structuring, regulatory compliance and risk mitigation issues for their outsourcing and employee sharing arrangements related to registering a U.S. broker dealer subsidiary.
Emmes Asset Management - Investment Adviser Agreement
Representation of Emmes Asset Management Company LLC, a registered investment adviser, in its investment adviser agreement with a state pension fund allocating several hundred million dollars to investments in real estate opportunities.
Nikko Capital Partners - Private Equity Fund
Representation of Nikko Capital Partners K.K. in structuring and setting up a $200 million special situations investment fund for Ant Global Partners Pte., Ltd., a subsidiary of Nikko Capital Partners K.K. as the fund manager, and two private equity funds managed by Elliott Advisors, the sole investors. The fund was structured as a Cayman Islands limited partnership and the fund manager as a Singapore private limited company.
Private Equity Fund - Music Industry Deal Restructuring
Representation of a private equity fund in the comprehensive restructuring of the acquisition financing for a music catalog. The restructuring involves the purchase of a music catalog in satisfaction of acquisition financing obligations, and also the funding of a music developer's participation in a new joint venture.
Marathon Real Estate Opportunity Fund - Sophisticated Transactions
Representation of Marathon Real Estate Opportunity Fund in connection with a number of extremely sophisticated transactions including domestic and international joint ventures and strategic partnerships, acquisition of hotel properties, construction and development of Marriott branded hotels, Florida condominiums and documiniums, acquisition of office complexes in Paris, and the acquisition of one of the largest NYC parking owner/operators.
Financial Institution - Fund Management
Representation of a major financial institution in the management of a registered "fund of managers" and in the distribution of the fund shares through a broker wrap program.
Commercial Bank - Credit Facility
Representation of a leading commercial bank as the sole lender in a senior secured term credit facility to an investment manager of three real estate opportunity funds. The transaction required amending a previous facility to coordinate the payments, conditions and covenants of the two facilities.
Euristates, Inc. - Romanian Investment
Representation of Euristates, Inc., the New York office of a French investment fund, in acquiring a majority stake in a Romanian investment company. This representation entailed performing due diligence on the assets of the Romanian company, and negotiating the transaction in Romania.
Plainfield Asset Management - Westside Transload / Transload America
Representation of Plainfield Asset Management, one of the leading private equity firms in the United States, in its investment in operators of solid waste transfer stations on federally regulated railroad property. We protected our client’s minority equity position in these operators by implementing stockholders’ agreements with broad super-majority approval provisions, and helped navigate federal and state environmental regulations and federal pre-emption issues.