The Legal 500

Fried, Frank, Harris, Shriver & Jacobson LLP’s hedge fund practice has amassed an impressive roster of institutional clients such as various Goldman Sachs entities, JPMorgan Asset Management and BlackRock, clients which value its ‘commitment to delivering the type of service one expects from one of the top law firms in the country’. Ten partners are fully dedicated to high-end funds work, and collectively deliver ‘a consistent level of excellence’ for fund structuring, fundraising, tax, ERISA and other regulatory and compliance matters. The high-end nature of the work and client base means it is regularly at the forefront of events shaping the industry, an example of which included acting as counsel to three major financial institutions on structuring and transactional issues arising from the Volcker Rules-mandated spinout or other disposition of proprietary trading businesses. Its major fund sponsor clients include BlackRock, for which it handles funds-of-fund and fund matters, and Attara Capital, which it advised on its formation as a successor fund sponsor to Atticus Capital. ‘Excellent’ practice head Lawrence Barshay is a powerhouse in the hedge funds space, and the highly regarded Jonathan Adler, Brian Kniesly and David Selden are all ‘very knowledgeable in this area’.

Schulte Roth & Zabel LLP’s ‘top-tier’ reputation is a product of its four-decade track record at the forefront of the hedge fund industry, and the high quality of its lawyers. The group fields 17 partners that focus on investment management and another 70 attorneys providing regulatory and compliance advice. This combination of technical expertise and depth of numbers gives the practice the critical mass to provide a one-stop shop for a significant proportion of the largest fund managers, including over half of the Alpha 100 hedge fund complexes, and a wealth of institutional names such as Deerfield Capital Management and Credit Suisse. In 2011, it represented over 50 fund managers on various new fund formations, including five of the top ten new fund launches. It also advised Claren Road Asset Management on its sale of a majority stake to global alternative asset manager The Carlyle Group, and Blackstone on the formation of several single-investor fund-of-hedge-funds with aggregate capital commitments of $850m. Particular mention goes to senior figure Paul Roth and co-chairs Stephanie Breslow and Steven Fredman.

Sidley Austin LLP’s hedge funds practice is ‘held in the highest regard’ for its ‘depth of knowledge and impressive expertise that is a cut above the rest in nearly every field’. The 120-strong team of ‘world-class counselors’ spans the gamut of fund formation domestically and through its considerable global reach, giving the practice ‘an excellent perspective on market norms’. Fund formation highlights included representing Investcorp Investment Advisors in a $1bn seed capital fund targeting new and emerging managers; and representing Soroban Capital, a hedge fund led by Eric Mendelblatt, the former co-founder of TPG Capital and COO of the US principal strategies business at Goldman Sachs, in its inaugural fund launch. The team also frequently acts on hybrid funds, including representing Garrison Investment Group in its formation of a closed-end opportunity fund targeting distressed real estate, corporate and financial assets. In Chicago, David Sawyier is ‘top-notch in his field’ and practice co-head William Kerr is ‘as expert and smart as they come’. Fellow co-head Michael Schmidtberger in New York is ‘among the best hedge fund lawyers; his advice is always measured and practical, with an eye towards both the business needs and the legal risks’. In San Francisco, Mark Whatley and David Tang are ‘responsive and exceptionally knowledgeable’.

