Debt Obligations | 8. Debt Obligations The following table presents the changes in the carrying amount of our debt obligations during the three months ended March 31, 2016 : December 31, 2015 Additions Payments, Accretion and Other March 31, 2016 (in millions) 5.55% senior unsecured notes due January 15, 2020 (1) (2) $ 597 $ - $ - $ 597 5.25% senior unsecured notes due January 16, 2018 (1) (2) 368 - - 368 3.875% senior unsecured notes due June 7, 2021 (1) (2) 646 - 32 678 4.25% senior unsecured notes due June 1, 2024 (1) (2) 495 - - 495 $400 million senior unsecured term loan facility due November 25, 2019 (average interest rate of 1.94% for the period March 17, 2016 through March 31, 2016) (3) - 399 - 399 $750 million revolving credit commitment due November 25, 2019 (average interest rate of 1.61% for the period January 1, 2016 through March 31, 2016) (4) 258 325 (555) 28 Total long-term debt obligations $ 2,364 $ 724 $ (523) $ 2,565 (1) See “Senior Unsecured Notes” below for further discussion. (2) Net of unamortized debt discount and debt issuance costs. (3) Net of unamortized debt issuance costs. See “ 2016 Credit Facility ” below for further discussion. (4) Net of unamortized debt issuance costs. See “2014 Credit Facility” below for further discussion. Senior Unsecured Notes 5.55% Senior Unsecured Notes In January 2010, Nasdaq issued $600 million aggregate principal amount of 5.55 % senior notes due January 15, 2020, or the 2020 Notes , at a discount. As a result of the discount, the proceeds received from the issuance were less than the aggregate principal amount. As of March 31, 2016 , the balance of $597 million reflects the aggregate principal amount, less the unamortized debt discount and the unamortized debt issuance costs . The unamortized debt discount and the unamortized debt issuance costs are be ing accreted through interest expense over the life of the 2020 Notes . The 2020 Notes pay interest semiannually at a rate of 5.55 % per annum until January 15, 2020 . The 2020 Notes are general unsecured obligations of ours and rank equally with all of our existing and future unsubordinated obligations. The 2020 Notes are not guaranteed by any of our subsidiaries. The 2020 Notes were issued under indentures that, among other things, limit our ability to consolidate, merge or sell all or substantially all of our assets, create liens, and enter into sale and leaseback transactions. 5.25% Senior Unsecured Notes In December 2010, Nasdaq issued $370 million aggregate principal amount of 5.25% senior unsecured notes due January 16, 2018 , or the 2018 Notes , at a discount . As a result of the discount, the proceeds received from the issuance were less than the aggregate principal amount. As of March 31, 2016 , the balance of $ 368 million reflects the aggregate principal amount, less the unamortized debt discount and the unamortized debt issuance costs . The unamortized debt discount and the unamortized debt issuance costs are be ing accreted through interest expense over the life of the 2018 Notes. The 2018 Notes pay interest semiannually at a rate of 5.25 % per annum until January 16, 2018 and such rate may vary with Nasdaq’s debt rating up to a rate not to exceed 7.25 %. The 2018 Notes are general unsecured obligations of ours and rank equally with all of our existing and future unsubordinated obligations. They are not guaranteed by any of our subsidiaries. The 2018 Notes were issued under indentures that among other things, limit our ability to consolidate, merge or sell all or substantially all of our assets, create liens, and enter into sale and leaseback transactions. In addition, upon a change of control triggering event (as defined in the indenture), the terms require us to repurchase all or part of each holder’s notes for cash equal to 101 % of the aggregate principal amount purchased plus accrued and unpaid interest, if any. 3.875% Senior Unsecured Notes In June 2013, Nasdaq issued €600 million aggregate principal amount of 3.875% senior unsecured notes due June 7, 2021, or the 2021 Notes, at a discount. As a result of the discount, the proceeds received from the issuance were less than the aggregate principal amount. As of March 31, 2016 , the balance of $ 678 million reflects the aggregate principal amount translated into U.S. dollars , less the unamortized debt discount and the unamortized debt issuance costs . The unamortized debt discount and the unamortized debt issuance costs are be ing accreted through interest expense over the life of the 2021 Notes. The 2021 Notes pay interest annually at a rate of 3.875% per annum until June 7, 2021 and such rate may vary with Nasdaq’s debt rating up to a rate not to exceed 5.875% . The 2021 Notes are general unsecured obligations of ours and rank equally with all of our existing and future unsubordinated obligations. They are not guaranteed by any of our subsidiaries. The 2021 Notes were issued under indentures that among other things, limit our ability to consolidate, merge or sell all or substantially all of our assets, create liens, and enter into sale and leaseback transactions. In addition, upon a change of control triggering event (as defined in the indenture), the terms require us to repurchase all or part of each holder’s notes for cash equal to 101% of the aggregate principal amount purchased plus accrued and unpaid interest, if any. The 2021 Notes have been designated as a hedge of our net investment in certain foreign subsidiaries to mitigate the foreign exchange risk associated with certain investments in these subsidiaries. The increase in the carrying amount of $32 million noted in the “Payments, Accretion and Other” column in the table above reflects the translation of the 2021 Notes into U.S. dollars and is recorded in accumulated other comprehensive loss within stockholders’ equity in the Condensed Consolidated Balance Sheets as of March 31, 2016 . 