NYSE Euronext (NYX) Merger Shareholder Lawsuit

NYSE Euronext (NYX) Merger Summary

On December 20, 2012, NYSE Euronext ("NYX") announced it had agreed to be acquired by IntercontinentalExchange, Inc. ("ICE") in a transaction that values NYSE Euronext at roughly $8.2 billion.  Under the terms of the announced merger, each share of NYSE Euronext common stock will be converted into $11.27 cash and 0.1703 of a newly issued share of ICE common stock.  The exchange ratio for ICE common stock is fixed, and the value of the stock portion of the merger consideration will therefore float until closing. Based on the closing price of ICE common stock on December 19, 2012 of $128.31, each share of NYX common stock is valued at approximately $33.12.

Termination Provisions Raise Questions Whether NYSE Euronext board of directors is acting in the best interest of NYX shareholders.

Under the NYSE Euronext  merger agreement, NYSE Euronext may not solicit competing proposals or participate in any discussions or negotiations regarding alternative business combination transactions.  If NYSE Euronext accepts a superior offer, NYSE Euronext must pay ICE $300 million as a termination fee.  Moreover, NYSE Euronext board of directors agreed that NYX would pay ICE $450 million should the NYSE Euronext board of directors change its position on the NYX merger apart from accepting another offer  Are these termination provisions fair?

NYSE Euronext (NYX) Merger Shareholder Investigation

We are investigating whether the proposed transaction is fair to NYSE Euronext shareholders.  The investigation concerns whether the NYX board of directors’ process for consideration of the proposed transaction was adequate, whether NYSE Euronext is acting in its shareholders’ best interests and whether the proposed share price to be paid to NYSE Euronext shareholders is fair and adequate. 
If you own the common stock of NYSE Euronext and if you have information or would like to learn more about these claims, or if you wish to discuss these matters or have any questions concerning this announcement or your rights or interests with respect to these matters, please fill out the contact form on this web page or call Attorney George Pressly at Morgan & Morgan toll free at 1 (800) 631-6234.
Entity Name: 
NYSE Euronext, Inc.
Stock Symbol: 
NYX

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