JWCA advises DigitalOcean on its $800 million credit facility, consisting of a $500 million delayed draw term loan and $300 million revolver

May 2025 | read press release

Transaction Background and Description

DigitalOcean Holdings, Inc. (“DigitalOcean” or the “Company”) successfully entered into a new 5-year, $800 million credit facility, comprising of a $500 million 9-month delayed draw term loan and $300 million revolving credit facility

DigitalOcean’s objectives included:

  • Obtain access to additional capital to manage outstanding convertible obligations and capital structure through a $500mm term loan

  • Provide timing flexibility on utilizing term loan commitments to refinance convertible notes due 2026 through incorporation of a delayed draw feature

  • Create $300mm incremental liquidity through a new revolving credit facility, 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 and other stakeholders

  • Announce closing of credit facility in conjunction with releasing Q1 FY2025 financial results and plans to address the $1.5bn 2026 convertible maturity

JWCA designed the process, structure, terms and supported the full execution, including:

  • Designed and ran a competitive bidding process for potential lenders to provide proposals with Company-friendly terms and aggressive commitment levels

  • Advised on negotiation tactics and analysis, model and internal implications

  • Designed the structure and provided for best-in-class terms on pricing, covenants, baskets 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

  • Consulted on the marketing materials, diligence process and overall execution

  • Tactics around marketing and execution timing

JWCA negotiated with the lenders and facilitated a smooth process of drafting the credit agreement and ancillary documents to a timely closing

JWCA provided advice, support and analysis throughout the execution process