Box, Inc.’s $345 Million Notes Offering


Goodwin Procter LLP advised Morgan Stanley & Co. LLC, Credit Suisse Securities (USA) LLC and Wells Fargo Securities, LLC on the deal.

Box, Inc. announced a Rule 144A offering of 0% Convertible Senior Notes due 2026. The offering launched at $300 million, but was upsized to $315 million, plus the full exercise of the initial purchasers’ option to purchase additional notes. The initial conversion price of the notes feature a premium of 45% up from the reference price of approximately $17.79 per share. In connection with the offering, Box, Inc. and certain investment bank dealers entered into capped call transactions, which mitigates equity dilution and/or offsets payments due upon conversion of the notes and effectively raises the conversion price of the notes to approximately $35.58 per share, a 100% premium over the reference price.

Box Inc. (NYSE: BOX) provides a leading cloud content management platform that enables organizations of all sizes to securely manage cloud content while allowing easy, secure access and sharing of this content from anywhere, on any device.

Goodwin’s product team consisted of Jim Barri (Picture), John Servidio, and Kim de Glossop. Goodwin’s corporate team consisted of Bradley Weber, Erica Kassman, and Andrianna Frinzi. Alexander Plaum provided tax advice.

Involved fees earner: James Barri – Goodwin Procter; Kim de Glossop – Goodwin Procter; Erica Kassman – Goodwin Procter; Alexander Plaum – Goodwin Procter; John Servidio – Goodwin Procter; Bradley Weber – Goodwin Procter;

Law Firms: Goodwin Procter;

Clients: Credit Suisse Securities (USA) LLC; Morgan Stanley; Wells Fargo Securities;

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Author: Ambrogio Visconti