Simpson Thacher Represents Tesoro Logistics LP in Committed Financing in Connection with its Announced Acquisition of QEP Field Services, LLC.

The Firm is representing Tesoro Logistics LP (“TLLP”) in connection with the committed financing for its announced acquisition of 100% of the outstanding equity interests of QEP Field Services, LLC (“QEPFS”), including up to $2.5 billion in senior unsecured bridge financing and a $900 million revolving credit facility. The bridge financing will be reduced by the amount of gross proceeds TLLP receives from a public offering of its common units and a private placement of its debt securities.

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Weil Advises GLOBALFOUNDRIES in its Agreement to Acquire IBM’s Global Commercial Semiconductor Technology Business

Weil is advising GLOBALFOUNDRIES in its agreement to acquire IBM’s global commercial semiconductor technology business, including intellectual property and technologists and technologies related to IBM Microelectronics. Following completion, GLOBALFOUNDRIES will also receive $1.5 billion cash over three years from IBM and will become IBM’s exclusive server processor semiconductor technology provider for 22nm, 14nm and 10nm semiconductors for the next 10 years. This acquisition will give GLOBALFOUNDRIES a substantial intellectual property portfolio containing thousands of patents, making it the holder of one of the largest semiconductor patent portfolios in the world. Completion of the transaction is subject to the satisfaction of regulatory requirements and customary closing conditions.
GLOBALFOUNDRIES is the world’s first full-service semiconductor foundry with a global manufacturing footprint, and is the second largest semiconductor foundry in the world. GLOBALFOUNDRIES is owned by Mubadala Development Company PJSC. IBM is a multinational technology and consulting corporation.

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HCA Completes $2 Billion High Yield Debt Offering

Simpson Thacher recently represented HCA Inc. in its high yield offering of $600 million aggregate principal amount of 4.25% Senior Secured Notes due 2019 and $1.4 billion aggregate principal amount of 5.25% Senior Secured Notes due 2025. HCA intends to use the net proceeds for the redemption of a series of its existing secured notes, for related fees and expenses and for general corporate purposes.

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BDT Raises $5.2 Billion of Capital Commitments for Fund II

BDT Capital Partners (“BDT”) announced in a filing with the United States Securities and Exchange Commission that BDT had raised approximately $5.2 billion of capital commitments from over 100 investors for BDT Capital Partners Fund II, L.P. and its related parallel partnership vehicles. Cravath represented BDT in connection with the fundraising for Fund II.

The Cravath team included partner David J. Perkins and associate Matthew J. Aldana on corporate matters; partners Andrew W. Needham and Christopher K. Fargo and associate Ashley N. Elnicki on tax matters; and partner Jennifer S. Conway and associate Jonathan J. Katz on ERISA matters.

Paul Hastings Advises Banks on Financing Mountaineer Keystone Energy’s Acquisition of PDC Mountaineer Assets

Paul Hastings LLP, a leading global law firm, represented the banks in financing the acquisition of the equity interests and certain oil and gas properties of PDC Mountaineer, LLC by Mountaineer Keystone Energy, LLC.

Citigroup Global Markets, Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated acted as joint lead arrangers and bookrunners, and Citibank, N.A., acted as administrative agent, on the financing. The financing consisted of a $110 million first lien reserve-based revolving facility.

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US $2 billion Punta Catalina Coal Fired Power Project, Dominican Republic

Davis Polk advised Construtora Norberto Odebrecht S.A. in connection with the construction and joint venture arrangements for the design, engineering, procurement, construction and commissioning of two “clean coal” fired thermoelectric power plants to be located in Punta Catalina, Hatillo, in the Dominican Republic. The power plants are being constructed on behalf of Corporación Dominicana de Empresas Eléctricas Estatales. The Project has been undertaken as a solution to the country’s electricity shortages and high energy prices.

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Merck & Co., Inc. $2.5 Billion Notes Offering and Concurrent Tender Offer

Davis Polk advised underwriters represented by BNP Paribas, Deutsche Bank AG, London Branch and J.P. Morgan Securities plc in connection with the offering of $2.5 billion aggregate principal amount of notes issued by Merck & Co., Inc. (Merck). The notes were offered in three tranches, maturing in 2021, 2026 and 2034.

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Shearman & Sterling Advises on Petróleos Mexicanos’ US $1 Billion Notes and US $1.5 Billion Bonds

Shearman & Sterling represented Credit Agricole Securities (USA) Inc., J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, in connection with (i) an issuance of 4.250% Notes due 2025 in an aggregate amount of U.S. $1,000,000,000 and (ii) an issuance of 5.50% Bonds due 2044 in an aggregate amount of U.S. $1,500,000,000 of Petróleos Mexicanos (Pemex) and guaranteed by its wholly-owned subsidiaries Pemex-Exploración y Producción, Pemex-Refinación and Pemex-Gas y Petroquímica Básica.

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