Practice Areas & Industries: Eversheds Sutherland (US) LLP


Group Profile Lawyers in this Group Offices Locations for this Group

Practice/Industry Group Overview

Eversheds Sutherland guides clients through the maze of legal, tax and regulatory considerations when obtaining, utilizing and monetizing private capital.

Amid volatile markets and evolving laws and regulations, many companies view private capital as the best way to fund their needs and pursue new opportunities. Eversheds Sutherland attorneys match clients with the right types of funding based on decades of experience and our work across the entire spectrum of the market. We guide our clients to success despite complex, ever-evolving rules that affect financing, trading and investment. Our firm has strong and deep practices in all areas critical to access private capital: corporate structuring, securities registration and exemption, tax, finance structuring, derivatives and regulatory compliance. Our attorneys advise start-ups to long-established national businesses.

When lending is tight and the public markets unwelcoming, private investment funds and other private sources of debt and equity can fill a void. We know banks and other financial institutions are not always the best fit or a viable option for some companies and we recognize that many strong companies prefer to remain private but still need access to capital. We understand the regulatory framework around capital raising issues and assist clients in addressing those issues in a clear and timely manner.

Our attorneys focus on results and getting the deal done. We strive to work collaboratively with the numerous other parties involved in private capital matters, including counsel to institutional investors, banks, placement agents and other financial institutions.

Why Eversheds Sutherland
Range. Our attorneys work with clients across the entire range of private capital funding mechanisms, including early stage and angel investing, venture funds, hedge funds, mezzanine funds, leveraged buyout (LBO) funds, timber funds, real estate funds, small business investment company (SBIC) funds and business development companies. We understand the issues involved, including structuring issues, adviser compensation, carried interest and management fee issues, side letters, private placements, due diligence, domestic and offshore structuring, conflicts of interest, general solicitation, valuation, personal/insider trading and derivatives trading advising both general partners and limited partners.

Exceptional tax strength. Over the course of eight decades, our firm earned a national reputation for tax knowledge. We assist clients in choosing the most beneficial approaches to private capital from a tax planning perspective.

Industry and regulatory backgrounds. Our team includes former senior attorneys of the U.S. Securities and Exchange Commission (SEC), the Financial Industry Regulatory Authority (FINRA) and the U.S. Department of Justice (DOJ). This allows us to anticipate issues and leverage relationships.

Risk and compliance focus. Regulators and legislators have trained their focus on financial compliance issues. We help clients review and enhance risk management and other management compliance policies and systems to keep them out of the crosshairs.

We understand emerging industries. Our lawyers lead in the emerging fields of privacy protection, software procurement and technology licensing. We efficiently handle all of the challenges faced by young companies and the funds that fuel their growth.

Across-border experience. Sometimes, the most optimal types of financing can be found outside the United States. Our team is familiar with the laws, regulations and opportunities that can be found offshore.

Nuts and Bolts

Eversheds Sutherland attorneys advise clients on the full range of private capital funding and matters, including:

  • Private equity funds, venture capital investments and early stage companies
    • Fund formation
    • Evaluating investment opportunities
    • Negotiating and documenting investment transactions
    • Closings
    • Exits from investments
    • Strategic alliances
    • Executive compensation and option planning
    • Intellectual property matters
  • Leveraged capital
    • Represent borrowers, issuers and underwriters
    • Cash flow lending
    • Asset based lending
    • Highly leveraged financings, including leveraged buyouts, acquisition financings and recapitalizations
    • Investment grade financings
    • Sale/leaseback transactions
    • High yield debt offerings
    • Energy and project financings
    • First and second lien financings
    • Financial consulting and advisory programs workouts, restructurings and debtor-in-possession financings
    • Mezzanine financings
    • Hybrid debt/equity financings
    • Cross-border financings
    • Structured financings and securitization of real estate mortgages, corporate bonds, commercial loans and other financial assets
    • Synthetic and leveraged leasing
  • Investment Advisers
    • Investment adviser registration process
    • Marketing compliance for registered advisers
    • Day-to-day compliance issues
    • Exemptions and “status issues”

Take Action
Eversheds Sutherland’s private capital attorneys lead clients through all aspects of changing governmental regulations, as well as challenging business problems and unique legal issues. We simplify the legal and regulatory complexity, so that clients can devote time and energy to other issues.

Selected Experience

Sutherland guides publicly traded private equity fund through leveraged buyout and strategic roll-up transaction.
Sutherland advised a business development company in its simultaneous acquisition and roll-up of 23 regional consumer products brokerage businesses, including 14 through simultaneous reverse-triangular mergers. The total value of the enterprise was approximately $400 million.

