Hilton $1.5 Billion Senior Notes Offering and Concurrent Refinancing of Its Approximately $3.959 Billion Senior Secured Term Credit Facilities

Davis Polk advised the joint book-running managers, in connection with the offering by Hilton Worldwide Finance LLC and Hilton Worldwide Finance Corp., both indirect subsidiaries of Hilton Worldwide Holdings Inc., of $900 million aggregate principal amount of their 4.625% senior notes due 2025 and $600 million aggregate principal amount of their 4.875% senior notes due 2027.

Davis Polk also advised the administrative agent in connection with Amendment No. 3 to the credit agreement dated as of October 25, 2013, among Hilton Worldwide Finance LLC, Hilton Worldwide Holdings Inc., Deutsche Bank AG New York Branch, as administrative agent, and the other parties thereto, pursuant to which, among other things, approximately $3.959 billion of existing term loans were refinanced to provide for a reduced applicable margin.

Hilton, headquartered in McLean, Virginia, is one of the largest and fastest growing hospitality companies in the world, with 4,922 hotels, resorts and timeshare properties.

The Davis Polk corporate team included partners Michael Kaplan and Jason Kyrwood and associates Jeong M. Oh, Milson C. Yu, Phoebe Jin and Chris Van Buren. Partner Po Sit and associate Gil Savir provided tax advice. Counsel Loyti Cheng provided environmental advice. All members of the Davis Polk team are based in the New York office.