Anthony R. Grossi

Sidley represented an ad hoc group of holders of Senior Notes due 2025 (the 2025 Unsecured Notes) of Finance of America Companies Inc. (FOA), in connection with a comprehensive support agreement, exchange offer, and consent solicitation by FOA. As part of the exchange transactions, holders of the 2025 Unsecured Notes were offered the ability to exchange their 2025 Unsecured Notes for (i) up to US$200 million aggregate principal amount of Senior Secured Notes due 2026, subject to certain extensions, and (ii) up to US$150 million aggregate principal amount of Exchangeable Senior Secured Notes due 2029, and receive certain upfront fees. Holders of approximately 98% of the 2025 Unsecured Notes participated in the exchange. The ad hoc group consisted of Brigade Capital Management, Anchorage Capital Advisors, and Beach Point Capital Management. The Sidley team was led by Neil Horner (Global Finance) and Johnny Skumpija (Capital Markets) and included Mark Werner, Ram Burshtine, Scott Dawson, and Greg Wolszczak (Global Finance); Robert Mandell, Kostian Ciko, and Gabriella Tang (Capital Markets); Anthony Grossi and Jason Hufendick (Restructuring); and Daniel Altman (Tax); among others.~~Sidley represented an ad hoc group of holders of Senior Notes due 2025 (the 2025 Unsecured Notes) of Finance of America Companies Inc. (FOA), in connection with a comprehensive support agreement, exchange offer, and consent solicitation by FOA. As part of the exchange transactions, holders of the 2025 Unsecured Notes were offered the ability to exchange their 2025 Unsecured Notes for (i) up to US$200 million aggregate principal amount of Senior Secured Notes due 2026, subject to certain extensions, and (ii) up to US$150 million aggregate principal amount of Exchangeable Senior Secured Notes due 2029, and receive certain upfront fees. Holders of approximately 98% of the 2025 Unsecured Notes participated in the exchange. The ad hoc group consisted of Brigade Capital Management, Anchorage Capital Advisors, and Beach Point Capital Management. The Sidley team was led by Neil Horner (Global Finance) and Johnny Skumpija (Capital Markets) and included Mark Werner, Ram Burshtine, Scott Dawson, and Greg Wolszczak (Global Finance); Robert Mandell, Kostian Ciko, and Gabriella Tang (Capital Markets); Anthony Grossi and Jason Hufendick (Restructuring); and Daniel Altman (Tax); among others.

Nov 6

2 min

On November 17, 2024, a Sidley team represented medical services company CareMax Inc. in its Chapter 11 filing in the U.S. Bankruptcy Court for the Northern District of Texas. Miami-based CareMax operates a network of 56 medical centers in Florida, Texas, Tennessee, and New York, catering largely to elderly patients. In its filing, the company listed US$693 million of total debt and US$390 million in assets. The company said in a statement that it had reached an agreement to sell part of its management services business to a Revere Medical affiliate and has an agreement in principle with a separate third party to serve as a “stalking horse” bidder for CareMax’s operating clinic business. The sales will be implemented through a prearranged Chapter 11 plan and are fully supported by 100% of the company’s lenders. The team includes Joshua Samek (M&A), Tom Califano, Anthony Grossi, Jason Hufendick, Juliana Hoffman, Margaret Alden, Ryan Fink, Chelsea McManus, Veronica Courtney, Andreas Rauch, and Hayden Ross Golemon (all Restructuring).~~On November 17, 2024, a Sidley team represented medical services company CareMax Inc. in its Chapter 11 filing in the U.S. Bankruptcy Court for the Northern District of Texas. Miami-based CareMax operates a network of 56 medical centers in Florida, Texas, Tennessee, and New York, catering largely to elderly patients. In its filing, the company listed US$693 million of total debt and US$390 million in assets. The company said in a statement that it had reached an agreement to sell part of its management services business to a Revere Medical affiliate and has an agreement in principle with a separate third party to serve as a “stalking horse” bidder for CareMax’s operating clinic business. The sales will be implemented through a prearranged Chapter 11 plan and are fully supported by 100% of the company’s lenders. The team includes Joshua Samek (M&A), Tom Califano, Anthony Grossi, Jason Hufendick, Juliana Hoffman, Margaret Alden, Ryan Fink, Chelsea McManus, Veronica Courtney, Andreas Rauch, and Hayden Ross Golemon (all Restructuring).

