Goodwin's Capital Markets team advised the initial purchasers on a Rule 144A offering by Wix.com Ltd. (NASDAQ: WIX) of its 0.00% convertible senior notes due 2030. The offering was upsized from $750 million to $1.00 billion plus the full exercise of the initial purchasers' option to purchase $150 million of additional notes. The initial conversion price of the notes represents a premium of 37.5% over the reference price of $153.08 per share. Wix used a portion of the net proceeds to repurchase approximately 0.49 million of its ordinary shares. In connection with the offering, Wix and certain investment bank dealers entered into capped call transactions, which mitigate equity dilution and/or offset payments due upon conversion of the notes and effectively raise the conversion price of the notes to $267.89 per share, a 75% premium over the reference price. Goodwin advised the investment bank dealers on the capped call transactions.
Wix is a leading global platform for creating, managing and growing a complete digital presence. Founded in 2006, Wix empowers millions of users, including self-creators, agencies, enterprises and more, with industry-leading infrastructure, performance and security.
Goodwin's product team consisted of Jim Barri, John Servidio, Kim de Glossop, Ben Colao, Christian Fan and Jason Wu. The corporate team consisted of Audrey Leigh, Jonathan Burr, Paul Heller and Brandon Richards. Dan Karelitz and Garrett Gaughan provided tax advice.
For more information, please see Wix's pricing press release for the offering.