Davis Polk – MRC Global Inc. $506 Million Secondary Offering

Davis Polk advised Goldman, Sachs & Co. and Barclays Capital Inc., as representatives of the underwriters, in connection with the SEC-registered offering of 23 million shares of common stock of MRC Global Inc. sold by PVF Holdings LLC, an entity controlled by funds affiliated with Goldman, Sachs & Co. The shares of common stock sold in the offering include shares sold pursuant to the underwriters’ fully exercised option to purchase additional shares. The common stock is listed on the New York Stock Exchange under the symbol “MRC.” Funds affiliated with Goldman, Sachs & Co. controlled approximately 77% of MRC prior to the offering and control approximately 55% of MRC after the offering.

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Tags:  Davis Polk & Wardwell LLP | New York

Stamford Law Acts for F&N in Bidding War Sparked by OUE’s S$13.1 Billion Offer

Stamford Law are lead legal advisors to Fraser & Neave, Limited (F&N) as the takeover saga continues in the largest-ever M&A deal in Southeast Asia, with an OUE-led consortium launching a US$10.7 billion (S$13.1 billion) bid for F&N on 15 November 2012. The consortium led by Overseas Union Enterprise Ltd (OUE) is offering S$9.08 per share for F&N, trumping the earlier TCC Assets offer of S$8.88 a share. TCC Assets is a special purpose vehicle owned by Thai billionaire, Mr. Charoen Sirivadhanabhakdi and his wife. To add to the continuing drama, Japan’s Kirin Holdings – which holds an approximate 14.8% stake in F&N – have thrown their support for the OUE offer subject to certain conditions. If the OUE offer triumphs, this will lay the foundation for the F&N conglomerate to be broken up, with Kirin indicating that they will offer to buy F&N’s food and beverage business for S$2.7 billion, and the remainder of F&N’s businesses being retained by OUE, including the property business.

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Tags:  Singapore

White & Case Acts for Qatar Holding on Strategic Investments

Global law firm White & Case LLP has acted for Qatar Holding LLC (“QH”), the direct and strategic investment arm of the Qatar Investment Authority, on two recent transactions including QH’s acquisition of a stake in media investment company The Chernin Group (“TGC”) and the establishment of an asset management joint venture between QH and Credit Suisse.

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Tags:  White & Case LLP | New York

Bracewell Represents Evercore Partners in Targa Resources Partners LP’s $950 Million Saddle Butte Acquisition

Bracewell & Giuliani LLP represented Evercore Partners, advisor to Targa Resources Partners LP, regarding Targa Resources Partners’ acquisition of 100% of Saddle Butte Pipeline, LLC’s ownership of its Williston Basin crude oil pipeline and terminal system and its natural gas gathering and processing operations for cash consideration of $950 million, subject to customary purchase price adjustments and certain contingent payments.

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Tags:  Bracewell LLP | Houston

Simpson Thacher Represents Sears Holdings Corporation in Spin-off of Sears Canada

Simpson Thacher represented Sears Holdings Corporation (Sears Holdings) in the spin-off of approximately 44.5% of the common shares of Sears Canada Inc. (Sears Canada) on a pro rata basis to holders of Sears Holdings common stock. Sears Holdings will retain an ownership interest of approximately 51% in Sears Canada. The distribution was made on November 13, 2012 with a value of approximately $565 million. Sears Holdings is a broadline retailer with 2,172 full-line and 1,338 specialty retail stores in the United States operating through Kmart Holding Corporation (Kmart) and Sears, Roebuck and Co. Sears Canada is a multiline retailer with 487 full-line and specialty retail stores in Canada.

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Tags:  Simpson Thacher & Bartlett LLP