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Nasdaq (NDAQ) to Buy Verafin, Eyes Anti FinCrime Leadership

November 20, 2020 — 09:57 am EST

Written by Zacks Equity Research for Zacks  ->

Nasdaq NDAQ has agreed to buy Verafin for $2.75 billion in cash in its bid to evolve as a leading SaaS technology provider. The transaction, pending approvals, is expected to see light in the first quarter of 2021.

About Verafin

Based in St. John’s, Newfoundland and Labrador, Verafin, an industry pioneer in anti-financial crime management solutions, was established in 2003. The company provides a cloud-based platform to detect, investigate, and report money laundering and financial fraud to more than 2,000 financial institutions in North America. Its organic revenues are expected to witness a four-year (2017-2020) CAGR of 30% while 2020 non-GAAP EBITDA margin is estimated to be 26%.

Deal Financing

Nasdaq intends to finance the deal with a combination of cash and $2.5 billion of debt. The company estimates debt to non-GAAP EBITDA leverage to be about 3.9X pro forma for the transaction but expects to improve the leverage over time. Nasdaq remains committed to its existing capital deployment plan that also includes dividend payouts and share buybacks. Valuation represents about 19.5x 2021E revenues, in line with other leading SaaS companies.

Rationale of the Acquisition

The combination of Verafin’s expertise with Nasdaq’s reach and established regulatory technology leadership will help the latter to establish itself as a leader in Anti FinCrime. Nasdaq noted that Anti FinCrime is a $12.5 billion segment expected to grow at 17% through 2024. Thus, such strategic investment will ramp up Nasdaq’s growth trajectory. Recently, the Market Technology business of Nasdaq inked a partnership deal with Caspian to boost business growth in the financial crime market vertical. The company expects the acquisition of Verafin to increase revenue contribution from the highest-growth Market Technology and Investment Intelligence segments to about 47% of third quarter of 2020 total net revenues. Concurrently, with higher contribution from annual recurring revenues (ARR) and SaaS, Market Technology medium-term organic revenue growth is estimated to be in the range of 13%-16% compared with 8%- 11% guided earlier. The acquisition will also expand the percentage of Nasdaq’s ARR coming from SaaS products and services. This apart, Nasdaq raised Solutions Segments medium-term organic growth outlook to 6-9% from 5-7% guided earlier. The buyout consolidates Nasdaq’s existing regulatory technology and anti-financial crime solutions, which include Nasdaq Trade and Market Surveillance offering, its Buy-side Compliance product, as well as Nasdaq Automated Investigator for anti-money laundering. The acquisition is expected to be accretive to operating earnings per share starting 2022, achieve an attractive internal rate of return, and generate required return on invested capital objectives.

Inorganic Growth

This Zacks Rank #3 (Hold) leading provider of trading, clearing, marketplace technology, regulatory, securities listing, information and public and private company services has an impressive inorganic growth story. Nasdaq has grown meaningfully over the years through a number of strategic expansions. These acquisitions have helped the company gain direct access to the equities market in Canada, expand its technology offering, and fortify its Corporate Solutions business and improve its market surveillance techniques. The company’s acquisitions of eVestment, Cinnober, Quandl among others have enhanced its capabilities and been accretive to its results. Shares of this Zacks Rank #3 (Hold) stock have rallied 16.5% year to date, outperforming the industry ’s increase of 0.6%. Solid fundamentals should help the stock retain the momentum.

Stocks to Consider

Some better-ranked stocks from the finance sector include MarketAxess Holdings MKTX , PJT Partners PJT and Mvb Financial MVBF , each carrying a Zacks Rank #2 (Buy). You can see the complete list of today’s Zacks #1 Rank (Strong Buy) stocks here . MarketAxess surpassed estimates in each of the last four quarters, with the average earnings surprise being 2.71%. PJT Partners surpassed estimates in two of the last four quarters, with the average earnings surprise being 42.38%. Mvb Financial surpassed estimates in two of the last four quarters, with the average earnings surprise being 210.55%.

5 Stocks Set to Double

Each was hand-picked by a Zacks expert as the #1 favorite stock to gain +100% or more in 2020. Each comes from a different sector and has unique qualities and catalysts that could fuel exceptional growth. Most of the stocks in this report are flying under Wall Street radar, which provides a great opportunity to get in on the ground floor. Today, See These 5 Potential Home Runs >>  

Want the latest recommendations from Zacks Investment Research? Today, you can download 7 Best Stocks for the Next 30 Days. Click to get this free report   Nasdaq, Inc. (NDAQ): Free Stock Analysis Report   MarketAxess Holdings Inc. (MKTX): Free Stock Analysis Report   PJT Partners Inc. (PJT): Free Stock Analysis Report   Mvb Financial Corp. (MVBF): Free Stock Analysis Report   To read this article on Zacks.com click here.   Zacks Investment Research

The views and opinions expressed herein are the views and opinions of the author and do not necessarily reflect those of Nasdaq, Inc.

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• Nasdaq to Acquire Verafin...

Nasdaq to Acquire Verafin, Creating a Global Leader in the Fight Against Financial Crime

Accelerates nasdaq’s ongoing evolution into a leading saas technology provider. combines nasdaq’s global reach and established regulatory technology leadership with verafin’s innovative anti-money laundering and fraud platform and client breadth. enhances nasdaq’s performance and potential, with verafin’s cloud products delivering ~30% compound annual recurring revenue growth, or arr 1 , within a us$13 billion addressable market. strengthens verafin as a center of innovation and technology within the province of newfoundland and labrador and an economic leader in st. john’s..

November 19, 2020

NEW YORK and ST. JOHN’S, Newfoundland and Labrador, Nov. 19, 2020 (GLOBE NEWSWIRE) — Nasdaq, Inc. (Nasdaq: NDAQ), a global technology company, and Verafin, an industry pioneer in anti-financial crime management solutions, today announced that they have entered into a definitive agreement for Nasdaq to acquire Verafin for US$2.75 billion in cash, subject to customary adjustments. The agreement will combine Verafin’s comprehensive suite of anti-financial crime management products with Nasdaq’s reach and established regulatory technology leadership to create a global SaaS leader in the fight against financial crime, a worldwide problem that demands innovative action.

Based in St. John’s, Newfoundland and Labrador and founded in 2003, Verafin provides more than 2,000 financial institutions in North America a cloud-based platform to help detect, investigate, and report money laundering and financial fraud. Verafin’s products are powered by intelligent analytics and leverage machine learning, robust shared data insights and powerful visualization and investigation tools to increase detection accuracy and reduce costs for clients. Verafin emphasizes a holistic approach to eradicating financial crime and its platform supports a consortium of several of the largest global banks as they collaborate to detect financial crimes to support law enforcement investigations.

