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Investment Funds Industry Group

Investment Funds Industry Group

LEADERSHIP: Bruce K. Fenton

Pepper is experienced in all areas vital to the success of investment funds, at all stages of the fund life cycle.

Drawing on our lawyers’ varied knowledge and experience in all areas vital to the success of funds, Pepper Hamilton LLP’s Investment Funds Industry Group (IFIG) helps various types of funds navigate the issues that may arise throughout a fund’s life cycle. We advise private equity, venture, real estate, hedge and registered investment funds; investment companies; small business investment companies (SBICs); and investment managers and their respective sponsors, managers, advisors and investors on transactional and legal regulatory issues.

IFIG’s bench of more than 40 lawyers across our offices assists clients in the following areas:

  • Funds services, including fund formation and operation

  • Fund transactions, including acquisitions, investments and financings

  • Fund regulation and regulatory compliance

Our clients receive the most current thinking on market conditions and cutting-edge trends as our IFIG lawyers work seamlessly with other practitioners to address the entire liquidity spectrum, as well as the varying degrees of fund regulatory oversight. We fully understand the interrelationships among these functions, and we work to optimize our clients’ performance across all of them.

Funds Services

IFIG counsels sponsors, managers, advisers, placement agents and investors of funds and pooled investment vehicles worldwide on the complex structuring, operational and regulatory challenges in investment management. We provide assistance with matters including litigation and litigation-prevention planning, technology, energy and environmental regulation, information management, governance, shareholder activism and public securities regulation. Specific areas of practice include fund life cycle counseling, fund formation, fund operations and investments, funds of funds’ unique issues, secondary transactions, successor fund counseling, management infrastructure and establishing employee participation funds.

Fund Transactions

IFIG represents clients in investments and dispositions by investment funds, including structured equity and leveraged buyouts, PIPE transactions, roll-ups and realizations, such as refinancings, recapitalizations, mergers, public offerings and stock or asset sales. Fund clients and recipient companies turn to Pepper for help with investments at myriad stages, including control and minority investments and investments in publicly traded companies.

We handle all types of structured debt and equity investments (common, preferred, pseudo-preferred and debt) and follow-on equity or debt-funded acquisitions, and we provide counsel on best practices for portfolio company governance and operations. We also assist clients with buy-side auction bids and sell-side processes.

IFIG lawyers regularly assist portfolio companies in IPOs, follow-on equity offerings and Rule 144A offerings of debt or convertible preferred stock, often followed by platform add-ons or roll-up acquisitions. And, because many of our securities lawyers represent national, regional and specialty investment banking firms as underwriters’ counsel, we are well positioned to provide advice to private equity clients making use of underwriter services.

Fund Regulation

IFIG represents pooled investment vehicles, including registered investment companies and registered investment advisers, as well as alternative investment funds and investors in alternative products. We regularly counsel on matters involving securities regulation, enforcement and litigation.

Our clients turn to us for assistance with all matters arising under the Investment Company Act of 1940 and the Investment Advisers Act of 1940. We counsel registered investment companies on creating and registering new products as well as marketing and distribution; corporate governance matters; obtaining exemptive, no-action and other relief from regulators; negotiating and structuring investments in financial instruments; and mergers and acquisitions. We assist investment advisers with registration issues, structuring new services, advisory contracts and regulatory compliance procedures.

We are well versed in the regulatory overlay to which IFIG clients are subject, and we help our clients understand how regulation and regulatory compliance bear on their organizations and the operations of alternative investment funds, such as private funds, offshore funds, hedge funds, funds of funds and other unregistered investment products.

IFIG works with our clients to develop compliance programs that can help avoid or mitigate regulatory action. When avoiding such action is impossible, we represent clients in federal, state or multijurisdictional investigations and in actions before FINRA and the SEC. We also defend clients in litigation and arbitration of securities-related claims, including investment management matters.