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Private Equity Funds: Formation and Operation

 
Author(s): Phyllis A Schwartz, Stephanie R. Breslow
Practice Area: Corporate & Securities
Published: May 2009
Supplement Date: Jun 2015
ISBN: 9781402411250
PLI Item #: 19610
Designed to provide you with a comprehensive understanding of how private equity funds work and how they are regulated, Private Equity Funds: Formation and Operation helps you understand the different kinds of funds, including PIPEs, SPACs, mezzanine funds and credit opportunity funds. It discusses the negotiation of terms between fund sponsors and investors, including fund size, the investment program, capital commitments and contributions, distributions, and related documentation.

Private Equity Funds walks you through every decision that has to be made in creating a new fund, including helping you to:
  • Choose the right organizational options for funds and their sponsors
  • Structure and implement ownership and compensation arrangements that work best for each fund
  • Hire and retain the best fund talent 
  • Qualify for the Securities Act’s private placement exemption, the IAA’s exclusion from registration as an investment adviser, and other exemptive relief

Written by expert private equity fund specialists from Schulte Roth & Zabel LLP, Private Equity Funds enables you to:

  • Structure beneficial seed capital transactions with strategic investors
  • Accrue the benefit of allowing principals and employees to participate in the income streams as equity owners or profit-sharing participants in a fund sponsor’s management entities
  • Avoid potential liability as a result of developing an excessively specific investment program as a fund manager 

Packed with sample agreements and opinion letters, Private Equity Funds ensures that you capitalize on opportunities while staying clear of costly trouble


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Stephanie R. Breslow a partner at Schulte Roth & Zabel LLP in New York City. Her practice focuses on the formation and operation of alternative investment funds (hedge, private equity and hybrid), regulatory issues affecting broker-dealers and investment managers, seed capital investing in fund managers, and the acquisition of interests in investment management businesses. Ms. Breslow is on the board of directors of 100 Women in Hedge Funds, a founding member of the New York Private Investment Fund Forum, and has served on the New York City Bar Association’s Corporate Law Committee and Committee on the Revised Uniform Partnership Act as chair of the Association’s Subcommittee on Business Trusts. She is listed in The International Who’s Who of Business Lawyers, Chambers Global – The World’s Leading Lawyers and IFLR’s Guide to the Word’s Leading Investment Funds Lawyers. She received her J.D. from Columbia University School of Law and her B.A. from Harvard University.


Phyllis Schwartz is a partner at Schulte Roth & Zabel, where she focuses her practice on the structuring, formation and operation of private equity funds, including buyout funds, venture capital funds, mezzanine funds, distressed funds and real estate funds. She represents both fund sponsors and investors in her practice. In addition to assisting fund sponsors with their internal management arrangements, succession planning and the creation of internal investment and co-investment vehicles, she has extensive experience with institutional investors and regularly advises clients on market terms of investment funds. Phyllis also advises private equity funds in connection with their investments in, and disposition of, portfolio companies and the establishment of capital call credit lines. 

Phyllis is recognized as a leading practitioner in her field by numerous independent publications, including The Legal 500 United States, The Best Lawyers in America, Who’s Who Legal: The International Who’s Who of Private Funds Lawyers, New York Super Lawyers, Expert Guide to the World’s Leading Banking, Finance and Transactional Law Lawyers (Investment Funds, Private Equity) and Expert Guide to the World’s Leading Women in Business Law (Investment Funds). A member of New York’s Private Investment Fund Forum, Phyllis frequently shares her insights on effective fund formation strategies at industry conferences and seminars. She recently discussed legal developments affecting employers, issues related to fund restructuring, regulatory and compliance concerns for co-investments, and other ethics issues for private equity fund managers. Phyllis is also the co-author of Private Equity Funds: Formation and Operation (Practising Law Institute), which is considered the leading treatise on the subject, and she contributed to Fund Formation and Incentives Report (SRZ in association with Private Equity International) as well as a chapter on “Advisers to Private Equity Funds — Practical Compliance Considerations” to Mutual Funds and Exchange Traded Funds Regulation, Volume 2 (Practising Law Institute). She was recently featured in Private Funds Management’s spotlight article “Ringing the Changes.” Phyllis received her J.D. from Columbia University School of Law and her A.B. from Smith College.