Geoffrey Perusse
Partner
Fund Formation, Private Investment Funds, Real Estate
San Francisco
(415) 966-2071
Geoffrey Perusse counsels businesses in connection with private capital raising, private fund formation, investment activities, securities regulation and compliance matters.
Geoff represents sponsors and managers of private funds across asset classes, including real estate, private equity, debt, venture capital and hedge funds, with respect to the structuring, formation and operation of the funds, including regulatory and compliance matters arising under the Investment Advisers Act of 1940, the Securities Act of 1933, and the Investment Company Act of 1940.
Geoff advises investors, private funds, sponsors and companies on the acquisition and disposition of investments and assets in a variety of industries, including in the real estate, technology, and media and entertainment industries.
Geoff also works with select entrepreneurs and technology companies based in San Francisco and Silicon Valley. He has substantial experience with raising capital through convertible debt offerings, common and preferred stock offerings, mergers and acquisitions, stock option matters, and advising the board of directors.
Geoff started his career in the Menlo Park, California office of Davis Polk & Wardwell LLP and spent over a decade at Allen Matkins Leck Gamble Mallory & Natisis LLP in their San Francisco office. Most recently he was a partner at VLP Law Group LLP.
Outside of the office he enjoys exploring and skiing the Sierra Nevada mountains with his wife and two dogs, and surfing the cold waves of northern California.
REPRESENTATIVE MATTERS
- Investment Management/Fund Formation Matters
- Represented sponsor in connection with the formation of a $50mm real estate private equity fund focused on multifamily apartments.
- Represented sponsor in connection with the formation of a $100mm real estate private equity fund focused on multifamily and mixed-use properties located in San Francisco using Master-Feeder structure to facilitate offshore investors.
- Represent NYSE listed company in connection with spin-out of an internally managed venture capital fund.
- Represent managing member of a hedge fund in connection with restructuring and dispute with other managing member.
- Ongoing representation of a number of registered investment advisers on Investment Adviser Act compliance matters with over $10 bln in aggregate AUM.
PUBLICATIONS
- Digital Asset Risk Alert, Rimon IM Report, March 12, 2021
- SEC Investment Adviser Risk Alert, Rimon IM Report, December 3, 2020
- Public Companies Oppose SEC’s Proposed Changes to Section 13(f) Disclosures, Rimon IM Report, September 23, 2020
- SEC adopts amendments to the “accredited investor” definition, Rimon IM Report, August 26, 2020
- Real Estate Private Equity Adviser Settles with SEC over Misallocation of Expenses, Rimon IM Report, August 25, 2020
- Delaware Law Updates, Rimonlaw.com, March 15, 2019
- Registered Investment Adviser Compliance Update, Rimonlaw.com, March 15, 2019
Click here to see more Representative Matters
- Represented established real estate sponsor in connection with real estate fund seeking $500 million in capital commitments focused on commercial value-add opportunities in select west coast urban markets. Representing sponsor in connection with seed investor in management company.
- Represented client in the formation of a $500 million evergreen fund investing in real estate impact fund investing in value added real estate with a social impact component.
- Represented client in the formation of a $250 million opportunity fund formed for the purpose of acquiring real estate related debt and equity investments.
- Represented fund manager in connection with the structuring and formation of a $500 million venture capital fund focused on growth equity.
- Represented client in the formation of a $150 million fund formed for the purpose of acquiring medical office buildings throughout the United States.
- Represented client in the formation of a $50 million fund formed for the purpose of acquiring multi-tenant commercial office and industrial properties in the Western United States.
- Represented client in the formation of $400 million co-investment fund and acquisition by fund of CSI television franchise.
- Represented client in the formation of a $300 million fund formed for the purpose of acquiring entertainment profit participation interests.
- Represented client in the formation and offering of securities of a $200 million fund formed for the purpose of acquiring entertainment profit participation interests.
- Represented private equity fund manager with in excess of $5bln in assets under management in connection with reorganization.
- Represented client in the formation of a $100 million hedge fund investing in publicly traded equities.
- Represented client in the formation of a merchant banking $40 million fund formed for the purpose of investing in small- to medium-sized businesses located in the United States.
