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.
Tags: Shearman & Sterling LLP | New YorkNew Partner Enhances Banking Practice at Bryan Cave
The international law firm Bryan Cave LLP (www.bryancave.com) has announced that Paul Donohue joined the firm as a partner in its Charlotte office.
Tags: Bryan Cave Leighton Paisner LLPKWM Advises on Landmark $1.2 Billion Whitehaven Coal Bank Facility
King & Wood Mallesons has advised a syndicate of banks including Australia and New Zealand Banking Group, Commonwealth Bank of Australia, National Australia Bank and Macquarie on their fully underwritten offer of a A$1.2 billion Senior Secured Bank Facility to Whitehaven Coal.
Tags: King & Wood MallesonsWhite and Williams – New York City Office Continues Growth with Tax Attorney John Eagan
John J. Eagan, an attorney who specializes in taxation, with an emphasis on international, corporate transactional and tax controversy matters, joined White and Williams LLP. Eagan will reside in the firm’s New York City office.
Tags: White and Williams, LLP | New YorkDuane Morris Team Represents American Realty Capital Properties in $3.2 billion Merger to Acquire AR Capital Trust III
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.
Tags: Duane Morris LLPSimpson Thacher Represents Academy Sports + Outdoors in $500 Million Senior Notes Offering and Related Transactions
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.
Tags: Simpson Thacher & Bartlett LLP | New YorkSimpson Thacher Represents SunGard Data Systems Inc. in $720 Million Senior Secured Term Loan Financing and Extension of its $275 Million Receivables Facility
The Firm recently represented SunGard Data Systems Inc. in connection with its entrance into a $720 million incremental term loan facility under its senior secured credit agreement and the maturity extension of, and other amendments to, its $275 million receivables facility. The proceeds of the term loan facility are being used to fund a dividend.
Tags: Simpson Thacher & Bartlett LLP | New YorkSimpson Thacher Represents Macquarie Mexican REIT in US$910 million Initial Public Offering and US$185 million Real Estate Financing
The Firm recently represented Macquarie Mexican REIT (FIBRA Macquarie México) (“MMREIT”) in connection with its US$909.4 million initial public offering of Real Estate Trust Certificates (Certificados Bursátiles Fiduciarios Inmobiliarios, or “CBFIs”) on the Mexican Stock Exchange. The CBFIs were offered to the public in Mexico, to qualified institutional buyers in the United States under Rule 144A and to non-U.S. persons in reliance on Regulation S. MMREIT used the proceeds in connection with its acquisition, simultaneously with its initial public offering in Mexico, of its initial portfolio, consisting of 244 industrial real estate properties located in 21 cities across 15 states in Mexico. In addition to the proceeds from its initial public offering in Mexico, MMREIT financed the acquisition of its initial portfolio through four secured credit facilities.
Tags: Simpson Thacher & Bartlett LLP | New YorkSimpson Thacher Represents Igloo Holdings Corporation in $350 Million Offering of Senior PIK Toggle Notes
Simpson Thacher represented Igloo Holdings Corporation (“Igloo”) in connection with its Rule 144A and Regulation S offering of $350 million aggregate principal amount of 8.25%/9.00% Senior PIK Toggle Notes due 2017. Igloo intends to use the net proceeds from any such placement, together with $100.0 million of cash on hand of Interactive Data Corporation, to pay a dividend to its shareholders and a distribution to its optionholders totalling approximately $439.0 million.
Tags: Simpson Thacher & Bartlett LLP | Silicon ValleyFreshfields Advises E.ON on Sale of Majority Stake in Energy From Waste Business to Newly Formed Joint Venture with EQT
International law firm Freshfields Bruckhaus Deringer has advised E.ON SE, one of the world’s largest investor-owned power and gas companies, on the disposal of a majority stake in its waste-burning unit E.ON Energy from Waste to Swedish private equity firm EQT.
Tags: Freshfields LLP






