Kate Darracott
  1. Associate

Ms. Darracott is an associate in Davis Polk’s Corporate Department, practicing in the London office. She has experience working across Europe and the U.S. and advising on various capital markets transactions, including initial public offerings, follow-on equity offerings, high-yield, investment-grade and convertible debt offerings and private placements of equity and debt securities. She also advises corporate and investment banking clients on securities law compliance and disclosure questions, as well as corporate governance.

Her experience ranges across a variety of industries, including financial institutions, technology services, pharmaceutical and biotech, consumer/retail, energy/utilities and industrials.

Work Highlights

Selected Equity Capital Markets Experience
  • The underwriters in connection with:
    • Deutsche Bank AG’s €8 billion rights offering
    • Cellectis S.A.’s recent SEC-registered follow-on equity offering and stock exchange listing on NASDAQ
    • First Data Corporation’s $2.5 billion registered IPO and stock exchange listing on NASDAQ
    • PDC Energy, Inc.’s SEC-registered block trade of common stock
    • Sagent Pharmaceutical’s registered SEC follow-on equity offering and stock exchange listing on NASDAQ
    • Tower International’s registered SEC follow-on equity offering
    • the SEC-registered secondary offering of common stock of General Motors Company, sold by the U.S. Department of the Treasury and the UAW Retiree Medical Benefits Trust
  • The underwriters for:
    • Vantiv, Inc.’s SEC-registered secondary block trade of common stock
    • Mead Johnson Nutrition Company’s SEC-registered offering of common stock
    • A French clinical-stage biotechnology company on its potential SEC-registered initial public offering of ordinary shares and listing on the NASDAQ
    • An Australian retailer on its potential SEC-registered initial public offering and listing on the NYSE
    • A German clinical-stage biotechnology company on its potential SEC-registered initial public offering of ordinary shares and listing on the NASDAQ
    • A multinational clean energy company on its potential SEC-registered initial public offering
    • A Turkish internet company on its potential SEC-registered initial public offering and listing on the NASDAQ
    • Venture Global LNG, Inc. for a Section 4(a)(2) private placement of common stock
    • Healthways, Inc.’s Rule 144A cash convertible notes offering, note hedge and warrant transactions
Selected Debt Capital Markets Experience
  • Visa Inc. in connection with their $16 billion debt issuance for financing the acquisition of Visa Europe
  • The underwriters for:
    • the establishment of Deutsche Bank’s MREL compliant $2.3 billion senior debt issuance
    • Diageo Capital plc’s SEC-registered offering of senior notes
    • W.W. Grainger, Inc.’s SEC-registered senior notes shelf takedown transactions
    • Whole Foods Market, Inc.’s SEC-registered offering of senior notes
    • Penske Truck Leasing Co., L.P. and PTL Finance Corporation in a variety of Rule 144A offerings of senior notes
    • a variety of Cliffs Natural Resources Inc.’s high-yield bond refinancing transactions
    • PPG Industries, Inc.’s in a variety of SEC-registered offerings of senior notes
    • Coach, Inc.’s SEC-registered offering of senior notes
    • a variety of SEC-registered and Rule 144A offerings of senior notes by General Motors Company
    • Moody’s Corporation’s SEC-registered offering of senior notes
    • Trinity Industries’ SEC-registered offering of senior notes
    • Valmont Industries, Inc.’s SEC-registered offering of senior notes guaranteed by certain subsidiaries and concurrent SEC-registered tender offer for senior notes
    • Mead Johnson Nutrition Company’s SEC-registered offering of senior notes
    • Blackboard Inc.’s SEC-registered offering of senior notes guaranteed by certain subsidiaries
    • LYB International Finance B.V.’s SEC-registered offering of senior notes
    • Nuance Communications, Inc.’s SEC-registered offering of senior notes
    • XPO Logistics, Inc.’s SEC-registered offering of senior notes
  • The underwriters:
    • in a variety of SEC-registered offerings of senior notes offerings by General Motors Financial Company, Inc.
    • in a qualified reopening by MHGE Parent, LLC and MHGE Parent Finance, Inc. of a Rule 144A offering of high yield notes
    • in connection with Invacare Corporation’s Rule 144A equity-linked notes offering, note hedge and warrant transactions
    • in connection with SunPower Corporation’s unregistered subsequent offering of equity-linked notes
  • AstraZeneca Plc in connection with their $2 billion debt issuance (June 2017) and ongoing disclosure matters, including assisting with the preparation of their annual reports and quarterly earnings updates
  • The issuer, DXC Technology Company, and the underwriters from time to time, in a variety of SEC registered debt raising, restructuring and acquisition financing transactions
  • Prime Property Fund, LLC in a variety of unregistered senior notes offerings guaranteed by certain wholly-owned subsidiaries
  • JPMorgan Chase & Co. on its medium-term notes program
 Selected Corporate and Regulatory Experience
  • AstraZeneca Plc on its ongoing reporting and compliance obligations, including review and advice in relation to its annual reports and quarterly earnings releases
  • The Royal Bank of Scotland Group on its ongoing reporting and compliance obligations, including assisting in the preparation of its annual reports and quarterly earnings releases as well as disclosure advice related thereto
  • A leading private property fund on various securities transactions in connection with financing their portfolio
  • Visa Inc. on various compliance, disclosure and corporate governance matters
  • The underwriters in connection with Deutsche Bank AG’s shelf registration statements and MTN programs. Including advice related to ongoing disclosure and diligence matters

Professional History

  • Davis Polk since 2012
  • State of New York Bar Admission in 2013
  • LL.M., Harvard Law School, 2012
  • St. Andrew's Society of the State of New York Scholar
  • LL.B. (First Class Honors), Law and Geography, University of Glasgow, 2010
  • Dr. John MacCormick Scholar

Practice Focus

Bar Admissions

  • State of New York

Education

  • LL.B. (First Class Honors), Law and Geography, University of Glasgow, 2010
    • Dr. John MacCormick Scholar
  • LL.M., Harvard Law School, 2012
    • St. Andrew's Society of the State of New York Scholar