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Private Equity Forum 2011 (Twelfth Annual)


Speaker(s): Bruce L. Lieb, Carol A. Laham, David A. Vaughan, David J. Schwartz, David S. Allinson, Edward D. Sopher, Glenn R. Sarno, Jeffrey E. Tabak, Jennifer M. Cattier, John A. Bick, Kees Groffen, Manny A. Alas, Marco V. Masotti, Norm Champ, Robert H. Sutton, Sean C. Murphy, Stephanie R. Breslow, Stephen M. Besen, William A. Braverman, Yukako Kawata
Recorded on: Jul. 11, 2011
PLI Program #: 28776

John A. Bick, a member of Davis Polk's Corporate Department, advises clients in mergers and acquisitions, private equity transactions, joint ventures, partnerships, takeover defenses and corporate governance issues. He also represents clients in general corporate and securities law matters. Mr. Bick has worked extensively in the area of private equity, representing Morgan Stanley Private Equity, Metalmark Capital and Tailwind Capital Partners.

Recent Representations

  • Citigroup in the establishment of Morgan Stanley Smith Barney
  • BearingPoint in the sale out of bankruptcy of its North American Public Services division to Deloitte
  • MSCI in its acquisition of Barra and Riskmetrics Group
  • H.J. Heinz's director election contest in 2006
  • H.J. Heinz in its proposed acquisition of Foodstar
  • Jacuzzi Brands (formerly U.S. Industries) in its sale to Apollo Management
  • Marks and Spencer in the sale of Kings Super Markets
  • Allegiance Healthcare in its stock merger with Cardinal Health
  • Toshiba and Itochu in their investment in Time Warner Entertainment
  • Columbia Natural Resources in its sale to Chesapeake Energy
  • The special committee of CareInsite in its stock merger with Healtheon WebMD and Morgan Stanley on the bail-out of Long Term Capital Management
Private Equity Advice
  • Mr. Bick works extensively in the area of private equity and has regularly represented Morgan Stanley Private Equity, Metalmark Capital and Tailwind Capital Partners.
  • Metalmark Capital Partners and Greenhill Capital Partners in their investment in Breitburn Energy Company
  • Morgan Stanley on their strategic private equity investments

He was the lead partner in the organization of:
  • Helios Energy Partners, an oil and gas fund, in 2003
  • Morgan Stanley Venture Partners IV, a $550 million venture capital fund, in 1999
  • Morgan Stanley Capital Partners III, a $1.825 billion private equity investment fund, in 1994

Bar Admissions
  •  State of New York

Education
  • A.B., Dartmouth College, 1980
  • J.D., Columbia Law School, 1983


Stephen Besen is a partner in the firm's Mergers & Acquisitions Group, with extensive experience in public and private mergers and acquisitions, joint ventures and strategic alliances, proxy fights, capital markets and securities, private equity and merchant banking, and general corporate legal matters.  Mr. Besen has also been actively involved in representing private equity sponsors and hedge funds in transactional and advisory matters funds.  He joined the firm as a partner in 2001. 

Recent Experience Includes Representation of:

  •   Abu Dhabi Investment Authority in its $7.5 billion minority equity investment in Citigroup
  •   Saudi Basic Industries Corp. in its acquisition of GE Plastics
  •   Mizuho Corporate Bank Ltd. in its minority equity investment in Merrill Lynch & Co.  Inc.
  •   Diamond Castle Holdings in its acquisition of Blue Stone TV from Providence Equity
  •   Transaction Committee of Huntsman Corporation in its sale to Hexion, a portfolio company of Apollo Investment
  •   Special Committee of Aramark in its acquisition by a private equity consortium
  •   UBS Financial Services in its acquisition of McDonald Investment
  •   Tata Group in its investment in, and subsequent sale of, Energy Brands
  •   Siemens AG in its acquisitions of CTI Molecular Imaging, U.S. Filter and Robicon Corporation and in its sale of Unisphere Networks to Juniper Networks
  •   Quest Diagnostics in its acquisition of LabOne
  •   Permal Group in its sale to Legg Mason
  •   Crossroads Group in its sale to Lehman Brothers
  •   Independent directors of Molson in its merger with Coors
  •   Deutsche Bank in the sale of its venture capital investment portfolio
  •   Deutsche Bank in the sale of its worldwide custody business to State Street
  •   DLJ Merchant Banking in its US$750 million investment in TXU
  •   John Henry in his sale of the Florida Marlins and the purchase of the Boston Red Sox
  •   Fuji Bank in the sale of Heller Financial, Inc. to GE Capital
  •   Société Générale in its acquisition of a controlling interest in TCW Group, Inc.
  •   DLJ Merchant Banking in its investment in, and sale of, Michael Petroleum
  •   MediaOne Group in its merger with AT&T