Davis Polk & Wardwell LLP fields ‘some of the most knowledgeable attorneys’ in its 27-lawyer investment management practice, which includes five partners. Additionally, the firm’s broader expertise in its equity, derivatives and credit group makes it highly desirable among sophisticated clients, who rate the ‘best-of-class service across all relevant areas’. Its knowledge spans all alternative fund structures and asset classes, and the team adopts ‘the right balance of conservatism and aggression’ when advising on the creation of innovative, multi-strategy products for marquee clients such as Perella Weinberg, Morgan Stanley and Avenue Capital. The group is also noted for its ‘serious and growing global footprint that permits relatively easy coordination across disparate jurisdictions including Asia and South America’. It also has a wealth of experience in SEC, CFTC and other regulatory and compliance issues, and has been providing its institutional client base with advice on the implications of the Dodd-Frank Act and the Volcker Rule. In 2011, the team acted for Morgan Stanley during the spinout of its quantitative proprietary trading unit, and represented SEC-registered investment advisor Ramius Trading Strategies in launching its managed futures fund. In a reflection of its regulatory capability, it acted for the Securities Industry and Financial Markets Association (SIFMA)’s asset manager group during its review of proposed regulatory changes by the SEC and CFTC affecting swap transactions. Group head Nora Jordan has extensive regulatory expertise, and the ‘terrifically responsive, versatile and personable’ Leor Landa ‘immediately grasps strategic and business issues, and provides wise counsel beyond his years’.

Dechert LLP’s 20-lawyer US hedge funds team continued to expand in 2011, bringing in former senior policy advisor to the SEC’s investment management division David Vaughan to supplement the group’s already strong regulatory capability. In addition, derivatives expert Matthew Kerfoot was made up to partner in 2011, becoming the firm’s sixth dedicated hedge fund partner in New York. The firm’s global reach means the practice is regularly instructed to provide cross-border advice, as evidenced by its recent representation of a non-US fund group in establishing a US organizational structure. It has also continued to advise funds and fund managers on reorganizations, and acted for a global asset management firm with several European institutional funds on the creation of feeder structures to allow those funds to be offered in the US. On the investor side, it acted for a large institutional investor on the creation and negotiation of a $200m single-investor fund. George Mazin leads the team, which is fast moving out of the shadow of the firm’s dominant offering in the registered funds arena.

Katten Muchin Rosenman LLP fields 80 alternative funds lawyers, and is particularly noted for its ‘up-to-date knowledge of market practice’ and for giving ‘real advice that is commercially sound’. The breadth of its practice encompasses institutional fund managers such as Carlyle and PineBridge Investments, as well as entrepreneurial funds, giving it a balance of high-volume workflow and complex transactions. Its diverse track record across hedge and structured fund products makes it a strong asset for complex fund issues, where Henry Bregstein in particular provides ‘a very strong level of service and excellent value for money’. In 2011, the team advised Meritage funds on converting an existing fund into a multi-series vehicle; the attendant creation of a parallel investment fund allowing a large investor to participate without being subject to regulatory requirements; and restructuring a master-feeder complex to redomicile the master fund in the US. It also acted for Carlyle in the structuring of its funds-of-one as part of its new hedge fund investment management business. Fred Santo heads the practice, which recently expanded its teams in London and the US. In New York, the team added Guy Dempsey, the former co-chair of Latham & Watkins LLP’s structured finance practice, and Ricardo Hollingsworth, a private funds expert who joined from K&L Gates. Maureen Guilfoile joined the Chicago office from Merrill Lynch.

Paul, Weiss, Rifkind, Wharton & Garrison LLP’s work across high-end private equity and hedge fund platforms for leading fund managers has afforded the investment funds practice the opportunity to exploit the growing number of sophisticated hybrid fund structures and the convergence of investment objectives. The five-partner practice provides an holistic investment management service to an elite group of institutional sponsors, including BlackRock and GSO Capital Partners. Despite challenging market conditions, new fund launches were the key driver of the team’s work in 2011, with highlights including GSO Capital Partners’ launch of Blackstone/GSO Secured Trust, targeting investments in senior secured debt obligations. It also advised BlackRock on the formation of BlackRock Asian Credit Hedge Fund and, in a reflection of the growing importance of seed capital investments, represented Reservoir Capital Partners in forming a fund making seed capital investments in hedge funds managed by new and emerging investment managers. In a significant coup, deputy chair of the corporate group Marco Masotti and private funds group head Robert Hirsh were joined by leading private funds lawyer Udi Grofman from Schulte Roth & Zabel LLP. His wealth of experience and reputation has attracted new clients, including Pershing Square and PointState Capital Partners.

