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Advanced Issues in Private Funds 2020


Speaker(s): Alison Horton, Andrea J. Schwartzman, Anna Rips, Fola Adamolekun, Jennifer M. Dunn, Joshua S. Cohen, Kelli L. Moll, Laura S. Friedrich, Lindsey L. Wiersma, Lorna M. Bowen, Mark Proctor, Nicole Restivo, Omoz Osayimwese, Parker B. Kelsey, Rebecca Neuschatz Zelenka, Shulamit Leviant, Stephanie R. McCavitt, Susanne V. Clark, Whitney A. Chatterjee
Recorded on: Jun. 9, 2020
PLI Program #: 293066

Kelli Moll is a partner of the Private Funds Group. With over 25 years of experience amassed advising large institutional asset managers to independent sponsors across the spectrum of asset classes, Kelli is considered a leading lawyer in the funds industry. 

Kelli’s practice particularly focuses on counseling investment advisors on the formation and ongoing operations of hedge funds, credit funds and growth equity funds. Kelli regularly advises fund sponsors on fund formation, co-investment arrangements, upper tier arrangements, seed capital arrangements, asset manager M&A, complex fund restructurings, funds-of-one, managed accounts and various regulatory issues.

Recognized for her deep knowledge of the industry and superior dedication to her clients, they have deemed Kelli as “fantastic; smart and commercial” and “very knowledgeable” in directories such as Chambers and Legal 500, where she is ranked as a top practitioner in her field year after year.  Kelli is also a staple at industry events, where she is regularly engaged for her thought leadership on business and regulatory trends in the marketplace.

Kelli is impassioned with the arts and serves as a member of the American Ballet Theatre charitable board.


Rebecca Neuschatz Zelenka is an Asset Management partner at Fried Frank, based out of the firm’s Washington, DC office. Ms. Zelenka focuses on advising fund sponsor clients with the structuring and offering of private equity funds and other alternative investment structures. Her experience includes counseling clients on a wide variety of funds including private equity and buyout, credit, real estate, infrastructure and energy, special situations and distressed, funds-of-funds, employee and others. She also advises on the ongoing operation of funds and manager-related matters such as employee incentive agreements, stake investments, spin-outs, fund restructurings, GP-led secondaries, placement agent arrangements and regulatory matters.

Ms. Zelenka is a board member for Girls on the Run DC and a member of the Leadership Advisory Council of the National Women's Law Center. She has served on Fried Frank’s Nominating Committee, New Partner Committee, Special Counsel Committee and Women’s Forum Planning Committee.


      Alison Horton is a Managing Director and Legal Counsel for Davidson Kempner Capital Management LP, where she is responsible for the Corporate and Investment Management group within the Legal Department and serves on the Operating Committee.  Ms. Horton joined Davidson Kempner in June 2008.  From 2005 to 2008, Ms. Horton was Counsel at Pequot Capital Management, Inc. and from 2001-2005 was an Associate in the Investment Management and Capital Markets departments of Seward & Kissel LLP.  Ms. Horton received her J.D. from the University Of Virginia School Of Law and her A.B. in English from Princeton University.


      Andrea Schwartzman, Global Chair of Latham & Watkins’ Investment Funds Practice, advises clients on the formation and ongoing operations of a broad range of private investment vehicles.

      Nationally recognized as a leading investment funds lawyer, Ms. Schwartzman delivers practical and business-focused advice to private fund sponsors and asset managers at all stages and sizes, as well as institutional investors. She advises clients on various types of fund formation across a range of investment areas, including the buyout, energy and infrastructure, technology, and credit spaces.

      Ms. Schwartzman’s work encompasses a variety of matters in the private capital space, including:

      • Fund formation
      • GP-led secondary transactions
      • Internal sponsor economic arrangements
      • Joint ventures
      • Strategic transactions, including the acquisition of investment managers

      Ms. Schwartzman also frequently provides pro bono counsel to various nonprofit organizations on general business matters.

      Ms. Schwartzman regularly speaks and writes on key issues concerning the investment funds space, including for leading industry conferences and publications.

      Ms. Schwartzman previously served as Global Vice Chair of the Associates Committee.


      Anna Rips represents investment advisers in connection with the structuring and distribution of U.S. and international private offerings of investment funds, including hedge funds, private equity funds, hybrid funds and fund of funds and in connection with managed accounts, funds of one and investment advisory agreements.

