Brayton Dresser

Special Counsel

Brayton Dresser Photo

New York

P: +1.212.408.2509 F: +
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Brayton Dresser assists investment management firms in all aspects of their business, with a particular focus on real estate investment firms. His advice includes investment fund formation, strategic relationships, capital raising, investment fund financings, regulatory compliance, and executing private equity, venture capital, and joint venture transactions. He assists clients in on issues arising under Securities Act, Exchange Act, Investment Company Act, and Investment Advisers Act.

Mr. Dresser brings broad corporate-transactional experience to his representations, including work public and private securities offerings, mergers and acquisitions, joint ventures, bank financings, intellectual property licensing arrangements, incentive compensation plans, executive employment agreements, compliance with federal securities laws, and corporate governance.

He has advised a privately owned international real estate firm in the development of its investment management business over a period of more than fifteen years, including formation and operation of a variety of investment funds, conduct of private securities offerings in the United States and abroad, adaption of fund raising to use of affiliated registered broker dealer, and numerous joint venture and financing transactions.

He has advised on the formation, operation and liquidation of an open-end investment fund to acquire and hold core office assets across the United States through private real estate investment trusts (REITs). This work includes negotiation of formation agreements with co-sponsor and strategic co-investor, acquisition of seed assets, issuances of limited partner interests to a variety of domestic and foreign institutional investors, including government and private pension funds, and an affiliated publicly offered non-traded REIT, and multiple investment and financing transactions.

He advised a $690 million real estate investment fund in all of its investment transactions, each of which consisted of the formation of a new investment fund to be managed by an “emerging manager” and organization of related investment management company. Representation included advice on creation of equity participation interests intended to meet tax, management and investment objectives of the client fund and its management company and upstream investors, as well as those of the portfolio emerging managers.

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