Overview
Sophia Hudson is a capital markets partner in the New York office of Kirkland & Ellis LLP. Sophia advises clients on SEC disclosure and compliance, governance and general corporate law matters, as well as the full range of capital markets transactions, including initial public offerings and follow-on equity offerings, public and private high-yield, investment-grade and convertible debt offerings and private placements of equity and convertible securities. She has extensive experience with foreign issuers and cross-border transactions.
Her experience ranges across a variety of industries, including consumer goods, financials, industrials, life sciences, mining, retail, specialty pharmaceuticals and technology. She has also represented all the major U.S. investment banks.
Representative Clients
Capital Markets
- AbbVie, Affimed, Apax Partners, Associated Materials, Awilhelmsen, Bain Capital, Bausch Health, Bristol Myers Squibb, Carlisle, Fox, Huntsman, InflaRx, KPS Capital Partners, loanDepot, Norwegian Cruise Line, Patient Square Capital, Pharvaris, Pike, Rocket Software, SVB Leerink, Tupperware Brands, United Airlines, viagogo and Warburg Pincus
SEC Compliance, Disclosure and Governance
- AbbVie, Affimed, Bristol Myers Squibb, Eli Lilly, Ferguson, Fox, InflaRx, Norwegian Cruise Line and Pharvaris
Mergers & Acquisitions
- Abbvie, Bristol Myers Squibb, Colfax, Delphi Technologies, KPS Capital Partners, Pike and TPG Real Estate Finance Trust
Restructurings
- Intelsat and J.C. Penney
Experience
Representative Matters
AbbVie in its:
- $63 billion acquisition of Allergan and related $30 billion offering of senior notes to fund the acquisition; the debt offering represented the largest corporate bond sale of 2019 and the fourth-largest in history
- exchange offers and consent solicitations for ~$22 billion of Allergan debt in connection with its acquisition of Allergan
Affimed in multiple follow-on offerings of common stock totaling ~$200 million and in the establishment of an “At-the-Market” sales program
Apax Partners and Warburg Pincus in the sale of $2.075 billion of senior notes to fund the $3.4 billion buy-out of Inmarsat
Associated Materials in its $250 million offering of senior notes
Awilhelmsen in its sale of more than $550 million of common stock of Royal Caribbean Cruises
BCLS Acquisition Corp., a SPAC sponsored by Bain Capital Life Sciences, in its $125 million IPO
Bristol Myers Squibb in its:
- $6 billion public offering of senior unsecured notes and concurrent tender offer for several series of its outstanding notes
- $90 billion acquisition of Celgene and related $19 billion offering of senior notes to fund the acquisition
- exchange offers and consent solicitations for ~$19 billion of Celgene debt in connection with its acquisition of Celgene
- $13.1 billion acquisition of MyoKardia and related $7 billion offering of senior notes to fund the acquisition
Carlisle Companies in its $750 million offering of senior notes
Colfax in its $3.2 billion acquisition of DJO Global
Delphi Technologies in its $3.3 billion sale to BorgWarner
Ferguson in the registration of its ordinary shares with the SEC, additional listing of its ordinary shares on the New York Stock Exchange and concurrent termination of its American Depositary Receipt program
Fox in its:
- $440 million acquisition of Tubi
- $1.2 billion offering of senior notes
Huntsman International in its $750 million offering of senior notes
InflaRx in its $50 million follow-on offering of common stock and in the establishment of an “At-the-Market” sales program
Intelsat in its debt restructuring and in connection with its Chapter 11 bankruptcy
J.C. Penney in its debt restructuring and in connection with its Chapter 11 bankruptcy
KPS Capital Partners in its acquisition of AM General and related $600 million offering of senior notes to fund the buy-out
Montes Archimedes Acquisition Corp., a SPAC sponsored by Patient Square Capital, in its:
- $400 million IPO
- $7.3 billion business combination with Roivant Sciences
Norwegian Cruise Line in its:
- $2.4 billion transaction involving four different capital markets products, the first-ever four-tranched marketed financing
- multiple follow-on offerings of common stock totaling ~$2.3 billion
- multiple offerings of senior notes totaling ~$2 billion
- $287.5 million follow-on offering of common stock, $750 million offering of senior notes and $400 million offering of exchangeable senior notes
Parthenon Capital Partners-backed loanDepot in its $54 million IPO
