Davis Polk advised Barclays Capital Inc., Citigroup Global Markets Inc., Morgan Stanley & Co. LLC, Jefferies LLC and Wells Fargo Securities, LLC as joint book-running managers on a Rule 144A offering by Spansion LLC, a wholly owned subsidiary of Spansion Inc. of $150 million aggregate principal amount of its 2% exchangeable senior notes due 2020.

In addition, Davis Polk advised Barclays Bank PLC, Citibank, N.A., Jefferies LLC and Wells Fargo Bank, National Association, as counterparties to capped call transactions entered into in connection with the exchangeable senior notes offering.

Headquartered in Sunnyvale, California, Spansion is a global leader in Flash memory-based embedded systems solutions. Spansion’s Flash memory, microcontrollers, mixed-signal and analog products drive the development of faster, intelligent, secure and energy efficient electronics.

The Davis Polk corporate team included partner Alan F. Denenberg and associates Jeffrey Gould, Aaron Justin Epstein and Bryan M. Quinn. The equity derivatives team included partner Mark M. Mendez and associate Alison A. Haggerty. Partner Rachel D. Kleinberg and associate Adam B. Perry provided tax advice. Associates Bruce Rose-Innes and Julian Russo provided intellectual property advice. Counsel Catherine L. Martin provided Investment Company Act advice. Cassandra Aguirre was the legal assistant on the transaction. Members of the Davis Polk team are based in the Menlo Park and New York offices.



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