The acquisition strengthens Nasdaq’s existing regulatory technology and anti-financial crime solutions, which include its renowned Nasdaq Trade and Market Surveillance offering, its Buy-side Compliance product, as well as the Nasdaq Automated Investigator for anti-money laundering (AML). Verafin’s capabilities will be available to the global network of nearly 250 banks, exchanges, broker-dealers and buy-side organizations, and regulatory authorities that rely on Nasdaq’s technology to detect market manipulation and abuse today. Nasdaq believes that its deep relationships with the majority of leading Tier 1 and Tier 2 banks globally will accelerate Verafin’s strategy of displacing legacy providers and manual processes with its cloud-based, state-of-the-art, market-proven solution.

“At the core of Nasdaq’s mission, we champion fairness and integrity in the markets that we build and in the broader financial ecosystem in which we operate, and combatting financial crime is central to achieving our goals. Verafin’s innovative fraud and AML detection platform, combined with Nasdaq’s leading trade and market surveillance solution, will empower Nasdaq to play an increasingly important role in building stronger economies around the world,” said Adena Friedman, President and Chief Executive Officer, Nasdaq. “The intelligent technology solutions Verafin has created are second-to-none, and that is evident in the company’s extraordinary growth and stellar client retention. Together with Verafin’s founders and employees, we look forward to building Nasdaq into a global leader in anti-financial crime management solutions. Additionally, we are committed to supporting innovation and growth in St. John’s and Newfoundland and Labrador. We believe that Verafin will not only complement and grow our existing presence in Canada, but also represents a potential catalyst for further investment opportunities in the province and the country.”

Friedman continued, “In addition to Verafin’s significant contribution to Nasdaq’s strategic ambitions, the acquisition also furthers our goal to be a premier provider of cloud-based SaaS solutions to the global capital markets and beyond. This combination meaningfully accelerates the evolution of our business mix toward highly scalable, subscription revenue.”

Anti-financial crime technology represents a large and growing sector with structural and regulatory tailwinds. Financial institutions face significant challenges in detecting and preventing financial crime, and therefore invest significant capital and resources in combatting an ever-increasing threat to the integrity of the global financial system. Up to US$2 trillion in laundered money flows through the financial system annually according to the United Nations, and criminals continue to find sophisticated methods for moving funds undetected. Automation and vendor solutions, a US$13 billion market according to Oliver Wyman, have become increasingly attractive solutions for financial institutions.

“This investment by Nasdaq, a global leader in financial technology, is a major vote of confidence and a significant win for the Province of Newfoundland and Labrador’s technology and innovation sector. Nasdaq’s clear commitments to the Province will help foster prosperity and opportunity throughout the community as we continue to grow our business,” said Jamie King, Chief Executive Officer, Verafin. “Since we began discussions with Nasdaq, we felt their DNA strongly mirrored our own core values: innovation, teamwork, entrepreneurship, and a commitment to continued growth and development. Together with Nasdaq, we will be a clear leader in expanding the fight against illicit finance by delivering our capabilities to a global client base from our headquarters in St. John’s.”

Nasdaq’s Investment in St. John’s, Newfoundland and Labrador and Canada

Nasdaq is committed to growing Verafin’s business and creating opportunities for their employees. Nasdaq’s investment will help Verafin expand its position as an economic and technology leader from its base in St. John’s and within the province of Newfoundland and Labrador.

To this end, Nasdaq will make the following commitments:

• Verafin’s headquarters will proudly remain in St. John’s and its executive leadership team will remain in place and continue to lead the company’s growth.
• Nasdaq highly values the skills and expertise of Verafin employees and will invest to both maintain and increase local employment levels to fuel Verafin’s growth.
• In order to foster the next generation of talent in the province and help support Verafin’s growing employment base, Nasdaq will work closely with Memorial University to grow its scholarship program at the University, enhance its co-op programs, and fund and supervise at least six Mitacs fellowships annually for Masters and PhD students.
• Nasdaq sees great potential in the innovation ecosystem of St. John’s and will increase investment in Verafin’s research and development. This will include an investment in a new US$1 million R&D partnership project with The Genesis Centre, Newfoundland and Labrador’s pre-eminent innovation hub.
• In addition, Nasdaq admires the extensive charitable and community support that Verafin has provided to date and will increase Verafin’s level of charitable giving as the company continues to grow.

Financial Impact and Value Creation

The transaction meets all of Nasdaq’s acquisition investment criteria:

• Verafin is a strong strategic and cultural fit, accelerating Nasdaq’s evolution into a technology, analytics and infrastructure provider. The transaction is expected to increase revenue contribution from the highest-growth Market Technology and Investment Intelligence segment to 47% (from 45%) of total Nasdaq net revenue 2 pro forma for the third quarter of 2020.
• It is expected to enhance Nasdaq’s performance and valuation potential, in particular by accelerating organic revenue 3 growth outlook within its Solutions Segments to 6-9% (from 5-7% previously).
• The acquisition of Verafin is expected to deliver EPS accretion beginning in 2022 and meet Nasdaq’s ROIC, or return on invested capital, and IRR objectives.

Verafin has grown at a compound annual revenue growth rate of approximately 30% over the last three years. Verafin expects to deliver in excess of US$140 million 4 in revenue in 2021, representing an implied multiple of approximately 19.5x revenue, in line with high-growth SaaS companies.

Verafin’s results will be reported within Nasdaq’s Market Technology segment. As a result, Nasdaq is raising its Market Technology segment’s medium-term organic revenue annualized growth outlook to 13-16% (from 8-11% previously). The acquisition of Verafin is also expected to accelerate Market Technology’s projected timing of meeting the “rule of 40” 5 threshold to 2023, two years ahead of Market Technology’s 2025 target.

Financing and Approvals

Nasdaq intends to finance the transaction with a combination of US$2.5 billion of debt and cash on hand and expects debt / non-GAAP EBITDA leverage to be approximately 3.9x pro forma for the transaction. Nasdaq intends to pursue its existing capital deployment plan, including dividend payments and share repurchases, consistent with past practice, and expects to de-lever over time to return to a leverage ratio consistent with its current investment grade ratings.

The transaction is subject to regulatory approvals and other customary closing conditions. Spectrum Equity, a leading growth equity investor based in Boston and San Francisco, and Information Venture Partners, a leading FinTech-focused venture capital firm based in Toronto, both significant investors in Verafin, have agreed to sell their stake as part of this transaction. It is expected to close in the first quarter of 2021.

Evercore served as lead financial advisor to Nasdaq, along with J.P. Morgan Securities LLC. Nasdaq also received financial advice from BofA Securities, Goldman Sachs & Co. LLC, Morgan Stanley and TD Securities. Wachtell, Lipton, Rosen & Katz and Blake, Cassels & Graydon LLP served as legal advisors to Nasdaq.

William Blair & Company acted as financial advisor to Verafin in connection with the transaction. Osler, Hoskin & Harcourt LLP acted as Verafin’s legal advisor.

Conference Call / Webcast

On Thursday, November 19, 2020 at 8:00 a.m. ET, Nasdaq will host a webcast presentation to discuss the transaction. Links to the webcast and accompanying documents will be available at the company’s Investor Relations website, http://ir.nasdaq.com/investor-relations .