Education

  • Columbia University School of Law, J.D., Harlan Fiske Stone Scholar, 1983
  • Massachusetts Institute of Technology, S.B. in Management and Economics, 1980


Bar Admission

  • New York


Professional Affiliations and Business Activities

  • Mr. Besen has lectured and written on various topics, including:  private equity, mergers and acquisitions in the telecommunications industry; structuring and negotiating acquisition transactions; and structuring and negotiating joint ventures and strategic alliances.
  • Mr. Besen was named a 2007 "Dealmaker of the Year" by The American Lawyer for his role in SABIC's acquisition of GE Plastics.
  • Mr. Besen has been recognized as one of the leading individuals in corporate M&A, particularly noted for his work with private equity sponsors and hedge funds. - Chambers USA, 2008, Chambers USA, 2009


Bar Admissions

New Jersey State; New York State

Education

Duke University Law (J.D., magna cum laude, Phi Beta Kappa, 1982)

Duke University (B.A., 1979)

 

Jeffrey Tabak is a founder of the Private Funds practice of Weil, Gotshal & Manges LLP. He regularly represents a number of private investment funds, and their sponsors, in connection with their organization and the acquisition and disposition of their investments. He counsels institutional investors and represents a number of money management firms and has been involved in many acquisitions of money managers. He also has a wide-ranging corporate and securities law practice.

Mr. Tabak has been consistently recognized as a leading lawyer for private equity by Chambers Global and Chambers USA and has been recognized as a leading lawyer in Investment Funds by IFLR1000. He has also been named a “Best Lawyer” for Corporate Law and Private Funds / Hedge Funds Law by Best Lawyers in America. Additionally, Mr. Tabak has been listed among the world’s leading lawyers in Private Funds by The International Who’s Who of Private Funds Lawyers, and was named one of America’s “Top 25 Pre-Eminent Private Equity Lawyers” by The Best of the Best USA 2010. In October 2006, Mr. Tabak was named by Private Equity International as one of the thirty most influential lawyers in global private equity.

Mr. Tabak has written and spoken on a variety of topics relating to private investment funds. He is a member of the New York State and American Bar Associations, and is the Vice Chairman of the ABA Federal Securities Subcommittee on Hedge Funds. Mr. Tabak is active in pro bono matters and is a trustee and secretary of the Museum of Jewish Heritage: A Living Memorial to the Holocaust and serves as counsel to the Board of Directors of the National September 11 Memorial and Museum at the World Trade Center Foundation. He served as a trustee of Home Instruction for Parents of Preschool Youngsters (HIPPY) USA from 1996 to 2002, was Vice Chairman of the Board from 1997 to 1999 and continues to serve as counsel. HIPPY awarded Mr. Tabak its Founders award in 2006.

Mr. Tabak served as Chair of The Advisory Board for Jewish Life at Duke University from 2009-2012.


Bruce L. Lieb is Managing Partner of Proskauer Rose LLP and a member of Proskauer’s private equity group.  Mr. Lieb formerly served as co-Chair of Proskauer’s Corporate Department and as a member of Proskauer’s seven-person Executive Committee.  Mr. Lieb concentrates his practice on private equity transactions, including the formation of private investment funds, institutional investments and mergers and acquisitions.  He represents sponsors of, investors in and placement agents for buyout funds, venture capital funds, real estate funds, infrastructure funds, funds of funds and hedge funds.

