This CLE webinar will discuss the key features and additions of the Angel Capital Association's (ACA) new Model Convertible Promissory Note (Model Note). The panel will engage in a mock negotiation highlighting the Model Note's usefulness in practice and provide guidance on when alternative provisio... Read More

This CLE course will analyze various alternatives to structure waterfall provisions in private equity funds, carried interest, and related clawback and allocation provisions. The program will also examine the tax implications of such provisions. Read More

This CLE webinar will discuss the rapidly growing and evolving market for net asset value (NAV) credit facilities. The panel will examine the typical structure of NAV facilities and will review the advantages and disadvantages of NAV facilities for both lenders and borrowers. Read More

This CLE webinar will discuss the new Hart-Scott-Rodino (HSR) premerger notification requirements and their implications on private equity firms and sponsors. The panel will review the expanded data and disclosure requirements including disclosures of minority equity holders and certain limited part... Read More

This CLE webinar will explore the use of side letters in venture capital financing transactions. The panel will discuss the role side letters play in venture capital financing, how these letters operate functionally, drafting and negotiating considerations, rights that are typically included or requ... Read More

This CLE course will examine current trends and hot issues in private equity fund terms and best practices for structuring and negotiating fund document terms for private equity sponsors and limited partner (LP) investors. Read More

This CLE webinar will explore the evolution and recent growth of evergreen fund structures in private markets. The panel will discuss the various structuring options for evergreen funds and how they compare to traditional closed-end funds, the strategic advantages that make evergreen funds an attrac... Read More

This CLE course will provide fund counsel with the tools for structuring blocker corporation investments by investment funds, in particular private equity and venture capital (PEVC) funds, in a manner that seeks to address the various tax sensitivities of PEVC fund investors. Read More

This CLE webinar will explore the evolution and growth of general partner (GP)-led liquidity solutions and the benefits these structures provide for both limited partners and financial sponsors alike. The panel will discuss liquidity strategies at the fund level and portfolio company level, managing... Read More

This CLE webinar will discuss the structuring of equity-based incentives in companies that have private equity investment. The panel will discuss design considerations and standard features of equity and equity-based compensation programs, including vesting and forfeiture, distributions, restrictive... Read More

This CLE course will provide corporate counsel with a framework for adopting deadlock-breaking mechanisms in limited liability company (LLC) operating agreements and potential state law consequences when no such arrangements are in place. The panel will also discuss arbitration and mediation provisi... Read More

This CLE webinar will discuss the recent and much anticipated release of new guidance by the Institutional Limited Partners Association (ILPA) regarding the use of net asset value (NAV)-based financing in private equity strategies. The panel will review the background and general parameters regardin... Read More

This CLE webinar will discuss the use of a simple agreement for future equity (SAFE) in early-stage financings for startup companies. The panel will discuss how SAFEs have fundamentally changed the speed and simplicity of early-stage fundraising. The panel will also discuss how the SAFE has evolved... Read More

This CLE webinar will discuss the recent vacation of the SEC's Private Fund Adviser Rules by the U.S. Court of Appeals for the Fifth Circuit. The panel will provide an overview of the Fifth Circuit's decision, examine the impact this decision will have on the private funds industry, and provide guid... Read More

This CLE course will discuss legal issues attendant with advising family offices established by high net worth individuals and families. The program will discuss the Investment Advisers Act, employment and executive compensation, and U.S. and foreign income tax issues. Read More

This CLE course will discuss the crucial structural considerations and legal complexities of forming, launching, and operating a private real estate fund. The program will review how recent regulatory developments impact fund managers and investors regarding fees and expenses, co-investments, and co... Read More

This CLE webinar will provide an overview of the Corporate Transparency Act (CTA) and its requirements as they relate to private funds and their sponsors and investment managers. The panel will discuss the CTA's beneficial ownership information (BOI) reporting requirements, what entities are require... Read More

This CLE webinar will address the proposed regulations implementing President Biden's Executive Order on Addressing United States Investments in Certain National Security Technologies and Products in Countries of Concern (the EO). The panel will review the proposed new regulations issued by the U.S.... Read More

