Winnipeg Commodity Exchange Holdings Inc. Receives Superior Proposal To Acquire Its Shares

On July 17, 2007, WCE Holdings Inc. ("Holdings"), parent of Winnipeg Commodity Exchange Inc., WCE Clearing Corporation and Canadian Climate Exchange Inc. announced that it had received an unsolicited written acquisition proposal from a third party to acquire the shares of Holdings for $77.59 per share or $50 million in the aggregate.

The board of directors of Holdings has negotiated the proposal and today determined that the proposal constitutes a Superior Proposal (within the meaning of the Arrangement Agreement between Holdings and IntercontinentalExchange, Inc. ("ICE") (the "ICE Arrangement Agreement")).

The Superior Proposal submitted by the third party also provides for the acquisition of the Holdings shares by way of Plan of Arrangement and is subject to customary closing conditions including court approval, an affirmative vote of not less than 2/3 of Holdings' shareholders represented in person or by proxy at a special meeting of shareholders called for that purpose and approval by the Manitoba Securities Commission. The Superior Proposal also provides for payment of a termination fee of $1.75 million should WCE enter into an arrangement agreement with the third party that submitted the Superior Proposal and subsequently terminate that agreement to enter into a superior proposal with another party.

Under the terms of the ICE Arrangement Agreement, ICE has until August 17, 2007 to offer to amend the ICE Arrangement Agreement such that the Superior Proposal submitted by the third party ceases to be a Superior Proposal.

If ICE does not amend the ICE Arrangement Agreement so that the Superior Proposal ceases to be a Superior Proposal, Holdings intends to terminate the ICE Arrangement Agreement and enter into an arrangement agreement with the third party.

Winnipeg Commodity Exchange Inc., established in 1887, has been facilitating futures contract trading since 1904. WCE is Canada's only agricultural futures and options exchange and North America's first fully electronic commodity exchange. WCE offers futures and options contracts on canola, domestic feed wheat, and western barley.