Structuring Direct Lending Funds: New Public Market Products and Traditional Private Structures
Important Market Developments for New Public Products; Recurring Structuring, Regulatory and Valuation Considerations
Note: CPE credit is not offered on this program
A live 90-minute premium CLE video webinar with interactive Q&A
This CLE course will examine issues associated with the formation and operation of direct lending funds, including those organized to lend to small and medium-sized businesses, certain real estate developers, and other real estate market participants.
Outline
- Comparing open to closed-end structures, including the following key considerations: liquidity and valuation
- Avoiding liquidity mismatches
- Frequency of withdrawal periods
- Length of notice periods
- Gates
- More current strategies
- Length of payout periods
- Novel payout calculations (e.g., disassociate from NAV?)
- Commonly used structures/strategies for U.S. federal income tax issues
- Recurring regulatory issues unique to direct lending funds
- Conflicts
- Investment Advisers Act Section 206: principal transactions
- Conflicts among typical affiliates
- Credit funds: originator, servicer, principal investment vehicles
- RE related
- Balancing Securities Act/private placement requirements with marketing for business of the fund
- Conflicts
Benefits
The panel will review the following key issues, among other matters:
- Comparing open to closed-end structures, including liquidity and valuation
- U.S. federal income tax issues posed by direct lending funds and strategies for addressing them
- Recurring regulatory issues unique to the direct lending funds
- Ramifications of a higher interest rate environment
Faculty
Steven Huttler
Partner
Kilpatrick Townsend & Stockton
Mr. Huttler has extensive experience in corporate, finance, investment fund, securities, and family office... | Read More
Mr. Huttler has extensive experience in corporate, finance, investment fund, securities, and family office matters, including the representation of U.S. and foreign investment funds, large corporate issuers, underwriters and family offices, in various registered public and private offerings of debt and equity securities totaling in excess of $15 billion. In recent years, he has served as corporate counsel to many private investment funds and partnerships, including those based in the U.S. and in offshore jurisdictions, such as the Cayman Islands, Bermuda, the British Virgin Islands, Ireland, Luxembourg, Isle of Man, Jersey, Guernsey, Cyprus, Mauritius, United Kingdom, Austria, Russia, India, and Gibraltar. Mr. Huttler's legal practice has exposed him to a variety of fund clients, from large mutual funds to sophisticated offshore funds to small start-up hedge funds and financial industry entrepreneurs. His practice has included the structuring and establishment of start-up funds and managed accounts; advising management companies and fund managers on compensation structures; the restructuring and reorganization of such funds; structuring and advising on fund trades; and a range of sophisticated transactional work for such funds (including PE and VC transactions).
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Holli Heiles Pandol
Senior Policy Counsel
Carta
Prior to joining Carta, Ms. Pandol served as a Senior Advisor and Director of Legislative and Intergovernmental Affairs... | Read More
Prior to joining Carta, Ms. Pandol served as a Senior Advisor and Director of Legislative and Intergovernmental Affairs at the U.S. Securities and Exchange Commission under former Chairman Jay Clayton. In this role, she served as the primary liaison between the agency and Congress and federal financial agencies and advised Commission leadership on legislative strategy and policy matters. Before joining the SEC, Ms. Pandol helped shape financial and capital markets policy on Capitol Hill for nearly six years, serving in a number of senior roles including Capital Markets Counsel to the House Financial Services Committee and as a senior advisor and counsel to Reps. French Hill and Tim Griffin.
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Jeffrey T. Skinner
Partner, Investment Management Team Leader
Kilpatrick Townsend & Stockton
Mr. Skinner focuses his practice on investments, investment funds, and investment advisers. He has extensive experience... | Read More
Mr. Skinner focuses his practice on investments, investment funds, and investment advisers. He has extensive experience assisting clients with making investments, obtaining investors, and navigating the complex securities and other laws surrounding investing. Mr. Skinner regularly counsels clients about their business goals, needs, and legal challenges. He assists clients with navigating regulatory issues and requirements, entering into joint arrangements with commercial and investment partners, and closing business investments. Mr. Skinner uses his experience to work with entrepreneurs, established and growing companies, and individual and institutional investors to help them succeed with their investments, businesses, and related ventures.
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