Fenwick represented Bill.com (NYSE: BILL), a leading provider of cloud-based software that simplifies, digitizes, and automates complex back-office financial operations for small and midsize businesses, in its concurrent $1.38 billion public offering of shares of its common stock and its $575 million offering of 0% convertible senior notes due 2027, including the full option exercise in both offerings.

Goldman Sachs & Co. LLC, BofA Securities, J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC acted as joint book-running managers for the common stock offering. Jefferies LLC, Deutsche Bank Securities Inc., Barclays Capital Inc. and KeyBanc Capital Markets Inc. acted as bookrunners for the common stock offering. Canaccord Genuity LLC, Needham & Company, LLC, Nomura Securities International, Inc., Oppenheimer & Co. Inc., Piper Sandler & Co. and William Blair & Company, L.L.C. acted as co-managers for the common stock offering.

In addition, in connection with the offering of convertible senior notes, Fenwick represented Bill.com in connection with its entry into capped call transactions with one or more of the initial purchasers of the notes or their respective affiliates and/or other financial institutions.

The company intends to use the net proceeds of the offerings for general corporate purposes, which may include working capital, capital expenditures and potential acquisitions and strategic transactions. The company will also use the net proceeds from the convertible senior notes offering to pay the cost of the capped call transactions. More information can be obtained from Bill.com’s public offering and convertible senior notes offering announcements.

The Fenwick transaction team for both offerings included corporate partners David Michaels, Per Chilstrom, Julia Forbess, and Dawn Belt, and corporate associates Chelsea Anderson, Michael Shaw, Henry Pruitt, Arielle Trapp, Tarra Theisen, Frances Fuqua and Faye Wang; and tax partner Will Skinner.

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