The lawyers in the Private Equity and Venture Capital group of K&L Gates regularly represent both the general partner and limited partners of the funds that provide private capital as well as the companies, management teams and entrepreneurs who utilize that capital to acquire, create and grow businesses around the globe.   We cover the entire spectrum and life cycle of transactions in the private equity markets, from formation to investment to exit.

At K&L Gates, we are uniquely positioned across the globe with attorneys in leading capital markets cities in the world — from New York to London to Hong Kong — and in dynamic and rapidly growing technology centers, including Austin, Boston, Palo Alto, Research Triangle Park and Seattle.  With more than 50 corporate transactional partners devoting all or a substantial portion of their time to facilitating the structuring, negotiation, and execution of the full range of private equity and venture capital transactions, both domestic and cross border, undertaken by our clients, private equity has long been a significant part of our firm’s practice.

Our Private Equity and Venture Capital practice has been consistently recognized as a market leader not only by industry participants but also by leading trade publications, including the following:

• K&L Gates has consistently ranked among the “Most Active Law Firms” by Private Equity Analyst both in the areas of fund formation and capital deployment.  Based on the number of private equity and venture capital deals negotiated and closed in 2007, the combined practice across our global firm ranked 12^th out of 66 national and international law firms, having closed 296 deals.
• Our combined fund-formation practice was 10^th out of 54 firms ranked by Private Equity Analyst, based on our representation of GP and LP clients in 159 private equity or venture capital funds that had a final close in 2007. 
• The 2007 edition of Legal 500 US , the respected guide to the legal profession, designates K&L Gates a “Recommended Firm” for private equity fund formation work.
• The PIPEs Report ranked K&L Gates 8th most active as issuer’s counsel in the PIPEs industry, based on number of placements in 2007.

We team with our clients, helping them to assess risks and to develop practical strategies for mitigating or otherwise managing them.  Our approach is flexible and pro-active and we are dedicated to providing timely advice in an efficient and cost-effective manner.

Our lawyers have worked on transactions covering a broad range of industry sectors over many years and combine legal expertise with solid business experience and judgment, and industry know-how and contacts.  The depth of our experience gives us a thorough understanding of current market practices and terms and conditions and allows us to provide a value-added service to our clients.  In addition, as a part of a leading global firm, our attorneys are able to draw upon the comprehensive resources of the firm to address the full scope of related regulatory, legal and other issues that arise in today's complex transactions.

Leveraged and Management Buy-ins and Buy-outs.
Our lawyers have experience representing companies (both public and private), merchant banks, strategic investors, venture funds, buy-out funds, special opportunity funds and management teams and their sponsors in leveraged buy-outs, management buy-outs and other control transactions.  We have significant experience representing private equity investors in these transactions organized as "club deals."  In addition, we are recognized as having a preeminent practice in transactions involving Employee Stock Ownership Plans. 

Our lawyers represent buyers, sellers and financing sources in a broad array of transactions, including acquisitions and dispositions of entire companies and subsidiaries, leveraged buyouts, spin-offs, roll-ups, PIPES, going-private transactions, recapitalizations, IPOs, strategic acquisitions and joint ventures.  These transactions cover a wide range of industries, including industrial, consumer, wholesale and retail services, travel and leisure, health care, financial services, education, IT, technology, telecommunications and pharmaceutical and life sciences.

K&L Gates' acquisition finance practice provides our clients experienced assistance in structuring, negotiating and closing the financing necessary to complete acquisition transactions, including bank credit facilities, mezzanine debt or other private debt placements, asset-based financings and bridge loans.

We also have wide experience in all aspects of securitizations and other structured finance transactions, utilizing the various practice resources of our firm to structure and implement successful complex financing transactions.  Our experience includes sophisticated asset based lending transactions as well as synthetic lease transactions, credit tenant leasing matters, sale/leasebacks, leveraged lease transactions, project financings and tax exempt debt issuance.

We maintain an active practice in the representation of issuers and underwriters in offerings of high-yield securities and other public debt and equity in acquisition financings. Representations include a wide range of Securities and Exchange Commission (SEC)-registered initial public offerings and secondary offerings, Rule 144A and Regulation S placements, and offerings of other capital markets debt securities and equity-based securities.

Private Equity and Venture Capital
We represent private equity funds, venture funds, strategic corporate investors and individuals in connection with their portfolio company investment activities.  These engagements have involved the issuance of preferred and common equity, bridge debt and other forms of private equity and venture capital financing, acquisitions and disposals of portfolio companies, add-on acquisitions by portfolio companies, recapitalizations, restructurings and liquidity and realization events, including IPOs.

We also represent many start-up and early stage, emerging growth companies from formation, through the various stages of their financing activities and in their strategic joint venturing, acquisitions and disposals and liquidity transactions.   Some of the world's leading businesses - Microsoft, Starbucks, T-Mobile - turned to our lawyers with their most important opportunities and challenges as young companies. The breadth of our practice in this area was recognized by The American Lawyer, which ranked us among the top ten law firms used most often by "hot growth" medium-sized companies.

Our lawyers also represent hedge funds, business development companies and other institutional investors in making leveraged investments in technology-oriented companies, including software developers, ISP's, computer service firms and a wide variety of other technology-intensive businesses. These investments include senior secured loans, second lien loans and mezzanine debt, and are frequently accompanied by equity kickers or private equity investments.

