CBOE Cboe Global Markets Inc

Item 1.01. Entry into a Material Definitive Agreement.

As previously disclosed, on December 10, 2019, Cboe Global Markets, Inc. (the “Company”) announced that one of its wholly-owned subsidiaries has entered into a definitive agreement to acquire all of the outstanding shares of stock of European Central Counterparty N.V. (“EuroCCP”), other than the shares of EuroCCP already owned by a subsidiary of the Company (the “Transaction”). The consummation of the Transaction is subject to the satisfaction or waiver of conditions precedent including (i) the receipt of required regulatory clearances and approvals and (ii) the successful implementation of a supporting liquidity facility at the EuroCCP clearing entity level. To accommodate this facility at the EuroCCP level, certain amendments were necessary to the Company’s existing Term Loan Agreement (as defined below) and Revolving Credit Agreement (as defined below). These amendments are described below.

On May 29, 2020, the Company, as borrower, entered into an amendment (the “Term Loan Amendment”) to the Term Loan Credit Agreement dated as of March 22, 2018 (as amended, the “Term Loan Agreement”) with Bank of America, N.A., as administrative agent and initial lender, and certain other lenders named therein.  Also on May 29, 2020, the Company, as borrower, entered into an amendment (the “Revolving Credit Agreement Amendment”) to the Credit Agreement dated as of December 15, 2016, (as amended, the “Revolving Credit Agreement”) among Bank of America, N.A., as administrative agent and as swing line lender, certain other lenders named therein.

The Term Loan Amendment and the Revolving Credit Agreement Amendment, among other items:

Certain of the lenders under the Term Loan Agreement and the Revolving Credit Agreement and their affiliates (1) have provided, and may in the future provide, investment banking, underwriting, trust or other advisory or commercial services to the Company and its subsidiaries and affiliates or (2) are our customers, including trading permit holders, trading privilege holders, participants and members, and engage in trading activities on Company markets.

The foregoing description does not purport to be complete and is qualified in its entirety by reference to the Term Loan Amendment and the Revolving Credit Agreement Amendment, which are attached as Exhibit 10.1 and 10.2 to this Current Report on Form 8-K, respectively, and are incorporated herein by reference.