Continues to recommend agreed merger with London Stock Exchange Group
TORONTO, May 26, 2011 /CNW/ - TMX Group Inc. acknowledges the
announcement made by Maple Acquisition Group Corporation ("Maple") on
May 25, 2011 regarding its intention to initiate a unilateral offer to
acquire TMX Group.
On May 20, 2011, the TMX Group Board of Directors concluded that, under
the terms of the merger agreement (Section 5.8) with London Stock
Exchange Group (LSEG), the Maple proposal did "not constitute a
superior proposal, nor could it reasonably be expected to result in a
In communicating this decision, the TMX Group Board clearly laid out the
factors taken into consideration. Given that there were no changes
communicated in Maple's press release from yesterday, TMX Group
continues to be prohibited by the merger agreement from any discussions
with Maple or its advisors. The Board will review and respond to the
formal Maple offer if and when it has been made.
Additionally, TMX Group has not, as reported by Maple, accelerated the
date of its shareholder vote. As stated and required by the merger
agreement with LSEG (Section 2.3), TMX Group obtained an interim order
yesterday from the Ontario Superior Court of Justice to call a special
meeting of holders of common shares of TMX Group on June 30, 2011 to
approve the plan of arrangement regarding the proposed merger with
LSEG. This follows previously outlined process and timetables.
As stated in its May 20, 2011 press release, TMX Group entered into the
merger with LSEG as the best path forward for TMX Group, its
shareholders and stakeholders. The merger provides the opportunity for
TMX Group and its shareholders to participate in the creation and
on-going growth of a new, globally competitive exchange group, with
several important benefits expected for stakeholders, including:
The acceleration of TMX Group's growth plans.
Preservation of TMX Group's businesses in Canada, particularly its
regulatory advantages and its deep know-how and world leading
capabilities in resource and small and medium enterprises.
Opportunities for Canadians to play a meaningful role in building a
global leader in the exchange sector.
An improved ability to attract new foreign investment to Canada and to
facilitate access to the world's largest international capital pool for
Canadian issuers of all sizes.
An opportunity to achieve global leadership in derivatives trading and
clearing, including through the continued development of leading-edge
The ability to market Canadian trading technology leadership to exchange
operators and businesses around the world.
A strengthening of Canada's brand and leadership on the world stage.
More information on the proposed merger with LSEG can be found at www.TMX.com/merger
About TMX Group (TSX-X)
TMX Group's key subsidiaries operate cash and derivative markets for
multiple asset classes including equities, fixed income and energy.
Toronto Stock Exchange, TSX Venture Exchange, Montreal Exchange,
Canadian Derivatives Clearing Corporation, Natural Gas Exchange, Boston
Options Exchange (BOX), Shorcan, Shorcan Energy, Equicom and other TMX
Group companies provide listing markets, trading markets, clearing
facilities, data products and other services to the global financial
community. TMX Group is headquartered in Toronto and operates offices
across Canada (Montreal, Calgary and Vancouver), in key U.S. markets
(Houston, Boston and Chicago) as well as in London. For more
information about TMX Group, visit our website at www.tmx.com.
SOURCE TMX GROUP INC.
For further information:
Director, Corporate Communications