Wilmington, Del. -- A Delaware corporate-law judge on Friday
refused to block the merger of NYSE Euronext (NYX) and
Intercontinental Exchange Inc. (ICE), dumping a challenge by
shareholders who argued the deal was flawed.
Chancellor Leo Strine turned down a bid for an injunction that
would have barred shareholders from voting on the merger, finding
critics have little chance of winning if their case goes to a full
trial.
"The stockholders have the free ability to choose for themselves
this deal," the judge said at a hearing in Delaware's Court of
Chancery.
Friday's ruling means ICE's cash-and-stock offer won't run into
legal trouble in the state where NYSE is incorporated. Shareholders
also sued in New York. The deal value was as high as $10 billion
earlier this month, with both stocks hitting 52-week highs.
At Friday's hearing, the judge dismissed suggestions the NYSE
board was derelict or uninformed about better potential options for
the historic New York exchange. He also declined to find that the
proposed pact is safeguarded by excessive deal protections.
The decision to go ahead on the deal came from a board dominated
by independent directors.
"This is the kind of board that institutional investors
supposedly dream of," Chancellor Strine noted.
Write to Peg Brickley at peg.brickley@dowjones.com
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