NYX Nyse Euronext

After weeks of speculation, Nasdaq OMX Group Inc. (NDAQ) and IntercontinentalExchange Inc. (ICE) Friday said they have offered to buy NYSE Euronext (NYX) for about $11.3 billion, topping a previous bid from Deutsche Boerse AG (DB1.XE) and raising the stakes in the latest bout of global exchange consolidation.

Nasdaq OMX and ICE said they are proposing to buy NYSE Euronext for $42.50 in cash and stock per NYSE Euronext share, or about $11.3 billion, based on the respective Nasdaq OMX and ICE closing share prices on Thursday.

The offer from Nasdaq OMX and ICE represents as 19% premium over the price proposed by Deutsche Boerse, based on Deutsche Boerse's closing share price on Thursday, the two companies said in a statement.

Their offer is also 27% higher that NYSE Euronext's unaffected stock price on February 8,the day prior NYSE Euronext said it was in merger talks with Deutsche Boerse.

The Wall Street Journal reported last month the company was in talks with banks including Bank of America Corp. (BAC) to line up financing for a bid that could include new debt of up to $5 billion, citing people familiar with the matter.

The people said Nasdaq was counting on Atlanta-based ICE to purchase the parts of NYSE's parent that Nasdaq can't afford, specifically the London-based derivatives trading business, called Liffe.

But in recent days, some senior exchange industry official have told Dow Jones Newswires that a counter-offer from Nasdaq OMX and ICE seemed unlikely because of NYSE Euronext's sheer size.

They noted that Nasdaq OMX has a market capitalization of only around $4.5 billion whereas NYSE Euronext has a market capitalization of more than $9 billion.

It was thought that Nasdaq OMX and ICE might have difficulty in convincing bankers and their own shareholders to back them should they decide to pursue NYSE Euronext.

NordLB analyst Christian Rohrbach said he was surprised by the size of the cash element of Nasdaq-OMX's offer and was curious to find out who was financing the deal. Rohrbach said he didn't expect Deutsche Boerse to increase its offer.

In a brief response, Deutsche Boerse said it has noted the offer from Nasdaq OMX and ICE. Deutsche Boerse said it "continues to strongly believe that the envisaged merger of Deutsche Boerse and NYSE Euronext is the best possible combination for both shareholder groups and the stakeholders of the companies."

Nasdaq and ICE said Friday that under the deal, the latter would buy the derivatives business, while Nasdaq would take the rest, which includes the Big Board in New York as well as exchanges in Paris, Brussels, Amsterdam and Lisbon and a U.S. options business.

"The combination of the two leading U.S. exchanges delivers an opportunity to build a global exchange platform that has the scale and growth potential to benefit investors, issuers and other market participants," Nasdaq OMX Chief Executive Robert Greifeld said.

"We believe it would increase transparency and liquidity in U.S. markets and create jobs as new companies raise capital. For Europe, it strengthens the equity markets by creating a new, truly pan-European equity trading platform and solidifies Paris and London as premier financial hubs," Greifeld said.

"We are well positioned to bring more value to stockholders by ensuring that Liffe participates in the growth opportunities in our space," ICE Chairman and CEO Jeffrey Sprecher added in the companies' joint statement.

"In addition to expanding our clearing capabilities to interest rates, we would enable increased competition in the U.S., where interest rates futures are dominated by one exchange with approximately 95% market share. And, in Europe, we would offer an attractive solution to preventing that same business from being dominated by a single competitor while preserving global innovation around additional risk management services," Sprecher said.

Deutsche Boerse's all-stock proposal, which was billed as a merger of equals but offered a premium to NYSE Euronext's undisturbed share price, would have created the world's largest exchange operator. It faced investor skepticism about forecast synergies and would need to win support from regulators.

Under the Nasdaq-ICE offer, NYSE Euronext shareholders would get $14.24 in cash, plus 0.4069 shares of Nasdaq and 0.1436 shares of ICE in exchange for each of their shares.

The latest news comes amid a recent bout of consolidation in the industry. At the same time Deutsche Boerse announced its bid for NYSE Euronext, the London Stock Exchange Group PLC (LSE.LN) and Canada's TMX Group Inc (X.T) announced a planned tie-up. That deal is currently facing opposition from several banks in Canada.

-By Matt Jarzemsky, Dow Jones Newswires; 212-416-2240; matthew.jarzemsky@dowjones.com

(Ulrike Dauer in Frankfurt contributed to this article.)

Grafico Azioni NYSE Group (NYSE:NYX)
Storico
Da Giu 2024 a Lug 2024

Grafico Azioni NYSE Group (NYSE:NYX)
Storico
Da Lug 2023 a Lug 2024