Summary
Intercontinental Exchange, Inc. (ICE) announced a significant definitive agreement to acquire Ellie Mae, a leading cloud-based loan origination software provider, for a total transaction value of $11 billion. The acquisition will be financed through a combination of $9.25 billion in cash and approximately $1.75 billion in ICE common stock. This strategic move is poised to significantly expand ICE's mortgage technology capabilities, integrating Ellie Mae's platform to create a comprehensive end-to-end solution for the U.S. residential mortgage industry. The closing of the acquisition is subject to customary conditions, including regulatory approvals such as the Hart-Scott-Rodino Act, and is not subject to a financing condition. ICE has secured a $10.65 billion senior unsecured bridge facility as backup financing, alongside plans for permanent debt financing through commercial paper, existing credit agreements, and new debt securities. The transaction is expected to close no earlier than September 21, 2020, and no later than February 6, 2021, with potential extension to August 6, 2021, if antitrust approvals are pending.
Key Highlights
- 1ICE has entered into a definitive agreement to acquire Ellie Mae for a total consideration of $11 billion.
- 2The acquisition will be funded by $9.25 billion in cash and approximately $1.75 billion in ICE common stock.
- 3This transaction significantly expands ICE's presence and capabilities in the mortgage technology sector.
- 4Closing conditions include customary regulatory approvals, such as HSR Act clearance.
- 5The acquisition is not subject to a financing condition for ICE.
- 6ICE has arranged a $10.65 billion bridge loan facility as backup financing for the cash portion.
- 7The transaction is expected to close on or after September 21, 2020, with a long-stop date of February 6, 2021 (extendable to August 6, 2021).