The Firm represented Axon Enterprise, Inc. (“Axon”) in connection with a registered offering of $1.15 billion aggregate principal amount of 0% Convertible Senior Notes due 2031 (the “Notes”), which includes the full exercise of the underwriters’ option to purchase additional Notes. Axon used a portion of the net proceeds to pay the cost of certain capped call transactions with respect to the Notes. Axon expects to use the remaining net proceeds for general corporate purposes, which may include, among other things, providing capital to support Axon’s growth and to acquire or invest in product lines, products, services or technologies, including through acquisitions of, or investments in, other businesses.
In addition, the Firm represented Axon in connection with an amendment to its revolving credit facility (the “Credit Agreement”), which increased the total commitments under the Credit Agreement by $200 million to a total aggregate principal amount of $500 million, with the ability to further increase by an additional $150 million, extended the maturity date of the Credit Agreement to September 18, 2031 and provided for other updates to the covenants and terms of the Credit Agreement.
The Firm also represented Axon in separate, privately negotiated capped call transactions, entered into concurrently with the Notes offering.
Axon is a market-leading provider of law enforcement technology solutions. Axon is building the public safety operating system of the future by integrating a suite of hardware devices and cloud software solutions that lead modern policing and cater to federal agencies, corrections, justice and enterprise-level security needs.
Axon’s suite includes cloud-hosted digital evidence management, productivity and real-time operations software, body-worn cameras, in-car cameras, TASER energy devices, robotic security and training solutions.
The Simpson Thacher team included Roxane Reardon, Matt Hart, Andrew Scattergood and Ethan McGinty (Capital Markets); Jonathan Lindabury, Marc Langer, Ruben Aguirre and Nathanial Hall (Derivatives); Christopher Brown, Jule Walsh, Khalia Williams and Ryan Lin (Credit); Edward Grais, Michael Mann and Jemma Li (Tax); Kate Mirino and Alexander Kokka (Intellectual Property); and George Gerstein and Christopher Torikoglu (Executive Compensation and Employee Benefits).