Nasdaq/ICE withdraw bid for NYSE Euronext

NEW YORK and ATLANTA, May 16, 2011 /PRNewswire/ -- The NASDAQ OMX Group, Inc. (NDAQ) and IntercontinentalExchange (ICE) today announced that following discussions with the Antitrust Division of the U.S. Department of Justice, they are withdrawing the joint proposal they made in April, 2011 to acquire NYSE Euronext and will not commence the exchange offer to acquire all of the outstanding shares of NYSE Euronext.

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NASDAQ OMX CEO Bob Greifeld said: "We took the decision to withdraw our offer when it became clear that we would not be successful in securing regulatory approval for our proposal despite offering a variety of substantial remedies, including the sale of the NYSE SRO and related businesses. We saw a unique opportunity to create more value for stockholders and strengthen the U.S. as a center for capital formation amid an ongoing shift of these vital activities and jobs outside of our country.

"NASDAQ OMX has demonstrated an ability to outperform, whether the comparison is against all other equity exchanges today, or even against the largest derivatives exchanges. We have achieved outstanding earnings growth over the last few years and are confident that our global model features a healthy mix of product diversification and will continue to thrive based on our efficiency and ability to innovate.

"We wish to thank our many customers and shareholders who supported our proposal and acknowledge the efforts of the Antitrust Division in expediting their review of our Joint Proposal. We have said from the beginning that NYSE Euronext shareholders should not be forced to vote on their combination with Deutsche Boerse while antitrust concerns continued to exist in both the U.S. and the EU. While we are surprised and disappointed in the Antitrust Division's conclusion, some of the uncertainty, at least as it relates to our Joint Proposal, has been resolved."

ICE Chairman and CEO Jeffrey C. Sprecher said: "We appreciate the strong support of our investors as we made an opportunistic and disciplined move to pursue an attractive combination that would preserve competition in the European derivatives markets. We will maintain our strong focus on the many initiatives we have underway to continue our track record of delivering industry-leading growth and returns for our customers and stockholders. Amid this transaction, we announced the formation of our Brazilian energy market partnership known as BRIX, the launch of 68 new products, and we reported the best quarter in the company's history.

"I also want to acknowledge the consideration shown by NYSE Euronext stockholders for our joint proposal, which was undertaken with seriousness and a concern for the evolving global market structure. We will continue to seek opportunities that benefit our customers and stockholders, and that leverage our unique global market infrastructure in commodities, derivatives and clearing."

Additional Details

Other supporting information related to this proposal are available on http://www.nasdaq.com/deal and http://ir.theice.com.

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