Ingersoll-Rand Luxembourg Finance S.A. $1.5 Billion Senior Notes Offering

Davis Polk advised the joint book-running managers and representatives of the several underwriters in connection with an SEC-registered offering of senior notes by Ingersoll-Rand Luxembourg Finance S.A. The offering consisted of $400 million aggregate principal amount of 3.500% notes due 2026, $750 million aggregate principal amount of 3.800% notes due 2029 and $350 million aggregate principal amount of 4.500% notes due 2049. The notes are guaranteed by Ingersoll-Rand plc, Ingersoll-Rand Global Holding Company Limited, Ingersoll-Rand Lux International Holding Company S.à r.l., Ingersoll-Rand Irish Holdings Unlimited Company and Ingersoll-Rand Company. The company intends to use the net proceeds from the offering for general corporate purposes, including to fund its previously announced acquisition of Precision Flow Systems.

Ingersoll-Rand is a diversified, global company that provides products, services and solutions to enhance the quality, energy efficiency and comfort of air in homes and buildings, transport and protect food and perishables and increase industrial productivity and efficiency.

The Davis Polk corporate team included partner John G. Crowley, and associates Jaryn S. Fields and Amy Mao. Partner Rachel D. Kleinberg and associate Danielle Rapaccioli provided tax advice. Counsel Loyti Cheng, and associate Michael Comstock provided environmental advice. Counsel Jeanine P. McGuinness and Will Schisa provided sanctions advice. Counsel Charles Shi provided ERISA advice. Members of the Davis Polk team are based in the New York, Northern California and Washington DC offices.