Private Equity

Portfolio Company Services

We regularly represent private equity-backed companies as well as companies targeted for, and that independently seek, private equity capital investment. In many instances, our private equity fund clients retain Jones Walker to handle portfolio company matters. Our services include the following:

• Day-to-day corporate governance
• Acquisition structuring, negotiations, and financing, including roll-ups in fragmented industries
• Employment matters, including formulation and implementation of executive compensation and employee incentive arrangements
• Analysis of tax, labor, antitrust, litigation, environmental, and industry-specific operational and compliance issues
• Private sales structuring and negotiations, as well as alternative transactions offering liquidity to investors
• Other change in control transactions
• Litigation and dispute management
• Senior and mezzanine debt placements
• Regulation D equity and debt financings, 144A offerings, bond offerings, securitizations, and high-yield debt offerings
• Leveraged buyouts
• Non-control, passive investments
• Leveraged recapitalizations
• Transactions in conjunction with distressed situations and bankruptcy proceedings

Fund and Fund Investor Representation

Our attorneys understand the transactional, tax, regulatory, and other legal issues that impact and shape private fund formation, fund structure and governance, and fund investing, and we regularly advise private funds and their principals and general partner and management company entities with respect to such matters. We have negotiated a variety of partnership and other agreements on behalf of our fund clients, their sponsors, and principals, including agreements for “side-car,” parallel, master and feeder funds, and alternative investment vehicles. 

Moreover, we have negotiated such agreements and documents with a variety of specially regulated, tax-exempt, and foreign investors whose fund commitments are often subject to or conditioned upon special regulatory considerations, US and foreign tax concerns, specific “side-letter” provisions, and special withdrawal rights. We also counsel fund managers on all aspects of day-to-day operations and serve as a trusted resource for third-party fund administrators.

In addition to representing private funds, we regularly represent high-net worth individuals, privately owned vehicles, and institutional investors in connection with their investments in private funds. We are in tune and familiar with the often complex tax, regulatory, and economic concerns and objectives of such fund investor clients, and we blend a practical approach with the most current market intelligence regarding fund investing in furtherance of our clients’ interests. 

Regulatory Compliance

In a post-Dodd-Frank world featuring heightened regulatory scrutiny, compliance is a paramount concern for private funds. Our team of investment management legal services and securities lawyers add critical structural and regulatory experience to our private funds practice. We regularly advise fund managers on all aspects of the regulatory framework that touch and concern private fund formation and governance, including, but not limited to, the following:

• Compliance under federal and state securities laws, as applicable to fundraising and the activities of fund principals
• Compliance under the Investment Company Act of 1940, as amended, and the various rules and regulations thereunder
• Compliance under the Investment Advisers Act of 1940, as amended, and the various rules and regulations thereunder
• Preparation and filing of Form ADV and its related instructions and requirements of federally registered advisers and exempt reporting advisers
• ERISA
• Certain provisions of and rules under the Commodity Exchange Act, as amended
• Formulation of anti-money laundering, Foreign Corrupt Practices Act, and other material compliance policies and programs.

Recognized for Excellence and Quality Client Service

At Jones Walker, our attorneys are recognized among the most trusted practitioners in the Southeast. Members of our team have been named in The Best Lawyers in America as "Lawyer of the Year" in Venture Capital Law and related disciplines.

Our private equity, venture capital, securities, and other practices have been ranked at the top in markets across the Southeast and nationally by U.S. News & World Report-Best Law Firms and Chambers USA.