Ropes & Gray LLP’s hands-on approach and comprehensive knowledge makes it a ‘a strong player’ in the high-end transactional space, and the seven-partner team attracts prominent fund sponsors including Blackstone Alternative Asset Management. Its expertise goes beyond traditional fund formation and regulatory advice to encompass niche derivatives and futures expertise, as well as innovative products and structures such as bespoke seed funds, tail risk funds and spinouts. These less traditional areas were a busy source of work in 2011, with the team acting for Blackstone Group on its seed investment in multiple hedge funds and its acquisition of profits interests in the funds. It also assisted Commonfund Asset Management with the organization and offering of a number of private funds-of-hedge-funds in the US and abroad, and advised Pacific Investment Management Company on the formation of several new hedge funds and a series of tail risk funds. Practice head Laurel Fitzpatrick comes highly recommended, and is ably supported by derivatives expert Leigh Fraser and regulatory specialist Joel Wattenbarger. Sarah Davidoff is also recommended.

Seward & Kissel LLP fields some 30 partners focusing on alternative fund products and acts for approximately 40% of the top 100 hedge fund managers ranked by assets under management, making it a powerhouse in the midsize funds arena as well as for larger entities. Its track record in the space dates back to the origins of the hedge funds industry, and it is among the most active fund practices in the market by volume; its experience spans a wide range of formations, restructurings, consolidations and regulatory matters. Recently, it has been busy advising clients on the Dodd-Frank Act and related regulations and, on the transactional side, handling asset manager M&A. Highlights included advising Arden Asset Management LLC, a New York-based fund-of-hedge-funds manager with $7.2bn assets under management, on its acquisition of Robeco Group’s $1.3bn fund-of-funds business. It also acted for New York-based Emerging Sovereign Group, an emerging markets equities and macroeconomic strategies investment manager, during its sale of a 55% stake to Carlyle. The practice, headed by John Tavss, also handles contentious matters and the team remains heavily involved in actions stemming from the Galleon insider trading and Madoff fraud cases. The practice bolstered its regulatory expertise in 2011 by recruiting Susan Ameel, who had previously held positions as special counsel at Cadwalader, Wickersham & Taft LLP and as counsel to the SEC. John Cleary and Steven Nadel are also recommended.

Skadden, Arps, Slate, Meagher & Flom LLP has traditionally been considered a go-to firm for hedge fund transactions, such as buying, selling and financing of investment advisors and broker-dealers, as well as M&A and fund formation. Its highly rated regulatory practice attracts effusive praise, with clients citing its considerable ‘40 Act experience as instrumental in public offerings of alternative asset managers. In that vein, Heather Cruz continued to advise BlackRock and its affiliates on the Dodd-Frank Act’s impact on worldwide operations. It also acted for the same client to launch seven hybrid funds totaling $10bn in capital. Philip Harris is a transactional and crisis management expert with an emerging markets focus; his team represented Brazilian investment bank BTG Pactual in a number of debt offerings to finance its ongoing investment activities.

Akin Gump Strauss Hauer & Feld LLP’s investment management group is particularly noted for its ‘great ability to build relationships’ among clients, who call on the team to advise on a range of regulatory and tax issues. Its team is mainly based in New York but is supplemented by the firm’s wider national and global network, and is able to advise on traditional hedge fund formation matters as well as more targeted or sophisticated products, including distressed investment funds and offshore structures. Leading lawyer Steven Vine heads the team, which represents a number of heavyweight sponsors, including Soros Fund Management and Oak Hill Investment Management, and which recently expanded its capacity at partner level by promoting Washington DC-based Jeremy Berry.

