NYSE Euronext’s Board of Directors, consistent with its fiduciary duties and advised by its financial and legal advisors, has unanimously reaffirmed its combination agreement with Deutsche Boerse AG (XETRA:DB1) and reaffirmed its rejection of the proposal from Nasdaq OMX Group, Inc. (Nasdaq: NDAQ) and IntercontinentalExchange, Inc. (NYSE: ICE).
Speaking on behalf of the Board, NYSE Euronext Chairman Jan-Michiel Hessels (pictured) says: “Our Board has reviewed the information recently provided by Nasdaq/ICE in connection with their proposal and concluded that this proposal is substantially the same as what was previously rejected. Consequently, our view has not changed. This proposal does not provide compelling value, has unacceptable execution risk and is therefore not in the best interests of NYSE Euronext shareholders.
“The Board is intensely focused on shareholder value, and we remain confident that the combination with Deutsche Boerse creates substantially more value for our shareholders. The combined company will be a global leader across all major asset classes, with the financial strength, balance sheet flexibility and synergy potential to drive revenue and earnings growth and new product innovation. The scale and strength of the business, along with its world-class management team, positions the company to shape and capitalize on the industry’s evolution and global development.”
NYSE Euronext’s financial advisers are Perella Weinberg Partners, BNP Paribas, Goldman, Sachs and Co., and Morgan Stanley & Co, Inc. Its legal advisers are Wachtell, Lipton, Rosen & Katz, Stibbe NV and Milbank, Tweed, Hadley & McCloy LLP.