This CLE course will examine the impact of the Foreign Investment Risk Review Modernization Act (FIRRMA) on private investment funds. The panel will discuss the regulatory hurdles and filing requirements associated with CFIUS review, and how best to structure foreign investments in private equity an... Read More

This CLE course will discuss the exemption provisions of the Investment Adviser Act, Securities Act, Exchange Act, and Investment Company Act that are relevant to private equity, venture capital, and hedge funds. The program will provide an in-depth analysis of each of the exemption requirements, as... Read More

This CLE course will provide founders and corporate finance counsel with guidance on structuring convertible note financings for seed-stage and other emerging companies. The panel will discuss customary and market terms of convertible notes, including conversion triggers and "sweeteners" such as dis... Read More

This CLE course will discuss the rise of real estate general partner (GP) private equity funds and critical legal issues implicated by them. The program will analyze key deal terms of GP funds and provide insights and perspectives into opportunities and risks for both sponsors and investors. Read More

This CLE course will guide counsel on how to structure and document the secondary purchase and sale of a partnership or LLC interest in an investment fund. The panel will discuss letters of intent, due diligence of fund interests, legal issues in a purchase and sale agreement, legal issues in fund t... Read More

This CLE course will discuss structuring, negotiating, and documenting venture capital investments from term sheet to closing. The panel will also discuss recent changes to the National Venture Capital Association (NVCA) Agreements and the extent to which model provisions may deviate from what is co... Read More

This CLE course will prepare counsel representing private equity funds and private equity professionals to meet the challenges under ERISA that apply to fund managers who are responsible for investing the assets of a fund that holds ERISA plan assets. The panel will particularly focus on the duty to... Read More

This CLE webinar will explore the current state of the venture debt market and how businesses can tap into venture debt for growth and revenue while minimizing equity dilution. Read More

This CLE course will analyze down-round financings from the vantage point of the company and its investors. The panel will discuss the implications of a down round for employees and existing stockholders, board fiduciary and process issues, and technical and structuring considerations. Read More

This CLE course will examine the critical steps in the formation and operation of a private equity fund and identify the most significant private equity fund formation trends from a capital raising, SEC regulatory, and tax standpoint. Read More

This CLE course will provide fund counsel with the tools for structuring blocker corporation investments by investment funds, in particular private equity and venture capital funds (PEVC funds), in a manner that seeks to address the various tax sensitivities of PEVC fund investors. Read More

This CLE program will review legal developments in co-investments for private equity, investment structures, and key deal terms. The panel will provide insights and perspectives into opportunities and risks for both sponsors and investors. Read More

This CLE webinar will discuss how AI has transformed traditional investment practices and reshaped the way private equity (PE) firms navigate the complex financial landscape. The panelist will explore the competitive advantage AI provides PE firms and the need for firms to consider and manage the ri... Read More

This CLE webinar will review recent developments in outbound and inbound foreign investment oversight and the impact on private equity. The panel will discuss the Biden Administration's recent release of a long-awaited Executive Order (EO) addressing outbound investments and The Committee on Foreign... Read More

This CLE webinar will discuss the proposed changes to the Hart-Scott-Rodino (HSR) form and instructions and their significant impact on private equity firms. The panel will identify key changes the proposed new form would bring, issues and challenges these changes create, and strategies practitioner... Read More

This CLE webinar will discuss the SEC's newly adopted rules and amendments impacting private fund advisers relating to quarterly statements, private fund audits, adviser-led secondaries, restricted/prohibited activities, and preferential treatment. The panel will discuss these significant changes an... Read More

This CLE course will discuss features of pledge funds and the pros and cons of these industry funds compared to blind pool funds or the separately managed account model. The program will also address where the pledge fund fits in the current regulatory landscape. Read More

This CLE course will analyze the current state of the investment market that has given rise to alternative private equity structures focused on liquidity, such as continuation funds, GP-led secondaries, and permanent capital vehicles. The panel will review the mechanics and the pros and cons of thes... Read More

