CBOT Holdings, Inc. (“CBOT”) today sought leave to file a second amended complaint against the CBOE and its Board in Delaware Court of Chancery and issued the following statement:
Consistent with its commitment to protect the exercise right of qualifying members of the CBOT, today the CBOT sought leave to file an amended complaint in response to CBOE’s unilateral decree on December 12, 2006 purporting to terminate the exercise right upon the completion of the CBOT’s merger with Chicago Mercantile Exchange Holdings, Inc. According to the amended complaint, the CBOE has breached its longstanding contractual obligations to Board of Trade exercise right holders, violated its own charter, and has disregarded Delaware law by discriminating against bona fide holders of the exercise right.
Without any notice to the Board of Trade or its members, the CBOE announced an intent to unilaterally terminate what it has previously acknowledged to be a longstanding contract right of the Board of Trade’s members. It took this action less than three months after it made a public commitment that an independent committee would have full authority regarding the treatment of exercise right holders in CBOE’s demutualization.
The exercise right traces its origins back to the creation of the CBOE by members of the CBOT.