Memberships

Private Investment Fund Forum

Awards & Recognition

Best Lawyers "New York City Corporate Lawyer of the Year" 2013

Lawdragon "500 Leading Lawyers in America" 2007

Lawdragon "3000 Leading Lawyers in America" 2010

Best Lawyers in America 2007-2017

The International Who's Who of Private Funds Lawyers 2011-2014

US Legal 500: Investment Fund Formation & Management 2007-2010

US Legal 500: Mergers & Acquisitions: Private Equity Buyouts 2007

New York Super Lawyers 2010-2016

Related Practices

Private Investment Funds

Private Equity

Financial Services

Mergers & Acquisitions

Finance

Education

New York University School of Law, J.D., 1979
cum laude
Order of the Coif


Jennifer Cattier is a Director and Senior Counsel and the Head of Alternatives Legal for Deutsche Bank Asset and Wealth Management. Prior to that she was an Executive Director at Morgan Stanley in the Legal and Compliance Division, overseeing legal and compliance matters for private equity funds, hedge funds, and funds of funds. Prior to joining Morgan Stanley, Ms. Cattier was an Associate in the New York office of Sullivan & Cromwell. Ms. Cattier received her J.D. from Brooklyn Law School, summa cum laude, and a B.S. in Biochemistry from Trinity College. Ms. Cattier is admitted to the New York and Connecticut Bar Associations.


Manny A. Alas has 30+ years of professional services experience and is a Partner in the New York Office. He is the U.S. Forensics FCPA leader as well as Global Forensics FCPA Working Group Chair. In addition, he currently serves as a member of the PwC U.S. Forensic Strategy Council and is the former New YorkMetro Forensics Market Leader (2009 – 2012).

He delivers specialized advisory services to boards of directors, audit committees, senior company management including chief financial officers, chief legal officers, chief compliance officers and chief internal auditors. His expertise includes international business risks, global mitigation strategies, risk effectiveness benchmarking, investigations, remediation, compliance systems and programs, control assessments, control implementation, commercial dispute analysis, international acquisition diligence, integration strategy development and training programs.

His principal area of expertise is anti-corruption which includes fraud investigations, forensic accounting, compliance controls and remediation programs. Since 2001 Manny has led over 80+ international anti-corruption compliance program, controls, investigative and remediation projects.

He assists company boards, entities, individuals and law firms with investigations and remedial strategies that are presented before the Department of Justice, the Securities and Exchange Commission as well as foreign regulators.

In addition, he has led a variety of significant international and domestic corruption investigations covering such areas as, accounting fraud, asset diversion, foreign corrupt practice investigations, money laundering and Ponzi schemes.

His diversified anti-corruption experience includes such industry sectors as: Aerospace and Defense, Agriculture, Automotive, Banking and Capital Markets, Consumer Products, Media and Entertainment, Energy, Industrial Products, Hospitality and Leisure, Life Sciences, Not-for-Profit, Pharmaceutical, Private Equity Real Estate, Retail, Sports, Technology and Utilities.

In 2008,Manny was selected by Ethisphere as one of the top "100 Most Influential People in Business Ethics".

Manny is a graduate of Villanova University earning a BSA degree. He is a Certified Public Accountant and certified in Financial Forensics (CFF). In addition, he is a member of the American Institute of Certified Public Accountants (AICPA) and the New York State Society of Certified Public Accountants (NYSSCPA).

He is a former member of the Nassau Chapter of NYSSCPA's Litigation Support Committee as well as its Investigative/Forensic Accounting subcommittee. He is a regular speaker at national and international anti-corruption conferences. He is a featured FCPA speaker at the American Conference Institute's FCPA conferences and serves as a
faculty member at the Practice Law Institute (PLI).

Manny currently serves on the Strategic Consulting Institute (SCI) Advisory Board of the MBA Programs of Mercy College and the Board of Advisors to the Molloy Business School. He has lectured as a guest accounting and auditing instructor at Villanova University, Columbia University, University of Virginia, Lehigh University, Notre Dame, St. John’s University and Georgetown University. He is proficient in Spanish.

In addition,Manny is the past President of a not-for-profit organization that organizes and manages youth programs for
over 25,000 Long Island youth.


Stephanie R. Breslow is co-head of the Investment Management Group and a member of the firm’s Executive Committee. She maintains a diverse practice that includes liquid funds, private equity funds and the structuring of investment management businesses. She focuses her practice on the formation of private equity funds (including LBO, mezzanine, distressed, real estate, litigation finance and venture) and liquid-securities funds (including hedge funds, hybrid funds, credit funds and activist funds) as well as providing regulatory advice to investment managers. She also represents fund sponsors and institutional investors in connection with seed-capital investments in fund managers and acquisitions of interests in investment management businesses and funds of funds and other institutional investors in connection with their investment activities, including blockchain technology and virtual currency offerings and transactions.

