Andrew's practice focuses on corporate finance transactions, and general securities and corporate matters.
Andrew combines technical expertise and years of experience with an efficient, practical and problem-solving approach. Clients, including investment banks, issuers and sponsors, value Andrew's assistance in connection with a variety of public and private capital markets transactions, including high yield and investment-grade bond offerings, leveraged financing commitments, equity offerings, sovereign offerings and liability management transactions.
Clients regularly seek Andrew's advice to navigate the complexities of debt covenants, while balancing investor relations and other concerns.
Andrew has experience with transactions in a wide range of industries, including energy, metals and mining, oil and gas, industrials, consumer products and financial services. In addition to his United States domestic practice, he has worked on matters across the globe, including guiding clients through the challenges of significant transactions in Latin America and Europe.
Andrew also counsels clients on corporate governance matters and ongoing disclosure and compliance requirements under US securities laws, as well as the rules and regulations of the New York Stock Exchange and NASDAQ.
Talen Energy Supply US$1.8 Billion Exit Financing and Other Financing Transactions
Andrew represented Talen Energy Supply, one of the largest competitive power generation and infrastructure companies in North America, on $1.8 billion of exit financing in connection with its emergence from Chapter 11, including a revolver, term loan B, term loan C and bilateral LC facility.
Andrew previously represented Talen on numerous other financing transactions, including a US$750 million secured notes offering, a US$470 million secured notes offering, a US$400 million secured notes offering, a US$165 million inventory monetization transaction, a $848 million commodity revolving credit facility, a $390 million forward capacity trade and a $131 million municipal bond offering.
Cumulus Digital Holdings US$175 Million Strategic Capital Partnership
Andrew represented Cumulus Digital Holdings in its strategic partnership with Orion Energy Partners to support the development of a hyper-scale data center campus located adjacent to Talen Energy's 2.5 gigawatt Susquehanna nuclear plant and to fund the Nautilus bitcoin mining joint venture.
JAB Holdings US$500 Million Sustainability-Linked Notes Issuance
Andrew represented BNP Paribas Securities Corp., BofA Securities, Inc., Citigroup Global Markets Inc., Credit Agricole Securities (USA) Inc., J.P. Morgan Securities LLC, Santander Investment Securities Inc. and the other initial purchasers on the US$500 million sustainability-linked senior notes issuance by JAB Holdings. The offering by JAB, an investment holding company that invests in consumer and customer-focused industries, including Keurig Dr Pepper, JDE Peet's, NVA, Independence Pet Group, Krispy Kreme Doughnut, Panera Brands, Pret A Manger and Espresso House, marked its debut in sustainability-linked financing. Andrew previously represented the underwriters on multiple senior notes issuances by JAB.
Netrality Data Centers' Financings
Andrew represented Netrality, a portfolio company of Macquarie Infrastructure Partners that owns and operates data connectivity hub facilities, in several private placements of senior secured notes in an aggregate amount in excess of US$150 million. Andrew has also represented Netrality in connection with a term loan and revolving credit facility, and a bridge loan facility.
Piedmont Lithium Equity Offerings
Andrew represented J.P. Morgan and Evercore, as joint bookrunners, and the other underwriters, on the common share offering of Piedmont Lithium, resulting in gross proceeds of US$130.8 million. Piedmont is a Nasdaq and ASX dual-listed company that is developing a world-class integrated lithium business in the US to serve the fast-growing US electric vehicle supply chain. Andrew also represented the underwriters on numerous prior equity offerings by Piedmont.
Ivanhoe Mines US$575 Million Convertible Notes Offering
Andrew represented Ivanhoe Mines, a TSX-listed mining company that is focused on advancing its three principal joint-venture projects in Southern Africa, in the sale of US$575 million of convertible senior notes.
Syngenta US$4.75 Billion Notes Offering
Andrew represented the underwriters, led by Citigroup, in connection with a US$4.75 billion notes offering by Syngenta Finance NV and guaranteed by its parent Syngenta AG, a world leading agribusiness operating in the crop protection and seeds business and in the lawn and garden business. He also represented the dealers on the update of Syngenta's US$7.5 billion EMTN program.
Largo US$150 Million Notes Offering and CAD$97 Million Common Stock Offering
Andrew represented the initial purchasers, led by Jefferies, in connection with the inaugural high yield offering by Largo Resources Ltd., a vanadium mining company listed on the Toronto Stock Exchange, consisting of US$150 million of senior secured notes. He subsequently advised Credit Suisse and Morgan Stanley as underwriters on a CAD$97 million secondary common stock offering.
Inkia Energy Limited Notes Offering
Andrew represented Inkia Energy Limited, a power generation company with operations in Latin America and the Caribbean, in connection with a US$300 million notes offering and a subsequent US$150 million notes offering. The proceeds of the latter offering were used in connection with I Squared Capital's acquisition of Inkia Energy. Andrew also represented Inkia Energy in connection with various tender offers and consent solicitations.
Calpine Notes Offerings
Andrew represented Calpine Corporation, the largest independent power generator in the United States, in connection with several public and private offerings of senior secured notes and senior notes in an aggregate amount in excess of US$15 billion.