ICE Announces Pricing for Placement of Residual Euronext stake; Total proceeds of €96.8 million
ATLANTA & NEW YORK--(BUSINESS WIRE)--
Intercontinental Exchange Inc. announced today the pricing of the
placement of 4.2 million shares in Euronext N.V., representing
approximately 6% of Euronext’s share capital, by way of an accelerated
book-building to institutional investors.
The gross proceeds to ICE from the sale amount to €96.8 million.
Following the sale, which is expected to close on December 11, 2014, ICE
will no longer hold any of Euronext’s shares or voting rights. This
transaction marks the final exit from Euronext by ICE initiated in 2014.
ABN AMRO, J.P. Morgan and Société Générale Corporate & Investment
Banking acted as Joint Bookrunners.
About Intercontinental Exchange
Intercontinental Exchange (NYSE: ICE) is the leading network of
regulated exchanges and clearing houses for financial and commodity
markets. ICE delivers transparent, reliable and accessible data,
technology and risk management services to markets around the world
through its portfolio of exchanges, including the New York Stock
Exchange and ICE Futures.
Trademarks of ICE and/or its affiliates include Intercontinental
Exchange, ICE, ICE block design, NYSE and New York Stock
Exchange. Information regarding additional trademarks and intellectual
property rights of Intercontinental Exchange, Inc. and/or its affiliates
is located at www.intercontinentalexchange.com/terms-of-use.
Safe Harbor Statement under the Private Securities Litigation Reform Act
of 1995 - Statements in this press release regarding ICE's business that
are not historical facts are "forward-looking statements" that involve
risks and uncertainties. For a discussion of additional risks and
uncertainties, which could cause actual results to differ from those
contained in the forward-looking statements, see ICE's Securities and
Exchange Commission (SEC) filings, including, but not limited to, the
risk factors in ICE's Annual Report on Form 10-K for the year ended
December 31, 2013, as filed with the SEC on February 14, 2014.
SOURCE: Intercontinental Exchange
ICE-CORP
Disclaimer
This announcement does not constitute an offer for sale of, or a
solicitation of an offer to purchase, any securities in the United
States. The securities referred to herein may not be offered or sold in
the United States absent an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act and in
compliance with any applicable securities laws of any state or other
jurisdiction of the United States. Intercontinental Exchange, Inc. does
not intend to register the offer or any portion thereof in the United
States or to conduct a public offering of securities in the United
States.
This announcement is not a prospectus within the meaning of Directive
2003/71/EC, as implemented in each member state of the European Economic
Area, and amendments thereto, including Directive 2010/73/EU to the
extent implemented in the relevant member State of the European Economic
Area (together, the “Prospectus Directive”).
With respect to the member states of the European Economic Area which
have implemented the Prospectus Directive (each, a “Relevant Member
State”), no action has been undertaken or will be undertaken to make
an offer to the public of the shares of Euronext N.V. sold by
Intercontinental Exchange, Inc. requiring a publication of a prospectus
in any Relevant Member State. As a consequence, the shares of Euronext
N.V. may only be sold by Intercontinental Exchange, Inc. in any Relevant
Member State pursuant to an exemption under the Prospectus Directive.
This document does not constitute a public offering of securities in the
United Kingdom. In the United Kingdom, this document is directed only at
persons who (i) are investment professionals falling within Article
19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (the "Financial Promotion Order"),
(ii) "high net worth entities", "unincorporated associations" and other
persons to whom it may otherwise be lawfully communicated under Article
49(2)(a) to (d) of the Financial Promotion Order and (iii) to other
persons to whom this document may be lawfully communicated (all such
persons together being referred to as “relevant persons”). In the
United Kingdom, any person who is not a relevant person should not act
or rely on this document or any of its contents. Any investment or
investment activity to which this document relates is available only to
relevant persons and will be engaged in only with relevant persons.
This announcement does not, and shall not, in any circumstances
constitute a public offering, nor an offer to sell, nor a solicitation
to offer to purchase securities in any jurisdiction.
Neither this announcement, nor any copy of it may be taken, transmitted
or distributed, directly or indirectly, into Canada, Australia or Japan
or to any persons in any of those jurisdictions or any other
jurisdictions where to do so would constitute a violation of the
relevant laws of such jurisdiction. The securities referred to herein
have not been and will not be qualified under the applicable securities
laws of Canada or Japan and, subject to certain exceptions, may not be
offered or sold within Canada, Australia or Japan or to any national,
resident or citizen of Canada, Australia or Japan.
ABN AMRO Bank N.V., J.P. Morgan Securities plc, and Société Générale are
acting for Intercontinental Exchange, Inc. and nobody else in relation
to the transaction described above and will not be responsible to anyone
for providing advice nor to anyone other than Intercontinental Exchange,
Inc. for providing the protections offered to their clients in relation
to any transaction or any matters referred to in this announcement.
In connection with any offering of the shares referred to herein, ABN
AMRO Bank N.V., J.P. Morgan Securities plc, and Société Générale and any
of their respective affiliates acting as investors for their own account
may take up as a proprietary position in any shares and in that capacity
may retain, purchase or sell for their own accounts such shares. In
addition they may enter into financing arrangements and swaps with
investors in connection with which they may from time to time acquire,
hold or dispose of shares. They do not intend to disclose the extent of
any such investment or transactions otherwise than in accordance with
any legal or regulatory obligation to do so.
None of ABN AMRO Bank N.V., J.P. Morgan Securities plc, and Société
Générale or any of their respective subsidiary undertakings, affiliates
or any of their respective directors, officers, employees, advisers,
agents or any other person accepts any responsibility or liability
whatsoever for, or makes any representation or warranty, express or
implied, as to the truth, accuracy, completeness or fairness of the
information or opinions in this announcement (or whether any information
has been omitted from this announcement) or any other information
relating to Intercontinental Exchange, Inc. and Euronext N.V., their
subsidiaries or associated companies, whether written, oral or in a
visual or electronic form, and howsoever transmitted or made available
or for any loss howsoever arising from any use of this announcement or
its contents or otherwise arising in connection therewith.

Intercontinental Exchange Inc.
Media Contact:
Brookly
McLaughlin
+1 312 836 6728
brookly.mclaughlin@theice.com
or
Investor
Contact:
Kelly Loeffler
+1 770 857 4726
kelly.loeffler@theice.com
Source: Intercontinental Exchange Inc.