This CLE course will discuss the documentation of side letters between private fund managers and investment partners who need or demand terms that may vary from the underlying partnership agreement. The panel will examine most favored nation (MFN) clauses, transfer rights, excusal rights, special re... Read More

This CLE course will provide important guidance on the preparation and negotiation of venture capital term sheets. The panel will discuss terms that impact price and valuation, liquidation preferences, board composition, drag-along and participation rights, protective covenants, and more. Read More

This CLE course will analyze different options for providing liquidity to private equity funds that are facing a shortage of capital in the current market environment. The panel will review the mechanics and the pros and cons of these alternative structures. Read More

This CLE course will instruct counsel for private equity (PE) fund managers on the disclosure issues and conflicts of interest associated with fund fees and expense allocations. The panel will discuss recent SEC actions and guidance, and best practices in administration and reporting that will pass... Read More

This CLE webinar will provide corporate counsel with guidance in how to spot securities law issues that may impact a proposed transaction or raising of capital, and steps to take to mitigate against the risks associated with an SEC or state investigation or private party litigation. Read More

This CLE course will discuss clawbacks of carried interest distributions received by private equity fund managers, focusing on the various clawback mechanisms, structuring fund distribution waterfalls and clawback provisions, and the tax ramifications of clawback events. Read More

This CLE course will examine current trends and hot issues in private equity fund terms and best practices for structuring and negotiating fund document terms for private equity sponsors and limited partner (LP) investors. Read More

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. Read More

This CLE course will examine the impact of the Foreign Investment Risk Review Modernization Act (FIRRMA) on private investment funds. The panel will discuss the regulatory hurdles and filing requirements associated with CFIUS review, and how best to structure foreign investments in private equity an... Read More

This CLE course will examine the three-year holding period requirement for carried interests under IRC 1061 and discuss structuring techniques that can preserve long-term capital gains treatment for private equity and hedge fund managers following the enactment of the 2021 regulations. The panel dis... Read More

This CLE course will provide private equity and securities counsel with an update on the current status of Reg A and Reg D, the JOBS Act, the FAST Act, and accompanying SEC rules, including the most recent amendments to the definition of "accredited investor" and offering limits. Read More

This CLE course will include the new reporting and audit requirements, limitations on fees and expenses, prohibitions and disclosures regarding conflicts of interest and preferential treatment of investors, and fairness opinions required with adviser-led secondary transactions. Read More

This CLE webinar will examine the formation and structuring of venture capital (VC) funds and discuss the various relationships between the fund and its limited partners, fund managers, and portfolio companies. The panel will also discuss different ways to approach deploying venture capital and inve... Read More

This CLE course will examine the critical legal issues that private fund managers should consider in managing funds and fund investments in the current market. The panel will discuss actions that managers should take now with regard to their investors, lenders, and regulators. Read More

This CLE course will examine the mechanics of partial liquidity transactions in middle market companies. The panel will discuss the structuring and pricing alternatives and the legal and tax issues associated with each. The panel will also discuss governance issues, including the fiduciary duties of... Read More

This CLE course will provide founders and corporate finance counsel with guidance on structuring convertible notes for seed-stage financing. The panel will discuss upfront due diligence, term sheet negotiation, and critical terms, including the discount rate, valuation cap, and triggers for converti... Read More

This CLE course will examine the IRS partnership audit rules and their impact on private equity and investment funds. The panel will discuss the provisions for partnership and LLC agreements in contemplation of the new rules, the elections available to smaller partnerships to avoid a partnership-lev... Read More

This CLE course will examine the tax and operational issues counsel must consider when structuring a qualified opportunity fund (QOF) for investment in a qualified opportunity zone (QOZ). The panel discussion will include the tax ramifications of capital structure, advantages of using a portfolio co... Read More

This CLE course will examine the structuring and documentation of preferred equity investments in private companies. The panel will discuss protective covenants and the distinctions between preferred equity and debt, terms issuers and investors should consider to ensure equity treatment, and preferr... Read More

This CLE course will discuss the principle tax ramifications of equity investments in limited liability companies (LLCs) and limited partnerships (LPs) by private equity, venture capital, and angel investment funds. Read More

