S&P Global and IHS Markit entered into a definitive merger agreement on Nov. 30 to combine in an all-stock transaction that values IHS Markit at an enterprise value of $44 billion, including $4.8 billion of net debt.

The landmark deal combines two of the world’s largest provides of data. The combined company will be headquartered in New York with a substantial presence in key global markets across North America, Latin America, EMEA and Asia Pacific.

“Through this exciting combination, we are able to better serve our markets and customers by creating new value and insights,” Douglas Peterson, president and CEO of S&P Global, said in a statement. “This merger increases scale while rounding out our combined capabilities, and accelerates and amplifies our ability to deliver customers the essential intelligence needed to make decisions with conviction. We are confident that the strengths of S&P Global and IHS Markit will enable meaningful growth and create attractive value for all stakeholders. We have been impressed by the IHS Markit team and look forward to welcoming the talented IHS Markit employees to S&P Global.”

Peterson will serve as CEO of the combined company. Lance Uggla, chairman and CEO of IHS Markit, will stay on as a special adviser to the company for one year following closing. Richard Thornburgh, current chairman of S&P Global, will serve as chairman of the combined company. The remaining members of the combined company’s leadership team will comprise senior leaders from both organizations.

Under the terms of the merger agreement, each share of IHS Markit common stock will be exchanged for a fixed ratio of 0.2838 shares of S&P Global common stock. Upon completion of the transaction, current S&P Global shareholders will own approximately 67.75% of the combined company on a fully diluted basis, while IHS Markit shareholders will own roughly 32.25%.

The combination is expected to close in the second half of 2021. The transaction requires the approval of shareholders of both S&P Global and IHS Markit and is not subject to any financing conditions.

Goldman, Sachs & Co. LLC is lead financial adviser to S&P Global. Citi and Credit Suisse are also serving as financial advisers to S&P Global. Wachtell, Lipton, Rosen & Katz is legal adviser to S&P Global.

Morgan Stanley & Co. LLC is lead financial advisor to IHS Markit. Barclays, Jefferies LLC and J.P. Morgan Securities LLC are also serving as financial advisers to IHS Markit. Davis Polk & Wardwell LLP is legal adviser to IHS Markit.

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