Private Investment
Funds
Orrick, Herrington & Sutcliffe LLP has a leading private investment fund practice covering virtually every type of fund, including buyout funds, venture capital funds, mezzanine funds, funds-of-funds, co-investment funds, real estate opportunity funds, hedge funds, exchange funds, and restructuring funds. We represent sponsors of funds in both fund formation and investment as well as major investors in private investment funds. Since 2004, Private Equity Analyst has ranked Orrick among the top ten most active U.S. law firms in this field. In addition, Private Equity International's readers voted Orrick the top ongoing fund formation practice in North America in 2004.
Representation of Investors
We have represented lead investors in private equity funds since 1987 when we assisted the New York State Common Retirement Fund (CRF) in making one of its first "alternative" investments. We currently represent a significant number of the largest and most active investors in a broad range of private investment funds (based on dollar commitments).
Our representation of these clients has included not only analyzing and negotiating fund documentation, but also working on special assignments such as assisting in the launch of their hedge fund programs, forming "captive" funds-of-funds and co-investment funds and structuring the equity component of complex "warehouse" financing facilities. We also represent many of these clients in their direct equity and debt investments. The following are some of our recent notable representations:
- Connecticut General Life Insurance Company (CIGNA) in connection with its investments in mezzanine funds, LBO funds and co-investments.
- Mizuho Bank, a Japanese bank, in connection with its private equity fund investments and investments in CDO products based on a private equity hybrid model.
- Ohio Public Employees Retirement System (OPERS) ,a public plan, in connection with its investments in private investment funds, including hedge funds.
- Oregon Public Employees Retirement Fund (OPERF) , a public plan and one of the most active investors in this asset class, in pooled and customized private equity funds and real estate opportunity funds, as well as the formation of its first captive co-investment fund.
- Swiss National Accident Insurance Fund (SUVA) , a public disability plan, regarding its investments in some of the leading private equity funds and hedge funds in Europe and the United States.
- Washington State Investment Board (Washington State) , a very active public plan investor in private equity, in connection with its private fund investments and secondary market purchases, as well as the formation of its first captive co-investment fund.
Representation of Fund Sponsors
Orrick has developed an impressive global practice representing boutique and institutional private investment fund sponsors. Orrick has extensive experience structuring private investment funds and families of funds, in U.S. and non-U.S. partnerships and limited liability companies, for both sponsors and placement agents. Our practice regularly includes the formation and counseling of hedge funds, private equity funds and funds-of-funds, with various investment objectives and focuses. We are well-versed in the numerous U.S. state and federal laws and regulations regarding the formation and operation of private investment funds, including the Investment Company and Investment Advisers Acts of 1940, the Securities Exchange Act of 1934, the Securities Act of 1933, ERISA and relevant tax laws.
We have formed funds and provided investment fund regulatory advice for a variety of sponsors, both boutique and international, represented many of these sponsors in their investment activities, and assisted fund principals with regulatory, securities, tax and ERISA compliance. A significant number of the funds we have formed have involved debt enhancement features, including funds involving investment by Overseas Private Investment Corporation.
We currently are working on a broad range of funds, including those focused on particular geographic regions and sectors of the economy. Recent select engagements include the following:
- ARCap REIT, Inc. as sponsor of CDO products based on a private equity model involving mortgage-backed securities.
- Asia Investments Partners as sponsor of private equity funds focused in Japan.
- BlackRock Realty Advisors, Inc. one of the largest publicly traded investment management firms in the United States, in the formation of its $200 million real estate fund.
- Citigroup Alternative Investments Inc. as the sponsor of hedge funds and other components of its alternative investment program.
- CPC Resources, Inc. as the sponsor of real estate opportunity funds targeting investments in low- and middle-income housing markets and in connection with its investments.
- Crédit Lyonnais S.A. in connection with its formation of private equity mezzanine funds, including MezzAsia Capital, L.P.
- Credit Suisse as the sponsor of a range of private equity funds, including pooled and customized funds-of-funds.
- Criterion Capital Management, LLC as the sponsor of a hedge fund focused primarily on emerging growth companies within the technology sector.
- Investure as the sponsor of a private equity fund-of-funds and hedge fund-of-funds and in connection with their investments.
- LW Asset Management as sponsor of emerging market hedge funds.
- Matlin Patterson Asset Management, one of the largest distressed asset funds in the world, in connection with its investments.
- McMorgan & Co. , a subsidiary of New York Life Insurance Company, as the sponsor of McMorgan Institutional Real Estate Fund I, LLC, a $300 million real estate fund focusing on commercial and residential real estate, equities and mortgage loans throughout the United States.
- Passport Capital as sponsor of U.S. and non-U.S. hedge funds.
- Soros Asset Management in connection with its global trading and investment strategies.
- Société Générale as sponsor of U.S. and non-U.S. hedge funds.
