Euronext // 2021 Universal Registration Document

Operating and Financial Review

Overview

On 22 June 2020, the Group successfully priced a tap offering of €250 million on its outstanding Senior Unsecured Note #2. This increases the total principal amount bearing interest at an annual rate of 1.125% to €750 million, maturing in June 2029. The proceeds of the issue were used to (i) finance the acquisition of the outstanding shares of VP Securities AS and (ii) for general corporate purposes in line with the Group’s strategy. To partially repay the drawdown of the bridge loan facility, the Group issued €1,800 million of new debt in the debt capital markets with long-termmaturities (“Bonds Issue”). On 7 May 2021, Euronext successfully priced a three-tranche senior bond offering representing a total amount of €1,800 million. As of 17 May 2021, the bonds were admitted to trading on the regulated market of Euronext Dublin and were rated BBB by S&P. As well as on other electronic trading platforms, the 5, 10 and 20-year bonds are available for trading on the MTS Bondvision and MTS BondsPro venues, which are now part of the Euronext product suite following the acquisition of Borsa Italiana Group. The bonds were settled through VP Securities, Euronext’s Danish CSD. The offering allows Euronext to extend its maturity profile and further diversify its debt investor base. The main features of the issue are as follows: n Senior Unsecured Note #3: €600 million Bond, maturing on 17 May 2026, with an annual coupon of 0.125%; n Senior Unsecured Note #4: €600 million Bond, maturing on 17 May 2031, with an annual coupon of 0.750%; n Senior Unsecured Note #5: €600 million Bond, maturing on 17 May 2041, with an annual coupon of 1.500%. The Bonds Issue included €18.6 million of directly attributable costs, which are subsequently accounted for under the Effective Interest Rate method. Reference is made to Section 7.1.11 – Facilities Agreements and Bonds for more details on the Facilities and the Bonds. Acquisitions of subsidiaries The following acquisitions of subsidiaries were made in 2021: n Acquisition of London Stock Exchange Group Holdings Italia S.p.A. (“Borsa Italiana Group”) On 29 April 2021, the Group completed the acquisition of the Borsa Italiana Group for a final consideration of €4,447 million, following the satisfaction of all condition precedents. The Borsa Italiana Group is the integrated Italian market infrastructure, with operations diversified across regulated markets, fixed income trading, central counterparty clearing, operator of the Italian national Central Securities Depository and other business lines. n Acquisition of additional interest by exercise of call option for remaining shares in iBabs B.V. On 3 March 2021, the Group exercised its call option to acquire the remaining 40% of the shares in iBabs, increasing the Group’s ownership to 100%. Cash consideration of €55.6 million was paid to the non-controlling shareholders.

underwriting agreement for the Offer entered into between the Group and the Underwriters on 29 April 2021 (the Underwriting Agreement), subscribe and, at the Issue Price, pay for, any Underwritten Shares. Total proceeds of the Rights issue amounted to €1,820 million, which resulted in an increase in shareholders’ equity. The Rights issue included €23.3 million of directly attributable costs, net of income tax, that were deducted from shareholders’ equity. Revolving Credit Facility On 8 April 2019, the Group signed a supplemental agreement with nine banks to amend the €250 million revolving credit facility agreement (“Facility”) originally dated 12 April 2017. This new agreement enabled the Group to increase the “Facility” to €400.0 million and set a new maturity of 5 years plus a two-year extension possibility. On 29 April 2021, the new revolving credit facility agreement (“RCF”) of €600.0 million came into effect that was entered into on 6 November 2020 conditional to the closing of the acquisition of the Borsa Italiana Group. The new RCF replaced the Group’s previous “Facility” and allows the Group to apply all amounts borrowed by it towards (i) general corporate and/or working capital purposes of the Group, (ii) satisfaction of the consideration payable for an acquisition and/or (iii) the payment of fees, costs and expense incurred in relation to an acquisition. The new revolving credit facility has a maturity of 5 years plus a two-year extension possibility and bears an interest rate of EURIBOR plus a margin dependent on rating. As per 31 December 2021, the facility remained undrawn. Bridge Loan Facility On 7 October 2020, Euronext entered into a €4,400 million bridge loan facility agreement with a group of banks to pre-finance the acquisition of the Borsa Italiana Group. The initial maturity date of this facility was 11 September 2021, which may be extended at the option of the issuer for two additional periods of six months each. The bridge loan facility bears an interest rate of EURIBOR plus an initial margin of 0.45%, that increases as the closing date of the acquisition moves further in time. On 29 April 2021, the Group drew down an amount of €3,690 million from the facility to finance the acquisition of the Borsa Italiana Group. In May 2021, the Group repaid €3,610 million of the amount drawn from the facility by using the proceeds of the Bonds issue and Rights issue. The remainder of €80.0 million was repaid at the end of 2021. Bonds On 4 June 2019, the Group issued a €500 million Bond (“Senior Unsecured Note #2”) to (i) pre-finance the outstanding shares of Oslo Børs VPS Holding ASA not already owned by the Group and (ii) for general corporate purposes in line with the Group’s strategy. The Bond has a ten year maturity, with an annual coupon of 1.125%. On 12 June 2019 the Bond, rated “A-” by S&P Global Ratings Limited, was listed on Euronext Dublin. Facilities Agreements and Bonds

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2021 UNIVERSAL REGISTRATION DOCUMENT