Simpson Thacher Represents Lightyear Capital in Acquisition of Flagstone RE by Validus Holdings

Simpson Thacher is representing Lightyear Capital in connection with the acquisition of Flagstone Reinsurance Holdings Ltd. by Validus Holdings Ltd. Under the terms of the transaction, Flagstone shareholders will receive 0.1935 Validus voting common shares and $2.00 in cash for each Flagstone share. The transaction represents an aggregate equity value of $623.2 million. Funds associated with Lightyear Capital own 8.5% of the outstanding Flagstone shares and have entered into a voting agreement with Validus to vote in support of the transaction.

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Tags:  Simpson Thacher & Bartlett LLP | New York

Paul Hastings Advises Bank of America Merrill Lynch, Morgan Stanley, and Jefferies in

Paul Hastings LLP, a leading global law firm, announced today that the firm is representing Bank of America Merrill Lynch, Morgan Stanley Senior Funding, Inc. and Jefferies and its affiliates in connection with financing petrochemical provider TPC Group Inc.’s (Nasdaq:TPCG) $850 million merger 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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Shearman & Sterling Advises on Penske’s Senior Subordinated Notes Offering

Shearman & Sterling represented Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the several initial purchasers, in connection with Penske Automotive Group, Inc.’s offering of $550,000,000 aggregate principal amount of 5.75% Senior Subordinated Notes due 2022. Merrill Lynch, Pierce, Fenner & Smith Incorporated also acted as dealer manager in the concurrent tender offer for any and all of the outstanding $375,000,000 aggregate principal amount of Penske’s 7.75% Senior Subordinated Notes due 2016. The proceeds from the notes offering were used, in part, to fund the tender offer and in part to repay amounts outstanding under Penske’s U.S. revolving credit facility.

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Cravath – Flagstone’s Acquisition by Validus

On August 30, 2012, Validus Holdings, Ltd. (“Validus”) and Flagstone Reinsurance Holdings, S.A. (“Flagstone”) announced that the boards of directors of both Validus and Flagstone have approved a definitive merger agreement pursuant to which Validus will acquire all the issued and outstanding shares of Flagstone. Cravath represented Flagstone in connection with this transaction. Under the terms of the agreement, Flagstone shareholders will receive, for each Flagstone share, 0.1935 Validus voting common shares and $2.00 in cash.

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Tags:  Cravath, Swaine & Moore LLP | New York

Simpson Thacher Represents Goodman Global Group, Inc. in Connection with its $3.7 Billion Sale to Daikin Industries, Ltd.

Simpson Thacher is representing Goodman Global Group, Inc. and its controlling shareholders, investment funds affiliated with Hellman & Friedman LLC, in connection with Goodman Global’s pending $3.7 billion sale to Daikin Industries, Ltd. Goodman Global is a leading North American manufacturer of heating, ventilation and air conditioning products for residential and light commercial use. The transaction is subject to customary closing conditions, and is expected to close in the fourth quarter of 2012. Terms of the transaction were not disclosed.

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Tags:  Simpson Thacher & Bartlett LLP | New York