Davis Polk – Caterpillar Inc. $4.5 Billion Acquisition Financing

Davis Polk advised J.P. Morgan Securities LLC, Barclays Capital Inc. and RBS Securities Inc. as joint book-running managers and representatives of the underwriters on an SEC-registered offering by Caterpillar Inc. of $4.5 billion aggregate principal amount of notes. The notes were issued in five tranches: $500 million principal amount of floating-rate notes maturing in 2012, $750 million principal amount of floating-rate notes maturing in 2013, $750 million principal amount of 1.375% notes maturing in 2014, $1.25 billion principal amount of 3.9% notes maturing in 2021, and $1.25 billion principal amount of 5.2% notes maturing in 2041. Caterpillar will use the net proceeds from the sale of the notes to fund a portion of the cash consideration payable in connection with its acquisition of Bucyrus International Inc. for $8.6 billion. In the event that the Bucyrus acquisition is not consummated on or prior to June 30, 2012 or the merger agreement is earlier terminated, Caterpillar will redeem the notes at a redemption price equal to 101% of the principal amount, plus accrued interest.

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Freshfields Advises Braathens Leasing and Malmo Aviation on Significant Jetliner Order

International law firm Freshfields Bruckhaus Deringer has advised Braathens Leasing and Malmo Aviation, two companies part of Braathens Aviation, a long established and well known Nordic based transportation group with various interests in the aviation sector, on an order for five Bombardier CS100 and five CS300 mainline jetliners, plus options on an additional 10 CSeries aircraft to Braathens Leasing Limited.

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Simpson Thacher Represents Initial Purchasers in Inaugural U.S.$1 Billion Debt Offering by Comisión Federal de Electricidad of Mexico

The Firm represented BofA Merrill Lynch, Deutsche Bank Securities and Goldman, Sachs & Co., as initial purchasers, in connection with an offering of U.S.$1 billion of 4.875% Notes due 2021 issued by Comisión Federal de Electricidad (Federal Electricity Commission) of Mexico, which is known as CFE.  The offering was conducted in reliance upon Rule 144A and Regulation S under the U.S. Securities Act of 1933 and constituted CFE’s inaugural securities offering in the broader international capital markets.

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McDermott Advises H.I.G. Capital and Surgery Partners in $214 Million Take Private of NovaMed

International law firm McDermott Will & Emery LLP today announced that it successfully represented H.I.G Capital, L.L.C., a leading private equity investment firm, and its portfolio company, Surgery Partners, in the acquisition of NovaMed, Inc. (Nasdaq: NOVA) in a going private transaction. The deal, valued at $214 million, included the assumption of approximately $105 million of indebtedness.

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Simmons & Simmons Advises Argos Oil on International Energy Merger

Simmons & Simmons is advising energy supplier Argos Oil on its merger talks with energy supplier North Sea Group (NSG). If the talks are successful, this autumn will see the creation of the largest independent player on the North-West European market, with more than 850 employees, a combined tank storage capacity of over 1.5 million m3 and annual turnover of approximately €10 billion.

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DLA Piper Advises on Listing of Milan Station

DLA Piper has advised the issuer Milan Station Holdings Limited (“Milan Station” HKSE: 01150) on its initial public offering (IPO) on the Main Board of the Hong Kong Stock Exchange. The IPO has raised gross proceeds of HK$ 312 million. The DLA Piper team was led by Jeffrey Mak, Partner of DLA Piper Hong Kong. Team members included Frances Li, Iris Yuen, Hiu-Yee Chung, Steve Cheng and Olivia Kung. DLA Piper’s litigation and real estate team members also participated in the project including Partners Harris Chan and Susheela Rivers, other lawyers include Rodney Ko, Joanna Cheung, Polly Chu, Warren Yu and Mei-Ching Yeung.

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