Rent the Runway growth recapitalization 

Davis Polk advised Rent the Runway, Inc. (RTR) on a series of recapitalization transactions. As part of the recapitalization, and after the Rent the Runway stockholders voted at a special stockholder meeting to approve the conversion as required under the listing rules of the Nasdaq Stock Market LLC, Aranda Principal Strategies converted approximately $230 million of its existing debt investment into common equity ownership, and an investor group consisting of STORY3 Capital Partners and Nexus Capital Management contributed $20 million of cash to RTR’s balance sheet. As of the closing of the transactions, RTR’s total outstanding debt balance was reduced to $120 million with its maturity extended to 2029. In a concurrent rights offering, RTR received an incremental amount of $12.5 million of primary gross proceeds. Following the recapitalization, RTR will continue to operate as a public company and trade under the ticker symbol “RENT” on Nasdaq.

Founded in 2009, Rent the Runway is disrupting the trillion-dollar fashion industry and changing the way women get dressed through the Closet in the Cloud. Through RTR, customers can subscribe, rent items a-la-carte and shop resale from hundreds of designer brands. The Closet in the Cloud offers a wide assortment of millions of items for every occasion, from evening wear and accessories to ready-to-wear, workwear, denim, casual, maternity, outerwear, blouses, knitwear, loungewear, jewelry, handbags, activewear and ski wear.

The Davis Polk corporate team included partner Paul S. Scrivano and counsel Brian L. Friedman. Partner Nicole Brookshire and associates Michael Schuster and Courtney Wax provided capital markets advice. Partner Jennifer S. Conway and associate Josh (Joshua) Ehrhart provided executive compensation advice. Partner Jack Orford, counsel Christopher D. Milla and associate Sophie E. Broadley provided sponsor finance advice. Members of the Davis Polk team are based in the Northern California and New York offices.