Arrangement of Financing for Fortis Inc.’s $11.3 Billion Acquisition of ITC Holdings Corp.

On February 9, 2016, Fortis Inc. and ITC Holdings Corp. announced that they have entered into an agreement and plan of merger pursuant to which Fortis will acquire ITC in a transaction valued at approximately $11.3 billion. Under the terms of the transaction, ITC shareholders will receive $22.57 in cash and 0.7520 Fortis shares per ITC share. Cravath represented Goldman Sachs in connection with the $2.011 billion bridge facility for the acquisition and the contemplated permanent debt financing.

The Cravath team included partner Tatiana Lapushchik, senior attorney Kimberly A. Grousset and associate Mathew J. Saur on banking matters; associates John R. Love and Ryan J. Patrone on securities matters; and senior attorney Annmarie M. Terraciano on environmental matters.