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3-MO 3.83% -7bp 6-MO 3.97% -10bp 1-YR 4.04% -5bp 2-YR 4.22% -4bp 3-YR 4.29% -2bp 5-YR 4.37% +2bp 7-YR 4.51% +4bp 10-YR 4.67% +6bp 20-YR 5.21% +10bp 30-YR 5.20% +11bp 3-MO 3.83% -7bp 6-MO 3.97% -10bp 1-YR 4.04% -5bp 2-YR 4.22% -4bp 3-YR 4.29% -2bp 5-YR 4.37% +2bp 7-YR 4.51% +4bp 10-YR 4.67% +6bp 20-YR 5.21% +10bp 30-YR 5.20% +11bp 3-MO 3.83% -7bp 6-MO 3.97% -10bp 1-YR 4.04% -5bp 2-YR 4.22% -4bp 3-YR 4.29% -2bp 5-YR 4.37% +2bp 7-YR 4.51% +4bp 10-YR 4.67% +6bp 20-YR 5.21% +10bp 30-YR 5.20% +11bp 3-MO 3.83% -7bp 6-MO 3.97% -10bp 1-YR 4.04% -5bp 2-YR 4.22% -4bp 3-YR 4.29% -2bp 5-YR 4.37% +2bp 7-YR 4.51% +4bp 10-YR 4.67% +6bp 20-YR 5.21% +10bp 30-YR 5.20% +11bp 3-MO 3.83% -7bp 6-MO 3.97% -10bp 1-YR 4.04% -5bp 2-YR 4.22% -4bp 3-YR 4.29% -2bp 5-YR 4.37% +2bp 7-YR 4.51% +4bp 10-YR 4.67% +6bp 20-YR 5.21% +10bp 30-YR 5.20% +11bp 3-MO 3.83% -7bp 6-MO 3.97% -10bp 1-YR 4.04% -5bp 2-YR 4.22% -4bp 3-YR 4.29% -2bp 5-YR 4.37% +2bp 7-YR 4.51% +4bp 10-YR 4.67% +6bp 20-YR 5.21% +10bp 30-YR 5.20% +11bp
US Treasury par yield curve · Jul 29 · Source: U.S. Treasury
Thursday, July 30, 2026
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Deals

ICE is buying MarketAxess for $167 a share in cash, and it has agreed to pay more if antitrust stops the deal than MarketAxess pays if a rival outbids it

Money & World
The Editorial Team ·
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$167.00 a share, in cash. That is what Intercontinental Exchange has agreed to pay for MarketAxess, the electronic platform for institutional bond trading, under an Agreement and Plan of Merger signed on Wednesday and filed with the Securities and Exchange Commission at 07:32 on Thursday morning.

The joint release attached to the filing calls that a 33 percent premium to Wednesday's close, an equity value of about $6.0bn and an enterprise value of about $5.7bn. Enterprise value below equity value means the target holds more cash than debt.

The financing, and the two numbers that disagree politely

ICE says the deal is funded entirely by newly issued debt, described in the release as a mix of bonds, term loan and commercial paper. The 8-K itself is drafted more cautiously, saying ICE expects to pay through a combination of available cash and incremental debt financing, and recording a commitment letter signed the same day with Bank of America and BofA Securities for a 364-day senior unsecured bridge facility of not more than $6.25bn. The bridge is backup. Receipt of any financing is not a condition to closing, and the agreement says ICE may not use unavailable financing as a defence to a claim for specific performance.

ICE also told the market it is raising baseline share repurchases to $400m a quarter from $350m. It assumes gross leverage of 3.4 times at the start and says it is targeting 3.0 times or below within 18 to 24 months after close.

Who is carrying the antitrust risk

The fee structure is the part of this agreement worth reading twice.

MarketAxess owes ICE $148,800,000 if it terminates to accept a superior proposal, if its board changes its recommendation, or under a twelve-month tail after a competing proposal becomes public. That is the ordinary fiduciary-out fee.

ICE owes MarketAxess $327,400,000 if the merger is killed by a final antitrust order, or if it reaches the Termination Date with the antitrust conditions unsatisfied and everything else in place. The reverse fee is 2.2 times the forward fee. Alongside it, the agreement states that ICE is not required to agree to any structural or behavioural remedy, and that ICE determines the strategy for all antitrust proceedings, subject to consultation with MarketAxess. Those two provisions sit together: the buyer keeps the right to refuse a divestiture and pays a larger sum if refusing one ends the deal.

Approval by ICE shareholders is not required. MarketAxess needs a majority of its outstanding shares. The Termination Date is 29 July 2027, with up to two automatic six-month extensions available if regulatory or legal restraint conditions are still outstanding and everything else is ready.

What the buyer says it is buying

MarketAxess runs an electronic platform for institutional fixed income, connecting roughly 2,100 investors and broker-dealers in more than 90 countries across corporate bonds, municipals, emerging market debt, Eurobonds and Treasuries. ICE brings a retail bond franchise, fixed income pricing and reference data, and an index business. The release puts $145.1 trillion of debt outstanding in the global bond market and describes fixed income trading as still disproportionately manual and bilateral relative to equities.

