Michael Belsley's practice involves structuring, negotiating and documenting complex business transactions, including strategic and leveraged acquisitions, recapitalizations and divestitures, formation and governance of private equity funds (including primary investments in and secondary market sales of private equity fund interests), venture capital investments (start-up and later-stage), mezzanine debt financings, equity financings and corporate governance matters.
Michael regularly represents buyers and sellers, as well as market intermediaries, in their secondary market activities. His secondary market experience includes traditional portfolio sales, structured secondaries, synthetic secondaries (i.e., buy-ins and bundled secondary directs, as well as total return swaps), captive fund spin-outs, stapled secondary offerings, fund recapitalizations and restructurings, follow-on funding secondaries and orphaned asset sales in a variety of asset classes, including the venture capital, leveraged buy-out, special situations and real estate sectors. Michael is a frequent lecturer, speaker, and panel moderator on private equity secondaries.
Michael also frequently represents both private equity fund sponsors (i.e., general partners) and investors in private equity fund formations, fund-level restructurings and governance matters.
Representative buy-side clients include Adams Street Partners, Arctos Sports Partners, Capital Dynamics, Coller Capital, Harbourvest, Jasper Ridge, Landmark Partners, LGT, Liquid Realty Partners, Mesirow, Morgan Stanley, Northern Trust Corporation, Pantheon Ventures, Partners Group, Paul Capital Partners, and Virginia Retirement System.
Representative sell-side clients include American Capital, Bank of America, confidential Canadian public pension plan, Citigroup, Colgate University, Danske Private Equity, Ewing Kauffman Foundation, confidential Fortune 100 pension plan, confidential Japanese financial institution, confidential Middle Eastern sovereign wealth fund, confidential Pacific-rim sovereign wealth fund, a leading property and casualty insurance company and Virginia Retirement System.
Michael counsels clients on transactions throughout the world, including the United States, Canada, Latin America, Europe and the Pacific-rim.
Transfers and Secondary Sales, by Michael Belsley and Christopher Robinson, Lexis Nexis Practical Guidance – Private Equity – Fund Formation and Operation (2017, 2018 and 2019 updates).
Navigating a successful fund restructuring: A balancing act, by Michael Belsley and Ted Cardos, a chapter in the book, The Secondaries Market - Strategies for buyers, sellers, fund managers and advisors, published by PEI (Private Equity International) (2016).
Complexities for secondaries investments in the energy sector, by Michael Belsley and Edward Keith, a chapter in the book, The Secondaries Market - Strategies for buyers, sellers fund managers and advisors, published by PEI (Private Equity International) (2016).
Fund Restructuring: A Primer on the transactional structures, key terms and legal issues, by Michael Belsley, a chapter in the book, Private Fund Restructuring, published by PEI (Private Equity International) (2015).
Phoenix Rising – Restructuring As A Solution For Zombie Funds, by Michael Belsley and Ian Charles, Financier Worldwide Magazine (October 2013).
Reemergence in 2010 of the Private Equity Fund Secondary Market, by Michael Belsley, Financier Worldwide Magazine (November 2010).
Predictions on Post-2009 Growth of the U.S. Secondary Market, by Michael Belsley, published in Private Equity & Venture Capital - Adjusting to New Market Conditions, a Financier Worldwide publication (2009).
Contributing author to Jack Levin's book, "Structuring Venture Capital, Private Equity and Entrepreneurial Transactions" (2004–2022 editions).
Co-Presenter, Discussion of the SEC’s New Marketing Rule, Kirkland & Ellis Webinar, December 5, 2022.
Moderator, GP-Led Secondary Trends, Kirkland & Ellis Private Equity General Counsel and Chief Compliance Officer Retreat, Miami, Florida, November 8, 2022.
Moderator, Use of Representation and Warranty Insurance for GP-Led Secondary Transactions, Kirkland & Ellis Liquidity Solutions Academy, New York City, New York, September 22, 2022.
Moderator, GP-Led Secondaries: Where next for this rapidly expanding market, SuperReturn North America Conference, New York City, New York, September 14, 2022.
Moderator, Secondary Market Innovations and Developments, Rise Secondaries Summit, Napa, California, April 7, 2022.
