Shearman & Sterling represented Citigroup Global Markets Inc. and Deutsche Bank Securities Inc., as Joint Lead Managers and Joint Bookrunners, in connection with the Republic of El Salvador’s Regulation S/Rule 144A offering of US$800,000,000 aggregate principal amount of 6.375% Notes due 2027. More >>
Tags: Shearman & Sterling LLP | New York | WashingtonDresser-Rand Group Inc. (“Dresser-Rand” or the “Company”) (NYSE: DRC), a global supplier of rotating equipment and aftermarket parts and services, announced yesterday that it has entered into a definitive merger agreement with Siemens under which Siemens will acquire all of the outstanding shares of Dresser-Rand common stock for $83.00 per share in cash.
The transaction is valued at approximately $7.6 billion, including the assumption of debt. The price represents a premium of 37.4 percent over Dresser-Rand’s closing share price of $60.42 on July 16, 2014, the day before speculation in the press appeared regarding interest in Dresser-Rand. Additional per share cash consideration of $0.55 shall be applied on the first day of each month starting March 1, 2015, until the closing occurs. More >>
Tags: WashingtonThe Firm is representing Glimcher Realty Trust in connection with its acquisition by Washington Prime Group Inc. in a stock and cash transaction valued at $4.3 billion. Glimcher shareholders will receive, for each Glimcher share, $10.40 in cash and 0.1989 of a share of WPG stock at closing. As part of the transaction, Simon Property Group, Inc. has entered into an agreement to acquire two properties currently owned by Glimcher for an aggregate cash purchase price of $1.09 billion. The transaction is expected to close in the first quarter of 2015. The combined company will be renamed WP Glimcher and will maintain Glimcher’s headquarters in Columbus, Ohio. More >>
Tags: New York | WashingtonWillkie serves as real estate counsel to WPG in connection with the transaction, which role includes advising WPG on Glimcher’s $1.09 billion simultaneous sale of two malls to Simon Property Group.
On September 16, it was announced that Willkie client Washington Prime Group Inc. and Glimcher Realty Trust entered into a definitive agreement under which WPG will acquire Glimcher in a stock and cash transaction valued at $14.20 per Glimcher common share. The total transaction value, including the assumption of debt, is approximately $4.3 billion. More >>
Tags: WashingtonShearman & Sterling represented the underwriters (led by HSBC Securities (USA) Inc.) in connection with HSBC Holdings plc’s inaugural contingent convertible securities offering, comprising an offering of US$1.5 billion aggregate principal amount of 5.625% perpetual subordinated contingent convertible securities (callable January 2020 and every five years thereafter) and US$2.25 billion aggregate principal amount of 6.375% perpetual subordinated contingent convertible securities (callable September 2024 and every five years thereafter). The securities qualify as additional Tier 1 capital instruments under bank regulatory capital rules. More >>
Tags: Shearman & Sterling LLP | London | Washington
Hunton & Williams LLP advised Wells Fargo Securities, LLC, PNC Capital Markets LLC, and U.S. Bancorp Investments, Inc., as agents on an SEC-registered offering by Washington Gas Light Company (“Washington Gas”) of $100 million aggregate principal amount of medium-term notes due 2044. More >>
Tags: Dorsey & Whitney LLP | WashingtonShearman & Sterling represented Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC and Deutsche Bank Securities Inc., as joint bookrunning managers, and BMO Capital Markets Corp., PNC Capital Markets LLC and RBS Securities Inc. and Wells Fargo Securities, LLC as co-managers, in connection with a Rule 144A/Regulation S offering by Steel Dynamics, Inc. (the “Company”) of $700,000,000 aggregate principal amount of 5.125% Senior Notes due 2021 and $500,000,000 aggregate principal amount of 5.500% Senior Notes due 2024. The Senior Notes are guaranteed by certain subsidiaries of the Company. The Senior Notes were issued to escrow pending the Company’s planned acquisition of Severstal Columbus, LLC. More >>
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