Simpson Thacher represented ITC Holdings Corp. in connection with its initial public offering of common stock, which closed on July 29, 2005. The offering included 14,375,000 shares of ITC Holdings' common stock, 2,500,000 of which were issued and sold by ITC Holdings and 11,875,000 of which were sold by the principal stockholder of ITC Holdings, International Transmission Holdings Limited Partnership, including 1,875,000 shares purchased by the underwriters pursuant to the exercise of their over-allotment option. The general partner of the Partnership is Ironhill Transmission, LLC and the limited partners of the Partnership include entities managed by affiliates of Kohlberg Kravis Roberts & Co. L.P. and Trimaran Fund Management, L.L.C., as well as Stockwell Fund, L.P.
Lehman Brothers Inc., Credit Suisse First Boston LLC and Morgan Stanley & Co. Incorporated acted as joint book-running managers of the offering and Goldman, Sachs & Co. and UBS Securities LLC acted as co-managers.
ITC Holdings’ operating subsidiary, International Transmission Company, is the first public independently owned and operated electricity transmission company in the United States. ITC owns, operates and maintains a fully-regulated, high-voltage system that transmits electricity to local electric distribution facilities from generating stations in Michigan, other Midwestern states and Ontario, Canada. The local distribution facilities connected to the ITC transmission system serve an area comprised of 13 southeastern Michigan counties, including the Detroit metropolitan area.
The Simpson Thacher team who worked on the offering included David Sorkin, Risë Norman, Brian Stadler, Kirsten Davis, Greg Grogan and Jim Pyle (Corporate); Alvin Brown (Executive Compensation and Employee Benefits); Brian Chisling (Regulatory); Steve Todrys, Nancy Mehlman and Rachel Birnbaum (Tax); Adeeb Fadil and Noreen Lavan (Environmental); and James Cross and Jon Wry (Credit).