Moderator, GP-Led Secondary Single-Asset Portfolio Company Transactions, University of Chicago Booth School of Business’ 21st Annual BPOC Private Equity Conference, Chicago, Illinois March 4, 2022.
Panelist, Fund Sponsor-Led Alternative Paths to Liquidity, ICR Conference 2022, Virtual, January 11, 2022.
Moderator, A Fireside Chat With Igor Rozenblit On The Latest Insights About The SEC’s Division Of Examinations Priorities And Practices In 2021, Kirkland & Ellis Liquidity Solutions Academy, New York City, New York, November 2, 2021.
Panelist, Secondaries Transactions: A New Frontier for M&A Insurance Solutions, Aon’s Global M&A and Transaction Solutions Symposium Webinar 2021, February 4. 2021.
Presenter, Fairness Opinion Trends in Secondary Transactions, Houlihan Lokey Webinar, February 4, 2021.
Panelist, Private Equity Fund Formation: Choice of Entity, Fundraising Trends, SEC Regulatory Issues, and Tax Concerns, Strafford Publication Webinar, January 23, 2021
Moderator, The Impact of COVID-19 on Portfolio Company Valuations and Fairness Opinions in GP-Led Transactions, Kirkland & Ellis Liquidity Solutions Academy, New York City, New York, November 4, 2020.
Moderator, The Impact of COVID-19 on Portfolio Company Valuations and Fairness Opinions in Asian GP-Led Transactions, Kirkland & Ellis Asian Liquidity Solutions Academy, Webinar, June 2, 2020.
Panelist, New Frontiers in Representations & Warranties Insurance, Aon Transaction Solutions Symposium, Miami, Florida, February 6, 2020.
Panelist, Secondary Market: Representations and Warranties Insurance, Kirkland & Ellis Liquidity Solutions Academy, New York City, New York, November 6, 2019.
Moderator, Trends and Developments in Secondary Transactions, NextGen Secondaries Summit, Napa, California, October 18, 2019.
Panelist, Private Equity: Should You Invest and How, CFA Society Chicago Meeting, Chicago, Illinois, November 29, 2018.
Panelist, The Secondary Market Toolkit – Portfolio Management Solutions for Investors and General Partners, Duff & Phelps 12th Annual Alternative Investments Conference, New York City, New York, November 13, 2018.
Moderator, Financing and Structuring Secondary Transactions, NextGen Secondaries Summit, Napa, California, October 19, 2018.
Panelist, Private Equity Fund Restructurings: Due Diligence, Sponsor Fiduciary Concerns, Key Deal Points for New Investors, Strafford Publications Webinar, August 29, 2018.
Fireside Chat Speaker, Trends in GP-Led Transactions, Coller Capital Global Private Equity Barometer – Summer 2018 Briefing, New York City, New York, June 13, 2018.
Panelist, Private Fund Securities Law Exemptions: Accredited Investors, Qualified Purchasers Subscription Limits and More, Strafford Publications Webinar, April 4, 2018.
Panelist, Secondary Credit Facilities for Private Equity and Hedge Funds: Financing LP Interests for Better Returns; Liquidity, Strafford Publications Webinar, August 8, 2017.
Speaker and Panel Moderator, Pros and Cons of Financial Engineering in Secondary Transactions, 12th Annual NYU Stern VC & PE Conference, New York City, New York, March 3, 2017.
Panelist, Issues and Options for Later Stage Funds, 8th Maples Investment Funds Forum, Grand Cayman, Cayman Islands, February 24, 2017.
Panelist, Private Equity Fund Restructuring: Negotiating Terms, Avoiding Conflicts of Interest and Avoiding Regulatory Scrutiny, Strafford Publications Webinar, August 10, 2016.
Panelist, IR Bootcamp: Your Guide to Raising Money Internationally, Buyouts / PartnerConnect Midwest, Chicago, Illinois, June 21, 2016.
Speaker and Panel Moderator, Where Are the Opportunities in the Current Secondary Market as Players Become More Sophisticated, SuperReturn US Conference, Boston, Massachusetts, June 6, 2016.
Speaker, Private Fund Restructurings, Citco Fund Services Industry Briefing Seminar, London, England, May 24, 2016.
Panelist, Managing Funds that are Winding Down, Financial Research Associates’ 2015 Private Investment Fund Accounting, Operations and Compliance Forum, New York City, New York, July 30, 2015 and San Francisco, California, August 20, 2015.
