Intercontinental Exchange offers to exchange 3.625% Black Knight notes for new notes, cash

By Wendy Van Sickle

Columbus, Ohio, Nov. 8 – Intercontinental Exchange Inc. began a private offer to exchange the $1 billion principal amount of 3.625% senior notes due 2028 (Cusips: 092174AA9, U0921BAA) issued by its wholly owned subsidiary Black Knight InfoServ, LLC for new notes issued by itself and cash, according to a press release Wednesday.

The new notes will have the same tenor and maturity as the existing Black Knight notes.

For each $1,000 principal amount of existing notes tendered for exchange, the company is offering $1,000 of new notes and $1 in cash. The total consideration includes a premium of $30 of new notes that will be paid only to holders who tender their notes for exchange by 5 p.m. ET on Nov. 22.

The offer will expire at 5 p.m. ET on Dec. 8.

Under the concurrent consent solicitation, Intercontinental Exchange is seeking consents from holders of the Black Knight notes to eliminate substantially all of the restrictive covenants and events of default, other than payment-related and guarantee-related events of default.

Consents of the holders of not less than a majority in principal amount of the Black Knight notes must be obtained for the amendments to be effective. Holders validly tendering their Black Knight notes will be deemed to have delivered consents to the proposed amendments. Holders will not be permitted to tender their Black Knight notes without delivering consents or to deliver consents without tendering their Black Knight notes.

The new notes will be issued in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof.

Settlement is expected on Dec. 12.

D.F. King & Co., Inc. (866 356-7813 or 212 269-5550) is the information agent and exchange agent.

Based in Atlanta, Intercontinental Exchange operates marketplaces and provides data services in the United States, United Kingdom, European Union, Canada and Singapore and offers technology and data solutions to the U.S. mortgage industry.

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