(1) ARR for a given period is the annualized revenue of active contracts. ARR does not have any standardized definition and is therefore unlikely to be comparable to similarly titled measures presented by other companies. ARR should be viewed independently of revenue and deferred revenue and is not intended to be combined with or to replace either of those items. ARR is not a forecast and the active contracts at the end of a reporting period used in calculating ARR may or may not be extended or renewed by customers.

(2) Represents revenues less transaction-based expenses.

(3) Refer to the non-GAAP information section of this release for a discussion of this and other non-GAAP measures

(4) Excludes the impact of purchase accounting write-down on deferred revenue.

(5) Represents non-GAAP EBITDA margin percentage plus annual growth rate.

About Nasdaq

Nasdaq (Nasdaq: NDAQ) is a global technology company serving the capital markets and other industries. Our diverse offering of data, analytics, software and services enables clients to optimize and execute their business vision with confidence. To learn more about the company, technology solutions and career opportunities, visit us on LinkedIn, on Twitter @Nasdaq, or at www.nasdaq.com .

About Verafin

Verafin is the industry leader in enterprise Financial Crime Management solutions, providing a cloud-based, secure software platform for Fraud Detection and Management, BSA/AML Compliance and Management, High-Risk Customer Management and Information Sharing. Over 2,000 banks and credit unions use Verafin to effectively fight financial crime and comply with regulations. Leveraging its unique big data intelligence, visual storytelling and collaborative investigation capabilities, Verafin significantly reduces false positive alerts, delivers context-rich insights and streamlines the daunting BSA/AML compliance processes that financial institutions face today. Verafin is the exclusive provider for Texas Bankers Association, Western Bankers Association, Florida Bankers Association, Massachusetts Bankers Association, and CUNA Strategic Services, with industry endorsements in 48 U.S. states. Visit  www.verafin.com , email   [email protected]  or call 866.781.8433.

Nasdaq Investor Contact

Ed Ditmire, CFA: +1 212 401 8737 [email protected]

Nasdaq Media Contacts

Ryan Wells: +1 646 648 3887 [email protected]

Yan-yan Tong: +46 (0)73 449 66 83 [email protected]

Longview Communications & Public Affairs (Canada) Ian Hamilton: +1 905 399 6591 [email protected]

Andy Lloyd: +1 416 402 5029 [email protected]

Verafin Media Contact

Brian Hartlen: +1 709 725 8235 [email protected]

Forward-Looking Statements

This communication contains forward-looking information related to Nasdaq, Verafin and the proposed acquisition of Verafin by Nasdaq that involves substantial risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed or implied by such statements. When used in this communication, words such as “intends”, “plans”, “will”, “believes”, “expected”, “projected” and similar expressions and any other statements that are not historical facts are intended to identify forward-looking statements. Forward-looking statements in this communication include, among other things, statements about the potential benefits of the proposed transaction, Nasdaq’s plans, objectives, expectations and intentions, the financial condition, results of operations and business of Nasdaq or Verafin, and the anticipated timing of closing of the proposed transaction. Risks and uncertainties include, among other things, risks related to the ability of Nasdaq to consummate the proposed transaction on a timely basis or at all; Nasdaq’s ability to secure regulatory approvals on the terms expected, in a timely manner or at all; Nasdaq’s ability to successfully integrate Verafin’s operations; Nasdaq’s ability to implement its plans, forecasts and other expectations with respect to Verafin’s business after the completion of the transaction and realize expected synergies; the ability to realize the anticipated benefits of the proposed transaction, including the possibility that the expected benefits from the proposed transaction will not be realized or will not be realized within the expected time period; the impact of Verafin’s business model on Nasdaq’s ability to forecast revenue results; disruption from the transaction making it more difficult to maintain business and operational relationships; risks related to diverting management’s attention from Nasdaq’s ongoing business operations; the negative effects of the announcement or the consummation of the proposed transaction on the market price of Nasdaq’s common stock or on Nasdaq’s operating results; significant transaction costs; unknown liabilities; the risk of litigation or regulatory actions related to the proposed transaction; future levels of Nasdaq’s indebtedness, including additional indebtedness that may be incurred in connection with the proposed transaction; and the effect of the announcement or pendency of the transaction on Verafin’s business relationships, operating results, and business generally.

Further information on these and other risk and uncertainties relating to Nasdaq can be found in its reports filed on Forms 10-K, 10-Q and 8-K and in other filings Nasdaq makes with the SEC from time to time and available at www.sec.gov . These documents are also available under the Investor Relations section of Nasdaq ‘s website at http://ir.nasdaq.com/investor-relations . The forward-looking statements included in this communication are made only as of the date hereof. Nasdaq and Verafin disclaim any obligation to update these forward-looking statements, except as required by law.

Non-GAAP Information

This press release includes certain non-GAAP financial measures, including organic revenue growth, non-GAAP EBITDA and ROIC.

Nasdaq and Verafin believe that these non-GAAP measures provide useful information to management and investors regarding certain financial and business trends relating to Verafin’s financial condition and results of operations. Nasdaq’s and Verafin’s managements use certain of these non-GAAP measures to compare Nasdaq’s and Verafin’s performance to that of prior periods for trend analyses and for budgeting and planning purposes. Nasdaq and Verafin believe presentation of these measures provides investors with greater transparency and supplemental data relating to financial condition and results of operations.

Nasdaq’s organic growth calculation methodology normally excludes acquired businesses from the measure until they have been part of Nasdaq for a full 12-month period. For purposes of providing the pro-forma impact of the Verafin acquisition, Verafin’s forecasted results are included and the impact of purchase accounting write-down on deferred revenue is excluded in these measures.

These measures are not in accordance with, or an alternative to, U.S. GAAP, and may be different from non-GAAP measures used by other companies. In addition, other companies, including companies in our industry, may calculate such measures differently, which reduces its usefulness as a comparative measure. Investors should not rely on any single financial measure when evaluating these businesses. This information should be considered as supplemental in nature and is not meant as a substitute for operating results in accordance with U.S. GAAP.

A reconciliation of non-GAAP forward looking information to their corresponding GAAP measures cannot be provided without unreasonable efforts due to the inherent difficulty in quantifying certain amounts due to a variety of factors, including the unpredictability in the movement in foreign currency rates, Nasdaq’s effective tax rate as well as future charges or reversals outside of the normal course of business.

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Nasdaq buying N.L. online security company Verafin in $2.75B US deal

Deal will bring st. john's company to global markets, says verafin co-founder brendan brothers.

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St. John's online security and anti-fraud company Verafin will be sold to global technology giant Nasdaq for $2.75 billion US, the companies announced Thursday, making for a "very exciting day" for the founders of the company.

In a statement, Nasdaq said the agreement between the two companies will combine Verafin's products with Nasdaq's international reach to make them a global leader "in the fight against financial crime."

Verafin, founded in 2003 by Brendan Brothers, Jamie King and Raymond Pretty, works with almost 3,000 banks and credit unions in Canada and the United States to detect activity like fraud and money laundering.

