Cravath – The WhiteWave Foods Company’s Class A Common Stock Offering

Cravath represented the underwriters, led by J.P. Morgan Securities and BofA Merrill Lynch, in connection with the US$611 million registered offering of 34,400,000 shares of class A common stock of The WhiteWave Foods Company, a leading consumer packaged food and beverage company. Immediately prior to this offering, Dean Foods Company completed a debt‑for‑equity exchange in which Dean Foods exchanged all the shares to be sold in the offering for indebtedness of Dean Foods held by J.P. Morgan Securities and BofA Merrill Lynch. J.P. Morgan Securities and BofA Merrill Lynch then sold all the shares to the underwriters for the offering.

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Tags:  Cravath, Swaine & Moore LLP | New York

Simpson Thacher Represents MultiPlan in $750 Million Senior PIK Toggle Notes Offering, $100 Million Incremental Term Loan Amendment and Related Distribution to Equityholders

Simpson Thacher recently represented MultiPlan in connection with a 144A/Regulation S high yield offering of $750 million aggregate principal amount of Senior PIK Toggle Notes due 2018 by MPH Intermediate Holding Company 2, an indirect parent company of MultiPlan, Inc., and MultiPlan, Inc.’s amendment to its existing credit agreement providing for, among other things, $100 million of incremental term loans.  MultiPlan used the net proceeds from the notes offering, along with the incremental term loan borrowings and cash on hand, to distribute approximately $838 million to a parent entity, MPH Intermediate Holding Company 1, which is indirectly controlled by affiliates of Silver Lake Group, L.L.C. and BC Partners, Inc.

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Tags:  Simpson Thacher & Bartlett LLP | New York

Willkie’s Frankfurt Office Advises Rockwood Holdings on Sale of Business Unit to ALTANA Group

On July 30, German chemicals producer Rockwood Holdings, Inc. announced that it has entered into a definitive agreement to sell its rheology business to ALTANA Group, a German based global specialty chemical company for $635 million (approx. EUR 480 million).  ALTANA Group, which employs 340 people at four production sites in the U.S., Germany and the U.K., produces clay-based additives that are used to modify the flow characteristics of various materials.

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Tags:  Willkie Farr & Gallagher LLP | Germany