Intercontinental Exchange Prices $6,500,000,000 in Senior Notes

ATLANTA & NEW YORK–(BUSINESS WIRE)–Intercontinental Exchange (NYSE: ICE), a leading operator of global exchanges and clearing houses and provider of data and listings services, announced today that it priced an underwritten public offering of $6.5 billion in new senior notes.

The senior notes comprise $1.25 billion in aggregate principal amount of Floating Rate Senior Notes due 2023 (the “Floating Rate Notes”), $1 billion in aggregate principal amount of 0.700% Senior Notes due 2023 (the “2023 Notes”), $1.5 billion in aggregate principal amount of 1.850% Senior Notes due 2032 (the “2032 Notes”), $1.25 billion in aggregate principal amount of 2.650% Senior Notes due 2040 (the “2040 Notes”) and $1.5 billion in aggregate principal amount of 3.000% Senior Notes due 2060 (the “2060 Notes” and, together with the Floating Rate Notes, the 2023 Notes, the 2032 Notes and the 2040 Notes, the “Notes”). The offering is being made under a shelf registration statement and is expected to close on August 20, 2020, subject to customary closing conditions.

ICE intends to use the net proceeds from the offering of the Notes, together with the issuance of commercial paper and/or borrowings under its revolving credit facility and borrowings under a new senior unsecured term loan facility, to finance the cash portion of the purchase price for Ellie Mae Intermediate Holdings I, Inc. and its indirect wholly owned subsidiary, Ellie Mae, Inc. (“Ellie Mae”), under the terms of the stock purchase agreement, which was announced on August 6, 2020.

The joint book-running managers for the Notes are BofA Securities, Inc., J.P. Morgan Securities LLC, Wells Fargo Securities, LLC, MUFG Securities Americas Inc., Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC. The senior co-managers for the Notes are BBVA Securities Inc., BMO Capital Markets Corp., Fifth Third Securities, Inc., Mizuho Securities USA LLC and PNC Capital Markets LLC, and the co-managers for the Notes are Goldman Sachs & Co. LLC and SG Americas Securities, LLC.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor will there be any sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

The offering is being made only by means of a prospectus supplement relating to the offering and accompanying base prospectus previously filed with the Securities and Exchange Commission, copies of which may be obtained for free by visiting EDGAR on the SEC Web site at www.sec.gov or, upon request, by contacting BofA Securities, Inc. toll-free at 1-800-294-1322 or dg.prospectus_requests@bofa.com, J.P. Morgan Securities LLC collect at 1‑212‑834‑4533 or Wells Fargo Securities, LLC toll-free at 1-800-645-3751 or wfscustomerservice@wellsfargo.com.

About Intercontinental Exchange

Intercontinental Exchange (NYSE: ICE) is a Fortune 500 company formed in the year 2000 to modernize markets. ICE serves customers by operating the exchanges, clearing houses and information services they rely upon to invest, trade and manage risk across global financial and commodity markets. A leader in market data, ICE Data Services serves the information and connectivity needs across virtually all asset classes. As the parent company of the New York Stock Exchange, the company is the premier venue for raising capital in the world, driving economic growth and transforming markets.

Trademarks of ICE and/or its affiliates include Intercontinental Exchange, ICE, ICE block design, NYSE and New York Stock Exchange.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995 — Statements in this press release regarding the use of proceeds from the offering, the additional financing sources expected to be used to fund the cash portion of the purchase price for Ellie Mae and the expected closing date of the offering, that are not historical facts are “forward-looking statements” that involve risks and uncertainties. For a discussion of additional risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see ICE’s Securities and Exchange Commission (SEC) filings, including, but not limited to, the risk factors in ICE’s Annual Report on Form 10-K for the year ended December 31, 2019, as filed with the SEC on February 6, 2020 and Quarterly Reports on Form 10-Q for the quarters ended March 31, 2020 and June 30, 2020, as filed with the SEC on April 30, 2020 and July 30, 2020, respectively.

SOURCE: Intercontinental Exchange

ICE-CORP