The Rule 144A offering involved 0% exchangeable notes due 2026

Davis Polk advised the representatives of the initial purchasers in connection with a Rule 144A offering by Spotify USA Inc. of $1.5 billion aggregate principal amount of 0% exchangeable senior notes due 2026, including $200 million aggregate principal amount of exchangeable senior notes pursuant to the exercise of the initial purchasers’ option to purchase additional securities.

Based in Stockholm, Sweden, Spotify is the most popular global audio streaming subscription service. With a presence in 93 countries and territories and growing, its platform includes 345 million monthly active users and 155 million premium subscribers.

The capital markets team included partner Richard D. Truesdell Jr. and associates Ida Araya-Brumskine and Timothy J. Sullivan. The equity derivatives team included partner John M. Brandow and associate Stockton Bullitt. Partner Po Sit and associates Ben Levenback and Brady Plastaras provided tax advice. Counsel Matthew J. Bacal provided intellectual property advice. All members of the Davis Polk team are based in the New York office.