Pharvaris in its:
- $80 million pre-IPO cross-over financing
- $190.2 million IPO
Pike Corp. in its:
- majority investment by Lindsay Goldberg
- $500 million offering of senior notes
Rocket Software in its $500 million offering of senior notes
SVB Leerink, as underwriter, in connection with Mereo BioPharma Group’s public offerings of American Depositary Shares totaling ~$165 million
TPG Capital and Transplace in the $2.25 billion sale of Transplace to Uber Freight
TPG Real Estate Finance Trust in its:
- sale of its $572 million debt securities portfolio to an undisclosed counterparty
- up to $325 million investment from Starwood Capital
Tupperware Brands in its cash tender offers to purchase up to $175 million aggregate principal amount of its outstanding senior notes
United Airlines in its:
- $5 billion funding from the U.S. Treasury under the CARES Act Payroll Support Program
- $6.8 billion financing comprising of $3.8 billion of bonds and $3 billion of term loans secured by its MileagePlus loyalty program
viagogo in its debt and preferred equity financings to fund its $4.05 billion acquisition of StubHub from eBay
Prior to joining Kirkland, Sophia represented the following clients:
IPOs and Other Equity Offerings
- Affimed, Auris Medical, Biotie Therapies, Entera Bio, InflaRX, OneMain Financial, Pernix Therapeutics, Prosensa and Warner Chilcott in connection with their IPOs and/or follow-on equity offerings
- The underwriters in connection with the IPOs and/or other equity offerings for AK Steel, Allena Therapeutics, Bandwidth, ConforMIS, EndoChoice, Evolent Health, Galapagos, Iterum Therapeutics, OncoMed, PTC Therapeutics, REGENXBIO, Spark Therapeutics, Summit Materials and Wesco Aircraft
High-Yield and Convertible Debt
- High-yield or convertible debt offerings of Academy, AK Steel, Avadel, Blackhawk Network, CEVA Logistics, Coinstar (n/k/a Outerwall), GNC, Insulet, Meritor, OneMain Financial, Parexel International, Pittsburgh Glass Works, Stillwater Mining, Sucampo, Unit, Universal American and Bausch Health Companies (f/k/a Valeant Pharmaceuticals)
Investment-Grade Debt
- The underwriters in connection with investment-grade debt offerings of Coach, Inc., General Motors Co., General Motors Financial, The J.M. Smucker Co., Magellan Health, Medtronic, Merck and The Western Union Co.
Prior Experience
Davis Polk & Wardwell LLP
- Partner, 2014–2018
- Associate, 2006–2014
More
Thought Leadership
Speaking Engagements
Conference Co- Chair and Panelist, “How to Prepare an Initial Public Offering,” Practising Law Institute, New York, April 26, 2022
Speaker, “Handling Director Conflicts & Structuring Frictionless Board Meetings,” CCR Corp Women’s 100 “Facilitating Board Oversight” session, March 4, 2022
Panelist, “Equity Derivatives: A Walk Through for Public Companies,” Kirkland Webinar, September 30, 2021
Speaker, “Capital Markets 2021,” The Corporate Counsel Webcast, May 12, 2021
Speaker, “Navigating Corp Fin Comments,” CCR Corp Women’s 100 “Inside the SEC: How Things Work” session, May 7, 2021
Moderator, “Power: Global Wealth and Governance,” The Fourth Floor Launch Summit: Community: An Access Point to Money & Power, January 26, 2021
Recognition
Recognized as “commercial and hard-working, and has good judgment” for Debt & Equity by Chambers USA, 2022–2023 and Chambers Global, 2023
Recognized as a “Highly Regarded” practitioner for Capital Markets: Equity by IFLR1000, 2022
Named a “Northeast Trailblazer” by The American Lawyer, 2021
Recognized as a “Notable Practitioner” for Capital Markets: Equity by IFLR1000, 2021
Named a “Leading Lawyer” for Debt Offerings, 2021–2023; named a “Next Generation Partner” for Debt Offerings, 2020, and Equity Offerings, 2020–2023; recognized for Capital Markets: High-Yield Debt Offerings, 2019–2023, by The Legal 500 U.S.
Recognized as a “Finance, Banking & Capital Markets Trailblazer” by The National Law Journal, 2019
Named a “Rising Star” by New York Law Journal, 2017
Named a “Rising Star” for Life Sciences by Law360, 2016
Memberships & Affiliations
Member, Audit Committee of the Partnership of New York City
Partnership for New York City, David Rockefeller Fellow, 2016–2017
Co-Chair, Practising Law Institute’s “How to Prepare an Initial Public Offering,” 2015–2021
Credentials
Admissions & Qualifications
- New York
Education
- University of Michigan Law SchoolJ.D.magna cum laude2006
Order of the Coif
Associate Editor, Michigan Law Review
- Princeton UniversityA.B., History2000