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NASDAQ, INC. 8-K Report, Material Agreement (Apr 28, 2020)

Reports
Material Agreements·Financial Events·Other Events+1
Filing Date
Filed April 28, 2020
Period End
April 23, 2020
Security
NDAQ
In the record · 2016–202610-K1110-Q328-K133

NDAQ filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 133 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Apr ’17Apr ’17
  2. Leadership change8-K · Jun ’19Jun ’19
  3. Leadership change8-K · Jul ’22Jul ’22
  4. Material agreement8-K · Jul ’26Jul ’26

01—Abstract

Summary

Summary of the 8-K filed April 28, 2020. Cited figures are marked; the original filing is the authoritative source.

On April 28, 2020, Nasdaq, Inc. (NDAQ) announced the completion of a public offering, successfully raising $500,000,000a in aggregate principal amount of 3.250% senior notes due in 2050.

This offering was conducted under an existing registration statement, and the net proceeds are earmarked for the repayment of short-term indebtedness. The new senior notes are issued under an indenture with Wells Fargo Bank, N.A., as trustee, with an annual interest rate of 3.250%b and a maturity date of April 28, 2050.

The issuance of these notes represents a significant long-term debt financing for Nasdaq, reinforcing its capital structure. Investors can view the terms of this debt through the filed Eighth Supplemental Indenture and related underwriting and legal opinions, which provide transparency into the agreement's specifics and the validity of the issued notes.

02—Key points

Key Highlights

  1. Nasdaq, Inc. successfully completed a public offering of $500 million in 3.250% senior notes due April 28, 2050.
  2. The net proceeds from the offering are intended to be used to repay short-term indebtedness.
  3. The notes were issued under Nasdaq's existing registration statement on Form S-3.
  4. The Senior Notes will pay a fixed annual interest rate of 3.250%.
  5. The maturity date for these new senior notes is April 28, 2050, indicating long-term debt financing.
  6. The offering involved a syndicate of underwriters, including BofA Securities, Goldman Sachs, J.P. Morgan, Mizuho Securities, and Morgan Stanley.
  7. Relevant documents, including the Underwriting Agreement and the Eighth Supplemental Indenture, are filed as exhibits to this report.

03—Questions

Frequently Asked Questions

  1. What is the primary purpose of this 8-K filing?

    This 8-K filing announces the completion of Nasdaq, Inc.'s public offering of $500 million in senior notes due 2050. It details the terms of the notes and the intended use of the proceeds.

  2. How will Nasdaq use the proceeds from the senior notes offering?

    Nasdaq expects to use the net proceeds from this offering to repay short-term indebtedness.

  3. What is the interest rate and maturity date of the new senior notes?

    The senior notes carry a fixed annual interest rate of 3.250% and will mature on April 28, 2050.

  4. What are the key documents filed with this report?

    Key documents filed include the Underwriting Agreement, the Eighth Supplemental Indenture governing the notes, a legal opinion on the validity of the notes, and press releases related to the offering.

04—Continue

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