Davis Polk Advises GSI Commerce on Its Acquisition By eBay

Davis Polk is advising the special committee of GSI Commerce, Inc.’s board of directors in connection with the company’s approximately $2.4 billion acquisition by eBay Inc. As part of the transaction, eBay will sell 100% of GSI’s licensed sports merchandise business and 70% of ShopRunner and Rue La La to a newly formed holding company, which will be led by GSI founder and CEO Michael Rubin. The transaction is expected to close in the third quarter of 2011. 

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Davis Polk Advises Limited Brands on $1 Billion Notes Offering

Davis Polk advised Limited Brands, Inc. in connection with its SEC-registered offering of $1 billion aggregate principal amount of 6.625% notes due 2021 guaranteed by certain subsidiaries. Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC and Citigroup Global Markets Inc. acted as joint book-running managers for the underwriters. 

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Davis Polk – PPL Corporation £3.6 Billion Acquisition Financing

Davis Polk is advising Bank of America, N.A., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Credit Suisse AG and Credit Suisse Securities (USA) LLC as lead arrangers of a £3.6 billion unsecured, investment-grade bridge facility to PPL Capital Funding, Inc. and PPL WEM Holdings plc, wholly owned subsidiaries of PPL Corporation, in connection with its acquisition of all of the equity interests of Central Networks Limited and Central Networks East plc, wholly owned subsidiaries of E.ON UK plc. These utilities serve about 5 million customers in the United Kingdom. 

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Baker & McKenzie Advises Brown-Forman Corporation

Baker & McKenzie – CIS, Limited announced that it advised Brown-Forman Corporation on a complex project for the distribution of Brown-Forman’s portfolio of beverage brands in the Russian market through Coca-Cola Hellenic Bottling Company Eurasia.

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Simpson Thacher Represents Walter Investment Management in its $1.065B Acquisition of Green Tree

Walter Investment Management Corp. announced  that it has entered into a definitive agreement to purchase GTCS Holdings LLC (“Green Tree”) in a transaction valued at $1.065 billion.  Walter Investment will issue approximately 1.8 million shares of common stock to the seller, assume approximately $20 million of existing Green Tree debt, and issue $765 million of new debt which has been fully committed to by Credit Suisse and The Royal Bank of Scotland plc and which, together with cash, will be used to acquire the equity of Green Tree, repay existing Green Tree indebtedness and pay fees and expenses of the transaction.  Green Tree, based in St. Paul, Minnesota, is a leading independent, fee-based business services company which provides high-touch, third-party servicing of credit-sensitive consumer loans.

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Simpson Thacher Represents Apax Partners in Announced $763M Acquisition of Trader Corporation’s Auto Assets

Simpson Thacher is representing Apax Partners in connection with its announced $763 million (C$745 million) acquisition of Trader Corporation from Yellow Media Inc.  Trader Corporation’s businesses include AutoTrader.ca, Canada’s leading online automotive classified marketplace, as well as numerous auto-related print publications. Trader Corporation also holds an approximately 30% interest in Dealer Dot Com, Inc., the leading digital auto dealer marketing service provider in the United States and Canada.  The Firm is also representing Apax on the related financing.

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Davis Polk – Host Hotels & Resorts $313.5 Million Hotel Acquisition

Davis Polk advised Host Hotels & Resorts, Inc. in connection with its acquisition of the 775-room New York Helmsley Hotel from The Leona M. and Harry B. Helmsley Charitable Trust and Harley of New York Associates for a purchase price of $313.5 million. The New York Helmsley Hotel will undergo significant property improvements, including complete guestroom and guest bath renovations, as well as upgrades to the meeting space. The Westin brand will be added to the hotel upon completion of the improvements, which is projected to be early to mid-2012.

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