Nasdaq says its offer is superior after NYSE snubs bid (Reuters)

Sunday, April 10, 2011 8:01 PM By dwi

NEW YORK (Reuters) – Nasdaq OMX Group and IntercontinentalExchange responded New Sun to NYSE Euronext's rejection of their joint planned bid, reaffirming that their cash and hit substance is crack to the substance submitted by rivalry Deutsche Boerse AG.

"The feedback we hit received from NYSE Euronext stockholders is rattling positive, and we would expect NYSE Euronext would, at the rattling least, foregather with us and our advisors to discuss the merits of the planned combination," parliamentarian Greifeld, Chief Executive Officer of Nasdaq, said in the statement.

NYSE on Sun said it was sticking with its care with Deutsche Boerse, calling the rivalry substance from Nasdaq OMX Group likewise risky and counter to the Big Board's vision.

The NYSE board's decision smacks the ball backwards in the court of Nasdaq, which with partner IntercontinentalExchange Inc will hit to end whether to appeal direct to NYSE shareholders, improve the $11.3 1000000000 bid, or walk away.

Perhaps environment the tone for what could be a drawn-out invitation process, NYSE Euronext Chief Executive Duncan Niederauer criticized Nasdaq's unsolicited effort as hollow and undefined, locution it would unacceptably chip up his transatlantic mercantilism operator.

"It's hard to call it an substance because it's a loosely worded offering that was, in our minds, an empty vessel," he said in an interview.

"We had a strategy. The compounding with Deutsche Boerse is consistent with that strategy. A activity of the company is not. End of story," additional Niederauer, who would take the reins of a compounded Deutsche Boerse-NYSE Euronext.

The formal rejection comes figure days after Nasdaq and ICE unveiled their plan, arguing it would strengthen the United States' assistance as the world's bourses vex to adornment together to fend off small rivals and find newborn profits.

On Sunday, Nasdaq said "there are momentous enforcement and combining risks to stockholders with the planned NYSE Euronext/Deutsche Boerse transaction," citing among another factors that the transaction faces dweller rivalry hurdles.

But NYSE Euronext's directors, which administer the Big Board and a containerful of dweller exchanges, found the effort from Nasdaq and ICE "strategically unattractive, with objectionable enforcement risk" -- a meaning to the just concerns that could become between NYSE and Nasdaq, the top two U.S. exchanges.

The friendly, $10.2 1000000000 care with Germany's Deutsche Boerse was in shareholders' long-term interest, and "significantly more likely" to be completed, the board said. That merger, announced in February, would create the world's large mercantilism operator.

The counteroffer would provide Nasdaq hit exchanges in New York, Amsterdam, Brussels, port and Paris, as well as U.S. options platforms and technology, patch Atlanta-based ICE would get NYSE Euronext's London-based Liffe platform and another figuring businesses.

"Breaking up NYSE Euronext, burdening the pieces with broad levels of debt, and destroying its invaluable human capital, would be a strategic nonachievement in outlay of where the global markets are going, and is clearly not in the prizewinning interests of our shareholders," NYSE Euronext Chairman Jan-Michiel Hessels said in a statement.

ICE did not directly comment.

The effort for the parent of the venerable New royalty Stock Exchange has boosted its shares more than 15 percent. Now, shareholders could grappling more weeks of dubiety as the exchanges reposition themselves.

Though linking with Deutsche Boerse may be a meliorate long-term plan, Nasdaq and ICE may be able to convince NYSE shareholders that their proposal is meliorate in the short term, said Brendan Caldwell, chair of Toronto-based author Investment Management Ltd, which holds NYSE shares.

"With the increasing dubiety in the marketplace, the short constituent becomes more important," he said.

Niederauer, a unmerciful rivalry of Nasdaq counterpart parliamentarian Greifeld, tamped down reflection that a invitation struggle could ensue, arguing Deutsche Boerse did not technically effort for NYSE Euronext.

"It's not country to me that it will increase because I don't know what would increase from here," he said.

LAUNDRY LIST

NYSE Euronext directors were afraid that Nasdaq and ICE had unsuccessful to line up sworn slope finance for their bid, and that a takeover could command the compounded entities with likewise such debt, a mortal familiar with the board's intellection said.

Directors also worried that a Nasdaq-NYSE integration could outlay likewise many jobs in New royalty City, the mortal added. The mortal requested obscurity because of a demand of ascendency to speak for NYSE Euronext.

In announcing their cash-and-stock effort on April 1, Nasdaq and ICE had valued NYSE Euronext at $42.50 per share, 12 proportionality above Deutsche Boerse's offer.

In a removed statement, Deutsche Boerse said the integration remains "on track" to near by the end of the year.

Niederauer said Deutsche Boerse's CEO Reto Francioni, who would be chairman of the compounded entity, is set to meet New royalty this week, and that the companies would attempt to summary more clearly the benefits of their tie-up plan.

Both planned deals are destined to entertainer just scrutiny, which has also emerged as a jumping for another possibleness mercantilism mergers.

On Friday, Singapore Exchange Ltd ended a takeover effort for mercantilism cause ASX Ltd after Australia's government unloved that offer.

An NYSE Euronext integration with Deutsche Boerse would probable entertainer regulatory investigating over the compounded companies' expected ascendency in dweller derivatives trading and clearing.

Similarly, convergency Nasdaq with the NYSE could prompt U.S. just issues, presented that the largest U.S. hit exchanges would hit a virtual monopoly on listings and ascendency in trading U.S. cash equities and options.

Greifeld, Nasdaq's CEO, has titled any possibleness just issues "manageable."

In weekday trading on U.S. markets, NYSE Euronext shares closed at $38.70, Nasdaq OMX at $28.45 and ICE at $120.55.

(Additional news by Paritosh Bansal and Nadia Damouni in New royalty and Harro ten Wolde in Frankfurt; Editing by Gary Crosse, Gunna Dickson and Dale Hudson)


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