Sullivan & Cromwell represents hedge fund groups, commercial banks, investment banks and principals in the formation, structuring and development of a variety of hedge funds and in connection with asset acquisition and sale transactions by hedge fund groups, including private equity transactions.

Our practice in this area also covers the full range of advice on issues arising under the securities laws, commodities laws and tax laws, as well as advice to hedge fund groups and other financial institutions on the development and implementation of compliance policies and procedures related to the operation of and investments in hedge funds; experience with a number of financial institution clients in the development of derivative products related to hedge funds; and advising with respect to prime brokerage arrangements and other legal and regulatory issues relating to hedge fund groups.

As with many of Sullivan & Cromwell’s other practice groups, representation of hedge fund clients draws on the Firm’s global preeminence in M&A, capital markets, bank regulatory, lending, structured finance and tax. Depending on the matter, clients may call on the Firm’s expertise in a wide range of other areas, including broker-dealer regulation, employee benefits, trusts and estates and litigation.

Recent examples of Sullivan & Cromwell’s hedge fund work include transactions and advice for clients such as Citadel Group, Tudor Investment Corp. and Och-Ziff Capital Management. The Firm has also advised several hedge fund principals on investments in hedge fund ventures and on personal estates matters relating to these investments and has served as counsel to hedge fund groups undergoing investigations by government agencies.

Recent Representations

• Counsel to D. E. Shaw & Co. in the sale of a stake in the company to Lehman Brothers Holdings 
• Counsel to Goldman Sachs, through its Asia Convertibles and Credit Trading Group, which is an internal hedge fund/principal investing unit, in a $50 million proprietary investment in China Water and Drinks Inc.
• Counsel to MF Global Ltd. in its $2.9 billion IPO, which completed its spin-off from Man Group plc
• Counsel to Citadel Group in its acquisition of the energy trading book of Amaranth LLC 
• Counsel to U.S. hedge funds in their dealings with U.S. and international regulatory and legislative issues 
• Advice to Prime Brokerage clients regarding their dealings with hedge funds 
• Advice to Guggenheim Partners in its structuring of hedge fund indexed products and its development of onshore and offshore hedge funds 
• Counsel to the private-sector Asset Managers’ Committee of the President’s Working Group on Financial Markets in the development of best practices guidelines for hedge funds