Intercontinental Exchange, Inc. (NYSE: ICE) (“ICE”) announced today that as of 5:00 p.m., New York City time, on May 16, 2024 (the “Early Tender Deadline”), $997.4 million in aggregate principal amount of outstanding 3.625% Senior Notes due 2028 (CUSIP: 092174AA9 / U0921BAA6) (the “BK Notes”) issued by Black Knight InfoServ, LLC, a wholly owned subsidiary of ICE (“BK”), representing approximately 99.74% of the $1 billion total outstanding principal amount of the BK Notes, were validly tendered and not validly withdrawn in connection with the previously announced private exchange offer (the “Exchange Offer”) made by ICE with respect to the BK Notes.
The Exchange Offer is being made upon the terms and conditions set forth in an offering memorandum dated May 3, 2024 (the “Offering Memorandum”), copies of which were made available to holders of the BK Notes eligible to participate in the Exchange Offer. The Exchange Offer will expire at 5:00 p.m., New York City time, on June 3, 2024, unless such date is extended or earlier terminated (such date and time, as they may be extended, the “Expiration Date”).
ICE’s obligation to accept and exchange the BK Notes validly tendered pursuant to the Exchange Offer is subject to certain conditions as set forth in the Offering Memorandum. The Exchange Offer is not conditioned upon any minimum aggregate principal amount of BK Notes being validly tendered for exchange. ICE may generally waive any such condition, in its sole discretion, at any time with respect to the Exchange Offer.
Eligible holders who validly tendered their BK Notes by the Early Tender Deadline and did not validly withdraw their tendered BK Notes by 5:00 p.m., New York City time, on May 16, 2024 (such date and time, the “Withdrawal Deadline”) are eligible to receive, subject to the terms and conditions set forth in the Offering Memorandum, ICE Notes in the same principal amount as the BK Notes tendered and accepted for exchange. Eligible holders who validly tender their BK Notes after the Early Tender Deadline but on or prior to the Expiration Date will be eligible to receive $970 principal amount of the ICE Notes per $1,000 principal amount of BK Notes validly tendered.
The Exchange Offer is being made only to holders of BK Notes who satisfy the eligibility conditions described under “Disclaimer” below. Holders of BK Notes who desire a copy of the eligibility letter should contact D.F. King & Co., Inc., the information agent and exchange agent for the Exchange Offer, at (800) 628-8528. Banks and brokers should call (212) 269-5550. The eligibility letter may also be found here: www.dfking.com/ice-blackknight. D.F. King & Co., Inc. will also provide copies of the Offering Memorandum to eligible holders of BK Notes.
Holders of BK Notes are advised to check with any bank, securities broker or other intermediary through which they hold BK Notes as to when such intermediary needs to receive instructions from a holder in order for that holder to be able to participate in, or (in the circumstances in which revocation is permitted) revoke their instruction to participate in, the Exchange Offer before the deadlines specified herein and in the Offering Memorandum. The deadlines set by each clearing system for the submission and withdrawal of exchange instructions will also be earlier than the relevant deadlines specified herein and in the Offering Memorandum.
