Represented a state pension fund in connection with a $500 million investment in a closed-end "fund of one" formed by an asset management company focused on direct private credit opportunities in the form of senior, mezzanine and opportunistic loans to lower middle market companies; negotiated the terms of the limited partnership agreement, securities, tax and enforceability opinions, subscription documents and advised the client on all aspects of the investment, including exculpation/indemnity, cause, general partner commitment, default, credit facility disclosure, confidentiality, conflicts of interest and key person provisions

Represented a major metro pension system in connection with a multimillion dollar investment in a multibillion dollar opportunistic real estate fund focused on acquiring real estate companies, portfolios, distressed loans and standalone assets; negotiated the terms of each system's side letter, legal opinions, subscription agreements, agency cross transaction revocation letters and advised the client on all aspects of the investment, including negotiating fee arrangements, LPAC rights, side letter enforceability opinions, most favored nation, excuse and liability cap provisions

Represented Crescendo Capital SA, a Geneva-based asset manager, and its U.S. affiliate, Crescendo Asset Management, LLC, in connection with the formation of a master-feeder fund structure consisting of two Cayman Islands domiciled feeder funds investing into a Delaware series limited liability company (the intermediary vehicle), which in each series will invest in individual target properties sourced by a sub-advisor with deep U.S. real estate investment experience through a special purpose investment vehicle formed for that purpose; advised the client on tax structuring under the portfolio interest exception, negotiating the terms of sub-advisor agreements, the preparation of offering documents, including private placement memoranda, a series limited liability company agreement, series designations and series appendices for each series and subscription agreements for each feeder fund

Represented Nickel Digital Asset Management Ltd, a London-based cryptocurrency asset manager, in connection with the formation of a multiseries Delaware limited partnership formed to invest in decentralized digital currency and tokens, where each series of the fund invests substantially all of its assets in a corresponding segregated portfolio of a Cayman Islands segregated portfolio company as part of a master-feeder structure in which the U.S. feeder fund invests in parallel with a separate Cayman Islands feeder fund; advised the client on the preparation of offering documents, including a private placement memorandum, series limited partnership agreement, subscription agreement, series designations and series appendices for each series, as well as advised the investment manager on registration with the CFTC as a commodity pool operator

Advised client GSB Capital, LLC, in its multicountry launch of the GSB Equity Long Short Fund on, among other things, restructuring the fund to accept U.S. investors and U.S. regulatory advice on compliance issues related to CPO registration and exemptive relief; assisted with the preparation of offering documents

Represented a Connecticut-based investment management firm in connection with the formation of a differentiated open-ended, hybrid private investment fund which invests in both private investments and public equities issued as part of capital raising transactions; advised the client on the structuring of a multi-class, commitment-based private fund and the preparation of offering documents, including a private placement memorandum, limited partnership agreement, subscription agreement, and form of capital call notice for each class

Education

• University of Notre Dame Law School, J.D.
• Cornell University, B.S.

Admissions

• State of New Jersey