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Fund Finance 2020


Speaker(s): Arlene Shaw, Edward Levy, Edward J. Newlands, Ian Fitzgerald, Jocelyn A. Hirsch, Joel Kress, Lawrence R. Hamilton, Matthew Ruggiero, Matthew K. Kerfoot, Pramit Sheth, Thad Bzomowski
Recorded on: Nov. 11, 2020
PLI Program #: 273991

Ed Levy is a Managing Director at Velocity Capital Advisors. Ed has an extensive background in leveraged  and fund finance, private equity and operational experience and has earned a reputation for being flexible, creative and responsive. 

Velocity Capital Advisors is a leading provider of flexible fund level financing solutions to private equity sponsors.  We combine the benefits of a boutique approach with a significant balance sheet capability. We work with general partners to custom tailor financings to provide fund level capital in the form of debt or preferred equity to solve the capital needs of sponsor-backed portfolio companies typically held in older funds beyond their investment period. We are active in North America and Europe.

We lend against concentrated private equity portfolios including continuation funds, individual portfolio companies, diversified LP portfolios, pooled contractual fee streams and management company tangible and intangible assets. Our capital helps borrowers improve returns, optimize balance sheets, create liquidity, and facilitate opportunistic transactions.


Jocelyn A. Hirsch is a partner at Kirkland & Ellis LLP whose practice focuses primarily on the representation of private equity sponsors and corporate borrowers in complex financing transactions, including leveraged buyouts, cross border facilities, asset based facilities and sponsor capital call/subscription and NAV facilities. Her experience in private equity covers multiple sectors including real estate, energy, infrastructure, secondary and financial services funds with aggregate funds raised totaling tens of billions of dollars. Jocelyn's client list spans the globe and includes Warburg Pincus, Vista Equity Partners, Ares, Golub Capital, HGGC, LS Power, TPG, JPM Infrastructure, Summit Partners and GTCR, among others.

Jocelyn is nationally regarded as a leading voice in the fund facility market and represents many of the world’s preeminent private equity, debt and related investment funds in complex and bespoke fund financings. She is routinely called upon to speak on fund finance topics.

Experience

REPRESENTATIVE MATTERS

  • Capital call/subscription facilities and hybrid or other Fund NAV leverage loan facilities for various private equity and real estate funds, including Apax Partners, Ares, Beecken Petty O’Keefe, Clearlake Capital Partners, Comvest Partners, Dune Real Estate, Golub Capital, GTCR, HGGC, JPM Infrastructure, Landmark Partners, Linden Capital, LS Power, Peak Rock, Rhone Capital, Sun Capital Partners, TPG and Vista Equity Partners
  • $1 billion cross border financing for Albea Beauty Products
  • $1.7 billion term loan financing and €640 million Euro financing in connection with Vista Equity Partners’ purchase of Solera
  • $455 million first lien term loan, $160 million second lien term loan in connection with GTCR's purchase of EaglePicher
  • $200 million senior financing in connection with Apax Partners’ purchase of Ideal Protein/Laboratories COP
  • $520 million first lien facility and $135 million second lien facility for Assured Partners Capital, Inc.
  • $645 million first lien term loan, $170 million second lien term loan in connection with SK Capital's purchase of certain chemical related assets
  • $280 million senior credit facility in connection with GTCR’s investment in Six3 Systems, Inc.
  • $300 million first lien term loan, $75 million ABL and $155 million second lien facility for Emerald Performance Materials, LLC, a Sun Capital portfolio company
  • $435 million U.S. term loan, €175 million Euro term loan and $100 million revolving cross border, split lien facilities for Coveris Holdings S.A., a Sun Capital Partners portfolio company


Larry Hamilton is co-lead of Mayer Brown's US Insurance Regulatory & Enforcement group. He advises insurance companies, insurance agencies and investment companies on a broad range of regulatory matters, including those associated with formation, licensing, portfolio investments, reinsurance, e-commerce, cybersecurity and outsourcing. He is also a member of Mayer Brown’s Cybersecurity & Data Privacy practice.

