Davis Polk advised UBS Securities LLC, Citigroup Global Markets Inc., Goldman, Sachs & Co., J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC, RBS Securities Inc. and Wells Fargo Securities, LLC as joint bookrunners on a Section 3(a)(2) exempt offering by UBS AG, acting through its Stamford branch, of $2 billion aggregate principal amount of 7.625% tier 2 subordinated notes due 2022. The notes are subject to a contingent low-trigger write-down resulting in the full write-down of principal amount. The notes represent the first Basel III-compliant contingent capital to be offered in the United States.

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On August 16, 2012, IBM announced that it has entered into an agreement to acquire privately held Texas Memory Systems (TMS), a Houston, Texas-based leading developer of high-performance flash memory solutions. Financial terms were not disclosed. Cravath represented IBM in this transaction, which is expected to close later in 2012.

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Cravath represented the underwriters, led by Credit Suisse, in connection with the $1.6 billion registered offering of high-yield secured notes by CHS/Community Health Systems, Inc., one of the largest publicly traded operators of hospitals in the United States. The transaction closed on August 17, 2012.

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Orrick, Herrington & Sutcliffe LLP announced today that Peter D. Vogl has joined the firm as a partner in its intellectual property practice, resident in New York. Vogl joins Orrick from Jones Day, where he was the co-leader of that firm’s Global Trademark, Unfair Competition and Copyright Group.

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