Nasdaq, Inc. Announces Early Results of Cash Tender Offers for Up to $218 Million Outstanding Debt Securities

Core Viewpoint - Nasdaq, Inc. announced early results of its cash tender offers to purchase up to $218,053,000 of its outstanding Notes, reflecting an increase from the previously announced cap of $200,000,000 [1] Group 1: Tender Offer Details - The tender offers include three series of Notes: 5.350% Senior Notes due 2028, 5.550% Senior Notes due 2034, and 3.950% Senior Notes due 2052, with respective caps of $41,360,000, $57,583,000, and $119,110,000 [1] - As of the Early Tender Date, the total principal amount tendered for the 2028 Notes was $356,599,000, for the 2034 Notes was $448,646,000, and for the 2052 Notes was $244,562,000 [3][5] - The Company will accept Notes on a prorated basis since the total amount tendered exceeded the Aggregate Notes Cap [5] Group 2: Payment and Settlement - The Company will make payment for the accepted Notes on February 27, 2025, which is the Early Settlement Date [2][5] - The Total Consideration for each $1,000 principal amount of Notes accepted will include an early tender premium of $30.00 [6][7] Group 3: Funding and Management - Nasdaq intends to fund the purchase of the validly tendered and accepted Notes with available cash on hand and other sources of liquidity [8] - J.P. Morgan Securities LLC is serving as the dealer manager for the Tender Offers, while D.F. King & Co., Inc. is the Tender and Information Agent [9][10]