The following are recent engagements involving fund sponsors and investors in funds represented by Orrick lawyers, as well as funds in which such investors have participated:
- Absolute Alpha Fund Limited
- AEA Mezzanine (Unleveraged) Fund
- Albion Investors
- Appaloosa Investment Limited Partnership I
- AQR Global Asset Allocation Fund
- ARCap REIT, Inc.
- ArcLight Energy Partners Fund III, L.P.
- Aurelius Capital International, Ltd.
- Auriga International Limited
- Bridgewater Pure Alpha Fund II
- BC European Capital
- Berkshire Fund VII, L.P.
- Caledonia Asset Management
- California Public Employees' Retirement System (CalPERS)
- Carlyle Venture Funds
- Castlerigg Master Investments
- CDH China Fund III, L.P.
- Chengwei Ventures Evergreen
- Cheyne Special Situations Fund Inc.
- Church Tavern Market Opportunities Fund
- Citigroup Alternative Investments, Inc.
- Commonfund Capital International Partners VI, LP
- Commonfund Capital Private Equity Partners VII, LP
- Common Sense Offshore
- Common Sense Partners
- Connecticut General Life Insurance Company
- Convexity Capital Offshore, L.P.
- Credit Suisse Alternative Investments
- Credit Suisse International
- Criterion Capital Partners
- CSFB Strategic Partners
- Diamond Castle Partners
- Dillon Read Financial Products U.S. Fund, L.P.
- Drawbridge Long Dated Value Fund
- Deutsche Bank
- Dynamic Credit Partners
- Essex Woodlands
- Endeavor Capital
- Exis Holdings
- Farallon Capital Offshore Investors
- Fortress Investment
- Francisco Partners
- FRM Investment Management Limited
- GI Partners
- Gold Arrow Global Mining Fund
- Goldman, Sachs & Co.
- Gotham Select Option Fund II LP
- Graham Global Investment (BVI)
- Green Equity Investors
- HBK Investments
- Hellman Friedman
- Highbridge Capital Corporation
- Highland Capital Management
- HSBC Private Equity (Asia) Funds
- Hudson River Fund
- India Asset Recovery Fund L.P.
- Investor AB/Investor Asia
- Investure Alternative Fund, Ltd.
- Investure Hybrid Fund, LP
- Investure Opportunity Fund LP
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- Investure Private Partners III, L.P.
- JC Flowers II L.P.
- JPMorgan Chase & Co.
- KKR
- KSL Capital Partners
- Lansdowne European Strategic Equity Fund
- Landmark Equity Partners
- Lazard Korea Corporate Governance Fund, PLC
- Life Insurance Company of North America
- Lone Piñon
- Lotus China Fund II, L.P.
- Lyon Capital
- Madrona Venture Fund III, L.P.
- Mill Road Capital, L.P.
- Mizuho Bank
- Museum of Modern Art
- New York State Common Retirement Fund (CRF)
- One East Duration International, Ltd.
- One East Partners International, Ltd.
- Oregon Graduate Institute of Science & Technology
- Ospraie Special Opportunities (Offshore) Ltd.
- Overseas Private Investment Corporation (OPIC)
- OZ Master Fund
- PALIO Capital Management
- Palomon European Capital
- Paloma Securities
- Palomino Fund Ltd.
- PAMA Group (formerly Prudential Asia)
- Partners Group
- Passport Capital
- PlusFunds Group Inc.
- Protégé Partners
- Providence Equity
- Quantum Partners LDC
- Rice Sangalis
- RREEF
- SAC Capital Advisors
- Santa Barbara Market Neutral Fund (Bahamas)
- SEI Offshore Opportunity Fund II Ltd.
- Simon Asia
- Stone Castle Partners
- Soros Asset Management
- SunAmerica Senior Floating Rate Fund Inc.
- Sun Capital Partners V, L.P.
- Swiss National Accident Insurance Institution (SUVA)
- Symphony Asset Management
- Tremblant Partners
- UBS Global Equity Arbitrage
- UOB IL&FS India Opportunities Fund Limited
- Ventizz Capital
- Versant Capital Management
- Viant Asset Management
- Victus Capital
- Vision Investment Management
- Walden International Investment Group
- Warburg Pincus
- Watershed Capital
- Welch Entrepreneurial Fund
- Windjammer Senior Equity Fund
- WLR Recovery Fund
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Hedge Funds Representation
Orrick, Herrington & Sutcliffe LLP has a significant practice representing sponsors of global hedge funds as well as alternative pooled investment funds with various hedging investment strategies. Orrick also specializes in "seed" investor arrangements, managed account arrangements, joint venture structures, and other complex investment structures, and in forming hedge funds in virtually every major tax jurisdiction in the world. Orrick lawyers are experts in the numerous non-U.S. and U.S. local, state and federal laws and regulations regarding the formation and operation of hedge funds including the Investment Company Act and Investment Advisers Act of 1940, the Securities Exchange Act of 1934, the Securities Act of 1933, the Commodities Exchange Act, broker dealer rules and regulations, ERISA and relevant global tax laws. |
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