Clifford Chance Advises AEI on Sale of China Gas Distribution Business

Monday, May 21, 2012

Leading international law firm Clifford Chance has advised AEI Asia Ltd. (“AEI”) on the entry into an agreement for the sale of its China gas distribution business to China Resources Gas Group Limited for US$237 million. The transaction is particularly complex with 40 target companies engaged in gas sales, distribution and transportation in Mainland China. AEI China Gas Group operates 28 city gas projects, 8 gas stations and 4 midstream gas transmission pipeline projects in 11 provinces in mainland China.

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Tags:  Clifford Chance LLP | Shanghai

Simpson Thacher Represents Underwriters in $16 Billion Initial Public Offering of Facebook

Monday, May 21, 2012

Simpson Thacher represented the underwriters in the initial public offering of Facebook, Inc., which is the largest technology offering ever and the third largest IPO in U.S. history. The offering priced at $38.00 per share, which was the top of the indicative price range, and opened for trading on NASDAQ on May 18, 2012. Facebook sold 180,000,000 shares and selling stockholders sold 241,233,615 shares. Facebook and the selling stockholders also gave the underwriters a 30-day option to purchase up to 63,185,042 additional shares to cover over-allotments. Morgan Stanley, J.P. Morgan, Goldman, Sachs & Co., BofA Merrill Lynch, Barclays, Allen & Company LLC, Citigroup, Credit Suisse and Deutsche Bank Securities were bookrunners for the offering.

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Tags:  Simpson Thacher & Bartlett LLP

Simpson Thacher Represents Citigroup Global Markets Inc., J.P. Morgan Securities LLC and UBS Securities LLC as Underwriters in $225 Million Convertible Senior Notes Offering by The Ryland Group, Inc.

Monday, May 21, 2012

The Firm recently represented Citigroup Global Markets Inc., J.P. Morgan Securities LLC and UBS Securities LLC, as underwriters, in connection with a public offering by The Ryland Group, Inc. (“Ryland”) of $225 million aggregate principal amount of its 1.625% Convertible Senior Notes due 2018. The notes are fully and unconditionally guaranteed on an unsecured and unsubordinated basis by substantially all of Ryland’s direct and indirect wholly owned homebuilding subsidiaries. The offering closed on May 16, 2012.

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Tags:  Simpson Thacher & Bartlett LLP

Paul, Weiss – Wendy’s Completes $1.325 Billion Senior Credit Facility and Tender Offer

Monday, May 21, 2012

Paul, Weiss advised Wendy’s International, Inc., a subsidiary of our client, The Wendy’s Company, the second largest quick-service restaurant company in the United States, in completing a new $1.325 billion senior secured credit facility. The facility includes a $200 million revolving credit facility and a $1.125 billion term loan, with an accordion for additional term or revolving debt of up to $275 million. The proceeds were used to repay approximately $466.7 million of outstanding indebtedness under the existing senior credit facility of Wendy’s Restaurants, to purchase $124.2 million aggregate principal amount of 10.00% senior notes due 2016 of Wendy’s Restaurants in a tender offer and to pay related fees and expenses. On May 15, the day the credit facility closed, Wendy’s Restaurants completed a cash tender offer for any and all of its outstanding 10.00% senior notes. Wendy’s Restaurants purchased approximately 22 percent of its outstanding $565 million principal amount of 10.00% senior notes in the tender offer. Bank of America and Wells Fargo Securities served as joint lead arrangers and joint book managers for the credit facility; Bank of America served as dealer manager for the tender offer.

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Tags:  Paul, Weiss, Rifkind, Wharton & Garrison LLP | New York

Hogan Lovells Secures $160 Million Victory for Client in High-Profile Nuclear Utility Appeal

Monday, May 21, 2012

The U.S. Court of Appeals for the Federal Circuit on Friday handed a major victory to a trio of nuclear utilities, awarding them approximately $160 million in a long-running contract dispute with the federal government. Hogan Lovells represented the nuclear utilities in the case, Yankee Atomic v. United States, Nos. 2011-5020 et seq. (Fed. Cir. May 18, 2012).

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Shearman & Sterling Represents ArcelorMittal on $605 Million Sale of Skyline Steel and Astralloy Business to Nucor Corporation

Monday, May 21, 2012

Shearman & Sterling is advising ArcelorMittal on the sale of its steel foundation distribution business in the US, Canada, Mexico and the Caribbean—Skyline Steel and Astralloy—to Nucor Corporation for approximately $605 million. The sale is expected to be complete by the end of June 2012 pending competition clearance and other customary closing conditions.

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Tags:  Shearman & Sterling LLP | New York

SEC Veteran Bruce R. Kraus Joins Kelley Drye

Friday, May 18, 2012

Kelley Drye & Warren LLP is pleased to announce that noted corporate lawyer Bruce R. Kraus is joining the partnership today. Mr. Kraus left private practice in 2009 to join the staff of the Securities and Exchange Commission at a senior level, where he focused on rulemaking and related economic and litigation matters. At Kelly Drye, he will offer his expertise in mergers, acquisitions, joint ventures, capital markets transactions and corporate restructurings, as well as his particular knowledge of recent developments in securities law.

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Tags:  Kelley Drye & Warren LLP | New York