Fund Formation
Our lawyers have extensive experience in forming private equity funds, many with sophisticated structures attracting multi-billion dollar commitments. Acting as “outside counsel” to the sponsors and managers of these funds, Cleary Gottlieb develops optimal fund structures, taking into account investment objectives, tax considerations, securities laws and cross-border investment issues. Our leading experience includes negotiating all aspects of fund formation – from fund documentation to strategic GP ownership stakes – as well as continued comprehensive advice to funds. We have assisted sponsors of, and investors in, private funds pursuing numerous investment strategies, including buyout, distressed debt, infrastructure, international and regional funds, venture capital, hedge funds and funds of funds.
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Selected Recent Representations Include:
- TPG Capital in the formation and structuring of TPG Specialty Lending, a business development company focused on loan origination to middle-market companies.
- TPG Capital in its partnership with the governments of Shanghai and Chongqing to raise and manage funds denominated in Chinese currency.
- Credit Suisse in the formation and structuring of a $1 billion Emerging Market Credit Opportunity Fund, including a substantial investment by Credit Suisse.
- J.P. Morgan in the formation of LC Asia Private Investors and LC Asia Private Investors Offshore, which were formed to invest in L Capital Asia, an Asia-focused private equity fund.
- EMSO Partners (a subsidiary of Citigroup) in connection with the formation of EMSO Tulip, a hedge fund focused on emerging markets.
- Helios Investment Partners in the formation of Helios Investors II, a private equity fund focused on opportunities in Africa.
- KKR in the formation of KKR China Growth Fund, a private equity fund focused on growth investments in Greater China.
Leading firm in private equity fund formation
Chambers Global and Chambers USA (2004-2009)
"Recommended" firm for fund formation
Global Counsel Handbook for Private Equity (2007/2008 edition)
"Highly Recommended" for Private Equity in France and New York
PLC Which Lawyer? Yearbook (2007)
“This highly regarded US firm is frequently enlisted as counsel for special projects, including the restructuring of private equity funds.”
Chambers Global (2011)
“Fund managers report that Cleary Gottlieb ‘is on top of its game — it is staffed with smart lawyers who are completely client-oriented.’”
Commentators say the firm is ‘at the top of its game – its approach is really client-oriented and intelligent.’ Others remarked that they felt able to ask the team ‘thorny questions – anything from acquisition to tax issues and ERISA.’”
Chambers Global (2009)
Commentators remark that this is a ‘truly global law firm with a solid understanding of how to handle large cross-border fund work.’”
Chambers Global (2008)
“Commentators across the sector remarked that the firm is ‘at the top of its game - very client-oriented and very intelligent.’ ... Faith in the team is derived from the lawyers’ ability to ‘take not overly formalistic legal positions and to make sense from a commercial perspective.’”
Chambers USA (2008)
“Clients seek the firm’s advice at every stage of the fund process.”
Chambers Asia (2008)
“Clients rate the ‘quality work’ produced by [the] firm’s fund formation team and its cohesion with the buyouts group.”
Chambers USA (2007)