Goodwin Procter LLP provides ‘an extremely strong overall level of service in matters relating to hedge funds’ for both institutional sponsors and investment management firms. Its hedge fund capability has steadily grown from being an adjunct to its private equity practice to a standalone offering, although current market conditions have given the practice an edge among sponsor clients, who are increasingly establishing hedge funds with crossover private equity strategies. Venture capital sponsors such as Sequoia Capital and Battery Ventures are a core part of the client base, which the practice continues to assist in addressing new SEC adviser registration rules and requirements, and it represented Grail Advisors LLC in its sale to Ameriprise Financial Inc. It also acted for Covariance Capital Management, a subsidiary of TIAA-CREF, in the development and offering of customized endowment management services to educational institutions, foundations, and other not-for-profit organizations, through a combination of separate accounts and commingled fund structures. Practice head Elizabeth Shea Fries comes highly recommended.

Lowenstein Sandler PC’s hedge funds team ‘always understands the issues at hand, responds very quickly and is able to suggest creative solutions to issues that are often very complicated’. Fund formation, transactional and regulatory and compliance matters are core elements of the practice, which acts for a list of major names including global asset managers Cerberus Capital Management and SSARIS Advisors. This ‘very deep team of attorneys’ is headed by Robert Minion, who is ‘simply the best attorney in this area anywhere in the United States’ and a lynchpin outside counsel to institutional clients. Elaine Hughes and Scott Moss are also ‘excellent’, and the team was strengthened by the arrival of Ira Sorkin from Dickstein Shapiro, who is expert in contentious matters pertaining to funds.

Morgan Lewis fields 12 core US partners supported by over 100 other attorneys across its international hedge fund group, giving it the resources to serve an extensive roster of hedge fund managers, including six of the ten largest hedge funds based on assets under management, as well as a prominent array of institutional investors including CalPERS. In addition to pure numbers, the group also displays depth of expertise, such that ‘even the young attorneys are very intelligent and catch on quickly’. Advising on captive funds for investor clients was a key theme of work in 2011, and, for example, the team acted for South Carolina Retirement System Investment Commission in the formation of eight global captive hedge funds and the commitment of $1bn capital, which amounted to one of the year’s largest captive hedge fund investments. The team is renowned for its regulatory and securities litigation capability; it fields more than 50 former SEC, IRS and CFTC officials, a resource that has been instrumental in attracting clients seeking counsel on the implications of the Dodd-Frank Act and new SEC regulations applicable to investment advisors. Practice head Jedd Wider and the group have ‘a great working knowledge of the subject matter and can quickly work through complex issues to reach a reasonable conclusion’.

Paul Hastings LLP’s six-partner team provides hedge fund formation expertise to a diverse mix of start-ups and institutional investment managers with a high-end focus. This has given the group a broad track record encompassing a variety of complex fund strategies, encompassing long/short equity funds, convertible and statistical arbitrage funds, and distressed and high-yield funds for a substantial institutional client base that includes Beach Point Capital and Charles Schwab & Co. In 2011, it represented Franklin Templeton in launching six private funds with aggregate capital of over $1bn. The firm’s international network is another asset for the practice, which provides investor-side advice to a large sovereign wealth fund, as well as Ford Motor Company’s US and UK pension plans. It also acted for Open Door Capital Management in forming a global institutional funds management business focusing on investments in China. Practice chairman Michael Rosella is highly recommended, as is Mitchell Nichter, who leads the hedge fund team in San Francisco. Domenick Pugliese, David Hearth and Arthur Zwickel are also admired. All attorneys are based in New York except where noted otherwise.

Proskauer Rose LLP’s investment funds practice is primarily concentrated on the East Coast, with the four-partner team also being able to call on the firm’s broader tax, ERISA and bankruptcy expertise and global network to provide its VC and investor-side clients with a full service. In a reflection of its ability to handle innovative new products, the group advised Firebird Management on forming a $50m private fund to invest in the public securities market in Mongolia in 2010, as well as a follow-up fund in early 2011. It also advised New York-based Euphrates Advisors on the formation of the first fund to invest in the public securities market in Iraq, and represented Alpine Associates in creating a new offshore hedge fund. Other key clients include Neuberger Berman and Stonehill Capital Management. Christopher Wells heads the practice and is ably supported by tax expert Amanda Nussbaum.

