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PPL Corporation $3.63 Billion Offering of Common Stock and Equity Units
6/28/2010
Davis Polk & Wardwell LLP advised Credit Suisse and Banc of America Merrill Lynch as the joint lead book-running managers in connection with concurrent SEC-registered offerings of 103,500,000 shares of common stock of PPL Corporation, including 13,500,000 shares from the full exercise of the underwriters’ over-allotment option, and 23,000,000 equity units of PPL Corporation, including 3,000,000 equity units from the full exercise of the underwriters’ over-allotment option.

The gross proceeds from the common stock offering were approximately $2.48 billion and the gross proceeds from the equity units offering were approximately $1.15 billion, resulting in total gross proceeds of approximately $3.63 billion. The transaction represents the largest-ever registered equity offering by a U.S. utility company.

PPL Corporation, headquartered in Allentown, Pennsylvania, owns or controls nearly 12,000 megawatts of generating capacity in the United States, sells energy in key U.S. markets and delivers electricity to about 4 million customers in Pennsylvania and the United Kingdom. Its common stock is listed on the New York Stock Exchange under the symbol "PPL." The net proceeds received by PPL Corporation will be used to partially finance its pending acquisition of E.ON U.S. LLC, the parent company of Louisville Gas and Electric Company and Kentucky Utilities Company. Davis Polk also advised Credit Suisse and Banc of America Merrill Lynch in connection with a bridge commitment for such acquisition.

The Davis Polk capital markets team included partner Michael Kaplan, associates Pavan Jawanda and Priya Bindra and summer associates Jon B. Shields and Aaron G. Nissen. The Davis Polk equity derivatives team included partners John M. Brandow and Mark M. Mendez, associates Yan Zhang, Posit Laohaphan, Jay A. Osha and Jessy Li and summer associate Gabriel Gillett. Partner Po Sit, associate Devasish Majumdar and summer associate Paul McLaughlin provided tax advice. Partner Gail A. Flesher and associate Hayden Baker provided environmental advice. Jack S. Keating and Amarilys Katy Barbosa were the legal assistants for the transaction. All members of the Davis Polk team are based in the New York office.