Ad-hoc | 19 June 2006 18:06
Deutsche Börse AG:Deutsche Börse presents revised proposal for combination with Euronext
Ad hoc announcement transmitted by DGAP – a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
——————————————————————————
Deutsche Börse resolved today a modified proposal for a combination with
Euronext. The modifications, which are the result of an intensive
consultation process with many stakeholders of both groups, including in
particular shareholders, issuers, market participants and employees, relate
to the governance of the new company, location for group management
functions, trading platforms and IT organization.
The key terms of the modified proposal are the following:
1. The regulatory framework for the new group would be based on the
federal college of regulators concept successfully developed by
Euronext.
2. The Supervisory Board and the Management Board would be composed with
an equal number of representatives from Euronext and Deutsche Börse. As
a result, the corporate governance would ensure effectiveness but also
fairness and balanced geographic representation. In case of a
combination of the two companies, Deutsche Börse would fill the
position of CEO and Euronext would fill the position of Chairman of the
Supervisory Board.
3. The combined group would be a federal organization, operating regulated
markets in financial centers with local staff, according to local
regulations and in proximity to respective national customers. This
applies to the Brussels, Amsterdam, Frankfurt, Lisbon, Paris cash
equity markets, to the derivatives markets operated by Eurex and Liffe
as well as to markets operated by further partners to join the combined
group.
4. Divisional management and group management functions would be allocated
among the main financial centres of the group as follows:
– Divisional leadership for Information Services in Amsterdam, for Cash
Equities in Paris, for Derivatives in Frankfurt and London, for IT in
Frankfurt and Paris and for Clearstream in Luxembourg
– Leadership for group functions would be split between Amsterdam,
Frankfurt and Paris
5. Subject to user consultation, the group would plan to streamline the
trading infrastructure by adopting NSC as the combined cash equity
trading platform and Eurex as the combined derivatives trading
platform.
6. The IT of the combined group would operate as a service provider to the
business divisions with hubs in Frankfurt and Paris. The IT divisions
of both groups would be integrated into a joint venture with Atos,
subject to an agreement with Atos.
Deutsche Boerse believes its proposal for a combination with Euronext does
not entail significant execution risk. Deutsche Börse has initiated the
pre-notification process to obtain antitrust clearance from the European
Commission. Deutsche Boerse is prepared to make far-reaching proposals with
regards to cash equities clearing in order to satisfy antitrust concerns
and discussions with the Commission have been held in a constructive
atmosphere. As far as Clearstream is concerned no antitrust issues are
anticipated, since Clearstream operates predominantly as a fixed income
platform and its business is not expected to be affected at all by the
combination of Deutsche Börse and Euronext. With regard to regulation of
the local stock exchanges, Deutsche Börse does not anticipate any
significant regulatory hurdle: after Deutsche Boerse’s regulators join the
Euronext college of regulators, there would be no particular need to
ring-fence any stock exchange from any other regulatory interference or to
limit the sharing of IT capabilities (databases, software development and
maintenance, hardware) across the group.
Contact:
Walter Allwicher/Alexandra Güntzer
Tel.: +49-69-21 11 15 00
(c)DGAP 19.06.2006
—————————————————————————
Language: English
Issuer: Deutsche Börse AG
Neue Börsenstraße 1
60487 Frankfurt am Main Deutschland
Phone: +49 (0)69 211 – 0
Fax: +49 (0)69 211 – 1 20 0
email: info@deutsche-boerse.com
WWW: www.deutsche-boerse.com
ISIN: DE0005810055
WKN: 581005
indices: DAX
Listed: Amtlicher Markt in Frankfurt (Prime Standard); Freiverkehr in
Berlin-Bremen, Hannover, Düsseldorf, Hamburg, München,
Stuttgart
End of News DGAP News-Service
————————————————————————–