Private Equity & Investment Funds

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.