Diageo’s $1.9 Billion Open Offer to Acquire United Spirits

Davis Polk is advising Citigroup Global Markets India Private Limited as financial adviser to an independent committee of the board of directors of United Spirits Limited in connection with the $1.9 billion open offer for equity shares of United Spirits Limited by Relay B.V. along with Diageo plc.

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Davis Polk Advises Tyson Foods on Its Unilaterally Binding Offer to Acquire Hillshire Brands

Davis Polk is advising Tyson Foods, Inc. on its $8.55 billion unilaterally binding offer to acquire all outstanding shares of The Hillshire Brands Company. The offer is subject to Hillshire Brands being released from its existing agreement to acquire Pinnacle Foods Inc. The offer was unanimously approved by the board of directors of Tyson Foods and will remain in effect until December 12, 2014.

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Foley Hoag Advises Hittite Microwave Corporation on Acquisition by Analog Devices

Foley Hoag LLP is advising Hittite Microwave Corporation, an innovative designer and manufacturer of high performance integrated circuits, modules, subsystems and instrumentation for RF, microwave and millimeter wave applications, in its acquisition by Analog Devices. The merger agreement, announced on June 9, 2014, reflects a total enterprise value for Hittite of approximately $2 billion.
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DriveTime Automotive Group, Inc. and DT Acceptance Corporation’s High-Yield Senior Secured Debt Offering

Cravath represented the initial purchasers, led by Wells Fargo Securities, Citigroup and Deutsche Bank Securities, in connection with the US$400 million 144A/Reg. S high‑yield senior secured debt offering of DriveTime Automotive Group and DT Acceptance Corporation. DriveTime is the leading used vehicle retailer in the United States with a primary focus on the sale and lease of quality used vehicles and related products to the subprime market. The transaction closed on June 3, 2014.

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Wesco Aircraft Holdings, Inc. Secondary Offering

Davis Polk advised Barclays Capital Inc. as underwriter in connection with the secondary offering of 6,000,000 shares of common stock of Wesco Aircraft Holdings, Inc. sold by a selling stockholder, an affiliate of the Carlyle Group, for an aggregate price to the public of $123 million. Wesco Aircraft’s common stock is traded on the New York Stock Exchange under the symbol “WAIR.”

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Goodwin Advises Insight Venture Partners on $752 Million Acquisition of iParadigms

Attorneys from Goodwin Procter recently advised private equity firm Insight Venture Partners on its announced, definitive agreement to acquire iParadigms, along with GIC, Singapore’s sovereign wealth fund, for $752 million. The transaction is expected to close in the third quarter of 2014 and is subject to the waiting period under the HSR Act and customary closing conditions. Additional terms were not disclosed.

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MoFo Advises Global Logistic Properties in Closing $1.6 Billion Tranche of Landmark China Consortium Agreement

Morrison & Foerster is advising Global Logistic Properties Limited (GLP), the leading provider of modern logistics facilities in China, Japan and Brazil, in its landmark agreement with a group of strategic partners, as detailed in its press release. The first tranche of the transaction – which comprises a US$1.48 billion investment in China Holdco and a US$163 million investment in in GLP Listco – has closed. The second tranche, with a planned investment of up to US$875 million in China Holdco is expected to be completed within the next six months.

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Shearman & Sterling Advises Macnica and Fuji Electronics in Their Planned Integration

Shearman & Sterling is representing Macnica, Inc. (“Macnica”) and Fuji Electronics Co., Ltd. (“Fuji Electronics”) in their planned integration under a joint holding company that will be listed on the Tokyo Stock Exchange. The combined market value of their issued shares as of the announcement date was approximately US$733 million. The transaction is subject to, among other things, approval by the shareholders of both companies.

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