Nasdaq Secures $7.025B in Notes for Adenza Acquisition

TL;DR

Nasdaq just dropped $7B+ in new debt to fund the Adenza deal. Big moves!

AI Summary

On March 19, 2024, Nasdaq, Inc. entered into a material definitive agreement related to its previously announced acquisition of Adenza. The company also issued senior notes, including $4.500 billion in Senior Notes due 2032, $0.900 billion in Senior Unsecured Notes due 2033, and $0.875 billion in Senior Notes due 2030, and $1.750 billion in Senior Notes due 2029. These actions are part of Nasdaq's ongoing strategic initiatives.

Why It Matters

Nasdaq's issuance of substantial senior notes signals significant financing activity to support its major acquisition, impacting its debt structure and future financial flexibility.

Risk Assessment

Risk Level: medium — The significant debt issuance to fund an acquisition introduces financial risk related to leverage and interest rate sensitivity.

Key Numbers

• $4.500B — Senior Notes Due 2032 (Part of financing for Adenza acquisition)
• $0.900B — Senior Unsecured Notes Due 2033 (Part of financing for Adenza acquisition)
• $0.875B — Senior Notes Due 2030 (Part of financing for Adenza acquisition)
• $1.750B — Senior Notes Due 2029 (Part of financing for Adenza acquisition)
• $7.025B — Total Senior Notes Issued (Aggregate financing for Adenza acquisition)

Key Players & Entities

• Nasdaq, Inc. (company) — Filer and acquirer
• Adenza (company) — Acquisition target
• $4.500 billion (dollar_amount) — Principal amount of Senior Notes due 2032
• $0.900 billion (dollar_amount) — Principal amount of Senior Unsecured Notes due 2033
• $0.875 billion (dollar_amount) — Principal amount of Senior Notes due 2030
• $1.750 billion (dollar_amount) — Principal amount of Senior Notes due 2029
• March 19, 2024 (date) — Date of earliest event reported

FAQ

From the Filing

0001193125-24-072138.txt : 20240320 0001193125-24-072138.hdr.sgml : 20240320 20240320090607 ACCESSION NUMBER: 0001193125-24-072138 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 18 CONFORMED PERIOD OF REPORT: 20240319 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20240320 DATE AS OF CHANGE: 20240320 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NASDAQ, INC. CENTRAL INDEX KEY: 0001120193 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY & COMMODITY BROKERS, DEALERS, EXCHANGES & SERVICES [6200] ORGANIZATION NAME: 02 Finance IRS NUMBER: 521165937 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38855 FILM NUMBER: 24766464 BUSINESS ADDRESS: STREET 1: 151 W. 42ND STREET CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 1 212 401 8700 MAIL ADDRESS: STREET 1: 151 W. 42ND STREET CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: NASDAQ OMX GROUP, INC. DATE OF NAME CHANGE: 20080227 FORMER COMPANY: FORMER CONFORMED NAME: NASDAQ STOCK MARKET INC DATE OF NAME CHANGE: 20010423 8-K 1 d812900d8k.htm 8-K 8-K false 0001120193 0001120193 2024-03-19 2024-03-19 0001120193 ndaq:CommonStock.01parvaluepershareMember 2024-03-19 2024-03-19 0001120193 ndaq:FourPointFiveZeroZeroSeniorNotesDue2032Member 2024-03-19 2024-03-19 0001120193 ndaq:ZeroPointNineZeroZeroSeniorUnsecuredNotesDue2033Member 2024-03-19 2024-03-19 0001120193 ndaq:ZeroPointEightSevenFivePercentSeniorNotesDue2030Member 2024-03-19 2024-03-19 0001120193 ndaq:OnePointSevenFivePercentSeniorNotesDue2029Member 2024-03-19 2024-03-19     UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549     FORM 8-K     CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2024     Nasdaq, Inc. (Exact name of registrant as specified in its charter)       Delaware   001-38855   52-1165937 (State or other jurisdiction of incorporation)   (Commission File Number)   (I.R.S. Employer Identification No.)   151 W. 42nd Street , New York , New York   10036 (Address of principal executive offices)   (Zip code) Registrant’s telephone number, including area code: +1 212 401 8700 No change since last report (Former Name or Address, If Changed Since Last Report)     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock, $0.01 par value per share   NDAQ   The Nasdaq Stock Market 4.500% Senior Notes due 2032   NDAQ32   The Nasdaq Stock Market 0.900% Senior Notes due 2033   NDAQ33   The Nasdaq Stock Market 0.875% Senior Notes due 2030   NDAQ30   The Nasdaq Stock Market 1.75% Senior Notes due 2029   NDAQ29   The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging Growth Company ☐ If an emerging growth company, i