Sarah C. Kessler
Partner, Finance
Sarah Kessler is a partner in the Finance and Asset Management Departments as well as the Private Credit Practice Group. Sarah advises asset managers, lenders, and investors on complex credit and asset-backed transactions, including fund finance, back leverage and structured finance.
Sarah also routinely advises insurance companies, reinsurers, and asset managers on bespoke insurance solutions for a range of credit strategies and income producing assets. This includes rated note feeder funds, collateralized fund obligations (CFOs), and other creative transactions utilizing alternative credit rating methodologies. She is well versed in the regulatory landscape affecting reinsurance and related investment management agreements and their impact on product design.
Sarah’s fund finance practice includes financings throughout the capital structure, such as subscription or capital call facilities, hybrid or NAV facilities, financings related to the general partner’s or principals’ capital contributions, and management company lines.
Sarah’s structured finance practice includes asset-based lending or backleverage transactions, as well as financings collateralized by insurance-related assets.
Sarah also routinely advises insurance companies, reinsurers, and asset managers on bespoke insurance solutions for a range of credit strategies and income producing assets. This includes rated note feeder funds, collateralized fund obligations (CFOs), and other creative transactions utilizing alternative credit rating methodologies. She is well versed in the regulatory landscape affecting reinsurance and related investment management agreements and their impact on product design.
Sarah’s fund finance practice includes financings throughout the capital structure, such as subscription or capital call facilities, hybrid or NAV facilities, financings related to the general partner’s or principals’ capital contributions, and management company lines.
Sarah’s structured finance practice includes asset-based lending or backleverage transactions, as well as financings collateralized by insurance-related assets.
Experience
- Best Lawyers: Ones to Watch in America – Banking and Finance Law (2023-present)
- Secured Finance Network – 40 Under 40 (2023)
- Co-Author, “Private Credit Trends Impacting Fund Finance,” Global Legal Insights - Fund Finance Laws and Regulations 2025 edition
- Blue Torch Capital in connection with a senior secured financing facility for Comscore, Inc. (Nasdaq: SCOR)
- Private credit GP-led fundraising-related transaction that included static warehouse financing and consideration of NAV collateral with unfunded commitment component
- NAV financing to a real estate manager with a concentrated pool of underlying real estate assets
- NAV financing to a diversified asset manager where collateral included equity, debt and CLO assets
- Multiple secured capital call financings to private credit managers with a rated note feeder fund included in the borrowing base and related rated note feeder fund LPA negotiation
- Recallable capital financing to a real estate manager
- Secured capital call facility where the borrowing base was significantly replenished by recallable capital created by a closing date financed distribution to investors
- Syndicated management company term loan with super-priority revolver to a diversified asset manager with private and public funds that included management fees and carry and multi-jurisdictional loan parties
- Syndicated management company financing to concentrated management fee streams
- Numerous financings related to the general partner’s or principals’ investment into fund vehicles, including foreign-domiciled principals
- Multiple secured capital call financings with complex, multi-jurisdictional cascading pledge collateral
- Secured capital call facility to a fund-of-one
- Representation of a financial institution with respect to its equity investments in SBIC funds and related regulatory considerations and side letter negotiations
- Representation of an impact investor with respect to its debt investment to a private debt fund
* Sarah advised on some of these matters prior to joining Willkie.
Credentials
Education
Indiana University Maurer School of Law, J.D. (magna cum laude), 2012 University of California, Berkeley, B.A., 2007