Willkie Represents Men’s Wearhouse in $1.8 Billion Acquisition of Jos. A. Bank

Willkie client The Men’s Wearhouse and Jos. A. Bank Clothiers announced that they have entered into a definitive agreement under which Men’s Wearhouse will acquire all of the outstanding shares of common stock of Jos. A. Bank for $65.00 per share in cash, or total consideration of $1.8 billion. The boards of directors of both companies have unanimously approved the transaction. Among the terms of the deal, Jos. A. Bank will terminate its agreement to acquire clothing retailer Eddie Bauer. Together, Men’s Wearhouse and Jos. A. Bank will have more than 1,700 stores in the U.S., with approximately 23,000 employees and sales of $3.5 billion on a pro forma basis.

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Tags:  Willkie Farr & Gallagher LLP

Simpson Thacher Represents PPL Corporation and PPL Capital Funding, Inc. in the Remarketing of $977.5 Million of Debt Securities

The Firm represented PPL Corporation (“PPL”) and PPL Capital Funding, Inc. (“PPL Capital Funding”) in the remarketing of $977.5 million of junior subordinated notes (the “junior notes”) of PPL Capital Funding related to the equity units originally issued by PPL in April 2011.  PPL Capital Funding issued $350 million 3.95% Senior Notes due 2024 and $400 million 5.00% Senior Notes due 2044 (collectively, the “senior notes”), which were sold to the purchasers of the junior notes (the “purchasers”) in exchange for the $750 million of the junior notes.  PPL Capital Funding also repurchased $227.5 million of the junior notes in the remarketing.  The senior notes were sold by the purchasers in an SEC-registered secondary offering, managed by Credit Suisse Securities (USA) LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC.

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Tags:  Simpson Thacher & Bartlett LLP

Simpson Thacher Represents Carlyle on Equity and Bond Offerings

Simpson Thacher recently advised The Carlyle Group L.P. on a $450 million offering of its common units and on an issuance by Carlyle Holdings II Finance L.L.C. of $200 million additional aggregate principal amount of its 5.625% Senior Notes due 2043 guaranteed by The Carlyle Group L.P., Carlyle Holdings I L.P., Carlyle Holdings II L.P. and Carlyle Holdings III L.P.

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Tags:  Simpson Thacher & Bartlett LLP

Squire Sanders advises on Lenta IPO share sale

Squire Sanders’ Global Corporate Practice has advised one of the shareholders in Lenta Ltd on the sale of its shares, as part of Lenta’s $4.3 billion IPO and GDR listing on the Main Market of the London Stock Exchange and the Moscow Exchange (including a $952 million secondary offering). More >>

Tags:  Squire Patton Boggs

Rogers Communications Inc.’s Registered Senior Debt Offering

Cravath represented Rogers Communications Inc. in connection with its US$750.0 million registered senior debt offering. Rogers Communications Inc. is Canada’s largest provider of wireless voice and data communications services and one of Canada’s leading providers of cable television, high‑speed internet and telephony services. The transaction closed on March 10, 2014.

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Minerals Technologies Inc.’s Acquisition of AMCOL International

Minerals Technologies Inc. (“MTI”) and AMCOL International Corporation announced that they have signed a definitive merger agreement under which MTI will acquire AMCOL for $45.75 per share in cash, or a total value of approximately $1.7 billion. This transaction resulted from an unsolicited offer by MTI following the announcement of AMCOL’s proposed acquisition by Paris‑based Imerys S.A. on February 12, 2014 and a series of competing public bids by MTI and Imerys. Cravath represented Minerals Technologies in connection with this transaction, which has been unanimously approved by the boards of directors of both companies and is expected to close in the first half of 2014, subject to customary closing conditions.

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Public Service Company of Colorado $300,000,000 in First Mortgage Bonds Offering

Hunton & Williams LLP advised BNP Paribas Securities Corp., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Scotia Capital (USA) Inc. and U.S. Bancorp Investments, Inc., as joint book-running managers on an SEC-registered offering by Public Service Company of Colorado (“PSCo”) of $300 million aggregate principal amount of first mortgage bonds due 2044.

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