Investment Funds
Jackson Walker’s fund formation and investment management practice is an interdisciplinary team of lawyers offering a comprehensive package of services to private equity fund sponsors and other participants in alternative investment transactions. We represent fund sponsors across the entire spectrum of asset classes, including real estate, private equity, venture, oil and gas, debt, and digital assets.
The group advises firm clients at every stage of the investment fund life cycle, including:
- Fund structuring and formation, including counsel with respect to foreign and domestic tax considerations and ERISA, securities, investment adviser, investment company, broker-dealer, commodity pool operator, and other regulatory matters
- Structuring and documentation of carried interest and other incentive arrangements with fund general partners and principals, as well as related estate planning matters
- Fund capital raising, including the preparation of offering and subscription materials, negotiation of placement agent agreements, negotiation of side letters, and coordination of fund closings
- Fund management, governance, and ongoing regulatory compliance
- Negotiation of fund credit arrangements, including capital commitment-backed subscription line of credit facilities and acquisition financing arrangements
- Deployment of fund capital through portfolio transactions, including counsel with respect to related regulatory, tax, and ERISA considerations
- Secondary market transactions
- Portfolio company spin-offs, initial public offerings, and roll-ups
- Liquidation of portfolio investments and fund winding up and dissolution
Our highly experienced Investment Funds practice group provides legal services to many of the world’s leading institutional investors. We represent institutional investors in the United States and around the globe, including sovereign wealth funds, endowments, insurance companies, public pension plans, financial institutions, foundations and Family Offices.
Typically, transactions range in size from several million to $3 billion including, without limitation, investments in the following:
- Private equity funds
- Venture capital funds
- Energy funds
- Infrastructure funds
- Real estate funds
- Credit, loan and CLO Funds
- Co-investments
- Secondary market transactions
- Pre-IPO private investments
- PIPEs
- Hedge funds
- Long-only funds
- Collective investment funds
- Commodities funds
- Reinsurance funds
- Strategic multi-asset class funds
- Separately managed accounts
- Captive funds / Funds-of-One
- Funds of funds
- Swaps & derivatives
In recent years, our attorneys have worked on thousands of transactions of all types around the globe. As a result, we have extensive knowledge of current and trending key market terms and often assist clients not only with respect to pure legal terms, but also with market checks on commercial terms. In addition, because of our broad client base and focus on institutional investors, we are well-versed in relevant subject matters such as sovereign immunity, confidentiality and the Freedom of Information Act (and similar state public disclosure laws), limitations on the ability to indemnify, fund governance issues, placement agent issues, trust law matters, ERISA matters, and tax matters (e.g., UBTI, ECI and Section 892).
Some of the services we have provided include:
- Conduct client-specific due diligence reviews of onshore and offshore alternative investment offering memoranda, partnership agreements and other governing documents, subscription documents, investment management agreements and other related documents
- Provide advice and counsel with respect to key market economic versus non-market economic terms (e.g., fees, waterfalls, clawback mechanics, limited partner givebacks, performance periods in excess of one year for hedge funds, etc.)
- Provide advice and counsel with respect to risk allocation, governance and conflicts of interest issues, investor specific confidentiality issues (e.g., applicable state FOIA laws), liability issues, and other statutory (e.g., tax, securities, ERISA, etc.) and investment policy-related matters
- Negotiate and draft changes to the alternative investments’ governing documents as well as side letter agreements
- For captive funds and separately managed accounts, assist in structuring the investment and developing the fee models, as well as draft the core governing documents, including investment guidelines and customized management and performance fee arrangements
- Draft and negotiate non-disclosure and purchase and sale agreements for secondary and co-investment transactions
- Provide investor-friendly pre-closing transaction summaries and post-closing deal abstracts
- Assist with most favored nations elections
- Assist with the review and/or drafting of amendments
- Provide advice and counsel with respect to general partner removals and fund term extensions
- Provide advice and counsel with respect to securities law, tax and other related legal issues in connection with alternative investments
Our team is extensively involved with organizations dedicated to the representation of investors in alternative assets, including the Alignment of Interests Association (AOI), the American Bar Association’s Institutional Investor Subcommittee, and the National Association of Public Pension Plan Attorneys (NAPPA).
Rick Dahlson and Cale McDowell Lead Jackson Walker’s Representation of Cypress Growth Capital in Formation of Fund IV
Jackson Walker counseled Cypress Growth Capital on the formation of its fourth royalty-based growth capital fund, which fully closed on May 5, 2021, with approximately $50 million in capital commitments.
Client Results • May 26, 2021
Jackson Walker Assists Geekdom Fund in Forming Sidecar for Cloud Computing Startup
Stephanie Chandler and Daniel Maldonado advised the San Antonio-based venture capital fund in raising about $1.17 million in a sidecar equity funding round for cloud-based software provider MP Cloud Technologies.
Client Results • March 5, 2021
Jackson Walker Advises KEEPS Corporation on Equity Investment by SSM Partners
San Antonio partner Stephanie L. Chandler, who led the Jackson Walker team handling the transaction, said, “We were honored to advise KEEPS on this transaction, which will help them continue their expansion, accelerate their innovation, and invest in sales and marketing.”
