Davis Polk advised Goldman Sachs Bank USA as lead arranger, bookrunner and syndication agent and Goldman, Sachs & Co. as sole book-running manager in connection with $3.8 billion of financing provided to Hologic, Inc. for its acquisition of Gen-Probe Incorporated. The financing, which closed concurrently with the acquisition, consisted of $2.5 billion aggregate principal amount of senior secured term loans, a $300 million senior secured revolving credit facility and a Rule 144A/Regulation S offering of $1 billion aggregate principal amount of Hologic’s 6.25% senior notes due 2020. Hologic’s obligations under the term loans, the revolving credit facility and the notes are guaranteed by all of its domestic subsidiaries, including Gen-Probe Incorporated and its domestic subsidiaries. Hologic’s obligations under the term loans and the revolving credit facility are secured by substantially all of Hologic’s and the guarantors’ assets.
The Davis Polk financing team included partner Jason Kyrwood, associates Meyer C. Dworkin, Steven Schuh, Jeong M. Oh and Russ McCracken and law clerk Mhairi Collins Immermann. The Davis Polk capital markets team included partner Michael Kaplan, associates Derek Dostal and Sheldon Laing and law clerk Jessica M. Ly. Kristyn M. Dunleavy, Richard A. Harrison and Kathleen T. Ray were the legal assistants on the transaction. All members of the Davis Polk team are based in the New York office.
