Buchalter’s Private Funds practice advises sponsors, managers and investors on fund formation, fundraising and the ongoing business of private capital. We support private equity, venture capital, private credit, real estate and other alternative investment strategies, from an initial fund launch through successive funds and strategic transactions.
Working hand in hand with Buchalter’s Investment Management practice and its Private Equity and Venture Capital transactional attorneys, we connect fund structuring and investor negotiations with regulatory counsel and the transactions that put capital to work.
What We Do
Fund Formation and Fundraising
Structuring domestic and offshore funds; preparing partnership and operating agreements, offering memoranda and subscription documents; and negotiating with anchor and other investors. We address fund economics, governance, investment parameters and side letters, including most favored nation provisions, with attention to how the terms will work throughout the fund’s life.
Co-Investments and Customized Vehicles
Developing co-investment vehicles, special purpose vehicles, parallel and feeder funds, separately managed accounts, funds of one and joint ventures. We tailor the structure to the proposed investments and the commercial, tax and regulatory considerations of participating investors, coordinating with foreign counsel where appropriate.
Secondaries and Strategic Transactions
Advising on transfers of fund interests, continuation vehicles, fund restructurings and other liquidity transactions. In collaboration with Buchalter’s transactional attorneys, we also assist with investments in fund sponsors, management company acquisitions and changes in ownership or control.
Sponsor and Manage Company Arrangements
Establishing general partner and management entities and advising on ownership, decision-making, carried interest, sponsor commitments and employee participation. We assist with team spinouts, seed arrangements, partner admissions and departures, and succession planning as a manager’s business grows.
Ongoing Fund Operations
Counseling on investor admissions and transfers, fund amendments, capital calls and distributions, investment restrictions, conflicts and advisory committee matters. We help managers interpret and apply their fund documents, address investor requests and plan for extensions, successor funds and wind-downs.
Investor Representation
Advising institutional investors, family offices and other investors on commitments to private funds, co-investments and customized investment arrangements. We review fund structures and terms, negotiate side letters and help clients evaluate governance, economic and liquidity provisions in the context of their investment objectives.
Working Across Buchalter
Fund terms, adviser obligations and portfolio transactions influence one another. Our Private Funds lawyers work closely with Buchalter’s Investment Management practice and the firm’s Private Equity and Venture Capital transactional attorneys to address those connections from the outset.
Investment Management
Together, we advise on the regulatory framework governing funds and their managers, including investment adviser registration and exemptions, private offering requirements, marketing and disclosure, compliance policies, conflicts of interest and regulatory examinations. This collaboration helps clients maintain consistency between their fund documents, investor commitments and day-to-day practices.
Explore Investment Management
Private Equity and Venture Capital
We coordinate with the firm’s transactional attorneys on acquisitions, venture and growth financings, portfolio company matters, recapitalizations and exits. That coordination brings fund restrictions, co-investment rights, allocation questions and sponsor economics into the transaction process, helping clients address issues that affect both the fund and its underlying investments.
Explore Private Equity and Venture Capital
Fund Finance and Other Supporting Practices
Our clients can draw on Buchalter’s Fund Finance attorneys for subscription lines, NAV facilities and financing for management companies and related entities. Tax, ERISA, real estate, employment and other colleagues join the team as the matter requires, connecting advice about the fund with the needs of its manager and investments.
Explore Fund Finance
We approach each engagement with direct partner involvement, clear communication and attention to the client’s timetable and budget. Our goal is a lasting relationship that supports the next fundraise and the investment business being built around it.