IntercontinentalExchange, Group Prices $1.4 Billion in Senior Notes
ATLANTA, Oct. 1, 2013 /PRNewswire/ -- IntercontinentalExchange (NYSE: ICE), a leading operator of global markets and clearing houses, announced that its subsidiary IntercontinentalExchange, Group ("ICE Group") priced an underwritten public offering of $1.4 billion in new senior notes.
The senior notes comprise $600 million in aggregate principal amount of 2.50% Senior Notes due 2018 and $800 million in aggregate principal amount of 4.00% Senior Notes due 2023.The offering is being made under a shelf registration statement and is expected to close on October 8, 2013, subject to customary closing conditions.
The net proceeds from the offering, together with cash on hand and borrowings under ICE's existing credit facility, will finance the cash portion of the purchase price of NYSE Euronext under the terms of the merger agreement announced on December 20, 2012, as amended and restated on March 19, 2013.
The joint book-running managers for the offering are Merrill Lynch, Pierce, Fenner & Smith Incorporated, Wells Fargo Securities, LLC, BMO Capital Markets Corp. and Mitsubishi UFJ Securities (USA), Inc. The co-managers for the offering are BBVA Securities Inc., Deutsche Bank Securities Inc., Fifth Third Securities, Inc., Regions Securities LLC and U.S. Bancorp Investments, Inc.
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 registration statement (including a prospectus) and a prospectus supplement relating to the offering and 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 Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322 or firstname.lastname@example.org or Wells Fargo Securities, LLC toll-free at 1-800-326-5897 or email@example.com.
IntercontinentalExchange (NYSE: ICE) is a leading operator of regulated exchanges and clearing houses serving the risk management needs of global markets for agricultural, credit, currency, emissions, energy and equity index products.
The following are trademarks of IntercontinentalExchange, Inc. and/or its affiliated companies: IntercontinentalExchange, ICE, ICE and block design, ICE Futures Europe, ICE Clear Europe, ICE Clear Canada, ICE Clear US, ICE Clear Credit, ICE Futures U.S., and ICE OTC. All other trademarks are the property of their respective owners.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995 - Statements in this press release regarding ICE's business, and that of its subsidiaries, that are not historical facts are "forward-looking statements" made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to numerous assumptions, risks and uncertainties which change over time. In some cases, you can identify forward-looking statements by words such as "may," "hope," "might," "can," "could," "will," "should," "expect," "plan," "anticipate," "believe," "estimate," "predict," "potential" or "continue," and the negative of these terms and other comparable terminology. These statements are only predictions based on current expectations about future events. There are important factors that could cause actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward-looking statements.
Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are set forth in ICE's and ICE Group's filings with the Securities and Exchange Commission ("SEC"). These risks and uncertainties include, without limitation, the following:
- our expectations regarding the business environment in which we operate and trends in our industry, including trading volumes, changing regulations and increasing competition and consolidation;
- conditions in global financial markets and domestic and international economic conditions;
- volatility in commodity prices and price volatility of financial contracts such as equity indexes and foreign exchange;
- the impact of any changes in domestic and foreign laws, rules, interpretations, regulations or government policy with respect to our markets, including any changes in previously issued laws, rules, interpretations, regulations and policies;
- the success of our clearing houses and our ability to minimize the risks associated with operating multiple clearing houses in multiple jurisdictions;
- our ability to keep pace with rapid technological developments and to ensure that the technology we utilize is not vulnerable to security risks;
- the accuracy of our cost estimates and expectations;
- our belief that cash flows from operations will be sufficient to service our current levels of debt, the notes, and other indebtedness to be incurred, assumed or refinanced in connection with ICE's acquisition of NYSE Euronext (the "Merger") and to fund our working capital needs and capital expenditures for the foreseeable future;
- our ability, on a timely and cost-effective basis, to offer additional products and services, leverage our risk management capabilities and enhance our technology;
- our ability to maintain existing market participants and attract new ones;
- our ability to protect our intellectual property rights, including the costs associated with such protection, and
- our ability to operate our business without violating the intellectual property rights of others;
- our ability to identify trends and adjust our business to benefit from such trends;
- potential adverse results of litigation;
- the soundness of our electronic platform and disaster recovery system technologies;
- general competitive, economic, political and market conditions and fluctuations;
- our ability to identify and effectively pursue acquisitions and strategic alliances and successfully integrate the companies we acquire;
- our ability to complete the Merger and to do so in a timely manner;
- our ability to realize the anticipated cost savings and synergies of the Merger within the expected time frame; and
- our ability to integrate NYSE Euronext's operations with our business without material delay, higher than anticipated costs or difficulty and loss of key personnel.
We caution you not to place undue reliance on the forward-looking statements, which speak only as of the date of this press release. We expressly qualify in their entirety all forward-looking statements attributable to us or any person acting on our behalf by the cautionary statements contained or referred to in this cautionary statement. For a discussion of additional risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see each of ICE's and ICE Group's 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, 2012, as filed with the SEC on February 6, 2013 and the risk factors included in the prospectus and prospectus supplement relating to the offering.
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