Nov 21

1 min

Sidley represented Brigade Capital Management, Anchorage Capital Advisors, and Beach Point Capital Management as an ad hoc group of holders of 2025 Unsecured Notes of Finance of America Companies Inc. (NYSE: FOA), a leading provider of home equity-based financing solutions for a modern retirement, in an Exchange Offer Support Agreement pursuant to which holders of outstanding 2025 Unsecured Notes will be offered the ability to exchange 2025 Unsecured Notes for (i) up to US$200 million aggregate principal amount of Senior Secured First Lien Notes due 2026, subject to certain extensions, and (ii) up to US$150 million aggregate principal amount of Exchangeable Senior First Lien Notes due 2029. The exchange offering is expected to close in Q3 2024. The Sidley team included Neil Horner, Mark Werner, Morgan Oxner, and Scott Dawson (Global Finance); Johnny Skumpija and Rob Mandell (Capital Markets); Anthony Grossi and Jason Hufendick (Restructuring); and Dan Altman (Tax); among others.~~Sidley represented Brigade Capital Management, Anchorage Capital Advisors, and Beach Point Capital Management as an ad hoc group of holders of 2025 Unsecured Notes of Finance of America Companies Inc. (NYSE: FOA), a leading provider of home equity-based financing solutions for a modern retirement, in an Exchange Offer Support Agreement pursuant to which holders of outstanding 2025 Unsecured Notes will be offered the ability to exchange 2025 Unsecured Notes for (i) up to US$200 million aggregate principal amount of Senior Secured First Lien Notes due 2026, subject to certain extensions, and (ii) up to US$150 million aggregate principal amount of Exchangeable Senior First Lien Notes due 2029. The exchange offering is expected to close in Q3 2024. The Sidley team included Neil Horner, Mark Werner, Morgan Oxner, and Scott Dawson (Global Finance); Johnny Skumpija and Rob Mandell (Capital Markets); Anthony Grossi and Jason Hufendick (Restructuring); and Dan Altman (Tax); among others.

