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This excerpt taken from the NDAQ DEF 14A filed Aug 22, 2005. Other Agreements
In order to revise the terms and extend the maturity date of our $240.0 million aggregate principal amount of 4.0% Convertible Subordinated Notes due 2006 (the “Old Notes”) owned by the H & F Entities, on April 22, 2005, we entered into a note amendment agreement (the “Note Amendment Agreement”) with the H & F Entities providing for the amendment and restatement of the Old Notes into $240.0 million principal amount of 3.75% Series B Convertible Notes due 2012 (the “Series B Notes”) and the issuance of related warrants to purchase 2,753,448 shares of common stock (the “Series B Warrants”). The terms of the Series B Notes and Series B Warrants are substantially the same as the Series A Notes and Series A Warrants. Upon the mandatory redemption of the Series A Notes, the Indenture and the Series B Notes will automatically be deemed to restate, with limited exceptions, the terms of the Old Notes and the Series B Warrants will be terminated. The Series B Notes and Series B Warrants are not subject to this proposal for approval by Holders.
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