The deal will see Verafin's technology made available to Nasdaq's global network of nearly 250 banks, exchanges, investing companies and regulatory authorities that rely on Nasdaq's technology to detect market manipulation and abuse, the release said.

By combining <a href="https://twitter.com/Nasdaq?ref_src=twsrc%5Etfw">@Nasdaq</a>’s global reach and established regulatory technology leadership with <a href="https://twitter.com/Verafin?ref_src=twsrc%5Etfw">@Verafin</a>’s cutting-edge solutions, we will be able to offer our clients a next generation suite of solutions to fight financial crime. <br><br>4/4<a href="https://t.co/OWoQ0wzXZo">https://t.co/OWoQ0wzXZo</a> &mdash; @Nasdaq

"The intelligent technology solutions Verafin has created are second to none, and that is evident in the company's extraordinary growth and stellar client retention," Adena Friedman, president and CEO of Nasdaq, said in a news release.

Staying in St. John's

The deal promised to boost the province's burgeoning tech sector.

"We are committed to supporting innovation and growth in St. John's and Newfoundland and Labrador. We believe that Verafin will not only complement and grow our existing presence in Canada, but also represents a potential catalyst for further investment opportunities in the province and the country," Friedman said in the release.

It's a very, very exciting day. Obviously not only for Verafin, but I think for the province of Newfoundland and Labrador. - Brendan Brothers, co-founder of Verafin

During an investors call Thursday morning, Friedman said an estimated $2 trillion a year is laundered.

"Financial crime, including money laundering, is among the biggest and most difficult challenges that banks face around the world."

Friedman said an estimated $42 billion is invested in the anti-financial crime space — $12.5 billion of that on technology, with that number expected to grow yearly.

With a market penetration rate between Verafin and Nasdaq estimated at just three per cent, Friedman said there is "an incredible amount of opportunity" for the venture.

Verafin's current clients are all based in North America, Friedman said, while about two-thirds of Nasdaq's revenue in the surveillance business comes from larger clients outside the U.S.

The deal will mean Nasdaq's investment in Verafin will bring their product to larger-tiered banks and financial clients on an international scale.

"We have a really great opportunity to take them into our bank clients across Europe," Friedman said.

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Verafin's headquarters will remain in St. John's, Nasdaq said, and the company's executive leadership team will remain in place.

That's an important guarantee for Brothers, who said the deal will mean a big expansion for the technology sector in St. John's.

"It's a very, very exciting day, obviously, not only for Verafin, but I think for the province of Newfoundland and Labrador," Brothers said.

"I think the story out of this is the prosperity it's gonna bring to the province.… The commitments that Nasdaq has made to grow the business, to hire, to increase employment I think is tremendously exciting for us."

Nasdaq also said it will invest in a new $1-million US research and development partnership project with the Genesis Centre, an innovation hub based at Memorial University in St. John's that provides support for startups in the province.

It will also grow a scholarship program at Memorial University, including funding and supervising six fellowships for master's and PhD students "to foster the next generation of talent in the province and help support Verafin's growing employment base."

Brothers said Verafin employs about 600 people, mostly in St. John's but some in Toronto and other offices in North America.

He said Nasdaq has committed to hiring another roughly 180 people next year as part of the company's expansion into a wider market.

"Our goal, since the very early days of our business, has been to create the world's most effective crime-fighting network, and we've been on that path now for the last nearly 18 years, and I think this really allows us to accelerate that vision," Brothers said.

"The connections that they're going to be able to bring our business, the banks, the financial institutions, the markets that they work in globally, is tremendously exciting for us on that path to growth."

The sale is still subject to regulatory approvals and other customary closing conditions, and is expected to close in early 2021. Verafin is expected to deliver at least $140 million in revenue to Nasdaq in 2021.

Read more from CBC Newfoudland and Labrador

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Marqeta Announces May 2024 Investor Conference Presentations

Marqeta (NASDAQ: MQ), the global modern card issuing platform that enables embedded finance solutions for the world’s innovators, today announced its executives are participating in two upcoming investor conferences.

Mike Milotich, Marqeta CFO, will participate in a fireside chat at the Barclays 14th Annual Emerging Payments and FinTech Forum on Thursday, May 16, 2024, at 9:45 a.m. Eastern Time.

Simon Khalaf, Marqeta CEO, will participate in a fireside chat at the J.P. Morgan 52nd Annual Global Technology, Media and Communications Conference on Monday, May 20, 2024, at 1:10 p.m. Eastern Time.

A live webcast and replay will be available on Marqeta’s investor relations website at investors.marqeta.com.

About Marqeta (NASDAQ: MQ)

Marqeta’s modern card issuing platform empowers its customers to create customized and innovative payment cards and embedded finance offerings. Marqeta’s platform, powered by open APIs, gives its customers the ability to build more configurable and flexible payment experiences, accelerating product development and democratizing access to card issuing technology. Its modern architecture provides instant access to highly scalable, cloud-based payment infrastructure that enables customers to launch and manage their own card programs, issue cards, and authorize and settle transactions. Marqeta is headquartered in Oakland, California, and is certified to operate in more than 40 countries globally. For more information, visit www.marqeta.com , Twitter and LinkedIn .

Media: James Robinson 530-913-0844 [email protected]

View source version on businesswire.com: https://www.businesswire.com/news/home/20240515203908/en/

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Nasdaq, Inc.

Us6311031081, financial & commodity market operators.

• Nasdaq to Acquire Verafin, Creating a Global Leader in the Fight Against Financial Crime

Accelerates Nasdaq’s ongoing evolution into a leading SaaS technology provider.

Combines Nasdaq’s global reach and established regulatory technology leadership with Verafin’s innovative anti-money laundering and fraud platform and client breadth.

Enhances Nasdaq’s performance and potential, with Verafin’s cloud products delivering ~30% compound annual recurring revenue growth, or ARR 1 , within a US$13 billion addressable market.

Strengthens Verafin as a center of innovation and technology within the province of Newfoundland and Labrador and an economic leader in St. John’s.

NEW YORK and ST. JOHN’S, Newfoundland and Labrador, Nov. 19, 2020 (GLOBE NEWSWIRE) -- Nasdaq, Inc. (Nasdaq: NDAQ), a global technology company, and Verafin , an industry pioneer in anti-financial crime management solutions, today announced that they have entered into a definitive agreement for Nasdaq to acquire Verafin for US$2.75 billion in cash, subject to customary adjustments. The agreement will combine Verafin’s comprehensive suite of anti-financial crime management products with Nasdaq’s reach and established regulatory technology leadership to create a global SaaS leader in the fight against financial crime, a worldwide problem that demands innovative action.

Based in St. John’s, Newfoundland and Labrador and founded in 2003, Verafin provides more than 2,000 financial institutions in North America a cloud-based platform to help detect, investigate, and report money laundering and financial fraud. Verafin’s products are powered by intelligent analytics and leverage machine learning, robust shared data insights and powerful visualization and investigation tools to increase detection accuracy and reduce costs for clients. Verafin emphasizes a holistic approach to eradicating financial crime and its platform supports a consortium of several of the largest global banks as they collaborate to detect financial crimes to support law enforcement investigations.

