Matthew
Morreale

Cravath represented the administrative agent, joint lead arranger and joint bookrunner in connection with a $4 billion revolving credit facility made available to Valero Energy Corporation, a leading multinational manufacturer and marketer of petroleum‑based and low‑carbon liquid transportation fuels and petrochemical products. The transaction closed on October 16, 2025.

Cravath represented the initial purchasers in connection with the $2.1 billion 144A/Reg. S high-yield senior secured notes and senior notes offering of American Axle & Manufacturing, Inc., a wholly-owned subsidiary of American Axle & Manufacturing Holdings, Inc., a leading global tier 1 automotive and mobility supplier that designs, engineers and manufactures driveline and metal forming technologies to support electric, hybrid and internal combustion vehicles. A portion of the proceeds of the offering will be used in connection with American Axle Manufacturing Holdings, Inc.’s pending business combination with Dowlais Group plc. The transaction closed on October 3, 2025.

Cravath represented the administrative agent, joint lead arranger and joint bookrunner in connection with $1.8 billion of credit facilities made available to Crane Company, as part of the financing transactions undertaken in connection with its pending acquisition of Precision Sensors & Instrumentation (“PSI”) product line from Baker Hughes, a leading energy technology company with a diversified portfolio of technologies and services that span the energy and industrial value chain. Crane Company is a leading industrial manufacturing and technology company. The credit facilities consisted of a $900 million term loan facility and a $900 million revolving credit facility. The transaction closed on September 30, 2025.

On October 2, 2025, Occidental, an international energy company, and Berkshire Hathaway announced a definitive agreement for Berkshire Hathaway to acquire Occidental’s chemical business, OxyChem, in an all‑cash transaction for $9.7 billion, subject to customary purchase price adjustments. Cravath is representing Occidental in connection with the transaction.

Cravath represented the initial purchasers in connection with the $850 million 144A/Reg. S high‑yield senior guaranteed notes offering of Cleveland‑Cliffs Inc., a leading North America‑based steel producer. The transaction closed on September 8, 2025.

On March 6, 2025, Cravath prepared a memo for its clients entitled “Three Key SEC Developments Affecting ESG: Acting Chairman Uyeda’s Climate Rule Statement, SLB 14M and Schedule 13D/G CDIs.” The memo examines these recent actions under the U.S. Securities and Exchange Commission’s new leadership and their potential impact in the environmental, social and governance (ESG) space.

In September 2024, the Transatlantic Law Journal, which is published by the German-American Lawyers’ Association (DAJV), published an article written by Cravath partners John W. White, Matthew Morreale, Elad Roisman, Michael L. Arnold and Kimberley S. Drexler entitled “The SEC’s Landmark Climate Disclosure Rules: Considerations for Non-U.S. Public Companies.” The article examines the U.S. Securities and Exchange Commission’s adopted final rules requiring climate related disclosures for public companies, outlining key takeaways of the final rules and applicability to foreign private issuers and certain other issuers. The article was based on a memo prepared by Cravath for clients in March 2024.

On April 5, 2024, the Harvard Law School (HLS) Forum on Corporate Governance published an article written by Cravath partners John W. White, Matthew Morreale, Elad Roisman, Michael L. Arnold and Kimberley S. Drexler entitled “A Deeper Dive into the SEC’s Landmark Climate Disclosure Rules for Public Companies.” The article examines the U.S. Securities and Exchange Commission’s recently adopted final rules requiring climate‑related disclosures for public companies, outlining key takeaways of the final rules and the timeline for compliance. The article was originally prepared by Cravath as part of a longer memo for clients in March 2024.

On March 18, 2024, Cravath prepared a memo for its clients entitled “A Deeper Dive into the SEC’s Landmark Climate Disclosure Rules for Public Companies.” The memo examines in depth the U.S. Securities and Exchange Commission’s recently adopted final rules requiring climate‑related disclosures for public companies. The memo outlines key takeaways of the final rules; the timeline for compliance; the background of the SEC’s focus on disclosure regarding climate change; the concept of materiality as used in the rules; the rules’ applicability to FPIs and other issuers; ongoing litigation challenging the validity of the rules; and next steps for public companies and their advisors to plan for compliance.

On March 8, 2024, Cravath prepared a memo for its clients entitled “SEC Adopts Climate Disclosure Rules for Public Companies.” The memo examines the U.S. Securities and Exchange Commission’s recently adopted final rules requiring climate-related disclosures for public companies. It provides a high-level summary of the key requirements of the final rules relevant to public companies and their advisors.