Table Of Contents
revolving credit commitment of our 2011 credit facility and $123 million from the partial utilization of the revolving credit commitment under
our 2014 Credit Facility.
For further discussion of our DWA acquisition, see Note 4, “Acquisitions,” to the consolidated financial statements. For further discussion
of our debt obligations, see Note 9, “Debt Obligations,” to the consolidated financial statements. For further discussion of our share repurchase
program, see “Share Repurchase Program,” of Note 13, “Nasdaq Stockholders’ Equity,” to the consolidated financial statements.
Contractual Obligations and Contingent Commitments
Nasdaq has contractual obligations to make future payments under debt obligations by contract maturity, minimum rental commitments
under non-cancelable operating leases, net and other obligations. The following table shows these contractual obligations as of December 31,
2015:
Payments Due by Period
Contractual Obligations
Total
Less than 1 year
1-3 years
3-5 years
More than 5 years
(in millions)
Debt obligations by contract maturity
$
2,934 $
104 $
570 $
1,009 $
1,251
Minimum rental commitments under non-cancelable
operating leases, net
320
78
92
75
75
Other obligations
12
11
1
-
-
Total
$
3,266 $
193 $
663 $
1,084 $
1,326
Our debt obligations include both principal and interest obligations. At December 31, 2015, an interest rate of 2.22% was used to compute the
amount of the contractual obligations for interest on the 2014 Credit Facility. All other debt obligations were primarily calculated on a 360-
day basis at the contractual fixed rate multiplied by the aggregate principal amount at December 31, 2015. See Note 9, “Debt Obligations,”
to the consolidated financial statements for further discussion.
We lease some of our office space and equipment under non-cancelable operating leases with third parties and sublease office space to third
parties. Some of our leases contain renewal options and escalation clauses based on increases in property taxes and building operating costs.
Other obligations primarily consist of a potential future escrow agreement payment related to a prior acquisition as well as other service
agreement payments.
Non-Cash Contingent Consideration
As part of the eSpeed purchase price consideration, we have agreed to future annual issuances of 992,247 shares of Nasdaq common stock
which approximated certain tax benefits associated with the transaction. Such contingent future issuances of Nasdaq common stock will be paid
ratably through 2027 if Nasdaq’s total gross revenues equal or exceed $25 million in each such year. The contingent future issuances of Nasdaq
common stock are subject to anti-dilution protections and acceleration upon certain events.
Off-Balance Sheet Arrangements
For discussion of off-balance sheet arrangements see:
• Note 16, “Clearing Operations,” to the consolidated financial statements for further discussion of our non-cash default fund
contributions and margin deposits received for clearing operations;
• Note 17, “Leases,” to the consolidated financial statements for further discussion of our lease commitments; and
• Note 18, “Commitments, Contingencies and Guarantees,” to the consolidated financial statements for further discussion of :
• Guarantees issued and credit facilities available;
• Other guarantees;
• Non-cash contingent consideration;
• OCC;
• Chi-X Canada;
• Marketwired ;
• Escrow agreement ;
• Routing brokerage activities ;
• Litigation; and
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