Fund Formation

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Morris, Manning & Martin’s Fund Formation Practice experience includes formation of real estate funds, private equity funds, timber asset funds, venture capital funds, hedge funds, funds of funds, leveraged buyout funds, mezzanine funds, emerging market funds, life settlement funds, non-U.S. mutual funds, and other alternative investments. We have formed funds under the laws of numerous jurisdictions and are experienced in particular issues associated with various structures such as limited partnerships, limited liability companies, unit trusts, international business companies, exempted companies, UCITS, SICAVs, and FCPRs. We are capable of counseling the general partners, investment advisers, brokers, administrators, and custodians of these funds.

Our lawyers are particularly capable of assisting clients with respect to the tax and economic issues associated with these investments. We advise clients on special issues faced by different classes of real estate investors, foundations, endowments, pension plans, REITs and non-U.S. investors, including unrelated business income tax (UBIT), debt-financed acquisitions and deal activity. Our lawyers have advised numerous sponsors of real estate funds with respect to tax issues.

Members of our practice include recognized legal thought leaders with respect to tax, ERISA, and securities law issues relevant to fund formation. Many of our clients in this area are subject to ERISA or similar state laws and are also tax-exempt organizations. As a result, our team follows an integrated model that involves both ERISA and tax review of each assignment where relevant to the client. Our Securities lawyers handle co-investments and issues relating to private placements and transfers of securities, while our Finance lawyers represent investors in a wide range of privately placed debt transactions.

Venture Capital

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At Morris, Manning & Martin, our Venture Capital Practice provides a full range of legal services to the venture capital and emerging market communities. The lawyers in this practice group are committed to providing our clients with creative, practical and cost-effective assistance. We are the leading provider of value-added legal services for technology, technology-enabled and business services with a presence in the Southeast who want to grow rapidly and have a successful liquidity event within 5-6 years.

• Represent more than 300 venture-backed clients throughout the U.S.
• Represented emerging market companies in over half of the VC transactions in Georgia from 1999 - 2015

We represent hundreds of growth companies in all phases of their life cycles, from incorporation, business plan preparation, seed and venture capital financing, intellectual property protection, employment matters, strategic relationships, business combinations and initial public offerings.

The Venture Capital Relationship

Our lawyers understand the venture capital process and offer clients strategies for negotiating and structuring venture investments. Lawyers in our Venture Capital Practice stay abreast of the evolving standards by which clients evaluate investments and the market terms of venture investments. We believe that a close understanding of the economics and business realities of each deal is critical to efficient deal management and effective representation. We understand the balance between obtaining appropriate terms and cultivating quality, long-term relationships between venture capital investors and the emerging growth in which they invest. We strive to maintain this balance while helping our venture capital investor and emerging growth company clients with the successful completion of their financing transactions.

All Stages of the Life Cycle

Through our longstanding history of representation of emerging growth companies, we have developed a solid understanding of the industries in which our emerging growth company clients participate and the specific legal needs of early stage enterprises. As a result, we are uniquely positioned to anticipate issues for fast growing companies, provide practical advice on a cost-efficient basis and help guide emerging growth companies through all phases of their life cycles.

Representative Transactions:

• Representation of a technology based expedited delivery company in venture capital transactions in excess of $110 million received from national VC funds, its senior and mezzanine credit facilities and general corporate matters.

• Representation of a clean-tech/waste-to-resource company in multiple rounds of venture capital funding (in excess of $100 million), debt transactions and bolt-on acquisitions.

• Representation of a marketing technology company in multiple rounds of venture capital funding (in excess of $100 million), senior and mezzanine debt transactions and bolt-on acquisitions.

• Representation of a data analytics company in multiple rounds of venture capital funding (in excess of
  $75 million), senior and mezzanine debt financings and bolt-on acquisitions.

• Representation of a technology based expedited delivery company in a $40 million venture capital financing.

• Representation of sellers in $32 million sale to a private equity sponsored competitor in the plastics manufacturing industry.

• Representation of a technology company building a cloud computing storage platform in an $11 million venture capital financing.

• Representation of an electronic health records software provider in a $4.5 million venture capital financing.

• Representation of a social media based apartment rental company in a $2 million venture capital financing.

• Representation of over twenty (20) early stage technology companies in angel round and Series A financings ranging from $100,000 to $5 million.