The Firm is representing The Blackstone Group in connection with the announced merger of Vanguard Health Systems, Inc. (NYSE:VHS) and Tenet Healthcare Corporation (NYSE:THC).  Investment funds affiliated with Blackstone own approximately 37.75% of the issued and outstanding shares of common stock of Vanguard.  Under the terms of the merger agreement, Tenet will acquire all of the issued and outstanding shares of common stock of Vanguard for $21 in cash per share.  The acquisition is valued at $4.3 billion, which includes the assumption of $2.5 billion in debt.  The transaction is subject to the satisfaction of customary closing conditions and regulatory approvals and is expected to close before the end of 2013.

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Davis Polk advised Quicksilver Resources Inc. (Quicksilver) in connection with its offering of $325 million aggregate principal amount of 11% senior notes due 2021, its offering of $200 million aggregate principal amount of second-lien senior secured floating-rate notes due 2019, and the concurrent closing of its $625 million second-lien term loan agreement. The notes were sold pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended.

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Davis Polk advised Citigroup Global Markets Inc., Goldman Sachs & Co., J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as book-running managers and representatives of several initial purchasers in connection with a Rule 144A/Regulation S offering of senior notes by Ingersoll-Rand Global Holding Company Limited. The offering consisted of $350 million principal amount of 2.875% notes due 2019, $700 million principal amount of 4.25% notes due 2023 and $500 million principal amount of 5.75% notes due 2043. The notes are guaranteed by Ingersoll-Rand Company Limited, Ingersoll-Rand International Holding Limited and Ingersoll-Rand public limited company.

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Skadden is representing Vanguard Health Systems, Inc. in its $4.3 billion acquisition by Tenet Healthcare Corporation, announced on June 24.

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The Firm represented Ingersoll-Rand plc (NYSE: IR) in connection with its Rule 144A and Regulation S offering of $350 million aggregate principal amount of 2.875% Senior Notes due 2019, $700 million aggregate principal amount of 4.250% Senior Notes due 2023 and $500 million aggregate principal amount of 5.750% Senior Notes due 2043. The notes were issued by Ingersoll-Rand Global Holding Company Limited and guaranteed by Ingersoll-Rand plc, Ingersoll-Rand Limited Company and Ingersoll-Rand International Holding Limited. BofA Merrill Lynch, Citigroup, Goldman, Sachs & Co. and J.P. Morgan acted as joint lead bookrunning managers of the offering.

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Simpson Thacher represented the underwriters, led by BNP Paribas Securities Corp., Citigroup Global Markets Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, in connection with the registered public offering of $600 million principal amount of 3.875% Senior Notes due 2023 of Agilent Technologies, Inc.

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Dentons US LLP announced today that Matthew S. Yoon has rejoined the firm as a partner in its Capital Markets practice. He will lead a team that covers the key areas of federal and state regulatory compliance for residential mortgages and consumer finance.

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Lowenstein Sandler LLP announced today that Michele J. Alexander has joined the firm as a partner in its Business Tax Counseling & Structuring Practice. She will focus on complex corporate and business tax issues, particularly involving mergers and acquisitions and the structure of transactions involving private equity and hedge funds. Alexander was previously with Wachtell, Lipton, Rosen & Katz.

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Davis Polk advised BNP Paribas Securities Corp., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, Credit Suisse Securities (USA) LLC and RBS Securities Inc. as joint bookrunners on an SEC-registered offering by Rio Tinto Finance (USA) plc of $3 billion aggregate principal amount of notes guaranteed by Rio Tinto plc and Rio Tinto Limited. The offering consisted of $1 billion principal amount of 1.375% notes due 2016, $1.25 billion principal amount of 2.250% notes due 2018, $250 million principal amount of floating-rate notes due 2015 and $500 million principal amount of floating-rate notes due 2016.

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Davis Polk advised J.P. Morgan Securities LLC, Barclays Capital Inc. and Wells Fargo Securities, LLC as joint book-running managers in connection with an SEC-registered offering by Take-Two Interactive Software, Inc. of $250 million aggregate principal amount of its 1% convertible senior notes due 2018.

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