What is the primary purpose of the new Senior Notes?

The €600 million in Senior Notes due 2023 are intended to provide Nasdaq with capital for general corporate purposes. This may include repaying existing debt or funding the cash consideration for the acquisition of U.S. Exchange Holdings, Inc. (ISE).

How does the ISE acquisition relate to this financing?

The proceeds from the Senior Notes offering may be used to finance part of the cash consideration for Nasdaq's acquisition of U.S. Exchange Holdings, Inc. (ISE). This filing also indicates a reduction in bridge loan commitments previously arranged for the ISE Transaction.

What is the interest rate and maturity date of the new Senior Notes?

The Senior Notes carry an annual interest rate of 1.750% and are set to mature on May 19, 2023.

What is the significance of the reduced bridge loan commitment?

Nasdaq significantly reduced its commitment for senior unsecured bridge loans by $670 million. This suggests that Nasdaq may be relying more on equity or other forms of financing, like the newly issued Senior Notes, for the ISE acquisition, or that the overall financing needs for the acquisition have decreased.

NDAQ 8-K: Material Agreements & Financial Events

Summary

Nasdaq, Inc. (NDAQ) filed an 8-K on May 23, 2016, reporting on two significant financial events that occurred on May 17 and May 20, 2016. The company entered into an Underwriting Agreement to sell €600 million in Senior Notes due 2023 and a Third Supplemental Indenture related to these notes. The net proceeds from this offering are intended for general corporate purposes, including potential debt repayment and funding the acquisition of U.S. Exchange Holdings, Inc. (ISE).

Key Highlights

1Nasdaq issued and sold €600 million of 1.750% Senior Notes due May 19, 2023, via a public offering.
2A Third Supplemental Indenture was executed with Wells Fargo Bank, N.A. as trustee for the Senior Notes.
3The proceeds from the note offering are earmarked for general corporate purposes, including debt repayment and funding the acquisition of U.S. Exchange Holdings, Inc. (ISE).
4An Underwriting Agreement was signed on May 17, 2016, with several major financial institutions as underwriters.
5Nasdaq reduced its commitment for senior unsecured bridge loans by $670 million, bringing the total commitment down to $430 million, related to the ISE Transaction financing.
6The company filed Exhibit 1.1 (Underwriting Agreement) and Exhibit 4.1 (Third Supplemental Indenture) with the SEC.

NASDAQ, INC. 8-K Report, Material Agreement (May 23, 2016)

Summary

Key Highlights

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