Simpson Thacher recently completed its representation of the lenders and note purchasers in connection with a $1.3 billion financing by AutoNation, Inc., the nation's largest automotive retailer and a component of the Standard and Poor's 500 Index.
The financings were comprised of bank loans and issuances of unsecured senior notes. In connection with the bank financing, the firm represented J.P. Morgan Securities Inc., JPMorgan Chase Bank, N.A., Banc of America Securities LLC and Bank of America, N.A. in connection with the drafting and negotiation of an amended credit agreement including a $600 million revolving credit facility, of which approximately $100 million was drawn at closing, and a new $600 million term loan facility, which was fully drawn. In connection with the note offering, the firm represented initial purchasers led by J.P. Morgan Securities Inc., Banc of America Securities LLC and Wachovia Capital Markets, LLC in connection with the private offering of $300 million principal amount floating rate senior notes due 2013 and $300 million of 7% senior notes due 2014.
The proceeds from the financing, together with an amount of cash on hand at AutoNation, are being used to fund AutoNation's $1.15 billion common stock issuer tender offer and its related issuer debt tender offer and consent solicitation for $323 million principal amount of its 9% senior notes due 2008.
The Simpson Thacher team that worked on the amended credit agreement included Jim Buresh, Christian Struck and Max Kirchner and the team that worked on the note offering included John Lobrano, Shailini Rao and Carla Crawford (corporate) and Jonathan Cantor (tax).