Sarah Lewis’s practice focuses primarily on international capital markets transactions, with a particular focus on U.S. securities laws and their application to offerings by non-U.S. companies in the UK, Europe and the Middle East.

Her work includes equity and debt offerings, rights offerings and structured finance transactions (including mortgage-backed securities, equity-linked notes, commodities-linked notes, and convertible and exchangeable securities).

Sarah joined the firm in 2004 and became counsel in 2013. She was resident in the Washington, D.C., office until January 2007.

Notable Experience

Nordic Equity Capital Markets

  • Schibsted ASA, an international media group, in the private placement of its B-shares to institutional investors in Norway and internationally through an accelerated bookbuilding process.

  • ABG Sundal Collier and Goldman Sachs International in the $119 million IPO of Europris ASA.

  • Goldman Sachs and Nordea as joint global coordinators, Morgan Stanley as joint bookrunner, and Danske Bank and DNB Markets as co-lead managers in the SEK 1.8 billion IPO of Thule Group AB.

  • ABG Sundal Collier, Goldman Sachs and Swedbank as joint global coordinators and joint bookrunners, and Danske Bank, Handelsbanken Capital Markets and Kempen & Co as co-lead managers in the $790 million IPO of Entra ASA, the largest IPO of a Norwegian issuer in 2014 and the first privatization in Norway since the privatization of Statoil in 2001.

  • BW LPG Limited in its NOK 3 Billion Reg S/Rule 144A IPO.

  • Morgan Stanley & Co. and DNB Markets Inc. as joint bookrunners in the $1.8 billion Reg S/Rule 144A accelerated bookbuilt offering of shares of Norsk Hydro ASA by a wholly owned subsidiary of Vale S.A., representing a 21.6 percent interest in Norsk Hydro.

  • The underwriters, led by ABG Sundal Collier Norge ASA, DNB Markets Inc. and Goldman Sachs International, in the NOK 2 billion IPO of Odfjell Drilling Ltd., comprising a public offering on the Oslo Stock Exchange and Reg S/Rule 144A offering in the United States and outside Norway.

  • ABG Sundal Collier, Citigroup and Bank of America Merrill Lynch as joint underwriters in the separation of Statoil Fuel and Retail (SFR) from Statoil, and the subsequent €618 million Reg S/Rule 144A IPO of SFR.

  • ABG Sundal Collier Norge ASA and UBS as underwriters in a $302 million Reg S/Rule 144A IPO and spin-off of Borregaard ASA.

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Other Equity Capital Markets

  • The managers, led by UBS Limited and Deutsche Bank, London Branch as joint global coordinators and joint bookrunners, in the $2.73 billion IPO of Pershing Square Holdings, Ltd., the largest European-listed IPO in 2014.

  • Morgan Stanley & Co. International plc as underwriter in a $476.5 million block trade by Global Retail Group S.a.r.l. of shares of Dufry A.G., a leading travel retail company, through which Advent International Corporation sold its remaining interest in Dufry.

  • OJSC MegaFon in its $1.7 billion initial public offering.

  • The Central Bank of Russia and Sberbank of Russia in connection with a $5.2 billion secondary public offering of Sberbank shares.

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U.S. Registered Offerings

  • Offerings by Santander UK and its subsidiaries under its registered debt shelf programs, EMTN program and securitization programs, including: a $1 billion SEC-registered notes offering; a $1.5 billion Reg S/Rule 144A subordinated Tier 2 notes offering; a $2.5 billion SEC-registered senior unsecured notes offering by Abbey National Treasury Services plc, guaranteed by its parent Santander UK; and a $1 billion notes offering by Abbey National Treasury Services plc, a wholly owned subsidiary of Santander UK; the notes are guaranteed by Santander UK.  Sarah also regularly advises Santander UK on its on-going responsibilities as a U.S. registrant.

  • Acting as designated underwriters’ counsel in offerings under BP plc’s registered debt shelf program.

  • Acting as designated underwriters’ counsel in offerings of equity securities and convertible bonds by Royal Gold, Inc. under its registered shelf program.

  • Acting as designated underwriters’ counsel in offerings under British Telecommunications plc’s registered debt shelf program.

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High-Yield Offerings

  • Puma Energy Holdings Pte. Ltd. in a $750 million Reg S/Rule 144A high-yield senior notes offering by Puma International Financing S.A., guaranteed by Puma Energy Holdings Pte. Ltd., and two of its subsidiaries, Puma Energy Group Pte. Ltd. and Puma Corporation S.à.r.l.

  • Yioula Glassworks S.A. in its €180 million Reg S/Rule 144A high-yield senior secured notes offering by Glasstank B.V., an indirect subsidiary of Yioula Glassworks.

  • Consolidated Minerals Limited in its $400 million Reg S/Rule 144A high-yield senior secured notes offering.

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Selected Activities

  • Co-head, Cleary Gottlieb London Women’s Working Group
  • Arranged and hosted numerous networking events for the firm’s women clients and colleagues

Publications

The Network Effect,” IFLR Women in Business Law Group’s Best Practice Series: Using Your Network Effectively, September 2016.

Events