Deutsche Börse AG has announced today that its shareholders have approved the planned combination with NYSE Euronext. According to the final score, 160.734.462 shares in Deutsche Börse have been tendered to be exchanged into shares of Alpha Beta Netherlands Holding N.V., the future common holding company of Deutsche Börse and NYSE Euronext. The resulting final acceptance ratio of 82.43 percent exceeds the minimum acceptance ratio of 75% (condition precedent pursuant to section 14.1 (a) of the offer document published on 4 May 2011). Deutsche Börse and NYSE Euronext have thus cleared another important hurdle on their way to combining the businesses.
Deutsche Börse CEO Reto Francioni: "We are pleased that such a large majority of our shareholders has not only enabled the planned combination between Deutsche Börse and NYSE Euronext by tendering shares but has also confirmed our mandate to implement the related strategic targets. This is a historic day. We have made an important step forward on our way towards successfully combining Deutsche Börse and NYSE Euronext into the world's premier stock exchange operator. The decision is testimony to our shareholders' belief in the growth prospects and the upside potential of the proposed global leader among stock exchange operators. We also view it as a vote of confidence and we will work very hard to meet our shareholders' expectations."
As provided for in the German Securities Acquisition and Takeover Act (WpÜG), there will now be another two-week period during which hitherto still undecided shareholders can participate in and accept the successful takeover offer. It will commence on 19 July 2011 and end on midnight, at the end of 1 August 2011. The conditions of the offer will remain unchanged during this additional acceptance period.
The transaction is still subject to a number of conditions precedent including the approval by the competent anti-trust, financial, securities and other regulatory authorities across the US and Europe. The various regulatory and anti-trust reviews will likely continue until the end of the year. As a result, Deutsche Börse AG expects the transaction to close before year-end.
The combination of Deutsche Börse and NYSE Euronext creates:
- a genuine transatlantic market infrastructure positioning Europe and the US as equal partners in leading the development and harmonization of effectively regulated capital markets;
- a true, pan-European equity market with single currency trading and the deepest pool of liquidity in Europe which meaningfully advances the European Commission’s vision of a single, integrated, pan-European Euro-denominated capital market;
- significant benefits for clients and issuers thanks to increased efficiencies and reduced costs from opportunities for post-trade harmonization;
- the premier global exchange allowing the European markets it comprises to further strengthen and solidify their current and future role as some of the world’s most important financial centers.