Amsterdam, Brussels, Dublin, Lisbon, London and Paris – 11 February 2019 - Euronext, the leading pan-European exchange, provides additional details on its strategic ambition to further develop Oslo Børs VPS Holding ASA ("Oslo Børs VPS") and revises certain terms of its offer.
Creating a leading player in the Nordics by supporting Oslo Børs VPS’s ambition
Euronext remains strongly committed to completing the acquisition of Oslo Børs VPS. This acquisition is already supported by the majority of Oslo Børs VPS’s shareholders. Euronext aims to increase Oslo Børs VPS’s strong position in the Nordics and to leverage its strengths to support its clients, for the benefit of its employees and the wider Norwegian financial community.
Euronext is a family of six local exchanges in Europe with the technology, the financial means and the resources needed to power the capital markets financing the real economy. Continuity, local governance and decentralised decision-making are the key principles of Euronext’s model, as demonstrated by the Irish Stock Exchange joining the Euronext family in 2018.
Euronext’s decentralised model will allow Oslo Børs VPS to preserve its local footprint, management and vibrant local market, and to support its ambitions by leveraging the strengths of an agile European exchange Group.
Revised terms of Euronext’s Offer
In order to demonstrate its willingness to share the benefits of this transaction with Oslo Børs VPS shareholders, the majority of whom supports Euronext’s offer, Euronext today announces revised terms for its offer to acquire all issued and outstanding shares of Oslo Børs VPS. Defined terms with capital letters herein have the meaning as in Euronext’s Offer Document published on 14 January 2019.
Euronext notes that the Board of Oslo Børs VPS decided irrevocably to support a competing offer, regardless of terms, and has not indicated at any point to Euronext that it would welcome a revised offer. Euronext has however been encouraged by widespread support for its project for Oslo Børs VPS following dialogue with a large number of relevant market participants in Norway, and remains keen to continue engaging with all key stakeholders in Oslo Børs VPS, including its management, board of directors and the local financial ecosystem.
Stéphane Boujnah, Chief Executive Officer and Chairman of the Managing Board of Euronext, said:
“We strongly believe that a combination with Euronext provides Oslo Børs VPS with clear and superior benefits compared to any other offer. Oslo Børs VPS will maintain its identity and integrity within Euronext’s decentralised model with a strong impact on the future strategy of the enlarged group. Oslo’s role as a key financial centre will be reinforced. Oslo Børs VPS employees will be empowered to develop the satisfaction of their clients, with the ability to shape the future for Euronext and for the Norwegian economy. Oslo Børs VPS and Norway will be represented at the Managing and Supervisory Boards of Euronext at Group level. Leading representatives of the Norwegian financial community are welcome to remain as shareholders and become partners of Euronext. We are open to discuss with all stakeholders to present our long-term ambition to create a leading exchange player in the Nordics based in Oslo.”
For additional information on the long-term fundamentals and strategic rationale of the transaction, please refer to the Offer Document located at https://www.euronext.com/listview/investor-financial-events/862111
IMPORTANT DISCLAIMER
The offer is being made to shareholders resident in the United States in reliance on the Tier I exemption pursuant to Rule 14d-1(c) under the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”). Euronext reserves the right to acquire or agree to acquire shares or rights to shares outside the offer during the acceptance period in accordance with applicable law and regulations and the provisions of the exemption provided under Rule 14e-5(b)(10) under the Exchange Act. Any of the purchases referred to in this paragraph may occur either in the open market at prevailing prices or in private transactions at negotiated prices. Information about such purchases will be disclosed as and if required by applicable securities laws.
About Euronext
Euronext is the leading pan-European exchange in the Eurozone, covering Belgium, France, Ireland, The Netherlands, Portugal and the UK. With 1,300 listed issuers worth €3.4 trillion in market capitalisation as of end December 2018, Euronext is an unmatched blue chip franchise that has 24 issuers in the Morningstar® Eurozone 50 Index℠ and a strong diverse domestic and international client base. Euronext operates regulated and transparent equity and derivatives markets and is the largest centre for debt and funds listings in the world. Its total product offering includes Equities, Exchange Traded Funds, Warrants & Certificates, Bonds, Derivatives, Commodities and Indices. Euronext also leverages its expertise in running markets by providing technology and managed services to third parties. In addition to its main regulated market, Euronext also operates Euronext GrowthTM and Euronext AccessTM, simplifying access to listing for SMEs.
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Disclaimer
This press release is for information purposes only and is not a recommendation to engage in investment activities. This press release is provided “as is” without representation or warranty of any kind. While all reasonable care has been taken to ensure the accuracy of the content, Euronext does not guarantee its accuracy or completeness. Euronext will not be held liable for any loss or damages of any nature ensuing from using, trusting or acting on information provided. No information set out or referred to in this publication may be regarded as creating any right or obligation. The creation of rights and obligations in respect of financial products that are traded on the exchanges operated by Euronext’s subsidiaries shall depend solely on the applicable rules of the market operator. All proprietary rights and interest in or connected with this publication shall vest in Euronext.
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