      In addition, Ms. Rips represents private funds and investment advisers in structuring and negotiating seed and strategic investments, joint ventures and co-investments. Her practice also includes representation of institutional investors in all aspects of their investments in private investment funds, managed accounts and investment advisers.

      Ms. Rips advises clients on related general corporate and regulatory matters, such as compliance with the U.S. Investment Advisers Act, the U.S. Investment Company Act, and the rules and regulations of FINRA.


      Fola Adamolekun is an Executive Director and Assistant General Counsel at J.P. Morgan Asset Management, where she is responsible for the Fund of Funds Group (Alternative Solutions Group and Bear Stearns Asset Management), globally. Fola joined J.P. Morgan in 2016.

      Prior to joining J.P. Morgan, Fola was the General Counsel and Chief Compliance Officer for Valinor Management, an approximately $3B hedge fund in New York.  Prior to joining Valinor, Fola was an associate in the Investment Management department of Seward & Kissel LLP.

      Fola holds a B.A. and J.D. from Columbia University.


      Jennifer M. Dunn is a partner in the Investment Management Group at Schulte Roth & Zabel LLP. She focuses her practice on advising hedge funds, private equity funds (including mezzanine and distressed funds), hybrid funds, funds of funds and investment advisers in connection with their structuring, formation and ongoing operational needs, general securities laws matters, and regulatory and compliance issues. Her experience includes structuring and negotiating seed and strategic investments, advising investment managers regarding the structure and sale of their investment management businesses and the structure of their compensation arrangements, and representing investment managers in connection with managed accounts and single investor funds.

      Jennifer was named among the world’s “50 Leading Women in Hedge Funds” by The Hedge Fund Journal. A member of the board of directors of 100 Women in Finance, Jennifer is recognized by The Legal 500 US, Expert Guide to the World’s Leading Banking, Finance and Transactional Law Lawyers (Investment Funds), Expert Guide to the World’s Leading Women in Business Law (Investment Funds) and has been named an IFLR1000 “Rising Star” (Investment Funds). She co-authored Hedge Funds: Formation, Operation and Regulation (ALM Law Journal Press) and presented at conferences on topics, including ESG, credit funds, attracting and retaining capital, operational due diligence, compliance issues, hedge funds and management company structures and considerations for emerging hedge fund managers.

      Publications

      • Hedge Funds: Formation, Operation and Regulation (ALM Law Journal Press)
      • “Succession Planning with SRZ’s Leading Fund Formation Group,” The Hedge Fund Journal, March 2016 (quoted)
      • “SEC Updates Form PF Frequently Asked Questions,” SRZ Alert, July 20, 2012

      Distinctions

      • Expert Guide to the World’s Leading Banking, Finance and Transactional Law Lawyers (Investment Funds)
      • Expert Guide to the World’s Leading Women in Business Law (Investment Funds)
      • IFLR1000 – Rising Star (Investment Funds)
      • The Hedge Fund Journal’s50 Leading Women in Hedge Funds
      • The Legal 500 US

      Education

      • Columbia Law School, J.D.
        • Harlan Fiske Stone Scholar
      • University of Pennsylvania, B.A., cum laude


      Joshua S. Cohen has extensive experience in the formation, structuring and maintenance of open and closed-end private funds, including hedge funds, private equity and credit funds, hybrid funds, fund of funds vehicles, liquid alternative mutual funds and scalable platforms for fund sponsors.  In addition, a significant portion of Josh’s practice is focused on providing strategic advice to asset management firms, including in connection with seed capital transactions and complex minority and majority investments, acquisitions and dispositions in existing firms. Josh also provides regulatory counseling under the Investment Advisers Act, the Securities Act of 1933, the Investment Company Act, the Commodity Exchange Act, the Bank Holding Company Act, the Dodd-Frank Act and applicable agency rules.

      Josh leverages his prior in-house experience to provide a nuanced approach to his clients’ legal and business needs. Josh was previously a Managing Director and the General Counsel of Highbridge Capital Management, LLC and the Global Head of Alternatives Legal for JPMorgan Asset and Wealth Management, where he managed the legal affairs of Highbridge’s and JPMorgan Asset and Wealth Management’s $120 billion Alternatives platform, which spans across a broad range of alternative investment strategies and asset classes, including publicly traded equity and credit, private equity and credit, real estate and infrastructure in the U.S., Europe and Asia. In this role, and as a member of Highbridge’s Operating Committee and Board of Managers, Josh served as a trusted adviser to senior management at Highbridge and JPMorgan Asset and Wealth Management on numerous matters, including the creation of new lines of business, investment teams and strategies, acquisitions and divestments of controlling stakes in management companies in upfront and earnout structures, compensation arrangements for key investment personnel and succession planning. Immediately before joining Sidley, Josh worked in the Investment Funds practices of a prestigious international law firm.

