ICAP to combine its voice and hybrid broking and information business with Tullett Prebon

London/New York, 11 November 2015– ICAP plc (IAP.L), a leading markets operator and provider of post trade risk mitigation and information services, announces today that further to the announcement of Tullett Prebon plc (“Tullett Prebon”), the Board of ICAP plc (“ICAP”) has agreed terms with Tullett Prebon for the disposal by ICAP of its global hybrid voice broking and information business to Tullett Prebon, including ICAP’s associated technology and broking platforms (including iSwap and Fusion) and certain of ICAP’s joint ventures and associates (“ICAP’s Global Broking Business” or “IGBB”) (the “Transaction”). 

Tullett Prebon intends to acquire all of IGBB in return for the issue of new shares in Tullett Prebon to a new holding company of the ICAP group (“ICAP NewCo”) and to ICAP’s shareholders, representing in aggregate 56 per cent. of the Enlarged Tullett Prebon (“Enlarged Tullett Prebon”) issued share capital as at completion of the Transaction (“Completion”).  Subject to the satisfaction of certain conditions and the exercise of an option arrangement (further details of which are set out in Section 8 below), following Completion, 36.1 per cent. of the Enlarged Tullett Prebon share capital would be issued to ICAP shareholders and 19.9 per cent. to ICAP NewCo.  Existing Tullett Prebon shareholders would continue to own 44 per cent. of the Enlarged Tullett Prebon issued share capital.

The Transaction provides a unique opportunity to combine the complementary strengths of two leading global hybrid voice broking franchises to create the largest player in the industry, which will achieve significant cost synergies of at least £60 million. 

The Post Trade, Risk and Information and Electronic Markets divisions of ICAP will operate under a new group holding company ICAP NewCo which will be positioned as a leader in the financial technology space, ready to capitalise on the many opportunities it sees in these markets.