Davis Polk advised Morgan Stanley & Co. LLC and Goldman, Sachs & Co. in connection with an SEC-registered offering by Aon plc of $250 million aggregate principal amount of 4.45% senior notes due 2043. The notes are fully and unconditionally guaranteed by Aon Corporation (an indirect wholly owned subsidiary of Aon plc).

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Seyfarth Shaw LLP announced today the addition of three partners to the firm’s New York office across several practices. Rajiv Khanna joins the firm’s Corporate Department from K&L Gates, Edward Maluf joins the firm’s Litigation Department from Bingham McCutchen LLP and Philip Smith joins Seyfarth’s Litigation Department from Patton Boggs LLP.

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On May 28, 2013, TECO Energy, Inc. announced that it has entered into a definitive stock purchase agreement with Continental Energy Systems LLC, and its subsidiary New Mexico Gas Intermediate, Inc., to acquire New Mexico Gas Company for an aggregate value of $950 million, including the assumption of $200 million of New Mexico Gas Company debt, subject to customary closing adjustments. Cravath represented Continental Energy Systems, a portfolio company of Lindsay Goldberg LLC, in connection with this transaction. The transaction is expected to close in the first quarter of 2014, and is subject to regulatory approvals.

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Omthera Pharmaceuticals and AstraZeneca announced today that the companies entered into a merger agreement under which AstraZeneca will acquire all of the outstanding stock of Omthera for an upfront payment of $12.70 in cash per share, approximately $323 million aggregate value ($260 million after subtracting cash), plus a contingent value right for up to $4.70 per share, equaling approximately $120 million and for a total value of up to $443 million. Covington & Burling LLP advised Omthera on the transaction.

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The Firm represented PPL Corporation (“PPL”) and PPL Capital Funding, Inc. (“PPL Capital Funding”) in the remarketing of $1.15 billion of junior subordinated notes (the “junior notes”) of PPL Capital Funding related to the equity units originally issued by PPL in June 2010. In connection with the remarketing, PPL Capital Funding issued $250 million 1.90% Senior Notes due 2018, $600 million 3.40% Senior Notes due 2023 and $300 million 4.70% Senior Notes due 2043 (collectively, the “senior notes”), which were sold to the purchasers of the junior notes (the “purchasers”) in exchange for the junior notes. The senior notes were sold by the purchasers in an SEC-registered secondary offering, managed by Credit Suisse Securities (USA) LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, RBS Securities Inc. and Wells Fargo Securities, LLC.

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The Firm recently represented the initial purchasers in connection with Cinemark USA, Inc.’s private placement of $530 million aggregate principal amount of 4.875% Senior Notes due 2023. Barclays Capital Inc., Morgan Stanley & Co. LLC, Citigroup Global Markets Inc., Deutsche Bank Securities Inc. and Wells Fargo Securities LLC acted as joint book-running managers in connection with the senior notes offering. Cinemark USA, Inc. intends to use the net proceeds from the senior notes offering, together with cash on hand, to redeem all of its outstanding 8.625% Senior Notes due 2019 and for fees and expenses related to the refinancing transactions.

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The Firm is representing funds advised by Apax Partners in connection with the announced acquisition of all outstanding shares of rue21, Inc. (Nasdaq: RUE) for approximately $1.1 billion, including the assumption of debt. Approximately 30% of the outstanding shares of rue21 are collectively owned by SKM II funds. The transaction is expected to close before the end of the year and is subject to approval by the majority of the stockholders unaffiliated with the SKM II funds as well as customary closing conditions.

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Xellia Pharmaceuticals, a pharmaceutical group focusing on the development, manufacturing and global commercialization of anti-infective therapies, announced that Novo A/S, the holding company of the Novo Group, has entered into an agreement to purchase all shares of the group for approximately US $700 million from 3i and other current shareholders, as detailed in the company press release below. Closing of the transaction will be subject to relevant competition law approvals, and is expected to take place during the third quarter of 2013.

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Cahill represented Morgan Stanley as administrative agent and Morgan Stanley and Jefferies as arrangers in connection with the $240,000,000 Term B Loan for Alvogen Pharma US, Inc. Proceeds from the loan will be used for general corporate purposes and to refinance existing indebtedness.

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The Firm represented the underwriters, led by Citigroup Global Markets Inc., Goldman, Sachs & Co., J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC, in connection with a registered offering by Kimberly-Clark Corporation (“Kimberly-Clark”) of notes in $850 million aggregate principal amount.

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