Peter J. Bilfield‘s practice focuses on investment management, and corporate and securities law. Peter represents investment advisers and private investment funds in all aspects of their business, including organizing domestic and offshore private investment funds as single entity, parallel or “master-feeder” structures. Peter provides ongoing regulatory, securities, commodities and general corporate advice to investment advisers and their affiliates.
Peter’s investor-side representations primarily involve assisting institutional investors with conducting reviews and negotiating the terms of their investment agreements. Peter also works with fund principals to implement contractual arrangements that govern their relationships within the fund management company structure. Peter has been quoted in the print media on issues confronting private fund managers and has been a contributor to articles published in the Hedge Fund Law Report and other periodicals.
Peter’s corporate and securities practice focuses on the “middle markets” and the representation of issuers in connection with private and public securities offerings, mergers & acquisitions and general corporate governance. Peter also counsels public companies and their officers and directors in matters involving compliance with U.S. securities laws, including SEC reporting requirements, as well as the rules and regulations of FINRA and NASDAQ.
- Recipient, Heyman Fellowship in Corporate Governance
- Rainmaker of the Year by Originate! (September 2008)
- Notes and Comments Editor, Cardozo Arts & Entertainment Law Journal (1998-1999)
- American Bar Association:
- Section on Business Law (Federal Regulation of Securities Committee and Subcommittee on Hedge Funds)
- Section on Business Law (Private Equity and Venture Capital Committee)
- Connecticut Bar Association: Business Law Section, Co-Chair, Securities Law Committee and Financial Institution Section, Member
- Fairfield County Bar Association: Co-Chair, Business Law Committee
- Connecticut Hedge Fund Association: Member, Legislative Committee
- Hedge Funds Care, Preventing and Treating Child Abuse: Member, Golf Committee
- Volunteer, Bet Tzedek Legal Services, German Ghetto Work Reparations Pro Bono Clinic
Represent Structured Credit Fund Sponsor
Represent the sponsor of a "spin-off" in connection with the formation of a 'mini-master' fund structure comprised of an offshore Cayman feeder fund and onshore U.S. feeder fund as well as an interposed intermediate Cayman limited partnership and Cayman master fund. The master fund invests principally in stressed and distressed structure credit securities, such as ABS, RMBS, CMBS and CDO securities. In addition, representation of the sponsor and its principals in the negotiation and drafting of the general partner limited liability company agreement.
Asset Sale
Representation of a privately-held specialty finance company and its principal in connection with (i) the sale of all of the company’s assets and the assumption of certain of its liabilities by the wholly-owned subsidiary of a Texas-based family office; and (ii) the negotiation of an employment agreement between the principal and buyer. A portion of the closing purchase price was paid at closing with the balance payable in quarterly earn-out payments, subject to an earn-out payment cap.
As a condition to, and simultaneous with, the consummation of the asset sale, buyer was required to (1) enter into a new loan facility with the company’s warehouse lender; and (2) purchase the loan portfolio serviced by the company and owned by an unaffiliated hedge fund.