4.25% Senior Unsecured Notes In May 2014, Nasdaq issued $500 million aggregate principal amount of 4.25% senior unsecured notes due June 1, 2024, or the 2024 Notes , at a discount . As a result of the discount, the proceeds received from the issuance were less than the aggregate principal amount. As of March 31, 2016 , the balance of $495 million reflects the aggregate principal amount, less the unamortized debt discount and the unamortized debt issuance costs . The unamortized debt discount and the unamortized debt issuance costs are be ing accreted through interest expense over the life of the 2024 Notes. The 2024 Notes pay interest semiannually at a rate of 4.25% per annum until June 1, 2024 and such rate may vary with Nasdaq’s debt rating up to a rate not to exceed 6.25% . The 2024 Notes are general unsecured obligations of ours and rank equally with all of our existing and future unsubordinated obligations. They are not guaranteed by any of our subsidiaries. The 2024 Notes were issued under indentures that among other things, limit our ability to consolidate, merge or sell all or substantially all of our assets, create liens, and enter into sale and leaseback transactions. In addition, upon a change of control triggering event (as defined in the indenture), the terms require us to repurchase all or part of each holder’s notes for cash equal to 101% of the aggregate principal amount purchased plus accrued and unpaid interest, if any. Credit Facilities 2016 Credit Facility In March 201 6 , Nasdaq entered into a credit agreement which provides for a $400 million senior unsecured term loan facility which matures on November 25, 2019, or the 2016 Credit Facility. In March 2016, loans in an aggregate principal amount of $400 million were drawn under the 2016 Credit Facility and the net proceeds of $399 million were used to partially repay amounts outstanding under the revolving credit commitment of the 2014 Credit Facility , as discussed and defined below . As of March 31, 2016, the balance of $399 millio n reflects the aggregate principal amount, less the unamortized debt issuance costs . The unamortized debt issuance costs are be ing accreted through interest expense over the life of the 2016 Credit Facility . Loans under the 2016 Credit Facility pay interest monthly at a variable interest rate based on either the London Interbank Offered Rate , or LIBOR, or the b ase r ate (or other applicable rate with respect to non-dollar borrowings), plus an applicable margin that varies with Nasdaq’s debt rating . Under the 2016 Credit Facility, we are required to make quarterly principal payments beginning in March 2018 equal to 2.50% of the aggregate original principal amounts borrowed with the remaining amounts due at maturity. The credit agreement contains financial and operating covenants. Financial covenants include a minimum interest expense coverage ratio and a maximum leverage ratio. Operating covenants include, among other things, limitations on Nasdaq’s ability to incur additional indebtedness, grant liens on assets, enter into affiliate transactions, disposition of assets by Nasdaq and pay dividends. Nasdaq is permitted to repay borrowings under the 2016 Credit Facility at any time in whole or in part, without penalty. We are also required to repay loans outstanding under the 2016 Credit Facility with net cash proceeds from sales of property and assets of Nasdaq and its subsidiaries (excluding inventory sales and other sales in the ordinary course of business) and casualty and condemnation proceeds, in each case subject to specified exceptions and thresholds. 2014 Credit Facility In November 2014, Nasd a q entered into a $750 million senior unsecured five-year credit facility which matures on November 25, 2019, or the 2014 Credit Facility . The 2014 Credit Facility consists of a $750 million revolving credit commitment (with sublimits for non-dollar borrowings, swingline borrowings and letters of credit). During the first quarter of 201 6 , we borrowed $165 million under the revolving credit commitment of the 2014 Credit Facility to partially fund our acquisition s of Chi-X Canada and Marketwired . See “2016 Acquisitions,” of Note 4, “Acquisitions ,” for further discussion of the Chi-X Canada and Marketwired acquisitions. During the first quarter of 2016, we also borrowed $160 million for general corporate purposes. In March 2016, we used the net proceeds from our 2016 Credit Facility and cash on hand to repa y $555 million under the revolving credit commitment of the 2014 Cr edit Facility. As of March 31, 2016 , the balance of $28 million reflects the outstanding amount under the 2014 Credit Facility , less the unamortized debt issuance costs . The unamortized debt issuance costs are be ing accreted through interest expense over the life of the 20 14 Credit Facility . The loans under the 2014 Credit Facility have a variable interest rate based on either the LIBOR or the base rate (as defined in the credit agreement) (or other applicable rate with respect to non-dollar borrowings), plus an applicable margin that varies with Nasdaq’s debt rating. The 2014 Credit Facility contains financial and operating covenants. Financial covenants include an interest expense coverage ratio and a maximum leverage ratio. Operating covenants include limitations on Nasdaq’s ability to incur additional indebtedness, grant liens on assets, enter into affiliate transactions and pay dividends. Our 2014 Credit Facility allows us to pay cash dividends on our common stock. The 2014 Credit Facility also contains customary affirmative covenants, including access to financial statements, notice of defaults and certain other material events, maintenance of business and insurance, and events of default, including cross-defaults to our material indebtedness . Nasdaq is permitted to repay borrowings under the 2014 Credit Facility at any time in whole or in part, without penalty. We are also required to repay loans outstanding under the 2014 Credit Facility with net cash proceeds from sales of property and assets of Nasdaq and its subsidiaries (excluding inventory sales and other sales in the ordinary course of business) and casualty and condemnation proceeds, in each case subject to specified exceptions and thresholds . Other Credit Facilities In addition to the revolving credit commitment under our 2014 Credit Facility discussed above, we have credit facilities related to our Nasdaq C learing operations in order to provide further liquidity. C redit facilities, which are available in multiple currencies, primarily Swedish Krona, totaled $209 million at March 31, 2016 and $202 million at December 31, 2015 in available liquidity, none of which was utilized. Debt Covenants At March 31, 2016 , we were in compliance with the covenants of all of our debt obligations. |