Why you should attend
The current economic crisis and the state of financial markets continues to have a negative impact on private equity, leading to lower levels of fund-raising and deal-making activities. There has also been increasing regulatory and legislative focus on private equity funds and their roles in the financial markets leading to the downturn, as well as their potential roles going forward. In this environment, private equity faces a number of significant challenges as it redefines itself within the rapidly changing financial and business world.
At this program, a distinguished panel of experts will discuss the basics of the private equity practice from fund formation to private equity M&A. Experts will guide you through an array of key topics, including current issues in private equity investing and private equity funds; dealing with fund sponsor issues; current regulatory and legislative issues; and how private equity funds are addressing compliance issues raised by the current environment.
What you will learn
This program is designed to provide an understanding of the business and legal issues relating to private equity investment.
- Registration under the Investment Advisers Act
- New regulatory environment and implications for private equity funds
- Negotiating with investors: Key issues
- Current issues in private equity M&A
- Ethical issues
- Compliance programs for private equity firms that are registered investment advisers
Who should attend
The program is designed for securities and corporate attorneys in private practice, in-house counsel, private equity or venture capital investors, principal investment professionals, investment bankers, accountants and others involved in the fund-raising and financing businesses.
Day One: 9:00 a.m. - 5:00 p.m.
Morning Session: 9:00 a.m. - 1:00 p.m.
9:00 Introduction
Y. Kawata
CURRENT REGULATORY DEVELOPMENTS AFFECTING PRIVATE EQUITY FIRMS
9:15 Investment Advisers Act Registration
- What it means and how it affects U.S. private equity firms
- What it means and how it affects non-U.S. private equity firms
- Exemptions from registration
- Disclosure requirements: Form ADV and Form PF
- Operational implications
K. Berman, Y. Kawata, M. Masotti
10:30 Networking Break
10:45 Other Regulatory Developments Affecting Private Equity Funds
- Swap trading and clearing
- CFTC/NFA registration
- Treasury International Capital Reports (TIC, SLT and TICS)
- Volcker Rule
W. Chatterjee, H. Cruz, P. Mehta
12:00 Conflicts of Interest and Other Ethics Issues
- Conflicts of interest
- Issues arising among funds with the same adviser
- Issues arising within the adviser
S. Breslow, E. Sopher
1:00 Lunch Break
Afternoon Session: 2:00 p.m. - 5:00 p.m.
MERGERS & ACQUISITIONS
2:00 Fundamentals of Private Equity Investing
- Approaches to closing/financing risk
o How did we get here?
o Where are we going?
- Trends in acquisition financing
- Negotiating key contractual terms
D. Allinson, M. Davis, V. Sawhney
3:15
Networking Break
3:30
Current Environment for Private Equity Investing
- Take-private transactions: Process and substance
- Developments in non-traditional private equity transactions, including: Private investments in public equity transactions
- Market overview
D. Allinson, M. Davis, J. Hamill
5:00
Adjourn
Day Two: 9:00 a.m. - 12:30 p.m.
9:00
Monitoring Compliance at Private Equity Firms: Issues for CCOs
- Advisers Act compliance issues
- AML issues
- Marketing materials and public website issues
- Foreign Corrupt Practices Act
J. Cattier, A. Persaud, D. Vaughan
10:15
Keynote Address
Investment Adviser Act Audits: What is the SEC looking for?
A. Bowden
11:00
Networking Break
11:15
Raising a Private Equity Fund: Current Terms
- Institutional Limited Partners Association: Private equity principles
- Governance provisions: Key person and other terms
- Economic provisions: Carried interest, clawbacks and management fees
B. Lieb, G. Sarno
12:30
Adjourn
Chairperson(s)
Speaker(s)
Andrew J. Bowden ~ Deputy Director, Office of Compliance Inspections and Examinations, U.S. Securities and Exchange Commission
Vik Sawhney ~ Senior Managing Director, The Blackstone Group
Program Attorney(s)
New York City Seminar Location
PLI New York Center, 810 Seventh Avenue at 53rd Street (21st floor), New York, New York 10019. Message Center, program days only: (212) 824-5733.
New York City Hotel Accommodations
Due to high demand and limited inventory in NYC, we recommend reserving hotel rooms as early as possible.
The New York Hilton & Towers, 1335 Avenue of the Americas, New York, NY 10019. 1 block from PLI Center. Reservations 1-800-HILTONS or, 1-877-NYC-HILT. Please mention that you are booking a room under the Practising Law Institute Corporate rate and the Client File # is N495741. Reservations on line at www.hilton.com and enter the same Client File # in the Corporate ID # field to access Practising Law Institute rates.
The Warwick New York Hotel, 65 West 54th Street New York, NY 10019. 1 block from PLI Center. Reservations 800-223-4099 or, hotel direct 212-247-2700. Please mention that you are booking a room under the Practising Law Institute Corporate rate. Reservations on line at www.warwickhotelny.com Click reservations in menu bar on left. Select desired dates. In 'Special Rates' drop down window select Corporate Rate. In 'Rate Code' enter PLIN. Click search and select desired room type and rate plan. Or, you may email reservation requests to: res.ny@warwickhotels.com
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Special Note: In New York, newly admitted attorneys may receive CLE credit only for attendance at "transitional" programs during their first two years of admission to the Bar. Non-traditional course formats such as on-demand web programs or recorded items, are not acceptable for CLE credit. Experienced attorneys may choose to attend and receive CLE credit for either a transitional course or for one geared to experienced attorneys. All product types, including on-demand web programs and recorded items, are approved for experienced attorneys.
Please Note: The State Bar of Arizona does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement. PLI programs may qualify for credit based on the requirements outlined in the MCLE Regulations and Ariz. R. Sup. Ct. Rule 45.
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