On December 27, it was announced that Willkie client Ventas, Inc., the leading healthcare real estate investment trust (REIT) in the United States, has signed a definitive agreement to acquire Cogdell Spencer Inc. and its 72 high quality medical office buildings for approximately $770 million in cash, including debt.

Davis Polk is advising Credit Suisse AG as administrative agent and Credit Suisse Securities (USA) LLC and Macquarie Capital (USA) Inc. as arrangers in connection with a commitment to provide up to $275 million in term loans and an additional $50 million in revolving loans (which may be increased by $20 million in the event of a successful syndication) for Cod Intermediate, LLC, a subsidiary of Macquarie Infrastructure Partners II (MIP II). The commitment is being made in connection with MIP II’s acquisition of all of the common stock of WCA Waste Corporation. Up to $265 million of the term loan facility will be available to pay the purchase price in connection with the acquisition, repurchase WCA’s outstanding notes pursuant to the exercise of put rights following a change of control offer and/or any debt tender offer and to refinance WCA’s existing revolving credit facility. The amount of term loans will be reduced by the amount of notes that are not repurchased pursuant to the exercise of put rights or any debt tender offer. The amount of term loans in excess of $265 million and the proceeds of the revolving facility will be used for working capital and general corporate purposes.