Fund Formation
K&L Gates has significant experience in the formation of private equity and other investment funds.  We have drafted documentation for private equity and venture funds, and are counsel to a number of hedge funds and funds of hedge funds and have prepared the documentation for their offerings.  We have also played a major role in drafting fund documents for a wide variety of specialized funds.

The sponsors and investors that we work with include pension funds, foundations and other tax exempt organizations; financial institutions; corporations; angel investors; and family offices.  The types of funds that we work with include seed-stage, early-stage, and later-stage venture capital funds; merchant banking, mezzanine and buy-out funds; distressed debt securities funds; real estate funds; entertainment funds; funds-of-funds; offshore funds; hedge funds; captive and semi-captive funds; and broad-based private equity funds.

We are familiar with the various structures most commonly used by such funds when structuring management and other fee arrangements, carried interest and claw-back provisions, distribution provisions, valuation policies, and similar structuring issues.  The 2007 edition of Legal 500 US, the respected guide to the legal profession, designates K&L Gates as a "Recommended Firm" for private equity fund formation work.

K&L Gates also has a noted practice representing large, institutional investors, such as government agencies, pension funds, universities and endowments, and high net worth individuals in relation to their private equity investments. On behalf of our institutional investor clients, we regularly review and negotiate the terms of limited partner investing in private equity funds; work that enables us to have a broad awareness of the nature of the market for investment fund terms.  We know how terms are evolving in the current market, and we know what terms are generally acceptable to major investors.

We have extensive experience representing various special purpose investment vehicles formed under technology and economic development programs sponsored by major universities, government agencies, or non-profit consortiums. We advise financial institutions on matters relating to the establishment, marketing and operation of affiliated private equity funds as well as levered and unlevered employee investment funds and phantom investment programs.

Our interdisciplinary approach to fund formation allows us to draw on the extensive experience of our lawyers in the many areas of the law that are implicated in the formation of private equity, mezzanine and venture funds, including Employee Benefits/ERISA, Executive Compensation,Depository Institutions, Hedge Funds and Venture Funds, Investment Management, Tax and Securities. 

The lawyers in our Small Business Assistance practice also provide a full range of services to principals, managers and investors in Small Business Investment Companies (SBICs), the private equity and mezzanine funds licensed and funded by the U.S. Small Business Administration.

A number of the funds we represent are either organized offshore or are sold to non-U.S. persons. Offshore jurisdictions in which we have experience organizing (with local legal counsel) investment funds include the British Virgin Islands, the Cayman Islands, Luxembourg, Mauritius, Guernsey and the Netherlands Antilles.

Mezzanine Transactions
We represent clients involved in mezzanine transactions and have extensive experience with private investments in equity, subordinated debt and convertible securities, representing investment funds, bank-affiliated private equity and mezzanine groups, corporate strategic investment programs and other institutional investors.  We assist clients with the negotiation and documentation of complex debt, equity and convertible securities, warrants and other equity kickers, stockholders agreements, and subordination and inter-creditor agreements.

We are involved in our mezzanine clients' transactions from initial investment to exit, through operational issues, add-on acquisitions, debt and equity restructurings, sales to strategic or financial buyers, recapitalizations and initial public offerings.  Our experience includes a broad range of industries, from manufacturing and distribution to business services, real estate, high technology, software, information services and new media.

Private Investments in Public Equities (PIPEs)
We frequently work with clients in private investments in public equities (or PIPEs).   K&L Gates was ranked third by The PIPEs Report as issuer's counsel in the PIPEs industry based on number of placements in 2005.  In the same rankings for the first three quarters of 2006, K&L Gates was ranked second.

Portfolio Company Representation
We act as outside counsel to a number of our private equity fund clients' portfolio companies.  The broad range of knowledge and experience of lawyers from other areas of specialization at our firm enables us to provide a full array of legal services to these portfolio company clients. Such advice has involved the implementation of executive compensation and employee incentive arrangements, intellectual property protection and enforcement, real estate, equity and debt financings, securities transactions, litigation, corporate governance, real estate and environmental, tax, restructurings and other matters.

Liquidity Transactions
We add real value when it comes to exit strategies for investment realization. Whether advising on a sale or an IPO, we can help our clients to maximize investor return.

A significant focus of the firm is representing clients in relation to domestic and cross-border merger and acquisition transactions, including advising on the structuring, financing and successful completion of the full range of acquisitions, divestitures, joint ventures, recapitalizations and other related transactions undertaken by our clients.

We also have a strong track record advising companies on their IPOs or subsequent offerings, including equities, debt instruments and hybrid securities. Our issuer engagements include all aspects of corporate planning and restructuring, preparation of registration statements and prospectuses, assistance in negotiating underwriting and placement arrangements, preparation of  listing applications and requirements in the U.S. capital  markets and the Asia exchanges. In the U.K., our lawyers support AIM, OFEX and Full List listing applications.  

Interdisciplinary Approach
We bring an interdisciplinary approach to private equity, utilizing lawyers in the following areas: Bankruptcy/Insolvency, Depository Institutions, Employee Benefits, Employee Stock Ownership Plans, Environmental and Natural Resources, Finance, Health Care, Hedge Funds & Venture Funds, Insurance Coverage, IP Litigation, Investment Management, Hedge Funds and Alternative Investments,  Life Sciences, Mergers & Acquisitions, Real Estate, Telecom, Media and Technology, Securities, Structured Finance, and Tax.