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Course Details

Course Information
  • smart_display Format

    On-Demand

  • signal_cellular_alt Difficulty Level

  • work Practice Area

    Commercial Law

Date & Time
  • event Date

    Wednesday, April 6, 2022

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.

$347.00
CLE
ALL

This CLE course will examine the legal issues associated with asset management M&A transactions. The panel will discuss typical deal structures and critical considerations for evaluating an asset management deal.

Faculty

Matthew B. Collin
Partner
Skadden Arps Slate Meagher & Flom LLP

Mr. Collin’s practice focuses primarily on mergers, acquisitions, and other transactions involving public and private investment management firms, broker-dealers, and other financial services businesses. Mr. Collin also represents private equity fund sponsors in the formation and operation of their private equity funds. He has represented clients in numerous U.S. and cross-border transactions.

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Christopher P. Healey
Partner
Simpson Thacher & Bartlett LLP

Mr. Healey frequently counsels clients on the development of innovative retail products, complex asset management M&A transactions, novel applications for SEC exemptive relief and investment company status issues under the Investment Company Act of 1940. His practice focuses on advising registered funds, business development companies, investment advisers and fund boards. He has represented preeminent sponsors and investment managers such as BC Partners, Blackstone, Carlyle and First Eagle, among others. Mr. Healey has served as the Co-Chair of the Investment Management and Broker-Dealer Regulation Committee of the Bar Association of the District of Columbia since 2017.

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David E. Barrett
Partner
Norton Rose Fulbright, LLP

Mr. Barrett is a member of Norton Rose Fulbright's Corporate, M&A and Securities and Financial Institutions practice areas. He advises buyers, sellers and investors on acquisitions and disposals, restructurings, securities offerings, joint ventures and other transactions involving financial, technology and industrial businesses of all types. A significant number of his clients are domiciled outside of the U.S., and Mr. Barrett has considerable experience representing non-U.S. clients on acquisitions and divestitures of U.S. targets.

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Description

Asset management M&A transactions come in many forms, from outright acquisitions to joint ventures to the sale of minority stakes, and each form presents its own due diligence, structuring, and regulatory issues. Deal structure will depend on whether the buyer seeks to acquire a minority stake or a controlling stake, and whether the buyer intends to acquire carried interest in the target's existing funds.

Of particular importance is compliance with the client consent requirements under the Investment Company Act and Investment Advisers Act. Investment advisory clients must consent to a transaction that would result in an "assignment" of an investment adviser's advisory contracts. This consent process will vary depending on the type of client and the terms of the relevant advisory contract.

Listen as our authoritative panel discusses the legal, regulatory, and structuring issues particular to asset management M&A.

Outline

  1. Asset management acquisitions: structuring alternatives
  2. Legal and other due diligence
  3. Negotiating buyer protections and consent rights: minority vs. controlling stake
  4. Client/investor consent requirements
  5. Regulatory issues under the 1940 Act and Advisers Act
    1. Registered funds
    2. Non-registered funds
  6. Section 15(f) of the 1940 Act: safe harbor for sellers to avoid clawback of RIC sales proceeds

Benefits

The panel will review these and other critical issues:

  • How should counsel and clients approach due diligence when considering an acquisition of an investment adviser?
  • What are the critical ownership thresholds that can affect deal terms and structure?
  • What are the principal concerns of registered investment advisers in considering the assignment of advisory contracts?