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Private Equity & Investment Funds



Our experience and global network help investors raise capital and execute deals in the middle market.

NP Capital Connector® sources proprietary deal flow and connects companies with investors.

Our approach:

Investors need a law firm that delivers results, regardless of obstacles. Our national team tirelessly watches the market to forecast and capture new opportunities, manage risk and close deals. Our services cover all aspects of the middle market private equity space, including:

  • Counseling general partners and limited partners in connection with fund formation, management issues, investments in new funds, and secondary sales
  • Representing sponsors in transactions including buyouts, minority investments, growth equity, recapitalizations, distressed acquisitions and portfolio investment activities
  • Advising funds, family offices and managers in a variety of disputes and challenges ranging from risk management to control contests to liquidation
  • Counseling senior executives and management in the negotiation of employment and executive compensation agreements, including provisions dealing with change in control, severance and post-employment restrictions
  • Sourcing deals and making strategic introductions through our network of relationships with investors and buyers

In recognition of Nixon Peabody’s deal flow, Dow Jones Private Equity Analyst ranked us 4th in the U.S. for fund formation and investments, and fourteenth for private equity and venture capital transactions. The knowledge and connections gained through this volume of transactions translates to exceptional value and negotiating power for our clients.

With access to our specialty partners with extensive experience in tax, intellectual property, capital markets, leveraged finance, labor and employment, environmental and litigation, we deliver service and solutions on par with the world’s leading firms, but at a better value and structure for the middle market and lower middle markets.

NP Capital Connector®

As a leader in the middle market, we developed the NP Capital Connector® program to source proprietary deal flow and connect companies with investors. NP Capital Connector® has facilitated more than 1,200 introductions to more than 300 companies globally. About half of these opportunities are purely proprietary with average revenue of $35 million and EBITDA of $4 million.

Learn more about NP Capital Connector®.

Who we work with:

  • Private equity and investment funds
  • Pension funds
  • Search funds and independent sponsors
  • Strategic corporate investors
  • Family offices

Representative Experience

Fund Formation

  • Advised numerous sponsors on fund formations involving buy-outs, venture capital, debt/mezzanine, technology, infrastructure, real estate, energy, hedge, fund-of-fund, secondary and other investment strategies (ranging in fund size from $10 million to $1 billion+).
  • Representation of various emerging fund managers on the successful launch of their first-time funds, as well as counseling on various federal and state programs available to assist many of those managers.
  • Representation of multiple groups and individuals in connection with their spin-out from an existing institution and the corresponding startup of their newly restructured fund operations. Multiple representations involving the transition from fund founders to the next generation of leaders in the firm.
  • Counseled the advisory committees and/or specific investors in several investment funds in connection with the transitioning of management from the existing group to a new group (whether as part of “cause,” “no fault” or negotiated circumstances).
  • Acted as U.S. counsel to non-U.S. fund sponsors raising capital from U.S. investors and/or making U.S. investments.
  • Advised numerous pledge and independent sponsors on their structuring and private equity transactions.
  • Served as general counsel for one of the leading fund of funds in the world for more than 25 years. As its general counsel, we represent the client in connection with both the formation of its investment funds and its investments in other funds.
  • Representation of a global private markets investor forming fund-of-funds products and providing services in connection with investments in private equity funds.
  • Representation of a global investment consulting firm in connection with their alternative investment program. The client serves a diverse client base, including nonprofit organizations, foundations and other endowed institutions, as well as corporate, public and jointly trusteed retirement funds. They currently serve 160 retainer clients with combined assets of more than $1 trillion.

Fund Investments and Co-Investments

  • Extensive representation of various investors (including state pension systems, institutional investors, family offices, foundations and fund-of-funds) on their investment in leading investment funds in the U.S. and abroad.
  • Represented a customized funds investment group in connection with more than 300 investments in various private equity funds. In addition, we have represented them as fund counsel in the organization and offering of a number of sponsored private equity funds that are offered to various institutional and high-net-worth investors.
  • Advised multiple limited partners and institutional investors in connection with their fund co-investment transactions.

