Sarah B. Gelb is a partner in the Corporate & Financial Services Department and a member of the firm’s Finance Department. She represents public and private companies, private equity sponsors and their portfolio companies, as well as financial institutions, private debt funds and other lenders on an array of domestic and cross-border financing transactions, including secured financing and loan transactions, acquisition financing, recapitalizations, debt restructurings and debt offerings in private and public markets.
Sarah served as contributing editor for the 2022 and 2023 editions of Acquisition Finance, and co-authored the comprehensive chapter for the United States.
Experience
Sarah is widely recognized as a leading finance attorney. Her accolades include:
- "Highly regarded" for Banking practice in IFLR1000 2024, as well as previous editions
- Recommended lawyer in The Legal 500 US – Finance: Commercial Lending (2022 and previous)
- Recognized by The Best Lawyers in America® in the Banking and Finance category in 2025 (as well as previous editions)
- Member, Alumni Board of Directors and Women’s Alliance Leadership Committee, Cornell Law School
- Prior Chair of the Business Law Section of the Philadelphia Bar Association
- Alumna of Core Program of Leadership Philadelphia, Inc.
Sarah’s significant representations include the following matters:
- Maximus, Inc. (NYSE: MMS) in connection with the amendment and extension of its US$1.9 billion senior credit facilities
- B&G Foods, Inc. (NYSE: BGS) in connection with the amendment and extension of its US$925 million senior credit facilities and its US$250 million tack-on senior notes offering
- B&G Foods, Inc. (NYSE: BGS) in its US$550 million senior notes offering
- Essent Group Ltd. (NYSE: ESNT) in its US$500 million revolving credit facility
- Dynata, LLC in various financing transactions including its exit term loan credit facility of US$775.6 million and cross-border asset based loan facility of US$75 million (with borrowing capability in eligible currencies)
- A global insurance company, as borrower, in its US$3 billion revolving facility
- Significant lending institutions, as secured parties, in secured funding agreement backed repurchase agreements
- Dubin Clark, Court Square Capital and other private equity sponsors and their respective portfolio companies in various acquisition, recapitalizations and related financings
- Various business development companies and other private debt fund providers in lending transactions
- Select Medical Corporation in its US$1.6 billion senior financing*
- Crown Cork & Seal in its multibillion-dollar cross-border senior financing*
- RCS Capital Corporation in its in excess of US$1 billion reorganization and restructuring including forbearance arrangements and DIP and exit financings*
*Sarah advised on certain matters prior to joining Willkie.
Credentials
Education
Cornell Law School, J.D., 1990 Cornell University, A.B., 1987
Bar Admissions
Court Admissions
United States District Court, Eastern District of Pennsylvania New Jersey State Court