NYSE makes merger bid for Euronext for $ 10.2 billion

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NYSE Group Inc. said its purchase of Euronext, which runs the Paris, Brussels, Amsterdam and Lisbon exchanges, would create "the world's largest and most liquid global securities marketplace" with combined listings of $ 27 trillion. The combined company would be called NYSE Euronext.

Euronext, which holds its annual shareholder meeting Tuesday, said in a statement that its supervisory board will meet Monday at 8 a.m. EDT to consider the offer from the NYSE as well a competing proposal from Germany's Deutsche Boerse AG announced Friday.

The offer comes amid global efforts to consolidate exchanges, which began in earnest March 30 when The Nasdaq Stock Market Inc. made a $ 4.5 billion bid for the London Stock Exchange. The Nasdaq, which was rebuffed, has since acquired more than 25 percent of the LSE, prompting Euronext to call off its long-running interest in the British exchange. The Nasdaq's moves have also pressured the newly public NYSE to find a European partner.

Under the 8 billion euro ($ 10.2 billion) NYSE proposal, each NYSE share would be converted into one share of common stock of the new combined company NYSE Euronext.

Holders of Euronext ordinary shares would be offered the right to exchange each of their shares for 0.980 shares of NYSE Euronext stock and 21.32 euros ($ 27.22) in cash. Based on the NYSE's closing price Friday of $ 64.50, that values each Euronext share at 70.80 euros ($ 90.39), below the Friday close of 74.60 euros ($ 95.24).

Euronext said that over the weekend it received further details of Deutsche Boerse's proposal made Friday, which had not contained specific financial terms. DB clarified that the value of its offer would be based on the two groups' average share price over the three months leading up to the closure of a deal. At Friday's closing prices, the offer would have been worth about 64 euros ($ 82) per Euronext share.

Deutsche Boerse issued a statement Monday denying a report that it would consider an all-share offer valuing Euronext at about 90 euros ($ 115) a share, but said it remains in contact with Euronext.

Shares in Deutsche Boerse fell 5.3 percent to 104.85 euros ($ 134.02) on the Frankfurt exchange. Euronext dropped 1.9 percent to 73.15 euros ($ 93.50).

According to terms proposed by the NYSE, the company would have its group headquarters at the NYSE's current base in New York and European headquarters at Euronext's base. The chairman of the combined company would be current Euronext Chairman Jan-Michiel Hessels, while NYSE Group Chief Executive John Thain would continue as CEO. The board of a combined company would include 11 directors from NYSE and nine from Euronext.

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