Nasdaq, Inc. has launched a cash tender offer to buy back up to $95 million of its outstanding senior notes, with a $80 million cap on 5.350 % 2028 notes and a $10 million cap on 3.950 % 2052 notes. The offer provides holders with a premium of $30 per $1,000 principal, and the early‑tender deadline is December 12, 2025. The tender will close on December 30, 2025, with settlement expected on December 31, 2025.
The move is part of Nasdaq’s ongoing capital‑discipline strategy. In its most recent Q3 2025 earnings, the company reported strong revenue growth and robust operating cash flow, giving it the liquidity to fund the repurchase. Management highlighted the company’s commitment to accelerating its deleveraging plan, noting that the tender will reduce long‑term debt and improve the leverage profile.
Historically, Nasdaq has pursued a series of debt‑repurchase programs. Earlier in 2025 the company bought back $69 million of senior unsecured notes, and in October it announced a $200 million tender that was later increased to $218 million in February. The current $95 million offer continues that trend, underscoring the company’s focus on maintaining a healthy balance sheet.
The tender offer targets specific maturities that are approaching or already maturing. By buying back the 2028 notes, Nasdaq removes a portion of debt that will otherwise mature in the next few years, while the 2052 notes represent a longer‑term liability that the company is willing to retire early. This selective approach allows Nasdaq to manage its debt profile more efficiently and free up capital for future growth initiatives.
The premium offered to early tenderers reflects Nasdaq’s desire to encourage participation and accelerate the repurchase. The $30 per $1,000 principal premium is a modest incentive that aligns with market expectations for similar debt‑repurchase programs. The early‑tender deadline of December 12 gives holders a clear window to decide whether to sell at a premium before the final closing date.
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