Negotiating Private Equity Fund Terms: Key Provisions for PE Sponsors and LP Investors and the New ILPA Model Limited Partnership Agreement
Waterfall Provisions, GP Removal Rights, Standard of Care, Carried Interest, Management Fees, MFN Rights
Recording of a 90-minute premium CLE webinar with Q&A
This CLE webinar will examine current trends and hot issues in private equity fund terms and best practices for structuring and negotiating fund documents terms for private equity sponsors and limited partner (LP) investors. The panel discussion will include analysis of the ways in which issues are addressed in the Institutional Limited Partners Association's (ILPA) Model Limited Partnership Agreement relative to market terms often seen in the fund documents of seasoned PE sponsors.
- "No-fault divorce" and termination rights
- General partner standard of care
- Carried interest and clawback mechanisms
- Conflicts and transaction fees
The panel will review these and other key issues:
- What are the LP investor hot button issues in "no-fault divorce" and "for cause" termination rights for the removal of GPs and GP standard of care, fiduciary duties, and indemnification provisions?
- What are the most recent trends concerning carried interest calculations and clawback mechanisms?
- How are PE fund sponsors reacting to increasing SEC and LP investor scrutiny over expense allocation practices?
- What are the current developments in co-investment terms, and how have those terms evolved?
- How are these issues addressed in ILPA’s Model Limited Partnership Agreement?
John J. McDonald
Tremont Street Partners
Mr. McDonald is presently the Managing Partner at Tremont Street Partners, a financial advisory firm based in... | Read More
Mr. McDonald is presently the Managing Partner at Tremont Street Partners, a financial advisory firm based in Greenwich, Connecticut. Before founding Tremont Street Partners, he was Deputy General Counsel at Prospect Capital Management, a private equity firm, and was previously a Partner at Troutman Sanders, an international corporate law firm. At Troutman, Mr. McDonald's legal practice focused on representing private equity sponsors in leveraged buyouts, bolt-on acquisitions, recapitalizations and divestitures and representing strategic buyers and sellers of publicly traded and privately held companies in mergers and acquisitions transactions across a broad range of industries, in both domestic and cross-border transactions. He also represented emerging private equity sponsors in fund formation and fundraising processes and represented limited partner investors in negotiating investments in private equity funds.Close
Michael D. Saarinen
Alston & Bird
Mr. Saarinen is a partner with Alston & Bird’s Investment Management, Trading & Markets Team. He... | Read More
Mr. Saarinen is a partner with Alston & Bird’s Investment Management, Trading & Markets Team. He represents a wide range of private fund sponsors, from small, closely held startup asset management businesses to global financial institutions. Mr. Saarinen advises on the domestic and international aspects of fund development, formation, marketing and operations across many types of funds, including private equity funds, hedge funds, venture capital funds, growth equity funds and other innovative investment products. He also counsels clients on regulatory and compliance issues, compensation arrangements, strategic transactions and governance.Close