Overview
Sharon Freiman is a capital markets partner in the New York office of Kirkland & Ellis LLP. Sharon advises issuers and underwriters in a broad range of matters, including initial public offerings and other equity offerings, high-yield and investment-grade debt offerings, and private placements of securities. Sharon also regularly counsels issuers on SEC disclosure and compliance, corporate governance and general corporate matters. Sharon's experience ranges across a variety of industries, including life sciences, financial institutions, consumer goods and technology.
Experience
Representative Matters
Since joining Kirkland, Sharon has been involved in the following matters:
SEC Compliance, Disclosure and Governance Advice
- Eli Lilly
- WeWork
- Avis
- Ladder Capital
Equity and M&A Transactions
- Eli Lilly and Company in connection with:
- its acquisition of Akouos, Inc., a precision genetic medicine company that is developing a portfolio of gene therapies for the treatment of inner ear conditions, including sensorineural hearing loss; and
- its divestiture of BAQSIMI to Amphastar Pharmaceuticals, Inc.
- Grubhub Inc. in connection with a commercial collaboration with Amazon to provide Amazon Prime members in the United States with a Grubhub+ membership, and a related issuance of warrants to Amazon to purchase shares of Grubhub.
- Montes Archimedes Acquisition Corp. in its $7.3 billion business combination with Roivant Sciences.
- RBC Bearings Incorporated in connection with its $1.1 billion concurrent offerings of common stock and mandatory convertible preferred stock and offering of $500 million of unsecured high-yield notes.
- The underwriters in connection with the initial public offering of LifeStance Health Group, Inc., a portfolio company of TPG Global, LLC.
- viagogo in connection with its issuance of $365 million of senior preferred stock.
- TPG Capital and Transplace in connection with the sale of Transplace to Uber Freight for approximately $2.25 billion.
- LLamasoft in its $1.5 billion sale to Coupa Software and TPG, Goldman Sachs and MK Capital in the registered offering of the shares they received in the transaction.
Debt Transactions
- WeWork Inc. and its subsidiaries in connection with:
- the comprehensive restructuring of its capital structure through a series of transactions with an ad hoc group of noteholders representing more than 60% of the company’s public notes, a third-party investor and affiliates of SoftBank Group Corp.;
- a $250 million private placement of senior secured notes;
- a secondary offering of $550 million of senior notes from a selling noteholder affiliated with SoftBank; and
- multiple amendments to, and the reallocation of letter of credit commitments under, its letter of credit facility.
- Eli Lilly and Company in connection with:
- its offering of $4 billion of USD notes;
- its offering of €1.8 billion of euro notes and £250 million of GBP notes, including Lilly’s first sustainability bond; and
- its $1.5 billion tender offer.
- Ahead DB Holdings, LLC, a portfolio company of Centerbridge Partners, L.P., in connection with its offering of $400 million of unsecured high-yield notes.
- Funds advised by Centerbridge Partners, L.P. in connection with its acquisition of American Bath Group, LLC, including ABG’s offering of $510 million of unsecured high-yield notes.
Prior to joining the Firm, Sharon was involved in the following matters:
- Represented a leading pharmaceutical company in connection with its offering of senior notes.
- Represented a Texas-based bank holding company in connection with its issuance of fixed-to-floating rate subordinated notes and subsequent exchange offer.
- Represented a leading ridesharing company in connection with its initial public offering.
- Represented the underwriters in the initial public offerings of two clinical-stage biopharmaceutical companies.
- Represented the underwriters in connection with the initial public offerings of three bank holding companies in Texas, Washington and Maryland.
- Represented a leading international tequila company in its private offering of shares pursuant to Rule 144A and Regulation S and its concurrent initial public offering in Mexico.
- Represented a media and entertainment conglomerate in various domestic and international debt offerings.
- Represented a leading provider of wireless infrastructure in:
- various debt and equity capital markets transactions; and
- its acquisition of a fiber services provider.
- Represented a financial advisory and asset management firm in its registered debt offering and related redemption.
- Represented the underwriters in the high-yield debt offering of a global provider of security products and solutions.
- Represented the underwriters in the concurrent offering of common shares and mandatory convertible securities of a leading global automaker.
- Represented a multinational telecommunications equipment company in connection with its unsecured revolving credit facility and term facility.
- Represented leading investment banks in their capacities as arrangers of secured and unsecured credit facilities and dealer managers of equity tender offers.
- Represented Credit Suisse as administrative agent and lender in connection with the bankruptcy of UCI International, LLC and certain of its affiliates.
- Provided pro bono legal services to multiple small business owners in the New York area.
Prior Experience
Cravath, Swaine & Moore LLP
Covington & Burling LLP
More
Thought Leadership
Speaking Engagements
Speaker, "Top 3 Things You Wish You Knew - The Journey from Private to Public Company GC," The Fourth Floor's GC Salon, May and August 2022
Credentials
Admissions & Qualifications
- 2015New York
Languages
- English
- Spanish
- French
- Hebrew
Education
- Harvard Law SchoolJ.D.magna cum laude2014Harvard Business Law Review
- Vassar CollegeB.A., Economics2011
General and Departmental Honors
Phi Beta Kappa
Omicron Delta Epsilon
News &
Insights
Kirkland Represents Eli Lilly on Divesture of BAQSIMI to Amphastar