Andrew Townsell

ANDREW TOWNSELL focuses his practice on advising large private and public companies, creditors, and investors in highly complex restructuring transactions.

Prior to joining Sidley, Andrew was an associate at another top global law firm where he advised debtors and creditors in corporate restructuring, bankruptcy, and insolvency proceedings.

Andrew received a J.D. from New York University School of Law and a B.B.A. in business honors and finance from The University of Texas at Austin. While attending law school, Andrew was the editor-in-chief of the New York University School of Law Moot Court Board.

Andrew’s experience at Sidley includes representing:

• Represented Eiger Biopharmaceuticals, Inc., a Palo Alto, California-based biopharmaceutical company that developed treatments for rare metabolic diseases, in its Chapter 11 cases in the U.S. Bankruptcy Court for the Northern District of Texas, through three successful asset sales and the negotiation of a consensual plan of liquidation, resulting in the prepetition secured lender and unsecured creditors being paid in full and distributions being made to equity holders.
• Represented Casa Systems, Inc., a telecommunications hardware and software company, and certain of its affiliates in their Chapter 11 cases in the U.S. Bankruptcy Court for the District of Delaware.

Prior to joining Sidley, Andrew’s experience includes representing:

• West Marine, Inc. and its affiliates, the nation’s leading omnichannel provider in the marine aftermarket, in multiple transactions, including a comprehensive out-of-court restructuring of its existing capital structure supported by 100 percent of the Company’s existing lenders and its equity sponsor. The comprehensive transaction delevered the Company’s funded indebtedness by more than US$500 million, provided the Company access to US$125 million of new money term loan financing, and left trade claims unimpaired.
• Learfield Communications, LLC and its affiliates, a leading media and technology company in the college sports market, in a nearly US$1 billion out-of-court restructuring with unanimous support from Learfield’s existing lenders and equity sponsors. The transactions substantially delevered Learfield’s balance sheet and provided access to significant new money equity investments, strengthening Learfield’s financial and liquidity positions.
• Genesis Care Pty Ltd and its affiliates in their Chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of Texas. GenesisCare is a leading cancer care provider, offering personalized and accessible treatment across a network of highly-skilled healthcare professionals to patients globally. GenesisCare is one of the world’s largest integrated oncology organizations and the world’s largest provider of radiotherapy, operating more than 400 cancer centers in the U.S., Australia, Spain and the UK which treat more than 450,000 patients annually. As of its Chapter 11 filing, GenesisCare’s funded debt totaled approximately US$1.7 billion, including approximately US$1.55 billion in secured term loan indebtedness. GenesisCare commenced its Chapter 11 cases to obtain access to debtor-in-possession financing, to conduct a marketing and sale process for its U.S. assets, and to restructure its financial obligations.
• Avaya Holdings Corp. and its affiliates in their prepackaged Chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of Texas. Avaya Holdings Corp., (“Avaya”) is a global leader in solutions to enhance and simplify communications and collaboration. With overwhelming consensus from Avaya’s secured lenders and the support of its other key stakeholders, Avaya confirmed its prepackaged plan of reorganization just over a month after it commenced its Chapter 11 cases. The confirmed prepackaged plan reduced Avaya’s total debt by more than 75%, from approximately US$3.4 billion to approximately US$810 million, substantially increased Avaya’s liquidity position to approximately US$650 million, decreased its net leverage to less than 1x, and provided substantial financial flexibility to accelerate Avaya’s investment in its innovative cloud-based communications portfolio. Avaya emerged from Chapter 11 protection as a privately held company approximately five weeks after the bankruptcy court confirmed Avaya’s prepackaged plan.
• Carestream Health, Inc. and its debtor affiliates in their prepackaged Chapter 11 cases filed in the United States Bankruptcy Court for the District of Delaware. Carestream, a Rochester, New York based global provider of medical imaging systems and non-destructive testing products had more than US$1.3 billion of prepetition funded debt obligations. Prior to commencing the Chapter 11 cases, Carestream entered into a restructuring support agreement with a majority of its secured creditors to implement the comprehensive restructuring, eliminate approximately US$470 million of funded debt obligations, and provide the Company with new liquidity through an US$85 million exit facility and US$75 million equity rights offering.
• Service King Paint & Body LLC, the third largest operator of auto body collision repair facilities in the U.S. (operating over 300 facilities across 24 states and Washington D.C.), and certain of its affiliates in an out-of-court restructuring transaction involving the raise of US$200 million in new capital, reduction of US$500 million in net indebtedness, and extension of remaining existing funded debt maturities. The transaction was supported by substantially all of Service King’s funded debtholders in addition to the company’s equity sponsors.
