The 2.5% convertible senior notes are due 2029

Davis Polk advised the representatives of the several initial purchasers, in connection with a Rule 144A offering by LivaNova PLC of $345 million aggregate principal amount of its 2.50% convertible senior notes due 2029, which included $45 million aggregate principal amount of convertible senior notes issued pursuant to the full exercise of the initial purchasers’ option to purchase additional notes. In addition, Davis Polk advised the counterparties to capped call transactions in connection with the offering. In addition, in connection with the unwind of certain existing capped call transactions entered into by LivaNova USA, Inc. relating to its 3.00% cash exchangeable senior notes due 2025, Davis Polk advised the counterparties to the existing capped call transactions.

Headquartered in London, United Kingdom, LivaNova PLC is a market-leading global medical technology company that designs, develops, manufactures, markets and sells products and therapies that are consistent with its mission to provide hope for patients and their families through innovative medical technologies that deliver life-changing improvements.

The Davis Polk corporate team included partner Marcel Fausten and associates Michael Schuster and Jilly Fox. The equity derivatives team included partner Mark M. Mendez, counsel Faisal Baloch and Joseph Luizzi and associates Alexander S. Pettingell and Melissa X. Estrada. Partner Simon Witty and counsel Simon J. Little provided advice with respect to matters under English law. Members of the Davis Polk team are based in the New York and London offices.