      Education

      • University of Pennsylvania Law School (J.D., 2004)
      • University of Pennsylvania (B.A., 2001, Dean's List)


      Lindsey L. Wiersma is a partner in the Corporate Department and a member of the Private Funds Group at Paul, Weiss, Rifkind, Wharton & Garrison. Lindsey focuses her practice on the organization and operation of a variety of private investment funds, including buyout funds, hedge funds, hybrid funds, distressed funds, credit funds, structured product funds, co-investment funds and funds of funds.  In addition to advising on a wide range of fund formation issues, she also advises fund managers on regulatory issues, management company “upper tier” arrangements, investment management M&A transactions, seeding arrangements and secondary transactions. Lindsey also has experience with transactions involving sales, purchases and joint ventures of alternative investment managers.

      Lindsey regularly represents some of the top fund managers, including Acrew Capital, Apollo Global Management, Clearlake Capital Partners, Davidson Kempner, Oak Hill Capital Management, OceanSound Partners, Precision Capital, Sageview Capital, Stronghold Resource Partners, Trilantic Capital Partners, Varagon Capital Partners and Wellspring Capital, among others.

      Lindsey serves on the New York City Bar Association’s Committee on Investment Management Regulation. 


      Lorna M. Bowen is a corporate partner based in the New York office and a member of the firm’s Investment Management Group. Her practice focuses on advising international asset managers on the establishment, operation and regulation of private fund products across the alternative fund spectrum, including private equity, infrastructure, private credit, distressed debt and other products in the illiquid closed-end fund space, hedge funds and funds of funds.

      Ms. Bowen’s practice also has an emphasis on the development of tailored investment platforms and structured solutions for strategic institutional investors. She is frequently involved in corporate transactions in the sector and also advises on management company formations, management team spin-outs, acquisitions of asset managers, seeding/start-up financing deals, joint ventures, private fund interest portfolio sales and co-investments.

      Ms. Bowen is recommended by Chambers Global (2020), where sources describe her as “very commercial and solution-oriented.” She is also recognized in Chambers USA (2019), where sources comment “she’s very astute at getting to the nub of the issue.” The guides have also described her as “smart, practical, expeditious and well respected,” and “an excellent lawyer, on top of her brief and very focused on getting the result her client wants.”

      Ms. Bowen joined the firm in 2019. She received a Bachelor of Civil Law (Euro Legal Studies) from University College Dublin (Université de Rouen) and is admitted to the New York Bar. She is also admitted as a solicitor of the Senior Courts of England & Wales.


      Nicole Restivo joined Key Square Group LP in 2016 and she is currently the Chief Operating Officer/General Counsel/Chief Compliance Officer of the global macro hedge fund. Ms. Restivo was previously a Managing Director at Fortress Investment Group LLC and the General Counsel of its Liquid Markets business, advising on a variety of legal and compliance matters for global macro, commodities, equities, event driven, private equity, and fund of funds strategies from 2010 to 2016. Prior to that, Ms. Restivo was Vice President and Senior Counsel for Ivy Asset Management LLC, a fund of funds platform wholly owned by the Bank of New York. Ms. Restivo began her legal career at Skadden, Arps, Slate, Meagher & Flom LLP as a corporate associate.

      Ms. Restivo earned her J.D. from Vanderbilt University Law School and B.A. from Hofstra University and is admitted to the New York bar.


      Omoz Osayimwese focuses his practice on matters relating to the formation and operation of private equity funds, other closed-end investment funds and alternative asset management businesses. Mr. Osayimwese also has substantial experience representing clients in the formation and operation of hedge funds and hybrid funds. Investment funds that Mr. Osayimwese has represented on formation matters cover a range of strategies, including buyouts, distressed debt, special opportunities, real estate, credit, structured products, shareholder activism, multi-strategy and insurance.  

      Mr. Osayimwese maintains a broad practice, also advising private equity firms and hedge fund managers on minority stakes acquisitions, spin-outs, joint ventures, restructurings and secondaries transactions; investors in the negotiation of seed-capital transactions; and sponsors in the structuring of complex carry-sharing arrangements among principals and employees. His writing on investment and funds management has appeared in publications, including Law360, LexisNexis and Private Funds Management.