Larry works extensively on cross-border regulatory projects, especially with regard to Bermuda and other offshore insurance markets.  He frequently advises start-up and insurtech companies on navigating the complex insurance regulatory landscape as they seek to use innovation and technology to transform the insurance marketplace.  He led the development of a 50-state user guide for conducting insurance business over the Internet, covering all aspects of the insurance business relationship from advertising to policy issuance to claims payment.

Larry has a 50-state insurance regulatory practice and has extensive experience negotiating directly with insurance regulators, helping clients overcome regulatory obstacles and gain approval for their proposed forms of business arrangements.  He advises clients in connection with corporate governance, mergers and acquisitions, reserve financings, insurance-linked securities, pension risk transfers and public and private offerings of securities.  Larry also advises on regulatory issues relating to the nonadmitted insurance market, and he is a member of the Surplus Lines Law Group and the Legislative Committee of the Wholesale & Specialty Insurance Association (WSIA).

Larry is also part of Mayer Brown’s Insurance and Capital Markets Convergence subgroup, which uses the combined talents of the firm’s insurance and structured finance practitioners to ensure that transactions take into account the customs and expectations of both markets. He regularly advises US and European financial institutions on the insurance regulatory issues associated with complex capital market and derivative structures, including the evolving changes in regulatory treatment of different types of investments by the National Association of Insurance Commissioners.

Larry is ranked in Chambers USA (Illinois – Insurance: Transactional & Regulatory), which has described him as “great with the regulator and a very effective and good advocate for his client's cause.” He is also ranked for Insurance – Non-contentious in the Legal 500 and has been listed in Best Lawyers for insurance law and Illinois Super Lawyers for mergers and acquisitions since 2009 and 2010, respectively. Larry joined Mayer Brown in 1996.


Pramit Sheth is a Managing Director at Kroll Bond Rating Agency, where he manages the Funds group. Pramit has over 13 years of experience in the credit rating industry. Before leading the Funds group, Pramit was a senior analyst in KBRA’s CMBS analytical team, where he led ratings analysis on a wide range of complex real estate transactions and helped refine KBRA’s rating methodologies in that dynamic market.

Prior to joining KBRA, Pramit was an analyst in the CMBS group at S&P. Earlier in his career, Pramit founded and led a real estate development and construction company. Pramit holds a B.S. in Finance and Information Systems with a minor in Mathematics from the Stern School of Business at New York University.


Thad Bzomowski provides legal coverage to the cross-asset financing desk at Société Générale in New York.  In that role, Mr. Bzomowski provides advice regarding structuring, documentation, negotiation, execution and post-execution maintenance of financing products secured by various asset classes that are provided to funds-of-funds, hedge funds, registered investment companies, insurance companies and family offices.

Prior to joining SG, Mr. Bzomowski was an associate in the corporate finance group at Seward & Kissel LLP in New York.  Mr. Bzomowski received a B.S.B.A. in finance and economics from The Ohio State University and a J.D. from Vanderbilt University Law School.


Recognized by Chambers as an “outstanding” corporate lawyer, Matthew K. Kerfoot is a partner in Dechert’s Global Finance practice. Mr. Kerfoot focuses his practice on fund finance, synthetic finance and other complex financial transactions and structured products.

Mr. Kerfoot advises both lenders and borrowers on subscription facilities, NAV facilities, hybrids, private equity LP financing platforms, SPV/ABL facilities, structured repurchase agreements, TRS financings and other types of fund finance and structured transactions. Mr. Kerfoot has advised Morgan Stanley, JP Morgan, UBS, Barclays, Credit Suisse, Apollo, Ares, StepStone and GSO, among other global financial institutions.

Chambers adds that Mr. Kerfoot is “endlessly creative and thoughtful on all sorts of complex issues.” Legal 500 has recognized Mr. Kerfoot’s representation of leading banks as part of his fund finance practice, and lauded him as “a dynamic talent.”

