Sophia Hudson, P.C.

AbbVie in its:

• $63 billion acquisition of Allergan and related $30 billion offering of senior notes to fund the acquisition; the debt offering represented the largest corporate bond sale of 2019 and the fourth-largest in history 
• exchange offers and consent solicitations for ~$22 billion of Allergan debt in connection with its acquisition of Allergan

Anywhere Real Estate in its $640 million offering of senior notes

Affimed in multiple follow-on offerings of common stock totaling ~$200 million and in the establishment of an “At-the-Market” sales program

Apax Partners and Warburg Pincus in the sale of $2.075 billion of senior notes to fund the $3.4 billion buy-out of Inmarsat

Associated Materials in its $250 million offering of senior notes

Awilhelmsen in its sale of more than $550 million of common stock of Royal Caribbean Cruises

Bain Capital and Hellman & Friedman in the sale of $2.35 billion of senior notes to fund the $17 billion buy-out of athenahealth

Bed, Bath & Beyond Inc. on a series of complex financing transactions, including an underwritten public offering of equity derivatives securities of $225 million, an additional $800 million of gross proceeds in future installments and the upsize of a FILO facility by $100 million

BCLS Acquisition Corp., a SPAC sponsored by Bain Capital Life Sciences, in its $125 million IPO

BrandSafway, a portfolio company of CD&R and Brookfield, in a series of recapitalization transactions

Bristol Myers Squibb in its:

• $90 billion acquisition of Celgene and related $19 billion offering of senior notes to fund the acquisition
• exchange offers and consent solicitations for ~$19 billion of Celgene debt in connection with its acquisition of Celgene
• $18.1 billion combined acquisition of Karuna Therapeutics and RayzeBio and related $13 billion offering of senior unsecured notes to fund the acquisition
• $13.1 billion acquisition of MyoKardia and related $7 billion offering of senior notes to fund the acquisition
• $6 billion offering of senior notes and concurrent tender offer for several series of its outstanding notes
• $5.8 billion acquisition of Mirati Therapeutics and related $4.5 billion offering of senior notes to fund the acquisition
• $4.1 billion acquisition of Turning Point Therapeutics

Carlisle Companies in its $750 million offering of senior notes

Centerbridge Partners, as selling shareholder, in SiriusPoint’s $200 million secondary offering

Colfax in its $3.2 billion acquisition of DJO Global

Constellation Brands on the elimination of the company’s Class B common stock, and the conversion into the right to receive one Share of Class A common stock plus cash consideration for a total amount of $1.5 billion

Delphi Technologies in its $3.3 billion sale to BorgWarner

Eli Lilly and Company in its:

• offering of multiple tranches of senior notes senior unsecured notes totaling ~$3 billion
• offering of multiple tranches of euro and GBP-denominated notes, including Lilly’s first sustainability bond, and concurrent tender offer
• over $1 billion acquisition of Protomer Technologies
• exclusive license agreement with Evommune to develop and commercialize three development programs for the treatment of various inflammatory diseases
• exclusive collaboration and equity investment in Kumquat Biosciences
• $2.4 billion acquisition of DICE Therapeutics, Inc.
• $1.4 billion acquisition of POINT Biopharma
• $610 million acquisition of Akouos

Evotec in its $435 million IPO

Ferguson in the registration of its ordinary shares with the SEC, additional listing of its ordinary shares on the New York Stock Exchange and concurrent termination of its American Depositary Receipt program

Fox in its:

• $1.25 billion offering of senior notes
• $440 million acquisition of Tubi
• $1.2 billion offering of senior notes

Huntsman International in its $750 million offering of senior notes

InflaRX in its:

• $50 million follow-on offering of common stock and establishment of an “at-the-market” sales program
• $46 Million offering Following FDA Emergency Use Authorization

Intelsat in its debt restructuring and in connection with its Chapter 11 bankruptcy

J.C. Penney in its debt restructuring and in connection with its Chapter 11 bankruptcy

KPS Capital Partners in its acquisition of AM General and related $600 million offering of senior notes to fund the acquisition

LLamasoft, a portfolio company of TPG Capital, in its $1.5 billion sale to Coupa Software

Metromile in its $500 million acquisition by Lemonade

Montes Archimedes Acquisition Corp., a SPAC sponsored by Patient Square Capital, in its:

• $400 million IPO
• $7.3 billion business combination with Roivant Sciences

NortonLifeLock in its ~$25 billion combination with Avast

Norwegian Cruise Line in its:

• $2.4 billion transaction involving four different capital markets products, the first-ever four-tranched marketed financing
• multiple liability management transactions totaling $2.25 billion, consisting of offerings of exchangeable senior notes and common equity
• multiple follow-on offerings of common stock totaling ~$2.3 billion
• multiple offerings of senior notes totaling ~$2.8 billion
• $287.5 million follow-on offering of common stock, $750 million offering of senior notes and $400 million offering of exchangeable senior notes

Parthenon Capital Partners-backed loanDepot in its $53.9 million IPO

Patient Square Capital in its:

• acquisition of SOC Telemed
• $7.1 billion take-private of Syneos Health, Inc.
• $80 million PIPE Investment in Compass Therapeutics, Inc

Pharvaris in its:

• “at-the-market” offering program of $75 million of common shares
• $80 million pre-IPO cross-over financing
• $190.2 million IPO
• $70 million PIPE offering

Pike Corp. in its:

• majority investment by Lindsay Goldberg
• multiple offerings of senior notes totaling $725 million

Rocket Software in its

• $500 million offering of senior notes
• pending committed financing to acquire the AMC business of OpenText for $2.275 billion

Root in its $300 million term loan facility from BlackRock

SVB Leerink, as underwriter, in connection with Mereo BioPharma Group’s public offerings of American Depositary Shares totaling ~$165 million

TPG Capital and Transplace in the $2.25 billion sale of Transplace to Uber Freight 

TPG Real Estate Finance Trust in its:

• sale of its $572 million debt securities portfolio to an undisclosed counterparty
• up to $325 million investment from Starwood Capital

Tupperware Brands in its cash tender offers to purchase up to $175 million aggregate principal amount of its outstanding senior notes

The underwriters in connection with the:

• $78 million IPO of Vaxxinity
• $828 million IPO of LifeStance Health Group

United Airlines in its:

• $5 billion funding from the U.S. Treasury under the CARES Act Payroll Support Program
• $6.8 billion financing comprising of $3.8 billion of bonds and $3 billion of term loans secured by its MileagePlus loyalty program

Viagogo in its debt and preferred equity financings to fund its $4.05 billion acquisition of StubHub from eBay

Unisys in its $485 million offering of senior notes

WeWork in connection with:

• multiple offerings of senior notes totaling ~$800 million
• a secondary offering of $550 million of senior notes from a selling noteholder affiliated with SoftBank
• junior tranche L/C commitment of $350 million, with an additional $120 million upsize

Davis Polk & Wardwell LLP

• Partner, 2014–2018
• Associate, 2006–2014