Davis Polk advised Delphi Corporation in connection with an SEC-registered offering of $800 million aggregate principal amount of its 5% senior notes due 2023. The notes are guaranteed by Delphi Automotive PLC, the parent company of Delphi Corporation, and certain of its subsidiaries. J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner and Smith Incorporated, Deutsche Bank Securities Inc., Barclays Capital Inc., Citigroup Global Markets Inc. and Goldman, Sachs & Co. acted as joint book-running managers for the offering. Delphi intends to use the net proceeds from the offering to repay a portion of the term loan indebtedness outstanding under its revolving credit facility, and for general corporate purposes.

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The Firm recently represented Team Health Holdings, Inc. (“TeamHealth”), Ensemble Parent LLC (an affiliate of The Blackstone Group), and certain management shareholders in the sale by the selling shareholders of 9,633,107 shares of TeamHealth common stock, resulting in gross proceeds of $319,915,483. Ensemble Parent LLC sold 9,588,990 shares, representing the remainder of its ownership of TeamHealth’s stock. Barclays and Citigroup acted as joint bookrunners for the offering.

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The Firm represented the underwriters, led by Morgan Stanley & Co. LLC, Goldman, Sachs & Co. and UBS Securities LLC, as joint book-running managers, in connection with a public offering of 6,000,000 shares of 5.375% Non-Cumulative Perpetual Preferred Stock, Series A, $0.01 par value per share, with a liquidation preference of $25 per share, of Cullen/Frost Bankers, Inc. The offering closed on February 15, 2013.

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The Firm represents affiliates of Blackstone Real Estate Partners in the formation of Invitation Homes, L.P., a national platform to purchase distressed single family homes and then refurbish, lease and maintain them in neighborhoods across the country. According to press reports, Invitation Homes has spent more than $2.5 billion on 16,000 homes to manage as rentals, making Invitation Homes the largest owner of single-family homes in the country. In connection with the formation of Invitation Homes, the Firm represented affiliates of Invitation Homes in a $600 million revolving credit facility with Deutsche Bank as administrative agent.

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