Client Results • January 15, 2021
Jackson Walker Represents Zimmer Partners in PIPE Agreement to Fund PG&E Corporation’s Chapter 11 Exit Financing
As PG&E Corporation prepares to emerge out of bankruptcy, Zimmer Partners entered into a definitive investment agreement to purchase $675M of an aggregate $3.25B in common stock of PG&E.
Client Results • June 17, 2020
Jackson Walker Represents Geekdom Fund in Formation of Two Sidecars Which Raised $2.3M
On behalf of the San Antonio-based venture capital fund, Stephanie Chandler and Alexine ZacarĂas Friedman assisted in raising more than $2.3 million in separate sidecar funding rounds related to two cloud-based software providers.
Client Results • November 26, 2019
Jackson Walker Represents Investor Group in Ownership Expansion of Major League Soccer’s Newest Team, Austin FC
A Jackson Walker team represented an investor group including Eddie Margain, Matthew McConaughey, Marius Haas, and Bryan Sheffield in their investment in the Major League Soccer (MLS) expansion club Austin FC.
Client Results • September 12, 2019
Jackson Walker Advises TimeClock Plus in Securing Majority Investment From Providence Equity Partners
TimeClock Plus provides best-in-class technology solutions that help more than 60,000 public and private sector businesses worldwide manage complex timekeeping, employee scheduling, leave management, and other workforce needs.
Client Results • September 4, 2019
Cade Satterfield Leads Corporate Group Advising Trinity Private Equity Group in Falcon Structures Investment
Jackson Walker represented Trinity Private Equity Group in a substantial growth capital investment in Falcon Structures, a manufacturer of container-based structures.
Client Results • March 25, 2019
Chambers and Partners Releases 2025 USA Guide Featuring 79 Jackson Walker Attorneys and 28 Ranked Departments
Jackson Walker is pleased to announce that Chambers and Partners has selected 79 attorneys and 28 departments for inclusion in the 2025 edition of the Global and USA guides. Attorneys were ranked across 29 departments, with 4 attorneys listed among multiple areas, 9 ranked nationwide in their respective areas, and 12 recognized for the first time.
Spotlight • June 5, 2025
Chambers and Partners Releases 2024 USA Guide Featuring 67 Jackson Walker Attorneys and 23 Ranked Departments
Jackson Walker is pleased to announce that Chambers and Partners has selected 67 attorneys and 23 departments for inclusion in the 2024 edition of the Global and USA guides. Attorneys were ranked across 27 departments, with 3 attorneys listed among multiple areas, 8 ranked nationwide in their respective areas, and 15 recognized for the first time.
Spotlight • June 6, 2024
SEC Adopts Sweeping New Private Fund Adviser Rules
By Michael L. Laussade and Graham McCall
On August 23, 2023, the U.S. Securities and Exchange Commission (“SEC”), by a party-line vote of 3-2, adopted new rules applicable to investment advisers to private funds (“Private Fund Advisers”) that address transparency, conflicts of interest and governance mechanisms (“PFA Rules”).
Insights • September 1, 2023
Chambers and Partners Recognizes Jackson Walker Attorneys and Practices in 2023 USA and Global Guides
Jackson Walker is pleased to announce that Chambers and Partners has selected 51 attorneys and 17 departments for inclusion in the 2023 edition of the Global and USA guides. Attorneys recognized in the guides were ranked in 19 practice areas, with 4 attorneys listed among multiple areas and 6 named among the top attorneys nationwide in their respective areas.
Spotlight • June 1, 2023
SEC Staff Confirms: “Net” Performance Required to Be Shown for Case Studies in Investment Adviser Marketing Materials
Even as the November 4, 2022, deadline has come and gone for registered investment advisers to comply with the SEC’s new Marketing Rule, private fund sponsors have continued to grapple with implementing one of the rule’s more consequential requirements.
By W. Graham McCall
Insights • January 23, 2023
Jackson Walker Welcomes Corporate/Investment Funds Partners Lisa Peterson and Graham McCall
Jackson Walker welcomes Lisa Peterson and Graham McCall to the Fort Worth and Dallas practices, respectively. Joining the Corporate & Securities practice, Lisa and Graham serve the transactional and regulatory needs of private equity, alternative investment management, family office, institutional investor, and other corporate clients.
Attorney News • January 13, 2023
Chambers and Partners Recognizes Jackson Walker Attorneys and Practices in 2022 USA and Global Guides
Jackson Walker is pleased to announce that Chambers and Partners has selected 48 attorneys and 16 departments for inclusion in the 2022 edition of the Global and USA guides.
Spotlight • June 1, 2022
DFW Lawyers Fear Proposed SEC Regulations Could Trigger Noncompliance | Dallas Business Journal (Subscription Required)
On January 26, 2022, the U.S. Securities and Exchange Commission (SEC) proposed amendments for its Form PF that would increase reporting requirements for hedge funds and private equity funds. In an interview with Dallas Business Journal, Michael Laussade shared insights on how the proposed amendments could make an already-challenging document more difficult for private investment funds.
Mentions • January 26, 2022
