Investment Adviser & Alternative Funds

Our lawyers function as an interdisciplinary team, drawing on the Firm’s bench strength in areas such as corporate, securities, tax, ERISA, litigation and intellectual property to provide business-oriented advice and solutions for our clients.

Investment Adviser

Locke Lord strives to add real value to the businesses of our investment management clients by combining representation of both local money managers and investment management subsidiaries of leaders in the insurance and financial services industries. In addition, we advise pension plan sponsors, charitable foundations and independent mutual fund directors in connection with investment adviser and investment company concerns.

Locke Lord has substantial experience representing clients in sophisticated private placement and similar transactions. We are well positioned to assist investment advisers, investment companies and hedge funds in the purchase of complex privately offered instruments.

We help our clients:

• Deal with day-to-day regulatory and compliance concerns affecting investment funds, federally covered investment advisers and state registered investment advisers
• Organize private investment companies, hedge funds and mutual funds, and sell interests in those funds
• Negotiate and draft investment management, sub-advisory, repurchase and secured lending agreements
• Address matters associated with acquiring and selling investment advisers, including protecting accounts and retaining representatives
• Deal with federal and state registration and compliance matters, including Securities and Exchange Commission audits and examinations, advertising, soft dollar issues and management of ERISA accounts

Fund Formation

Locke Lord lawyers have been involved in the formation of, and investment in, a variety of alternative investment funds dating back to the 1970s. Our experience ranges from the representation of first-time or experienced general partners raising funds to reviewing and negotiating dozens of fund partnership agreements on behalf of institutional limited partners.

We represent various kinds of funds, including:

• Buy-out funds
• Growth capital funds
• Venture funds
• Seed or angel capital funds
• Energy funds
• Real estate funds
• Hedge funds
• Infrastructure funds
• Private equity funds
• Commodity and futures funds

We also represent funds that invest in “bank” debt, mezzanine and second-lien debt, distressed debt or hybrid securities and funds-of-funds.

Our lawyers have been involved in the full range of external issues affecting alternative investment funds, regardless of asset class, including:

• Formation, administration and investment issues
• Analyzing market trends, issues and strategies
• Developing appropriate U.S. and cross-border fund structures
• Securities law consulting (including insider trading)
• Preparing appropriate offering materials
• Negotiating with potential investors
• Preparing partnership, LLC and other appropriate agreements
• Closing the fund

In addition, we provide guidance to our fund clients on such complex issues as clawbacks, restructurings, reductions in fund size, liquidations, FOIA, investor defaults and litigation.

We advise our fund clients on a wide range of internal issues as well, including designing and implementing appropriate compensation and vesting arrangements (and handling the complex securities and tax issues these arrangements present), addressing management and control issues, designing and implementing appropriate structures to allow investment professionals to use management fees to fund capital commitment obligations and advising fund managers on complex General Partner separation issues.