Milbank Advises on Securities Offerings and Financings Totaling $1.6 Billion

Completing an active two-week run of major corporate finance and capital markets activity, Milbank, Tweed, Hadley & McCloy has advised on transactions totaling approximately $1.6 billion for its financial institution clients. Included were two large high-yield offerings, an investment grade offering, and a concurrent leveraged loan transaction.

Here are highlights of the deals:

1. Tenet Healthcare

Milbank represented the initial purchasers in an offering by Tenet Healthcare of $850 million of senior secured notes. In addition to underwriting Tenet’s 4.5% senior secured notes due in 2021, Tenet made a simultaneous cash tender offer for the company’s outstanding 10% notes due 2018.

The group represented by Milbank, acting as dealer managers and book-running managers, included BofA Merrill Lynch, Barclay’s Capital, Citigroup Global Markets and Wells Fargo Securities. Co-managers for the offering included Scotia Capital (USA), Morgan Stanley and SunTrust Robinson Humphrey.

Tenet Healthcare operates 49 hospitals and more than 100 free-standing outpatient centers nationally. In addition, its subsidiary Conifer Health Solutions serves nearly 400 hospital and healthcare entities. In 2011, Tenet recorded more than 500,000 in-patient admissions and four million out-patient visits.

Milbank partners involved in this transaction included Rod Miller (securities), Paul Denaro (securities), Michael Bellucci (leveraged finance) and Andrew Walker (tax).

2. Unifrax

Milbank advised the underwriters in an offering by Unifrax I LLC, a producer of high-temperature insulation products, of $205 million of senior notes. The 7.5% senior notes, due 2019, were co-issued by Unifrax Holding Company.

Concurrent with the high-yield bond offering, Unifrax I LLC and related entities entered into an amended credit agreement providing a new round of term loan credit facilities valued at approximately $490 million, maturing in 2018. The agreement also extended a $50 million revolving credit facility held by Unifrax until November 2017.

Milbank’s client group for the bond offering included Goldman Sachs Lending Partners, Wells Fargo Securities, GE Capital Markets, Manufacturers and Traders Trust Company, and Keybank Capital Markets.

Milbank partners involved in this transaction included Rod Miller (securities), Paul Denaro (securities), Marc Hanrahan (leveraged finance) and Lauren Hanrahan (leveraged finance).

3. First American Financial Corp.

Milbank advised the underwriters, led by JP Morgan Securities and Wells Fargo Securities, in an offering of $250 million of 10-year senior notes issued by leading title insurance company First American Financial. The investment-grade notes were priced at 4.3%.

Milbank partners involved in this transaction included Rod Miller (securities) and Rob Williams (securities).

“Our securities and leveraged finance teams have gotten off to a strong start in 2013 as major companies continue to take advantage of favorable conditions for funding operations and redeeming outstanding debt,” said Milbank Securities partner Rod Miller, who worked on the Tenet, Unifrax and First American transactions. “We’re pleased to be partnering with a deep roster of leading financial institution clients in structuring these varied deals, and look forward to more as the year continues.”

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