ogier.com Jersey Investment Funds British Virgin Islands | Cayman Islands | Guernsey Hong Kong | Jersey | Luxembourg | Shanghai | Tokyo Law firms and corporate clients alike praise Ogier's lawyers for their technical expertise and their proactive, responsive approach to transactions. The Lawyer Jersey - Investment Funds ogier.com Working with us Jersey has worldwide appeal as a jurisdiction of choice for investment funds among European and international investors and their advisors. Long established as a leading international finance centre, Jersey has developed specific expertise in relation to institutional and professional investor funds. We have significant experience in relation to complex asset-holding structures, particularly for private equity, mezzanine, infrastructure, real estate and other alternative investment funds. Ogier is best known for: its expertise in alternative investment funds including private equity, real estate, mezzanine funds, listed funds and open-ended fund structures providing advice on the setup and operation of alternative investment funds for institutional and professional investors, feeder structures, principal investment / coinvestment vehicles and structured products assisting fund managers in relation to relocation to Jersey, including advising on licensing issues We enjoy a close relationship with the regulators, the government of Jersey and industry bodies in the Channel Islands. In particular, members of the funds team have assisted the States of Jersey in drafting and amending the laws relating to investment funds and advised Jersey Finance on aspects of proposed changes to local and international regulation including the Alternative Investment Fund Managers Directive. This has involved a significant amount of contact with leading industry bodies outside Jersey representing the fund industry. As a result, Ogier is at the forefront of developments in fund structuring in the Channel Islands. We have a responsive, partner-led team of specialist fund lawyers including a number of up and coming qualified lawyers with a broad range of experirence. Biographies of our senior team are on the pages that follow. being the only law firm to be able to provide Jersey and Luxembourg legal services being the leading listing sponsor on the Channel Islands Securities Exchange (24% market share) and the leading sponsor for Chapter 8 listings (34% market share of all Bonds and SPVs listed) being recognised by Monterey Insight in 2014 as having the largest share (40%) of all new Jersey funds business "Their pragmatism and commercial approach has been very noticeable." Chambers UK 2015 3 ogier.com Jersey - Investment Funds Ogier's Jersey Investment Funds team Niamh Lalor Partner T: +44 1534 504210 E: [email protected] Background: Niamh is a specialist funds lawyer and works on a broad range of investment holding structures and financing deals with a particular specialism in investment fund restructuring and regulatory advice. Niamh has been involved in a number of reforms to Jersey’s regulatory regime and has also worked on a number of high profile fund raisings. Simon Schilder Partner T: +44 1534 504298 E: [email protected] Background: Simon is based in the Jersey office of Ogier and his practice covers investment funds, cross border and multi-jurisdictional mergers & acquisitions, corporate finance, equity capital markets including listings of special purpose acquisition companies (SPACs) and joint ventures. Matthew Shaxson Partner T: +44 1534 504000 E: [email protected] Background: Matthew joins Ogier from Mourant Ozannes in May 2015 and has advised on the Jersey law aspects of a significant number of mergers and acquisitions in the financial services sector. He has extensive experience of sales and acquisitions by tender and also running and managing multi-jurisdictional transactions in conjunction with other offices and external legal providers. Matthew acts on both the buy and the sale sides and his clients include individuals, financial institutions and private equity vehicles. 4 Jersey - Investment Funds ogier.com Michael Lombardi Partner T: +44 1534 504280 E: [email protected] Background: Michael became a Partner in 1996 and specialises in investment fund, real estate and structured finance transactions. Michael has been involved with the set-up of complex finance vehicles for a number of years. He has particular experience with real estate, private equity, infrastructure and other types of alternative assets as well as with issues of mezzanine and hybrid securities. Joanna Christensen Senior Associate T: +44 1534 504127 E: [email protected] Background: Joanna advises on a wide variety of investment funds and corporate and commercial transactions, with a particular focus on venture capital funds. Before joining Ogier in 2012, Joanna worked as an associate in the Corporate Real Estate team at Slaughter and May (where she also trained) and as a finance associate at Herbert Smith. Dilmun Leach Senior Associate T: +44 1534 753919 E: [email protected] Background: Dilmun joined Ogier in 2012 from Herbert Smith in London. Dilmun has experience of dealing with all aspects of investment funds including fund launches, co-investment and carry vehicles and restructuring work. He advises on regulatory matters for promoters, fund managers and other service providers in relation to the Jersey funds and regulatory landscape and fund managers/investment advisors. 