Fund investment

The client needed assistance in bringing together all the disparate elements of a fund investment project in one set of experienced hands.

Venn recently headed the KHQ team acting for a private funds management firm in structuring a $42.6m deal to raise equity capital through a fund (being a wholesale, unregistered, managed investment scheme) for investment into a corporate joint venture vehicle for a property acquisition and development project, with associated project debt. Venn advised the client on the equity and debt capital structure of the deal and conducted the entire transaction, with expert assistance form KHQ’s tax and property teams. Initially Venn identified a selection of appropriate Australian financial service licensees to act as trustee of the unit trust proposed to be used as the investment fund structure and assisted the client in selecting and negotiating arrangements with the preferred licensee, including licensing authorisation of the fund manager. Venn prepared, negotiated and finalised the documentation for the fund, including the unit trust deed, management agreement and information memorandum, and assisted the client in its capital raising activities, including dealing with cross-border funds flows and requisite AML-CTF requirements and unit issue mechanics. Venn also prepared, negotiated and finalised the documentation for corporate transaction involving the fund trustee acquiring a 49.9% interest in the joint venture vehicle (by way of both an acquisition of and subscription for shares, involving a detailed share sale, purchase and subscription agreement and a shareholders’ agreement), which involved careful deliberation of tax and duty issues, in light of an existing obligation to acquire the underlying property, with associated restructuring of the proposed property transaction. Venn also assisted the joint venture vehicle negotiate and finalise the project debt documents (including a loan facility agreement and security package). Venn assisted all parties to bring the entire transaction to a successful completion and then continued to act for the relevant parties in relation to the ongoing project.

Venn’s ability to operate at both high and detailed levels under extreme time pressure made all the difference for the client. Familiarity and experience with a broad range of corporate, financial services, debt and property issues enabled Venn to design a complete solution to achieve the client’s aims and then see the process through to successful completion.