Fund Secondary Transactions

  • Advised numerous institutional investors on significant fund secondary sale transactions—some of which involved 100+ investment funds and/or exceeded $1 billion+ of commitments.
  • Represented various secondary buyers on their acquisition of limited partnership interests in investments funds.
  • Extensive advice to sponsors and investors on fund secondary auction processes, including bidding, documentation, negotiation, transfer agreements and closing.

Acquisitions and Private Equity Investments

  • Represent multiple sponsors on their acquisitions of companies (in the $10 million to $250 million+ range), many of which are leveraged acquisitions. Wide transactional experience in multiple industries including manufacturing, consumer products, services, food and beverage, technology, health/medical device and energy.
  • Represent sponsors and portfolio companies in connection with their roll-up acquisition strategies.
  • Extensive representations of companies conducting a sale or divestiture of their business (whether stock, asset, merger or other, in both proprietary processes and auction sales).
  • Represent multiple venture capital firms and/or companies on venture capital financings.
  • Advised various sponsors and companies on growth equity investments.
  • Counseling on equity and debt restructurings of portfolio companies, including dividend recapitalizations.
  • Represent individuals or groups in management-led buy-outs of companies.

How Franchising and Licensing Can Be Avenues to Expand Your Fitness Business

Club Industry | November 01, 2018

In the second part of this two-part column, Nixon Peabody attorneys Kristin Jamberdino, Keri McWilliams, and Tarae Howell discuss potential avenues of expansion for fitness studios, including licensing and franchising. Click here to read Part Two.

How to expand your fitness business through brand management and careful investment

Club Industry | October 23, 2018

New York City Complex Commercial Disputes partner Kristin Jamberdino, Washington DC Corporate partner Keri McWilliams and Boston Complex Commercial Disputes associate Tarae Howell co-wrote a two-part contributed article advising boutique fitness entrepreneurs on best practices for expanding their brands. Click here to read Part One.

Best practices in family office structures: Mistakes can cost millions

Financial Poise | July 10, 2018

Chicago Corporate partner Gary Levenstein and Albany Corporate associate Michael Katz contributed this article discussing “the complex financial, tax, legal and managerial dynamics” of family offices.

Cryptocurrency class action lawsuit alleges security violations

Rochester Business Journal | May 11, 2018

Rochester private equity and investment funds partner Jeremy Wolk and Chicago commercial litigation associate Megha Shah authored this column about a recent class action lawsuit brought against cryptocurrency company NANO and its team, and the future implications the decision may have for Blockchain companies.

In Case You Missed It: Hottest Firms and Stories On Law360

Law360 | April 08, 2018

The article “Tax Reform’s Impact on Private Equity,” written by NP attorneys Sean Clancy, Shahzad Malik, Praveen Ayyagari and Brian Mahoney, was one of Law360’s most-clicked items last week.

Tax Reform’s Impact On Private Equity

Law360 | April 03, 2018

Washington DC public company transactions partner Sean Clancy and associate Praveen Ayyagari, Rochester M&A and corporate transactions associate Brian Mahoney and Los Angeles M&A and corporate transactions partner Shahzad Malik contributed this expert analysis column on tax reform’s impact on private equity.

RecoveryPark Could Create 170 Jobs for Detroiters—It Could also Close

Crain’s Detroit Business | March 25, 2018

Nixon Peabody’s Washington DC office is mentioned in this article as one of the firms contracted to secure funds for the continuing operation of RecoveryPark, a Detroit business that provides local produce through urban farming and creates job opportunities for people with barriers to employment.

Castanea Backs Yasso to Meet Market Demand for Better-for-You Greek Yogurt

Mergers & Acquisitions | January 17, 2018

Nixon Peabody is mentioned in this article for advising the Massachusetts-based frozen dessert maker Yasso in its deal with private equity firm Castanea Partners.

