Latham & Watkins Advises on Guidewire Software, Inc.’s Upsized US$600 Million Convertible Senior Notes Offering

Guidewire Software, Inc. (NYSE: GWRE) has announced the pricing of its offering of US$600 million aggregate principal amount of 1.25% convertible senior notes due 2029 in a private offering to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933. The offering size was increased from the previously announced offering size of US$500 million aggregate principal amount of notes. The issuance and sale of the notes are scheduled to settle on October 18, 2024, subject to customary closing conditions. Guidewire also granted the initial purchasers of the notes an option to purchase, for settlement within a period of 13 days from, and including, the date the notes are first issued, up to an additional US$90 million aggregate principal amount of notes.

Latham & Watkins LLP represents Guidewire Software, Inc. in the offering with a capital markets team led by Bay Area partners Rick Kline and Sarah Axtell, with associate Sandy Kugbei. Advice was provided on convertible debt matters by New York/Los Angeles partner Greg Rodgers, with associate Ryan Gold; on equity derivatives matters by New York partner Reza Mojtabaee-Zamani, with associate Hera Liao; on tax matters by New York partners Elena Romanova and Aaron Bernstein, with associate Michael Yu; and on banking matters by Los Angeles partner Mark Morris and New York/Los Angeles partner Nathan Whitaker.