Firm Advises New Breed in $615 Million Acquisition By XPO Logistics

On July 29, it was announced that XPO Logistics, Inc. will acquire Willkie client New Breed Holding Company, the preeminent U.S. provider of non-asset based, complex, technology-enabled contract logistics for blue chip customers, for $615 million on a cash-free, debt-free basis.
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Shearman & Sterling Advises Lead Arrangers on $2.1 Billion Refinancing for Sealed Air Corporation

Shearman & Sterling advised Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC, BNP Paribas Securities Corp., Citigroup Global Markets Inc., Credit Agricole Corporate & Investment Bank, Morgan Stanley Senior Funding, Inc. and RBS Securities Inc., as joint lead arrangers and bookrunners, and Bank of America, N.A., as agent, in connection with the second amendment and restatement of an existing multi-facility, multi-currency credit agreement for Sealed Air Corporation and various of its affiliates to allow for (i) the refinancing of its US Dollar, Euro, Japanese Yen and Canadian Dollar term loan A tranches and its US Dollar and multicurrency revolving credit facilities, (ii) the repayment of its US Dollar and Euro term loan B tranches, and (iii) the addition of a new Sterling term loan A tranche, a new short-term US Dollar term loan tranche and a delayed-draw US Dollar term loan A tranche for a Brazilian subsidiary of Sealed Air.

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Fasken Martineau advises Oando Energy Resources in a landmark US$1.5 billion acquisition

Fasken Martineau, a leading international business law firm, announced today that it advised Oando Energy Resources Inc. (TSX: OER), a company focused on oil and gas exploration and production in Nigeria, in the completion of its acquisition of the Nigerian Upstream Oil and Gas Business of ConocoPhillips (NYSE: COP) for a total cash consideration of US$1.5 billion.
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DLA Piper advises Rolta India Ltd on second high yield bond offering

DLA Piper has advised long term client Rolta India Limited on a highly successful high-yield bond offering. The Company raised US$300 million in the international capital markets, issuing 8.875% Senior Notes (the “Notes”) through its wholly owned subsidiary, Rolta Americas LLC. The offering was oversubscribed by more than eight times with an order book of over US$ 2.4 billion and demand from a high quality international investor base. Asia contributed 47% of the demand, the United States contributed 35% and European investors contributed 18%. The issuer of the bonds was a newly formed Delaware subsidiary of Rolta International Inc., Rolta’s principal international operating company.

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Cahill Represents Initial Purchasers in $600 Million Notes Offering by Alliance Data Systems

Cahill represented Wells Fargo Securities, BofA Merrill Lynch, J.P. Morgan, RBC Capital Markets, Fifth Third Securities, and SunTrust Robinson Humphrey as joint book running managers and the co-managers in connection with the Rule 144A offering of $600,000,000 aggregate principal amount of 5.375% Senior Notes due 2022 by Alliance Data Systems Corporation, a leading global provider of data-driven marketing and loyalty solutions serving large, consumer-based businesses in a variety of industries. Proceeds were used for general corporate purposes and to refinance existing indebtedness.
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Tags:  Cahill Gordon & Reindel LLP

DLA Piper Advises CGI Windows & Doors Holdings, Inc. in US$111 million deal with PGT, Inc.

DLA Piper represented CGI Windows & Doors Holdings, Inc. (CGI), a portfolio company of Cortec Group Fund IV, LP and a premier manufacturer of hurricane-impact-resistant windows and doors, in the sale of its business to PGT, Inc. (NYSE: PGTI), a leading manufacturer and supplier of residential impact-resistant windows and doors. The transaction is expected to close in September of 2014, subject to customary closing conditions.

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L Brands, Inc. $1 Billion Revolving Credit Facility

Davis Polk advised L Brands, Inc. in connection with its $1 billion amended and restated secured revolving credit facility. This new facility replaces an existing $1 billion secured revolving credit facility, and includes a right for certain of L Brands’ non-U.S. subsidiaries to borrow and obtain letters of credit, which borrowings and letters of credit will be guaranteed by L Brands and its material U.S. subsidiaries, and a right for L Brands to increase the commitments under the facility by $500 million subject to the consent of the lenders providing such additional commitments. Under the new facility L Brands and certain of such foreign subsidiaries may borrow and obtain letters of credit in U.S. dollars and, subject to specified limitations as to the amount of each such currency, Canadian dollars and pounds sterling, and, subject to the consent of the relevant lenders, to add additional currencies and subsidiary borrowers.

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Willkie Advises GFI Group and GFI Management Group on Strategic Transactions with CME Group Valued at $820 Million

On July 30, it was announced that Willkie client GFI Group Inc., a leading intermediary and provider of trading technologies and support services to the global OTC and listed markets, entered into definitive agreements with CME Group, the world’s leading and most diverse derivatives marketplace, to create value for their respective stockholders through a two-step transaction. The total deal value is approximately $820 million including outstanding debt. In the first step, CME Group will acquire the Trayport and FENICS subsidiaries of GFI Group by first acquiring all of the outstanding shares of GFI Group in exchange for $4.55 per share in CME Group Class A Common Stock.

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Tags:  Willkie Farr & Gallagher LLP