Latest on Private Credit Funds’ Recycling Provisions, Subsequent Close Models and Use of Levered Parallel Funds (Part Two of Two)

The private credit industry is constantly evolving and improving as LPs and GPs continue to rework fund terms and provisions to enhance alignment and reach a common ground. In fact, in many instances it seems like the parties are collaborating to find ways to overcome obstacles inherent in the asset class itself, as opposed to just negotiating against each other. A recent Proskauer webinar featuring partners Caryn J. Greenspan, Nicholas “Carter” Noon and Daniel J. Paulos examined five key areas credit fund managers are focusing on in negotiations. This second article in a two-part series describes issues to address when operating levered and unlevered parallel funds; the merits of various subsequent close models (e.g., cost-plus-interest); and nuances of applying recycling and recall provisions in the private credit context. The first article detailed the latest developments in how credit fund managers are tackling management fee base calculations, embracing evergreen fund structures and overcoming tax complications when funds have tax sensitive investors. See our two-part series on alternative private credit structures: “Using REITs to Address Foreign Investor Tax Challenges” (Oct. 13, 2020); and “Adopting Insurance Dedicated Funds for Favorable Tax Treatment” (Oct. 20, 2020).

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