Fenwick Represents Initial Purchasers in Cloudflare's $2.0 Billion Convertible Senior Notes Offering

Fenwick represented the initial purchasers in Cloudflare, Inc.’s (NYSE: NET) offering of $2.0 billion aggregate principal amount of 0% convertible senior notes due 2030 pursuant to Rule 144A under the Securities Act of 1933, as amended, which included the full exercise of the initial purchasers’ over-allotment option.

The net proceeds from the offering will be approximately $1.971 billion after deducting the initial purchasers’ discounts and commissions and estimated offering expenses. The offering and sale closed on June 17, 2025. More information is available in Cloudflare’s announcement.

The Fenwick transaction team included corporate partners David Michaels, Ran Ben-Tzur and Aman Singh, and associates Arielle Trapp, Lexi Smith, Warren Pugash, and Molly Kearnan; tax partner William Skinner; privacy and cybersecurity partner Ana Razmazma and associate Kayla Tanaka; and regulatory partner Robert Slack and counsel Carrie Schroll.