Davis Polk & Wardwell LLP advised Goldman, Sachs & Co. and J.P. Morgan Securities Inc. as representatives of the several underwriters on the offerings by The Hartford Financial Services Group (The Hartford) of $1.6 billion of common stock, $575 million of depositary shares, each representing a 1/40th share of 7.25% mandatory convertible preferred stock and $1.1 billion of senior notes.

The company intends to use the proceeds of the common stock offering, the depositary shares offering and $425 million of the senior notes offering, together with available funds, to repurchase $3.4 billion of TARP preferred stock held by the U.S. Treasury Department, and the remaining proceeds from the senior notes offering to pre-fund the maturity of the company’s outstanding debt.

The Hartford is among the largest providers of investment products, individual life, group life and disability insurance products, and property and casualty insurance products in the United States.

The Davis Polk corporate team included partner Richard J. Sandler and associates Jean Weng, Andreea Stan, Carlo M. Caponi and Gregory C. Scott (not yet admitted). The Davis Polk equity derivatives team included partners John M. Brandow and Mark M. Mendez and associates Jonathan Armstrong and Noah L. Wynkoop (not yet admitted). Partner Samuel Dimon and associate Yuliya Epifantseva provided tax advice. Amarilys Katy Barbosa was the legal assistant on the transaction. All members of the Davis Polk team are based in the New York office.