Hilton’s $1.5 Billion Senior Notes Offering and Term Loan Repricing

Simpson Thacher and Davis Polk advised on the transaction

Simpson Thacher represented Hilton Worldwide Holdings (NYSE: HLT) in connection with a Rule 144A/Regulation S offering of $1.5 billion aggregate principal amount of 5.125% Senior Notes due 2026.

Simpson Thacher also represented Hilton in connection with an amendment to its existing senior secured credit facilities that, among other things, reduced the interest rate margin on all of its outstanding term B-2 loans. Hilton applied the net proceeds from the senior notes offering, together with available cash and borrowings under its revolving credit facility, to complete its $1.2 billion repurchase of shares from a selling stockholder affiliated with HNA Tourism Group Co., Ltd. and to repay approximately $500 million outstanding under its senior secured term loan facility.

Hilton is a leading global hospitality company, with a portfolio of 14 brands comprising more than 5,300 properties with more than 856,000 rooms in 105 countries and territories. The company’s portfolio includes Hilton Hotels & Resorts, Waldorf Astoria Hotels & Resorts, Conrad Hotels & Resorts, Canopy by Hilton, Curio – A Collection by Hilton, DoubleTree by Hilton, Tapestry Collection by Hilton, Embassy Suites by Hilton, Hilton Garden Inn, Hampton by Hilton, Tru by Hilton, Homewood Suites by Hilton, Home2 Suites by Hilton and Hilton Grand Vacations.

The Simpson Thacher team included Joshua Ford Bonnie (Picture), William Golden and Sarah Ali (Capital Markets – D.C.); Edgar Lewandowski, Jessica Asrat and William Hong (Capital Markets – NY); Brian Gluck and Lauren Sullivan (Credit); Andrew Purcell and Christopher Murray (Tax); Greg Grogan (Executive Compensation and Employee Benefits); and Adeeb Fadil (Environmental).

Davis Polk advised the initial purchaser with a team including Shane Tintle and associates Dan Gibbons, Jacqueline Marino and Milson C. Yu. Partner Po Sit provided tax advice. Counsel Loyti Cheng provided environmental advice.

Involved fees earner: Joshua Ford Bonnie – Simpson Thacher & Bartlett; William Golden – Simpson Thacher & Bartlett; Edgar Lewandowski – Simpson Thacher & Bartlett; Jessica Asrat – Simpson Thacher & Bartlett; Brian Gluck – Simpson Thacher & Bartlett; Lauren Sullivan – Simpson Thacher & Bartlett; Andrew Purcell – Simpson Thacher & Bartlett; Christopher Murray – Simpson Thacher & Bartlett; Gregory Grogan – Simpson Thacher & Bartlett; Adeeb Fadil – Simpson Thacher & Bartlett;

Law Firms: Simpson Thacher & Bartlett;

Clients: Hilton Worldwide;

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Author: Ambrogio Visconti