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Tower International, Inc. Initial Public Offering, High-Yield Senior Secured Notes Offering and Related Credit Facility Amendments
10/21/2010
Davis Polk & Wardwell LLP advised Goldman, Sachs & Co., Citigroup Global Markets Inc. and J.P. Morgan Securities LLC as joint book-running managers in connection with the $81 million initial public offering of 6,250,000 shares of common stock of Tower International, Inc. The shares are listed on the New York Stock Exchange under the symbol “TOWR.”

Prior to the IPO, Davis Polk advised J.P. Morgan Securities LLC as representative of the initial purchasers in connection with a $430 million Rule 144A/Regulation S offering by Tower Automotive Holdings USA, LLC and TA Holdings Finance, Inc., as co-issuers, of their 10.625% senior secured notes due 2017. The notes are guaranteed by the parent company, Tower International, Inc., on a senior unsecured basis, and by the parent company’s current and future domestic subsidiaries that are guarantors under Tower International, Inc.’s revolving credit facility and synthetic letter of credit facility, on a senior secured basis. The notes are secured on a pari passu basis with obligations under the synthetic letter of credit facility by a first-priority security interest in specified collateral and by a second-priority security interest in revolving credit facility collateral. The issuers used the proceeds to retire outstanding indebtedness under Tower Automotive Holdings USA, LLC’s first-lien term loan (except for the synthetic letter of credit facility contained therein).

In connection with the notes offering, Davis Polk also advised the agent under Tower Automotive Holdings USA, LLC’s first-lien term loan and revolving credit facilities with respect to the amendment of such facilities and related intercreditor agreements.

Tower International, Inc. is a leading integrated global manufacturer of engineered structural metal components and assemblies primarily serving automotive original equipment manufacturers, with 32 production facilities located in North and South America, Europe and Asia that supply products for approximately 160 vehicle models globally.

The Davis Polk capital markets team included partner Joseph A. Hall and associates Michael Segall, Adam Rachlis and Meghan Maloney. Partner Bradley Y. Smith and associates Kenneth J. Steinberg, Peter T. Bazos, Tenley Laserson Chepiga and Michael J.S. Moran provided credit advice. Partners Michael Mollerus, Neil Barr and Harry Ballan and associates Aharon Illouz and Sarah Joy provided tax advice. Counsel Susan D. Kennedy and former associate Alexandra MacCallum provided real estate advice. Partner Gail A. Flesher and associate Hayden Baker provided environmental advice. Counsel Marcie A. Goldstein provided FINRA advice. Counsel Erin K. Cho of the Washington DC office provided ERISA advice. Gwendolyn P. Ranada and Courtney J. Mitchell were the legal assistants on the transactions. Unless otherwise noted above, all members of the Davis Polk team are based in the New York office.