Davis Polk advised UBS Investment Bank, Bank of America Merrill Lynch and Credit Suisse Securities (USA) LLC as joint book-running managers in connection with an SEC-registered offering by GT Advanced Technologies Inc. (GTAT) of an aggregate principal amount of $220 million of 3% convertible senior notes due 2017, which included $15 million aggregate principal of notes from the full exercise of the underwriters’ option to purchase additional notes. In addition, Davis Polk advised certain financial institutions, including several affiliates of the underwriters, as counterparties to convertible note hedge and warrant transactions with GTAT in connection with the convertible senior notes offering.

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Davis Polk advised Indeed, Inc. in connection with its acquisition by Recruit Co., Ltd.

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On October 1, 2012, Mondelēz International, Inc., formerly Kraft Foods Inc., announced that it has completed the spin-off of its North American grocery business, Kraft Foods Group, Inc. Cravath represented Kraft Foods in connection with this transaction, which was previously announced on August 4, 2011.

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Cravath represented the initial purchasers, Credit Suisse, Goldman, Sachs & Co., UBS Investment Bank, Wells Fargo Securities, RBC Capital Markets, Macquarie Capital and Nataxis, in connection with the US$540 million second-priority senior secured and senior debt offering of DJO Finance LLC and DJO Finance Corporation. DJO Finance is a global developer, manufacturer and distributor of high-quality medical devices that provide solutions for musculoskeletal health, vascular health and pain management. The transaction closed on October 1, 2012.

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Simpson Thacher recently represented Tesoro Corporation in its issuance and sale of $450,000,000 aggregate principal amount of 4.250% Senior Notes due 2017 and $475,000,000 aggregate principal amount of 5.375% Senior Notes due 2022. Tesoro used the proceeds from the offering to fund (i) its tender offers for any and all of its outstanding 6?% Senior Notes due 2015 and any and all of its outstanding 6½% Senior Notes due 2017 and (ii) the redemption of all such existing notes not tendered pursuant to the satisfaction and discharge provisions of the related indentures. The Firm also represented Tesoro in connection with the tender offers and redemptions. The notes offering and the tender offers were consummated on September 27, 2012, and the redemption will be completed on November 1, 2012.

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On September 28, 2012, Judge Richard J. Sullivan of the United States District Court for the Southern District of New York granted a motion to dismiss federal securities fraud claims in In re UBS AG Securities Litigation, Master File No. 07 Civ. 11225 (RJS) (S.D.N.Y.). The Firm represents underwriters of UBS securities named in the case including J.P. Morgan Securities Ltd., Morgan Stanley & Co. International plc., BNP Paribas, Goldman Sachs International, Credit Suisse, and Deutsche Bank AG, London Branch.

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International law firm Dorsey & Whitney LLP announced today that Catherine X. Pan has joined the Corporate Group in the Firm’s New York office as a Partner. Ms. Pan has a business transactional practice that focuses on corporate and securities law, equity and debt financing, mergers and acquisitions, venture capital and private equity financing, and commercial transactions. She routinely serves as outside general counsel to clients.

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Carlton Fields is pleased to announce that it is opening an office in New York City today with the following attorneys previously associated with Rosner & Napierala, LLP:

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Shearman & Sterling represented The Bank of Tokyo-Mitsubishi UFJ, Ltd. as joint lead arranger and joint bookrunner in connection with a $250 million four-year term loan financing for Computer Sciences Corporation. Concurrently with this transaction, a Shearman & Sterling team also represented the underwriters led by Merrill Lynch, Pierce, Fenner & Smith Incorporated, Barclays Capital Inc. and Citigroup Global Markets Inc. in connection with the $700 million senior unsecured notes offering by Computer Sciences Corporation.

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Schneider Electric announced on September 20 the successful offering of a US$800 million bond issue in the United States with a coupon of 2.95%, due 2022. This bond issue was carried out by way of a private placement to institutional investors only (including in the United States pursuant to Rule 144A). The settlement of the bonds took place on September 27, 2012.

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