Nasdaq, Inc. Announces Early Results of Cash Tender Offers for Outstanding Debt Securities

Core Points - Nasdaq, Inc. announced early results of its cash tender offers for its outstanding Notes, with a total cap of $83,011,000 for the 5.350% Senior Notes due 2028 and $16,989,000 for the 3.950% Senior Notes due 2052, reflecting increases from previously announced caps [1][2] - The tender offers are subject to conditions outlined in the Offer to Purchase dated December 1, 2025, and the company has elected to make payments for validly tendered Notes on December 17, 2025 [1][3] - The aggregate principal amount tendered for the 2028 Notes was $287,683,000, with a proration factor of 29%, while the 2052 Notes had $88,876,000 tendered with a proration factor of 19% [4][6] Tender Offer Details - The tender offers will expire on December 30, 2025, unless extended or terminated earlier [5] - The Total Consideration for each $1,000 principal amount of Notes accepted for purchase will include an early tender premium of $30.00, calculated based on the applicable fixed spread and yield of U.S. Treasury Reference Security [6][7] - The company intends to fund the purchase of the validly tendered and accepted Notes with available cash and other liquidity sources [8] Additional Information - J.P. Morgan Securities LLC is the dealer manager for the tender offers, and D.F. King & Co., Inc. serves as the tender and information agent [9][10] - The complete terms and conditions of the tender offers are detailed in the Offer to Purchase [9]