      Prior to joining Dechert, Mr. Osayimwese was a partner at another global law firm. 

      Experience

      • MiddleGround Partners in connection with the launch of its business and the closing of its initial middle-market buyout fund
      • Large distressed debt investment firm in connection with the closing of various distressed debt investment funds
      • Global investment bank in connection with establishment of various joint ventures and the launching various investment funds
      • Principals of new investment firm in connection with spin out from global commercial bank
      • Strategic alliance between an institutional manager and a boutique investment firm
      • Large institutional investor in connection with the  various fund investments, fund of ones, managed accounts and joint ventures 

      Education

      • Michigan State University, B.A., 1996, Summa Cum Laude
      • University of Michigan Law School, J.D., 1999

      Bar Admissions/Qualifications

      • New York

      Memberships

      • American Bar Association
      • International Bar Association


      Parker B. Kelsey is a partner in Simpson Thacher’s Private Funds Practice. He specializes in the formation and operation of private equity funds, including real estate funds, buyout funds, digital infrastructure funds, distressed and other debt funds, co-investment funds, and hedge funds.

      Named a “Fund Formation MVP” by Law360, Parker’s experience includes representing Blackstone, Digital Colony, Corsair Capital, The Carlyle Group L.P., Silver Lake, CVC Credit Partners and One Equity Partners in connection with real estate funds and private equity funds. In addition, Parker represented the U.S. Treasury Department in connection with the $30 billion Public-Private Investment Program to purchase legacy assets from financial institutions.

      Highlights of Parker’s recent work include advising:

      • Digital Colony in the formation and $4.05 billion fundraising of Digital Colony Partners, LP—the first-ever digital infrastructure sector-focused fund;
      • Blackstone in several fundraisings, including the establishment of the $14 billion Blackstone Infrastructure Program, Blackstone Property Partners, Blackstone Property Partners Europe and a $4 billion program for high net worth investors investing across multiple Blackstone strategies
      • Strategic Partners in the establishment of its $11.1 billion secondaries fund, Strategic Partners VIII
      • Corsair Capital in a number of fundraisings, including the establishment of its $1 billion Corsair V Financial Services Capital Partners, L.P., and in its role as investment manager of Gateway Infrastructure Partners;
      • Silver Lake in a number of fundraisings, including the establishment of Silver Lake Partners IV, L.P., at $10.3 billion and the $1 billion Silver Lake Kraftwerk Fund, L.P.
      • Carlyle in the establishment of the $2.2. billion Carlyle Global Infrastructure Opportunity Fund, L.P., the $1.1 billion Carlyle U.S. Equity Opportunity Fund, L.P. and its $2.4 billion successor fund, Carlyle U.S. Equity Opportunity Fund II, L.P.

      Parker received his J.D. in 2008 from Georgetown University Law Center and his A.B. from Princeton University in 2001. Parker is admitted to practice in New York.


      Shulamit Leviant joined Davidson Kempner in February 2004 as General Counsel. Ms. Leviant was appointed Managing Director in January 2007 and became a Managing Member in January 2012. From 2001 to 2004, Ms. Leviant was Special Counsel in the investment management practice at Schulte Roth & Zabel LLP, where she was an Associate from 1992 to 1994 and from 1995 to 2000. From 1994 to 1995, Ms. Leviant was the General Counsel of Clinton Group, Inc.

      Ms. Leviant received a J.D. from the Columbia University School of Law in 1992, and a B.A., magna cum laude, Phi Beta Kappa, from Barnard College of Columbia University in 1991.


      Stephanie R. McCavitt joined EagleTree Capital in 2020. Prior to EagleTree, Ms. McCavitt was a Counsel in the Private Funds Group at Paul, Weiss, Rifkind, Wharton & Garrison, LLP where she advised numerous private equity and other clients on a wide variety of legal and tax matters.

      Ms. McCavitt received her B.B.A. in Accounting from the University of Massachusetts at Amherst, her J.D. from New York Law School (magna cum laude) where she was a Notes and Comments Editor of the Law Review, and her LL.M. in Taxation from New York University School of Law.


