Sidecar: CFIUS, Springing Rights and the Equity Stack

Private equity firms are increasingly looking at strategic options both for their business and fundraising, including GP-stake sales and seeding transactions. What factors do GPs consider when evaluating these options? In this episode, Dechert’s Sam Kay leads a discussion with Rede Partners’ Magnus Goodlad and New Catalyst Strategic Partners’ Demetrius Sidberry on how the market is developing, how businesses are valued, the different methodologies and investment structures for either a GP-stake sale or a seeding arrangement, and more.

2024 marks the 40th anniversary of Dechert’s global private equity practice. In this special episode, Blackstone’s Christopher James, KKR’s John Park, and AB Private Credit Investors’ Jay Ramakrishnan join Ken Young, co-chair of Dechert's corporate and securities practice and co-head of the global private equity group, to reflect on the evolution of the PE industry, from its humble beginnings to its current scale and complexity.  Among other topics, they discuss the diversification of investment strategies from pure buyout shops to massive alternative asset managers, the evolution and the role of private credit in the private equity ecosystem, and the increasing ability for retail investors to access private markets strategies.Key Takeaways Over the past 40 years, private equity has demonstrated resilience through various economic cycles, continually evolving to meet new challenges.The private equity industry has grown tremendously in both scale and diversification of strategies.Not just private equity, private credit has also emerged as a key asset class, benefiting from the rise in private equity while also supporting that growth.Diversification has included the investor classes too, where outreach to retail investor is the next phase in the diversification of the private capital business.What do the next 40 years hold for PE?  According to our guests, quite a lot.

The new EU Foreign Subsidies Regulation (FSR) aims to address potential market distortions caused by subsidies from outside the EU, introducing new European Commission reporting obligations for private equity firms. In this Sidecar, Dechert partners Saira Henry, Michael Okkonen, and Clemens York discuss how private equity firms can adopt proactive strategies and thorough due diligence to effectively navigate the new regime. Show Notes “The Regulatory Gauntlet: Dealmakers Face Increased Scrutiny,” Dechert OnPoint (Nov. 5, 2023) 

Despite evaluating fewer transactions for potential national security risks, the Committee on Foreign Investment in the United States (CFIUS) is taking longer than ever to complete its reviews, significantly impacting deal closing timelines for PE transactions involving foreign investors. In this Sidecar episode, Dechert private equity partner Bernardo Piereck and national security partners Jeremy Zucker and Hrishikesh Hari discuss the current length of CFIUS reviews, insights into the Committee’s mitigation measures as detailed in its annual report to Congress, and steps that investors can take to structure their transactions with CFIUS considerations in mind.Show Notes“Highlights from the Annual CFIUS Report,” Dechert OnPoint (August 7, 2024)“Finally, An Update on Outbound Investment,” Dechert OnPoint (June 26, 2024)“The Evolving Global Foreign Direct Investment and National Security Review Landscape,” Dechert LLP (May 2024) 

On the back of a record-setting 2023, the secondary market delivered estimated volumes surpassing US$110 billion. The momentum for credit secondaries shows no sign of slowing down in 2024, but what are the key drivers and trends fueling its growth?In this episode, Dechert’s Nicole Macarchuk leads a discussion with Apollo’s Olga Kosters on how the secondaries market has evolved in recent years, the current market opportunity for LP and GP-led secondaries, why large asset managers are being drawn into the market, the top considerations from the buy-side, and more.

A year of rising interest rates and slower growth has proved challenging for the global PE industry. Yet, notwithstanding a decline in fundraising and dealmaking over the past year, how are resilient managers overcoming today’s challenges and setting themselves up for success during 2024? In this special episode of Committed Capital, private capital and PE leaders from Hamilton Lane, Tikehau Capital, Capital Square Partners and Court Square Capital Partners offer their perspectives on the key findings from Dechert and Mergermarket’s 2024 Global Private Equity Outlook report, including the rise of GP-stake divestitures and take-privates, the continued growth of the private credit market, the appetite for GP-led secondaries and continuation vehicles, the impact of rising regulatory scrutiny, the upsurge of democratization and more. 

In recent years, the food and agricultural sector has seen growing interest from private equity investment. Driven by an increased demand for food, environmental, social and governance issues, as well as an awareness of climate change, investor interest in sustainable agriculture is set to continue and grow. What are the key drivers behind this trend? In this episode, Dechert’s Nick Marchica leads a discussion with Blue Road Capital’s David Blue and Farmers Gate’s Daniel Fabian on what makes investing in food and agriculture so appealing, how investors can innovate to meet the increasing demand, and the trends and issues likely to shape the sector in years to come. 

The U.S. Corporate Transparency Act (CTA) and its new reporting regime take effect on January 1, 2024. In this episode of Committed Capital Sidecar, private equity partners Sarah Kupferman and Greg Schernecke provide an update on its implementation. The CTA’s rules will impact corporations, LLCs, partnerships and other entities and vehicles that exist on January 1, 2024, or are created or registered to do business thereafter in the U.S.  The regime requires applicable reporting companies to report certain beneficial ownership information to FinCEN.  London private equity partner Chris Field joins the conversation to discuss the UK and EU’s respective pre-existing beneficial ownership reporting regimes and what can be gleaned from looking at these analogs to the CTA. 

The FTC has proposed a complete overhaul of filings related to the Hart-Scott-Rodino (HSR) Act. In this episode of Committed Capital Sidecar, Dechert's James Fishkin, Rani Habash and Beverly Ang discuss the key proposals likely to impact private equity firms and deal timing.

President Biden signed a highly anticipated Executive Order on August 9 to establish the foundation for a U.S. outbound investment regime. In this podcast, Dechert national security partners Jeremy Zucker, Darshak Dholakia and Hrishikesh Hari examine the Biden Administration’s proposal and related considerations for the private equity community.