Exhibit 99.1
NASDAQ, INC. ANNOUNCES PROPOSED SENIOR NOTES OFFERINGS
NEW YORK, June 20, 2023 — Nasdaq, Inc. (the “Company”) (Nasdaq: NDAQ) today announced that it plans to offer, subject to market and other conditions, U.S. dollar-denominated senior notes (the “Dollar Offering”) and euro-denominated senior notes (the “Euro Offering” and, together with the Dollar Offering, the “Offerings”). The Company expects to use the net proceeds from the Offerings, together with cash on hand and proceeds of other debt, to fund the cash consideration payable by the Company in connection with its pending acquisition of Adenza Holdings, Inc. (“Adenza”), to repay certain outstanding indebtedness of Adenza and its subsidiaries and to pay related expenses, and for general corporate purposes.
Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, BofA Securities, Inc., Citigroup Global Markets Inc., and Morgan Stanley & Co. LLC will act as joint book-running managers for the Dollar Offering.
Goldman Sachs & Co. LLC, J.P. Morgan Securities plc, Citigroup Global Markets Limited, Merrill Lynch International, Morgan Stanley & Co. International plc, Nordea Bank Abp, and Skandinaviska Enskilda Banken AB (publ) will act as joint book-running managers for the Euro Offering.
The Offerings will be made pursuant to an effective shelf registration statement, previously filed by the Company with the U.S. Securities and Exchange Commission (the “SEC”). Before investing, you should read the applicable prospectus supplement and accompanying prospectus, as well as other documents the Company has filed with the SEC, for a more complete understanding of the Company and the Offerings. These documents are available for free by visiting EDGAR on the SEC website at www.sec.gov.
Alternatively, copies may be obtained by contacting Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: (212) 902-9316 or by emailing Prospectus-ny@ny.email.gs.com; J.P. Morgan Securities LLC at 383 Madison Avenue, New York, NY 10179, Attention: Investment Grade Syndicate Desk – 3rd Floor. Telephone: (212) 834-4533; BofA Securities, Inc., at NC1-022-02-25, 201 North Tryon Street, Charlotte, NC 28255-0001, Attn: Prospectus Department, Email: dg.prospectus_requests@bofa.com; Citigroup Global Markets Inc. at 1155 Long Island Avenue, Edgewood, NY 11717, Telephone: (800) 831-9146, Email: prospectus@citi.com; Morgan Stanley & Co. LLC at 1585 Broadway, New York, NY 10036, Attention: Equity Syndicate Desk, with a copy to the Legal Department, Telephone: (866) 718-1649, Email: prospectus@morganstanley.com; Nordea Bank Abp at c/o Nordea Danmark, Filial af Nordea Bank Abp, Finland, Grøndjordsvej 10, PO Box 850 0900 Copenhagen C, Denmark, Telephone: +45 5547 1479, Email: Transaction.management@nordea.com, Attention: Transaction Management, D.2; or SEB Securities, Inc. at Kungsträdgårdsgatan 8, SE-106 40, Stockholm, Sweden, Attention: DCM Legal, Telephone: +49-69-2558-5443, Email: dcmlegal@seb.se.
This press release is for informational purposes only and shall not constitute an offer to sell or a solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
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