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Bolsas Y Mercados Españoles Holds AGM

Date 25/04/2006

  • In 2005 Bolsas Y Mercados Españoles Posted A Net Profit Of 94.06 Million Euros, 35.9% Up On The Previous Year

  • BME Will Distribute A Second Ordinary Dividend Of 27.29 Million Euros

  • A Capital Decrease Of 64.38 Million Euros Is Approved

  • BME’s Shareholders’s Equity Stands At 430 Million Euros

  • IPO Will Provide:

    • Shareholders: With Liquidity And Objective Valuation
    • The Market: With Investment In Favour Of The Spanish Economic Cycle
    • The Company: With Dynamism And Better Management

“The markets in which BME operates ended 2005 with outstanding results in many respects. Bolsas y Mercados Españoles posted a consolidated gross profit of € 141.8 million and consolidated after tax profits of € 94.06 million, 35.9% up on 2004”, said Antonio Zoido, Chairman of the Board of Directors. The AGM approved a capital decrease of € 64.38 million to be paid to the voluntary reserve. The proposal will involve reducing the share’s face value in € 0.77, from 4 euros per share to 3.23. In addition to this, the AGM approved the distribution to shareholders of a second ordinary dividend of € 27.29 million – € 0.326 per share.

“BME is an innovative, flexible company capable of adapting to the conditions of increasingly complex markets”, Zoido said at the meeting. It is a very efficient company that provides the critical organic size to allow Spain to compete internationally and answer the needs of Spanish issuers in a global environment full of opportunities”, said Zoido.

The management strategy carried out by BME is based, among other actions, on the strengthening of its services and products range, the promotion of capital markets, the boosting of all its business areas, the payment of special attention to the technological side, strict cost controls, the search of business opportunities and the achievement of greater earnings at the company. “BME will specially focus its attention on such key aspects in the industry where it operates as the application of MiFID, the internalisation of trades and stock exchange consolidation processes, which can affect significantly the future development of the company”, said Antonio Zoido.

FLOTATION

According to Antonio Zoido, BME’s IPO will provide: shareholders with greater liquidity for the share and an objective valuation; the market with an investment in the Spanish economic cycle and the Company with greater corporate dynamism and better management, which is brought about by being a publicly traded company.

Antonio Zoido announced banks BBVA and Santander as the IPO Global Coordinators. Additionally, BNP Paribas, Merrill Lynch and Morgan Stanley will participate in the international tranche. Besides this, BME is being advised by law firms Uría & Menéndez, Davis Polk & Wardwell and Linklaters.

According to the Chairman of the Board, an extraordinary general meeting will be called soon, it being the definitive step towards the company’s flotation and representing a move in line with the trend followed by stock exchange operators.

STOCK EXCHANGE CONSOLIDATION

Antonio Zoido said the corporate moves seen in the stock exchange scenario, whether intended for acquisitions or strategic positioning, are among the matters that have received the most attention over the last few months, and believes it appropriate to devote sometime to reflect quietly on the developments that are taking place in this respect.

“The trend of the corporate moves by stock market operators underlines the complexity of this consolidation process and the convenience of acting prudently”, said BME’s Chairman.

BME relies on optimising the current business model, which shapes a company of national interest, with significant importance to the country’s economy, which strengthens the Spanish securities industry and guaranteed the reliability, security and accessibility to stock markets. A company with state-of-the-art technology which combines the integration of markets with the diversification of products and services of outstanding value.

FINANCE DIRECTOR’S SPEECH

Javier Hernani, Finance Director, said that in 2005 “total revenues increased by 17% on 2004, a year in which this figure was 13% up on 2003”.

On the cost front, the Finance Director, said BME’s business model has made possible to combine growth with operating cost reductions of 4% in 2005 and 7% in 2004.

Javier Hernani also said BME’s shareholder’s equity stands at € 430 million, after distribution of € 150 million special dividend paid in 2005 and € 24 million interim dividend.

BME compares favourably with its major peers and boasts a 55% pay-out in contrast with Deutsche Börse, Euronext and London Stock Exchange, whose payout is below 50%. Besides this, BME shows the best efficiency ratio (37%) and its ROE is significantly higher than its competitors’.

As to the figures for the first quarter 2006, Hernani stressed the EBITDA result, which amounted to € 47.61 million – 30% up on the year, while profit before tax and net profit grew by 28% in comparison with the same period last year.