The acquisition strengthens Nasdaq’s existing regulatory technology and anti-financial crime solutions, which include its renowned Nasdaq Trade and Market Surveillance offering, its Buy-side Compliance product, as well as the Nasdaq Automated Investigator for anti-money laundering (AML). Verafin’s capabilities will be available to the global network of nearly 250 banks, exchanges, broker-dealers and buy-side organizations, and regulatory authorities that rely on Nasdaq’s technology to detect market manipulation and abuse today. Nasdaq believes that its deep relationships with the majority of leading Tier 1 and Tier 2 banks globally will accelerate Verafin’s strategy of displacing legacy providers and manual processes with its cloud-based, state-of-the-art, market-proven solution.

“At the core of Nasdaq’s mission, we champion fairness and integrity in the markets that we build and in the broader financial ecosystem in which we operate, and combatting financial crime is central to achieving our goals. Verafin’s innovative fraud and AML detection platform, combined with Nasdaq’s leading trade and market surveillance solution, will empower Nasdaq to play an increasingly important role in building stronger economies around the world,” said Adena Friedman, President and Chief Executive Officer, Nasdaq. “The intelligent technology solutions Verafin has created are second-to-none, and that is evident in the company’s extraordinary growth and stellar client retention. Together with Verafin’s founders and employees, we look forward to building Nasdaq into a global leader in anti-financial crime management solutions. Additionally, we are committed to supporting innovation and growth in St. John’s and Newfoundland and Labrador. We believe that Verafin will not only complement and grow our existing presence in Canada, but also represents a potential catalyst for further investment opportunities in the province and the country.”

Friedman continued, “In addition to Verafin’s significant contribution to Nasdaq’s strategic ambitions, the acquisition also furthers our goal to be a premier provider of cloud-based SaaS solutions to the global capital markets and beyond. This combination meaningfully accelerates the evolution of our business mix toward highly scalable, subscription revenue.”

Anti-financial crime technology represents a large and growing sector with structural and regulatory tailwinds. Financial institutions face significant challenges in detecting and preventing financial crime, and therefore invest significant capital and resources in combatting an ever-increasing threat to the integrity of the global financial system. Up to US$2 trillion in laundered money flows through the financial system annually according to the United Nations, and criminals continue to find sophisticated methods for moving funds undetected. Automation and vendor solutions, a US$13 billion market according to Oliver Wyman, have become increasingly attractive solutions for financial institutions.

“This investment by Nasdaq, a global leader in financial technology, is a major vote of confidence and a significant win for the Province of Newfoundland and Labrador’s technology and innovation sector. Nasdaq’s clear commitments to the Province will help foster prosperity and opportunity throughout the community as we continue to grow our business,” said Jamie King, Chief Executive Officer, Verafin. “Since we began discussions with Nasdaq, we felt their DNA strongly mirrored our own core values: innovation, teamwork, entrepreneurship, and a commitment to continued growth and development. Together with Nasdaq, we will be a clear leader in expanding the fight against illicit finance by delivering our capabilities to a global client base from our headquarters in St. John’s.”

Nasdaq’s Investment in St. John’s, Newfoundland and Labrador and Canada

Nasdaq is committed to growing Verafin’s business and creating opportunities for their employees. Nasdaq’s investment will help Verafin expand its position as an economic and technology leader from its base in St. John’s and within the province of Newfoundland and Labrador.

To this end, Nasdaq will make the following commitments:

• Verafin’s headquarters will proudly remain in St. John’s and its executive leadership team will remain in place and continue to lead the company’s growth.
• Nasdaq highly values the skills and expertise of Verafin employees and will invest to both maintain and increase local employment levels to fuel Verafin’s growth.
• In order to foster the next generation of talent in the province and help support Verafin’s growing employment base, Nasdaq will work closely with Memorial University to grow its scholarship program at the University, enhance its co-op programs, and fund and supervise at least six Mitacs fellowships annually for Masters and PhD students.
• Nasdaq sees great potential in the innovation ecosystem of St. John’s and will increase investment in Verafin’s research and development. This will include an investment in a new US$1 million R&D partnership project with The Genesis Centre, Newfoundland and Labrador’s pre-eminent innovation hub.
• In addition, Nasdaq admires the extensive charitable and community support that Verafin has provided to date and will increase Verafin’s level of charitable giving as the company continues to grow.

Financial Impact and Value Creation

The transaction meets all of Nasdaq’s acquisition investment criteria:

• Verafin is a strong strategic and cultural fit, accelerating Nasdaq’s evolution into a technology, analytics and infrastructure provider. The transaction is expected to increase revenue contribution from the highest-growth Market Technology and Investment Intelligence segment to 47% (from 44%) of total Nasdaq net revenue 2 pro forma for the third quarter of 2020.
• It is expected to enhance Nasdaq’s performance and valuation potential, in particular by accelerating organic revenue 3 growth outlook within its Solutions Segments to 6-9% (from 5-7% previously).
• The acquisition of Verafin is expected to deliver EPS accretion beginning in 2022 and meet Nasdaq’s ROIC, or return on invested capital, and IRR objectives.

Verafin has grown at a compound annual revenue growth rate of approximately 30% over the last three years. Verafin expects to deliver in excess of US$140 million 4 in revenue in 2021, representing an implied multiple of approximately 19.5x revenue, in line with high-growth SaaS companies.

Verafin’s results will be reported within Nasdaq’s Market Technology segment. As a result, Nasdaq is raising its Market Technology segment’s medium-term organic revenue annualized growth outlook to 13-16% (from 8-11% previously). The acquisition of Verafin is also expected to accelerate Market Technology’s projected timing of meeting the “rule of 40” 5 threshold to 2023, two years ahead of Market Technology’s 2025 target.

Financing and Approvals

Nasdaq intends to finance the transaction with a combination of US$2.5 billion of debt and cash on hand and expects debt / non-GAAP EBITDA leverage to be approximately 3.9x pro forma for the transaction. Nasdaq intends to pursue its existing capital deployment plan, including dividend payments and share repurchases, consistent with past practice, and expects to de-lever over time to return to a leverage ratio consistent with its current investment grade ratings.

The transaction is subject to regulatory approvals and other customary closing conditions. Spectrum Equity, a leading growth equity investor based in Boston and San Francisco, and Information Venture Partners, a leading FinTech-focused venture capital firm based in Toronto, both significant investors in Verafin, have agreed to sell their stake as part of this transaction. It is expected to close in the first quarter of 2021.

Evercore served as lead financial advisor to Nasdaq, along with J.P. Morgan Securities LLC. Nasdaq also received financial advice from BofA Securities, Goldman Sachs & Co. LLC, Morgan Stanley and TD Securities. Wachtell, Lipton, Rosen & Katz and Blake, Cassels & Graydon LLP served as legal advisors to Nasdaq.

William Blair & Company acted as financial advisor to Verafin in connection with the transaction. Osler, Hoskin & Harcourt LLP acted as Verafin’s legal advisor.

