|
|
![]() | ![]() | ![]() | ![]() |
| |||||||||
These excerpts taken from the NDAQ 10-K filed Feb 27, 2009. Other FINRA Related Party Transactions
As discussed above, prior to December 20, 2006, we were a subsidiary of FINRA and transactions between Nasdaq and FINRA were considered related party transactions. The following transactions between Nasdaq and FINRA were entered into prior to December 20, 2006:
Preferred Stock. There were several preferred stock transactions with FINRA prior to December 20, 2006. See Preferred Stock, of Note 14, Stockholders Equity, for further discussion.
Public Offerings. In 2006, we completed a public offering of common stock owned by FINRA. See Public Equity Offerings, of Note 14, Stockholders Equity, for further discussion.
Trade Reporting Facility. To facilitate our operations as a national securities exchange, we formed the FINRA/NASDAQ TRF. Through the FINRA/NASDAQ TRF we continue to collect reports of trades executed by broker-dealers outside of our exchange. FINRA regulates the FINRA/NASDAQ TRF as one of its facilities. The FINRA/NASDAQ TRF began operating on August 1, 2006 for NASDAQ-listed securities and began operating in March 2007 for non-NASDAQ-listed securities. For further discussion of the FINRA/NASDAQ TRF, see Item 1. BusinessProducts and Services, Market Services.
Other. In October 2005, we transferred responsibility for the OTCBB, an electronic screen-based quotation service for securities that, among other things, are not listed on The NASDAQ Stock Market or any U.S. national
F-74
Table of ContentsThe NASDAQ OMX Group, Inc.
Notes to Consolidated Financial Statements(Continued)
securities exchange, back to FINRA, but agreed to continue to operate the OTCBB on a contract basis for two years, subject to renewals. We currently operate the OTCBB on a month to month basis.
In addition, Nasdaq Technology Services, LLC was established in 2004 and provides software, hosting and disaster recovery services to third parties. Effective November 1, 2004, Nasdaq Technology and FINRA entered into a contract for technology development support services for a fixed-income trade reporting platform. Revenues for the services are recorded in Other Market Services revenues.
Other FINRA Related Party
As discussed above, prior to
Preferred Stock. There were several preferred stock SIZE="1"> Public Offerings. In 2006, we completed a public offering of common stock owned by FINRA. See Public Equity
FACE="Times New Roman" SIZE="2">Trade Reporting Facility. To facilitate our operations as a national securities exchange, we formed the FINRA/NASDAQ TRF. Through the FINRA/NASDAQ TRF we continue to collect reports of trades executed by STYLE="margin-top:0px;margin-bottom:0px; text-indent:4%">Other. In October 2005, we transferred responsibility for the OTCBB, an electronic screen-based quotation service for securities that, among other things, are not listed on The NASDAQ Stock Market or any U.S. national
F-74 Table of ContentsThe NASDAQ OMX Group, Inc. SIZE="1"> Notes to Consolidated Financial Statements(Continued) STYLE="margin-top:0px;margin-bottom:0px">
In addition, Nasdaq STYLE="margin-top:0px;margin-bottom:0px">Other Related Party Transactions STYLE="margin-top:0px;margin-bottom:0px; text-indent:4%">NASDAQ Dubai is a related party, as NASDAQ Dubai is primarily owned by Borse Dubai, who through the completion of the Transactions, owns 19.99% of the share capital of NASDAQ OMX, in addition to shares held by the Trust for their benefit. Included in the Consolidated Balance Sheet is our equity method investment in NASDAQ Dubai. See Note 3, Business Combinations, and Note 5, Equity Method Investments, for further discussion of our investment in NASDAQ Dubai.
FACE="Times New Roman" SIZE="2">14. Stockholders Equity
SIZE="2">Common Stock
At December 31,
In connection STYLE="margin-top:0px;margin-bottom:0px; text-indent:4%">On February 27, 2008, we issued 60,561,515 shares of Nasdaq common stock to Borse Dubai and the Trust for Borse Dubais economic benefit in connection with the OMX AB business combination. See Note 3, Business Combinations, for further discussion. STYLE="margin-top:0px;margin-bottom:0px">Public Equity Offerings STYLE="margin-top:0px;margin-bottom:0px; text-indent:4%">In the first quarter of 2006, we completed a public offering of 15,979,513 shares of common stock, of which we sold 8,042,142 shares issued from common stock in treasury and FINRA and other selling stockholders sold 7,937,371 shares. We used a portion of the net proceeds obtained from this offering to fund the redemption of our Series C Cumulative preferred stock. See Preferred Stock, below for further discussion.
In May 2006, we completed
| EXCERPTS ON THIS PAGE:
|
| |||||||