Intercontinental Exchange, Inc. filed a Form 8-K on August 21, 2026, disclosing amendments to its existing revolving credit agreement and the entry into a new $2.0 billion delayed draw term loan facility, both connected to its pending acquisition of MarketAxess Holdings Inc.

Key Highlights

  • Revolving credit maturity extended: Consenting lenders holding $3.67 billion in aggregate commitments agreed to extend the maturity date to August 20, 2031, five years from the Fourteenth Amendment's effectiveness date.
  • Total revolving commitments unchanged: The aggregate commitments under the Revolving Credit Agreement remain at $3.9 billion.
  • New MarketAxess revolving commitments: A new class of $1.5 billion in MarketAxess Revolving Commitments was established, available to help finance the MarketAxess Acquisition under limited conditionality provisions.
  • New $2.0 billion term loan: The company entered into a delayed draw term loan facility with Bank of America, N.A. as administrative agent, maturing 24 months after the funding date, with no required amortization.
  • Bridge facility termination: The company previously held commitments for a bridge facility in the aggregate principal amount of $6.2 billion, dated as of July 29, 2026, which were terminated in connection with these new arrangements.
  • Acquisition context: The financing is connected to the pending merger of MarketAxess Holdings Inc. into a wholly owned subsidiary of the company, per an Agreement and Plan of Merger dated July 29, 2026.

Intercontinental Exchange Restructures Acquisition Financing for MarketAxess Deal

According to the filing, Intercontinental Exchange, Inc. (NYSE:ICE) executed the Fourteenth Amendment to its longstanding revolving credit agreement on August 20, 2026. The original credit agreement dates to April 3, 2014 and has been amended thirteen prior times. Under the Fourteenth Amendment, consenting lenders with aggregate commitments of $3.67 billion agreed to push the maturity date out to August 20, 2031. The filing noted that total aggregate commitments remain at $3.9 billion. The amendment also established $1.5 billion in new MarketAxess Revolving Commitments available, subject to limited conditionality, to finance a portion of the MarketAxess Acquisition, refinance existing MarketAxess indebtedness, and pay related fees and expenses.

The Revolving Credit Agreement, as amended, provides for multi-currency borrowings and a swingline facility available on a same-day basis. Interest on borrowings accrues at term SOFR or a base rate, at the company's option, plus applicable ratings-based margins. According to the filing, margins on term SOFR loans range from 0.750% to 1.375% for consenting lenders, and from 0.875% to 1.500% for non-consenting lenders, with non-consenting lenders also subject to a credit spread adjustment of 10 basis points. The company also retains an option to propose an increase in aggregate borrowing capacity of up to $1.25 billion, subject to lender consent and other conditions.

Separately, the company entered into a new Term Loan Credit Agreement with Bank of America, N.A. as administrative agent for a $2.0 billion delayed draw term loan facility. The filing states the term loan will have no required amortization and will mature 24 months after the funding date. Applicable margin rates range from 0.625% to 1.250% on term SOFR loans and from 0.000% to 0.250% on base rate loans. The filing also disclosed that commitments for a previously arranged bridge facility of $6.2 billion, dated July 29, 2026, were terminated in connection with these new financing arrangements.

What Was Disclosed

The 8-K disclosed the Fourteenth Amendment to ICE's revolving credit agreement, extending maturity for most lenders to 2031 and adding $1.5 billion in acquisition-specific commitments, alongside entry into a new $2.0 billion term loan facility, both tied to the pending MarketAxess acquisition.