Shearman & Sterling acted as legal advisor to Cooperativa Muratori & Cementisti – C.M.C. di Ravenna Società Cooperativa (“CMC”) in connection with CMC’s Rule 144A and Regulation S €300 million high yield bond offering. CMC is the first Italian cooperative company to directly issue this type of debt instrument.
Tags: Shearman & Sterling LLP
On July 14, 2014, Mylan Inc. announced that it has entered into a definitive agreement with Abbott whereby Mylan will acquire Abbott’s non‑U.S. developed markets specialty and branded generics business in an all‑stock transaction. Upon closing, Abbott will receive 105 million shares of the combined company worth approximately $5.3 billion based on Mylan’s closing price of $50.20 on Friday, July 11, 2014, representing an approximately 21% ownership stake. Cravath represented Mylan in connection with this transaction, which has been unanimously approved by Mylan’s Board of Directors and is expected to close in the first quarter of 2015, subject to certain closing conditions, including regulatory clearances and approval by Mylan’s shareholders.
Tags: Cravath, Swaine & Moore LLP
Dorsey & Whitney advised Kodiak Oil & Gas in its recent acquisition by Whiting Petroleum Corp. (WLL.N). Whiting Petroleum Corp. will acquire Kodiak Oil & Gas Corp (KOG.N) for $3.8 billion in stock, to become the largest producer in North Dakota’s Bakken shale oil formations. The deal will unite two big exploration and production companies, both of which have a strong presence in the Bakken and Three Forks formations, some of the most oil and gas rich areas of the Dakotas and Montana.
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Mayer Brown JSM has advised Deutsche Securities Asia Limited and Morgan Stanley Asia Limited as the joint sponsors and Deutsche Bank AG, Morgan Stanley Asia Limited and five other banks as underwriters on the listing of Jinmao Investments & Jinmao (China) Investments Holdings Ltd on the Hong Kong Stock Exchange. The initial public offering (IPO) has raised approximately HK$3.2 billion (US$413 million) which may further increased by approximately HK$481.5 million (US$61.7 million) if the greenshoe is exercised.
Tags: Mayer Brown LLPMayer Brown JSM has advised joint sponsors UBS Securities Hong Kong Limited and CITIC Securities Corporate Finance (HK) Limited and the underwriters on the IPO listing of Beijing Urban Construction Design & Development Group Co., Limited (“Beijing Urban Design”) on the Hong Kong Stock Exchange.
Tags: Mayer Brown LLPDLA Piper has advised the UBM Realitätenentwicklung Aktiengesellschaft (“UBM”) on the successful placement of a €160 million corporate bond. Corporate partner Christian Temmel acted as transaction counsel for the joint lead manager Raiffeisen Bank International AG, IKB Deutsche Industriebank AG and the issuer.
The bond, with a term of five years, was offered to private and institutional investors and placed particularly in Austria, Germany and Luxembourg. “A bond exchange was combined with the new issue of a bond – that’s unique,” said Christian Temmel, who is also head of the capital markets practice in the Vienna DLA Piper office.
Tags: DLA Piper
Global law firm White & Case LLP has advised Wind Telecomunicazioni S.p.A., a leading Italian telecoms operator, and its wholly-owned subsidiary Wind Acquisition Finance S.A. (WAF) on a corporate refinancing that includes a new €4 billion issuance by WAF of three tranches of senior secured bonds.
The deal also involved a simultaneous tender offer for outstanding securities of WAF to facilitate the transaction.
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Cravath represented the initial purchasers, led by J.P. Morgan Securities, Citigroup, Goldman, Sachs & Co. and Morgan Stanley, in connection with the US$1.25 billion 144A/Reg. S high‑yield senior debt offering of RJS Power Holdings LLC, an independent power producer operating in the United States that sells electric energy, generating capacity and ancillary services on a wholesale basis. Cravath also represented J.P. Morgan Securities as sole lead arranger of the US$150 million senior secured revolving credit facility for RJS Power Holdings LLC. The transactions closed on July 10, 2014.
Davis Polk advised Morgan Stanley Senior Funding, Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Fifth Third Bank and SunTrust Robinson Humphrey, Inc. as joint lead arrangers, Fifth Third Bank and SunTrust Bank as co-documentation agents and Morgan Stanley Senior Funding, Inc. as administrative agent and collateral agent in connection with $1 billion of senior secured credit facilities provided to two subsidiaries of Rovi Corporation. The facilities consist of a $125 million Term A facility, a $700 million Term B facility and a $175 million revolving facility. The obligations under the credit facilities are guaranteed by Rovi Corporation and all of its domestic, and certain of its foreign, subsidiaries and secured by substantially all of the assets of Rovi Corporation and the guarantors. The borrowers will use the proceeds of the credit facilities to refinance their existing term loan facilities and for general corporate purposes.
