We advised the representatives of the underwriters on the transactions

Davis Polk advised the representatives of the several underwriters in connection with a $600 million SEC-registered follow-on offering of 52,863,437 shares of common stock by Joby Aviation, Inc. Davis Polk also advised a concurrent SEC-registered offering of an aggregate principal amount of $690 million of Joby Aviation’s 0.75% convertible senior notes due 2032 (which included $90 million aggregate principal amount that the underwriters purchased pursuant to their over-allotment option to purchase additional notes). In addition, Davis Polk advised the underwriter in a concurrent SEC-registered delta offering relating to the offer and short sale of 5,286,343 shares of Joby Aviation’s common stock. Davis Polk also advised the counterparties to the capped call transactions entered into in connection with the notes offering.

The aggregate gross proceeds to Joby Aviation, Inc. from the follow-on common stock and notes offerings were approximately $1.3 billion. The net proceeds from the notes offering will be used to fund the cost of entering into the capped call transactions, with the remainder and the net proceeds from the follow-on common stock offering being used to fund certification and manufacturing efforts, prepare for commercial operations and for general working capital and other general corporate purposes.

Joby Aviation is a California-based transportation company developing an all-electric, vertical takeoff and landing air taxi, which it intends to operate as part of a fast, quiet and convenient service in cities around the world.

The Davis Polk capital markets team included partner Richard D. Truesdell Jr. and associates Ryan Mainous and Jared A. Bivens. The equity derivatives team included partner Caitlin L. Wood and associates Richard Stockton Bullitt, Danielle Forni and Ji Hwan Kim. Partner Frank Azzopardi provided intellectual property advice. Partner Lucy W. Farr provided tax advice. All members of the Davis Polk team are based in the New York office.

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