Bats Global Markets, Inc. (Bats: BATS) (“Bats”) today announced that based on a preliminary vote tally from the special meeting of stockholders held today, Bats stockholders have voted to adopt the previously announced merger agreement pursuant to which (i) CBOE Corporation (“Merger Sub”), a wholly owned subsidiary of CBOE Holdings, Inc. (NASDAQ: CBOE) (“CBOE”), will merge with and into Bats, with Bats surviving as a wholly owned subsidiary of CBOE Holdings (the “Merger”) and (ii) following the completion of the Merger, the surviving corporation will merge with and into CBOE V, LLC, a wholly owned subsidiary of CBOE Holdings (the “Subsequent Merger”), with CBOE V, LLC surviving the Subsequent Merger and continuing as a wholly owned subsidiary of CBOE Holdings.
At the effective time of the Merger, each share of Bats common stock will convert into 0.3201 of a share of common stock of CBOE and $10.00 in cash or, at the election of the holder and subject to proration and adjustment, all cash consideration or all stock consideration.
Approximately 94.32% percent of the votes cast at the special meeting were in favor of the adoption of the merger agreement, representing approximately 70.81% percent of Bats’ outstanding voting common stock as of December 9, 2016, the record date for the special meeting.
Chris Concannon, Chief Executive Officer and President of Bats, said, “We thank our shareholders for their continued support, moving us one step closer to completing this transformational combination. The Bats team looks forward to completing the transaction so we can integrate with CBOE.”
Bats stockholders are reminded to submit a properly completed form of election, a form of which was mailed concurrently with the joint proxy statement/prospectus relating to the Merger. The election deadline will be 5:00 p.m. New York City time on the date that is two business days preceding the closing date of the merger. CBOE Holdings and Bats will publicly announce the anticipated election deadline at least three business days before the anticipated election deadline. Any Bats stockholder who does not make an election will be deemed to have made an election to receive the mixed consideration.
Subject to the receipt of certain regulatory approvals and satisfaction or waiver of the remaining customary closing conditions in the merger agreement, the transaction is expected to close by the end of the first quarter of 2017, at which time Bats common stock will cease to be traded on the Bats BZX Exchange.