IntercontinentalExchange and NASDAQ Declare "Fully Committed Financing" of $3.8B for NYSE (ICE, NDAQ, NYX)

IntercontinentalExchange ICE and NASDAQ NDAQ declare "fully committed financing" of $3.8B for NYSE Euronext NYX. The ICE/NDAQ bid for NYX is a 21% ($2B) premium to the Deutsche Boerse offer, although it has risk due to regulatory, anti-trust regulation, as well as financing concerns. NASDAQ OMX and ICE have received fully committed financing of $3.8 billion from a group of leading institutions. A proposed merger agreement has been submitted to the NYSE Euronext Board that is consistent with the terms of the current business combination agreement with Deutsche Boerse. NASDAQ OMX and ICE are prepared to pay a reverse termination fee of $350 million (USD), in the event that they are unable to obtain necessary antitrust and competition approvals. Robert Greifeld, Chief Executive Officer of NASDAQ OMX, said, "Our actions today demonstrate our commitment to pursuing this transaction and further illustrate exactly how our proposal is superior. This should also eliminate any concerns that the NYSE Euronext Board has about engaging in discussions with us. It's time to allow a reasonable and expeditious diligence process to begin." Jeffrey C. Sprecher, Chairman and Chief Executive Officer of ICE, said, "Based on the feedback we have heard from NYSE Euronext stockholders, we are more confident than ever that the proposed NASDAQ OMX/ICE transaction is better for them, the markets and the exchange's customers. We trust that the NYSE Euronext Board will seek to enhance the value to its stockholders by meeting with us to evaluate our superior proposal." The NASDAQ OMX/ICE proposal remains superior by a "significant and inescapable margin." Based on April 18th closing prices, the NASDAQ OMX/ICE proposal outlined in the proposed merger agreement is valued at $42.67 per NYX share. This is 21%, or $2 billion, above the $35.29 value per NYX share under the Deutsche Boerse transaction. Under the NASDAQ OMX/ICE proposal, the combined company would incorporate the iconic NYSE name and floor and strengthen investor confidence in U.S. equity markets, which have been shaken by fragmentation. In addition, NYSE Euronext stockholders will benefit from the transaction's cash component as well as a meaningful participation in a newly combined ICE/Liffe derivatives business that will preserve competition in the European Union.