Imperial Tobacco $4.5 Billion Notes Offering

Davis Polk advised the joint bookrunners in connection with a Rule 144A/Regulation S offering by Imperial Tobacco Finance PLC of $4.5 billion aggregate principal amount of notes guaranteed by Imperial Tobacco Group PLC and Imperial Tobacco Limited. The offering consisted of $500 million principal amount of 2.050% senior notes due 2018, $1.25 billion principal amount of 2.950% senior notes due 2020, $1.25 billion principal amount of 3.750% senior notes due 2022 and $1.5 billion principal amount of 4.250% senior notes due 2025. A portion of the proceeds from the offering will be used to refinance existing indebtedness incurred in connection with Imperial Tobacco’s acquisition of certain assets and cigarette brands from Reynolds American Inc. and Lorillard, Inc.   

Headquartered in Bristol, United Kingdom, Imperial Tobacco is the world’s fourth largest international tobacco company with brands and products available in over 160 countries worldwide. Imperial Tobacco’s significant portfolio of brands includes Davidoff, Gauloises Blondes, JPS, West, USA Gold, Winston, Kool, Salem and Maverick cigarettes, Cohiba, Romeo y Julieta and Montecristo cigars and the e-cigarette brand blu.   

The Davis Polk corporate team included partner Reuven B. Young, counsel Radoslaw Michalak and associate Taylor Hedrick. Partner John D. Paton and associate Lena X. Qiu provided U.S. tax advice. The U.K. tax team included partner Jonathan Cooklin and associate Dominic Foulkes. Counsel Jeanine P. McGuinness provided OFAC advice. Members of the Davis Polk team are based in the London and Washington DC offices.