The Firm represented L-3 Communications Holdings, Inc. (“L-3”) in connection with its spin-off of Engility Holdings, Inc. (“Engility”), a new, independent, publicly-traded government services company. On July 17, 2012, each L-3 shareholder of record received one share of Engility for every six shares of L-3 common stock held by such shareholder as of July 16, 2012. Engility shares will trade on the New York Stock Exchange under the symbol “EGL”.
In connection with the spin-off, the Firm also represented Engility Corporation, a wholly-owned subsidiary of Engility, with the establishment of a senior secured credit agreement that provides for total aggregate borrowings of $400 million under a $335 million senior secured term loan facility and a $65 million senior secured revolving credit facility. A portion of the proceeds from such new facilities was used to finance a $335 million distribution to L-3 and a portion of the related transaction fees and expenses.
The Simpson Thacher team included: Vince Pagano, Arjun Koshal, Dora Jimenez, Bharat Kejriwal and Samuel Warfield (Capital Markets); AJ Kess, Stella Kwak, Emily Tabak Epstein and Bradley Goldberg (Public Company Advisory Practice); Bill Curbow, Daniel Layfield and Bennett Surajat (M&A); Marissa Wesely, James D. Cross, Kristin Marvin and Jason Pearl (Banking and Credit); Alvin Brown, Jamin Koslowe and Jennifer Pepin (Executive Compensation and Employee Benefits); and John Creed, Noah Beck and Beatrice Larkin (Tax). Summer associates Hana Nah, Holly Gurian, Deborah Gruen and Shanita Nicholas also provided valuable assistance.