Intercontinental Exchange fails to get consents; no Black Knight notes to be exchanged

By Marisa Wong

Los Angeles, Dec. 11 – Intercontinental Exchange Inc. (ICE) announced the expiration of its offer to exchange the $1 billion of 3.625% senior notes due 2028 (Cusips: 092174AA9, U0921BAA) issued by wholly owned subsidiary Black Knight InfoServ, LLC for new notes issued by ICE and cash and the related consent solicitation.

ICE did not meet the offer’s condition that it receive consents from holders of a majority in principal amount of the Black Knight notes to adopt the proposed amendments, according to a press release Monday.

As a result the Black Knight notes and the related indenture will remain outstanding with no changes to their terms. No Black Knight notes will be exchanged for any ICE notes, and notes previously tendered will be promptly returned to the tendering holders. No consideration will be paid to holders who tendered their notes.

The offer was launched on Nov. 8 and expired at 5 p.m. ET on Dec. 8.

The new ICE notes were to 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 offered $1,000 of new notes and $1 in cash. The total consideration included a premium of $30 of new notes that was to be paid only to holders who tendered their notes for exchange by 5 p.m. ET on Nov. 22.

Under the concurrent consent solicitation, ICE sought 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.

Holders who tendered their notes were deemed to have delivered consents to the proposed amendments. Holders were not be permitted to tender their notes without delivering consents or to deliver consents without tendering their notes.

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

Based in Atlanta, ICE 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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