Nasdaq Inc. (NDAQ) turned to regular outside counsel David K. Lam and Mark F. Veblen at Wachtell, Lipton, Rosen & Katz on an agreement to buy Adenza Group Inc. from Thoma Bravo LP for $10.5 billion in cash and stock announced June 12.

Avinash Mehrotra and Geddes Johnson at Goldman, Sachs & Co. and Fernando Rivas at JPMorgan Securities LLC are giving financial advice to Nasdaq, the New York-based financial technology company, where the legal team on the deal includes global chief legal, risk and regulatory officer John Zecca; senior vice president, global head of corporate and commercial law Alex Kogan; and principal associate general counsel Mary Dear. Goldman Sachs Bank USA and JPMorgan Chase Bank NA are providing Nasdaq with bridge financing for the deal.

Lam and Veblen counseled Nasdaq on its $2.75 billion purchase of Verafin Inc. in 2021. Lam has done several other deals for Nasdaq, including its purchases of Solovis Inc. for an undisclosed sum in 2020; of eVestment for $705 million in 2017; and of International Securities Exchange Holdings Inc. from Deutsche Borse AG for $1.1 billion in 2016.

Thoma and Adenza tapped Peter Stach, Corey D. Fox, Bradley C. Reed and Michael P. Keeley of longtime counsel Kirkland & Ellis LLP for counsel on the deal. Qatalyst Partners LP is the lead financial adviser to the target and the seller, while Barclays, Citigroup Inc., Evercore Inc., HSBC Securities (USA) Inc., Jefferies LLC and Piper Sandler Cos. are also giving financial advice. Chief legal officer Joshua S. Geller is on the deal at Adenza, while managing partner Holden Spaht and partner Brian Jaffee lead the investment at Thoma Bravo, a private equity sponsor. Spaht will join Nasdaq’s board when the deal closes.

Kirkland advised Thoma Bravo on its purchases of Axiom Software Laboratories Inc. in 2020 and of Calypso Technology Inc. from Bridgepoint Advisers Group Ltd. and Summit Partners the next year. The private equity sponsor then merged the two companies to form Adenza, a financial technology company based in San Francisco.

Nasdaq will pay $5.75 billion in cash and 85.6 million shares of its common stock for Adenza, which will give the target’s owners led by Thoma Bravo a 14.9% stake in Nasdaq. Nasdaq has fully committed bridge financing for the deal and plans to replace the bridge with $5.9 billion of debt issued before the deal’s closing, which the parties hope will occur in six to nine months.