Latham & Watkins LLP represented middle-market private equity firm TJC LP in clinching a $2.1 billion continuation fund, announced on Tuesday. Led by Carlyle subsidiary AlpInvest, the fund offers extended investment opportunities for TJC’s portfolio companies, providing them with additional resources and flexibility for long-term growth.

Latham & Watkins $2.1B Clinch : Continuation Fund Overview

The new fund, aptly named the Continuation Fund, builds on TJC’s previous investments in The Resolute Fund III LP and The Resolute Fund IV LP. The Resolute Fund III, which launched in 2013 and closed in 2014 with $3.2 billion in commitments, and the Resolute Fund IV, which closed in 2018 with $3.6 billion, are both being extended through this new vehicle. The continuation fund has already acquired five portfolio companies, reflecting its strategic focus on expanding existing investments.

Options for Investors

TJC offered existing investors from the Resolute III and IV funds multiple options, including a full liquidity exit, a rollover opportunity, and the chance to make additional contributions to the continuation fund. This flexibility allows investors to choose between an early liquidity option at a market-driven price or continue investing in long-term growth initiatives.

TJC Chairman and CEO Rich Caputo emphasized that the fund gives TJC the time and capital needed to fuel the growth of key assets. "This transaction will enable us to provide the Fund’s portfolio companies with greater resources, time, and flexibility to execute on these strategies, which will continue to build shareholder value," Caputo said.

AlpInvest and Other Investors

The $2.1 billion fund is supported by a range of secondary and primary investors, including AlpInvest and participants from the earlier Resolute funds. AlpInvest Managing Director Eric Anton highlighted the strategic alignment of the deal, saying, "We are pleased to expand our partnership with TJC... and look forward to continuing to support value creation across the portfolio."

Latham & Watkins $2.1B Clinch : Latham & Watkins Role

Latham & Watkins played a key role in guiding TJC through this complex transaction. The firm’s investment funds team was led by partners Matthew Chase and Matthew Wynne, with the mergers and acquisitions team headed by partner Jane Greyf. Partners Gregory Hannibal, Jamie Lynn Walter, and Drew Levin also contributed to the deal.

This continuation fund allows TJC to accelerate growth for its portfolio companies while offering liquidity options to its investors, a win-win that positions TJC for further success in the private equity space.