The 0% convertible senior notes are due 2032

Davis Polk acted as special product counsel to the representatives of the several initial purchasers in connection with a Rule 144A offering by Upstart Holdings, Inc. of an aggregate principal amount of $690 million of its 0% convertible senior notes due 2032, which included $90 million aggregate principal amount of notes pursuant to the exercise in full of the initial purchasers’ option to purchase additional notes. In addition, Davis Polk advised the counterparties to the capped call transactions entered into in connection with the offering.

Upstart is a California-based technology company that applies artificial intelligence models and cloud applications to the process of underwriting consumer credit. Its shares are traded on Nasdaq under the symbol “UPST”.

The Davis Polk equity derivatives team included partner Mark M. Mendez, counsel Katharine O’Banion, Hanbing Zhang and Gregory E. Marchesini and associate Tasha Brown. The tax team included partner Aliza Slansky and associates Tyler Scheiner and Seokwon (Eric) Jang. All members of the Davis Polk team are based in the New York office.