Initial Coin Offerings Getting Increased Scrutiny by SEC

Rochester Business Journal | January 12, 2018

Rochester private equity and investment funds partner Jeremy Wolk and Rochester public company transactions associate Brian Becker wrote this column examining SEC issues surrounding ICOs (initial coin offerings).

How nation’s new tax law might affect charitable organizations

Rochester Business Journal | December 15, 2017

Rochester private equity and investment funds partner Jeremy Wolk, M&A and corporate transactions counsel Anita Pelletier and Washington DC M&A and corporate transactions partner Mike Cooney authored this column about the impact of U.S. tax reform on nonprofits.

$8 million fund for “impact investment” to debut in WNY

Buffalo Business First | September 25, 2017

Nixon Peabody is mentioned for advising on the creation of the Western New York Impact Investment Fund. Buffalo private equity and investment funds partner Charley Jacobs was involved in the deal.

S corp or C corp? Decisions pile up when creating a startup

Rochester Business Journal | September 22, 2017

Rochester private equity and investment funds partner Jeremy Wolk authored this column on early-stage legal considerations for entrepreneurs and startups.

Nixon Peabody's on-site incubator a boost for LGBT entrepreneurs

American Lawyer, National Law Journal, Law.com | September 14, 2017

San Francisco office managing partner Tom Gaynor and IP counseling and transactions partner On Lu are quoted in this feature article about the StartOut Growth Lab, an LGBT startup accelerator based in Nixon Peabody’s San Francisco office.

Navy SEALS storm Newfound Lake for military fundraiser

The Union Leader (Manchester, NH) | July 15, 2017

This article is about the inaugural Swim With A Mission fundraiser organized by Private equity and investment funds leader and Manchester partner Phil Taub. The event raised money for various military charities.  Many Nixon Peabody attorneys and staff participated and volunteered at the event.

Changing landscapes

Long Island Business News | July 07, 2017

Long Island health care partner Allan Cohen provides commentary about how emerging food companies can find investors in this article about the changing landscape of food retailers in Long Island.

Law firm lends office space support to new LGBTQ startout lab

San Francisco Chronicle | June 25, 2017

San Francisco M&A and corporate transactions partner Tom Gaynor is quoted throughout this feature about the San Francisco office’s StartOut Growth Lab. The article highlights the program, the reasons behind it, and the collaboration between Nixon Peabody and StartOut.

In first, N.Y.C. law governs business contracts with freelancers

Rochester Business Journal | June 16, 2017

Rochester private equity and investment funds partner Jeremy Wolk authored this column about the “Freelance Isn’t Free” Act, which was passed by the New York City Council and is the country’s first payment protection measure for freelance workers/non-employees.

Attorneys play critical role in startups

Buffalo Law Journal | May 26, 2017

Rochester private equity and investment funds partner Jeremy Wolk is quoted in this article about the critical role attorneys can have on the business team for startup companies.

Handing over the crown

Private Funds Management | May 01, 2017

New York City private equity and investment funds partner Ted Ughetta is quoted throughout this article about succession planning for private equity firms.

Law360 names attys who moved up the firm ranks in Q1

Law360 | April 28, 2017

This article mentions recent leadership promotions at the firm including David Brown, Jared Lusk, Jim Vallee, Graham Beck, Kathleen Ceglarski Burns, Emily Crandall Harlan, Daniel Gibbons, Linda Huber, Ilana Kameros, Haydon Keitner, Darren Miller, Neal Pandozzi, Edward Puerta, Stephen Reil, and Elizabeth Young.

Start Out partners with Nixon Peabody for first-ever diversity-focused law accelerator

Nibletz: The Voice of Startups Everywhere Else | April 26, 2017

San Francisco office managing partner Tom Gaynor is quoted in this article about the new StartOut Growth Lab in Nixon Peabody’s San Francisco office.

