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Andrew Heather


Andrew P. Heather is a senior associate in the Mergers & Acquisitions and Private Equity practices. Andrew advises corporate clients and private equity funds (and their portfolio companies) on domestic and cross-border mergers and acquisitions, equity investments, divestitures and carve-outs, joint ventures, recapitalizations, and other corporate matters, across a broad spectrum of industries.
Andrew also represents sponsors, project developers, borrowers, financial institutions, private equity funds and other capital providers and investors in the energy and infrastructure sectors.


Representative matters

SK Group, one of the world's largest sustainable infrastructure companies, in an investment agreement with World Energy GH2 for the development and construction of a $4.5 billion green hydrogen project located in Newfoundland, Canada, named Project Nujio'qonik.

Atlas Holdings in multiple acquisitions and divestments in the industrials sector, including the acquisition of USF Holdings from the Gores Group.

Cardinal Midstream in the acquisition of Medallion Delaware Basin, LLC from Medallion Midstream Services, LLC.

EnCap Flatrock Midstream in the formation of EFM Braz Holdings, LLC and an equity commitment to Brazos Midstream Holdings III, LLC.

Guggenheim Investments on multiple equity investments, including preferred equity financings of three fiber network operators and a major home healthcare services provider.*

Lotte Chemical USA Corporation in an $89 million sale of a joint venture equity interest to an affiliate of Westlake Corporation.*

Sixth Street Partners in a Series C preferred equity financing of Piano Software, a B2B software provider.*

Irradiant Partners in a $100 million preferred equity financing of PosiGen, a leading provider of solar energy solutions for low to moderate income households.*

Oak Hill Advisors on a $500 million joint venture with Bluesource for the development of forest offsets.*

Elbit Systems in its $380 million acquisition of Sparton Corporation, a key supplier of undersea warfare systems to the U.S. Navy, from an affiliate of Cerberus Capital.*

Uber Technologies and affiliate Aleka Insurance in a $345 million loss portfolio transfer reinsurance transaction with James River under which Aleka will reinsure all of James River's commercial auto policies related to Uber's ridesharing business.*

EMX Capital in its approximately $100 million GP-led secondary restructuring.*

Merck & Co. on its global reorganization in connection with the $9 billion spin-off of its women's health, trusted legacy brands and biosimilars businesses.*

The Walt Disney Company in the sale of its FOX Sports Mexico assets to Grupo Lauman.*

Monster Beverage Corporation on multiple regulatory and strategic matters across the Americas.*

Korea Electric Power Corporation and Sprott Korea in the acquisition of Canadian Solar's 49% interest in three photovoltaic projects in Mexico and their agreement to acquire Canadian Solar's remaining interest in the projects following their commercial operation date.

Johnson & Johnson on multiple acquisitions and divestitures in the medical devices and pharmaceutical sectors.*

The Murdoch Family Trust in the negotiation and execution of a stockholders agreement with FOX Corporation entered into in connection with the company's $2 billion stock repurchase program.*

IAC/InterActiveCorp in the structuring, negotiation and execution of equity derivatives transactions to hedge $1.15 billion of exchangeable notes, and the spin-off of the Match Group.*

Prisma Medios de Pago, Argentina's leading payments company, in the sale of 51% equity stake to Advent International, valuing the company at $1.42 billion.*

Colbeck Capital in a distressed acquisition and subsequent workout in the education sector.*

Trafigura in its approximately $200 million joint venture with IEnova to develop a refined products terminal and storage facility in Manzanillo, Mexico.*

Ascent Resources in its equity investment by Riverstone and simultaneous acquisition of Utica Shale assets from Salt Fork Resources, a Riverstone-backed company.*

Warburg Pincus in a $300 million capital commitment to Citizen Energy Holdings.*

Bonanza Creek Energy on its proposed $746 million sale to SandRidge Energy.*

Warburg Pincus in its lead role in a $1.3 billion line of equity commitment to Venari Resources.*

The Blackstone Group and portfolio company Fisterra Energy in the $852 million sale of the Ventika wind generation facilities, one of the largest in Latin America, to IEnova.*

Quintana Energy Services in its out-of-court recapitalization and debt restructuring.*

Emerson Electric in its strategic portfolio repositioning, including the sale of its InterMetro business unit to Ali Group and its $3.15 billion acquisition of the Valves & Controls business of Pentair.*

An affiliate of Goldman Sachs on its sale of Sigma Electric to Argand Partners.*

Goldman Sachs Principal Strategic Investments in its preferred equity investment in Aquilon Energy Services.*

PartnerRe in its contested merger with AXIS Capital and subsequent $6.9 billion acquisition by EXOR.*

F. Hoffmann-La Roche Ltd in its acquisition of Kapa Biosystems, Inc.*

Shire plc in its $5.2 billion acquisition of NPS Pharmaceuticals, Inc.*

Morgan Stanley and Barclays Capital Inc. as financial advisers to Coty Inc. in connection with its $12.5 billion Reverse Morris Trust acquisition of The Procter and Gamble Company's beauty businesses.*

Tailwind Capital and its portfolio company, Long's Drugs Inc., in its acquisition of Avita Drugs Inc.*

Roper Technologies, Inc. on its acquisition of RF IDeas, Inc.*

Grupo Televisa in its $745 million acquisition of Cablecom.*

GP Investments in the restructuring of over $400 million of debt of an oil & gas portfolio company.*

Corporacion Inmobiliaria Vesta on its $216 million equity follow-on and secondary 144A/Reg S offerings.*

The Republic of Guatemala in its 144A/Reg S offering of $700 million sovereign notes due 2028.*

The ad hoc bondholder committee of Industrias Unidas, including Gramercy Advisors and Outrider Management, in the company's restructuring of approximately $420 million of indebtedness, implemented through a prepackaged Chapter 11.*

The derivative counterparties of Controladora Comercial Mexicana in the company's $3.2 billion cross-border financial restructuring implemented through a prepackaged Chapter 11.*

* Denotes prior firm experience.


  • Recognized in The Legal 500 for Corporate and M&A in Latin America (2020)
  • Recognized in The Legal 500 United States for Energy: Renewable/Alternative Power (2022)



Attorney-at-Law, Texas

Attorney-at-Law, New York


Stanford Law School LL.M

Universidad Iberoamericana J.D.


A&O Shearman was formed on May 1, 2024 by the combination of Shearman & Sterling LLP and Allen & Overy LLP and their respective affiliates (the legacy firms). Any matters referred to above may include matters undertaken by one or more of the legacy firms rather than A&O Shearman.