Shartsis Friese LLP is an active player in the VC and startup fund arena, catering to its considerable client base from its San Francisco headquarters. It has one of the largest hedge fund practices on the West Coast, and the firm’s technology sector focus is a core attraction for entrepreneurial sponsor clients. The group also handles matters for major institutional sponsors including Weintraub Capital Management, Pring Point Capital and Cavalry Asset Management. The eight-partner team provides a combination of traditional fund formation advice with a niche in managerial succession issues and partnership disputes, in line with the firm’s overall strength in contentious matters. Neil Koren is singled out for his offshore structuring expertise, and Geoffrey Haynes is recommended for his tax knowledge.

Stroock & Stroock & Lavan LLP handles a broad array of hedge and alternative fund products, including macro funds, feeder funds, managed account platforms and seed arrangements for sponsors such as Credit Suisse Asset Management, Gramercy Advisors, JPMorgan Asset Management, and Mizuho Alternative Investments. It is also noteworthy for its strength in the funds-of-funds space, where it advises financial institutions such as UBS and institutional managers such as Ramius. Distressed debt fund formation is another important area. On the regulatory and compliance front, the practice is assisting its clients with navigating the Dodd-Frank Act. Jeffrey Uffner is the key figure.

Weil, Gotshal & Manges LLP is better known in the private equity space, but it nonetheless has a hedge and alternative funds practice that attracts a number of blue-chip clients such as Centerbridge, Harbinger and Man Group. Ten US-based partners provide these clients with strong transactional expertise on public and private acquisitions, distressed M&A, PIPEs, minority investments, strategic alliances, financings, restructurings and fund formation matters, while the firm can also bring to bear resources internationally. Its expertise in restructuring and M&A have continued to prove a vital asset in the prevailing market, and the firm notably advised on one of the largest out-of-court restructurings in 2010 for Fortress. Boston-based Joseph Basile co-heads the practice with Doug Warner, who is based in New York.

WilmerHale’s seven-partner group provides ‘an extremely high level of service’ to entrepreneurial sponsors and financial institutions, handling matters ranging from the restructuring of fund portfolios to advising on the establishment of various alternative products. It is in the regulatory arena where it draws the strongest praise: ‘its securities regulatory practice is as good as there is in the market, with a level of skill and experience that few can match’. In 2011, the team acted for State Street Bank and Trust Company in a Court Of Appeal case between two state retirement systems relating to alleged damages caused by the trustee of a cash collateral pool. It also acted for State Street Corporation in a potentially precedent-setting case concerning the assessment under ERISA of the reasonableness of compensation arrangements between financial institutions and retirement plans, and continues to advise a number of swap counterparties on litigation arising from the Lehman bankruptcy. James Anderson chairs the practice from Washington DC, and Boston-based Leonard Pierce is ‘very much in demand and works long hours to ensure his clients are well served’. In New York, Lori Martin is ‘an unparalleled star on SEC investigations and complex regulatory issues’, and Jeannette Boot is also recommended.

Bingham McCutchen LLP is growing its profile in hedge funds, fielding ‘a pretty strong team of attorneys providing market standard advice’ to complement the firm’s prominent mutual funds group; that regulatory and compliance expertise gives it ‘strong knowledge and expertise across the board’. Its sponsor-side hedge fund clients include Westfield Capital Management and Pyramis Global Advisors, which are advised on a range of US and emerging markets funds. In 2011, Richard Goldman acted for Clough Capital on a number of matters, including the launch of an Asia-focused fund and the establishment of a separate managed account. He also acted for Gracie Credit, a fund manager with more than $2bn in assets under management, in the sale of its business to Moelis & Company, and for Shaylor Capital in the launch of its first hedge fund focused on small and mid-cap companies. Robert Leonard is ‘top class’, and John Holton is ‘excellent – a responsive and good communicator who is proactive in identifying issues and alternatives’.

