Twilio Inc. Announces Proposed Public Offering of Class A Common Stock

SAN FRANCISCO--(BUSINESS WIRE)--February 18, 2021—Twilio Inc. (“Twilio”) (NYSE: TWLO), the leading cloud communications platform, today announced that it has commenced an underwritten public offering of $1,000,000,000 of shares of its Class A common stock. All of the shares in the proposed offering will be sold by Twilio. In addition, Twilio expects to grant the underwriters a 30-day option to purchase up to an additional $150,000,000 of shares of its Class A common stock in the offering. The proposed offering is subject to market and other conditions, and there can be no assurance as to whether or when the proposed offering may be completed, or as to the actual size or terms of the offering.

Morgan Stanley and J.P. Morgan are acting as joint book-running managers for the proposed offering. Academy Securities, Cabrera Capital Markets and Siebert Williams Shank are acting as co-managers for the proposed offering.

The public offering is being made pursuant to an automatic shelf registration statement on Form S-3 that was filed by Twilio with the U.S. Securities and Exchange Commission (the “SEC”) and automatically became effective upon filing. A preliminary prospectus supplement and accompanying prospectus relating to and describing the terms of the offering have been filed with the SEC and are available on the SEC’s website at www.sec.gov. Copies of the final prospectus supplement and accompanying prospectus, when available, may be obtained from Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014; or J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (866) 803-9204, or by email at prospectus-eq_fi@jpmchase.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.