Corey L. Zarse

Corey Zarse focuses his practice on financial services firms, particularly private investment funds, investment advisers, investment companies, and broker-dealers. He supports financial services clients as they navigate complex regulatory requirements in their daily business operations and in situations that may arise in special circumstances.

Corey counsels clients on complex matters relating to regulatory, compliance, securities offerings, and transactions, including mergers, acquisitions, and joint ventures. He has extensive experience advising clients on the regulatory aspects of investment fund formation, operation, and structure. His practice also includes advising on responding to regulatory issues raised by the SEC, counseling advisers and fund officers regarding compliance and operational issues, organizing and registering investment companies, preparing for and responding to SEC examinations, and other matters relating to the operation of investment funds. Corey regularly advises on matters in connection with U.S. investment adviser registration, regulation, exemptions, and operations, including Advisers Act and other U.S. law issues relating to investment advisers, marketing materials, identifying and managing conflicts of interest, and investment agreements.

Experience

Sky Island Capital raises $300 millionJones Day advised Sky Island Capital in the formation of Sky Island Capital II LP ("Sky Island Capital II"), which closed with $300 million of commitments.

Riverside-led investor group acquires The Townsend GroupJones Day advised The Riverside Company in the acquisition and financing of The Townsend Group, a leading provider of global investment management and advisory services focused exclusively on real estate and real assets, from Aon plc, a leading global financial services firm.

Sky Island Capital acquires Pacific Paper TubeJones Day advised Sky Island Capital in the acquisition and financing of Pacific Paper Tube Inc., a leading manufacturer of paper tubes and cores throughout the western U.S.

SpiderRock Advisors sold to BlackRockJones Day represented SpiderRock Advisors, LLC, a registered investment adviser that provides customized options overlay strategies for investment portfolios, in connection with the sale of its remaining equity securities to BlackRock, Inc. (NYSE: BLK), the world’s largest asset manager and an existing minority equity holder of SpiderRock.

Riverside forms RAC Opportunity Fund IIJones Day advised The Riverside Company in the formation of RAC Opportunity Fund II, L.P. ("RAC Opp Fund II"), which closed at $235 million.

Edgewater Capital Management closes Edgewater Capital Partners V, LP at $330 millionJones Day represented Edgewater Capital Management, LLC in its fundraise and formation of Edgewater Capital Partners V, LP ("ECP V"). ECP V is a middle market private equity buyout fund and plans to invest the capital raised into performance product and services companies.

Lennox obtains $350 million incremental increase to its existing credit facility with JPMorgan Chase Bank, N.A.Jones Day represented Lennox International Inc., a leading global provider of climate control solutions, in connection with an incremental increase of its unsecured credit facilities led by JPMorgan Chase Bank, N.A., as administrative agent for the bank syndicate, which provides for total revolving credit commitments of $1.1 billion.

Riverside closes Riverside Value Fund I, L.P. at $350 millionJones Day represented The Riverside Company in the successful final close of its Riverside Value Fund I, L.P. (RVF I), achieving its target of $350 million.

SER Capital Partners acquires Charah Solutions, Inc.Jones Day advised SER Capital Partners in its acquisition of all of the issued and outstanding shares of common stock of Charah Solutions for a consideration of $6.00 per share.

Morgenthaler Private Equity closes Fund IV at $633 millionJones Day represented Morgenthaler Private Equity in its fundraise and formation of MPE Partners IV, L.P. and its parallel fund (collectively, "MPE").

Riverside forms Riverside Micro-Cap Fund VIJones Day advised The Riverside Company in the formation of Riverside Micro-Cap Fund VI (RMCF VI), raising $1.872 billion in investable capital, the largest in RMCF and Riverside history and more than 50% larger than its predecessor fund RMCF V.

Gilde Healthcare establishes Gilde Healthcare Private Equity IVJones Day advised Gilde Healthcare Partners B.V. in the establishment of Gilde Healthcare Private Equity IV, a private equity fund that invests in profitable healthcare companies operating in the lower mid-market in North-west Europe.

Sky Island Capital forms Sky Island Capital I LPJones Day represented Sky Island Capital in connection with the formation of Sky Island Capital I LP.

Climate Fund Managers announces first close of CI2, its second global climate fund, at $675 millionJones Day represented Climate Fund Managers (CFM) with the structuring, establishment, fund raising and first closing of the new fund, CI2 Construction Equity Fund, that invests in water, sanitation and oceans infrastructure projects in Africa, South and South East Asia, and Latin America.

Whitman/Peterson Partners IV, LP closes on $692 millionJones Day advised Whitman/Peterson LLC on the formation of Whitman/Peterson Partners IV, LP.

True Capital forms True Capital III LPJones Day represented True Capital Ltd in connection with the formation of True Capital III LP, its third closed-ended fund focused on retail and consumer assets in the UK and globally.

Henderson Park and South Street Partners acquire Palmetto Bluff Montage Hotel and ResortJones Day represented Henderson Park Capital Partners in its joint venture with South Street Partners and the joint venture's acquisition and financing of Palmetto Bluff, a 20,000-acre single family residential and resort community in the Lowcountry of South Carolina, situated between Charleston and Savannah.

Greystar announces €725 million close for flagship pan-European closed-end value-add residential strategyJones Day advised Greystar Europe Investment Management B.V., a subsidiary of Greystar Real Estate Partners, LLC, on the closing of €725 million in equity commitments into its flagship pan-European value-add discretionary vehicle.

Morgenthaler Private Equity forms MPE Partners III, L.P. and its parallel fundsJones Day represented Morgenthaler Private Equity in its fundraise and formation of MPE Partners III, L.P. and its parallel funds (collectively, "MPE") with $420.1 million in capital commitments.

Gilde Healthcare V raises €416 million for its venture and growth capital fundJones Day represented Gilde Healthcare in connection with the establishment of Gilde Healthcare V, a venture & growth capital fund that invests in digital and home health, medtech, diagnostics, research tools and instruments, and therapeutics.

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September 2024 Commentary

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Investment Advisers Subject to AML and SARs Requirements

FinCEN Clarifies Application of Beneficial Ownership Reporting Rules to Dissolved Entities

Fifth Circuit Vacates SEC Private Fund Adviser Rules

New York's LLC Transparency Act: What You Need to Know

QPAM Amendment Finalized: Prompt Action Required for Continued Reliance

FinCEN Issues Final Rule Extending Beneficial Ownership Information Reporting Deadline for New Entities

Controlling Stockholder Exercising Voting Power as Stockholder to "Change the Status Quo" Owes Fiduciary Duties

Who Needs Customers, Anyway? New SEC Rules Turn Traders Into Dealers

SEC Adopts Long-Awaited and Heavily Debated Private Fund Adviser Rules

New Law Exempts M&A Brokers from SEC Registration

Corey L. Zarse

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