Sarah Goodwin
Overview
Sarah Goodwin advises private equity firms, their portfolio companies and public and private companies in a range of complex debt financing transactions. Her experience comprises syndicated and private credit financings, take-private financings, bank/bond financings, “cov-lite”/“cov-loose” loans, ssRCF, European or US TLB, second lien, unitranche, PIK instruments, recurring revenue financings, asset-based loans, preferred equity issuances, debt restructurings and other special situations.
In addition to deep finance-specific experience, Sarah brings to her practice a broad understanding of corporate transactions and commercially-focused advice.
During a career that has spanned multiple jurisdictions, Sarah has extensive experience acting for both borrowers and lenders on a variety of high-value transactions, ranging from investment grade to sub-investment grade and leveraged/cross-over credits. She has also worked closely with clients on secondment at Goldman Sachs, Blackstone Credit and Barclays Investment Bank.
Her key clients include, among others, Apax, Brookfield, Lone Star Funds, Vista Equity Partners, Madison Dearborn Partners and Vitruvian on transactions across a range of sectors including software/technology, industrials, real estate and healthcare.
Experience
Representative Matters
Leveraged Buyouts
- Apax on their recommended cash offer for EcoOnline Holding AS
- Apax and its portfolio company EcoOnline on:
- the acquisition of Alcumus’ software business
- the acquisition of Ecometrica
- Vista Equity Partners on the acquisition of Egress by its portfolio company KnowBe4, Inc.
- Madison Dearborn and The Ardonagh Group on the financing of its acquisition of PSC Insuance Group in a take-private transaction
- Summit Partners:
- in connection with the financing for its investment in a series of dermatology clinics as part of a buy-and-build investment strategy
- in connection with the financing for its investment in a series of urology clinics as part of a buy-and-build investment strategy
- Vitruvian Partners on the acquisition of Outpost24, a cybersecurity risk management company
- ABRY Partners on their investment in Claranet, a leading managed services provider with a presence in the UK, France, Germany, Spain, Portugal, The Netherlands and Brazil
- The arrangers and underwriters on the financing of ION Investment Group’s £1.5 billion for Fidessa*
- The arrangers on the financing of the public-to-private bid for STADA Arzneimittel by Advent*
- The group of lenders in connection with the acquisition of Itiviti by Nordic Capital. MLAs: Credit Suisse International, DNB Bank ASA, Sweden Branch, UBS Limited and Unicredit Bank AG, London Branch. Debt size: €441 million TLB, $140 million Second Lien and $50 million RCF*
- The unitranche lender on Exponent’s acquisition of SHL, a global leader in talent assessment, from Gartner Inc.*
- The unitranche lender on Exponent’s acquisition of the European and Asia-Pacific operations of Scotts Miracle-Gro*
- The senior lenders in connection with the financing of the reverse takeover by Ring International Holding AG of the Slovenian-listed company Helios Domžale D.D*
- Blackstone Credit on a variety of its investments*
Refinancings and Exits
- Lone Star and its portfolio company Belysse on the refinancing of its senior secured notes due 2024 using proceeds of a new €120 million credit facility and issuance of contingent value rights (CVRs) to Blantyre Capital
- Madison Dearborn and HPS on their portfolio company, The Ardonagh Group’s refinancing by way of the largest-ever unitranche financing transaction globally
- Brookfield on a series of real estate financings for its Befimmo (Belgium) and Hibernia (Irish) office portfolios, raising approximately €2 billion
- Vista Equity Partners in relation to the refinancing of Finastra Group by way of a new $4.82 billion senior secured unitranche term loan facility and a $500 million senior secured multicurrency revolving credit facility
- Vista Equity Partners on its financing arrangements for portfolio company Pluralsight, an online software/technology education business
- Vitruvian on the refinancing of Accountor, a financial and HR management software services company
- Partners Group on ongoing financing and portfolio matters for conveyor belt businesses Ammeraal Beltech and Megadyne
- ABRY Partners on their preferred equity investment in Claranet, a leading managed services provider with a presence in the UK, France, Germany, Spain, Portugal, The Netherlands and Brazil
- Team, Inc. (NYSE: TISI), a global provider of integrated, digitally enabled asset performance assurance and optimization solutions, in a refinancing of certain debt under its existing first lien asset based revolving credit facility and first lien term loan facility with new $225 million first lien and refinanced $107 million second lien term loan facilities
- Amcor plc (NYSE: AMCR) in the refinancing of its existing revolving credit facilities with a $3.75 billion unsecured revolving credit facility
- The super senior lenders in connection with Pinewood Studio’s refinancing of its revolving credit facilities in conjunction with a contemporaneous offering of senior secured notes
- Alvotech (NASDAQ: ALVO) in connection with its refinancing by way of a senior bond issuance and unsecured, subordinated loan financing provided by institutional investors, in addition to a secured loan facility provided by relationship lenders
- The group of lenders in connection with debt financing made available to The Binding Site, a portfolio company of Nordic Capital*
- An industry-leading digital sales platform provider on its growth financings*
- Golub Capital on the recurring revenue growth financing to CloudSense, a Vector Capital portfolio company*
Special Situations, Credit Opportunities and Investments
- An ad hoc group of lenders to Archer Limited on the successful refinancing and recapitalization of its $600 million term loan
- A private equity sponsor in relation to aggregated margin loan financings for portfolios of international securities
- Flint Group on its €1.3 billion recapitalization
- AlbaCore Capital on the restructuring and refinancing of Babylon Health
- Keter Group on its financial restructuring
- An ad hoc group of noteholders on the successful financial restructuring and recapitalization of Metalcorp Group S.A. and Ferralum Metals Group S.à r.l. The transaction addressed EUR 370 million of notes issued by Metalcorp and resulted in EUR 66 million of notes debt being transferred to Ferralum. The recapitalization followed a consent solicitation under the German Bond Act (SchVG) and a subscription offer combined with an automatic exchange into new instruments issued by Ferralum and Metalcorp (2022–2024)
- Thrasio Holdings, Inc. on its financial restructuring upon exit from Chapter 11
- WHP Global on its acquisition of a majority interest in G-Star RAW
- Alteri Investors on its acquisition of Benson for Beds, Harveys Furniture, and their associated group of manufacturing companies from Steinhoff International*
- BlackRock on the debt and equity financing of Icelandic Water*
*Prior to joining Kirkland
Prior Experience
Associate, Fried, Frank, Harris, Shriver & Jacobson LLP, London, 2019–2021
Associate, White & Case LLP, London, 2015–2019
Clifford Chance LLP, London
- Associate, 2013–2015
- Trainee Solicitor, 2011–2013
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Credentials
Admissions & Qualifications
- 2013, Admitted to practice as a Solicitor of England and Wales
Languages
- English
- French
- German
- Italian
Education
- College of Law, LondonLegal Practice Coursewith Distinction2010
- BPP University, LondonGraduate Diploma in Law2007
- College of EuropeM.A., Advanced Interdisciplinary European Studies2006
- Trinity College, University of CambridgeM.A., Modern and Medieval Languages (French and German)2005