NYSE-DB in Jeopardy

Terry Flanagan

Despite the merger partners offering up a new round of concessions last month, the EU Commission in charge of probing the NYSE Euronext and Deutsche Borse tie up is set to block the deal.

When EU Competition Commission head Joaquin Almunia meets with his fellow commissioners on Feb. 1, he is expected to recommend blocking the proposed $17 billion merger between NYSE and Deutsche Borse, according to reports. All 27 of the commissioners would then review the recommendation and the commission’s findings before a final decision is made Feb. 9.

The chief executives of NYSE and Deutsche Borse, Duncan Niederauer and Reto Francioni, respectively, are expected to meet Wednesday to discuss the next steps to take in order to salvage the deal. They will likely lobby the remaining commissioners for their approval.

A spokesman for NYSE could not immediately be reached.

The potential failure of another big exchange deal may signal the end of a period that was heavy on proposals but light on deal closings. The London Stock Exchange’s bid for TMX Group, the Singapore Exchange going after the Australian Securities Exchange, and the joint Nasdaq-Intercontinental Exchange offer for NYSE have all gone by the wayside in recent months.

In December, one month after they had turned in their initial concessions to the EU Commission regarding their proposed merger, the parties submitted additional revised remedies to further address any remaining concerns. Among the proposed concessions was the divestiture the NYSE Liffe-operated European single equity derivatives business, including those in Amsterdam, Paris, Brussels and Lisbon. They will also offer to whoever ends up purchasing the single equity derivatives business access to Eurex Clearing.

Despite the new round of concessions, the main concern for the EU Commission regarding the dominance the combined entities would have in European derivatives was not addressed. Combined, they would have control of more than 90% of European derivatives trading. Both parties have said that they would not include their Liffe and Eurex units in their remedies, citing that the merger would no longer make sense for them if they were asked to give up too much.

Despite that, it is unclear if NYSE and Deutsche Borse would be willing to offer up any additional substantial concessions aside from what has already been proposed.

NYSE and Deutsche Borse agreed to their $17.7 billion merger in February, with shareholders approving the deal in July. Regulators outlined their objections in a statement in early October, with oral hearings held later that month. Their initial batch of remedies was submitted in mid-November. The companies expect to save as much as $3 billion in capital requirements through the deal, as well as reduce any duplicative infrastructures and operations.

“Geographic consolidation will ultimately end in cost-savings and efficiencies for customers, which will be good for continuity,” Bryan Johanson, managing director with NYSE Euronext, said last month regarding the transaction.

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