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NASDAQ, Inc. – ‘8-K’ for 4/23/20 – ‘EX-99.1’

On:  Tuesday, 4/28/20, at 4:33pm ET   ·   For:  4/23/20   ·   Accession #:  1193125-20-123181   ·   File #:  1-38855

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/28/20  NASDAQ, Inc.                      8-K:1,2,8,9 4/23/20   16:736K                                   Donnelley … Solutions/FA

Current Report   —   Form 8-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     41K 
 2: EX-1.1      Underwriting Agreement                              HTML    204K 
 3: EX-4.2      Instrument Defining the Rights of Security Holders  HTML    157K 
 4: EX-5.1      Opinion of Counsel re: Legality                     HTML     27K 
 5: EX-99.1     Miscellaneous Exhibit                               HTML     15K 
 6: EX-99.2     Miscellaneous Exhibit                               HTML     16K 
12: R1          Document and Entity Information                     HTML     58K 
14: XML         IDEA XML File -- Filing Summary                      XML     14K 
15: XML         XBRL Instance -- d836687d8k_htm                      XML     24K 
16: EXCEL       IDEA Workbook of Financial Reports                  XLSX      6K 
 8: EX-101.DEF  XBRL Definitions -- ndaq-20200423_def                XML     43K 
 9: EX-101.LAB  XBRL Labels -- ndaq-20200423_lab                     XML     71K 
10: EX-101.PRE  XBRL Presentations -- ndaq-20200423_pre              XML     45K 
 7: EX-101.SCH  XBRL Schema -- ndaq-20200423                         XSD     18K 
13: JSON        XBRL Instance as JSON Data -- MetaLinks               14±    23K 
11: ZIP         XBRL Zipped Folder -- 0001193125-20-123181-xbrl      Zip     87K 


‘EX-99.1’   —   Miscellaneous Exhibit


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



  EX-99.1  

Exhibit 99.1

NASDAQ, INC. ANNOUNCES PROPOSED SENIOR NOTES OFFERING

NEW YORK, April 23, 2020 — Nasdaq, Inc. (the “Company”) (Nasdaq: NDAQ) today announced that it plans to offer, subject to market and other conditions, senior notes (the “Offering”). The Company expects to use the net proceeds from the Offering to repay short term indebtedness.

BofA Securities, Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC and Morgan Stanley & Co. LLC will act as joint book-running managers for the Offering.

The Offering 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 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 Offering. These documents are available for free by visiting EDGAR on the SEC website at www.sec.gov.

Alternatively, copies may be obtained by contacting BofA Securities, Inc. at NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte, NC 28255-0001, Attn: Prospectus Department. Telephone (800) 294-1322; 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; Mizuho Securities USA LLC, 1271 Avenue of the Americas, New York, NY 10020. Telephone: 866-271-7403; Morgan Stanley & Co. LLC at 180 Varick Street, 2nd Floor, New York, NY 10014, Attention: Prospectus Department, by telephone at (866) 718-1649 or by emailing prospectus@morganstanley.com.

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.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Information set forth in this communication contains forward-looking statements that involve a number of risks and uncertainties. The Company cautions readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. These statements include, but are not limited to, statements about the Offering, the Company’s plans, objectives, expectations and intentions and other statements that are not historical facts. Forward-looking statements involve a number of risks, uncertainties or other factors beyond the Company’s control. These factors include, but are not limited to, the Company’s ability to implement its strategic initiatives, economic, political and market conditions and fluctuations, government and industry regulation, interest rate risk, U.S. and global competition, the potential impact of the COVID-19 pandemic on the Company’s business, operations, results of operations, financial condition, workforce or the operations or decisions of its customers, suppliers or business partners, and other factors detailed in the Company’s filings with the U.S. Securities and Exchange Commission, including its annual reports on Form 10-K and quarterly reports on Form 10-Q which are available on the SEC’s website at www.sec.gov. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

ABOUT NASDAQ

Nasdaq (Nasdaq: NDAQ) is a global technology company serving the capital markets and other industries. Its diverse offering of data, analytics, software and services enables clients to optimize and execute their business vision with confidence.

MEDIA RELATIONS CONTACT:

Allan Schoenberg

+1.212.231.5534

allan.schoenberg@nasdaq.com

Will Briganti

+1 646 964-8169

william.briganti@nasdaq.com

INVESTOR RELATIONS CONTACT:

Ed Ditmire, CFA

+1.212.401.8737

ed.ditmire@nasdaq.com

-NDAQF-


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
Filed on:4/28/204
For Period end:4/23/204,  424B5,  FWP
 List all Filings 


7 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/21/24  Nasdaq, Inc.                      10-K       12/31/23  133:17M
 2/23/23  Nasdaq, Inc.                      10-K       12/31/22  143:19M
 2/23/22  Nasdaq, Inc.                      10-K       12/31/21  144:19M
 2/23/21  Nasdaq, Inc.                      10-K       12/31/20  140:20M
12/09/20  Nasdaq, Inc.                      424B5                  1:629K                                   Donnelley … Solutions/FA
12/07/20  Nasdaq, Inc.                      424B5                  1:618K                                   Donnelley … Solutions/FA
 8/05/20  Nasdaq, Inc.                      10-Q        6/30/20  118:17M
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