Private Equity

Gray Reed’s deep bench of experienced private equity attorneys regularly represents private equity funds, venture capital funds, portfolio companies in which they invest, public and privately held companies and other sponsors, investors, founders and management teams in all types of private equity transactions. We assist clients with every aspect of domestic and cross-border private equity transactions, including:

  • Majority and minority equity investments
  • Partial and total liquidity events, including founder and management equity rollovers, accomplished through private equity fund or strategic buyers, IPOs, SPACs, redemptions or management-led buyouts
  • Private offering memoranda and related subscription documents
  • Complex partnership holding company formation and finance among one or a consortium of private equity funds, on the one hand, and founders and/or a management team, on the other hand, including:
    • Creation of carried interests and multiple equity classes with preferred return structures, complex distribution mechanics and tiered vesting
    • Employee co-investment and profits interest opportunities for management and founders
    • Capital call funding mechanics over time or in one-time investments
    • Governance structures that balance the concerns of management and private equity funds
    • Creative liquidity event structures through drag-along rights, tag-along rights, IPOs, SPACs, recapitalizations, rights of first refusal or first purchase, roll-ups and redemptions
  • Bolt-on strategic acquisitions, dispositions, consolidations and roll-ups
  • Private equity fund, venture capital fund and other sponsor-led debt financings and equity investments
  • Joint ventures
  • Debt financings, including bridge financings, convertible debt and asset-backed senior, subordinated and mezzanine debt facilities
  • Recapitalizations

Private Equity Fund Experience

Gray Reed represents private equity funds in connection with conducting due diligence and negotiating investments in portfolio companies through the negotiation of letters of intent and term sheets and the formation of holding company partnerships or limited liability companies with multiple equity classes involving complex preferred return and distribution structures, profits interests with tiered vesting, governance rights that balance the interests of management and private equity fund investors and creative liquidity event structures.

We represent portfolio companies as day-to-day outside general counsel and as they grow through bolt-on acquisitions and dispositions, debt financings and recapitalizations. We represent private equity funds and management teams in partial and complete liquidity events including through private equity fund or strategic buyers, IPOs, SPACs, recapitalizations, redemptions, management-led buyouts and roll-ups.  The depth of our experience representing private equity funds, founders and management teams in their capacity as buyers, sellers, investors, lenders and issuers enables us to provide our clients with sophisticated market knowledge and to understand the parties’ perspectives on key negotiating points. 

Access to Resources and General Counsel Capabilities

Gray Reed represents private equity funds in connection with conducting due diligence and negotiating investments in portfolio companies through the negotiation of letters of intent and term sheets and the formation of holding company partnerships or limited liability companies with multiple equity classes involving complex preferred return and distribution structures, profits interests with tiered vesting, governance rights that balance the interests of management and private equity fund investors and creative liquidity event structures.

We represent portfolio companies as day-to-day outside general counsel and as they grow through bolt-on acquisitions and dispositions, debt financings and recapitalizations. We represent private equity funds and management teams in partial and complete liquidity events including through private equity fund or strategic buyers, IPOs, SPACs, recapitalizations, redemptions, management-led buyouts and roll-ups.  The depth of our experience representing private equity funds, founders and management teams in their capacity as buyers, sellers, investors, lenders and issuers enables us to provide our clients with sophisticated market knowledge and to understand the parties’ perspectives on key negotiating points. 

Recognition

Our private equity partners, as well as our private equity deals, are routinely recognized by regional and national ranking and award programs. Below are some highlights that we are proud to share.

Why Clients Feel at Home at Gray Reed

Your experience with our transactional attorneys will be fully aligned with your goals and objectives and tailored specifically to how you want to do business with us. Our lawyers are adaptable and nimble – you will never be forced into a box that doesn’t fit your opportunity or problem, or your needs and desires. Helping you through every stage of your business, from formation through restructuring, you’ll be comfortable with our skill and practical approach. We know exactly when to turn up the heat and when collaboration is the smartest way for you to achieve your goals.

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