Image of Sophie Jermine

Sophie Jermine

Partner

Sophie is a corporate strategic advisor, advising on private capital clients throughout the life cycle of their investments.

She specialises in special situations, complex cross-border structuring, operating and financing international corporate groups, governance and mentoring. She has a particular focus on U.S.-based investors, working closely with these investors and their US-based advisors who need an on-the-ground proxy to help them push forward the investors’ UK/EU investments and global footprint expansion plans and involve the right local experts at the right time.

She is often engaged by private capital investors on ‘first of their kind’ investments in a diverse range of sectors and geographies and/or where the investors have hit a roadblock and are in need of a quarterback. Sophie is known for putting in place innovative and complex group structures and tailor-made governance and finance arrangements that are bespoke for and reflect the ethos of the investor group in question. Particular strengths of Sophie are her knowledge and understanding of fund structures, operations and preferred jurisdictions plus the types of tax and regulatory matters that are typically relevant to private capital investment groups.

She also has extensive financial restructuring experience, having acted on many substantive and high-profile financial restructurings, including the historic restructuring of the Icelandic banks, and has a strong interest in, and co-leads our Family Office group, seeking to help single and multi-family offices with setting up investment firms and platforms, and making discrete, complex and high value private capital investments in the UK and EU private sectors.

Experience

Representative matters

SPECIAL SITUATIONS & CROSS-BORDER TRANSACTIONS
  • A trusted advisor for 18 years and counting to one of the oldest investment managers of its kind under continuous management with multiple billions of AUM (deal and sector types include distressed investments, special ops, joint ventures, IPOs, hospitality, retail, mining and cyber security) (some of which is previous firm experience).
  • A high-profile US wealth management and investment firm and a sovereign-backed global alternative investment manager on their global footprint expansion projects, including setting up a regulated investment advisor firm to cover the UK and Europe (previous firm experience).
  • A US-headquartered private capital investment house and the portfolio group on the structuring, financing and operation of a multi-billion euro Continental European regulated life insurance group, involving 40+ entities in 7+ jurisdictions.
  • An investment fund group and the target groups over a 13+ year period on the structuring and operation of, distressed investments into and exits from, two major UK retail groups (including an offshore captive insurance business) (some of which is previous firm experience).
  • A US-headquartered hedge fund on the liquidation of its UK regulated investment advisor firm (previous firm experience).
  • A US-headquartered global fashion retail group on a range of English corporate matters post-restructuring (previous firm experience).
  • An investor group on a JV structure and acquisition financing for the acquisition of a controlling stake in a Bermudan-based asset manager that specialises in property catastrophe reinsurance and retrocession investments (previous firm experience).
  • An investor group on the structuring, financing and operation of an international litigation funding business and related joint venture with one of Australia’s leading litigation funding firms (previous firm experience).
  • A high-profile financial institution on the equity aspects of mezzanine debt investments in, and corporate governance arrangements for, various investments, including in: a Bermudan-headed international lighting specialist borrower group; a global manufacturing borrower group; and a corporate group that designed and supplied queue management products to a number of industries (previous firm experience).
RESTRUCTURINGS 
  • Creditors on many financial restructurings and post-restructuring corporate group structures, including: an ad hoc committee of holders of securitised bonds issued by into Metrocentre Finance plc in relation to the Metrocentre shopping centre in Gateshead (previous firm experience); a bondholder committee on the restructuring and post-restructuring corporate governance of Kaupthing, a major Icelandic bank (previous firm experience); the Nordic trustee, on behalf of the bondholders, in the financial restructuring of US$500 million senior bonds issued by OSX3 Leasing B.V., a stressed Brazilian E&P and offshore group (previous firm experience); and the noteholders of Wind Hellas, a Greek telecommunications operator, on a €3.2 billion debt restructuring via a pre-packaged administration sale and on a €1.8 billion mezzanine debt-for-equity swap through a UK scheme of arrangement (previous firm experience).
EQUITY CAPITAL MARKETS 
  • A US fund on a potential LSE main market or specialist funds segment listing and IPO (previous firm experience).
  • A major shareholder on its investment in Game Digital plc pre-IPO, at IPO and post-IPO (previous firm experience).
  • An activist on what is regarded by a number of key players in the market as one of the most high-profile and successful shareholder activist campaigns of its decade (previous firm experience).
  • Various listed offshore funds (including Dexion Absolute Limited) on private placements, feeder fund structures, reorganisations, continuation votes and wind downs (previous firm experience).
MERGERS AND ACQUISITIONS
  • An investment fund group on their exit from an international cyber security group and the related M&A transaction and sanctions compliance matters (previous firm experience).
  • Damovo Group SA (formerly part of the Swedish telecoms group, Eriksson) and its institutional investors on the sales of its Latin American and European operations (previous firm experience).
  • A public Japanese company on the acquisitions, restructurings and divestitures through a management buy-out of microtechnology companies operating in the European Union, United States and Asia (previous firm experience).
  • A US corporate on its acquisition of a technical consulting and software development company, resulting in the creation of a premier provider of professional services and technology solutions to the digital media and technology sectors (previous firm experience).
  • The world’s largest database management company on various acquisitions (previous firm experience).
CORPORATE GOVERNANCE AND COMPLIANCE
  • Design, and train front, middle and back-office teams on, global corporate governance policies and procedures for the portfolio companies of investment funds groups (some of which is previous firm experience).
  • Funds, governments, corporates and ultimate controllers, including the founder of a major hedge funds group, in respect of over 150 investment structures on all aspects of the UK's corporate transparency regime (the PSC regime), including the test case with the regulator for an application to protect against the public disclosure of the personal details of an individual (some of which is previous firm experience).
  • Local counsel in relation to PSC-equivalent UBO regimes in multiple jurisdictions including Bermuda, the Cayman Islands, the Isle of Man, Jersey, Norway, Switzerland and most of Europe (some of which is previous firm experience).
  • Some of the world’s leading investment managers on compliance with the Register of Overseas Entities regime in respect of their real estate portfolios (some of which is previous firm experience). 