• Envision Healthcare Corporation, a leading provider of physician staffing services and operator of ambulatory surgical centers, in first-of-their kind liability management transactions. The transactions injected $1.1 billion of new money to Envision’s balance sheet and de-leveraged more than US$1.9 billion of secured and unsecured debt obligations.
• Premiere Global Services, Inc. and its affiliates and subsidiaries in connection with an out-of-court restructuring by which PGi’s first lien lenders consensually foreclosed upon and sold the equity of Premiere Global Services, Inc. to a third-party buyer. The transaction resulted in mutual releases between the Company’s’ first lien lenders and the Company and related parties and an incremental financing commitment from the Company’s first lien lenders.
• A consortium of bidders led by Flynn Restaurant Group LP, the largest restaurant franchisee in the United States, in their stalking horse bid to purchase certain assets of NPC International, Inc. and its debtor affiliates through a Chapter 11 sale under section 363 of the U.S. Bankruptcy Code. NPC, which operates more than 1,300 Pizza Hut and Wendy’s restaurants across the United States, filed voluntary Chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of Texas in July 2020. Under the terms of the asset purchase agreement, which was approved by the Court in January 2021, the Flynn consortium will acquire over 925 of NPC’s Pizza Hut restaurants, approximately half of NPC’s 393 Wendy’s locations, and substantially all of NPC’s shared services assets for US$552.55 million.
• Selecta Group B.V (“Selecta”), which employs 10,000 employees, is the world’s largest provider of vending machines, coffee and convenience food distribution in over 475,000 points of service in 16 foreign countries. The Chapter 15 proceeding filed in the Southern District of Texas is part of a comprehensive restructuring strategy to deleverage Selecta’s balance sheet, increase liquidity, extend maturity dates on its revolver and its 3 tranches of senior secured notes and to change the governing law for its funded debt obligations from New York to UK law. The overall restructure involves out-of-court arrangements with the revolving credit facility lenders and liquidity facility lenders, a new equity investment by the private equity owner, a formal Scheme of Arrangement in the UK and a US Chapter 15 proceeding to implement the foreign proceeding in the United States.
• Chesapeake Energy Corporation and 40 of its subsidiaries in their Chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of Texas. Chesapeake is a premier oil and natural gas exploration and production company with a high-quality, unconventional oil and natural gas asset portfolio, with substantial positions in top U.S. onshore plays. Chesapeake and its debtor-affiliates had more than US$9 billion of funded debt obligations as of the commencement of their Chapter 11 cases. Prior to commencing the Chapter 11 cases, Chesapeake obtained commitments from certain of its secured creditors for over US$4 billion of new capital, including a US$925 million new money debtor-in-possession financing facility, a US$600 million fully backstopped rights offering, and US$2.5 billion of exit facilities as part of a comprehensive restructuring support agreement that would eliminate approximately US$7 billion of Chesapeake’s funded debt obligations.
• McDermott International, Inc. and 225 of its subsidiaries and affiliates, including 107 foreign domiciled entities, in their prepackaged Chapter 11 cases in the U.S. Bankruptcy Court of the Southern District of Texas. McDermott is a premier, global upstream and downstream engineering, procurement, construction, and installation company and employs over 42,000 individuals across 54 countries and six continents. McDermott’s prepackaged Chapter 11 cases were confirmed in less than 60 days and contemplated a transaction that re-equitized the company, deleveraged over US$4 billion of funded debt, preserved an unprecedented US$2.4 billion in prepetition letters of credit, left trade claims unimpaired, and included a sale of McDermott’s Lummus technology business for US$2.725 billion. McDermott emerged from Chapter 11 only five months after the petition date.
• Vanguard Natural Resources Inc. and its affiliates in their Chapter 11 cases in the U.S. Bankruptcy Court of the Southern District of Texas. Vanguard is an independent exploration and production company focused on the production and development of oil and natural gas properties in the United States with operations in the Gulf Coast, Permian and Anadarko Basins. Vanguard had approximately US$850 million in debt at the time of filing and obtained a commitment for a US$130 million debtor-in-possession financing facility, which included US$65 million in new money.
• iHeartMedia, Inc. and certain subsidiaries, one of the world’s leading global multi-platform media, entertainment, and data companies, in their Chapter 11 restructuring. iHeart is the largest radio broadcaster in the United States and specializes in radio, digital, outdoor, mobile, social, live events, on-demand entertainment and information services for local and national communities. The Company had consolidated debts of over US$20 billion and the Chapter 11 cases, which are the largest of 2018 based on outstanding debt, restructured over US$16 billion of that debt. In connection with its restructuring, iHeart reached an agreement with holders of more than US$11 billion of its debt and its financial sponsors, reflecting widespread support across the capital structure, regarding a comprehensive balance sheet restructuring that reduced iHeartMedia’s debt by more than US$10 billion.