International law firm Milbank, Tweed, Hadley & McCloy LLP, led by Project Finance partner Dan Bartfeld and senior associate Sarah Glenn, represented the Inter-American Development Bank (IDB) and the four international commercial participants, Caixa Geral, HSBC, Santander and WestLB AG, in connection with their US$430 million syndicated financing of the construction, operation and maintenance of a new private mixed-use container and liquids terminal in Brazil’s Santos Port.  A parallel financing of approximately R$633.4 million will be provided by Caixa Econômica Federal through a repasse loan provided by BNDES, to complete the total senior debt financing package of approximately US$786 million.

The Firm represented the initial purchasers in connection with a Rule 144A/Regulation S offering of $500 million of 4.75% Senior Notes due 2021 issued by WPP Finance 2010, a finance subsidiary of WPP plc.  The notes are guaranteed by WPP plc and certain of its subsidiaries.

Davis Polk advised Credit Suisse Securities (USA) LLC, KeyBanc Capital Markets Inc., RBC Capital Markets, LLC and Wells Fargo Securities, LLC as joint bookrunners of a registered public offering by Kodiak Oil & Gas Corp. of 48,300,000 shares of Kodiak’s common stock (which included the full exercise of the over-allotment option). The net proceeds from the offering totaled approximately $356 million. Kodiak intends to use the net proceeds from its common stock offering, together with other sources of liquidity, to finance a previously announced acquisition of oil and gas properties, to repay all of the outstanding debt under its existing credit facilities, to fund capital expenditures for drilling, development and infrastructure and for general corporate purposes, including financing the potential acquisition of other oil and gas properties.

Davis Polk advised J.P. Morgan Securities LLC, BNP Paribas Securities Corp., Citigroup Global Markets Inc., RBC Capital Markets, LLC, RBS Securities Inc. and Wells Fargo Securities, LLC as joint book-running managers on a Rule 144A/Regulation S offering of $500 million aggregate principal amount of 7.5% senior notes due 2022 by Windstream Corporation.

Morrison & Foerster LLP announced today that Sharon Parella has joined the firm’s Financial Services group as a partner in its New York office.

The firm is representing an investor group consisting of affiliates of Kohlberg Kravis Roberts & Co. L.P., Natural Gas Partners, Crestview Partners and Itochu Corporation, in their acquisition of Samson Investment Company, one of the largest private exploration and production companies in the United States, for $7.2 billion.

Pharmasset, Inc. (Nasdaq:VRUS) and Gilead Sciences, Inc. (Nasdaq:GILD) announced today that the companies have signed a definitive agreement under which Gilead will acquire Pharmasset for $137 per share in cash. Pharmasset is a clinical-stage pharmaceutical whose primary focus is the development of oral therapeutics for the treatment of hepatitis C virus (HCV) infection. The transaction, which values Pharmasset at approximately $11 billion, is expected to close in the first quarter of 2012.

The Firm represents Goldman, Sachs & Co. and Greenhill & Co., LLC in connection with MeadWestvaco Corporation’s spin-merger of its Consumer & Office Products (“C&OP”) business with ACCO Brands Corporation.  MeadWestvaco’s C&OP business will be spun off in a new entity which will be immediately merged into ACCO Brands in a transaction valued at approximately $860 million to MeadWestvaco and its shareholders on a pre-synergy basis. At closing, MeadWestvaco shareholders will receive 50.5% of the shares of ACCO Brands stock and MeadWestvaco will receive $460 million of cash. The transaction is expected to be completed in the first half of 2012.  Goldman Sachs advised MeadWestvaco on the transaction and Greenhill provided an independent fairness opinion to MeadWestvaco’s board of directors.

Davis Polk advised Barclays Capital and Credit Suisse Securities (USA) LLC in connection with a new $500 million senior secured term loan facility for NXP B.V. Proceeds of the new facility are being used to redeem a portion of NXP’s outstanding secured fixed- or floating-rate bonds. The facility documents also provide for additional incremental term facilities.

The Firm recently represented Peabody Energy Corporation (Peabody) in connection with the financing of the acquisition by PEAMCoal Pty Ltd (PEAMCoal), a joint venture which is indirectly owned 60% by Peabody and 40% by ArcelorMittal, S.A., of shares of Macarthur Coal Limited (Macarthur) tendered in connection with PEAMCoal’s takeover offer.  Macarthur is a leading producer of coal product used for steel making with production and development assets located in Australia.