We advised Leidos in connection with the transactions

Davis Polk advised Leidos Holdings, Inc. in connection with an SEC-registered offering of $750 million aggregate principal amount of 5.750% senior notes due 2033. The notes were issued by Leidos, Inc., Leidos Holdings, Inc.’s wholly owned subsidiary, and are guaranteed by Leidos Holdings, Inc.  

Concurrently with the notes offering, Davis Polk advised Leidos, Inc. in connection with its cash tender offer for any and all of its outstanding $500 million aggregate principal amount of 2.950% notes due 2023.

Leidos intends to use a portion of the net proceeds to repurchase any 2.950% notes due 2023 tendered in the tender offer and pay a portion of the outstanding balance on its existing term loan facility. Leidos intends to use the remaining net proceeds to repay any 2.950% notes due 2023 that remain outstanding following the tender offer and, to the extent net proceeds remain, to fund general corporate purposes.

Leidos is a Fortune 500 technology, engineering, and science solutions and services leader working to solve the world’s toughest challenges in the defense, intelligence, civil and health markets. The company’s 45,000 employees support vital missions for government and commercial customers. Headquartered in Reston, Virginia, Leidos reported annual revenues of approximately $14.4 billion for the fiscal year ended December 30, 2022.

The Davis Polk capital markets team included partner Shane Tintle, counsel Chris Van Buren and associate Jonathan I. Stempel. The finance team included partner Scott M. Herrig and associate Amna Ilyas. Partners Patrick E. Sigmon and Corey M. Goodman and associate Ted Lee provided tax advice. Partner Matthew J. Bacal and associates Mikaela Dealissia provided intellectual property and data privacy advice. All members of the Davis Polk team are based in the New York office.