Shearman & Sterling represented Tops Markets, LLC, a portfolio company of Morgan Stanley Capital Partners and Graycliff Partners, in connection with a $125 million asset-based revolving credit facility arranged by Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Capital Finance, LLC. Concurrently, the firm also advised Top Markets, LLC and its Co-Issuer Tops Holding Corporation in the issuance of $460 million of senior secured notes placed by Merrill Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley & Co. LLC. The credit facility and the notes have an intercreditor arrangement with cross priority on collateral and were put in place in connection with a refinancing and a dividend recapitalization.

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John J. Eagan, an attorney who specializes in taxation, with an emphasis on international, corporate transactional and tax controversy matters, joined White and Williams LLP. Eagan will reside in the firm’s New York City office.

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Simpson Thacher represented Academy Sports + Outdoors (“Academy”) in connection with its recent offering of $500 million aggregate principal amount of 8%/8¾% Senior Notes due 2018, as well as related internal restructuring transactions. Academy used the net proceeds from this offering to pay an approximately $485.8 million distribution to its parent, New Academy Holdings Company, LLC, an entity controlled by Kohlberg Kravis Roberts & Co. LP.

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The Firm recently represented SunGard Data Systems Inc. in connection with its entrance into a $720 million incremental term loan facility under its senior secured credit agreement and the maturity extension of, and other amendments to, its $275 million receivables facility. The proceeds of the term loan facility are being used to fund a dividend.

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The Firm recently represented Macquarie Mexican REIT (FIBRA Macquarie México) (“MMREIT”) in connection with its US$909.4 million initial public offering of Real Estate Trust Certificates (Certificados Bursátiles Fiduciarios Inmobiliarios, or “CBFIs”) on the Mexican Stock Exchange. The CBFIs were offered to the public in Mexico, to qualified institutional buyers in the United States under Rule 144A and to non-U.S. persons in reliance on Regulation S. MMREIT used the proceeds in connection with its acquisition, simultaneously with its initial public offering in Mexico, of its initial portfolio, consisting of 244 industrial real estate properties located in 21 cities across 15 states in Mexico. In addition to the proceeds from its initial public offering in Mexico, MMREIT financed the acquisition of its initial portfolio through four secured credit facilities.

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Cravath represented the initial purchasers, led by J.P. Morgan Securities, BofA Merrill Lynch, RBC Capital Markets, SunTrust Robinson Humphrey and Wells Fargo Securities, in connection with the US$500 million 144A/Reg. S senior debt offering of NCR Corporation, a leading global technology company. The transaction closed on December 18, 2012.

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Paul Hastings LLP, a leading global law firm, announced today that the firm represented BofA Merrill Lynch, Jefferies and Morgan Stanley as joint book-running managers and lead arrangers in connection with the financing of petrochemical provider TPC Group Inc.’s (Nasdaq:TPCG) $850 million acquisition by First Reserve Corporation, a leading global investment firm dedicated to the energy industry, and SK Capital Partners, a U.S. based private investment firm focused on the chemicals sector.

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Davis Polk advised Morgan Stanley Senior Funding, Inc. and Goldman Sachs Bank USA as joint lead arrangers and Merrill Lynch, Pierce, Fenner & Smith Incorporated as arranger in connection with Riverbed Technology, Inc.’s new $575 million senior secured term loan facility. The facility was used by Riverbed to fund the acquisition of OPNET Technologies, Inc., which closed concurrently with the financing.

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Global law firm Proskauer is acting as corporate counsel to American Realty Capital Properties, Inc., and American Realty Capital Trust III, Inc., in connection with their planned merger that will create a combined real estate investment company with an enterprise value of $3 billion.

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Simpson Thacher recently represented HCA Holdings, Inc. (“HCA”) in its offering of $1 billion aggregate principal amount of 6.25% Senior Notes due 2021. HCA intends to use the net proceeds for the financing of a dividend to its stockholders.

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