Davis Polk – PPL Corporation $3.31 Billion Common Stock and Equity Units Offerings

Davis Polk advised Credit Suisse Securities (USA) LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated as the joint lead book-running managers in connection with concurrent SEC-registered offerings of 92,000,000 shares of common stock of PPL Corporation, including 12,000,000 shares from the full exercise of the underwriters’ over-allotment option, and 19,550,000 equity units of PPL Corporation, including 2,550,000 equity units from the full exercise of the underwriters’ over-allotment option. The gross proceeds from the common stock offering were approximately $2.33 billion and the gross proceeds from the equity units offering were approximately $978 million, resulting in total gross proceeds of approximately $3.31 billion.

PPL, headquartered in Allentown, Pennsylvania, owns or controls nearly 19,000 megawatts of generating capacity in the United States, sells energy in key U.S. markets and delivers electricity and natural gas to about 10 million customers in the United States and the United Kingdom. The net proceeds received by PPL will be used to repay a portion of the £3.6 billion bridge loan facility used to fund its recent acquisition of the Central Networks electricity distribution business in the United Kingdom. Davis Polk also advised Credit Suisse and Bank of America Merrill Lynch in connection with the acquisition bridge financing.
The Davis Polk capital markets team included partners Alan Dean and Michael Kaplan and associates Pavan Jawanda and Heng Gong (not yet admitted). The Davis Polk equity derivatives team included partner John M. Brandow and associates Marcel Fausten, Katherine Tsai and Jeong M. Oh. Partner Po Sit and associates Michelle Messer and Niya Tang provided tax advice. Counsel Betty Moy Huber and associates Kevin J. Klesh and Ona Oshen provided environmental advice. Katina D. Gallo and Jack S. Keating were the legal assistants for the transaction. All members of the Davis Polk team are based in the New York office.