Tenable $800 million convertible notes offering and capped call transactions

Davis Polk advised the representative of the several initial purchasers in connection with a Rule 144A offering by Tenable Holdings, Inc. of $800 million aggregate principal amount of its 0.25% convertible senior notes due 2031, which included the full exercise of the option by the initial purchasers to purchase an additional $75 million aggregate principal amount of the convertible notes. In addition, Davis Polk advised the counterparties to the capped call transactions entered into in connection with the offering.

Tenable is an exposure management company, exposing and closing the cybersecurity gaps that erode business value, reputation and trust. Tenable’s AI-powered exposure management platform radically unifies security visibility, insight and action across the attack surface, equipping modern organizations to protect against attacks targeting everything from IT infrastructure to cloud environments to critical infrastructure and everywhere in between.

The Davis Polk corporate team included partner Emily Roberts and associates Jared Madnick and Joon Ko. The equity derivatives team included partner Mark M. Mendez, counsel Hanbing Zhang and associates Danielle Forni, Chanique C. Vassell and Selena (Zhijun) Fu. The intellectual property team included partner Matthew J. Bacal. The tax team included partner Aliza Slansky. Members of the Davis Polk team are based in the Northern California and New York offices.