Recently serving as chair of the Private Investment Funds Subcommittee of the International Bar Association, Stephanie is a founding member and former chair of the Private Investment Fund Forum, a member of the Advisory Board of former Third Way Capital Markets Initiative, a former member of the Board of Directors and current member of 100 Women in Finance, a member of the Board of Visitors of Columbia Law School and a member of the Board of Directors of the Girl Scouts of Greater New York. Stephanie has received the highest industry honors. She was named to the inaugural Legal 500 US Hall of Fame in the category of “Investment Fund Formation and Management: Alternative/Hedge Funds.” Stephanie is also listed in Chambers USA: America’s Leading Lawyers, Chambers Global: The World’s Leading Lawyers, Crain’s Notable Women in Law, IFLR1000, Best Lawyers in America, Who’s Who Legal: The International Who’s Who of Business Lawyers (which ranked her one of the world’s “Top Ten Private Equity Lawyers”), Who’s Who Legal: The International Who’s Who of Private Funds Lawyers (which ranked her at the top of the world’s “Most Highly Regarded Individuals” list), Who’s Who Legal: Thought Leaders: Global Elite, Who’s Who Legal: Thought Leaders: Private Funds, Expert Guide to the Best of the Best USA, Expert Guide to the World’s Leading Banking, Finance and Transactional Law Lawyers, Expert Guide to the World’s Leading Women in Business Law and PLC Cross-border Private Equity Handbook, among other leading directories. Stephanie was named the “Private Funds Lawyer of the Year” at the Who’s Who Legal Awards 2014 and the Euromoney Legal Media Group’s “Best in Investment Funds” and “Outstanding Practitioner,” both at the Americas Women in Business Law Awards. She is also recognized as one of The Hedge Fund Journal’s 50 Leading Women in Hedge Funds and was named one of the 2012 Women of Distinction by the Girl Scouts of Greater New York. Stephanie’s representation of leading private investment funds has won numerous awards, including most recently Law360’s Asset Management Practice Group of the Year. She is a much sought-after speaker on fund formation and operation and compliance issues, and she regularly publishes articles on the latest trends in these areas. Stephanie co-authored Private Equity Funds: Formation and Operation (Practising Law Institute), co-authored Hedge Funds: Formation, Operation and Regulation (ALM Law Journal Press), contributed a chapter on “Hedge Fund Investment in Private Equity” for inclusion in PLC Cross-border Private Equity Handbook 2005/06 (Practical Law Company), contributed a chapter on “Advisers to Private Equity Funds — Practical Compliance Considerations” for Mutual Funds and Exchange Traded Funds Regulation, Volume 2 (Practising Law Institute), and wrote New York and Delaware Business Entities: Choice, Formation, Operation, Financing and Acquisitions (West) and New York Limited Liability Companies: A Guide to Law and Practice (West).

Stephanie received her J.D. from Columbia Law School and her B.A., cum laude, from Harvard University.


Mr. Allinson is the global Co-chair of the firm's Mergers & Acquisitions Practice and the former Co-chair of the Private Equity Practice Group and the New York Corporate Department.

Profile

Mr. Allinson has broad mergers and acquisitions experience, encompassing both public and private acquisitions, dispositions, carve-outs, tender offers, going-private transactions, co-investments, joint ventures and general corporate matters, including corporate governance and takeover defense.

Mr. Allinson primarily focuses his practice on the representation of private equity firms, including ArcLight Capital Partners, The Blackstone Group, Blue Road Capital, Carlyle Power Partners, Columbus Nova Partners, Consonance Capital Partners, Irving Place Capital, One Equity Partners, Ospraie Special Opportunities Group, Panda Power Funds and Rhône Capital.

