New Issue: Nasdaq prices $1.9 billion of fixed-rate senior notes in three parts

By Cristal Cody

Tupelo, Miss., Dec. 7 – Nasdaq, Inc. priced $1.9 billion of senior notes (Baa2/BBB) in three tranches on Monday, according to a market source and an FWP filing with the Securities and Exchange Commission.

The company sold $600 million of 0.445% notes due Dec. 21, 2022 at par to yield a 30 basis points over Treasuries spread.

Initial price talk on the two-year tranche was at the Treasuries plus 70 bps area.

Nasdaq priced $650 million of 1.65% notes due Jan. 15, 2031 with a 75 bps over Treasuries spread, compared to talk at the 110 bps over Treasuries area. The notes were sold at 99.667 to yield 1.686%.

In the final tranche, $650 million of 2.5% 20-year notes priced at par to yield a spread of 80 bps over Treasuries.

The notes were initially guided at the 115 bps spread area.

J.P. Morgan Securities LLC, BofA Securities, Inc., Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, Citigroup Global Markets Inc., HSBC Securities (USA) Inc., Mizuho Securities USA LLC, Skandinaviska Enskilda Banken AB and Wells Fargo Securities, LLC were the bookrunners.

Proceeds will be used to repay Verafin Holdings, Inc.’s debt and for general corporate purposes.

The notes have a special mandatory redemption at 101% if the Verafin deal does not occur on or before Feb. 18, 2022.

Nasdaq is a New York City-based financial services company that owns and operates the Nasdaq stock market.

Issuer:	Nasdaq, Inc.
Amount:	$1.9 billion
Description:	Senior notes
Bookrunners:	J.P. Morgan Securities LLC, BofA Securities, Inc., Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, Citigroup Global Markets Inc., HSBC Securities (USA) Inc., Mizuho Securities USA LLC, Skandinaviska Enskilda Banken AB and Wells Fargo Securities, LLC
Co-managers:	CBC Standard Bank plc, Siebert Williams Shank & Co., LLC, TD Securities (USA) LLC, Academy Securities, Inc., Blaylock Van, LLC and Loop Capital Markets LLC
Trade date:	Dec. 7
Settlement date:	Dec. 21
Ratings:	Moody’s: Baa2
	S&P: BBB
Distribution:	SEC registered
Notes due 2022
Amount:	$600 million
Maturity:	Dec. 21, 2022
Coupon:	0.445%
Price:	Par
Yield:	0.445%
Spread:	Treasuries plus 30 bps
Call features:	Make-whole call at Treasuries plus 5 bps before Dec. 21, 2021; thereafter at par; special mandatory redemption if Verafin deal does not occur on or before Feb. 18, 2022 at 101%
Change-of-control put:	101%
Price guidance:	Treasuries plus 70 bps area
Notes due 2031
Amount:	$650 million
Maturity:	Jan. 15, 2031
Coupon:	1.65%
Price:	99.667
Yield:	1.686%
Spread:	Treasuries plus 75 bps
Call features:	Make-whole call at Treasuries plus 12.5 bps before Oct. 15, 2030; thereafter at par; special mandatory redemption if Verafin deal does not occur on or before Feb. 18, 2022 at 101%
Change-of-control put:	101%
Price guidance:	Treasuries plus 110 bps area
Notes due 2040
Amount:	$650 million
Maturity:	Dec. 21, 2040
Coupon:	2.5%
Price:	Par
Yield:	2.5%
Spread:	Treasuries plus 80 bps
Call features:	Make-whole call at Treasuries plus 15 bps before June 21, 2040; thereafter at par; special mandatory redemption if Verafin deal does not occur on or before Feb. 18, 2022 at 101%
Change-of-control put:	101%
Price guidance:	Treasuries plus 115 bps area

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