This CLE course will discuss the preparation of opinion letters and the opinions typically provided by counsel in venture capital and private equity transactions. The panel will review the common elements of an opinion letter, including assumptions and qualifications, and outline common practices re... Read More

This CLE course will discuss the structuring of investment funds when sponsored by a corporate enterprise with a core business separate from fund investment. The panel will discuss the strategic advantages of corporate sponsorship, terms that may vary in fund agreements with a corporate sponsor, and... Read More

This CLE course will examine the Subpart F and global intangible low-taxed income (GILTI) rules regarding taxation of controlled foreign corporation (CFC) income and how those rules impact the structuring of private equity investments and funds. The panel will also discuss new regulations that offer... Read More

This CLE course will discuss current compliance issues highlighted by the SEC after examining private fund advisers in 2020 as well as the SEC's recently adopted Marketing Rule. The panel discussion will include conflicts of interest in fund activities and investments, fees and expenses disclosures,... Read More

This CLE course will provide private equity counsel with guidance on drafting and negotiating fees and expenses provisions in investment fund agreements. The panel discussion will include current trends in deal terms as revealed in the 2020 Fees and Expenses Benchmarking Survey (the Survey). The Sur... Read More

This CLE course will examine legal, procedural, and regulatory issues associated with executing secondary sales. The panel discussion will include buyback vs. third-party purchases, securities compliance, pricing and tax considerations, and rights of first refusal and other provisions that can be in... Read More

This CLE course will analyze the legal and economic risks for investment managers and other market participants in the coming transition away from LIBOR and the steps they should take now to mitigate those risks. The panel will discuss recent SEC guidance on how to manage the transition in existing... Read More

This CLE/CPE course will provide private equity counsel with a working knowledge of the critical provisions of tax reform for the private investment fund industry. Read More

This CLE course will provide an analysis of third-party opinions concerning entity matters in private equity and commercial finance transactions. The panel will base its discussion on the recently published report by the TriBar Opinion Committee on opinions on limited partnerships (LPs) as well as t... Read More

This CLE course will examine legal and tactical issues which should be considered by private equity and alternative investment funds when they elect to participate jointly in bidding for a target company or asset. The panel's discussion will include key considerations that should be addressed in a j... Read More

This CLE course will examine provisions that should be included in investment fund LLC or limited partnership agreements to facilitate future financing. The panel will discuss what commercial lenders require in connection with capital call and other credit facilities, and how to structure entities t... Read More

This CLE course will examine various issues sponsors must consider in restructuring an investment fund. The panel discussion will include the threshold due diligence to conduct, the fiduciary duty the sponsor owes existing investors, and the deal points to resolve with incoming investors. Read More

This CLE course will discuss the first crucial steps for fund managers, investment advisers, broker-dealers and other participants in the investment fund industry to comply with Europe's new data protection regulation. The panel will examine contractual revisions and internal governance measures tha... Read More

This CLE course will discuss structuring preferred equity investments (PEIs) from the perspectives of the sponsor and investor. The panel will review how PEIs compare with debt and other equity investments and discuss key protective covenants and tax considerations in structuring PEIs. Read More

This CLE course will enable finance counsel to structure secondary credit facilities secured by limited partnership (LP) interests and related assets in private equity and hedge funds. The panel will discuss alternative deal structures, the deal terms related to each, and pitfalls to avoid. Read More

This CLE course will provide finance and energy counsel with the tools to structure a private equity fund dedicated to investment in renewable energy projects. The panel will discuss the advantages of the private equity model, and the ways in which energy private equity (EPE) funds are similar too a... Read More

This CLE course will discuss the rising trend of restructuring end-of-fund-term and other nonviable private equity funds, developing market practice for fund restructurings, and best practices to negotiate restructuring terms, minimize conflicts of interest and avoid regulatory scrutiny. Read More

This CLE course will analyze the current state of the investment market that has given rise to alternative funds such as industry pledge funds, managed accounts, deal-by-deal structures, and other combo funds blending features of blind-pool/committed and pledge funds. The panel will review the pros... Read More