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WE HAVE ADVISED NUMEROUS ESTABLISHED AND EMERGING MANAGERS THROUGHOUT THE UNITED STATES IN FORMING AND OPERATING HEDGE FUNDS, PRIVATE EQUITY FUNDS, REAL ESTATE FUNDS AND OTHER ALTERNATIVE FUNDS USING VARIED STRATEGIES; INCLUDING EQUITY, FIXED INCOME, DISTRESSED DEBT, SECTOR FUNDS, AND REAL ESTATE. WE HAVE ALSO ADVISED OPERATING COMPANIES ON DEBT AND EQUITY REGULATION D PRIVATE PLACEMENT SECURITIES OFFERINGS FOR ALL MARKET SECTORS; INCLUDING, REAL ESTATE, ENERGY, LENDING AND FINANCE, HEALTHCARE AND MANUFACTURING. BELOW IS A REPRESENTATIVE LIST OF OUR RECENT SECURITIES TRANSACTIONS:

• Formed a biopharmaceutical sector hedge fund for a New York based investment manager.

• Represented a multi-manager series fund platform incorporating more than ten sub-manager series LLC funds and associated offshore segregated portfolio companies using diverse equity, debt, and real estate-based trading strategies.

• Represented an SEC-registered master-feeder fund in an on-site SEC audit.

• Hedge Fund formation for a Chicago based leveraged options fund, using a structure employing limited partner-owned in-kind contributions as option leverage.

• Acted as counsel to a Florida based medical device manufacturer in a $60 million private placement offering.

• Represented a state-registered investment manager in forming a long-short options fund.

• Formed a multi-strategy hedge fund for a Pennsylvania-based investment manager.

• Represented a London and US based investment manager in the formation of an asset-based lending fund using a side-by-side structure.

• Prepared a $10 million debt private placement offering on behalf of a New Jersey based lender.

• Prepared multiple debt and equity offerings for a security camera manufacturing company.

• Represented a multi-office, mid-size real estate lending hedge fund with respect to multiple fund entities.

• Represented a New York fund manager in the conversion of a $10 million incubator fund into a mixed equity and debt hedge fund.

• Represented a New York based investment manager in the formation of a fixed income arbitrage, global securities fund using a Cayman Islands based master-feeder structure.

• Represented a Florida based medical device manufacturer in a $10 million Regulation D private placement equity offering.

• Multiple multi-million dollar equity series and debt private placement offerings for a New Jersey based debt investor.

• Represented a real estate investment company in a private placement offering to purchase current management and operating leases of long-term care and retirement facilities.

• Private placement offering for a New York based online mobile application company.

• Represented a Chicago based real estate developer in a private placement offering for a multi-million dollar commercial real estate development.

• Represented a New York based investment manager in the formation of an open-ed equities hedge fund.

• Represented a Colorado based film producer in a private placement offering for development of a motion picture.

• Represented an issuer in a $60 million equity offering for the manufacturing and distribution of armored vests.

• Regulation S and Regulation D offering for a real estate company consisting primarily of offshore investors in connection with an EB-5 program.

• Prepared a multi-million dollar equity private placement offering for a 1940 Act Investment Company.

• Hedge Fund formation for a state-registered investment fund focused on monthly options.

• Prepared an equity private placement offering for a major, Washington DC based news reporting corporation.

• Formed a real estate lending fund for a Utah based commercial real estate lending group.

• Represented a Utah based motion picture producer in a Regulation D offering for the development of an independent motion picture private placement offering for a Las Vegas based online mobile application company.