The Firm represented J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, RBC Capital Markets, LLC, Citizens JMP Securities, LLC, William Blair & Company, L.L.C. and Stephens Inc. as the initial purchasers in connection with Dropbox, Inc.’s (“Dropbox”) offering of $1.25 billion aggregate principal amount of its 1.25% Convertible Senior Notes due 2031 (the “notes”). The size of the offering was upsized from $1.0 billion to $1.25 billion, which includes the exercise in full of the $150 million option granted to the initial purchasers of the notes. 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 approximately 180 countries, Dropbox is on a mission to design a more enlightened way of working. Dropbox is headquartered in San Francisco, California, and has employees around the world.
The Simpson Thacher team included Daniel N. Webb, Karen Reyes, Madeline Cole and Fiona Sands (Capital Markets); Jonathan Lindabury, Marc Langer and Nathanial Hall (Derivatives); Michael Mann (Tax); Tristan Brown (Executive Compensation and Employee Benefits); George Gerstein and Erica Rozow (ERISA); James Talbot and Anthony Tran (IP); and Andrew Pagliughi (Blue Sky).