Palo Alto Networks, Inc. $2 Billion Convertible Senior Notes Offering

Davis Polk advised the representatives of the several initial purchasers in connection with a Rule 144A offering by Palo Alto Networks, Inc. of an aggregate principal amount of $2 billion of its 0.375% convertible senior notes due 2025, which included $250 million aggregate principal amount of notes sold pursuant to the full exercise of the initial purchasers’ over-allotment option. In addition, Davis Polk advised the counterparties to convertible note hedge and warrant transactions in connection with the offering.

Palo Alto Networks has pioneered the next generation of security through their innovative platform that empowers enterprises, service providers and government entities to secure their organizations by safely enabling applications and data running in their networks, on their endpoints and in the cloud and by preventing breaches that stem from targeted cyberattacks.

The Davis Polk corporate team included partner Alan F. Denenberg, counsel Jeffrey Gould and associates Benson Richards and Dana Lueck-Mammen. The equity derivatives team included partner Mark J. DiFiore and associates Annie Li and Lindsey B. Meyers-Perez. Partner Po Sit and associate Daniel L. Jose provided tax advice. The intellectual property and technology transactions team included partner Frank J. Azzopardi. Members of the Davis Polk team are based in the Northern California and New York offices.