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Mezzanine Fund

Representation of a nationally recognized fund manager in the offering of over $1.0 billion of limited partner interests in three successive mezzanine funds, including review and revision of private offering memoranda and supplements, preparation of subscription agreements, limited partnership agreements, side letters and legal opinions, negotiation of the terms of the fund documents with institutional limited partners, and management of the various limited partner closings; and advice and consultation with fund manager on securities compliance, investment policies and objectives, venture capital operating company (VCOC) and other ERISA issues, allocation and distribution issues, limited partner reporting and disclosure issues, risk management and indemnification matters, advisory committee and conflict of interest issues, portfolio company investment transactions and workouts, dissolution and fund liquidations.


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