Experience

Mr. Allinson's private equity experience includes the representation of:

ArcLight Capital Partners in a number of transactions, including its US$2.1 billion acquisition with the Blackstone Energy Group of four power plants from American Electric Power, its acquisition of Associated Asphalt and Axeon Marketing, its acquisition of pipeline interests from BP, its acquisition of Hovensa’s terminal facilities, its acquisition of Leeward Renewable Energy and its acquisition of the New England hydroelectric power portfolio of TransCanada, consisting of 13 facilities.

Blue Road Capital in its acquisition of Diamond of California from Snyder’s-Lance

Carlyle Power Partners and Cogentrix Energy, Inc. in a number of transactions, including the acquisition of Rhode Island State Energy Center, the carve-out sale of 14 Cogentrix Energy power projects to Energy Investors Funds and the sale of Cogentrix Energy’s North American power generation assets and power projects development platform to Carlyle Infrastructure Partners

Shamrock Capital Advisors in its acquisition of Consolis, Inc. and Huron Legal

The Blackstone Group in its US $1.5 billion investment in Cheniere Energy

Dubai International Capital in its sale of MAUSER Group to Clayton, Dubilier & Rice for US$1.7 billion

Consonance Capital Partners in a number of transactions, including its acquisition of Bako Integrated Physician Services, its acquisition of Enclara Health,its acquisition of APS Healthcare, its acquisition of The Keystone Peer Review Organization and its acquisition of excelleRx and PBH Holding 

ING U.S. in its sale of private equity limited partnership investment interests to Pomona Capital

Ospraie Special Opportunities Group in a number of transactions, including the creation of the Fermaca Global joint venture, Fermaca Global’s acquisition of Mexican pipeline assets, Fermaca Global’s development of the Chihuahua Pipeline and the sale of pipeline assets to Partners Group

US Power Generating Company in its sale to Tenaska Capital Management


Ms. Kawata is co-head of Davis Polk’s Investment Management/Private Funds Group. She advises clients on the formation and operation of private investment funds and other investment vehicles exempt under the U.S. Investment Company Act, including private equity funds, hedge funds, venture capital funds, fund of funds and funds investing in particular sectors or countries. She also advises clients on the establishment and operations of private fund managers, including private equity and hedge fund firms.

In the private funds practice, Ms. Kawata advises clients on the full spectrum of legal and marketing considerations involved in establishing private funds with diverse investment strategies that are marketed to investors on a worldwide basis, including institutional investors and high net worth individuals. She also advises fund sponsors seeking to establish “carried interest” plans and other profit-sharing arrangements for their employees, as well as various types of after-tax and phantom employee investment programs. In addition, her practice includes the representation of institutional investors seeking to invest in private funds, such as private equity funds, venture capital funds and hedge funds.

She advises numerous private funds and private fund sponsors and advisers as to the regulatory considerations applicable to their ongoing operations and investment activities, including compliance with the U.S. Investment Advisers Act and the U.S. Investment Company Act. Her practice includes compliance reviews of hedge fund managers and private equity fund managers under the Investment Advisers Act, as well as advice on the effect of a private fund’s investment activities on the ongoing operations of other businesses affiliated with the private fund. In addition, Ms. Kawata has obtained exemptive relief from the SEC for employee investment funds as “employees’ securities companies” under the Investment Company Act.

RECOGNITION

Ms. Kawata was named one of the "Lawyers of the Year" for Private Fund - Regulatory at the 2016 Who's Who Legal Awards.

She is consistently recognized as a leading private equity fund formation lawyer in various industry publications:

Chambers Global – Investment Funds: Private Equity: Fund Formation: USA, Band 1, 2017

Chambers USA – Investment Funds: Private Equity: Fund Formation: Nationwide, Band 1, 2016

IFLR1000
Legal 500 U.S.

Who’s Who Legal–International Who’s Who of Business Lawyers and Who’s Who Legal–International Who’s Who of Private Funds Lawyers

Cross-Border Private Equity Handbook and Cross-Border Investment Funds Handbooks

Expert Guides: Private Equity Lawyers, Lawyers–Best of the Best and Investment Funds Lawyers


Norm Champ is a partner in the New York office of Kirkland & Ellis LLP. Norm is a member of the Investment Funds Group. Previously, Norm was the director of the Division of Investment Management at the U.S. Securities and Exchange Commission (SEC).

Norm’s book, Going Public, about his experiences at the SEC is due out from McGraw-Hill in 2017.

