Deutsche Boerse Says It Has A 2nd Fairness Opinion On Merger
15 Maggio 2011 - 8:33PM
Dow Jones News
Deutsche Boerse AG (DB1.XE, DBOEF) said Sunday that it had
received a second fairness opinion from advisers supporting the
existing terms of its planned combination with NYSE Euronext
(NYX).
The German exchange operator's executive and supervisory boards
said the opinions delivered by three banks on May 9 underpinned
their recommendation for the planned deal ahead of shareholder
votes in July. J.P. Morgan Chase & Co., Deutsche Bank AG and
Credit Suisse Group reaffirmed that the exchange ratio giving 60%
of the enlarged company to Deutsche Boerse shareholders was fair to
them "from a financial point of view."
NYSE Euronext, whose holders would receive 40% of the enlarged
group--a 10% premium to the undisturbed price before the plan was
announced--said Sunday that its original fairness opinion stands.
The fairness opinions do not preclude a sweetening of the terms
offered by Deutsche Boerse.
The two companies have in recent days played down suggestions
they may amend the deal in the face of the competing hostile
counter-proposal from Nasdaq OMX Group Inc. (NDAQ) and
IntercontinentalExchange Inc. (ICE). NYSE Euronext has twice
rejected the plan and declined to hold talks with the rival
suitors.
The terms of the Nasdaq/ICE plan retains a price premium of
close to $1 billion, but Deutsche Boerse and NYSE have boosted
their estimates of expected cost and revenue synergies, which now
exceed those pledged by the rival offer. Both plans face
significant scrutiny from antitrust officials on both sides of the
Atlantic. For the deal to go through, 75% of Deutsche Boerse
shareholders have to tender their shares by July 13, while NYSE
needs a 50% majority and a formal vote on the deal at its July 7
shareholder meeting.
-By Eyk Henning, Dow Jones Newswires; +49 69 29725501;
eyk.henning@dowjones.com
--Doug Cameron contributed to this article.
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