The Firm recently represented J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, RBC Capital Markets, LLC, BofA Securities, Inc., U.S. Bancorp Investments, Inc., Canaccord Genuity LLC, Citigroup Global Markets Inc., D.A. Davidson & Co., JMP Securities LLC, KeyBanc Capital Markets Inc. and William Blair & Company, L.L.C. as the initial purchasers in connection with Dropbox, Inc.’s (“Dropbox”) offering of $653 million aggregate principal amount of 0% Convertible Senior Notes due 2026 (“2026 notes”) and $653 million aggregate principal amount of 0% Convertible Senior Notes due 2028 (“2028 notes” and together with the 2026 notes, the “notes”). The size of the offering was upsized from $567.5 million for each series of notes to $653 million. The notes were offered to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended.
The Firm also represented affiliates of the initial purchasers as well as other certain dealers in connection with convertible note hedge transactions and warrant transactions relating to shares of Class A common stock of Dropbox, entered into concurrently with the offering.
Dropbox is a global collaboration platform where content is created, accessed and shared with the world. With more than 700 million registered users across 180 countries, Dropbox is on a mission to design a more enlightened way of working. The company is headquartered in San Francisco, California, and has offices around the world.
The Simpson Thacher team included Kevin Kennedy, Dan Webb, Ryan Coombs and Jesse Feng (Capital Markets); Jonathan Lindabury and Nathan Utterback (Derivatives); Marcy Geller and Scott Grundei (Tax); Tristan Brown and Jeanne M. Annarumma (Executive Compensation and Employee Benefits); Amber Harezlak and Melanie Jolson (IP); and Andrew Pagliughi (Blue Sky).