Shearman & Sterling represented Jefferies International Limited and Jefferies LLC, which acted as the sole manager and placement agent, respectively with respect to the offering by Emma Delta Finance plc of its €250,000,000 8.50% First-Lien Senior Secured Notes due 2017 and €150,000,000 12.00% Second-Lien Senior Secured Notes due 2017. The proceeds of the offering will be used to fund the privatization of a controlling stake of Hellenic Football Prognostics Organisation S.A.

Davis Polk advised Merrill Lynch, Pierce, Fenner & Smith Incorporated and Goldman Sachs Bank USA as joint bookrunners and joint lead arrangers and Bank of America, N.A. as administrative agent, in connection with a $5.5 billion senior bridge term loan credit facility for McKesson Corporation. The financing is being provided on a “funds certain” basis in accordance with German takeover rules to support McKesson’s takeover offer for Celesio AG.

Early termination of the Hart-Scott-Rodino waiting period has been granted in respect of the proposed merger of stock exchange operators BATS Global Markets, Inc. and Direct Edge Holdings LLC. Davis Polk is providing legal advice to BATS on the merger.

Davis Polk advised Morgan Stanley Senior Funding, Inc., as administrative agent and joint lead arranger, in connection with a $1 billion senior unsecured revolving credit facility provided to Twitter, Inc.

Cravath represented the initial purchasers, led by Credit Suisse, RBC Capital Markets, Deutsche Bank Securities, Goldman, Sachs & Co. and Morgan Stanley, in connection with the US$1.6 billion 144A/Reg. S high-yield senior debt and senior payment-in-kind (PIK) “toggle” debt offering of Mariposa Borrower, Inc. and Mariposa Merger Sub LLC. The issuers are controlled by Ares Management and the Canadian Pension Plan Investment Board.

A Cravath team including partner Andrew J. Pitts and associate Isaac C. Beerman. Samantha J. Reitz acted for Citigroup, J.P. Morgan Securities, Morgan Stanley and PNC Capital Markets LLC, in connection with the US$750 million senior and US$500 million subordinated debt offering of PNC Bank, National Association, a wholly owned indirect subsidiary of PNC Financial Services Group, Inc.

Shearman & Sterling represented BTG Pactual US Capital, LLC, Itau BBA USA Securities, Inc., Banco do Brasil Securities LLC, Brasil Plural Securities LLC and Citigroup Global Markets Inc. as joint bookrunners and global coordinators in connection with an offering of 29,900,000 shares of Tupy S.A.’s common stock, including the exercise of the over-allotment option consisting of an additional 3,9000,000 shares.

Shearman & Sterling advised Export Development Canada (EDC) in connection with its $140 million financing, of an approximately $300 million co-financing with the Export-Import Bank of the United States (U.S. Ex-Im Bank) and Israel Aerospace industries Limited as a vendor finance provider, for the Space-Communication Ltd. AMOS-6 satellite program.

Davis Polk advised Goldman Sachs (Asia) L.L.C., J.P. Morgan Securities plc, Deutsche Bank AG, Singapore Branch and China Merchants Securities (HK) Limited, as initial purchasers of a Rule 144A/Regulation S offering by Evergrande Real Estate Group Limited of $1 billion aggregate principal amount of its 8.75% senior notes due 2018.  

Evergrande Real Estate Group Limited, listed on the Hong Kong Stock Exchange, is one of the largest national property developers in China.   

Davis Polk advised Citigroup Global Markets Limited and Merrill Lynch (Singapore) Pte Ltd as the joint lead managers in connection with a Regulation S offering by DFCC Bank of its $100 million 9.625% senior notes due 2018.   

Created in 1955 by an act of the Sri Lankan parliament and listed on the Colombo Stock Exchange since 1956, DFCC Bank is an independent policy bank and is the only financial institution in Sri Lanka to hold both commercial bank and specialized bank licenses.