8-KOther EventsExhibits & Filings

NASDAQ, INC. 8-K Report, Corporate Update (Jun 25, 2021)

Filed June 25, 2021For Securities:NDAQ

Summary

Nasdaq, Inc. (NDAQ) announced the completion of the sale of its U.S. fixed income business (NFI) to Tradeweb Markets Inc. This transaction, effective June 25, 2021, marks a strategic divestiture for Nasdaq, allowing it to potentially streamline its operations and focus on core growth areas. A significant secondary effect of this sale is the acceleration and issuance of approximately 6.2 million Nasdaq shares to Newmark SPV I, LLC, an assignee of BGC. This share issuance is a result of a contingent obligation outlined in a 2013 purchase agreement, which was adjusted and accelerated upon the closing of the NFI sale.

Key Highlights

  • 1Completion of the sale of Nasdaq's U.S. fixed income business (NFI) to Tradeweb Markets Inc.
  • 2The transaction was effective as of June 25, 2021.
  • 3Nasdaq issued approximately 6.2 million shares of its common stock.
  • 4The share issuance was to Newmark SPV I, LLC, an assignee of BGC.
  • 5The share issuance was a result of accelerated contingent obligations from a 2013 purchase agreement.
  • 6The 2013 Purchase Agreement with BGC Partners, L.P. and its affiliates was a key factor in the share issuance.
  • 7A press release dated June 25, 2021, was issued to announce these events.

Frequently Asked Questions

The main event is the completion of the sale of Nasdaq's U.S. fixed income business (NFI) to Tradeweb Markets Inc.

Nasdaq issued approximately 6.2 million shares as a result of a contingent obligation from a 2013 purchase agreement with BGC Partners. The sale of NFI triggered an acceleration and adjustment of this obligation, leading to the share issuance.

The shares were issued to Newmark SPV I, LLC, which is an assignee of BGC.

While not explicitly detailed in this filing, the sale of a business segment typically indicates a strategic decision by the company to divest non-core assets, potentially to focus resources on other areas, improve profitability, or reduce operational complexity.