Further to the announcement by Deutsche Börse AG (“DBAG”) of 28 September 2016 that the London Stock Exchange Group plc (“LSEG”) and LCH.Clearnet Group Limited ("LCH Group") are exploring the sale of LCH.Clearnet SA in order to address proactively anti-trust concerns raised by the European Commission in relation to certain businesses and to the subsequent notification that LSEG and LCH Group have entered into exclusive discussions with Euronext N.V. (“Euronext”) in this regard, LSEG and LCH Group confirmed today that they have received an irrevocable all-cash offer from Euronext to purchase LCH.Clearnet SA (“Put Option”).
LSEG and LCH Group also confirmed that the terms and conditions on which any transaction would take place if the Put Option were exercised, including the all-cash consideration of €510 million (subject to customary adjustments), have been agreed with Euronext.
A sale of LCH.Clearnet SA would be subject to review and approval by the European Commission in connection with the recommended merger of DBAG and LSEG (the "Merger"), the completion of LCH.Clearnet SA’s works council consultation process, the approval by the shareholders meeting of Euronext and other customary conditions including relevant regulatory approvals. It would also be conditional on the successful closing of the Merger.