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Fund Formation

We help managers, sponsors and limited partners of mid-market investment funds to navigate the full scope of the legal challenges they face, from formation and capitalization to operations and acquisition and disposition of fund assets.  We advise players in all asset classes, including private equity, venture capital, real estate, credit, hedge funds, cannabis, and others. With a rapidly expanding international investment fund management practice, we are experienced in helping our clients to form and operate funds with complex structures that meet the needs of both domestic and foreign investors. 

Our attorneys are well versed in all of the regulatory and registration considerations that fund sponsors and managers must take into account, including under the Investment Company Act, the Investment Advisers Act, the Securities Act and other U.S. securities law matters, pay to play, lobbying laws, FCPA and AML compliance, placement agent arrangements, and other broker-dealer activities.  In addition, we understand the complex ways in which regulatory issues intersect with tax considerations, especially for our clients with managers or investors located outside of the United States.  Our attorneys have significant experience advising our multinational investment fund clients in the design and implementation of tax-efficient global finance and trading/distribution structures, and in connection with U.S. and foreign tax audits and controversies.  

VENTURE CAPITAL, CVC, SEED, AND ANGEL FUNDS 

  • Representation of the fund manager in connection with the structuring and formation of Mithril Fund I LP, a $500 million venture capital fund focused on growth equity.   
  • Representation of the Band of Angels Acorn Fund I in connection with its investment fund formation.   
  • Advised Telenor ASA on the formation of F&J Labs and Telenor's investment in F&J Labs/Telenor Co-Invest I, L.P., Co-Invest II L.P., and Co-Invest III, L.P.
  • Represented oil and gas company sponsor on the formation of numerous investment funds with capital commitments of $250 million dollars with taxable and tax-exempt investors. 
  • Representation of Rich Global Ventures, LLC in connection with the formation of its cannabis fund. 
  • Representation of a NYSE-listed company in connection with spin-out of an internally managed venture capital fund. 
  • Representation of a prominent investment management firm in connection with the structuring and formation of over ten new funds, including associated disclosure documentation. 
  • Negotiation of the termination and dissolution of a CVC group for a major telecommunications and media company. 
  • Formation of a growth-stage venture capital fund. $200 million in capital commitments, closed 2019. 
  • Formation of a growth fund sponsored by a technology accelerator for investments in its companies. Capital commitments to-date exceed $50 million, initial closing 2019. 
  • Formation of an early-stage/seed-stage technology fund. Capital commitments to-date exceed $7 million, initial closing 2020. 
  • Formation of a seed-stage fund focused on enterprise startups. Capital commitments exceed $15 million, closed 2020. 
  • Formation of a University alumni-adjacent seed/early-stage fund to invest in startups formed by affiliated alumni. $2.5 million in capital commitments, closed 2020. 
  • Formation of a seed-stage fund focused on enterprise startups. Capital commitments exceed $15 million, closed 2020. 
  • Formation of a limited partnership vehicle for a CVC fund for a multi-state hospital group. 
  • Formation of a technology opportunity fund with $100 million in capital commitments, closed 2020. 
  • Formation of a technology buyout fund. Capital commitments to-date exceed $40 million, initial closing 2019. 
  • Representation of TAS Commerce Fund I in connection with the formation and structuring of its Asia investment fund.  
  • Representation of China Start-up Republic in connection with its investment fund formation  
  • Representation of Menlo Asset-Backed Partners II in connection with its investment fund formation 
  • Representation of Austin Glen Core LLC in connection with its formation and structure of its real estate acquisition fund. 

PRIVATE EQUITY AND HEDGE FUNDS

  • Representation of an investment bank in the formation of two multinational multi-tiered master-feeder hedge fund structures in compliance with the Investment Advisers Act, Investment Company Act, Securities Act, Securities Exchange Act, CFTC rules and other regulatory requirements. 
  • Representing a real estate company sponsors on the formation of an open-ended real estate funds with taxable and tax-exempt investors and foreign investors through leveraged blocker structures. 
  • Representation of a sponsor in the formation of $400 million co-investment fund and acquisition by fund of CSI television franchise. 
  • Representation of Kairos Investment Management Company in the formation of a $300 million  fund to invest in commercial real estate. 
  • Representation of a sponsor in the formation of a $300 million fund, as well as in the formation and offering of securities of a $200 million fund, both formed for the purpose of acquiring entertainment profit participation interests. 
  • Representation of a fund manager in connection with the structuring and formation of a $200 million public equities hedge fund. 
  • Representation of a sponsor in the formation of a $100 million hedge fund investing in publicly traded equities. 
  • Representation of a sponsor in the formation of a $250 million opportunity fund formed for the purpose of acquiring real estate related debt and equity investments. 
  • Representation of a client in the formation of a $100 million fund formed for the purpose of acquiring CMBS bonds. 
  • Represented East Wind Capital, an independent, industry-focused investment banking firm serving the education, media & entertainment, and consumer & retail markets, in the formation of two special purpose investment funds. 
  • Representation of a real estate private equity sponsor in connection with the formation of a $50 million fund focused on multifamily apartments. 
  • Representation of a real estate private equity sponsor in connection with the formation of a $100mm fund focused on multifamily and mixed-use properties located in San Francisco using a Master-Feeder structure to facilitate offshore investors. 
  • Representation of a sponsor in the formation of a $150 million fund formed for the purpose of acquiring medical office buildings throughout the United States. 
  • Representation of a sponsor in the formation of a $50 million fund formed for the purpose of acquiring multi-tenant commercial office and industrial properties in the Western United States. 
  • Representation of a sponsor in the formation of a merchant banking $40 million fund formed for the purpose of investing in small- to medium-sized businesses located in the United States. 
  • Representation of a sponsor in the formation of a $90 million fund formed for the purpose of acquiring and developing ultra-luxury eco-friendly resorts in Panama and Kenya. 
  • Representation of a client in the formation of a $150 million fund formed for the purpose of acquiring medical office buildings throughout the United States. 

ESG AND OZ FUNDS

  • Representation of the sponsor in the formation of a $500 million evergreen fund investing in a  real estate impact fund focused on value-added real estate with a social impact component. 
  • Representation of fund managers on structuring, documentation, and regulatory matters for venture capital funds structured in compliance with the Qualified Opportunity Zone program. 
  • Representation of an investment management firm focused on emerging markets and impact investing in connection with the formation of a new fund. 
  • Representation of Calvert Social Investment Foundation, Inc. on the formation of, and placement of limited partnership interests in, Equity for Impact L.P. and ImpactAssets Funded Guarantee L.P., both Delaware limited partnerships.

Rimon Attorneys With Expertise in Fund Formation Include: