Milbank Represents Underwriters in $956 Million EETC Offering by American Airlines

Milbank, Tweed, Hadley & McCloy LLP, led by Global Securities partner Arnold Peinado, Transportation and Space partners Hugh Robertson and Jim Pascale and Global Securities special counsel Kevin MacLeod, acted as US counsel to the underwriters in a public offering of $956 million aggregate face amount of enhanced equipment trust certificates (“EETCs”) by American Airlines, Inc. (“American”).

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Source:  www.milbank.com

Simpson Thacher Represents Pinnacle Foods and the Selling Stockholders in $478.5 Million Secondary Offering

The Firm recently represented Pinnacle Foods Inc. (“Pinnacle Foods”) and the selling stockholders, consisting primarily of certain funds affiliated with The Blackstone Group, L.P., in connection with a secondary offering of 15,000,000 shares of common stock of Pinnacle Foods by the selling stockholders for aggregate gross proceeds of approximately $478.5 million.

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Simpson Thacher Represents Managers in $4.5 Billion Senior Bond Offering by The Bank of Tokyo-Mitsubishi UFJ, Ltd.

Simpson Thacher recently represented the managers, led by Morgan Stanley & Co. LLC, Mitsubishi UFJ Securities (USA), Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Citigroup Capital Markets Inc., in an offering by The Bank of Tokyo-Mitsubishi UFJ, Ltd. (“BTMU”) of $4.5 billion aggregate principal amount of its senior notes in five tranches due 2017 (floating rate), 2017, 2019, 2021 and 2024 (fixed rate). The offering was conducted pursuant to Rule 144A and Regulation S. The bonds are listed on the Singapore Exchange.

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Source:  www.stblaw.com

Firm Advising Auxilium in Responding to Endo’s $2.2 Billion Unsolicited Takeover Bid

Willkie client Auxilium Pharmaceuticals, Inc, a specialty biopharmaceutical company, confirmed that it has received an unsolicited, non-binding proposal from Endo International plc to acquire all of the outstanding shares of Auxilium common stock at a price of $28.10 per share in cash and Endo stock, subject to due diligence, financing and other conditions. Auxilium stated that consistent with its fiduciary duties and in accordance with the existing merger agreement with QLT Inc., the company’s Board of Directors will carefully review all aspects of the Endo proposal. The Chesterbook, Pa-based company said “The Board is not withdrawing, modifying, withholding, changing or qualifying its recommendation with respect to its existing merger agreement with QLT Inc., or proposing to do so.”

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Source:  www.willkie.com

Former US DOJ Tax Division head Kathryn Keneally joining DLA Piper in New York

DLA Piper announced today that Kathryn Keneally is joining the firm’s global Tax practice as chair of its Civil and Criminal Tax Litigation group. She arrives in October as partner in the New York office.

Recognized as a national leader in the tax and criminal defense bar, Keneally served as Assistant Attorney General for the Tax Division of the US Department of Justice from 2012–2014, where she was responsible for the work of over 350 attorneys. During her tenure, she developed a groundbreaking program to redress past wrongdoing by foreign banks, and she worked closely with federal and state regulators on a precedent-setting prosecution of a large financial institution. She also developed and implemented a comprehensive approach to civil and criminal tax enforcement. Attorney General Eric G. Holder recognized her achievements by awarding her the Edmund J. Randolph Award for outstanding service to the Department of Justice and the nation, the highest honor that the Attorney General may award to a department employee.

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Source:  news.dlapiper.com

Glimcher’s $4.3 Billion Acquisition by Washington Prime

The Firm is representing Glimcher Realty Trust in connection with its acquisition by Washington Prime Group Inc. in a stock and cash transaction valued at $4.3 billion. Glimcher shareholders will receive, for each Glimcher share, $10.40 in cash and 0.1989 of a share of WPG stock at closing. As part of the transaction, Simon Property Group, Inc. has entered into an agreement to acquire two properties currently owned by Glimcher for an aggregate cash purchase price of $1.09 billion. The transaction is expected to close in the first quarter of 2015. The combined company will be renamed WP Glimcher and will maintain Glimcher’s headquarters in Columbus, Ohio.

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Source:  www.stblaw.com