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Pursuant to Rule 24.16(c) of the City Code, London Stock Exchange Group plc ("LSEG") and Deutsche Börse AG ("Deutsche Börse") have provided an update to the Takeover Panel on the aggregate fees and expenses expected to be incurred by HLDCO123 plc ("HoldCo"), LSEG and Deutsche Börse in connection with the Merger, as outlined in Appendix A.
The revised estimates reflect fees and expenses for additional work due to the lengthy process in relation to the EU Merger Regulation process, the regulatory approval process and other matters in connection with the Merger, including the proposed sale of LCH SA to Euronext N.V., as announced on 3 January 2017.
Unless otherwise defined, all capitalised terms used but not defined in this announcement shall have the meaning given to them in the prospectus published by HLDCO123 PLC on 1 June 2016 in connection with the Merger.
Appendix A:
The aggregate fees and expenses which are expected to be incurred by HoldCo in connection with the Merger are estimated to amount to approximately GBP504,000 plus applicable VAT. This aggregate number consists of the following categories:
|
|
GBP (low) |
GBP (high) |
EUR (low) |
EUR (high) |
|
Financial and corporate broking advice… |
- |
- |
- |
- |
|
Legal advice…………………………….. |
- |
- |
- |
- |
|
Accounting advice……………………… |
- |
- |
- |
- |
|
Public relations advice………………….. |
- |
- |
- |
- |
|
Other…………………………………….. |
489,000 |
504,000 |
567,000 |
584,000 |
|
Total…………………………………….. |
489,000 |
504,000 |
567,000 |
584,000 |
The aggregate fees and expenses which are expected to be incurred by LSEG in connection with the Merger are estimated to amount to up to approximately GBP175.222 million plus applicable VAT. This aggregate number consists of the following categories:
|
|
GBP (low) |
GBP (high) |
EUR (low) |
EUR (high) |
|
Financial and corporate broking advice… |
87,409,000 |
97,709,000 |
101,333,000 |
113,274,000 |
|
Legal advice…………………………….. |
55,366,000 |
62,416,000 |
64,186,000 |
72,359,000 |
|
Accounting advice……………………… |
5,170,000 |
6,438,000 |
5,994,000 |
7,464,000 |
|
Public relations advice………………….. |
1,315,000 |
1,825,000 |
1,524,000 |
2,116,000 |
|
Other……………………………………. |
4,109,000 |
6,834,000 |
4,764,000 |
7,923,000 |
|
Total……………………………………. |
153,369,000 |
175,222,000 |
177,801,000 |
203,136,000 |
The aggregate fees and expenses which are expected to be incurred by Deutsche Börse in connection with the Merger are estimated to amount to up to approximately EUR150 million plus applicable VAT. This aggregate number consists of the following categories:
|
|
GBP (low) |
GBP (high) |
EUR (low) |
EUR (high) |
|
Financial and corporate broking advice… |
50,030,000 |
50,893,000 |
58,000,000 |
59,000,000 |
|
Legal advice…………………………….. |
47,011,000 |
49,168,000 |
54,500,000 |
57,000,000 |
|
Accounting advice……………………… |
3,450,000 |
4,313,000 |
4,000,000 |
5,000,000 |
|
Public relations advice………………….. |
3,882,000 |
4,744,000 |
4,500,000 |
5,500,000 |
|
Other…………………………………….. |
18,546,000 |
20,271,000 |
21,500,000 |
23,500,000 |
|
Total…………………………………….. |
122,919,000 |
129,389,000 |
142,500,000 |
150,000,000 |
Where amounts are shown in both Euro and sterling an exchange rate of 1.1593 has been used, which was derived from data provided by Bloomberg as at 5:00pm London Time on 3 February 2017.
