JWCA advises Guidewire on its new $300 million revolving credit facility in conjunction with its upsized $690 million convertible and capped call offering
December 2024 | read press release
Transaction Background and Description
Guidewire Software, Inc. (“Guidewire” or the “Company”) successfully entered into a new $300 million revolving credit facility in conjunction with its upsized $690 million convertible and capped call offering to retire a portion of its outstanding 2025 convertible notes
Guidewire’s objectives included:
Leverage convertible issuance and relationship-building event to simultaneously, efficiently and opportunistically put in place a revolving credit facility with minimal impact to Company
Create $300mm incremental liquidity with flexible terms and attractive pricing allowing for additional strategic and operational flexibility
Solidify its banking relationships in a new corporate facility and diversify its liquidity sources; send positive signal to equity stakeholders
JWCA provided extensive analysis on deal structuring and related items, including:
Designed and executed a 2-step process, allowing the Company to soft-circle a new revolving credit facility in a very short timeframe to accommodate the convertible issuance timeline
Advised on negotiation tactics and analysis, model and internal implications
Designed the structure and provided best-in-class terms on pricing, covenants, definitions and overall flexibility
Helped the Company push the banks in the areas the Company wanted most flexibility to meet its strategic and operational goals
Designed the syndication process in coordination with the convertible execution
Fully syndicated the new revolver by the time the convertible launched
Consulted on the marketing materials, diligence process and overall execution
JWCA negotiated with the lenders and facilitated a smooth process of drafting the credit agreement and ancillary documents to the closing
JWCA provided advice, support and analysis throughout the execution process