The Firm represented The Navigators Group, Inc. in connection with the registered offering of $265 million in aggregate principal amount of 5.75% Senior Notes due 2023.

The Navigators Group, Inc. is an international specialty insurance holding company with insurance company operations, underwriting management companies, and operations at Lloyd's. With its corporate headquarters in Connecticut and insurance operations based in New York and London, Navigators has offices in major insurance centers in the United States, the United Kingdom and Continental Europe.

Davis Polk advised Greenland Hong Kong Holdings Limited (Greenland Hong Kong), a subsidiary of Greenland Holding Group Company Limited (Greenland Holding), in connection with its Regulation S offering of US$700 million 4.75% bonds due 2016. The bonds were supported by a keepwell deed and a deed of equity interest purchase undertaking from Greenland Holding. Together with Vanke and Poly Real Estate, Davis Polk has advised the three largest real estate companies in PRC (in terms of contract sales in 2012) in their debut international bonds offering this year. 

Davis Polk advised Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC, Citigroup Global Markets Inc. and J.P. Morgan Securities LLC as joint book-running managers on the SEC-registered offering by Altera Corporation of $600 million of its 2.5% senior notes due 2018 and $400 million of its 4.1% senior notes due 2023. 

Herbert Smith Freehills LLP Paris has advised Arkema, France's leading chemicals producer and a rising force in the global chemicals market, on the implementation of a Euro Medium Term Notes (EMTN) programme worth €2 billion, registered with the French market authority, the Autorité des marchés financiers (AMF).

Hong Kong: Leading international law firm Clifford Chance has advised Haitong International Finance Holdings Limited, an indirect wholly-owned subsidiary of Haitong Securities Co., Ltd. (Haitong Securities), on its issue of US$900 million 3.95% Reg S credit-enhanced bonds due 2018. This is the first time that Haitong Securities has tapped the international US dollar market and is the second-largest credit-enhanced offering to date. The notes included credit enhancement from Bank of China Singapore in addition to a keepwell deed from Haitong Securities.

Davis Polk advised CSX Corporation on its SEC-registered offering of $500 million aggregate principal amount of 3.700% notes due 2023.  Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC acted as joint book-running managers for the offering.  

Simpson Thacher represented Allegion US Holding Company Inc. (“Allegion”), a wholly-owned subsidiary of Ingersoll-Rand plc (“Ingersoll Rand”), in connection with its Rule 144A and Regulation S offering of $300 million aggregate principal amount of 5.75% Senior Notes due 2021. The notes were guaranteed by Allegion plc and certain subsidiaries of Allegion. Goldman, Sachs & Co., J.P. Morgan, BNP Paribas, BofA Merrill Lynch, Citigroup and Credit Suisse acted as joint lead bookrunning managers of the offering.

Simpson Thacher represented Deutsche Bank Securities Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, RBS Securities Inc., Credit Suisse Securities (USA) LLC, HSBC Securities (USA) Inc., Wells Fargo Securities, LLC and other underwriters in connection with a $1.75 billion offering of debt securities by Wal-Mart Stores, Inc.

Wal-Mart offered and sold $1.0 billion of its 1.950% Notes due 2018 and $750 million of its 4.750% Notes due 2043. The net proceeds from the offering will be used for general corporate purposes.

Simpson Thacher represented the underwriters, led by J.P. Morgan Securities LLC, in an offering of $150 million in aggregate principal amount of 4.875% Senior Notes due 2023 by RLI Corp. (“RLI”).

The net proceeds from the offering will be used to repay RLI’s senior notes due 2014 and for general corporate purposes.

RLI, a specialty insurance company, offers a diversified portfolio of property and casualty coverages and surety bonds serving niche or underserved markets. RLI operates in all 50 states from office locations across the country.

The Firm represented Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Deutsche Bank Securities Inc., as dealer managers, in connection with the Rule 144A/Regulation S private exchange offer and related consent solicitations by Embraer S.A. (“Embraer”).