Environmental

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 3, 2025, White Mountains Insurance Group, Ltd. (“White Mountains”), a Bermuda-domiciled financial services holding company, announced that it has signed a definitive agreement to sell a controlling interest in Bamboo, a data-enabled insurance distribution platform, to funds advised by CVC Capital Partners (“CVC”) in a transaction that values Bamboo at $1.75 billion. White Mountains expects the transaction will result in a gain of approximately $310 to its book value per share and net cash proceeds of approximately $840 million. White Mountains will retain an approximately 15% fully-diluted equity stake in Bamboo post-closing, valued at $250 million based on the transaction. Cravath is representing White Mountains and Bamboo in connection with the transaction.

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 underwriters in connection with the $2 billion registered junior subordinated notes offering of Phillips 66 Company, guaranteed by Phillips 66, an energy manufacturing and logistics company with midstream, chemicals, refining, marketing and specialties businesses. The transaction closed on September 18, 2025.

The 2025 edition of the Legal 500 United States ranked Cravath in the top tier nationally in 15 areas: Antitrust - Civil Litigation/Class Actions: Defense; Capital Markets: Debt Offerings (Advice to Issuers); Capital Markets: Debt Offerings (Advice to Underwriters); Capital Markets: Global Offerings (Advice to Issuers); Capital Markets: Global Offerings (Advice to Underwriters); Commercial Lending (Advice to Lenders); Employee Benefits, Executive Compensation and Retirement Plans: Transactional; Environment: Transactional; Financial Services Litigation; General Commercial Disputes; International Tax; M&A: Large Deals ($1bn+); M&A Litigation: Defense; Securities Litigation: Defense; and U.S. Taxes: Non‑contentious. In addition, 79 Cravath attorneys were individually recognized by The Legal 500 United States this year.

On June 10, 2025, Cravath partner Michael L. Arnold participated in “ESG 2025: What It Means for Boards, Management, and Counsel,” a program presented by the Practising Law Institute in New York. The program hosted a number of experts, including company management and in‑house and outside counsel, to review recent trends in the sustainability landscape and best practices for governance. Michael spoke on a panel entitled “Board Oversight of ESG,” which reviewed ESG developments and changes over the past year in board‑level oversight of ESG and gave advice to boards of directors in fulfilling their duties while navigating the ESG landscape.

The 2025 edition of Chambers USA ranked Cravath in the top tier nationally in seven areas: Antitrust; Capital Markets (Investment Grade Debt – Issuer Counsel); Capital Markets (Investment Grade Debt – Manager Counsel); Corporate/M&A (The Elite); Securities (Litigation); Securities (Regulation – Advisory); and Tax (Corporate & Finance). In New York, the Firm was ranked in the top tier in eight areas: Antitrust; Bankruptcy/Restructuring (Highly Regarded); Corporate/M&A (The Elite); Environment (Mainly Transactional); Litigation (General Commercial: The Elite); Litigation (Securities); Media & Entertainment (Corporate); and Tax. Fifty‑four Cravath lawyers were ranked across 23 practice categories.

On April 11, 2025, Cravath partner Michael L. Arnold and of counsel William D. Podurgiel participated in “Proxy Season Hot Topics - Evolving ESG and Shareholder Proposals,” a virtual program co‑hosted by Cravath and the Texas General Counsel Forum. The program reviewed key proxy season updates, including the impact of updated SEC guidance on ESG and shareholder engagement, responses to shareholder proposals under Staff Legal Bulletin 14M, updates to Schedule 13D and 13G reporting and new considerations in ESG disclosures.

Cravath partner Michael L. Arnold was featured as a guest on the March 20, 2025 episode of Slaughter and May’s podcast, covering policy developments in the U.S. and E.U. In the interview, Michael discussed the evolving ESG landscape in the U.S., including international agreements, SEC climate rules and state‑level reporting developments.