Urbana Corporation Announces Results of Calculation for Proposed Purchase of NYSE Euronext Shares



    /NOT FOR DISTRIBUTION TO U.S. WIRE SERVICES OR FOR DISSEMINATION IN THE
    U.S./

    TSX: URB. URB.A, URB.WT, URB.WT.A

    TORONTO, Nov. 26 /CNW/ - On October 25, 2007, Urbana Corporation
("Urbana") (TSX: URB, URB.A, URB.WT, URB.WT.A) announced that it had entered
into agreements to purchase up to 1,403,652 common shares of NYSE Euronext
("NYX Shares") from certain vendor-funds, namely, Caldwell New York Limited
Partnership, Caldwell New York LP II, Caldwell New York LP IV and Caldwell
Palos New York LP (the "Caldwell LPs") (the "Proposed Transaction"). The
consideration for the Proposed Transaction will be a number of Non-Voting
Class A Shares of Urbana ("Urbana Non-Voting Shares") issued from Urbana's
treasury. As previously announced, the total number of Urbana Non-Voting
Shares that Urbana will issue on closing is determined by an agreed upon
formula based on a ratio of the volume weighted trading price ("VWAP") of the
NYX Shares and the VWAP of the Urbana Non-Voting Shares for the 10 trading
days ending November 26, 2007. Certain NYX Shares are subject to trading
restrictions ("Restricted NYX Shares") which are scheduled to end in March
2009. The VWAP of such Restricted NYX Shares will be discounted at a rate of
Canadian prime plus 1%.
    Urbana is pleased to announce the results of the above calculations for
each of the Caldwell LPs. Assuming that all of the conditions to closing of
the Proposed Transaction are met, including Urbana shareholder approval, and
that each Caldwell LP approves the Proposed Transaction, Urbana will purchase
approximately 799,796 freely tradable NYX Shares and 591,385 Restricted NYX
Shares. As consideration for the purchases, Urbana will issue approximately
16,026,490 freely tradable Urbana Non-Voting Shares and approximately
10,460,158 Urbana Non-Voting Shares with trading restrictions ("Urbana
Restricted Non-Voting Shares") which mirror the trading restrictions on the
NYX Shares acquired by Urbana. The calculation results in the following
approximate number of shares being issued to the Caldwell LPs:

    
    Name of Caldwell LP               Total Number of       Total Number of
                                      Unrestricted Urbana   Restricted Urbana
                                      Non-Voting Shares     Non-Voting Shares
                                      to be Issued          to be Issued

    Caldwell New York
     Limited Partnership                        5,512,058          3,968,310

    Caldwell New York LP II                     7,341,862          4,494,356

    Caldwell New York LP IV                     3,080,820          1,498,119

    Caldwell Palos New York LP                     91,750            499,373
    

    Closing conditions, including Caldwell LP approval and Urbana shareholder
approval remain. If all conditions of closing are met, the Proposed
Transaction is expected to close on November 30, 2007.

    Forward-Looking Statements

    Certain statements in this press release constitute "forward-looking"
statements that involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or achievements of
Urbana to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements. There is
no assurance that the Proposed Transaction will close or that if it does, it
will be accretive to Urbana on closing or a profitable investment for Urbana
over the short or long-term. Unless required by applicable securities law,
Urbana does not assume any obligation to update these forward-looking
statements.




For further information:

For further information: Elizabeth Naumovski, Investor Relations at
(416) 595-9106

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URBANA CORPORATION

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