NDAQ » Topics » 2007 Activity under the Credit Facilities

These excerpts taken from the NDAQ 10-K filed Feb 25, 2008.

2007 Activity under the Credit Facilities

 

On September 28, 2007, Nasdaq used $1,055.5 million of the proceeds from its sale of the share capital of the LSE to repay in full and terminate the $825.0 million senior credit agreement and the $434.8 million secured term loan credit agreement, or the Credit Facilities. See Note 7, “Investments,” for further discussion of the sale of the share capital of the LSE.

 

Under the Credit Facilities, we were required to make quarterly principal amortization payments. During the year ended December 31, 2007, we paid approximately $3.6 million on the $825.0 million senior credit agreement and approximately $1.7 million on the $434.8 million term loan credit agreement. During the year ended December 31, 2006, we paid approximately $5.6 million of the $750 million senior term loan facility and approximately $3.0 million of the $434.8 million term loan credit agreement. We were permitted to prepay borrowings under the Credit Facilities at any time in whole or in part, subject to our remaining in compliance with our debt covenants and our obligation to pay additional fees in certain circumstances. We were required to make mandatory prepayments upon the receipt of net proceeds in the case of a sale, transfer or other disposition of an asset or other events as described in the Credit Facilities. Beginning in 2007, we also were required to use a percentage of our prior year’s excess cash flow to prepay loans outstanding under the Credit Facilities. The percentage of cash flow we were required to use for prepayments varied depending on our leverage ratio at the end of the year for which cash flow is calculated, with the maximum prepayment percentage set at 50.0%. No

 

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Notes to Consolidated Financial Statements—(Continued)

 

prepayment was required during 2007 based on our optional net prepayment in November 2006 and our excess cash flow. However, due to the sale of the share capital of the LSE, Nasdaq was required to pay the Credit Facilities in full with the proceeds from the sale.

 

The average interest rate through September 28, 2007, which is the date of full repayment and termination of our Credit Facilities, was 7.11%. Interest expense totaled approximately $56.6 million and interest paid totaled $59.7 million in 2007. The average interest rate during 2006 on the April 2006 Credit Facility and the Credit Facilities was 7.10%. Interest expense totaled approximately $58.0 million and interest paid totaled $54.9 million in 2006.

 

Nasdaq paid a commitment fee of 0.50% per annum on the average daily unused portion of the revolving credit facility which was approximately $0.3 million for 2007 and 2006.

 

2006 Activity under the Credit Facilities

STYLE="margin-top:0px;margin-bottom:-6px"> 

In July 2006, we completed the sale of our building and related assets
located in Trumbull, Connecticut. In accordance with the terms of the Credit Facilities, we prepaid approximately $9.7 million of the $750 million senior term loan facility and approximately $5.7 million of the $434.8 million secured term loan
credit agreement with a portion of the net proceeds from the sale. We used the remaining proceeds for general corporate purposes. See “Real Estate Consolidation,” of Note 5, “Cost Reduction Program and INET Integration,” for
further discussion.

 

In November 2006, we made an early partial
prepayment of approximately $158.3 million on the $750 million senior term loan facility and approximately $91.7 million on the $434.8 million secured term loan credit agreement with available cash resources. In connection with these
prepayments we recorded a loss of $1.1 million for the pro-rata amortization of debt issuance costs on the early extinguishment of a portion of debt, which was included in general, administrative and other expense in the Consolidated Statements
of Income in 2006. This amount was initially capitalized as debt issuance costs as discussed above. Also in November 2006, we borrowed an additional $150.0 million from the $750 million senior term loan swingline loan subfacility for an additional
purchase of LSE common stock. See Note 7, “Investments,” for further discussion.

 

FACE="Times New Roman" SIZE="2">2007 Activity under the Credit Facilities

 

FACE="Times New Roman" SIZE="2">On September 28, 2007, Nasdaq used $1,055.5 million of the proceeds from its sale of the share capital of the LSE to repay in full and terminate the $825.0 million senior credit agreement and the $434.8 million
secured term loan credit agreement, or the Credit Facilities. See Note 7, “Investments,” for further discussion of the sale of the share capital of the LSE.

