Davis Polk advised J.P. Morgan Securities LLC, Barclays Capital Inc. and RBS Securities Inc. as joint book-running managers and representatives of the underwriters on an SEC-registered offering by Caterpillar Inc. of $4.5 billion aggregate principal amount of notes. The notes were issued in five tranches: $500 million principal amount of floating-rate notes maturing in 2012, $750 million principal amount of floating-rate notes maturing in 2013, $750 million principal amount of 1.375% notes maturing in 2014, $1.25 billion principal amount of 3.9% notes maturing in 2021, and $1.25 billion principal amount of 5.2% notes maturing in 2041. Caterpillar will use the net proceeds from the sale of the notes to fund a portion of the cash consideration payable in connection with its acquisition of Bucyrus International Inc. for $8.6 billion. In the event that the Bucyrus acquisition is not consummated on or prior to June 30, 2012 or the merger agreement is earlier terminated, Caterpillar will redeem the notes at a redemption price equal to 101% of the principal amount, plus accrued interest.

 

Headquartered in Peoria, Illinois, Caterpillar Inc. is a leading manufacturer of construction and mining equipment, clean diesel and natural gas engines and industrial gas turbines. Bucyrus International Inc. is a world leader in the design and manufacture of high-productivity mining equipment for the surface and underground mining industries. 

The Davis Polk capital markets team included partner Richard A. Drucker and associates Y. Jung Choi, Sarah Ashfaq, Shingira Masanzu, Robert F. Young and summer associate Beth M. Bates. Partner Kathleen L. Ferrell and associate Aharon Illouz provided tax advice. Counsel Betty Moy Huber and associate Kevin J. Klesh provided environmental advice. Jack S. Keating was the legal assistant on the transaction. All members of the Davis Polk team are based in the New York office.