Conference Call / Webcast

On Thursday, November 19, 2020 at 8:00 a.m. ET, Nasdaq will host a webcast presentation to discuss the transaction. Links to the webcast and accompanying documents will be available at the company’s Investor Relations website, http://ir.nasdaq.com/investor-relations .

______________ 1 ARR for a given period is the annualized revenue of active contracts. ARR does not have any standardized definition and is therefore unlikely to be comparable to similarly titled measures presented by other companies. ARR should be viewed independently of revenue and deferred revenue and is not intended to be combined with or to replace either of those items. ARR is not a forecast and the active contracts at the end of a reporting period used in calculating ARR may or may not be extended or renewed by customers. 2 Represents revenues less transaction-based expenses. 3 Refer to the non-GAAP information section of this release for a discussion of this and other non-GAAP measures. 4 Excludes the impact of purchase accounting write-down on deferred revenue.  5 Represents non-GAAP EBITDA margin percentage plus annual growth rate.

About Nasdaq

Nasdaq (Nasdaq: NDAQ) is a global technology company serving the capital markets and other industries. Our diverse offering of data, analytics, software and services enables clients to optimize and execute their business vision with confidence. To learn more about the company, technology solutions and career opportunities, visit us on LinkedIn, on Twitter @Nasdaq, or at www.nasdaq.com.

About Verafin

Verafin is the industry leader in enterprise Financial Crime Management solutions, providing a cloud-based, secure software platform for Fraud Detection and Management, BSA/AML Compliance and Management, High-Risk Customer Management and Information Sharing. Over 2,000 banks and credit unions use Verafin to effectively fight financial crime and comply with regulations. Leveraging its unique big data intelligence, visual storytelling and collaborative investigation capabilities, Verafin significantly reduces false positive alerts, delivers context-rich insights and streamlines the daunting BSA/AML compliance processes that financial institutions face today. Verafin is the exclusive provider for Texas Bankers Association, Western Bankers Association, Florida Bankers Association, Massachusetts Bankers Association, and CUNA Strategic Services, with industry endorsements in 48 U.S. states. Visit www.verafin.com, email [email protected] or call 866.781.8433.

Nasdaq Investor Contact

Ed Ditmire, CFA: +1 212 401 8737 [email protected]

Nasdaq Media Contacts

Ryan Wells: +1 646 648 3887 [email protected]

Yan-yan Tong: +46 (0)73 449 66 83 [email protected]

Longview Communications & Public Affairs (Canada) Ian Hamilton: +1 905 399 6591 [email protected] Andy Lloyd: +1 416 402 5029 [email protected]

Verafin Media Contact

Brian Hartlen: +1 709 725 8235 [email protected]

Forward-Looking Statements

This communication contains forward-looking information related to Nasdaq, Verafin and the proposed acquisition of Verafin by Nasdaq that involves substantial risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed or implied by such statements. When used in this communication, words such as "intends", "plans", "will", “believes”, "expected”, “projected” and similar expressions and any other statements that are not historical facts are intended to identify forward-looking statements. Forward-looking statements in this communication include, among other things, statements about the potential benefits of the proposed transaction, Nasdaq’s plans, objectives, expectations and intentions, the financial condition, results of operations and business of Nasdaq or Verafin, and the anticipated timing of closing of the proposed transaction. Risks and uncertainties include, among other things, risks related to the ability of Nasdaq to consummate the proposed transaction on a timely basis or at all; Nasdaq’s ability to secure regulatory approvals on the terms expected, in a timely manner or at all; Nasdaq’s ability to successfully integrate Verafin’s operations; Nasdaq’s ability to implement its plans, forecasts and other expectations with respect to Verafin’s business after the completion of the transaction and realize expected synergies; the ability to realize the anticipated benefits of the proposed transaction, including the possibility that the expected benefits from the proposed transaction will not be realized or will not be realized within the expected time period; the impact of Verafin’s business model on Nasdaq’s ability to forecast revenue results; disruption from the transaction making it more difficult to maintain business and operational relationships; risks related to diverting management's attention from Nasdaq’s ongoing business operations; the negative effects of the announcement or the consummation of the proposed transaction on the market price of Nasdaq’s common stock or on Nasdaq’s operating results; significant transaction costs; unknown liabilities; the risk of litigation or regulatory actions related to the proposed transaction; future levels of Nasdaq’s indebtedness, including additional indebtedness that may be incurred in connection with the proposed transaction; and the effect of the announcement or pendency of the transaction on Verafin’s business relationships, operating results, and business generally.

Further information on these and other risk and uncertainties relating to Nasdaq can be found in its reports filed on Forms 10-K, 10-Q and 8-K and in other filings Nasdaq makes with the SEC from time to time and available at www.sec.gov. These documents are also available under the Investor Relations section of Nasdaq 's website at http://ir.nasdaq.com/investor-relations . The forward-looking statements included in this communication are made only as of the date hereof. Nasdaq and Verafin disclaim any obligation to update these forward-looking statements, except as required by law.

Non-GAAP Information

This press release includes certain non-GAAP financial measures, including organic revenue growth, non-GAAP EBITDA and ROIC.

Nasdaq and Verafin believe that these non-GAAP measures provide useful information to management and investors regarding certain financial and business trends relating to Verafin’s financial condition and results of operations. Nasdaq’s and Verafin’s managements use certain of these non-GAAP measures to compare Nasdaq’s and Verafin’s performance to that of prior periods for trend analyses and for budgeting and planning purposes. Nasdaq and Verafin believe presentation of these measures provides investors with greater transparency and supplemental data relating to financial condition and results of operations.

Nasdaq’s organic growth calculation methodology normally excludes acquired businesses from the measure until they have been part of Nasdaq for a full 12-month period. For purposes of providing the pro-forma impact of the Verafin acquisition, Verafin’s forecasted results are included and the impact of purchase accounting write-down on deferred revenue is excluded in these measures.

These measures are not in accordance with, or an alternative to, U.S. GAAP, and may be different from non-GAAP measures used by other companies. In addition, other companies, including companies in our industry, may calculate such measures differently, which reduces its usefulness as a comparative measure. Investors should not rely on any single financial measure when evaluating these businesses. This information should be considered as supplemental in nature and is not meant as a substitute for operating results in accordance with U.S. GAAP.

A reconciliation of non-GAAP forward looking information to their corresponding GAAP measures cannot be provided without unreasonable efforts due to the inherent difficulty in quantifying certain amounts due to a variety of factors, including the unpredictability in the movement in foreign currency rates, Nasdaq’s effective tax rate as well as future charges or reversals outside of the normal course of business.

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Friedman, Nasdaq CEO: In 2023, financial crime accounted for $3,100 billion

January 31, 2024 at 01:53 pm EST

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Analysts' consensus, eps revisions, quarterly earnings - rate of surprise, sector other financial & commodity market operators.

• Stock Market
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News Details

Moderna to present at upcoming conferences in may/june 2024.

