JWCA advises Fastly on the repurchase of ~$236mm convertible notes for cash at a meaningful discount to par

May 2023 | read press release

Transaction Background

In May 2023, JWCA advised Fastly (the “Company”) on the cash repurchase of ~$236mm of its outstanding 2026 convertible. Fastly wanted to repurchase their notes at a significant discount to par to opportunistically manage their outstanding liabilities and capital structure.

Fastly’s objectives included:

  • De-lever: retire a portion of the convertible to reduce debt balance

  • Capture a sizeable yield-to-maturity by purchasing the notes at a meaningful discount to par, while also saving a significant amount of cash at maturity

  • Minimize transaction and friction costs: execute as efficiently as possible with a focus on minimizing execution costs

In its role as Repurchase Agent for the transaction, JWCA provided the following support for the Company:

  • Provided analysis and advice around tactics related to investor targeting and engagement

  • Led the investor outreach, negotiation, and execution of repurchases

  • Assisted the company with the analysis of convertible economics, pricing dynamics, and accounting impact

Results

The Company executed a successful liability management transaction for its 0.00% coupon convertible notes due 2026:

  • The Company repurchased ~$236mm face value of their convertible notes (~33% of outstanding) for cash at a meaningful discount to par