-LME members to vote on GBP1.388 billion deal with Hong Kong Exchanges on July 25

-Hong Kong Exchanges offer is worth more than double current share price

-Deal needs backing of 75% of shares and 50% of members for it to go ahead

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By Andrea Hotter

Shareholders in the London Metal Exchange will vote on the proposed sale of the 135-year-old exchange to Hong Kong Exchanges and Clearing Ltd. (0388.HK) on July 25, the LME said Monday.

The bid is an all-cash offer worth 1.388 billion pounds, ($2,150 billion) equivalent to GBP107.6 a share, a huge premium to the GBP41.92 a share currently. If shareholders vote in favor, the deal is slated to complete in the fourth quarter.

Hong Kong Exchanges will need to convince LME members, who are also its shareholders, to sell their shares. A sale isn't guaranteed and the approval threshold is high, with 75% of shares and 50% of members needed to back the deal for it to go ahead.

JP Morgan is the biggest shareholder with a 10.8% stake held by various of its subsidiary firms, giving it a stake worth around GBP150 million based on the current offer price. Goldman Sachs holds the next largest stake at around 9.53%, followed by Metdist, the ring dealing firm owned by Lord Raj Bagri whose subsidiaries have a combined stake worth 9.39%.

If all of the category one and two members of the LME that hold ordinary shares in the exchange vote in favor of a deal, it would go ahead with a 78% majority.

The allure of improved access to Asia and particularly China, the world's biggest consumer of metals, was a key reason for the LME picking Hong Kong Exchanges as its preferred bidder following an auction process lasting several months.

Hong Kong Exchanges has said it will support the development of the LME's own clearing house, LME Clear, designed specifically to meet the needs of LME members. It also said it plans to support the LME in expanding its warehouse network in Asia, expand the number of mainland Chinese participants and clients, and enhance market data distribution and connectivity into Asia.

Hong Kong Exchange meanwhile plans to retain the LME's existing business model, including open-outcry trading in the ring, daily prompt date contract structure, membership structure and capacity for warehousing and physical delivery. It will not increase fees for contracts currently traded on the LME before Jan. 1, 2015.

The LME will remain based in London as a regulated investment exchange, under supervision of U.K. regulator the Financial Services Authority.

The current LME Chief Executive Martin Abbott will stay on after the deal closes, and most of the management team will remain in place.

Write to Andrea Hotter at andrea.hotter@wsj.com

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