5 ogier.com Jersey - Investment Funds Alexandra O'Grady Senior Associate T: +44 1534 504081 E: alexandra.o'[email protected] Background: Alexandra specialises in funds and regulatory advisory work and stock exchange listings. Alexandra advises a range of collective investment funds on an on-going basis and has launched a number of investment funds and investment structures (both open and closed ended) with a particular focus on private equity, mezzanine and property funds. Alan Stirling Senior Associate T: +44 1534 673717 E: [email protected] Background: Alan Stirling joined Ogier in 2010 and advises on a range of corporate and commercial transactions. Alan trained with Semple Fraser in Glasgow and gained in-house experience with compliance firm EmiratesOne in Dubai where he worked on corporate and regulatory matters. 6 Jersey - Investment Funds ogier.com Don't just take it from us The market routinely awards us well-regarded industry recognition. This includes the following recent awards, directory recommendations and client testimonials. Recent Award Wins: Investment Funds Law Firm of the Year in Jersey 2015 - Corporate INTL Hedge Funds Service provider Rankings 2014 Ranked Number 1 Legal Offshore, Europe Law Firm of the Year, Jersey - Who's Who Legal Awards 2014 Partner directory rankings: Niamh Lalor is ranked in Chambers UK and Chambers Global for Ogier, Investment Funds since 2013. "a rising star" and "a real pleasure to work with and technically good" Chambers UK 2015 "recommended" - Legal 500 2014 Simon Schilder is ranked in Chambers Global for Ogier BVI, Corporate & Finance since 2007. "He's great and always understands what we want." (Chambers 2013) Matthew Shaxson is ranked in Chambers UK 2014 as an 'Associate to Watch' for Corporate & Finance. Michael Lombardi is ranked in Chambers Global for Ogier, Investment Funds since 2000 and in Chambers UK since 2002. "recommended" - Legal 500 2014 "He has been doing this a long time and is a very tenacious lawyer" Chambers UK 2014 "a good communicator and always quick to respond to issues raised" Chambers UK 2013 Client testimonials: Niamh Lalor - “The advice was crystal clear.... did not need to be seconded by any other adviser.... it saved us a lot in terms of time and money”, "very efficient and knowledgeable", "an all-round professional" and "quite simply, she is excellent". Simon Schilder - "tremendous depth and he is extremely efficient." Michael Lombardi - "efficient, knowledgeable and very personable.... all done very professionally." Dilmun Leach - “responsive, proactive and easy to deal with.... he was approachable and answered my questions.... a good understanding and he got things done.” Alexandra O'Grady - “She was very good, personable and very efficient.” Alan Stirling - "efficiency and responsiveness was off the scale." Joanna Christensen - "demonstrated the best level of communication and proactivity generally." "The team is packed full of intelligent, proactive and gifted lawyers who bring a sensible, robust and commercial approach to their work.” 7 Chambers UK 2015 ogier.com Jersey - Investment Funds Representative transactions Outlined below are some examples of recent work highlights. Intermediate Capital Group PLC Ogier acted as Jersey legal advisers to ICG in relation to the launch of the US $1.5 billion ICG Asia Pacific Fund III. This is the third of ICG’s mezzanine debt funds focusing on the Asia Pacific region. A highly complicated structure sits behind the fund which is designed to maximise investor returns through the use of entities in both Singapore and Jersey. Index Ventures Ogier provided legal and regulatory advice relating to the establishment of a limited partnership, regulated as a Jersey expert fund, Index Ventures VII. The fund’s objective was to invest in equity and equity related investments primarily in private European, United States and Israeli early stage companies in the technology field. The Fund raised €400m in commitments from international investors, confirming Index’s position as a market leader amongst European Venture Capital firms in the technology sector. The fund was followed separately by the establishment of a parallel investment vehicle. 8 Sidra Capital Ogier provided advice and assistance in respect of the establishment of a closedended fund, Sidra European Development Fund, as a Jersey expert fund. The Fund was established as a feeder to invest in a closed-ended limited partnership fund established by AGC Equity Partners in Cayman for the purposes of investing in a European real estate development opportunity. Julius Baer Ogier worked with Julius Baer in relation to its acquisition of the non-US wealth management operations of Merrill Lynch. Ogier provided Jersey legal and regulatory advice in relation to the restructuring of the Merrill Lynch fund 33 KWS into a Jersey Expert Fund now known as Julius Baer Jersey Umbrella Fund. As part of the acquisition, Julius Baer Financial Services (Channel Islands) Limited was appointed as manager to the fund. Ogier also acted in relation to the launch of a number of new sub-funds in the Fund. Target Healthcare Prior to the implementation of AIFMD the REIT was established as an unregulated fund listed on AIM. In connection with a further placing of shares, in order to remain compliant with the requirements of Jersey’s AIFMD regime, it was necessary for the REIT to convert from unregulated to regulated listed fund status. Ogier provided regulatory advice in connection with the AIFMD analysis and the regulatory conversion application. Foresight Solar Fund Limited Ogier provided legal and regulatory advice to Foresight Solar Fund Limited in connection with a further capital raise completed by way of an initial placing and offer for subscription of new ordinary shares to create a placing programme in relation to its new ordinary shares. The new ordinary shares issued immediately following the initial placing and offer were admitted to the Main Market of the London Stock Exchange. Jersey - Investment Funds ogier.com Information on the Ogier Group and its regulators can be accessed via the website. Please recycle this brochure after use.
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