While at the SEC, Norm played a key role in the SEC’s completion of landmark reforms in 2014 to strengthen the $3 trillion money market fund industry, and led important structural and policy changes. He was the leader of interactions with the Financial Stability Oversight Council as the Council turned its attention to whether asset management firms are “systemically important.” He also worked on crisis management efforts at securities firms to protect customers of those firms. Norm also headed the creation of Guidance Updates and Senior Level Engagement initiatives created to provide transparency to the industry and to engage with boards and senior management of asset management firms.

Prior to becoming the Director of the Division of Investment Management, he was the Deputy Director of the SEC’s Office of Compliance, Inspections and Examinations (OCIE) and the Associate Regional Director for Examinations in the SEC’s New York Regional Office. In these capacities he supervised SEC examinations of investment advisors, investment companies, broker-dealers, national securities exchanges, credit rating agencies, clearing firms and other market participants.

Norm is one of several members of the SEC’s Division of Investment Management who have recently joined Kirkland’s Investment Funds Group Regulatory Practice. Jamie Walter served as senior counsel in the Private Funds Branch of the Division’s Rulemaking Office. Aaron Schlaphoff was an attorney fellow in the Division’s Rulemaking Office.

Norm is a frequent and seasoned speaker having presented on securities law topics at SEC programs, Princeton University’s Bendheim Center for Finance, the Practicing Law Institute, ICI, SIFMA, MFA, the Saudi Central Bank, the New York City Bar Association, the International Bar Association, the ACA Compliance Group, Financial Times, and others.

He is also a lecturer on investment management law at Harvard Law School.

Mr. Champ has an A.B. in History from Princeton University and a J.D. from Harvard Law School. He was a Fulbright Scholar at King’s College in London where he received his M.A. in War Studies.


Carol Laham, a partner in Wiley Rein LLP’s nationally-recognized Election Law & Government Ethics Practice, counsels clients and litigates on compliance with federal, state and local political laws including election laws, the Ethics in Government Act, House and Senate Ethics, state ethics laws, the Lobbying Disclosure Act of 1995 and its state counterparts and the Foreign Agents Registration Act.  She has argued cases before numerous federal and district courts while also providing counsel in cases that involve election law, constitutional law and administrative law disputes before the U.S. Supreme Court.  Ms. Laham was involved in FEC v. Colorado Republican State Committee, a landmark Supreme Court holding that Congress may not limit independent expenditures by political parties, and has litigated many other campaign finance cases before district and appellate courts at the federal and state level.  Ms. Laham counsels numerous corporations with respect to pay-to-play statutes, regulations and ordinances and with respect to procurement lobbying laws.

In 2015, Ms. Laham was named one of DC’s “Super Lawyers” for Legislative & Governmental Affairs by Super Lawyers magazine and has previously been named a Super Lawyer for Political Law.  She has repeatedly been named one of DC’s top Election Law lawyers by Washingtonian magazine, and was named one of Lawdragon’s “3,000 Leading Lawyers in America” (2010-2011).  Also included in Chambers USA 2015 as one of the nation’s leading practitioners in her field, Ms. Laham is praised as a "very accessible and smart, good at talking through the legalese of a matter and how to interpret it." 

Prior to joining the firm, Ms. Laham practiced in the Office of the General Counsel of the Federal Election Commission.  She is a graduate of Wellesley College (Phi Beta Kappa) and of New York University School of Law.


David A. Vaughan focuses his practice on investment management, primarily private funds.

David Vaughan has been practicing in the private fund space for well over two decades, including serving for two years as the senior private fund policy adviser in the SEC’s Division of Investment Management, advising on all aspects of legal and regulatory policy related to private funds. During that period, he played a leading role in advising on Title IV of the Dodd-Frank Wall Street Reform and Consumer Protection Act and the rules implementing those provisions, the Volcker Rule, and the European Union Alternative Investment Fund Managers Directive, among other things.

Mr. Vaughan works with hedge funds, private equity funds, venture capital funds and unregistered traditional funds. He represents managers with respect to fund formation, distribution and compliance issues, as well as enforcement matters. He has also represented both insurance companies and fund sponsors with respect to privately placed and offshore variable insurance products.

