Davis Polk – Warner Chilcott $1 Billion Leveraged Recapitalization

Davis Polk advised Warner Chilcott plc on its $1 billion leveraged recapitalization. Under this recapitalization, subsidiaries of Warner Chilcott borrowed $600 million of term loans under an amendment to its secured credit facility. Proceeds of the financings together with cash on hand will be used to fund a special one-time cash dividend of $4.00 per share, or approximately $1 billion in the aggregate.

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Davis Polk – Rio Tinto $3 Billion Notes Offering

Davis Polk advised HSBC Securities (USA) Inc., Morgan Stanley & Co. LLC, RBS Securities Inc., BNP Paribas Securities Corp., RBC Capital Markets, LLC, SG Americas Securities, LLC and Standard Chartered Bank as joint bookrunners on an SEC-registered offering by Rio Tinto Finance (USA) plc of $3 billion aggregate principal amount of notes guaranteed by Rio Tinto plc and Rio Tinto Limited. The offering consisted of $1.25 billion principal amount of 1.625% notes due 2017, $1 billion principal amount of 2.875% notes due 2022 and $750 million principal amount of 4.125% notes due 2042.

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Davis Polk – Aetna Inc. $2 Billion Senior Unsecured Bridge Facility in Connection with Its Acquisition of Coventry Health Care

Davis Polk is advising Aetna Inc. on a $2 billion senior unsecured bridge loan facility in connection with its acquisition of Coventry Health Care, Inc. The bridge facility is being arranged by Goldman Sachs Bank USA, UBS Securities LLC and UBS Loan Finance LLC. The facility would be available to Aetna to pay a portion of the cash consideration used for its purchase of Coventry Health Care, Inc. in the event Aetna has not completed a planned senior notes offering prior to the closing of the acquisition.

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Tags:  Davis Polk & Wardwell | New York