Sarah Kerr, Director, Lowndes

SARAH KERR

DIRECTOR

INTRODUCTION

Sarah joined Lowndes in 2017 with over 20 years of experience, including 10 years as a partner, first in the corporate team at Hesketh Henry and later at a boutique corporate law firm. Earlier in her career, Sarah worked as a senior solicitor at Minter Ellison Rudd Watts, for US law firm Holme Roberts & Owen LLP in London and for English law firm Clifford Chance in Frankfurt.

Sarah practises corporate law, with a focus on mergers and acquisitions, venture capital, joint venture and shareholder agreements, corporate governance and the drafting and negotiation of significant commercial contracts. She has extensive experience advising on share and asset acquisitions and dispositions (including in a management buy-out context) and frequently provides advice on matters arising under the Companies Act 1993, financial markets legislation, the Takeovers Code and consumer protection legislation.

Sarah advises clients who operate across a broad range of industry sectors including nutritional supplements and natural health products, retail, industrial lubricants, automotive parts and accessories, market research, life sciences and diagnostic products.

Sarah also regularly represents venture capital and early stage and expansion capital investors such as K1W1, for whom she has acted since 2004. Sarah has advised K1W1 on the entry into, exit from, and restructuring of, many of its investments over the last 10 years including in relation to Phitek Systems (aircraft cabin noise cancellation technology), PureDepth (visual display technology), Avertana (bulk industrial commodities), Icebreaker (clothing), Piako Yoghurt (food), Solar City (solar energy), Hubsta/The Deal (online shopping), Living Nature (cosmetics) and Tomizone (WiFi).

Sarah’s experience in acting for venture capital investors is complemented by her expertise in acting for a number of venture capital funded investee companies including a life science company which produces natural digestive aids and the developer of a cutting edge genetic software platform.

Sarah has been a contributing author of the Thomson Reuters publication Mergers, Acquisitions and Takeovers, Practice and Procedure for over 10 years.

She is a member of the New Zealand Private Equity and Venture Capital Association and speaks German and French.

CONTACT

Main Phone: +64 9 373 3331

Direct Phone: +64 9 373 7705

Mobile: +64 21 441 324

QUALIFICATIONS & MEMBERSHIPS

  • BA/LLB (Hons) 1996
  • Admitted as a Barrister and Solicitor of the High Court of New Zealand in 1997
  • Admitted as a Solicitor of the Supreme Court of England & Wales in 2001
  • Member of the New Zealand Private Equity and Venture Capital Association

EXAMPLE OF WORK

Mergers & acquisitions transactions

  • Advice on the New Zealand aspects of a global US$1 billion acquisition of a worldwide printer business;
  • Sale by a New Zealand venture investment vehicle (by way of an amalgamation with the New Zealand subsidiary of a US purchaser) of its cornerstone shareholding in an entity specialising in noise cancellation and audio enhancement equipment (overall transaction value NZ$60m);
  • Sale by the founding shareholders of a company operating a manned security business of a controlling interest in that company to a Shanghai-based corporation;
  • Acquisition by a Hong Kong listed corporation of a New Zealand company specialising in the manufacture of natural cosmetics and skincare products;
  • Sale by a New Zealand company of its recycling technology business to a Singaporean entity that subsequently redomiciled as an Australian entity and listed on the ASX, with part of the consideration paid to selling shareholders comprising shares in the ASX-listed entity;
  • Acquisition by an automotive parts and accessories distribution business of a competing business with offices in Hamilton and Christchurch;
  • Sale of two leading central Auckland veterinary practices to a major ASX-listed player in the veterinary industry, as the first step in a nationwide roll-up of New Zealand veterinary practices;
  • Sales by a New Zealand nutraceuticals company (majority-owned by Nestlé S.A.) of various of its assets (in separate transactions) to a New Zealand pharmaceutical company and a key player in the New Zealand kiwifruit industry;
  • Sale by a New Zealand venture investment vehicle to a US purchaser of its majority shareholding in an entity specialising in multi-layer screen technology; and
  • Acquisition by a leading waste recovery company of New Zealand’s largest organic waste to composting operation.

 

Advice provided to private venture capital investment company 

  • Regular advice in relation to investments in, exits from, or the restructuring of interests in, numerous companies.

 

Employee share option schemes and bonus schemes

  • Preparing employee share option scheme documentation and ensuring compliance with the Financial Markets Conduct Act 2013; and
  • Preparing profit share agreements and executive cash bonus schemes.

 

General contract drafting and negotiating

  • Drafting and negotiating shareholder and joint venture agreements, supply and distribution agreements, contract manufacturing agreements, licensing agreements loan and security agreements and terms of trade.

 

Corporate advisory and compliance advice

  • Advice on the Companies Act 1993, the Personal Property Securities Act 1999, the Takeovers Code, the Financial Markets Conduct Act 2013, the Financial Service Providers (Registration and Dispute Resolution) Act 2008, the Anti-Money Laundering and Countering Financing of Terrorism Act 2009, the Contract and Commercial Law Act 2017, the Consumer Guarantees Act 1993, the Fair Trading Act 1986 and others;
  • Advice to directors and shareholders in the context of shareholder disputes, including in relation to directors’ duties and shareholder remedies; and
  • General contract law advice, often in the pre-litigation stage of contractual disputes.

ARTICLES AND PUBLICATIONS

Sarah has been a contributing author of the Thomson Reuters publication Mergers, Acquisitions and Takeovers, Practice and Procedure for over 10 years.