Mr. Vaughan is a former Director of the Managed Funds Association. In 2010, he received the U.S. Securities & Exchange Commission’s Law and Policy Award, and the Federal Bar Association’s Securities Law Committee’s Philip A. Loomis, Jr. Award. He has been recommended as a leading lawyer for investment funds by both Chambers Global and Chambers USA. According to the most recent edition, market sources describe him as “one of the best technical lawyers and note that he has a great understanding of the laws that impact our industry. He displays intimate knowledge of AIFMD, the Volcker Rule and the Dodd-Frank Act, among other matters.” Past editions state that “the ‘wonderful’ David Vaughan handles an impressive range of structuring and compliance matters for large and small hedge managers alike. He brings particular insight to regulatory policies concerning private funds.” Mr. Vaughan is recommended by The Legal 500 (US), which states that he “is noted for his knowledge of algorithmic trading issues.” He was also listed by Institutional Investor as one of the “Top 20 Hedge Fund Rising Stars,” and as a leading lawyer in the category of U.S. investment funds by IFLR 1000. He was recently a recipient of Dechert’s “Exceptional Teachers Award,” selected by lawyers in the firm for encouraging individual thinking and creativity, and giving associates opportunities to learn and gain experience in many areas.

Mr. Vaughan is also a frequent speaker at industry conferences, including:

  • European Hedge Fund Investment Forum
  • European Fund and Asset Management Association (EFAMA, formerly FEFSI)
  • The Alternative Investment Management Association (Hong Kong and Singapore)
  • Investment Adviser Association Annual Compliance Conference
  • U.S. Securities and Exchange Commission Hedge Fund Roundtable
  • Investment Company Institute Conference on Mutual Funds & Investment Management in Asia
  • MAR Hedge International Conference on Hedge Fund Investments in Bermuda
  • Investment Company Institute Mutual Funds & Investment Management Conference
  • 13th Annual Global Private Equity Conference
  • IA Compliance Best Practices Summit
  • NICSA’s 25th Anniversary Annual Conference & Expo
  • IIR Soft Dollar Practices Forum

Education

  • Georgetown University Law Center, J.D., 1990, cum laude
  • Bowling Green State University, B.A., 1987, cum laude

Bar Admissions/Qualifications

  • District of Columbia
  • New York


Edward D. Sopher is a corporate partner in the New York office of Gibson, Dunn & Crutcher.  Mr. Sopher is Co-Chair of Gibson Dunn’s Investment Funds Practice Group.

Mr. Sopher’s practice focuses on the establishment and operation of private investment funds, including private equity funds, funds of funds, hedge funds, distressed investment funds and real estate funds.  He has extensive experience representing the investment managers and sponsors of these funds, as well as institutional investors, seed investors, placement agents and joint venture partners.  His clients include AE Industrial Partners, Argonaut, Credit Suisse, GoldPoint Partners, GCM Grosvenor, Hamilton Lane, Investcorp, Neuberger Berman, Ottawa Avenue, Sheridan Production Partners, StepStone Group, Strategic Partners Fund Solutions and Third Point, among others.

Representing his investment fund clients in their investment activities, he has been involved in a wide variety of investment, private equity and financing transactions.  He regularly represents secondary investment funds in their investment activities.  His experience also extends to transactions involving investment management firms, including spin-outs, acquisitions, financings and joint ventures.

Mr. Sopher also represents financial institutions in connection with their partnership and employee profit participation arrangements.  In addition to fund servicing and transactional work, he also advises his clients on SEC regulatory compliance and other general corporate matters.

Mr. Sopher is consistently featured in various publications as a leading lawyer in the area of private fund formation, including The International Who’s Who of Private Funds Lawyers, The Best Lawyers in America©, The International Who’s Who of Business Lawyers, The International Financial Law Review, The Legal 500 United States, Chambers USA:  America’s Leading Lawyers for Business, Chambers Global:  The World’s Leading Lawyers for Business, the Guide to the World’s Leading Private Equity Lawyers, the Guide to the World’s Leading Investment Funds Lawyers and the PLC Cross-border Private Equity Handbook.  Chambers notes that Mr. Sopher is “an outstanding expert in his field” and that he “provides fantastic cross-border support.”

Mr. Sopher is a member of several bar committees and a frequent speaker on matters relating to private investment funds.

