Davis Polk & Wardwell LLP advised Telefónica, S.A. and Telefónica Emisiones, S.A.U. on the SEC-registered $3.5 billion aggregate principal amount off-the-shelf note offering by Telefónica Emisiones, S.A.U., fully guaranteed by Telefónica, S.A. The offering consisted of $1.2 billion principal amount of 2.582% senior notes due 2013, $900 million principal amount of 3.729% senior notes due 2015 and $1.4 billion principal amount of 5.134% senior notes due 2020.

Telefónica is a diversified telecommunications group that provides a comprehensive range of services through one of the world’s largest and most modern telecommunications networks principally in Spain, Europe and Latin America. Telefónica is the leading provider of fixed-line telephone, wireless communications, Internet access and data transmission services in Spain and in several Latin American markets and the largest telecommunications operator in continental Europe in terms of market capitalization.

The Davis Polk corporate team included partner Michael J. Willisch and associate Jake S. Tyshow of the Madrid office and associates Andrea Buti and Thomas Quirxtner of the London office. Partner John D. Paton and associates Kent Heggerud and Adam B. Perry of the London office provided tax advice. Associate Catherine L. Martin of the New York office provided ‘40 Act advice.