XML 56 R34.htm IDEA: XBRL DOCUMENT v3.25.4
Acquisition and Divestitures (Tables)
12 Months Ended
Dec. 31, 2025
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Schedule of Business Acquisitions by Acquisition On November 1, 2023, Nasdaq completed the acquisition of
Adenza, a provider of mission-critical risk management and
regulatory software to the financial services industry, for a
total purchase consideration of $9,984 million. The purchase
price consisted of $5.75 billion in cash and 85.6 million
shares of Nasdaq common stock. The shares of common
stock were issued to Thoma Bravo, the sole shareholder of
Adenza, and represented approximately 15% of the
outstanding shares of Nasdaq at the time. As of December
31, 2025, Thoma Bravo no longer holds any shares of our
common stock.
(in millions,
except price per
share)
Shares of Nasdaq common stock issued
85.6
Closing price per share of Nasdaq common
stock on November 1, 2023
$48.71
Fair value of equity portion of the purchase
consideration
$4,170
Cash consideration
$5,814
Total purchase consideration
$9,984
The excess purchase price over the net tangible and acquired
intangible assets has been recorded as goodwill. The
goodwill recognized is attributable primarily to expected
synergies and is assigned to our Financial Technology
segment.
(in millions)
Goodwill
$5,933
Acquired intangible assets
5,050
Receivables, net
236
Other net assets acquired
153
Cash and cash equivalents
48
Accrued personnel costs
(44)
Deferred revenue
(130)
Deferred tax liability on acquired intangible
assets
(1,262)
Total purchase consideration
$9,984
Schedule of Acquired Finite Lived Intangible Assets in Acquisition The following table presents the details of acquired intangible
assets at the date of acquisition. Acquired intangible assets
with finite lives are amortized using the straight-line method.
Customer
Relationships
Technology
Trade
Names
Total
Acquired
Intangible
Assets
Intangible asset
value (in millions)
$3,740
$950
$360
$5,050
Discount rate used
9.5%
8.5%
8.5%
Estimated average
useful life
22 years
6 years
20 years
Schedule of Unaudited Pro Forma Consolidated Income Statement The unaudited supplemental pro forma financial information
for the periods presented is as follows:
Year Ended December 31,
2023
(in millions)
Pro forma revenues less transaction-
based expenses
$4,329
Pro forma operating income
1,485
Pro forma net income attributable to
Nasdaq
822