Private Investment Funds
Riveles Wahab has extensive experience assisting fund managers navigate the legal and practical challenges of structuring and launching private pooled investment vehicles in the United States and abroad and counseling existing managers in connection with their ongoing compliance, corporate, employment and intellectual property needs. The firm advises sponsors and their principals, investors, institutions, and other participants in connection with a range of hedge, private equity, venture capital, real estate, and incubator funds. Through broad exposure to the industry, we maintain expertise in evolving market standards and provide cutting edge advice on the spectrum of legal issues facing the investment management community. We routinely work with offshore counsel – in jurisdictions including the Cayman Islands, British Virgin Islands and Bermuda – to structure vehicles that enable managers to attract offshore investors and tax-exempt U.S. investors.
We work closely with emerging and established fund managers in a variety of capacities:
- Provide advice regarding business entity selection, whether limited partnership, limited liability company, series LLC, or other form;
- Provide advice as to fund structure, strategy descriptions and parameters, compensation provisions, liquidity provisions, hurdle rates and valuation procedures, and a variety of other fund terms;
- Prepare term sheets, limited partnership operating agreements, private offering memoranda, subscription documentation, and investment advisory contracts;
- Assist in the structuring of sponsor, general partner and investment manager operating agreements in connection with transferability, rights of first refusal, buy-out clauses, performance incentive structures, and the myriad other unique issues facing equity owners of sponsor entities;
- Advise on the use of finders, third party marketers, and broker-dealers in connection with capital raising, and draft and negotiate third party marketing and selling agreements as needed;
- Counsel clients on anti-money laundering requirements and procedures;
- Draft side letter agreements including most favored nation provisions;
- Prepare and submit Form D and state blue sky filings;
- Facilitate introductions to administrators, auditors, brokers, and marketers as needed based on fund size, strategy, and budget;
- Advise on marketing regulations including general solicitation under Rule 506(c) of Regulation D;
- Assist with state and SEC investment adviser registration and commodity pool operator registration with the CFTC/NFA;
- Provide advice as to the domestic and international tax and ERISA issues relating to funds, in consultation with tax counsel if needed;
- Provide counsel in connection with acquisition of private portfolio companies and their ongoing corporate, intellectual property and other needs; and
- Provide clients with ongoing alerts regarding regulatory changes impacting their operations, including but not limited to regulatory compliance updates on cryptocurrencies and other blockchain-based assets.
Riveles Wahab has extensive experience counseling managers in all aspects of fund formation, structuring, and the ongoing compliance requirements of both the United States and offshore jurisdictions. Our attorneys are dedicated to helping clients successfully launch their money management businesses and navigate the rapidly changing regulatory landscape. RW represents a broad spectrum of funds with assets between $1m and $300m, employing strategies that include long/short equity, futures/forex, global macro, complex option spreads, long term value investing, quantitative/statistical arbitrage, volatility arbitrage, fund of funds, tax liens, hybrid hedge/private equity, credit, factoring/cash advance payments, volatility arbitrage, structured notes, and multi-strategy/series LLC.
Private Equity Funds
While private equity and hedge funds share many common characteristics, the illiquid nature of private equity investments necessitates core structural differences between the two types of funds. We have extensive experience forming private equity funds with sophisticated structures and investment strategies ranging from real estate, start-up technology, oil and gas, renewable energy, distressed company, to debt financing. Working with managers, RW develops optimal fund structures, taking into account a variety of considerations including investment objectives, tax considerations, securities laws and cross-border investment issues. Our experience includes negotiating all aspects of fund formation – from fund documentation to strategic GP ownership stakes – as well as continued comprehensive advice to funds.
After launch, the firm also counsels funds in all aspects of their ongoing operations, structuring portfolio investments and acquisitions and counseling portfolio companies in connection with their ongoing corporate and intellectual property needs.
Venture Capital Funds
Riveles Wahab’s immersion in the venture capital landscape allows the firm to provide comprehensive and dedicated counsel to venture capital funds and start-up company incubators. We represent venture funds focused on start-up technology companies in a broad range of niche industries, including robotics, 3D printing, mobile apps, digital marketing, health tech, and artificial intelligence. We are well-equipped to assist funds across these varied industries, and others, in their formation, structuring, and ongoing operations. Our attorneys also provide focused counsel to portfolio companies in all aspects of their capital raising efforts and on matters of corporate governance, commercial contract, employment, intellectual property, technology law and other related practices that are integral to the successful operation of any business.
The legal and regulatory environment surrounding both cryptocurrencies and blockchain-based financial products and services evolves rapidly. The sector involves overlapping investment management, banking, trade, privacy, and tax considerations. Our cryptocurrency practice assists fund managers launching funds in the digital currency field and related blockchain-based assets (such as initial coin offerings or “ICOs”). Riveles Wahab is aware of the importance of customized attention to each manager’s cryptocurrency strategy. We provide assistance in all aspects of the fund formation process with particular attention to the unusual and challenging aspects of an offering in this new sector.
Incubator Hedge Funds
In order to avoid the costs of launching a full-fledged fund, managers seeking to build marketable track records using their own capital often choose the incubator hedge fund model. RW frequently counsels emerging managers employing a variety of investment strategies. We help managers form incubator funds in a cost-effective manner, structured so as to facilitate the transition to a full-fledged fund.