8-K/AExhibits & Filings

Intercontinental Exchange, Inc. 8-K/A Report, Exhibit Filing (Nov 19, 2013)

Filed November 19, 2013For Securities:ICE

Summary

Intercontinental Exchange, Inc. (ICE) filed this 8-K/A amendment on November 19, 2013, to provide crucial financial statements following the closing of its merger with NYSE Euronext, which became effective on November 13, 2013. This filing is primarily an informational supplement, incorporating previously filed audited and unaudited financial statements for both ICE and NYSE Euronext for the years 2010-2012 and the first nine months of 2013, respectively. It also includes unaudited pro forma combined financial statements that present the merged entity's financial position and performance as if the merger had occurred at an earlier date. For investors, the key takeaway is the official release of the detailed financial underpinnings of the newly combined company. While the merger itself was announced earlier and closed on November 13, this 8-K/A provides the necessary historical financial data and pro forma views, allowing stakeholders to begin analyzing the financial profile and potential synergies of the combined Intercontinental Exchange Group, Inc. and NYSE Euronext operations. The filing emphasizes that these statements are incorporated by reference and investors should refer to the specific filings for the detailed financial information.

Key Highlights

  • 1This 8-K/A filing serves as an amendment to report the closing of the merger between Intercontinental Exchange (ICE) and NYSE Euronext, effective November 13, 2013.
  • 2The amendment primarily includes the filing of historical audited and unaudited financial statements for both ICE and NYSE Euronext.
  • 3Audited financial statements for NYSE Euronext for the years ended December 31, 2012, 2011, and 2010, along with unaudited statements for the nine months ended September 30, 2013 and 2012, are provided.
  • 4Audited financial statements for ICE for the years ended December 31, 2012, 2011, and 2010, along with unaudited statements for the nine months ended September 30, 2013 and 2012, are also included.
  • 5Unaudited pro forma condensed combined financial statements for the combined entity are presented for the year ended December 31, 2012, and the nine months ended September 30, 2013.
  • 6The filing explicitly states that these financial statements are incorporated by reference from previous filings of ICE and NYSE Euronext.
  • 7The company provides a standard disclaimer regarding forward-looking statements and associated risks, referencing prior SEC filings for further detail.

Frequently Asked Questions

This 8-K/A filing is an amendment to a previous 8-K report. Its main purpose is to officially provide and incorporate by reference the audited and unaudited historical financial statements of both Intercontinental Exchange (ICE) and NYSE Euronext, as well as pro forma combined financial statements, following the successful closing of their merger on November 13, 2013.

The filing includes the audited consolidated financial statements for NYSE Euronext and ICE for the years ended December 31, 2012, 2011, and 2010. It also includes unaudited consolidated financial statements for both companies for the nine-month periods ended September 30, 2013 and 2012. Additionally, unaudited pro forma condensed combined financial statements for the combined entity are provided for the year ended December 31, 2012, and the nine months ended September 30, 2013.

The detailed financial data is incorporated by reference from previous filings made by ICE and NYSE Euronext with the SEC. The exhibits list in the 8-K/A filing specifies the original filings (e.g., Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q) where these statements can be found.

The unaudited pro forma condensed combined financial statements offer investors a view of the combined company's financial performance and position as if the merger had been completed at an earlier date. This allows for a more immediate assessment of the potential financial impact and synergies resulting from the merger, providing a basis for future financial projections and analysis.