Latham & Watkins represented EngageSmart, while Fenwick & West advised the underwriters on the deal.
EngageSmart (NYSE: ESMT) announced its initial public offering. The company is a leading provider of vertically-tailored customer engagement software and integrated payments solutions. The total offering size was $378 million, consisting of 14,550,000 shares of common stock at a price of $26.00 per share. Of the offered shares, 13,000,000 shares were offered by EngageSmart and 1,550,000 shares were offered by certain of EngageSmart’s existing stockholders. In addition, the underwriters will have a 30-day option to purchase from EngageSmart and the selling stockholders up to an additional 2,182,500 shares of their common stock at the initial public offering price, less underwriting discounts and commissions. The shares began trading today on the New York Stock Exchange.
J.P. Morgan, Goldman Sachs & Co. LLC, BofA Securities and Citigroup acted as lead book-running managers for the offering. Deutsche Bank Securities, Raymond James, Truist Securities and William Blair acted as book-runners for the offering. KeyBanc Capital Markets, Needham & Company, Penserra Securities LLC, R. Seelaus & Co., LLC and Roberts & Ryan acted as co-managers.
The offering is expected to close on September 27, 2021, subject to customary closing conditions.
The Fenwick transaction team included corporate partners Ran Ben-Tzur (Picture) and Jamie Evans and associates Michael Shaw, Jennifer Hitchcock, Tyler Gratton and John Clancy; privacy and cybersecurity partner Jim Koenig, director Brent Hoard and manager Sarah Borchers; patent partner Daniel Brownstone; litigation partner Catherine Kevane; executive compensation and employee benefits counsel Laura McIntyre; and tax partner Julia Ushakova-Stein and associate Sean McElroy.
Latham & Watkins represented EngageSmart in the offering with a capital markets team led by New York partners Ian Schuman and Stelios Saffos, with New York/Los Angeles associate Brittany Ruiz and New York associates Sandy Kugbei, Christian Vazquez, and James Sullivan. Advice was also provided on public company representation matters by New York counsel Emily Corbi, with New York associate Jamie Conn; on tax matters by New York partner Jiyeon Lee-Lim and Washington, D.C. partner Cheryl Coe, with London associate Ted Gkoo; on benefits & compensation matters by New York partner Bradd Williamson, with Chicago associate Daniel Gocek; on healthcare regulatory matters by Los Angeles counsel Jennifer Yoo, with Houston associate Felicia Alexander; on data privacy & security matters by Washington, D.C. partner Jennifer Archie, London partner Fiona Maclean, with Washington, D.C. associate James Smith and London associates Victoria Wan and Luke Vaz; and on payments matters by Washington, D.C. partner Todd Beauchamp, with Washington, D.C. associates Loyal Horsley and Charles Weinstein.
Involved fees earner: Ran Ben-Tzur – Fenwick & West LLP; Daniel Brownstone – Fenwick & West LLP; John Clancy – Fenwick & West LLP; James Evans – Fenwick & West LLP; Tyler Gratton – Fenwick & West LLP; Jennifer Hitchcock – Fenwick & West LLP; Brent Hoard – Fenwick & West LLP; Catherine Kevane – Fenwick & West LLP; James Koenig – Fenwick & West LLP; Sean McElroy – Fenwick & West LLP; Laura McIntyre – Fenwick & West LLP; Michael Shaw – Fenwick & West LLP; Julia Ushakova-Stein – Fenwick & West LLP; Felicia Alexander – Latham & Watkins; Jennifer Archie – Latham & Watkins; Todd Beauchamp – Latham & Watkins; Cheryl Coe – Latham & Watkins; Emily Corbi – Latham & Watkins; Ted Gkoo – Latham & Watkins; Daniel Gocek – Latham & Watkins; Loyal Horsley – Latham & Watkins; Sandy Kugbei – Latham & Watkins; Jiyeon Lee-Lim – Latham & Watkins; Fiona Maclean – Latham & Watkins; Brittany Ruiz – Latham & Watkins; Stelios Saffos – Latham & Watkins; Ian Schuman – Latham & Watkins; James Smith – Latham & Watkins; James Sullivan – Latham & Watkins; Luke Vaz – Latham & Watkins; Christian Vazquez – Latham & Watkins; Victoria Wan – Latham & Watkins; Charles Weinstein – Latham & Watkins; Bradd Williamson – Latham & Watkins; Jennifer Yoo – Latham & Watkins;
Clients: Bank of America Securities; Citigroup Inc.; Deutsche Bank; EngageSmart; Goldman Sachs & Co.; J.P. Morgan Securities LLC; KeyBanc Capital Markets; Needham & Co.; Penserra Securities; R. Seelaus & Co.; Raymond James & Associates, Inc.; Roberts & Ryan Investments, Inc.; Truist Securities Inc. ; William Blair & Company, L.L.C.;