Claude A. Baum

Counsel

Introduction

Claude is a corporate attorney who has successfully served as lead transaction counsel and also general counsel (in-house and “outside”) to private and public companies, private investment funds, registered investment advisers, start-up ventures, private equity family offices, and some of the largest well known Wall Street institutions. He is a seasoned legal adviser, practicing for over 35 years in the areas of: mergers and acquisitions (M&A); corporate finance; securities; public offerings and private placements; bank/institutional financings; SEC reporting and compliance (’33 and ‘34 Acts); hedge funds; investment and asset management; high yield and distressed debt; “going private” transactions and other corporate reorganizations. Significant transactions/work product include:

• Structuring, documenting and closing innovative $100M+ tender offer for bank loans in order to obtain control of US public company in Chapter 11 bankruptcy.
• Representing London Stock Exchange (LSE) company in their US M&A program, including financings and joint ventures.
• Representing NYSE company in registered public offering of debt instruments exchangeable for common stock of subsidiary company (constituting the subsidiary’s own IPO).

During his career Claude also served as in-house general counsel to a $3 billion (peak) investment adviser to a family of hedge funds and structured products, with leadership/support responsibility in each of the firm’s critical areas, including: investment product/fund structuring; trading and settlement; legal assessment portfolio assets/opportunities; adoption and implementation of SEC compliance policies and procedures; and employee compensation and equity participation arrangements. In this capacity, Claude:

• Led and implemented the firm’s initial Investment Advisers Act (‘40 Act) registration, and the firm’s response to regular/formal SEC examination (concluded with no cited deficiencies).
• Structured and drafted documents to implement recapitalizations and mergers of >$2B in hedge funds.
• Led negotiations of owners’ sale to UK/LSE financial institution.