Simpson Thacher represented Lehman Brothers Inc., J.P. Morgan Securities Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated in connection with Covanta Holding Corporation’s recapitalization. Covanta’s recapitalization consisted of (1) a refinancing of the existing credit facilities of its subsidiary with new credit facilities comprised of a $300 million revolving credit facility, a $320 million funded letter of credit facility and $680 million first lien term loan facility, (2) a public offering of approximately $144 million of Covanta’s common stock (including shares purchased pursuant to the underwriters’ exercise of their over-allotment option), (3) a public offering of approximately $491 million aggregate principal amount of 1.0% Senior Convertible Debentures due 2027 (including debentures purchased pursuant to the underwriters’ exercise of their over-allotment option), and (4) the repurchase of outstanding notes of Covanta’s subsidiaries of approximately $604 million in aggregate principal amount pursuant to tender offers and related consent solicitations. The common stock and convertible debentures offerings closed on January 31, the new credit facilities closed on February 9, and the tender offers closed on February 22.
Lehman Brothers Inc., J.P. Morgan Securities Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated acted as joint book-running managers for the common stock and convertible debentures offerings, and their affiliates acted as agents and lenders under the new credit facilities. Lehman Brothers Inc. also acted as the exclusive dealer manager and solicitation agent for the tender offers and related consent solicitations.
Covanta is a New York Stock Exchange listed company engaging in waste disposal, energy services and specialty insurance through its subsidiaries.
The Simpson Thacher team included Andy Keller, Roxane Reardon, Fid Grandfield, Matt Hanley and Roshan Ouseph (Capital Markets), David Lieberman, Joel Villaseca and Ryan Gavin (Credit), Marcy Geller, Jonathan Cantor, Peter Rosen and Jonathan Talansky (Tax), Amy Beller and Brian Chisling (Energy Regulatory), Mike Isby (Environmental), Steve DeLott (Insurance) and Wonda Joseph (Benefits).