Panelist, Private Equity Fund Recapitalizations, Houlihan Lokey 2015 Illiquid Financial Assets Conference, New York City, New York, March 5, 2015.
Speaker, Chicago Bar Foundation, Formation of Business Entities in Illinois, Justice Entrepreneurs Project, Chicago, Illinois, June 24, 2014.
Panelist, The Value of Red Flag Due Diligence, American Bar Association's and Association Internationale des Jeunes Avocat's Joint M&A Conference, Chicago, Illinois, June 7, 2014.
Speaker and Panel Moderator, Evolution of and Developing Trends in the Secondaries Market, International Bar Association's and American Bar Association's 12th Annual International Conference on Private Investment Funds, London, England, March 13–15, 2011.
Speaker and Panel Moderator, Getting to Yes: Closing the Bid/Ask Spread, Thunderbird Global Private Equity Center's Global Secondary Market Investing Conference, New York City, New York, May 20, 2010 (Morning Session).
Speaker and Co-Panel Moderator, Strategies for Success: Direct, Indirect or No Way, Thunderbird Global Private Equity Center's Global Secondary Market Investing Conference, New York City, New York, May 20, 2010 (Afternoon Session).
Speaker and Panelist, Cash is King: Using Secondary Market as a Liquidity Source, Association for Corporate Growth Chicago (ACG Chicago), Chicago, Illinois, November 17, 2009.
Speaker and Panelist, Structured Secondary Solutions, DealFlow Media Secondaries Conference, Boston, Massachusetts, November 6, 2009.
Speaker and Panelist, Private Equity Fund Regulatory Issues, Institutional Limited Partner Association (ILPA)'s Members Conference, Chicago, Illinois, October 1, 2009.
Speaker and Panelist, Tax, Fund Status and Valuation Considerations for Secondary Transactions, Institute for International Research's 8th Annual Private Equity Tax Practices Conference, Boston, Massachusetts, June 16, 2009.
Speaker and Panelist, Fund Share Liquidity Panel: Is Great Interest Translating into Real Action for Secondaries, IMN U.S. Real Estate Opportunity & Private Fund Investing Forum, New York City, June 11–12, 2009.
Speaker and Panelist, Secondary Private Equity: A Growing Source of Returns and Liquidity in the Private Equity Ecosystem, Columbia Business School Alumni Club of New York City Panel Discussion, New York City, May 19, 2009.
Speaker and Panelist, Private Equity Secondaries Conference, DealFlow Media's Conference, New York City, April 24, 2009.
Speaker and Panelist, Private Equity Investment in Mexico, Gonzalez Cavillo, S.C. Abogados' Mexico 2007 and Beyond: Challenges and Opportunities Conference, Mexico City, Mexico, June 11, 2007.
Speaker, Private Equity Agreements and Venture Capital Investment Agreements, Insight Information Co.’s 4th Annual Negotiating and Drafting Major Business Agreements Seminar, Chicago, Illinois, November 8, 2004.
Speaker and Panelist, Get a Higher Internal Rate of Return by Using Leverage in a Fund, Institute for International Research’s Annual Mezzanine Finance Forum, New York City, New York, March 9, 2004.
Guest Lecturer, Private Equity and Leveraged Buy-Outs, Entrepreneurship and Law Class at Northwestern University School of Law, Chicago, Illinois, November 2002.
Recognized by IFLR1000 as a “Highly Regarded” leading lawyer, 2014-2023
Listed in Who's Who Legal - The International Who's Who of Business Lawyers - Private Funds, 2013–2016, 2020–2022
Selected by Super Lawyers magazine as an Illinois Super Lawyer, 2010–2013
Listed in The Legal 500 U.S.,2010, 2012–2013, 2015–2016
Chicago Volunteer Legal Services Foundation — 1993 Distinguished Services Award Recipient
Memberships & Affiliations
Economic Club of Chicago
Dean's Advisory Board, Northwestern University School of Law
Admissions & Qualifications
- Not admitted to practice in New York
- Northwestern Pritzker School of LawJ.D.1996
Articles Editor, Northwestern University Law Review
Senior Symposium Editor, Harvard Journal of Law and Public Policy
- Northwestern UniversityB.A.1992Johnson Foundation Wingspread Fellowship Recipient