Rachel D. Phillips
Leading capital markets attorney Rachel Phillips helps her clients navigate their most critical and challenging transactions and governance issues. Public companies, private equity sponsors, private equity portfolio companies, underwriters and selling shareholders alike look to Rachel for guidance through the complexities of securities transactions of all types. Her sophisticated transactional insight and wide-ranging compliance knowledge and experience has made her a particularly valued advisor to issuers in Canada and other countries planning initial or follow-up offerings in the United States.
Rachel’s experience encompasses the full range of strategic transactions, including initial public offerings, follow-on offerings involving equity and debt securities, and mergers and acquisitions. Her practical approach to closing deals and extensive experience with all phases of transactional negotiations bring welcome efficiency to clients’ critical strategic transactions.
As a testament to the strength of Rachel’s transactional representation and client service commitment, clients typically establish long-term relationships with her—she frequently advises on governance and disclosure matters for U.S. and international companies for which she has also handled an initial public offering. She also counsels investment banks on financial advisory matters.
Rachel’s capital markets experience includes representing:
- The underwriters in the $325 million IPO of EverCommerce, Inc.
- The underwriters in the $511 million IPO of Endeavor Group Holdings, Inc.
- The underwriters in the $690 million IPO of Diversey Holdings, Ltd.
- Trinseo S.A. in its $450 million senior notes offering.
- Hayward Industries in its $685 million IPO.
- Tronox, Inc. in its $1.075 billion senior notes offering.
- Baring Private Equity Asia and Virtusa Inc. in their $300 million senior notes offering.
- Baring Private Equity Asia as a selling stockholder in the CAD$1.36 billion initial public offering of TELUS International, Inc.
- Longview Acquisition Corp., a special purpose acquisition company, in its US$1.5 billion business combination with Butterfly Network, a digital health company.
- Alibaba in connection with its $1.15 billion investment in Farfetch Ltd.
- Foghorn Therapeutics in its $120 million initial public offering.
- The underwriters in the $3.3 billion IPO of common stock and convertible preferred stock, and the $800 million follow-on offering, for Avantor, Inc., a manufacturer and distributor of life sciences products.
- The underwriters in the $152 million IPO of Bain Capital Specialty Finance.
- Tronox, Inc. in its $500 million 144A note issuance.
- Canada Goose Holdings, Inc. in its $240 million cross-border IPO and its $259 million, $457 million and $640 million secondary offerings.
- BRP, Inc. in its initial U.S. listing on the New York Stock Exchange and C$306 million offering.
- Trinseo S.A., a global materials manufacturer, in its $219 million IPO and $1.7 billion in secondary offerings.
- Acceleron Pharma, Inc. in its $83 million IPO and $129 million, $150 million and $450 million follow-on offerings.
- Bright Horizons Family Solutions in its $220 million IPO and $280 million and $257 million secondary offerings.
- Dunkin’ Brands in its $400 million IPO and $560 million and $775 million secondary offerings.
- DAVIDsTEA, Inc. in its $96 million IPO.
- The lead dealer managers in the rights offering of Bain Capital Specialty Finance.
- The underwriters in the $85 million follow-on offering of Kiniksa Pharmaceuticals Ltd.
- Quoted, “Share price ‘pop’ in US IPOs falls by half,” Financial Times (May 31, 2021)
- JD, magna cum laude, Boston University School of Law, 2009; Executive Editor, Review of Banking and Financial Law
- AB (Religious Philosophy and Ethics), Princeton University, 2004
Admissions / Qualifications
- New York, 2015
- Massachusetts, 2009
- New York Super Lawyers - Rising Stars (2017)