Mr. Kerfoot is also the Chair of PLI’s Fund Finance Conference. He has written numerous articles on fund finance and investment leverage and is a contributing author to Fund Finance, Third Edition, published by Global Legal Group. Mr. Kerfoot is often cited as an authority on finance and related matters in the Financial Times, Wall Street Journal, Reuters, Bloomberg and various other publications.

Prior to joining Dechert, Mr. Kerfoot was a senior banker at HSBC, where he structured and marketed committed and uncommitted financing solutions to investment manager clients.


Arlene Shaw is a Managing Director and Treasury Officer at Brightwood Capital Advisors in New York.  Brightwood Capital Advisors, LLC provides debt and equity capital solutions to US based companies with EBITDA of $5 million to $75 million.  Ms. Shaw joined Brightwood in February 2016.   Prior to Brightwood, Ms. Shaw was a Senior Associate at Schulte Roth and Zabel LLP.  Ms. Shaw has particular expertise in liquidity facilities and structured credits, including warehouse lines, leveraged finance vehicles, capital call facilities, CLOs and fund-of-fund loans.   Ms. Shaw holds a BA, summa cum laude, from the State University of New York at Albany and a JD, cum laude, from Tulane University Law School. Ms. Shaw is a member of the New York City Bar Association.


Edward J. Newlands, a partner in Dechert’s global finance practice, advises asset managers, private equity sponsors, alternative capital providers and other financial institutions on a broad range of leveraged finance transactions and debt restructurings. Mr. Newlands has extensive experience advising on private equity-backed leveraged acquisition financings in the middle market, and regularly represents borrowers and lenders in fund finance transactions involving business development companies and other permanent capital vehicles. He regularly advises on transactions involving all layers of the capital structure, including senior credit facilities, unitranche facilities, ABL facilities, first lien/second lien financings, subordinated/mezzanine debt, structured equity, recapitalizations and workouts/restructurings. He offers practical and business-oriented solutions taking into account all aspects of his clients’ businesses.


Ian Fitzgerald is a Managing Director and Associate General Counsel (Credit) in the Ares Legal Group, where he focuses on credit matters. Prior to joining Ares in 2010, Mr. Fitzgerald was an Associate in the Corporate Group at the law firm of Latham & Watkins, where he focused on corporate finance and general corporate and securities laws matters. Mr. Fitzgerald holds a B.S.B.A. in Accounting, summa cum laude, from Bucknell University and a J.D., cum laude, from the University of Texas at Austin.


Joel Kress joined Pomona Capital as a Consultant in 2014 and assumed his current role as COO and Treasurer of Pomona Investment Fund in 2015. He has over 20 years of alternative investment, operations and legal experience, and has held senior level management positions in the asset management industry since 2005. In 2013, Mr. Kress founded Z to A Ventures, LLC, a strategic advisory and consulting business that primarily serves asset managers in the alternative investments industry. Previously, Mr. Kress was a Partner and Senior Managing Director at ICON Investments, a credit-oriented global investment platform that has invested over $4 billion of capital on behalf of its investors. Prior to ICON, he was a corporate attorney at Fried Frank LLP in London and New York.  Mr. Kress received a JD from Boston University and a BA from Connecticut College.  Mr. Kress is a Senior Advisor to Diamond Funds Ventures Management, LLC, an Advisor to EMM Investments, LLC, and a former Director of Precision Kidd Steel Company, Inc.


Matthew Ruggiero is a Managing Director in the Strategic Advisory Group at PJT Partners, based in New York. Mr. Ruggiero has 14 years of experience in investment banking with a focus on structured financing and M&A advisory assignments for clients across a broad range of industries. Prior to joining PJT Partners in 2015, Mr. Ruggiero was a Vice President with The Blackstone Group since 2009, where he focused on structured financing and M&A assignments. He began his career in the Investment Banking Division of Merrill Lynch, where he advised clients on a range of M&A, debt and equity-linked financing assignments. Mr. Ruggiero received a BS in Finance from Wake Forest University where he graduated summa cum laude.