Pro bono

  • Advises Trees4Travel, an award-winning 'tech for good' company whose objective is to make travel and events to be planet and people positive.
  • Governor of Pennington Infant School.
  • Mentor to a number of individuals at different stages of their careers, including someone who is now on Google’s fast-track programme, someone who is at Duke University in the US (via the 100 Women in Finance Mentoring Programme) and someone who is a legal director at a hedge fund.

Speaking Engagements

  • Moderator & Speaker, M&A and Investments in Sport, LawInSport Global Summit, London, October 2024.
  • Moderator & Fireside Chat Presenter, Building A Strong Culture - lessons I learned from Sam Zell by Ellen Havdala, Managing Director of Equity Group Investments, Trillion Dollar Club Fourth Annual Family Office Summit, New York, September 2024.
  • Chair of Panel, Are sovereign wealth funds and family offices redefining the global investment landscape?, Global Partners Conference, June 2024.
  • Moderator, Risk & Reputation: Financial Distress, Private Capital Forum, March 2024.
  • Speaker, What is Distressed M&A?, Restructuring Academy, February 2024.
  • Guest Speaker, Women in Law, Aspiring Solicitors, March 2023.
  • Regular leadership and careers speaker at schools and City Year UK, a charity supporting underprivileged students.

Leadership Positions And Professional Affiliations

  • Board Member - Corporate Partnerships Board, Great Ormond Street Hospital Children's Charity
  • Member, 100 Women in Finance
  • City Year UK Mentor
  • Founder Member of Chief

Awards

  • Legal 500 UK, Private Equity
  • Recognised as a Rising Star for Corporate Finance and M&A by Super Lawyers
  • Nominated for inclusion in Legal 500’s Green Guide.

Qualifications

Admissions

Solicitor, England and Wales

Academic

L.P.C., BPP University Law School, England

B.A., University of Durham, England

Disclaimer
A&O Shearman was formed on May 1, 2024 by the combination of Shearman & Sterling LLP and Allen & Overy LLP and their respective affiliates (the legacy firms). Any matters referred to above may include matters undertaken by one or more of the legacy firms rather than A&O Shearman.