09.14.2011
By Terry Flanagan

TMX-Maple Deal in Question

The Maple Group’s acquisition of TMX may be in question as the two sides remain distant.

The operator of the Toronto Stock Exchange has stayed mum on its potential acquisition by Maple Group since late July, when it announced that it would enter into discussions and share information with the consortium of Canadian financial firms and pension funds. It’s a far cry from several months earlier when TMX Group was being courted by cross-Atlantic counterpart London Stock Exchange Group.

“The silence on the bid is rather deafening,” said Chris Damas, analyst and principal at BCMI Research. “One can only presume the TMX Board is still against the Maple Group and will do nothing to help it succeed by making it friendly. The board figures the ‘do nothing to help’ strategy won’t open themselves to shareholder litigation unless the deal gets regulatory approval from the Competition Bureau.”

Following the formal announcement of the bid by the LSE to acquire TMX in February, the Canadian bourse operator issued no less than 11 different press releases through the end of June regarding the proposed tie-up, with several of them outright praising the deal, pointing out the benefits it would have had on Canada’s capital markets and urging shareholders to vote in favor.

In contrast, TMX’s press releases regarding the Maple bid have not shown the same optimism. Following the initial unsolicited offer in May, TMX has only stated publicly that it would perform its fiduciary duty to shareholders and review the terms of the deal.

“One thing I am pretty certain of although I can’t prove it, is that the TMX board has no interest in Maple and would probably want to resurrect an LSEG merger since they believed in it so much,” said Damas. “I don’t think the board of TMX is engaging in materially substantive discussions with Maple. They’ve signed a confidentially agreement, and that’s it. This deal is not friendly. The TMX board’s lack of comment or acceptance of the Maple bid since their original press release authorizing data sharing on July 21 surely is a less than warm welcome.”

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