8-KAcquisitions & DispositionsMaterial Agreements

NASDAQ, INC. 8-K Report, Agreement Terminated (Apr 19, 2006)

Filed April 19, 2006For Securities:NDAQ

Summary

On April 18, 2006, The Nasdaq Stock Market, Inc. (Nasdaq) announced the completion of its acquisition of 38,100,000 shares, representing 14.87% of the issued share capital, in the London Stock Exchange plc (LSE). This significant strategic investment, valued at approximately GBP 447.7 million (USD $784.8 million), was funded through a new credit facility with affiliates of Bank of America. In conjunction with this acquisition, Nasdaq also utilized the new credit facility to fully repay its previous credit facility established in December 2005. This move signifies a financial restructuring aimed at supporting the LSE stake. Investors should note the substantial increase in Nasdaq's debt, with approximately $1.5 billion currently outstanding under the Bank of America credit facility, reflecting the capital required for this international expansion and strategic positioning.

Key Highlights

  • 1Nasdaq completed the purchase of 14.87% of the London Stock Exchange plc's shares on April 18, 2006.
  • 2The acquisition involved 38,100,000 LSE shares at a price of 1,175 pence per share.
  • 3The total consideration for the LSE shares was approximately GBP 447.7 million, equivalent to about USD $784.8 million.
  • 4The transaction was financed by a new credit facility with affiliates of Bank of America.
  • 5Nasdaq used the new credit facility to repay its previous credit facility from December 8, 2005, in full.
  • 6The company currently has approximately $1.5 billion in outstanding borrowings under the Bank of America credit facility.

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