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Datadog Announces Proposed Private Offering of $550 Million of Convertible Senior Notes
NEW YORK, May 28, 2020 (GLOBE NEWSWIRE) -- Datadog, Inc. (Nasdaq: DDOG), the monitoring and analytics platform for developers, IT operations teams and
About this update from Datadog, Inc.
[{"type":"text","content":"NEW YORK, May 28, 2020 (GLOBE NEWSWIRE) -- Datadog, Inc. (Nasdaq: DDOG), the monitoring and analytics platform for developers, IT operations teams and business users in the cloud age, today announced that it intends to offer, subject to market conditions and other factors, $550 million aggregate principal amount of convertible senior notes due 2025 (the “notes”) in a private placement to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). Datadog also intends to grant the initial purchasers of the notes an option to purchase up to an additional $82.5 million aggregate principal amount of notes.\n The notes will be senior unsecured obligations of Datadog and will accrue interest payable semiannually in arrears. The notes will be convertible under certain circumstances into cash, shares of Datadog’s Class A common stock or a combination of cash and shares of Datadog’s Class A common stock, at Datadog’s election. The interest rate, initial conversion rate, repurchase or redemption rights and other terms of the notes will be determined at the time of pricing of the offering. Datadog intends to use a portion of the net proceeds from the offering to pay the cost of the capped call transactions described below, and the remainder for working capital and other general corporate purposes, which may include potential acquisitions and strategic transactions. In connection with the pricing of the notes, Datadog expects to enter into privately negotiated capped call transactions with one or more of the initial purchasers and/or their respective affiliates and/or other financial institutions (the “option counterparties”). The capped call transactions cover, subject to customary adjustments, the number of shares of Datadog’s Class A common stock that will initially underlie the notes. The capped call transactions are expected generally to offset the potential dilution to Datadog’s Class A common stock upon any conversion of notes and/or offset any cash payments Datadog is required to make in excess of the principal amount of converted notes, as the case may be, with such offset subject to a cap based on a cap price. If, however, the market price per share of Datadog’s Class A common stock, as measured under the terms of the capped call transa...