HubSpot, Inc. $400 Million Convertible Senior Notes Offering


Davis Polk advised the initial purchasers in connection with a Rule 144A offering by HubSpot, Inc. of $400 million aggregate principal amount of its 0.25% convertible senior notes due 2022, which includes the full exercise of the initial purchasers’ over-allotment option. In addition, Davis Polk advised the counterparties to convertible note hedge and warrant transactions in connection with the offering.

Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated acted as representatives of the initial purchasers.

HubSpot is an inbound marketing and sales platform listed on the New York Stock Exchange under the symbol “HUBS.”

The Davis Polk corporate team included partner Joseph A. Hall (Picture) and associate Martin Oberst. The equity derivatives team included partner Mark M. Mendez and associates Barry J. Gewolb, Won Lee, Caitlin L. Wood and Jenny Ge. The tax team included partner Po Sit. Partner Pritesh P. Shah provided intellectual property and technology advice. Counsel Ann Becchina provided executive compensation advice.

Involved fees earner: Joseph Hall – Davis Polk & Wardwell; Martin Oberst – Davis Polk & Wardwell; Mark Mendez – Davis Polk & Wardwell; Barry Gewolb – Davis Polk & Wardwell; Won Lee – Davis Polk & Wardwell; Caitlin Wood – Davis Polk & Wardwell; Jenny Ge – Davis Polk & Wardwell; Po Sit – Davis Polk & Wardwell; Pritesh P. Shah – Davis Polk & Wardwell; Ann Becchina – Davis Polk & Wardwell;

Law Firms: Davis Polk & Wardwell;

Clients: Merrill Lynch, Pierce, Fenner & Smith Incorporated; Morgan Stanley; JP Morgan Securities;

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Author: Ambrogio Visconti