Our Registered Funds M&A practice works on wide range of M&A transactions involving retail investment funds and BDCs. This practice compliments the Firm’s groundbreaking work creating novel retail vehicles by offering asset managers and retail investment vehicles an alternative way to increase investor returns, grow AUM, or monetize AUM that has already been raised.
The group draws upon the Firm’s preeminent practices in Registered Funds and M&A to deliver advice that is cross-disciplinary, sophisticated and all-encompassing. The practice frequently helps clients break new ground, either by implementing novel commercial terms or expanding the boundaries of the law.
In addition to the core team of Registered Funds and M&A lawyers, the group is supplemented by lawyers from our leading Banking and Credit, Capital Markets, Litigation and Tax practices.
While the group is accustomed to working on wide range of novel transactions, some of the historical matters completed by the group include:
- Acquisitions of registered funds or BDCs by other registered funds or BDCs
- Mergers of two or more affiliated registered funds or BDCs, and the managing of associated conflicts of interest via special committees
- “Fund Adoption” transactions, where an existing registered fund or BDC appoints a new third party external adviser. Sometimes, these transactions also include the new adviser acquiring assets of the outgoing adviser or hiring the outgoing adviser to provide transition services
- “Externalization” transactions, where an existing registered fund or BDC that is internally managed transitions to external management by a third party adviser
- Tender offers by or for publicly traded entities, by either a registered fund or BDC or its external adviser
- Synthetic dividends, paid by an external adviser to stockholders of a target fund or BDC, in connection with a pending transaction
- Negotiations against, and transactions with, stockholder activists
- Receipt of no-action and similar forms of relief from the Staff of the SEC regarding novel transaction terms
- Issuances of minority equity in an asset manager to new investors in a registered fund or BDC
- Defense of litigation filed in connection with M&A activity
- Formation of entirely new alternative asset managers, with businesses focused on retail investment vehicles