Insights
Search Results
Client Highlights
2.13.26
Firm Advises Microchip Technology on Offering of $900 Million of Convertible Senior Notes
On February 11, 2026, Microchip Technology completed an offering of $900 million aggregate principal amount of convertible senior notes due 2030 in a private transaction. The offering amount included the exercise in full of the option that Microchip had granted to the initial purchasers to purchase up to an additional $100 million of notes. In connection with the offering, Microchip entered into privately negotiated capped call transactions with certain of the initial purchasers or their respective affiliates and other financial institutions.
Client Highlights
12.17.25
Wilson Sonsini Advises Nutanix on $300 Million Accelerated Share Repurchase Program
On December 17, 2025, Nutanix, Inc., a leader in hybrid multicloud computing, announced that it had entered into an accelerated share repurchase (ASR) agreement with Bank of America. Wilson Sonsini Goodrich & Rosati advised Nutanix on the transaction.
Client Highlights
12.08.25
Firm Advises Check Point on $2 Billion Convertible Senior Notes Offering
On December 8, 2025, Check Point Software Technologies Ltd. completed an upsized offering of $2 billion aggregate principal amount of convertible senior notes due 2030 in a private transaction. The offering amount included the exercise in full of the option that Check Point had granted to the initial purchasers to purchase up to an additional $250 million of notes. In connection with the offering, Check Point entered into privately negotiated capped call transactions with an affiliate of one of the initial purchasers and certain other financial institutions.
Client Highlights
10.02.25
Wilson Sonsini Advises Kodiak AI on Completed Business Combination with Ares Acquisition Corporation II
On September 29, 2025, Kodiak AI, a leading provider of AI-powered autonomous vehicle technology, announced that Kodiak Robotics, Inc. successfully completed its business combination with Ares Acquisition Corporation II (AACT), a publicly traded special purpose acquisition company. The business combination was approved by AACT shareholders on September 23, 2025. In connection with the closing, AACT was renamed Kodiak AI. Kodiak AI’s common stock and public warrants began trading on Nasdaq on September 25, 2025, under the ticker symbols “KDK” and “KDKRW,” respectively. Wilson Sonsini Goodrich & Rosati advised Kodiak AI on the transaction.
Alerts
9.18.25
CFTC Withdraws Voluntary Carbon Credit Derivatives Listing Guidance
On September 10, 2025, the Commodity Futures Trading Commission (CFTC) issued a brief statement announcing the withdrawal of its previously issued guidance regarding the listing of voluntary carbon credit (VCC) derivative contracts that was finalized and approved in September 2024.
Client Highlights
9.17.25
Firm Advises Planet Labs on $460 Million Convertible Senior Notes Offering
On September 12, 2025, Planet Labs, PBC, completed an upsized offering of $460 million aggregate principal amount of convertible senior notes due 2030, in a private transaction. The offering amount included the exercise in full of the option that Planet Labs had granted to the initial purchasers to purchase up to an additional $60 million of notes. In connection with the offering, Planet Labs entered into privately negotiated capped call transactions with an affiliate of one of the initial purchasers and certain other financial institutions. Wilson Sonsini Goodrich & Rosati advised Planet Labs on the transaction.
Client Highlights
8.20.25
Wilson Sonsini Advises Upstart on $690 Million Convertible Senior Notes Offering
On August 14, 2025, Upstart Holdings, Inc. completed an upsized offering of $690 million aggregate principal amount of convertible senior notes due 2032 in a private transaction. The offering amount included the exercise in full of the option that Upstart had granted to the initial purchasers to purchase up to an additional $90 million of notes. In connection with the offering, Upstart entered into privately negotiated capped call transactions with certain of the initial purchasers or their respective affiliates and other financial institutions.
Client Highlights
7.21.25
Wilson Sonsini Advises Cloudflare on $2.0 Billion Convertible Senior Notes
On June 17, 2025, Cloudflare, Inc. issued $2.0 billion aggregate principal amount of 0% Convertible Senior Notes due 2030. The offering amount included the exercise in full of the option that Cloudflare had granted to the initial purchasers to purchase up to an additional $250 million of notes. In connection with the offering, Cloudflare entered into privately negotiated capped call transactions with certain of the initial purchasers or their respective affiliates and other financial institutions.
Client Highlights
7.09.25
Wilson Sonsini Advises Zscaler on $1.725 Billion Convertible Senior Notes Offering
On July 3, 2025, Zscaler, Inc. issued $1.725 billion aggregate principal amount of 0.00% convertible senior notes due 2028. The offering amount included the exercise in full of the option that Zscaler had granted to the initial purchasers to purchase up to an additional $225 million of notes. In connection with the offering, Zscaler entered into privately negotiated capped call transactions with one or more of the initial purchasers and/or their respective affiliates and/or other financial institutions.
Client Highlights
3.25.25
Wilson Sonsini Advises Microchip on Offering of $1.48 Billion of Depositary Shares
On March 25, 2025, Microchip Technology completed a mandatory convertible preferred stock offering of $1.48 billion of depositary shares, each representing a 1/20th interest in a share of 7.50% Series A Mandatory Convertible Preferred Stock, in an underwritten public offering. The offering amount included the exercise in full of the over-allotment option that Microchip had granted to the underwriters to purchase up to an additional $135 million of depositary shares. In connection with the offering, Microchip entered into privately negotiated capped call transactions with one or more of the underwriters and other financial institutions. Microchip is one of the first technology companies to use this mandatory convertible preferred stock structure with a capped call feature.
Client Highlights
12.13.24
Wilson Sonsini Advises Dropbox on $2 Billion Secured Credit Facility
On December 11, 2024, Dropbox announced that it entered into a Credit and Guaranty Agreement for a secured term loan facility in an aggregate principal amount of up to $2 billion, consisting of initial term loans in an aggregate principal amount of up to $1.0 billion and delayed draw term loans in an aggregate principal amount of up to $1.0 billion. The facility was led and substantially provided by Blackstone Credit & Insurance, who served as lead arranger and lead structuring agent. The proceeds of the term loans may be used for working capital and general corporate purposes, including share repurchases.
Client Highlights
12.10.24
Wilson Sonsini Advises Initial Purchasers in Rule 144A Offering of $1.4 Billion of BILL Convertible Senior Notes
On December 6, 2024, BILL Holdings announced the successful completion of an offering of $1.4 billion aggregate principal amount of 0% convertible senior notes due 2030 in a Rule 144A offering. The offering amount included the exercise in full of the option that BILL had granted to the initial purchasers to purchase up to an additional $150 million of notes.