The Firm recently represented the initial purchasers, led by J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and SunTrust Robinson Humphrey, Inc., in the offering of $230 million aggregate principal amount of 1.5% Convertible Senior Notes due 2022 by Marriott Vacations Worldwide Corporation (“Marriott Vacations”), which includes the full exercise of the initial purchasers’ overallotment option. The net proceeds were used to pay the cost of the convertible note hedge transactions (after such cost is partially offset by the proceeds to Marriott Vacations from the warrant transactions), repurchase shares of Marriott Vacations’ common stock and for general corporate purposes, including repayment of debt, acquisitions, working capital, inventory, share repurchases and capital expenditures.
In addition, the Firm represented affiliates of the initial purchasers in connection with convertible note hedge transactions and warrant transactions relating to shares of common stock of Marriott Vacations, entered into concurrently with such notes offering.
Marriott Vacations (NYSE: VAC) is a leading global pure-play vacation ownership company, offering a diverse portfolio of quality products, programs and management expertise with more than 65 resorts. Its brands include Marriott Vacation Club, The Ritz-Carlton Destination Club and Grand Residences by Marriott.
The Simpson Thacher team included Roxane Reardon, Lia Toback and Davis Mahon (Capital Markets); Jonathan Lindabury and Lihua Chen (Derivatives); Marcy Geller and Deborah Plum (Tax); Linda Nyberg (Intellectual Property); Larry Moss and Joo Hyun Lee (Executive Compensation and Employee Benefits); Michael Isby (Environmental); and Jennie Getsin (Blue Sky).