IntercontinentalExchange Inc. (ICE) aims to pitch its planned
takeover of NYSE Euronext (NYX) to European Union antitrust
officials rather than seek approval from individual competition
bodies in the region, according to deal documents filed Monday.
Monday's filing, which will be reviewed by U.S. securities
regulators, detailed discussions between ICE and NYSE Euronext over
the last five months, and flagged an approach by the Big Board's
advisers in late November to "a large industrial and financial
holding company," about an alternative bid.
The approach was made to Berkshire Hathaway Inc. (BRKA, BRKB),
according to a CNBC report early Monday. A spokesman for Berkshire
was not immediately available for comment.
The alternative proposal for NYSE, subsequently received on Nov.
28, carried a lower value and would have been conditioned on the
sale of NYSE's prized European derivatives market, according to the
filing. In mid-December, NYSE's board determined to move ahead with
the ICE proposal.
The regulatory path envisioned by ICE would put it before the
same regulatory body that less than a year ago recommended against
NYSE Euronext's proposed merger with German exchange group Deutsche
Boerse AG (DB1.XE).
Better odds are seen for the ICE deal by analysts and lawyers
due to less overlap between the exchanges, as the Atlanta-based
commodity market operator bids to take on NYSE Euronext's
franchises in financial derivatives and stock trading to push ICE
into the top tier of global exchange operators.
ICE and NYSE plan to formally submit their deal for review by
the European Commission by July 2013, according to merger documents
filed Monday with the Securities and Exchange Commission. Putting
the deal up for review by the regional body would streamline a
process that otherwise would require the individual sign-off of
antitrust regulators in the U.K., Spain and Portugal, though those
agencies would have to allow the European Commission to take up the
review.
In the U.S., approval must be secured from the Federal Trade
Commission and the Department of Justice, according to the
filing.
About a dozen financial regulatory authorities in the U.S. and
Europe will also need to green-light the deal, according to the
filing. Regulators in other jurisdictions, including Japan, Brazil,
Hong Kong and Singapore, will be formally notified with respect to
the exchanges' business in those places, according to the
filing.
Write to Jacob Bunge at jacob.bunge@dowjones.com
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