Davis Polk advised the dealer managers in connection with (i) the Rule 144A/Regulation S exchange offers by Westlake Chemical Corporation (“Westlake”) of $624,793,000 aggregate principal amount of its 4.625% senior notes due 2021 and $433,793,000 aggregate principal amount of its 4.875% senior notes due 2023 for the outstanding 4.625% senior notes due 2021 of Eagle Spinco Inc., a wholly owned subsidiary of Axiall Corporation (“Axiall”), and the outstanding 4.875% senior notes due 2023 of Axiall (together, the “Axiall Notes”) and (ii) the related solicitations of consent from the holders of the Axiall Notes to certain amendments under the indentures governing the Axiall Notes. The solicitations received the requisite consents to effect the proposed amendments.

Westlake is a vertically integrated global manufacturer and marketer of basic chemicals, vinyls, polymers and building products. Westlake’s products include some of the most widely used chemicals in the world, which are fundamental to many diverse consumer and industrial markets, including flexible and rigid packaging, automotive products, coatings, residential and commercial construction as well as other durable and non-durable goods.

Axiall is a leading North American manufacturer and international marketer of chemicals and building products. Axiall also manufactures and sells vinyl-based building and home improvement products. Axiall’s products are sold for further processing into a wide variety of end-use applications, including plastic pipe and pipe fittings, siding and window frames, high-quality plastics and coatings for wire and cable, paper, minerals, metals and water treatment industries. Axiall was acquired by Westlake on August 31, 2016 and became its wholly owned subsidiary.

The Davis Polk capital markets team included partner Byron B. Rooney and associates Judah Bareli, Jennifer (Yujia) Jiang and Hillary A. Coleman. The tax team included partner Rachel D. Kleinberg and associate Mahalia S. Burford. The environmental team included counsel David A. Zilberberg and associate Yuko Masunaga. Counsel John. T. Wright and associate Daniel J. Ain assisted on labor matters. Members of the Davis Polk team are based in the New York and Northern California offices.

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