CAMBRIDGE, MA / ACCESSWIRE / May 13, 2024 / Moderna, Inc. (Nasdaq:MRNA), today announced its participation in the following upcoming investor conferences:

Bernstein's 40th Annual Strategic Decisions Conference (SDC), on Friday, May 31 st at 10:00am ET

Jefferies Healthcare Conference, on Thursday, June 6 th at 10:00am ET

Goldman Sachs 45th Annual Global Healthcare Conference, on Monday, June 10 th at 1:20pm ET

A live webcast of each of these presentations will be available under "Events and Presentations" in the Investors section of the Moderna website at investors.modernatx.com . A replay of each webcast will be archived on Moderna's website for at least 30 days following the presentation.

About Moderna

Moderna is a leader in the creation of the field of mRNA medicine. Through the advancement of mRNA technology, Moderna is reimagining how medicines are made and transforming how we treat and prevent disease for everyone. By working at the intersection of science, technology and health for more than a decade, the company has developed medicines at unprecedented speed and efficiency, including one of the earliest and most effective COVID-19 vaccines.

Moderna's mRNA platform has enabled the development of therapeutics and vaccines for infectious diseases, immuno-oncology, rare diseases and autoimmune diseases. With a unique culture and a global team driven by the Moderna values and mindsets to responsibly change the future of human health, Moderna strives to deliver the greatest possible impact to people through mRNA medicines. For more information about Moderna, please visit modernatx.com and connect with us on X (formerly Twitter), Facebook, Instagram, YouTube and LinkedIn.

Investors: Lavina Talukdar Senior Vice President & Head of Investor Relations 617-209-5834 [email protected]

SOURCE: Moderna, Inc.

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Nasdaq to acquire venture-backed Verafin in $2.75bn deal

Nasdaq has agreed to acquire Verafin, a provider of anti-financial crime management solutions based in St. John's, Newfoundland and Labrador.

Nasdaq has agreed to acquire Verafin, a provider of anti-financial crime management solutions based in St. John’s, Newfoundland and Labrador. The deal, expected to close in Q1 2021, reflects a purchase price of US$2.75 billion. Verafin last year closed a C$515 million financing backed by Spectrum Equity, Information Venture Partners, Northleaf Capital Partners, BDC Capital, Teralys Capital and others.

PRESS RELEASE

NEW YORK and ST. JOHN’S, Newfoundland and Labrador, Nov. 19, 2020 (GLOBE NEWSWIRE) — Nasdaq, Inc. (Nasdaq: NDAQ), a global technology company, and Verafin, an industry pioneer in anti-financial crime management solutions, today announced that they have entered into a definitive agreement for Nasdaq to acquire Verafin for US$2.75 billion in cash, subject to customary adjustments. The agreement will combine Verafin’s comprehensive suite of anti-financial crime management products with Nasdaq’s reach and established regulatory technology leadership to create a global SaaS leader in the fight against financial crime, a worldwide problem that demands innovative action.

Based in St. John’s, Newfoundland and Labrador and founded in 2003, Verafin provides more than 2,000 financial institutions in North America a cloud-based platform to help detect, investigate, and report money laundering and financial fraud. Verafin’s products are powered by intelligent analytics and leverage machine learning, robust shared data insights and powerful visualization and investigation tools to increase detection accuracy and reduce costs for clients. Verafin emphasizes a holistic approach to eradicating financial crime and its platform supports a consortium of several of the largest global banks as they collaborate to detect financial crimes to support law enforcement investigations.

The acquisition strengthens Nasdaq’s existing regulatory technology and anti-financial crime solutions, which include its renowned Nasdaq Trade and Market Surveillance offering, its Buy-side Compliance product, as well as the Nasdaq Automated Investigator for anti-money laundering (AML). Verafin’s capabilities will be available to the global network of nearly 250 banks, exchanges, broker-dealers and buy-side organizations, and regulatory authorities that rely on Nasdaq’s technology to detect market manipulation and abuse today. Nasdaq believes that its deep relationships with the majority of leading Tier 1 and Tier 2 banks globally will accelerate Verafin’s strategy of displacing legacy providers and manual processes with its cloud-based, state-of-the-art, market-proven solution.

“At the core of Nasdaq’s mission, we champion fairness and integrity in the markets that we build and in the broader financial ecosystem in which we operate, and combatting financial crime is central to achieving our goals. Verafin’s innovative fraud and AML detection platform, combined with Nasdaq’s leading trade and market surveillance solution, will empower Nasdaq to play an increasingly important role in building stronger economies around the world,” said Adena Friedman, President and Chief Executive Officer, Nasdaq.

“The intelligent technology solutions Verafin has created are second-to-none, and that is evident in the company’s extraordinary growth and stellar client retention. Together with Verafin’s founders and employees, we look forward to building Nasdaq into a global leader in anti-financial crime management solutions. Additionally, we are committed to supporting innovation and growth in St. John’s and Newfoundland and Labrador. We believe that Verafin will not only complement and grow our existing presence in Canada, but also represents a potential catalyst for further investment opportunities in the province and the country.”

Friedman continued, “In addition to Verafin’s significant contribution to Nasdaq’s strategic ambitions, the acquisition also furthers our goal to be a premier provider of cloud-based SaaS solutions to the global capital markets and beyond. This combination meaningfully accelerates the evolution of our business mix toward highly scalable, subscription revenue.”

Anti-financial crime technology represents a large and growing sector with structural and regulatory tailwinds. Financial institutions face significant challenges in detecting and preventing financial crime, and therefore invest significant capital and resources in combatting an ever-increasing threat to the integrity of the global financial system. Up to US$2 trillion in laundered money flows through the financial system annually according to the United Nations, and criminals continue to find sophisticated methods for moving funds undetected. Automation and vendor solutions, a US$13 billion market according to Oliver Wyman, have become increasingly attractive solutions for financial institutions.

“This investment by Nasdaq, a global leader in financial technology, is a major vote of confidence and a significant win for the Province of Newfoundland and Labrador’s technology and innovation sector. Nasdaq’s clear commitments to the Province will help foster prosperity and opportunity throughout the community as we continue to grow our business,” said Jamie King, Chief Executive Officer, Verafin. “Since we began discussions with Nasdaq, we felt their DNA strongly mirrored our own core values: innovation, teamwork, entrepreneurship, and a commitment to continued growth and development.

Together with Nasdaq, we will be a clear leader in expanding the fight against illicit finance by delivering our capabilities to a global client base from our headquarters in St. John’s.” Nasdaq’s Investment in St. John’s, Newfoundland and Labrador and Canada Nasdaq is committed to growing Verafin’s business and creating opportunities for their employees. Nasdaq’s investment will help Verafin expand its position as an economic and technology leader from its base in St. John’s and within the province of Newfoundland and Labrador.

To this end, Nasdaq will make the following commitments: Verafin’s headquarters will proudly remain in St. John’s and its executive leadership team will remain in place and continue to lead the company’s growth.

Nasdaq highly values the skills and expertise of Verafin employees and will invest to both maintain and increase local employment levels to fuel Verafin’s growth.

