David Miller

David focuses his practice on advising asset managers and institutional investors with respect to investments in managed accounts, funds of one and private investment funds, including private equity funds, real estate funds, credit funds, venture capital funds and hedge funds, both domestically and internationally. He has vast experience with all stages of the investment process, including the initial due diligence review, the analysis, prioritization and presentation of commercial and legal comments, the negotiation and finalization of all related documentation, and the coordination of the subscription process.  He also routinely advises his clients with respect to a wide range of post-closing and portfolio maintenance matters.

David also regularly advises buyers and sellers on their secondary market transactions, including traditional portfolio sales, structured secondaries, stapled secondary offerings and other complex secondary transactions.

In addition, he advises fund sponsors in connection with matters related to the formation, operation and governance of private investment funds.
David has represented a diverse group of asset managers and institutional investors, including AIG Asset Management, DuPont Capital Management, FCA U.S. LLC Master Retirement Trust, GE Asset Management (now State Street Global Advisors), Lilly Retirement Plan Master Trust, Intel Corporation Retirement Plans Master Trust, The National Railroad Retirement Investment Trust, and U.S. Steel & Carnegie Pension Fund. 

Work highlights

David has represented a diverse group of asset managers and institutional investors, including, among others:

• A number of large U.S. corporate pension trusts: advising on (i) investments in, and co-investments alongside, a range of private investment funds, including private equity, venture capital, credit and real estate funds, (ii) participation in various GP-led secondary transactions, and (iii) multiple secondary sales of portfolios of interests in private investment funds.
• A number of foundations, endowments and family offices: advising on investments in a range of private investment funds, including private equity, venture capital, credit and real estate funds.
• A large U.S. asset manager: advising on: (i) investments in a range of private investment funds, including private equity and venture capital funds, (ii) participation in various GP-led secondary transactions, (iii) the sale of a portfolio of over 350 private fund and co-investment interests to a joint venture buyer, and (iv) the sale of a portfolio of over 25 private fund interests by way of a “mosaic” auction that resulted in approximately 10 unaffiliated U.S. and non-U.S. buyers.
• A large U.K. financial institution: advising on the sale of a portfolio of private fund interests to a U.S. strategic buyer.
• A large sovereign wealth fund: advising on the sale of a portfolio of energy fund interests to a U.S. investment bank.
• A large Asian financial institution: advising on the sale of a portfolio of private fund interests to a U.S. strategic buyer.

David received his B.A. from the University of Maryland, Baltimore County and holds a Juris Doctorate from the New York University School of Law, where he was also editor of Review of Law and Social Change.

David is a member of the New York and California Bars.