- Represented a state pension fund in connection with a $125 million investment in a $1.75 billion oil and gas fund for a state pension fund.
- Represented fund manager in connection with the structuring and formation of a $200 million public equities hedge fund.
- Represented private equity fund manager with in excess of $5bln in assets under management in connection with reorganization.
- Represented client in the formation of a $90 million fund formed for the purpose of acquiring and developing ultra-luxury eco-friendly resorts, in Panama and Kenya.
- Represented client in the formation of a $150 million fund formed for the purpose of acquiring medical office buildings throughout the United States.
- Represented client in the formation of a $100 million fund formed for the purpose of acquiring CMBS bonds.
- LLC Formation Matters – Real Estate
- Represented developer of medical office buildings in connection with structuring limited liability companies, joint-ventures, and capital raising activities on 5 large medical office buildings in the last two years, coordinated with real estate partners on real estate acquisitions, loan financings and land use matters.
- Represented developer of commercial building in San Francisco in connection with structuring limited liability companies, joint-ventures and capital raising activities on three large development projects, coordinated with real estate partners on real estate acquisition, loan financings, and land use matters.
- Represented developer of a 66-room boutique hotel in Silicon Valley in connection with structuring limited liability companies and capital raising activities, coordinated with real estate counsel in connection with construction loan financing, real property and land use matters.
- Represent multi-family sponsor in San Francisco in connection with over 20 projects, typically structured as tenant-in common interests, including limited liability company formation matters and securities law compliance matters. Coordinated with real estate counsel in connection with construction loan financing, real property and land use matters.
- Represent developer in connection with reorganization of company structure, including forming holding company, creating entity to act as guarantor under bank loans for projects.
- Corporate and M&A Transactional Matters
- Represented Revel Systems, Inc. in connection with strategic matters and a follow-on investment by Welsh Carson, Anderson and Stowe.
- Represented American Prison Data Systems, PBC in connection with Series A Financing.
- Represented private equity fund sponsor in connection with several portfolio investments and formation of side-car vehicles.
- Represent private equity fund in connection with the acquisition of interests of more than 100 motion pictures and television shows, including notably, the acquisition of a 50% interest in CSI: Crime Scene Investigation.
- Represented Secret Level, Inc., a gaming company, in connection with sale to a large publicly traded company.
- Represented privately held technology company in connection with general corporate matters, including capital raising, licensing and eventual sale to Twitter.
- Represented broker-dealer in connection with development of secondary market for privately held technology securities.
- Represented privately held technology company in connection with general corporate matters, including capital raising, licensing, and sale to Google.
- Represented health IT startup in connection with organization, licensing, and IP matters.
- Represented crowdfunding website in connection with formation, licensing, capital raising, and securities law compliance matters
- Represented Goldman Sachs Bank USA. in connection with securities law matters with respect to over $200 mm in loans to several high-profile technology entrepreneurs, with the loans secured by privately held securities.
- Represented a privately held biotech company, in connection with formation, licensing matters with Stanford University, and capital raising activities.
- Represented well-known technology entrepreneur in connection with various matters.
- Represented U.S. technology company in connection with complex licensing and joint venture arrangement with Chinese manufacturer.
- Represent several founders of MySpace in connection with sale of MySpace to NewsCorp.
- Represented privately held wireless communications company in connection with capital raising activities, including its merger with a publicly traded company. Represented combined company with respect to public company securities matters.
- Represented Oracle, Inc. in connection with its hostile takeover of PeopleSoft, Inc.
- Represented Yahoo! in connection with its acquisition of Inktomi Corporation
News, Events, & Insights
- Division of Examinations of the Securities and Exchange Commission Announces its 2024 Examination Priorities
IM Report November 17, 2023
- Crayhill Capital Management LP announces closing of a $50mm capital facility with E2M Ventures
News October 20, 2023
- Risk Alert for Marketing Rule
Insights October 11, 2022
- ABA Meeting: Cryptocurrencies and Private Funds, and a Risk Alert on the Marketing Rule!
Insights October 5, 2022
- SEC Exam Risk Alert on Private Fund Advisers
IM Report February 3, 2022
- Digital Asset Risk Alert
IM Report March 12, 2021
