The Firm recently represented Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, HSBC Securities (USA) Inc., Morgan Stanley & Co. LLC, SMBC Nikko Securities America, Inc., U.S. Bancorp Investments, Inc. and Wells Fargo Securities, LLC as the initial purchasers in connection with Square, Inc.’s (“Square”) offering of $575 million aggregate principal amount of 0% Convertible Senior Notes due 2026, including an overallotment option of $75 million aggregate principal amount, and $575 million aggregate principal amount of 0.25% Convertible Senior Notes due 2027, including an overallotment option of $75 million aggregate principal amount. 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 Goldman Sachs & Co. LLC, HSBC Bank USA, N.A., Wells Fargo Bank, N.A and Citibank, N.A., among others, in connection with convertible note hedge transactions and warrant transactions relating to shares of Class A common stock of Square, entered into concurrently with the offering.
Square builds tools to empower businesses and individuals to participate in the economy. Sellers use Square to reach buyers online and in-person, manage their business and access financing. And individuals use Cash App to spend, send, store and invest money. Square has offices in the United States, Canada, Japan, Australia, Ireland, Spain and the United Kingdom.
The Simpson Thacher team included Dan Webb, Karen Reyes, Jesse Feng and William Perrone (Capital Markets); Jonathan Lindabury, Caitlin Wood and Nathan Utterback (Derivatives); Tristan Brown and Ashlie Lawton (Executive Compensation and Employee Benefits); Marcy Geller and Edward Grais (Tax); Genevieve Dorment, Melanie Jolson and Corina McIntyre (Intellectual Property); and Jennie Getsin (Blue Sky).