      Susanne V. Clark is a Senior Managing Director and the General Counsel of Centerbridge Partners, L.P., an investment management firm registered with the SEC focused on private equity, credit, distressed strategies & special situations and real estate investing, with its primary offices in New York and London.  Prior to joining Centerbridge, Ms. Clark was the General Counsel and Chief Compliance Officer of Basso Capital Management, L.P. (“Basso”), an SEC-registered investment adviser managing multi-strategy, convertibles and credit funds.  Prior to Basso, Ms. Clark was the Deputy General Counsel of Amaranth Group Inc., an investment adviser for multi-strategy and long/short equity funds.  Before that, Ms. Clark served as Vice President and Assistant General Counsel at Goldman Sachs, where she was responsible for finance and corporate legal matters involving The Goldman Sachs Group, Inc. and, prior to that, for legal matters involving the investment banking business of Goldman, Sachs & Co.  Ms. Clark started her career as an Associate in the New York Office of Shearman & Sterling LLP.  Ms. Clark serves on the Boards of Directors of KIK Custom Products, Inc. (and affiliated entities) and TriMark USA, LLC, the Managed Funds Association (MFA) and as a director/trustee of certain other professional and non-profit organizations. Ms. Clark graduated with honors from Swarthmore College and received her J.D. from Columbia Law School.


      Whitney Chatterjee is a member of the Firm’s Financial Services Groups and serves as head of the Investment Management practice. She counsels investment managers to public and private funds, independent directors and trustees, fund sponsors, private investment funds and financial services companies on a wide variety of matters, including transactional, fund formation, regulatory, compliance and corporate governance matters.

      Ms. Chatterjee has extensive experience providing advice regarding the Investment Company Act, the Investment Advisers Act, the Volcker Rule and other federal securities law, including advice in connection with mergers and acquisitions transactions and the offering and operation of registered and unregistered fund products. In collaboration with clients and investment management industry groups, she has been involved in significant legislative and regulatory developments affecting the asset management industry.

      Ms. Chatterjee is consistently recognized as a leading lawyer by Chambers USA in the Financial Services Regulation: Investment Funds (Regulatory & Compliance) and Banking (Compliance) areas, by Legal 500 USA in the Investment Fund Formation and Management area and by IFLR as a Highly Regarded lawyer.


      Laura Friedrich is a partner in the Asset Management Group. Ms. Friedrich has extensive experience in the fund formation area, representing US domestic and international private investment fund sponsors, distributors and investors on formation, investment and regulatory matters. She advises US and international private equity, venture capital and hedge funds and their sponsors, with investments in the United States, Latin America, Europe, Africa, the Middle East and Asia, working with both fund sponsors and investors in fundraising efforts for multibillion-dollar funds, as well as middle market, regional and sector-specific funds. She has represented sponsors across a variety of asset categories, including buyout, real estate, funds of funds, debt, energy, infrastructure, transportation and media.

      Ms. Friedrich also counsels funds and their sponsors on a broad range of business and transactional matters (including co-investments), internal management, and regulatory and compliance issues.

      Ms. Friedrich is a Member of the Private Investment Funds Forum and the New York City Bar Association Private Investment Funds Committee.

      Ms. Friedrich received a JD from the University of Pennsylvania Law School in 1996 and an AB from the University of California, Berkeley in 1993.

      Awards and Recognition

      • Recognized by Best Lawyers in America for Private Funds/Hedge Funds Law (2021)
      • Ranked as Leading Individual by Who's Who Legal for Private Funds - Formation (2020)
      • Ranked in the area of Investment Funds: Private Equity: Fund Formation in Chambers USA (2020)
      • Listed in Legal Media Group's Women in Business Law Expert Guide (2020)
      • Recognized for Investment Funds in Legal Media Group's Expert Guides (2020)
      • Named a Leading Lawyer in The Legal 500 (2019) for Private Equity Funds (Including Venture Capital)
      • Named as one of the Top 100 Female Lawyers in Latin America by Latinvex (2018 & 2017)


      Mark Proctor is a partner in the Asset Management Group. Mark advises private fund managers on structuring, establishing, and operating private investment funds, including blind pools, co-investment funds, pledge funds, single investment funds and other investment vehicles. Mark also represents fund managers on their internal structuring and compensation matters, and frequently advises clients in connection with co-investments and seed investments in asset managers, as well as buyers and sellers in secondary market transactions involving private fund interests and portfolios of assets held by private funds. Mark’s practice extends beyond fund managers to include institutional investors and family offices in connection with their investments in various private equity vehicles.