Sutherland attorneys counsel private equity fund in $390 million purchase of franchise.
Our lawyers represented a large private equity fund in its acquisition of the Church’s Chicken franchise. The value of the asset acquisition totaled $390 million.

Sutherland represents medical device start-up.

Sutherland represented a medical device company in multiple venture capital investments and in intellectual property licensing arrangements. The company specializes in innovative cardiovascular devices.

Articles Authored by Lawyers at this office:

FINRA Is Ready to Lace-up and Focus on “Blocking and Tackling”: FINRA’s 2017 Priorities and Related Enforcement Actions
Peter J. Anderson,Eric A. Arnold,Bruce M. Bettigole,Patricia A. Gorham,Olga Greenberg,Clifford E. Kirsch,Michael B. Koffler,Susan S. Krawczyk,Neil S. Lang,S. Lawrence Polk,Brian L. Rubin,Amelia Toy Rudolph,Sarah Razaq Sallis,Holly H. Smith,W. Scott Sorrels,John H. Walsh, January 30, 2017
As the football season was winding down, on January 4, 2017, the Financial Industry Regulatory Authority (FINRA) published its 2017 Annual Regulatory and Examination Priorities Letter.1 According to FINRA President and CEO, Robert Cook, this year’s 11-page letter focuses on “core...

SBA Adopts Final Passive Business Rule Impacting BDCs with SBIC Subsidiaries
Cynthia R. Beyea,Steven B. Boehm,Terri G. Jordan,Cynthia M. Krus,Ingrid E. Messbauer,Lisa A. Morgan,Harry S. Pangas,Sara Sabour, January 24, 2017
On December 28, 2016, the Small Business Administration (SBA) released the final version of the Passive Business Rule (the New Rule) under § 107.720 of the small business investment company (SBIC) regulations.1 Among other provisions, the New Rule expands the permitted use of holding companies...

SEC Adopts Amendments to Regulation S-X Applicable to BDCs
Cynthia R. Beyea,Steven B. Boehm,Cynthia M. Krus,Lisa A. Morgan,Harry S. Pangas, December 14, 2016
On October 13, 2016, the Securities and Exchange Commission (SEC) issued a release adopting final rules to modernize and enhance the reporting and disclosure of information by registered investment companies (the Final Rules). Though the Final Rules primarily address the reporting and disclosure...

SEC Adopts Rules to Modernize Information Reported by Registered Investment Companies
Frederick R. Bellamy,Cynthia R. Beyea,Steven B. Boehm,James M. Cain,Cynthia M. Krus, December 09, 2016
On October 13, 2016, the Securities and Exchange Commission (the SEC) issued a release adopting final rules to modernize and enhance the reporting and disclosure of information by registered investment companies (the Final Rules).1 The Final Rules are part of the SEC’s initiative to enhance...

SEC Adopts Liquidity Risk Management Rules for Mutual Funds and Other Open-End Investment Companies
Frederick R. Bellamy,Cynthia R. Beyea,Thomas E. Bisset,Steven B. Boehm,James M. Cain, November 14, 2016
On October 13, 2016, the SEC approved new Rule 22e-4 under the Investment Company Act of 1940, as amended (the 1940 Act), which will require certain open-end investment companies other than money market funds, to adopt and implement written liquidity risk management programs.1 In addition, new Rule...

SEC Adopts Changes to Form ADV and Books and Records Rules
Eric A. Arnold,Clifford E. Kirsch,Michael B. Koffler,Susan S. Krawczyk,Holly H. Smith, September 19, 2016
On August 25, the Securities and Exchange Commission (the SEC) adopted amendments to Form ADV Part 1 that will require SEC-registered investment advisers to provide a significant amount of new information.1 The SEC adopted these amendments to Form ADV to improve the depth and quality of information...

ISDA Publishes Variation Margin Protocol
Brian Barrett,James M. Cain,Catherine M. Krupka,David T. McIndoe,Mark D. Sherrill, August 24, 2016
On August 16, 2016, the International Swaps and Derivatives Association, Inc. (ISDA) published the ISDA 2016 Variation Margin Protocol (VM Protocol). The VM Protocol is intended as a tool to help market participants that will be subject to regulatory variation margin requirements,1 and their...

Venture Global LNG Closes Additional $15 Million Funding Deal
, August 24, 2016
Venture Global LNG, Inc., announced that it has closed a fifth round of equity investment, raising additional capital of $15 million and bringing the total capital raised to date to over $280 million. The proceeds will fund Venture Global LNG’s proposed 10 million tonnes per annum (MTPA)...

