Simpson Thacher represented the initial purchasers in bridge financing in the form of a Rule 144A offering of $2.5 billion 12% senior cash pay notes due 2014 and $1.3 billion 13.5% senior subordinated notes due 2015 to finance the acquisition by Clayton, Dubilier & Rice, the Carlyle Group and Bain Capital Partners of HD Supply, Inc. from The Home Depot, Inc. In addition to the notes offering, the financing consisted of a senior term loan facility, a senior asset-based loan facility and certain other capital contributions by the sponsors or their affiliates. The initial purchasers were J.P. Morgan Securities Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Lehman Brothers Inc.
With approximately 1,000 locations across the United States and Canada, HD Supply, Inc. is the second largest wholesale distributor serving the highly fragmented U.S. and Canadian residential, non-residential and public infrastructure construction and facility maintenance and repair markets.
The team of Simpson Thacher attorneys who worked on this transaction includes: Arthur Robinson, John Ericson, Kirsten Davis, Lesley Peng, Sirimal Mukerjee, Brian Gluck, Angela Park and Marisa Ma (Securities); Frank Huck, Patrick Ryan and Jennifer Steen (Credit); Seojung Park (Tax); Michael Isby and Elisa Alcabes (Environmental); Robyn Rahbar (Intellectual Property); Rachel Berry (ERISA); and Aaron Rosenberg (Real Estate). Summer associates, Jonathan Bennett, Daniel Bae and Joe Green, and corporate paralegals, Sanida Kikic and Anne Dana, provided valuable assistance on this transaction.