Sarah Ullathorne

Since joining Golden Flag, Sarah has been involved in the following matters:

• Advising an ad hoc committee of creditors, including Strategic Value Partners, Cross Ocean and Deutsche Bank, on the successful $2.2 billion restructuring of the Intu SGS Group.
• Advising an ad hoc committee of creditors in relation to the restructuring transaction of SGS, implemented by way of a UK scheme of arrangement.
• Advising Triton’s Arvos Group on a successful restructuring via an English scheme of arrangement.
• Advising funds managed by AGG Capital Management on the acquisition of a majority stake in AFE.
• Advising Celsius to emerge from Chapter 11.
• Advising Greenoaks on a minority investment in Farfetch Holdings plc.
• Advising financial creditors of Celsa Group on the first Spanish restructuring plan.
• Advising Venator to emerge from Chapter 11 restructuring.
• Advising Flint Group on its €1.3 billion recapitalization.

Prior to joining Golden Flag, Sarah was involved in the following matters:

Restructuring Transactions

• Advising Cerberus on the refinancing and recapitalisation of Haya through an English Scheme of Arrangement, resulting in the creation of a new corporate structure with Cerberus retaining the majority shareholding. Haya is the Spanish market leader in the management of real estate debt and property assets, with €28.5 billion AUM as of March 2022.
• Advising the sponsor of Spanish bank WiZink Bank S.A.U. on the restructuring of the €515 million 6.5% / 7.25% holdco senior secured PIK toggle notes due 2023 issued by Singaporean issuer Mulhacen Pte Ltd and the raising of €250 million new capital for WiZink.
• Advising the majority private equity shareholders in relation to the acquisition of majority ownership in the Casual Dining Group through a debt to equity conversion and subsequent amendments.
• Providing advice to the largest lender (a private equity fund) in connection with the $750 million PIK loan restructuring of Algeco Scotsman including a debt for equity swap, including drafting and negotiating investment agreement and working closely with restructuring colleagues on restructuring documentation.
• Providing advice to the Ad Hoc Group of New Lenders (consisting of private equity funds) on the US$1.4 billion restructuring of TORM A/S including a debt for equity swap.
• Providing advice to the committee of junior lenders (consisting mainly of private equity funds) on the acquisition of equity interests and ongoing shareholder arrangements as part of the restructuring of General Healthcare Group including drafting shareholder arrangements between committee participants and the subsequent transfer of ownership of BMI Healthcare to the group and associated restructuring.

Private Equity/Special Situations

• Advising a growth markets private equity fund on the sale of its Mexican wind farm assets.
• Advising a leading global alternative asset manager on its cross-border investment in Antelopus Energy Private Limited, an India-focused oil exploration and production company, including associated funding and joint venture arrangements in Singapore, the Cayman Islands and India.
• Advising Bardin Hill on the sale of its European CLO Business.
• Advising KKR and Blackrock in relation to their landmark partnership with ADNOC in connection with a $4 billion midstream pipeline infrastructure agreement.
• Advising iSquared on a potential Indonesian investment.
• Advising Oaktree in relation to the merger by its portfolio company, Mediaworks, with QMS NZ.
• Advising KKR on its debt and equity investment in Petainer UK Holdings including issuances of ordinary equity, preferred equity and the establishment and amendments to a management incentive plan.
• Advising EIG Global Energy Partners in connection with its investment in Cerro Dominador, a solar thermal plant in Chile.
• Advising a global investment manager in connection with a number of back-to-back financings of minority investments.
• Advising Sun Capital on a number of acquisitions.
• Advising Park Square on subscriptions for priority preferred equity certificates as part of acquisition funding.
• Advising Partners Group on its co-investment with Cinven in connection with Cinven and Bain’s acquisition of Stada.
• Advising in relation to a synthetic share investment for a global asset manager.

Other Private Acquisitions/Disposals/Joint Ventures

• Advising Italgas S.A. on the privatisation of DEPA Infrastructure, the Greek gas distribution network.
• Advising the Abu Dhabi Pension Fund on its strategic real estate investment partnership with Abu Dhabi National Oil Company.
• Advising Otto Group on the partnership with Advent International for Hermes UK and Hermes Germany.
• Advising a U.S. family office in connection with the investment by a member of the family in a renewable energy project platform.
• Advising Eurobank on the sale of an 80% stake in its non-performing loan servicing subsidiary Eurobank FPS Loans and Credits Claim Management Company to doValue, including a 10-year servicing contract to service €5.6 billion of NPE loans and €5.7 billion of early arrears.
• Advising Sahara India Pariwar in connection with cross border sale of the Grosvenor House Hotel and U.S. debt refinancing.
• Providing English corporate law advice to senior lenders in the US$775 million acquisition by an international consortium of Indonesia’s Martabe mine, one of the world’s largest gold mines, including the issuance of warrants.

Capital Markets Transactions

• Advising CPP Investments on their co-investment as part of the Fortress takeover offer for WM Morrison plc.
• Advising Yellow Cake plc, a new special purpose company established by Bacchus Capital Advisors, on its establishment, bespoke uranium supply and storage arrangements and flotation on AIM together with associated placing (including cornerstone arrangements).

Milbank LLP

• Senior Associate, 2014–2022

Slaughter and May

• Associate, 2004–2014
• Trainee Solicitor, 2002–2004