In order to foster the next generation of talent in the province and help support Verafin’s growing employment base, Nasdaq will work closely with Memorial University to grow its scholarship program at the University, enhance its co-op programs, and fund and supervise at least six Mitacs fellowships annually for Masters and PhD students.

Nasdaq sees great potential in the innovation ecosystem of St. John’s and will increase investment in Verafin’s research and development. This will include an investment in a new US$1 million R&D partnership project with The Genesis Centre, Newfoundland and Labrador’s pre-eminent innovation hub.

In addition, Nasdaq admires the extensive charitable and community support that Verafin has provided to date and will increase Verafin’s level of charitable giving as the company continues to grow.

Financial Impact and Value Creation The transaction meets all of Nasdaq’s acquisition investment criteria: Verafin is a strong strategic and cultural fit, accelerating Nasdaq’s evolution into a technology, analytics and infrastructure provider. The transaction is expected to increase revenue contribution from the highest-growth Market Technology and Investment Intelligence segment to 47% (from 44%) of total Nasdaq net revenue2 pro forma for the third quarter of 2020.

It is expected to enhance Nasdaq’s performance and valuation potential, in particular by accelerating organic revenue3 growth outlook within its Solutions Segments to 6-9% (from 5-7% previously).

The acquisition of Verafin is expected to deliver EPS accretion beginning in 2022 and meet Nasdaq’s ROIC, or return on invested capital, and IRR objectives.

Verafin has grown at a compound annual revenue growth rate of approximately 30% over the last three years. Verafin expects to deliver in excess of US$140 million4 in revenue in 2021, representing an implied multiple of approximately 19.5x revenue, in line with high-growth SaaS companies.

Verafin’s results will be reported within Nasdaq’s Market Technology segment. As a result, Nasdaq is raising its Market Technology segment’s medium-term organic revenue annualized growth outlook to 13-16% (from 8-11% previously). The acquisition of Verafin is also expected to accelerate Market Technology’s projected timing of meeting the “rule of 40”5 threshold to 2023, two years ahead of Market Technology’s 2025 target.

Financing and Approvals Nasdaq intends to finance the transaction with a combination of US$2.5 billion of debt and cash on hand and expects debt / non-GAAP EBITDA leverage to be approximately 3.9x pro forma for the transaction. Nasdaq intends to pursue its existing capital deployment plan, including dividend payments and share repurchases, consistent with past practice, and expects to de-lever over time to return to a leverage ratio consistent with its current investment grade ratings.

The transaction is subject to regulatory approvals and other customary closing conditions. Spectrum Equity, a leading growth equity investor based in Boston and San Francisco, and Information Venture Partners, a leading FinTech-focused venture capital firm based in Toronto, both significant investors in Verafin, have agreed to sell their stake as part of this transaction. It is expected to close in the first quarter of 2021.

Advisors Evercore served as lead financial advisor to Nasdaq, along with J.P. Morgan Securities LLC. Nasdaq also received financial advice from BofA Securities, Goldman Sachs & Co. LLC, Morgan Stanley and TD Securities. Wachtell, Lipton, Rosen & Katz and Blake, Cassels & Graydon LLP served as legal advisors to Nasdaq.

William Blair & Company acted as financial advisor to Verafin in connection with the transaction. Osler, Hoskin & Harcourt LLP acted as Verafin’s legal advisor.

Conference Call / Webcast On Thursday, November 19, 2020 at 8:00 a.m. ET, Nasdaq will host a webcast presentation to discuss the transaction. Links to the webcast and accompanying documents will be available at the company’s Investor Relations website, http://ir.nasdaq.com/investor-relations. ______________ 1 ARR for a given period is the annualized revenue of active contracts. ARR does not have any standardized definition and is therefore unlikely to be comparable to similarly titled measures presented by other companies. ARR should be viewed independently of revenue and deferred revenue and is not intended to be combined with or to replace either of those items. ARR is not a forecast and the active contracts at the end of a reporting period used in calculating ARR may or may not be extended or renewed by customers. 2 Represents revenues less transaction-based expenses. 3 Refer to the non-GAAP information section of this release for a discussion of this and other non-GAAP measures. 4 Excludes the impact of purchase accounting write-down on deferred revenue. 5 Represents non-GAAP EBITDA margin percentage plus annual growth rate.

About Nasdaq Nasdaq (Nasdaq: NDAQ) is a global technology company serving the capital markets and other industries. Our diverse offering of data, analytics, software and services enables clients to optimize and execute their business vision with confidence. To learn more about the company, technology solutions and career opportunities, visit us on LinkedIn, on Twitter @Nasdaq, or at www.nasdaq.com.

About Verafin Verafin is the industry leader in enterprise Financial Crime Management solutions, providing a cloud-based, secure software platform for Fraud Detection and Management, BSA/AML Compliance and Management, High-Risk Customer Management and Information Sharing. Over 2,000 banks and credit unions use Verafin to effectively fight financial crime and comply with regulations. Leveraging its unique big data intelligence, visual storytelling and collaborative investigation capabilities, Verafin significantly reduces false positive alerts, delivers context-rich insights and streamlines the daunting BSA/AML compliance processes that financial institutions face today. Verafin is the exclusive provider for Texas Bankers Association, Western Bankers Association, Florida Bankers Association, Massachusetts Bankers Association, and CUNA Strategic Services, with industry endorsements in 48 U.S. states. Visit www.verafin.com, email [email protected] or call 866.781.8433.

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Yahoo Finance

Marqeta announces may 2024 investor conference presentations.

OAKLAND, Calif., May 15, 2024 --( BUSINESS WIRE )-- Marqeta (NASDAQ: MQ), the global modern card issuing platform that enables embedded finance solutions for the world’s innovators, today announced its executives are participating in two upcoming investor conferences.

Mike Milotich, Marqeta CFO, will participate in a fireside chat at the Barclays 14th Annual Emerging Payments and FinTech Forum on Thursday, May 16, 2024, at 9:45 a.m. Eastern Time.

Simon Khalaf, Marqeta CEO, will participate in a fireside chat at the J.P. Morgan 52nd Annual Global Technology, Media and Communications Conference on Monday, May 20, 2024, at 1:10 p.m. Eastern Time.

A live webcast and replay will be available on Marqeta’s investor relations website at investors.marqeta.com.

About Marqeta (NASDAQ: MQ)

Marqeta’s modern card issuing platform empowers its customers to create customized and innovative payment cards and embedded finance offerings. Marqeta’s platform, powered by open APIs, gives its customers the ability to build more configurable and flexible payment experiences, accelerating product development and democratizing access to card issuing technology. Its modern architecture provides instant access to highly scalable, cloud-based payment infrastructure that enables customers to launch and manage their own card programs, issue cards, and authorize and settle transactions. Marqeta is headquartered in Oakland, California, and is certified to operate in more than 40 countries globally. For more information, visit www.marqeta.com , Twitter and LinkedIn .

View source version on businesswire.com: https://www.businesswire.com/news/home/20240515203908/en/

Media: James Robinson 530-913-0844 [email protected]