Samuel Francis
Overview
Samuel Francis is a partner in the Investment Funds Practice Group in the New York office of Kirkland & Ellis LLP. He advises prominent private equity sponsors on all aspects of private fund formation and operation, including private equity, infrastructure, real estate, credit and hedge funds, as well as the organization of separately managed accounts and co-investment vehicles. In addition, he has extensive regulatory and compliance experience with investment adviser registration and ongoing requirements, implementing policies and procedures, examining and remediating issues, preparing marketing materials and reviewing government filings and investor reports.
Samuel also advises on mergers, acquisitions and other transactions involving asset managers, such as seed and stake deals, as well as structuring and negotiating their underlying funds’ portfolio investments, including secondaries and rollovers. His work encompasses a wide range of management company matters relating to ownership and compensation arrangements, organizational restructurings, foreign affiliates, family offices and the establishment of bank, broker, exchange, placement agent and other counterparty relationships.
Samuel has published articles on a variety of investment management topics, including in Private Equity Law Report, Lexis Practice Advisor, The Investment Lawyer, Journal of Investment Compliance and Journal of Derivatives & Hedge Funds.
Samuel received his J.D., magna cum laude, from Fordham University School of Law in 2010, where he was a member of the Fordham Law Review. He earned his B.S., summa cum laude, from Brooklyn College of the City University of New York in 2006. Samuel is admitted to practice in New York, and is also licensed as a certified public accountant in New York.
Experience
Representative Matters
Since joining Kirkland, Samuel has been involved in the following matters:
Fund Formation & Operation
- Oaktree Capital Management — Formation and operation of Oaktree Opportunities Fund XII and its related vehicles (Opps XII), a $12.9 billion opportunistic credit fund organized in 2023 that focuses on distressed liquid credit, rescue financings, debtor-in-possession financings, bankruptcy exit financings, loan portfolios, platforms and opportunistic capital solutions
- I Squared Capital — Formation and operation of ISQ Global Infrastructure Fund III (GIF III), a $15 billion infrastructure fund organized in 2022, and ISQ Growth Markets Infrastructure Fund (GMF), a $1.7 billion companion fund to GIF III organized in 2023, and their related commingled, investor-dedicated and deal-specific co-investment vehicles
- Glendon Capital Management — Formation and operation of Glendon Opportunities Fund III (GOF III), a $1.7 billion credit fund organized in 2024 that focuses on distressed credit and special situations opportunities
- Castlelake — Formation and operation of Castlelake Income Opportunities II (CIO II), a $782 million asset-based private credit product organized in 2022 that pursues investment opportunities spanning real assets, specialty finance and aviation
M&A and Other Transactions
- Blue Owl — Represented Blue Owl on its acquisition in 2025 of the business of IPI Partners, LLC, a middle-market investment fund manager focused on the digital infrastructure sector
- Macquarie Asset Management — Represented Macquarie in its preferred equity investment in 2023 in Pavlov Media, Inc., one of the largest independent providers of fiber-based internet connectivity to off-campus student housing in the United States
- Castlelake — Represented Castlelake in 2023 on the creation of a Bermuda-licensed reinsurance company, Itasca Re Limited, to offer insurance financing solutions to buyers and owners of commercial aircraft assets
Prior to joining Kirkland, Samuel was involved in the following matters:
Fund Formation & Operation
- Blackstone
- Private Equity — Formation and operation of Blackstone Energy Partners III (BEP III), a $4.5 billion private equity fund organized in 2018 that invests in the energy and natural resources sectors
- Tactical Opportunities — Formation and operation of Blackstone Tactical Opportunities Fund III (BTO III), a $4.1 billion fund organized in 2017, and its related managed account program, that pursue an opportunistic investment strategy across asset classes, industries and geographies; formation of Blackstone PTI fund (PTI), a $1.4 billion fund organized in 2019 that is investing in an owner and operator of communications infrastructure
- Strategic Partners — Formation and operation of Strategic Partners VIII (SP VIII), an $11 billion global private equity secondary fund organized in 2018, and related comparable and overage vehicles
- Apollo Credit — Operation of Apollo Credit Strategies Fund (ACSF), an actively managed long/short event driven credit hedge fund organized in 2015, and related separately managed accounts
- KKR Credit — Operation of KKR Mezzanine Partners I (Mezz I), a $1 billion fund organized in 2012, and KKR Private Credit Opportunities Partners II (PCOP II), a $2.2 billion fund organized in 2015, that invest in private corporate debt and mezzanine lending, financial assets, hard assets and structured credit
