Form 8-K · Current report
Intercontinental Exchange 8-K, filed Jul 30, 2026
- Filed
- CIK
- 0001571949
- Accession no.
- 0001193125-26-324909
Summary
Intercontinental Exchange has agreed to acquire MarketAxess Holdings in an all-cash merger valuing each MarketAxess share at $167.00, with MarketAxess surviving as a wholly owned ICE subsidiary; ICE's board unanimously approved the deal. ICE said it expects to fund the consideration with available cash and incremental debt financing, and has a commitment letter from Bank of America and BofA Securities for a 364-day senior unsecured bridge facility of up to $6.25 billion, with receipt of that financing not a condition to closing.
Key points
- The merger agreement was signed on July 29, 2026, with Igloo Merger Sub II, Inc., an ICE subsidiary, merging into MarketAxess.
- Each outstanding MarketAxess share converts into $167.00 in cash, excluding shares held by ICE, treasury shares, and shares held by stockholders who perfect appraisal rights under Delaware law.
- MarketAxess equity awards convert into ICE options, RSUs and PSUs based on an exchange ratio tied to ICE's volume-weighted average share price over the ten trading days before closing, with certain awards cashed out.
- Closing is conditioned on adoption of the merger agreement by a majority of MarketAxess shares outstanding and on expiration or termination of the Hart-Scott-Rodino waiting period, among other customary conditions.
Written by an AI model from the filing text. It can be incomplete or wrong; the filing on SEC.gov is the record.
Items reported
- 1.01Entry into a Material Definitive Agreement
- 7.01Regulation FD Disclosure
- 9.01Financial Statements and Exhibits
From the filing
Item 1.01 Entry into a Material Definitive Agreement. Agreement and Plan of Merger Overview On July 29, 2026, Intercontinental Exchange, Inc., a Delaware corporation (“ICE”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with MarketAxess Holdings Inc., a Delaware corporation (“MarketAxess”), and Igloo Merger Sub II, Inc., a Delaware corporation and a wholly owned subsidiary of ICE (“Merger Sub”). Upon the terms and subject to the conditions set forth in the Merger Agreement, Merger Sub will be merged with and into MarketAxess (the “Merger”), with MarketAxess surviving as a wholly owned subsidiary of ICE. …
An excerpt of the text as filed with the SEC, cut for length.
Readster writes AI-generated summaries of public filings for research purposes only. Summaries can be incomplete or wrong — check the original filing on SEC.gov before relying on it. Nothing here is investment, legal or medical advice.