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Actionable news in ICE: Intercontinental Exchange Inc,

Entry into a Material Definitive

Amended Revolving Credit Facility

On April 3, 2014, Intercontinental Exchange, Inc. (the Company), as parent borrower, and its subsidiary ICE Europe Parent Limited (ICE Europe), as subsidiary borrower, entered into a $3.0 billion senior unsecured revolving credit facility (the2014 Credit Facility), pursuant to a credit agreement (the Credit Agreement) with Wells Fargo Bank, National Association, as administrative agent, issuing lender and swingline lender, Bank of America, N.A., as syndication agent, and the lenders party thereto.

On November 9, 2015 the Company agreed with the lenders under the 2014 Credit Facility to amend the terms of the 2014 Credit Facility pursuant to the Second Amendment to the Credit Agreement to make certain changes, includi ng (i)amending the calculation of the Leverage Ratio (as defined in the Credit Agreement) to disregard any debt incurred or issued by the Company prior to the consummation of the acquisition by the Company of Interactive Data Holdings Corporation, a Delaware corporation (IDHC), on the terms and subject to the conditions set forth in the Agreement and Plan of Merger, dated as of October 26, 2015 (as amended, the Merger Agreement), among the Company, Red Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of the Company, IDHC, and Igloo Manager Co-Invest, LLC, solely in its capacity as agent and attorney-in-fact for the IDHC stockholders and optionholders (the Merger) to the extent that the proceeds of such debt are held as cash or liquid securities by the Company to finance the Merger until the consummation of the Merger and (ii)modifying the conditions precedent to all borrowings under the Credit Agreement so that as a one-time event the Company is permitted to make a single borrowing in a principal amount not to exceed the aggregated unutilized commitments at such time solely for the purpose of funding the Merger subject to only those conditions precedent set forth therein for such single borrowing. The right of the Company to request such single borrowing will terminate without further action or notice upon the earliest to occur of (i) consummation of the Merger (with or without the making of the single borrowing), (ii)termination of the Merger Agreement or (iii) April 26, 2016, or if extended to a later date as provided in the Merger Agreement, such later date (but in any event not later than July 26, 2016).

On November 13, 2015, the Company agreed with a majority of the lenders under the 2014 Credit Facility to extend the maturity date thereunder, to increase the ratio level in the maximum total leverage ratio covenant from 3.25:1.00 to 3:75:1.00 beginning with the first fiscal quarter ending after the consummation of...


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