Shell Delays FID for Lake Charles LNG Export Terminal
, July 29, 2016
Reuters reports that Shell has indefinitely delayed a final investment decision (FID) for its affiliate BG Group’s proposed Lake Charles LNG export terminal at Lake Charles, La. In February, Shell Canada, primary sponsor of LNG Canada, indefinitely postponed an FID on its proposed LNG export...

Questions Remain Regarding Impact of Brexit on Fund Managers
, July 27, 2016
Although the dust has somewhat settled following the historic “leave” vote on June 23, 2106, in which voters in the United Kingdom elected to leave the European Union, many questions remain. Of particular importance to fund managers based in the UK is the question of Brexit’s...

SEC Issues Guidance on Business Continuity Planning for Registered Investment Companies
Cynthia R. Beyea,Steven B. Boehm,Michael B. Koffler,Cynthia M. Krus,Lisa A. Morgan, July 15, 2016
On June 27, the staff of the Securities and Exchange Commission’s (Commission or SEC) Division of Investment Management (IM) issued a Guidance Update on business continuity planning for registered investment companies (funds).1 The Guidance Update provides the staff’s view on what funds...

Director of SEC’s Division of Enforcement Promises More Enforcement Actions against Private Equity Fund Advisers
, June 02, 2016
In a recent speech, Andrew Ceresney, the Director of the SEC’s Division of Enforcement, discussed his division’s focus on the private equity industry, reviewing eight recent enforcement actions that Enforcement’s Asset Management Unit has brought against private equity advisers,...

Major Companies Invest In Ride-Hailing Companies
, May 27, 2016
Two major car manufacturers have recently invested in ride-hailing companies, signaling their interest in and commitment to the mobility services market. Volkswagen AG is investing $300 million into Gett Inc., and Toyota Motor Corp. is investing in Uber Technologies Inc. Toyota’s partnership...

FINCEN Customer Due Diligence Rules Exclude Most Private Funds from Definition of Legal Entity Customers
, May 25, 2016
On May 5, 2016, the U.S. Treasury Department’s Financial Crimes Enforcement Network (“FinCEN”) issued final rules (the “Final Rules”) on customer due diligence requirements for banks, broker-dealers, mutual funds, and futures commission merchants and introducing...

Changes to Trading Documentation Will be Necessary to Recognize Regulatory Stays of Termination Rights
, May 11, 2016
On May 3, 2016, the Federal Reserve Board released a proposed rule (Proposed Rule) which would “require U.S. global systemically important banking institutions (GSIBs) and the U.S. operations of foreign GSIBs to amend contracts for common financial transactions to prevent the immediate...

Venture Global LNG Closes Additional $55 Million Funding Deal
, May 06, 2016
Venture Global LNG, Inc. (Venture) announced the successful closing of its fourth round of equity investments to fund its proposed liquefaction and LNG export terminal on the Mississippi River in Plaquemines Parish, La. According to the press release, the “round also is notable for adding to...

FinCEN’s Long-Awaited Beneficial Owner Due Diligence AML Rule Could Be Finalized Soon
, May 03, 2016
Earlier this month, the Financial Crimes Enforcement Network (“FinCEN”), a bureau of the U.S. Department of the Treasury, submitted its long-awaited Final Rule on due diligence of beneficial owners of customer accounts to the White House Office of Management and Budget. This new...

U.S. Senators Introduce Legislation to Tighten Schedule 13D Reporting Requirements and Increase Oversight of Activist Hedge Funds
, April 04, 2016
Two U.S. Senators recently introduced legislation that would result in significant changes to Schedule 13D reporting requirements. According to the press release announcing the introduction of the legislation, the proposed changes are designed to enhance transparency, protect companies from...

SEC Issues Order To Solicit Comments On FINRA Capital Acquisition Broker Proposal And Determine Whether To Approve Or Disapprove The Proposal
, March 28, 2016
At the end of last year, the SEC issued a notice of a proposed FINRA rule change that would establish a separate rule set for broker-dealers that meet the definition of a “capital acquisition broker” and elect to be governed under such rule set. Last week, the SEC issued an order in...

Repsol’s Canaport LNG Terminal Conversion to Exports Put on Hold
, March 18, 2016
CBC News reports that Repsol has put on hold its proposal to convert the Canaport LNG import terminal in New Brunswick, Canada into an export terminal. The company attributed the decision to its inability to find outside investors and current market conditions, which make the conversion...

Credit Suisse Releases 8th Annual Hedge Fund Investor Survey
, March 07, 2016
On Wednesday Credit Suisse released a survey in which responses from 369 institutional investors, representing $1.1 trillion of hedge fund investments, were analyzed. The investors were surveyed on a number of topics including: key industry trends and forecasts; growth and return prospects for the...