Private Equity

Appleby's global private equity team has one of the most highly regarded practices in this field. With leading practices in both private equity funds and private equity transactions, we provide clients with an integrated service in all aspects of the private equity market. Our unparalleled geographic footprint, coupled with our commitment to both mid-market and multibillion-dollar deals, provides us with a global perspective on structuring acquisitions and executing private equity mandates.

Clients retain us for our deep understanding of their business needs, issues and goals. They rely on us to help them make the right deals on the right terms, thoughtfully assess risk and make appropriate trade-offs, and respond quickly to meet business demands. We have trusted and experienced teams on a global platform who provide trusted advice across the whole life cycle of every fund and every investment, from fund formation and capitalisation of investment vehicles, through to public and private mergers and acquisitions, leveraged buyouts, group restructurings, refinancings, secured lending and transactional due diligence.

Formation Work

Our experience in formation work includes:

  • Establishing and structuring private equity, venture capital, real estate and other types of closed-ended investment funds, general partners, carried interest partners, management and advisory vehicles in Bermuda, British Virgin Islands, Cayman Islands, Guernsey, Isle of Man, Jersey, Mauritius and the Seychelles
  • Establishing Shari’ah-compliant and “hybrid” investment vehicles
  • Preparing primary fund documentation: offering/placement memorandum; constitutional documents; partnership agreements; subscription agreements; investment management/advisory agreement; carry agreements; side letters
  • Reviewing debt and equity funding documentation
  • Advising managers and sponsors on legal and regulatory issues
  • Working with external legal and product development teams on new funds and structured products
  • Provision of legal opinions to general partners and investors
  • Primary and secondary listings of closed-end investment funds on leading stock exchanges

Transactional Work

Our transactional experience covers:

  • Capital raising; subsequent closings
  • Public and private mergers & acquisitions and private equity-backed buyout deals
  • Secondary market acquisitions and disposals
  • Add-ons, spin-offs and restructuring of portfolio companies
  • Acquisition and operational financing (including high-yield bonds)
  • Minority investment transactions and liquidity events 
  • Joint venture and growth capital transactions
  • Co-investment transactions and liquidity events

Governance and Disputes

Our private equity practice is bolstered by our extensive experience in corporate governance matters. We routinely counsel boards of directors and executive officers regarding significant transactions, takeover readiness, disclosure issues and internal investigations.

Life Cycle Advisory Service

Our private equity lawyers advise managers and sponsors throughout a private equity cycle, beginning with an analysis of the investment opportunity and target investor base, then domicile selection and design of the private equity structure. Ultimately, we assist with product implementation: establishing the private equity vehicle and general partner, carried interest partner and management/advisory entities; preparing the offering document and service agreements; advising on funding arrangements and side letter terms; and obtaining regulatory approvals. We can provide managers and sponsors with a holistic solution throughout this process or with a tailored solution at selected stages.

We advise on post-launch legal and operational issues, including portfolio funding, acquisitions and disposals, capital raising, side letters, reserved matters, modification of investor rights, restructurings and liquidation/wind-down.