Datadog Announces Pricing of Upsized Offering of $650 Million Convertible Senior Notes

NEW YORK, May 29, 2020 (GLOBE NEWSWIRE) -- Datadog, Inc. (Nasdaq: DDOG), the monitoring and analytics platform for developers, IT operations teams and business users in the cloud age, today announced the pricing of $650 million aggregate principal amount of 0.125% convertible senior notes due 2025 (the “notes”) in a private placement to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The aggregate principal amount of the offering was increased from the previously announced offering size of $550.0 million. Datadog also granted the initial purchasers of the notes an option to purchase up to an additional $97.5 million aggregate principal amount of notes. The sale of the notes is expected to close on June 2, 2020, subject to customary closing conditions.

The notes will be senior unsecured obligations of Datadog and will accrue interest payable semiannually in arrears on June 15 and December 15 of each year, beginning on December 15, 2020, at a rate of 0.125% per year. The notes will mature on June 15, 2025, unless earlier converted, redeemed or repurchased. The conversion rate of the notes will initially be 10.8338 shares of Datadog’s Class A common stock per $1,000 principal amount of such notes (equivalent to an initial conversion price of approximately $92.30 per share of Class A common stock). The initial conversion price of the notes represents a premium of approximately 37.5% over the last reported sale price of Datadog’s Class A common stock on the Nasdaq Global Select Market on May 28, 2020. The notes will be convertible under certain circumstances into cash, shares of Datadog’s Class A common stock or a combination of cash and shares of Datadog’s Class A common stock, at Datadog’s election.

Datadog may redeem for cash all or any portion of the notes, at its option, on or after June 20, 2023 and prior to the 31st scheduled trading day immediately preceding the maturity date of the notes, if the last reported sale price of Datadog’s Class A common stock has been at least 130% of the conversion price for the notes then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which Datadog provides notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date.