Hills Stern attorneys are adept at guiding private investment fund sponsors, operating in and outside the U.S., through the legal and regulatory complexities related to the formation, management, offering and operation of a private investment fund. We are committed to providing comprehensive legal services tailored to the unique needs of private fund sponsors. Our clients include sponsors of hedge funds, private equity buyout funds, real estate funds, credit funds, venture funds, OCIOs, fund-of-funds, and special purpose funds. By leveraging our expertise, clients can focus on implementing their investment strategies with confidence.
Fund Formation
We provide a practical approach and wide array of services to assist private fund sponsors, including:
- Fund Formation: Advising on the optimal structure for private funds (e.g., primary, feeder, blocker and parallel funds) and preparing governing and offering documents.
- Registration. Advising on registration or exemption notice filing of the private fund manager under U.S. federal and state securities laws.
- Regulatory Compliance: Helping clients comply with U.S. regulatory requirements under the Investment Company Act of 1940, the Investment Advisers Act of 1940, the Securities Act of 1933, and the Securities Exchange Act of 1934, and state blue sky laws related to private securities offerings, as well as rules adopted by the U.S. Securities and Exchange Commission (SEC) and other U.S. and non-U.S. regulatory authorities.
- Service Provider Agreements: Negotiating agreements with custodians, fund administrators, and other service providers.
- Private Securities Offerings: Assisting with the preparation and compliance of advertising and marketing materials with SEC regulations.
- Investor and Side Letter Negotiations: Negotiating with investors, including seed, anchor, and cornerstone investors, and handling side letter agreements.
- Investor Due Diligence: Preparing responses to due diligence questionnaires and prospective investor inquiries, while maintaining compliance with the SEC Marketing Rule (Rule 206(4)-1).
- Committee Governance: Advising on limited partner advisory committee and investment committee governance.
- Administrative and Compliance Support: Attending board and investor meetings, and assisting with strategic planning, regulatory filings, routine examinations, and internal compliance policies and procedures.
- Equity and Compensation Arrangements: Structuring equity and compensation arrangements for management and staff.
- Regulatory Updates: Providing regular updates on regulatory matters and federal securities laws.
Our attorneys regularly assist clients sponsoring funds across numerous asset groups and a wide variety of investment strategies, including: emerging markets, venture capital, private equity, litigation financing, private credit, and public market trading. Our clients value our boutique-firm approach because it provides:
- Greater Responsiveness: We prioritize prompt and effective communication, ensuring that our clients receive the attention they need.
- Access to Partner-Level Expertise: Our clients benefit from direct access to seasoned attorneys who bring a wealth of knowledge and experience to every engagement.
- Flexibility to Meet Cost-Containment Goals: We understand the importance of budget management and offer flexible solutions to meet cost-containment goals.
Co-Investment Experience
Our attorneys also have extensive co-investment experience, facilitating collaborative investment opportunities for institutional investors working with investment managers and fund sponsors globally. We understand the nuances of co-investment structures and provide strategic guidance to clients seeking to maximize the benefits of shared investments in the private equity space. We specialize in structuring and negotiating co-investment arrangements that foster strategic partnerships among investors.
Secondary Transactions
Hills Stern attorneys are dedicated to helping clients navigate the complex and dynamic market of private equity secondary transactions. Our attorneys possess a deep understanding of the intricacies involved in the buying and selling of existing private fund interests, as well as the concerns of existing and new investors in sponsor-led transactions.
- Our attorneys excel in devising innovative structures for secondary transactions, tailoring each approach to the unique goals and objectives of our clients.
- We conduct thorough due diligence processes to uncover potential risks and opportunities, empowering our clients to make informed decisions and mitigate challenges associated with secondary transactions.
- Armed with extensive experience, our team is adept at negotiating complex purchase and sale agreements that address the nuanced concerns of both buyers and sellers.
- Staying abreast of the evolving regulatory landscape, we ensure that our clients comply with all relevant legal requirements, minimizing legal hurdles and facilitating smooth transactions.
- We proactively identify and manage potential risks associated with secondary transactions, implementing strategies to safeguard our clients’ interests and enhance the overall risk-return profile.
We provide our clients—sponsors, buyers, and sellers—with expert legal advice on all types of secondary transactions. Our services cover the full spectrum, from routine transfers to the most complex continuation funds and structured solutions.
