01—Abstract
Summary
Summary of the 8-K filed July 1, 2026. Cited figures are marked; the original filing is the authoritative source.
Nasdaq, Inc. (NDAQ) has announced the execution of an Amended and Restated Credit Agreement, establishing a new $1.5 billiona senior unsecured five-year revolving credit facility.
This facility, which matures on June 30, 2031, replaces the company's previous credit agreement and provides significant financial flexibility. The new agreement allows for potential increases in commitments by up to $1.0 billionb, subject to customary conditions, enabling Nasdaq to pursue strategic growth initiatives such as acquisitions, share repurchases, or the repayment of existing debt. This updated credit facility offers competitive interest rates tied to the company's debt ratings and includes a commitment fee on unused portions.
Key covenants are in place, including a financial covenant based on a Leverage Ratio not exceeding 3.75 to 1.00 (with temporary flexibility for acquisitions), alongside customary negative covenants. The ability to access this substantial liquidity pool underscores Nasdaq's strong financial position and its commitment to managing its capital structure effectively to support its ongoing business objectives.
02—Key points
Key Highlights
- Nasdaq entered into a new $1.5 billion senior unsecured five-year revolving credit facility, effective June 30, 2026.
- The new facility replaces the company's prior credit agreement, enhancing financial flexibility.
- The credit facility has a maturity date of June 30, 2031.
- There is an option to increase the facility's aggregate commitments by up to $1.0 billion under certain conditions.
- Proceeds can be used for general corporate purposes, including acquisitions, debt repayment, and share repurchases.
- The agreement includes a financial covenant limiting the Leverage Ratio to 3.75:1.00, with temporary allowances for acquisitions.
- As of July 1, 2026, no loans were outstanding under the new revolving credit facility.
03—Questions
Frequently Asked Questions
What is the principal amount of the new revolving credit facility and how long will it be available?
The new Amended and Restated Credit Agreement provides for a $1.5 billion senior unsecured five-year revolving credit facility. It matures on June 30, 2031.
What can Nasdaq use the funds from this credit facility for?
The proceeds from the revolving loans are intended for general corporate purposes. This includes financing potential acquisitions, repaying existing indebtedness, funding share repurchase programs, and covering fees and expenses associated with the credit facility itself.
Are there any conditions or limitations on Nasdaq's borrowing under this new agreement?
Yes, the agreement includes customary covenants, such as a Leverage Ratio not exceeding 3.75 to 1.00 as of the last day of any four consecutive fiscal quarters. There are also provisions that allow this ratio to temporarily increase in connection with material acquisitions. Negative covenants limit actions such as the incurrence of indebtedness by subsidiaries and disposition of assets.
Does Nasdaq have the ability to increase the size of this credit facility?
Yes, the Revolving Credit Agreement includes an option for Nasdaq to increase the aggregate commitments under the facility by up to an additional $1.0 billion, subject to customary conditions, including obtaining commitments from lenders.
04—Continue