Bracewell & Giuliani LLP has developed ‘a very personalized boutique offering’ in the hedge funds space since the arrival of ‘strong team leader’ Cheri Hoff in 2009. Hoff handles a variety of regulatory and transactional matters for private investment funds and investment advisors, and provides operational, restructuring and related advice to fund clients. In 2011, the team acted for CRC Liquid Strategies on the formation of a domestic fund targeting bank securities; Matador Latam on the formation of a fund targeting Latin America-based companies; and clients such as ACM Investment Management on SEC registrations.

Cadwalader, Wickersham & Taft LLP’s a ‘dedicated, creative’ team delivers ‘exceptional service levels’, and has ‘an abundance of subject matter experience and expertise in the hedge fund and alternative investment world’. ‘Big strategic thinker’ Drew Chapman heads the group, having joined in 2010, and the team expanded further in 2011 with the recruitment of Paul Pantano, Anthony Mansfield, Gregory Mocek and Athena Eastwood, all from McDermott Will & Emery LLP. As such, the team has the scope to advise some of the largest hedge funds in the market on a variety of funds, particularly credit-focused funds. In addition, the firm’s broad international network gives the practice a strong foothold in emerging market funds, with Asia a strong focus. Rounding out its capability is an extensive regulatory practice, which handles advisory and enforcement matters, as well as strong derivatives and buy and sell-side prime brokerage practices.

Debevoise & Plimpton may be better known for its powerhouse private equity practice, but its broad capability also spreads across a range of asset classes and alternative funds. It advises on operational issues facing its sponsor clients, including trading and reporting compliance, negotiation of service agreements and other regulatory and compliance issues. It supplements this with work for sovereign wealth funds and pension funds on their investments into hedge funds and other unregistered investment products. Clients include Abu Dhabi Investment Capital, Oaktree Capital Management and Ramius Alternative Solutions. Byungkwon Lim heads the hedge funds practice, and is also expert in derivatives and structured finance.

Kirkland & Ellis LLP’s investment management practice can ‘handle work across a wide breadth of fund types and complex projects’, and is ‘extremely responsive and can call on deep resources to perform work quickly’. Its team of ten attorneys handles fund formation, transactional and regulatory work for asset managers such as BlueBay Asset Management and Neuberger Berman. In 2011, it acted for the latter and its affiliates in several hedge fund formations, including single-investor vehicles designed specifically for Japanese institutional investors. It also handles investment matters for funds-of-funds and institutional investors, and recently acted for General Motors Investment Management Company and GMAM Absolute Return Strategies Fund in making more than $200m of investments in a variety of funds and accounts. Chicago-based Scott Moehrke and Nabil Sabki are the key figures, working ‘to deliver excellent, timely, well thought-out advice on various market and regulatory trends’.

Simpson Thacher & Bartlett LLP is ‘in a class of its own’ when it comes to private equity fund formation, a reputation it has effectively parlayed into a broader hedge and alternative funds capability. It has been highly active for private fund clients such as Blackstone on a variety of hedge fund acquisitions and hybrid fund structures, and also handles investor-side representations for clients such as Citigroup. Other clients include Brummer & Partners, New Mountain Capital and Tiger Management. Seven US-based partners focus on fund formation and regulatory issues, following the promotion of ‘rising star’ Jonathan Karen in 2011. Michael Wolitzer is ‘an acknowledged leader in fund formation’, and John Hart is ‘an authority on tax matters’. This high-end team ‘may not be the right choice if you’re looking for commoditized value, but rather is the one if it’s critical that the work be done flawlessly’.

Sullivan & Cromwell LLP’s investment management practice provides ‘world-class advice, expertise and business acumen’, and ‘innovative solutions to complicated and difficult issues’. It has attracted clients including Oaktree Capital Management and Pershing Square Capital Management, for which it advises on structuring, formation, transactional and especially regulatory issues: it has ‘in-depth understanding of how federal regulators will interpret gray areas in the law’. In 2011, it represented York Capital Management in connection with Credit Suisse’s $425m acquisition of a minority stake in the client. Hedge fund partner Whitney Chatterjee provides ‘excellent M&A, partnership, corporate, regulatory, securities law and general legal advice’.