Mr. Sopher was born in London, England, and received his Bachelor of Arts degree in 1982 and his Master of Arts in 1985 from Cambridge University.  He is a member of the New York Bar and is also a solicitor in England and Wales.


Marco V. Masotti is a partner at Paul, Weiss, Rifkind, Wharton & Garrison LLP. For over two decades, Marco has led and built the firm’s private funds group into one of the elite practices in the marketplace. He has also served as a member of the firm’s Management Committee. Marco’s clients include a “who’s who” of alternative asset managers, including Apollo, Avenue, Blackstone/GSO, General Atlantic, Kohlberg Kravis Roberts & Co., KPS, Oak Hill, Reservoir, Roark, Silver Point and Värde. He also counsels many founders and partners of private equity and hedge fund businesses on their strategic initiatives. Marco represented former Treasury Secretary Timothy Geithner in connection with his joining a major private equity firm.

Over his career, he has assisted with numerous multi-billion dollar fundraises and last year led Apollo’s record-breaking fundraise of $24.7 billion for its flagship buyout fund. Ranked Band 1 in Chambers, Marco is described as a “spectacular private funds practitioner who brings deep industry insight to the mega capital-raising mandates” and clients “trust his judgment completely.” In 2016, he was named one of four lawyers in the nation as an Asset Management MVP by Law360. Marco has been featured by The Deal as one of the ‘Movers & Shakers’ in the industry named by Crain’s New York Business to its annual “40 Under 40” list, and profiled by the New York Observer as one of New York’s top corporate lawyers. Private Equity International named Marco one of “The 100 Most Influential of the Decade.”

Marco was awarded a Fulbright Placement Award upon graduating from the University of Natal Faculty of Law.

EDUCATION

  • LL.M., University of Virginia School of Law, 1992
  • LL.B., University of Natal Faculty of Law, 1991 cum laude
  • B.A., University of Natal, 1988

CLERKSHIP

  • Hon. Albie Sachs, Constitutional Court of South Africa


Glenn practices in the Corporate Department of Simpson Thacher & Bartlett, focusing on private investment funds and other facets of “alternative asset management.” He has represented some of the largest and most well-known private fund sponsors on a global basis, in many different asset categories, including traditional private equity, real estate, energy, infrastructure, debt, RMBS, CMBS, CDOs, food and agriculture, healthcare, education, manager stakes, seed capital, co-investment and secondaries.

Glenn also has extensive experience with fund-of-funds, feeder funds, separately managed accounts, employee securities companies, minority stake investments in firms, and listed fund products. He has represented numerous hedge fund sponsors as well. Glenn has represented sponsors in global “house-team” arrangements and has also worked on minority stake sales, “spin-outs” of private equity and hedge fund businesses and the creation and expansion of numerous boutique firms as well as the creation of alternatives platforms within larger institutions.

Glenn practiced in the Firm’s London office for two years, where he lead international fund formation matters, including country-focused funds investing in Italy, Eastern Europe, Russia and Hungary as well as those with a pan-European or Asian regional focus.

Glenn served for three years as the Chair of the New York City Bar Association Committee on Private Investment Funds, a 43-member committee comprised of leading in-house and external counsel practicing in the alternatives industry. He is also a member of the Private Investment Fund Forum, a group comprising New York City attorneys practicing extensively in the private funds area.  Glenn serves as a member of the Corporate and M&A Advisory Boards of Practical Law, a service of Thomson Reuters, and was for several years a member of the Advisory Board of the Private Equity CFO Association. He has lectured extensively and published on alternative asset management topics in the United States and abroad.

Glenn is listed as a leading lawyer in Chambers’ Global and USA Guides to the World’s Leading Business Lawyers, The International Who’s Who of Private Fund Lawyers and other similar publications.

Glenn received his B.A., summa cum laude, from the University of Connecticut in 1989, where he was a University Scholar and a member of Phi Beta Kappa. He received his J.D., with honors, from the Duke University School of Law in 1992, where he was the winner of the Hardt Cup moot court competition and the Best Judge award in the Dean’s Cup competition. Prior to joining Simpson Thacher in 1993, Glenn clerked for the Senior Justice of the Supreme Court of the State of New Jersey.