Davis Polk – Verso Paper $345 Million Senior Secured Notes Offering and Concurrent Tender Offer

Davis Polk advised Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Barclays Capital Inc. and Goldman, Sachs & Co. as initial purchasers on a Rule 144A/Regulation S offering by Verso Paper Holdings LLC and its subsidiary, Verso Paper Inc., of $345 million aggregate principal amount of their 11.75% senior secured notes due 2019. The notes are guaranteed by certain of Verso Paper Holdings’ subsidiaries and are secured by first priority liens on substantially all of the issuers’ and guarantors’ assets.

Davis Polk is also advising Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Barclays Capital Inc. and Goldman, Sachs & Co. as dealer managers in connection with Verso Paper Holdings’ cash tender offer for its outstanding 11.5% senior secured notes due 2014. The tender offer will be funded with the proceeds of the notes offering. 
Based in Memphis, Tennessee, Verso Paper is a leading North American supplier of coated papers to catalog and magazine publishers. 
The Davis Polk capital markets team included partner Michael Kaplan, counsel Jeff Ramsay and associates Eilleen J. Park, Ryan G. Mitteness and Roshni S. Banker (not yet admitted). The Davis Polk credit team included partners Bradley Y. Smith and Joseph P. Hadley and associates Kenneth J. Steinberg, Peter T. Bazos, Adam J. Ross and Jack Leo. The real estate team included counsel Susan D. Kennedy and associates Lucie E. Shin, Steve Sorkin and Benjamin J. Bibler. The tax team included partner Harry Ballan and associates Gregory T. Hannibal and Patrick E. Sigmon. Counsel Betty M. Huber and associate Kevin J. Klesh provided environmental advice. Katina D. Gallo, Megan M. Teixeira and Rana S. Ramjas were the legal assistants on the transaction. All members of the Davis Polk team work in the New York office.