Private Equity

With attorneys practicing in New York, San Francisco, Los Angeles, Philadelphia, Pittsburgh, Chicago, London, Paris, Frankfurt, and Tokyo, Morgan Lewis has a sophisticated international private equity transactional and funds formation practice.

Our dedicated Private Equity Transactional Practice teams have depth in mergers and acquisitions, finance and tax and a full spectrum of expertise in specialty practices necessary for complex private equity transactions, including antitrust, employee benefits and executive compensation, environmental, real estate and intellectual property.

The Private Investment Funds Practice capitalizes on the strengths of the firm’s Investment Management, Securities and Tax Practices and the experience of one of the most recognized private investment funds teams.

Transactions:
Our responsiveness and comprehensive transaction management helps to distinguish us in the private equity field. Our transactional lawyers are business counselors who identify and solve issues in a commercially sensible manner. We take a proactive approach to private equity transactions, anticipating our client needs, and responding to requests with the immediacy and sense of urgency that reflect the value that our firm places on client relationships.

Morgan Lewis’ Private Equity practice has advised on:

• Tens of billions in transactions in the United States and abroad in the retail, technology, transportation, manufacturing, chemical, steel, automotive, and life sciences industries.
• Nearly 40 completed private equity transactions in the past two years with a combined market value in excess of $50 billion
• Nearly 500 private equity and venture capital funds completed for general and limited partners in 2006

Our Private Equity Practice teams have broad experience in structuring private equity acquisitions and financings, going-private transactions, recapitalizations, spin-off transactions, and co-investments. Our deal teams are experienced at deploying rapidly to conduct comprehensive due diligence.

International Private Equity:
Our international teams in Frankfurt, Paris, London, and Tokyo enable us to service our global clientele on both local and cross-border matters. Their local market experience provides us with the expertise of multiple firms.

Management Issues:
We understand that an appropriately motivated management team is essential to the success of the investments made by our private equity clients. In virtually every transaction, we are called upon to structure, draft, and negotiate the management compensation packages, a critical component of which is often a stock-based incentive, and the attendant rights and restrictions (including non-competition) that apply to the management team members and/or their equity.

Fund Formation:
Working in concert with our Private Equity Transactional Practice, our preeminent Private Investment Funds practice advises both domestic and international private equity funds, hedge funds, venture capital funds, mezzanine funds, real estate opportunity funds, fund-of–funds, exchange funds, and other private investment funds.

The practice regularly advises a variety of investors, including pension funds, endowment funds, and foreign investment companies in connection with prospective investments in private equity.

ESOP Finance:
Attorneys in Morgan Lewis’s ESOP Lending Practice represent lenders and borrowers in financing transactions involving ESOPs. For commercial lenders looking to provide creative solutions to their customers’ financing and business needs, ESOPs have much to offer. Tax incentives make ESOP loans advantageous by enhancing borrowers’ cash flow as compared with traditional corporate loans. Our attorneys focus on counseling lenders regarding the unique issues raised by ESOP lending and in negotiating and documenting ESOP loans.