Allen & Overy Announces Vietnam Expansion with the Hire of Tran Anh Duc

Friday, December 21, 2012

Allen & Overy today announced the lateral hire of Tran Anh Duc from Vilaf, one of Vietnam’s leading local law firms. Duc’s practice spans over 18 years and is a blend of corporate and banking work, with a focus on large scale power projects and debt and equity capital market issuances. He will co-head the banking and corporate practices alongside Adam Moncrieff (who has recently relocated from Allen and Overy’s Tokyo office) and Dao Nguyen. Duc will also be head of Allen & Overy’s Hanoi branch.

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Tags:  Allen & Overy LLP | Hong Kong

Shearman & Sterling Advises on China Machinery Engineering’s Hong Kong IPO

Friday, December 21, 2012

Shearman & Sterling represented BOCI Asia Limited as the sole sponsor, and BOCI Asia Limited, ICBC International Capital Limited, ICBC International Securities Limited, CIMB Securities Limited and ABCI Securities Company Limited as the underwriters in connection with the approximately HK$3.88 billion primary listing on The Stock Exchange of Hong Kong Limited and global offering of the H shares of China Machinery Engineering Corporation (the “CMEC”).

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Tags:  Shearman & Sterling LLP | Hong Kong

Shearman & Sterling Advises on Bank and Bond Financing for Tops Markets

Friday, December 21, 2012

Shearman & Sterling represented Tops Markets, LLC, a portfolio company of Morgan Stanley Capital Partners and Graycliff Partners, in connection with a $125 million asset-based revolving credit facility arranged by Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Capital Finance, LLC. Concurrently, the firm also advised Top Markets, LLC and its Co-Issuer Tops Holding Corporation in the issuance of $460 million of senior secured notes placed by Merrill Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley & Co. LLC. The credit facility and the notes have an intercreditor arrangement with cross priority on collateral and were put in place in connection with a refinancing and a dividend recapitalization.

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Tags:  Shearman & Sterling LLP | New York

Duane Morris Team Represents American Realty Capital Properties in $3.2 billion Merger to Acquire AR Capital Trust III

Friday, December 21, 2012

A team of Duane Morris lawyers led by Richard A. Silfen and Darrick M. Mix, both of the Philadelphia office; Douglas P. Howard, of the Baltimore office, on corporate and securities aspects; and Chester P. Lee, of the New York office, on the real estate aspects, represented NASDAQ-traded real estate investment trust (REIT) American Realty Capital Properties, Inc., in a reverse merger transaction to acquire American Realty Capital Trust III, Inc., a “non-traded” REIT. The deal is structured as a cash-election merger involving the two REITs and their operating partnerships in which the cash component will not exceed 30 percent of the deal consideration. According to SEC filings, the combined company is expected to have enterprise value of $3.2 billion and market capitalization of $1.9 billion, with access to $1 billion in debt financing. After meetings of both companies’ shareholders, the deal is expected to close in the second quarter of 2013.

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Tags:  Duane Morris LLP

Simpson Thacher Represents Academy Sports + Outdoors in $500 Million Senior Notes Offering and Related Transactions

Friday, December 21, 2012

Simpson Thacher represented Academy Sports + Outdoors (“Academy”) in connection with its recent offering of $500 million aggregate principal amount of 8%/8¾% Senior Notes due 2018, as well as related internal restructuring transactions. Academy used the net proceeds from this offering to pay an approximately $485.8 million distribution to its parent, New Academy Holdings Company, LLC, an entity controlled by Kohlberg Kravis Roberts & Co. LP.

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Tags:  Simpson Thacher & Bartlett LLP | New York