Increased deal activity and portfolio company liquidity needs have caused PE fundraising cycles to shorten, which means that GPs and LPs are butting heads at the negotiating table more regularly than they were pre-pandemic. The result is a constant and rapid evolution of what constitutes “market” terms related to fees and expenses, as well as a variety of other issues important to the parties. A recent panel at Proskauer’s Private Funds Annual Review Conference discussed those developments and the rest of the fallout from the faster pace of PE fundraising. The panel featured insights from Proskauer partners Camille Higonnet, Edward Lee, Nicholas C. Noon and Brian S. Schwartz. This second article in a two-part series examines several PE terms that have been at the forefront of negotiations between GPs and LPs, including related to preferred return rates, itemized GP expense caps and the use of financing facilities. The first article
considered recent PE fundraising trends and the relative merits of various alternative liquidity solutions sponsors have pursued to bridge their funding gaps. See our two-part series on a report detailing recent PE trends: “Increased LP Power in Key PE Terms Marking Alignment of Interests
” (Sep. 28, 2021); and “Trends in Negotiated Terms Relating to PE Fund Governance
” (Oct. 5, 2021).