- Morgan Stanley Infrastructure — Formation of North Haven Infrastructure Partners III (NHIP III), a $5.5 billion global infrastructure fund organized in 2018, and its related sidecar co-investment vehicles, that invest in private infrastructure assets and companies with the potential to be transformed into core infrastructure assets
- Tiger Infrastructure — Formation and operation of Tiger Infrastructure Partners Fund II (TIP II), a $300 million fund organized in 2016, and its related co-investment and managed account vehicles, that make growth-oriented middle-market infrastructure investments
- Fortress Investment Group
- Private Equity — Formation and operation of Fortress Transportation and Infrastructure Investors (FTAI), a global company that owns and acquires high quality transportation equipment and infrastructure organized in 2011 that raised $340 million in an initial public offering in 2015; operation of Fortress Private Equity Funds I-V (FPEF I-V) that made control-oriented investments in cash flow generating, asset-based businesses
- Credit — Formation and operation of Fortress Credit Opportunities Funds III (FCO III), a $4.3 billion private equity style fund organized in 2011 that makes opportunistic investments in distressed and undervalued credits and assets; formation in 2014 of Fortress Japan Income Fund (FJIF), an open ended fund that invests in long-term, stable, income-generating assets in Japan, and Fortress Japan Opportunity Fund (FJOF), a private equity style fund that invests in distressed real estate loans and related assets in Japan
- Liquid Markets — Operation of Fortress Macro Funds (FMF), Fortress’ flagship macro hedge fund organized in 2002 that invested based on economic trends; formation of Fortress Convex Asia Fund (FCAF), a liquid hedge fund organized in 2012 that invested based on elevated price swings in Asia
- H/2 Capital Partners — Formation of H/2 Special Opportunities II (H/2 SO II), a $2.2 billion hedge fund organized in 2011, by an institutional investment manager dedicated to commercial real estate credit
M&A and Other Transactions
- Patria Investments — Represented Patria on its announced business combination in 2021 with Moneda Asset Management, a Latin American asset manager headquartered in Chile
- KKR — Represented KKR on its $4.4 billion acquisition in 2020 of Global Atlantic Financial Group Limited, a leading retirement and life insurance company
- GSO Capital Partners — Represented Blackstone on its acquisition in 2017 of Harvest Fund Advisors LLC, an investment management firm with over $10 billion in assets under management, which invests capital raised from institutional investors in public MLPs holding U.S. midstream energy assets
- Credit Suisse — Represented Credit Suisse on the sale in 2013 of its Customized Fund Investment Group (CFIG), a global private equity, infrastructure and real estate investment management company, to Grosvenor Capital Management
- Massachusetts Mutual — Represented Massachusetts Mutual on its acquisition in 2012 of the retirement plans business of The Hartford Financial Services Group for $400 million
Prior Experience
Simpson Thacher & Bartlett LLP, 2017–2021
Two Sigma Investments, LP, 2014–2017
Skadden, Arps, Slate, Meagher & Flom LLP and Affiliates, 2011–2014
More
Thought Leadership
Speaking Engagements
Panelist, “Evolving Regulatory Issues Shaping Asset Management,” Weaver's 2024 Financial Services Symposium, 2024
Publications
“Considerations for Advisers to Properly Classify Single Investor Funds Under the Custody Rule and Form ADV,” Private Equity Law Report and Hedge Fund Law Report, 2020
“Investment Adviser Change of Control Transactions: Obtaining Client Consent," Lexis Practice Advisor, Private Equity & Investment Management, 2017
“The Assignment of Investment Advisory Contracts in M&A Transactions,” The Investment Lawyer, Vol. 20, No. 12, 2013
“May Foreign Benefits Plans Invest in New Issues Under FINRA Rules 5130 and 5131,” Journal of Investment Compliance, Vol. 13, No. 3, 2012
“How to 'Mark-To-Market' When There is No Market,” Journal of Derivatives & Hedge Funds, Vol. 17, No. 2, 2011
“Meet Two-Face: The Dualistic Rule 10b-5 and the Quandary of Offsetting Losses by Gains,” Fordham Law Review, Vol. 77, No. 6, 2009
Recognition
First Place Award, Association of Securities and Exchange Commission Alumni, Inc. (ASECA) Writing Competition, 2009
Memberships & Affiliations
Private Investment Funds Committee, New York State Bar Association
Board of Trustees, Peninsula Public Library
Credentials
Admissions & Qualifications
- 2010New York
Education
- Fordham University School of LawJ.D.magna cum laude2010
Order of the Coif
Fordham Law Review
Evening Student of the Year
Adele L. Monoco Memorial Award
Joseph R. Crowley Award
Fordham Law Alumni Association Award in Constitutional Law
- Brooklyn CollegeB.S., Accountingsumma cum laude2006New York Lottery Leaders of Tomorrow Scholarship