Simpson Thacher Represents Underwriters in $2 Billion Convertible Senior Notes Offering by Tesla Motors, Inc.

Simpson Thacher & Bartlett LLP recently represented Goldman, Sachs & Co., Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC and Deutsche Bank Securities Inc. as underwriters in the offering by Tesla Motors, Inc. of $800 million of 0.25% Convertible Senior Notes due 2019 and $1.2 billion of 1.25% Convertible Senior Notes due 2021. Tesla intends to use the net proceeds from the offering to accelerate the growth of its business in the U.S. and internationally, for the development and production of its “Gen III” mass market vehicle, the development of the Tesla Gigafactory and other general corporate purposes.

In connection with the notes offering, the firm also represented counterparties in related convertible note hedge transactions and warrant transactions under which Tesla purchased call options and sold warrants covering the amount of common stock initially underlying the notes. Tesla used a portion of the proceeds from the offering to pay the net cost of such convertible note hedge transactions.

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Paul Hastings Advises Lenders in Financing Fieldwood’s Acquisition of Assets from SandRidge Energy

Paul Hastings LLP, a leading global law firm, represented Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Deutsche Bank Securities Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Goldman Sachs Bank USA as joint lead arrangers and Citibank, N.A. as administrative agent in connection with the financing for Fieldwood Energy LLC’s acquisition of certain offshore Gulf of Mexico and onshore Gulf Coast oil and gas assets from SandRidge Energy Inc. More >>

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Dentons Advises Southampton Council on £400 million Royal Pier Waterfront Development

Dentons has advised Southampton City Council on the procurement of a development partner and the signing of a development agreement for the £400 million development of the Royal Pier Waterfront. The parties to the agreement include the three main landowners, the council, Associated British Ports and The Crown Estate Commissioners, and RPW (Southampton) Limited (a joint venture company owned by the selected development partner Morgan Sindall Investments Limited (MSIL) and their funders The Lucent Group (Lucent)). Dentons also advised the council on the contractual joint venture between the landowners and other associated documentation.

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Clark Wilson Acts for Anthem Properties in a $200 Million Acquisition

Clark Wilson acted for Vancouver’s Anthem Properties Group in its recent acquisition of United Communities, a Calgary-based residential land developer with operations in Calgary, Edmonton and Sacramento, California, in a $200 million transaction. Alex Petrenko, James Speakman, Adam Dlin and Rachelle Mezzarobba acted in respect of the purchase transactions, with David Kington, Rosemary John and Jyotika Reddy acting in respect of the transaction financing. More details on the transaction can be found at Business in Vancouver and the Calgary Herald.

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Weil advises Morgan Stanley on Bridge Financing for UIL Holdings Corporation

A Weil team, led by New York partners Morgan Bale and Matthew Bloch, advised Morgan Stanley in connection with providing $1.9 billion of committed bridge financing (and related matters) backing UIL Holdings Corporation’s acquisition of Philadelphia Gas Works, the nation’s largest municipally-owned natural gas utility, from the City of Philadelphia for $1.86 billion. The acquisition is subject to approval by the Philadelphia City Council and state regulators and is expected to close in the first quarter of 2015. More >>

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Clifford Chance advises on Jingneng Investment Group’s US$300 million credit enhanced bonds

Leading international law firm Clifford Chance has advised Jingneng Investment Group Co., Limited on the issue of US$300,000,000 2.75% credit enhanced bonds due 2017 with the benefit of a keepwell deed provided by Beijing Energy Investment Holding Co., Ltd and an irrevocable standby letter of credit provided by Agricultural Bank of China Limited, Beijing Branch.

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Herbert Smith Freehills advises PTTEP Canada on its Kai Kos Dehseh Oil Sands Project

Herbert Smith Freehills London energy team has advised PTTEP Canada Limited (PTTEPCA), a wholly-owned subsidiary of PTT Exploration and Production Public Company Limited (PTTEP), as international legal counsel on PTTEPCA signing an agreement with Statoil Canada Limited (SCL) to restructure the ownership of the five areas of the Canada Oil Sands Kai Kos Dehseh Project (KKD Project) in Athabasca, Alberta, Canada.

At closing of the transaction, PTTEPCA will directly own and operate 100% of the Thornbury, Hangingstone and South Leismer areas (THSL) and receive cash of US$200 million plus the additional amount calculated from a working capital adjustment relating to expenditures and revenues of KKD Project from January 1, 2013 until the closing date (approximately equivalent to US$235 million as at December 31, 2013), while SCL will own 100% of the Leismer and Corner areas (LC).

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