Three lawyers from Latham & Watkins have grabbed lead roles in assisting Spotify Technology SA as the music streaming giant seeks to go public on the New York Stock Exchange, according to a registration statement filed Wednesday with the U.S. Securities and Exchange Commission.
Privately-owned Spotify, a startup founded a decade ago in Stockholm and now based in Luxembourg, is pursuing an unconventional direct listing that will make it the first major company to issues stock without hiring investment banks to serve as underwriters. The unique IPO will see Spotify not issue or sell new shares but allow current shares to be sold by stakeholders directly on the NYSE, which will use the ticker symbol SPOT for the company.
Latham corporate chair Marc Jaffe, a former global co-chair of the firm’s capital markets practice, is working with fellow corporate partners Benjamin Cohen and Gregory Rodgers in New York in counseling Spotify on its proposed public listing. Rodgers joined the firm in 1999 from White & Case, while Cohen was one of 31 Latham associates promoted to partner on Jan. 1. All three lawyers were unable to discuss Spotify’s proposed IPO.
Luxembourg’s Arendt & Medernach and Sweden’s Mannheimer Swartling are working with Latham in advising Spotify, whose F-1 filing with the SEC did not yet list legal fees for the expected public listing. While a timeline for Spotify’s float was not given, the company said that it expects $1 billion in stock to trade hands on the NYSE.
Spotify’s New York-based general counsel Horacio Gutierrez, who joined the company in 2016 after roughly 17 years in-house at Microsoft Corp., told Bloomberg Big Law Business last year that Latham and Mannheimer Swartling were two of several firms that he relies upon for outside counsel. Other firms mentioned by Gutierrez include Covington & Burling, Greenberg Traurig, Mayer Brown and Wilson Sonsini Goodrich & Rosati, the latter of which grabbed a role last week for Dropbox Inc. as the San Francisco-based cloud storage technology giant sought to raise $500 million through an IPO on the Nasdaq.
Legal fees related to the Dropbox listing are not yet available, according to a securities filing, which shows that Simpson Thacher & Bartlett is representing underwriters on the upcoming IPO. Dropbox general counsel Bart Volkmer, a former Wilson Sonsini associate, took over as the company’s in-house legal chief in 2016. Sibling publication Corporate Counsel reported in December that Volkmer and Spotify’s Gutierrez were among a group of IPO first-timers at companies seeking to go public this year.
As for Latham, which broke the $3 billion gross revenue mark in 2017, the firm has long handled a number of IPOs in the technology industry. Latham took the lead advising Las Vegas-based data center company Switch Inc. on its $531.3 million IPO, a listing late last year that yielded $2.3 million in legal fees and expenses, according to securities filings. The Switch IPO was the second-largest technology sector IPO of 2017 after Snap Inc.’s $3.9 billion stock market debut.
Spotify did not specify a listing price for the shares in its filing. According to CNBC, the company’s shares have traded as high as $132.50 on private markets, indicating that Spotify could be worth up to $23 billion. Reuters reported Wednesday that the company is currently valued between $16.8 billion and $22.5 billion.
Securities filings by Spotify reveal that, while the company lost $1.5 billion in 2017, it also had 159 million monthly active users and 71 million paying premium subscribers at the end of December. Spotify’s revenue was close to $5 billion last year, compared to $3.6 billion in 2016. The company filed confidentially for its IPO in January, the same month that Spotify was hit with a massive copyright infringement suit in a Los Angeles federal court by Wixen Music Publishing Inc.