Jun 25

1 min

Sidley represented Sunac China Holdings Limited (Sunac) in the restructuring of its US$10.2 billion offshore debt. Sunac and its subsidiaries are principally engaged in the property development and property investment business in the People’s Republic of China, with leading capabilities in Chinese real estate, cultural tourism, urban development, and integrated industrial operations. The complex transaction was implemented through a scheme of arrangement in Hong Kong, which was sanctioned on October 5, 2023, and parallel Chapter 15 recognition proceedings in the U.S. District Court for the Southern District of New York (SDNY). The scheme achieved widespread engagement, with a total of 2,019 creditors, representing 97.30% of the total value of scheme claims, attending Sunac’s scheme meeting on September 18, 2023. An overwhelming majority representing 98.30% of those present and voting at the meeting supported the scheme. In accordance with the terms of the scheme, Sunac’s existing debt instruments were exchanged for a combination of convertible bonds, U.S. dollar-denominated notes, and, if voluntarily elected by creditors, mandatory convertible bonds and shares in Sunac’s subsidiary, Sunac Services Holdings Limited. Through this holistic restructuring, Sunac has successfully deleveraged its corporate group, thereforecreating a more stable capital structure to continue operations and increasing the prospects of generating long-term value for all stakeholders. The restructuring became effective on November 20, 2023, and is a landmark deal. It is the largest offshore restructuring transaction completed by a Chinese property group and it achieved both the highest supporting rate and the highest deleveraging ratio of recent offshore schemes in this sector. The deal also marks a significant milestone for the Chinese property market, as Sunac is the largest of the wave of companies seeking large-scale debt restructurings to have successfully implemented one. Throughout the restructuring process, Sidley constructively engaged with creditors to facilitate the formulation of a consensual restructuring proposal. Sunac’s restructuring showcases Sidley’s experience in advising Chinese real estate companies seeking large-scale debt restructuring of offshore liabilities and is another example of our ability to deliver complex deals in this market. The multidisciplinary Sidley team was led by partners Christopher Cheng (China Corporate and Finance), Carrie Li (Capital Markets), and Jifree Cader (Restructuring). The transaction involved a cross-border team working across several practice areas and offices, including the following: Restructuring (London and Hong Kong): partners Mark Knight and Gordon Davidson, lead managing associate Molly Dyas, managing associate Raveena Channa, and trainee solicitor Priyanka Chandrakumar Restructuring (New York): partner Anthony Grossi, managing associates Juliana Hoffman and Julia Philips Roth, associates Nathan Elner, Raphael Rabinowitz, and LinLin Teng Capital Markets (Hong Kong and Beijing): senior managing associate Jacob Zhao, managing associate Sophie Gu, associates Robin Liu and Andy Loo, and senior legal assistant Jim Yan Litigation (Hong Kong): partner Desmond Ang, senior managing associates Sophia Tong and Dennis Wu, and managing associate Edwin Leung China Corporate and Finance (Hong Kong and Beijing): partner Olivia Ngan, counsel Alan Wong, senior associates Bryan Lo and Selina Wong, associate Nancy Yang, and legal manager Andie Lam~~Sidley represented Sunac China Holdings Limited (Sunac) in the restructuring of its US$10.2 billion offshore debt. Sunac and its subsidiaries are principally engaged in the property development and property investment business in the People’s Republic of China, with leading capabilities in Chinese real estate, cultural tourism, urban development, and integrated industrial operations. The complex transaction was implemented through a scheme of arrangement in Hong Kong, which was sanctioned on October 5, 2023, and parallel Chapter 15 recognition proceedings in the U.S. District Court for the Southern District of New York (SDNY). The scheme achieved widespread engagement, with a total of 2,019 creditors, representing 97.30% of the total value of scheme claims, attending Sunac’s scheme meeting on September 18, 2023. An overwhelming majority representing 98.30% of those present and voting at the meeting supported the scheme. In accordance with the terms of the scheme, Sunac’s existing debt instruments were exchanged for a combination of convertible bonds, U.S. dollar-denominated notes, and, if voluntarily elected by creditors, mandatory convertible bonds and shares in Sunac’s subsidiary, Sunac Services Holdings Limited. Through this holistic restructuring, Sunac has successfully deleveraged its corporate group, thereforecreating a more stable capital structure to continue operations and increasing the prospects of generating long-term value for all stakeholders. The restructuring became effective on November 20, 2023, and is a landmark deal. It is the largest offshore restructuring transaction completed by a Chinese property group and it achieved both the highest supporting rate and the highest deleveraging ratio of recent offshore schemes in this sector. The deal also marks a significant milestone for the Chinese property market, as Sunac is the largest of the wave of companies seeking large-scale debt restructurings to have successfully implemented one. Throughout the restructuring process, Sidley constructively engaged with creditors to facilitate the formulation of a consensual restructuring proposal. Sunac’s restructuring showcases Sidley’s experience in advising Chinese real estate companies seeking large-scale debt restructuring of offshore liabilities and is another example of our ability to deliver complex deals in this market. The multidisciplinary Sidley team was led by partners Christopher Cheng (China Corporate and Finance), Carrie Li (Capital Markets), and Jifree Cader (Restructuring). The transaction involved a cross-border team working across several practice areas and offices, including the following: Restructuring (London and Hong Kong): partners Mark Knight and Gordon Davidson, lead managing associate Molly Dyas, managing associate Raveena Channa, and trainee solicitor Priyanka Chandrakumar Restructuring (New York): partner Anthony Grossi, managing associates Juliana Hoffman and Julia Philips Roth, associates Nathan Elner, Raphael Rabinowitz, and LinLin Teng Capital Markets (Hong Kong and Beijing): senior managing associate Jacob Zhao, managing associate Sophie Gu, associates Robin Liu and Andy Loo, and senior legal assistant Jim Yan Litigation (Hong Kong): partner Desmond Ang, senior managing associates Sophia Tong and Dennis Wu, and managing associate Edwin Leung China Corporate and Finance (Hong Kong and Beijing): partner Olivia Ngan, counsel Alan Wong, senior associates Bryan Lo and Selina Wong, associate Nancy Yang, and legal manager Andie Lam

