The exchangeable senior notes are due 2028

Davis Polk advised the representative of the initial purchasers in connection with a Rule 144A offering by Seagate HDD Cayman, pursuant to which it issued $1.5 billion aggregate principal amount of 3.50% exchangeable senior notes due 2028, including $200 million aggregate principal amount of exchangeable notes pursuant to the exercise of the initial purchasers’ over-allotment option to purchase additional exchangeable notes. The exchangeable notes are unconditionally guaranteed by Seagate Technology Holdings plc and Seagate Technology Unlimited Company. Davis Polk also advised the counterparties to capped call transactions entered into by Seagate HDD Cayman and Seagate Technology Holdings plc in connection with the offering.

Seagate is a leading provider of data storage technology and infrastructure solutions. Its principal products are hard disk drives. In addition, Seagate produces a broad range of data storage products including solid state drives, solid state hybrid drives and storage subsystems, as well as a scalable edge-to-cloud mass data platform that includes data transfer shuttles and a storage-as-a-service cloud.

The Davis Polk corporate team included partner Michael Kaplan and counsel Jeffrey S. Ramsay. The equity derivatives team included partner Mark M. Mendez, counsel Hanbing Zhang and associates Gregory E. Marchesini, Alexander S. Pettingell and Ji Hwan Kim. The tax team included partner Lucy W. Farr and associate Dov Sussman. Partner Pritesh P. Shah provided intellectual property advice. All members of the Davis Polk team are based in the New York office.

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