Coupa Software $805 Million Convertible Senior Notes Offering

Davis Polk advised the representatives of the initial purchasers in connection with a Rule 144A offering by Coupa Software Incorporated of $805 million aggregate principal amount of its 0.125% convertible senior notes due 2025, including $105 million aggregate principal amount of convertible senior notes pursuant to the exercise of the initial purchasers’ option to purchase additional securities. In addition, Davis Polk advised counterparties to capped call transactions in connection with the offering.

Coupa is a leading provider of business spend management solutions and offers a comprehensive, cloud-based business spend management platform that connects organizations with suppliers globally. Coupa’s “value as a service” offering includes procurement, invoicing and expense management modules and is designed to provide greater visibility and control over how companies spend money. Coupa is based in San Mateo, California.

The Davis Polk corporate team included partner Sarah K. Solum and associates Dylan Service and Stephanie Y. Cheng. The Davis Polk equity derivatives team included partner John M. Brandow and associates Katharine O’Banion and Justin Lashley. The tax team included partner Lucy W. Farr. Partner Pritesh P. Shah and associates Daniel F. Forester and Jennifer Leather provided intellectual property and technology advice. Members of the Davis Polk team are based in the Northern California and New York offices.