The Firm represented Ford Motor Company in connection with its entry into $18.485 billion of secured credit facilities and its issuance of $4.950 billion of unsecured senior convertible notes. The transactions closed on December 15, 2006 and represent a significant financing milestone both for the Company and the Firm as the secured credit facilities mark the largest leveraged financing of its kind and the convertible notes offering is one of the largest ever by a non-investment grade company.
The secured credit facilities are comprised of a $11.485 billion revolving facility and a $7 billion term loan, secured by a substantial portion of the Company's domestic automotive assets and equity interests in major foreign subsidiaries (including Volvo). The senior credit facilities were arranged by J.P. Morgan Securities Inc., Citigroup Corporate and Investment Banking and Goldman Sachs Credit Partners L.P. JPMorgan Chase Bank, N.A. is the administrative agent, Wilmington Trust Company is the collateral agent and several financial institutions share the role of agent and bookrunners. The joint-book running managers for the convertible notes offering were Citigroup Corporate and Investment Banking, Goldman, Sachs & Co., J.P. Morgan Securities Inc., Deutsche Bank Securities Inc., Lehman Brothers Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. Incorporated, and BNP Paribas Securities Corp.
The Simpson Thacher team on the transaction included: David Eisenberg, Jennifer Hobbs, Alice Eaton, Erik Hepler, Vanessa Bressler, Ursula Mackey, Amar Qari, Mark Thompson, Jennifer Marines (Credit); Michael Nathan, Alan Schnitzer, Avrohom J. Kess, Ryan Bekkerus, Emily Tabak, Melissa Heaton, Nathan Ostrander, Sarmad Khojasteh, Rafael Vasquez, Anette Somosi (Capital Markets); David Sorkin (Corporate); Roy Reardon, Mark Cunha, Jessica Murzyn, Michael Ybarra, Heather Shaffer (Litigation); Alvin Brown, Rachel Berry, Jarrett Hoffman (Executive Compensation); Mardi Merjian, Julia Rubin (Real Estate); Stephen Todrys, Marcy Geller, Diane Gipstein, Shari Silverman (Tax); John Ohlweiler, Andrew Janis (Labor); Michael Isby, Timothy Mulvihill (Environmental); Lori Lesser, Esther Kim (IP); Nick Dang, Courtney Schrenko, Anne Dana (Paralegals).