Supreme Court decides how far patent laws can reach

Rochester Business Journal | April 21, 2017

Rochester private equity and investment funds partner Jeremy Wolk, Washington DC IP counseling and transactions partner Jeff Costellia and Chicago IP counseling and transactions associate Angelo Christopher co-authored this column about a Supreme Court decision regarding the reach of U.S. patent rights for exported products.

Before acquiring a firm, check its cybersecurity setup

Rochester Business Journal | March 17, 2017

Rochester private equity and investment funds partner Jeremy Wolk and labor and employment associate Jenny Holmes co-authored this column about cybersecurity due diligence.

Kang’s take: How does private equity connect with millennials?

The Wall Street Journal | March 07, 2017

A Nixon Peabody Hot Topics event is mentioned in this article about how private equity firms can unlock the untapped potential of the consumer and retail sector by connecting with millenials and capitalizing on their preferences.

Thomas H. Lee invests in Professional Physical Therapy

The Deal | December 20, 2016

This article is about private equity firm Thomas H. Lee Partners LP ‘s recent investment in Professional Physical Therapy, a provider of physical therapy and rehabilitation services. Long Island health care partner Michele Masucci and associate JoAnna Nicholson are noted as representing Professional Physical Therapy.

Kochs and other Madoff investors are winners in fight over profits held abroad

The New York Times | November 22, 2016

Boston partner and co-leader of the commercial litigation practice Jon Sablone is quoted in this article about a recent ruling in federal bankruptcy court in favor of Madoff fund investors.

Directors’ fiduciary duties come into focus at year-end

Rochester Business Journal | November 11, 2016

Rochester Private Equity & Investment Funds partner Jeremy Wolk and M&A and Corporate Transactions associate Isaac Figueras authored this column about the fiduciary duties of boards of directors at year end.

Cloud Computing Service Details Require Careful Negotiation

Rochester Business Journal | August 19, 2016

Rochester private equity and investment funds partner Jeremy Wolk authored this column that discusses cloud service agreements.

Nixon Peabody lures back lawyer to lead funds practice

Boston Business Journal | June 02, 2016

This article highlights Boston partner and Fund Formation practice group leader Kari Harris’s return to Nixon Peabody.

The dealmaker behind the San Francisco Museum of Modern Art and Fisher Family partnership

Art Daily | May 16, 2016

This article features Nixon Peabody’s role as deal counsel and advisor to San Francisco Museum of Modern Art (SFMOMA) and the Fisher Family to create a first-of-its-kind collaboration between a museum and a collection. Los Angeles partner and Arts & Cultural Institutions leader Thad Stauber led the NP team in this unprecedented agreement with support from Washington, DC, partner Mike Cooney and Los Angeles partner Matt Grazier. SFMOMA opened to the public on May 14, featuring an expansive new addition displaying hundreds of pieces of postwar and contemporary art work from the Fisher Family.

LLCs should carefully choose an incentive compensation plan

Rochester Business Journal | April 15, 2016

Rochester partner Jeff LaBarge and associate Brian Mahoney authored this column in which they explore tax considerations around equity-based compensation plans.

In All Seriousness...Contracts Are Unintentionally Funny & Oddly Bizarre

The Deal | March 15, 2016

Private equity partner and Manchester managing partner Andrew Share authored this piece that recaps a top 15 list of actual contract provisions and contract negotiations that highlight some bad examples of what, no doubt, were well meaning intentions.

Private Fund Regulation in 2015—SEC Levels Up

Law360 | December 18, 2015

Boston partner and deputy chairman of the Private Investment Fund Disputes team Stephen LaRose and Boston associate Kathleen Ceglarski Burns co-authored this article. The piece discusses how the U.S. Securities and Exchange Commission’s focus on private fund advisers has shifted from learning and information gathering to examination and enforcement activity.

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