Jeff Sprecher, the ICE chair and chief executive, said in the release that the company has pursued the same strategy for two decades, naming energy, credit default swaps and mortgage technology, and called this "the natural next step in that journey". Chris Concannon, the MarketAxess chief executive, described the strengths of the two companies as complementary. ICE puts expense synergies at $100m a year, fully realised within three years of closing, and says the deal should add to adjusted earnings per share in the first full year.

The severance amendments filed twelve minutes later

MarketAxess filed its own 8-K at 07:44. Item 5.02 records that on 29 July, the same day the merger agreement was signed, the company amended the letter agreement of Concannon and the severance protection agreements of Ilene Fiszel Bieler, the chief financial officer, and Scott Pintoff, the general counsel who signed the filing.

Each amendment adds the same thing to the definition of Good Reason: changes to their respective roles with a publicly traded company. MarketAxess will not be a publicly traded company after this closes. The chief executive's amendment also accelerates vesting of restricted and performance stock units during a change of control protection period, makes severance payable as a lump sum, and adds a pro-rata bonus for the year of termination.

ICE was scheduled to discuss the transaction on its second quarter earnings call at 8:30 a.m. Eastern on Thursday.

The document: Intercontinental Exchange, Inc., Form 8-K, accession 0001193125-26-324909, accepted by EDGAR 2026-07-30 at 07:32:52 Eastern, Items 1.01, 7.01 and 9.01, date of earliest event reported 29 July 2026. Item 1.01 records an Agreement and Plan of Merger among Intercontinental Exchange, Inc., MarketAxess Holdings Inc. and Igloo Merger Sub II, Inc., filed as Exhibit 2.1. Merger consideration stated as '$167.00 in cash per share, without interest'. Financing: 'ICE expects to finance the payment of the aggregate Merger Consideration and the other amounts payable in connection with the Merger through a combination of available cash and incremental debt financing'; a commitment letter dated 29 July 2026 with Bank of America, N.A. and BofA Securities, Inc. for 'a 364-day senior unsecured bridge facility in an aggregate principal amount not to exceed $6.25 billion'; receipt of financing is not a condition to ICE's obligation to close. Closing conditions: adoption by holders of a majority of outstanding MarketAxess common stock, expiration or termination of the Hart-Scott-Rodino waiting period and other requisite regulatory approvals, and absence of a prohibiting law or order; 'Approval by ICE stockholders is not required in connection with the Merger.' Antitrust: both parties to use reasonable best efforts, 'however, ICE is not required to agree to any structural or behavioral remedy', and ICE determines the strategy for all antitrust proceedings subject to MarketAxess consultation rights. Termination: Termination Date of 29 July 2027, 'subject to up to two automatic six-month extensions if specified regulatory or legal restraint conditions remain outstanding'. Fees: 'MarketAxess will be obligated to pay ICE a termination fee of $148,800,000' on a superior-proposal termination, a change in recommendation, or a qualifying twelve-month tail; 'ICE will be obligated to pay MarketAxess a regulatory termination fee of $327,400,000' where the deal is terminated on a final antitrust order or at the Termination Date with antitrust conditions unsatisfied and all others satisfied. Exhibit 99.1 joint press release, same accession: '$167 per share in cash, representing a 33% premium to MarketAxess's closing price as of July 29, 2026, representing an equity value of approximately $6.0 billion and a total enterprise value of approximately $5.7 billion'; 'approximately ~10.6x MarketAxess LTM EBITDA pro forma for full run-rate expense synergies', LTM defined as last twelve months ending June 30, 2026; '100% cash consideration financed via newly issued debt (a mix of bonds, term loan and commercial paper)'; 'ICE increases baseline share repurchases to $400 million per quarter from $350 million per quarter'; 'Assumes beginning gross leverage of 3.4x, targeting a return to gross leverage of 3.0x or below within 18 to 24 months post-close'; '$100 million in annual run-rate expense synergies, expected to be fully realized within three years post-close'; 'expected to close in the first half of 2027'; MarketAxess described as connecting 'approximately 2,100 institutional investors and broker-dealers across more than 90 countries'; global bond market described by the companies as having 'an estimated $145.1 trillion in outstanding debt'. Advisers named in the release: BofA Securities financial adviser to ICE, Sullivan & Cromwell LLP and Morgan, Lewis and Bockius LLP legal advisers to ICE, J.P. Morgan Securities LLC financial adviser to MarketAxess, Weil, Gotshal & Manges LLP legal adviser to MarketAxess. Second document read in full: MarketAxess Holdings Inc., Form 8-K, accession 0001193125-26-324933, accepted 2026-07-30 at 07:44:54 Eastern, Items 1.01, 5.02, 7.01 and 9.01, signed by Scott Pintoff, General Counsel and Corporate Secretary. Item 5.02 records an amendment dated 29 July 2026 to the letter agreement with Christopher Concannon, Chief Executive Officer, and amendments to the Severance Protection Agreements of Ilene Fiszel Bieler, Chief Financial Officer, and Scott Pintoff: 'Under the terms of each of the Amendments, the definition of Good Reason includes changes to their respective roles with a publicly traded company.' The CEO amendment 'provides for accelerated vesting of Company RSUs and Company PSUs in a change of control protection period', lump sum severance and a pro-rata bonus for the year of termination. Both 8-Ks read in full 30 July 2026..

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