Nov 20

4 min

Sidley successfully represented Stonepeak Infrastructure Partners (Stonepeak) in connection with the Chapter 11 cases of Akumin Inc. (Akumin), a leading national provider of outpatient radiology and oncology solutions. The restructuring transactions culminated in Stonepeak consummating a “loan to own” take-private transaction of the once publicly traded company and becoming the sole owner of the reorganized Akumin. In furtherance of going private, Akumin provided consideration to former public equity holders in the form of cash and contingent value rights. In addition to delisting from the Toronto Stock Exchange and Nasdaq, Akumin obtained novel approval from Canadian regulators to cease to be a reporting issuer and withdrew from its U.S. public reporting requirements. Through a prepackaged Chapter 11 bankruptcy case filed on October 22, 2023 in the U.S. Bankruptcy Court for the Southern District of Texas, Akumin deleveraged its approximately US$1.6 billion balance sheet by approximately US$600 million, including through a highly successful bespoke reverse Dutch election opportunity that enabled the company to buy back a portion of its existing notes at a discount. Upon emergence from the Chapter 11 process, Akumin stands significantly recapitalized through the contributions of Stonepeak, the issuance of new notes, and entry into a new revolving credit facility. The Sidley team representing Stonepeak includes Cliff Vrielink, Ryan Scofield, and George Vlahakos (M&A); Tom Califano and Anthony Grossi (Restructuring), Nick Schwartz and Mark Adler (Global Finance); Jon Zucker (Healthcare); Zack Pullin (Tax); John Kuster (Litigation); Kate Roberts (Labor, Employment and Immigration); Beatriz Azcuy (Real Estate); and Colleen Brown (Privacy and Cybersecurity). The team also includes Weiru Fang, Jason Hufendick, Ryan Fink, Maggie Alden, Michael Sabino, Nate Elner, Chelsea McManus, Veronica Courtney, Jake Landreth, and Daniela Rakowski (Restructuring); Shayona Schiely, Nicholas Prey, Dillyn Foy, Dimitris Fthenakis, and Shaobin Zheng (Global Finance); Samantha Seley, Tanner Groce, Courtney Luster, Amanda Patterson, Sean Nuernberger, Estella Serrano, John Walker, and Kelli McQuillan (M&A); Rina Mady, Meghan Weinberg, Francesca Ozinal, Kim Schroer, Gabrielle Feliciani, Sama Kahook, Taylor Andelman, Steve Komorek, and Josh Martin (Healthcare); Maureen Crough, Nicole Noëlliste, Jagdeep Singh, and Greta Carlson (Environmental); Andrew Smith and Ryan Kelly (Tax); Aimee Mackay and Katie Sreenan (Labor, Employment and Immigration); Edward Sharon (Antitrust/Competition); Ben Nager (Securities Enforcement/Regulatory); Connor Evans (Real Estate); John Skakun (Insurance); and Andrew Friedman (Investment Funds).~~Sidley successfully represented Stonepeak Infrastructure Partners (Stonepeak) in connection with the Chapter 11 cases of Akumin Inc. (Akumin), a leading national provider of outpatient radiology and oncology solutions. The restructuring transactions culminated in Stonepeak consummating a “loan to own” take-private transaction of the once publicly traded company and becoming the sole owner of the reorganized Akumin. In furtherance of going private, Akumin provided consideration to former public equity holders in the form of cash and contingent value rights. In addition to delisting from the Toronto Stock Exchange and Nasdaq, Akumin obtained novel approval from Canadian regulators to cease to be a reporting issuer and withdrew from its U.S. public reporting requirements. Through a prepackaged Chapter 11 bankruptcy case filed on October 22, 2023 in the U.S. Bankruptcy Court for the Southern District of Texas, Akumin deleveraged its approximately US$1.6 billion balance sheet by approximately US$600 million, including through a highly successful bespoke reverse Dutch election opportunity that enabled the company to buy back a portion of its existing notes at a discount. Upon emergence from the Chapter 11 process, Akumin stands significantly recapitalized through the contributions of Stonepeak, the issuance of new notes, and entry into a new revolving credit facility. The Sidley team representing Stonepeak includes Cliff Vrielink, Ryan Scofield, and George Vlahakos (M&A); Tom Califano and Anthony Grossi (Restructuring), Nick Schwartz and Mark Adler (Global Finance); Jon Zucker (Healthcare); Zack Pullin (Tax); John Kuster (Litigation); Kate Roberts (Labor, Employment and Immigration); Beatriz Azcuy (Real Estate); and Colleen Brown (Privacy and Cybersecurity). The team also includes Weiru Fang, Jason Hufendick, Ryan Fink, Maggie Alden, Michael Sabino, Nate Elner, Chelsea McManus, Veronica Courtney, Jake Landreth, and Daniela Rakowski (Restructuring); Shayona Schiely, Nicholas Prey, Dillyn Foy, Dimitris Fthenakis, and Shaobin Zheng (Global Finance); Samantha Seley, Tanner Groce, Courtney Luster, Amanda Patterson, Sean Nuernberger, Estella Serrano, John Walker, and Kelli McQuillan (M&A); Rina Mady, Meghan Weinberg, Francesca Ozinal, Kim Schroer, Gabrielle Feliciani, Sama Kahook, Taylor Andelman, Steve Komorek, and Josh Martin (Healthcare); Maureen Crough, Nicole Noëlliste, Jagdeep Singh, and Greta Carlson (Environmental); Andrew Smith and Ryan Kelly (Tax); Aimee Mackay and Katie Sreenan (Labor, Employment and Immigration); Edward Sharon (Antitrust/Competition); Ben Nager (Securities Enforcement/Regulatory); Connor Evans (Real Estate); John Skakun (Insurance); and Andrew Friedman (Investment Funds).

Feb 9

3 min