International law firm Milbank, Tweed, Hadley & McCloy LLP represented Deutsche Bank Securities Inc., Goldman Sachs & Co., Morgan Stanley & Co. LLC, Credit Suisse Securities (USA) LLC and J.P. Morgan Securities LLC, as initial purchasers, in the offering by BAE Systems plc of notes under Rule 144A and Regulation S, to raise net proceeds of approximately US$1.24 billion. The notes consist of US$350 million of five-year notes paying 3.50%, US$500 million of ten-year notes paying 4.75% and US$400 million of thirty-year notes paying 5.80% (the “Notes”). BAE’s long term credit rating is Baa2 (Moody’s) and BBB+ (S&P).

BAE Systems, a FTSE 100 company, is the second largest defense contractor in the world by defense revenues in 2010 and a major supplier to the U.S. Department of Defense. The company achieved sales of GBP 22.3 billion (US$34.8 billion) during 2010, with Underlying EBITA of GBP 2.2 billion (US$3.4 billion). BAE Systems’ major markets are the US, the UK, Saudi Arabia, India and Australia.

The net proceeds of the offering will be used for general corporate purposes, including the repayment of indebtedness.

Led by London partner Tim Peterson, the Milbank team included partners Robert Mullen Jr., Andrew Walker and Joel Krasnow in New York and Lewis Putman, Jr. in Washington, DC.

In addition, the trans-Atlantic Milbank team of associates was led by Kevin MacLeod in New York and Noel Hughes in London, with assistance from Megha Shah and Ranee Adipat in New York, Zoe Mernick-Levene in London, Frederick Cristman and Michael Manigault in Washington, DC, as well as tax associates Matthew Mortimer in London and Randy Clark in New York.