SIZE="1"> 

Under the Credit Facilities, we were required to make quarterly principal amortization payments. During the year ended
December 31, 2007, we paid approximately $3.6 million on the $825.0 million senior credit agreement and approximately $1.7 million on the $434.8 million term loan credit agreement. During the year ended December 31, 2006, we paid
approximately $5.6 million of the $750 million senior term loan facility and approximately $3.0 million of the $434.8 million term loan credit agreement. We were permitted to prepay borrowings under the Credit Facilities at any time in whole or in
part, subject to our remaining in compliance with our debt covenants and our obligation to pay additional fees in certain circumstances. We were required to make mandatory prepayments upon the receipt of net proceeds in the case of a sale, transfer
or other disposition of an asset or other events as described in the Credit Facilities. Beginning in 2007, we also were required to use a percentage of our prior year’s excess cash flow to prepay loans outstanding under the Credit Facilities.
The percentage of cash flow we were required to use for prepayments varied depending on our leverage ratio at the end of the year for which cash flow is calculated, with the maximum prepayment percentage set at 50.0%. No

 


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SIZE="1"> 

Notes to Consolidated Financial Statements—(Continued)

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prepayment was required during 2007 based on our optional net prepayment in November 2006 and our excess cash flow. However, due to the sale of the share
capital of the LSE, Nasdaq was required to pay the Credit Facilities in full with the proceeds from the sale.

 

STYLE="margin-top:0px;margin-bottom:0px; text-indent:4%">The average interest rate through September 28, 2007, which is the date of full repayment and termination of our Credit Facilities, was 7.11%.
Interest expense totaled approximately $56.6 million and interest paid totaled $59.7 million in 2007. The average interest rate during 2006 on the April 2006 Credit Facility and the Credit Facilities was 7.10%. Interest expense totaled approximately
$58.0 million and interest paid totaled $54.9 million in 2006.

 

SIZE="2">Nasdaq paid a commitment fee of 0.50% per annum on the average daily unused portion of the revolving credit facility which was approximately $0.3 million for 2007 and 2006.

SIZE="1"> 

This excerpt taken from the NDAQ 10-K filed Feb 28, 2007.

2006 Activity under the Credit Facilities

 

In July 2006, we completed the sale of our building and related assets located in Trumbull, Connecticut. In accordance with the terms of the Credit Facilities, we prepaid approximately $9.7 million of the $750 million senior term loan facility and approximately $5.7 million of the $434.8 million secured term loan credit agreement with a portion of the net proceeds from the sale. We used the remaining proceeds for general corporate purposes. See “Real Estate Consolidation,” of Note 5, “Cost Reduction Program, INET Integration and Strategic Review,” for further discussion.

 

In November 2006, we made an early partial prepayment of approximately $158.3 million on the $750 million senior term loan facility and approximately $91.7 million on the $434.8 million secured term loan credit agreement with available cash resources. In connection with these prepayments we recorded a loss of $1.1 million for the pro-rata amortization of debt issuance costs on the early extinguishment of a portion of debt, which was included in general, administrative and other expense in the Consolidated Statements of Income in 2006. This amount was initially capitalized as debt issuance costs as discussed above. Also in November 2006, we borrowed an additional $150.0 million from the $750 million senior term loan swingline loan subfacility for an additional purchase of LSE common stock. See Note 7, “Investments,” for further discussion.

 

The average interest rate during 2006 on the April 2006 Credit Facility and the Credit Facilities was 7.10%. Interest expense totaled approximately $58.0 million and interest paid totaled $54.9 million in 2006.

 

Nasdaq paid a commitment fee of 0.50% per annum on the average daily unused portion of the revolving credit facility which was approximately $0.3 million for 2006.

 

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