Shareholders Foundation, Inc.

NYSE Euronext (NYSE:NYX) Investor Alert: Lawsuit to Halt Buyout by IntercontinentalExchange

A lawsuit for investors of NYSE Euronext (NYSE:NYX) was filed in effort to block the proposed takeover and NYSE:NYX stockholders should contact the Shareholders Foundation.


San Diego, CA -- (SBWIRE) -- 01/08/2013 -- An investor in shares of NYSE Euronext (NYSE:NYX) filed a lawsuit against directors of the NYSE Euronext in effort to halt the proposed takeover of the NYSE Euronext by IntercontinentalExchange for a value of approximately $33.12 per NYSE:NYX share.

Investors who purchased shares of NYSE Euronext (NYSE:NYX) prior to December 20, 2012, and currently hold any of those NYSE:NYX shares have certain options and should contact the Shareholders Foundation at mail(at) or call +1(858) 779 - 1554.

The plaintiff alleges that the defendants breached their fiduciary duties owed NYSE:NYX stockholders by agreeing to sell the NYSE Euronext too cheaply via an unfair process to the IntercontinentalExchange.

On December 20, 2012, IntercontinentalExchange (NYSE: ICE), and NYSE Euronext (NYSE: NYX) announced an agreement for IntercontinentalExchange to acquire NYSE Euronext in a stock-and-cash transaction. Under the terms of the agreement the transaction is currently valued at $33.12 per NYSE Euronext share, or a total of approximately $8.2 billion, based on the closing price of ICE’s stock on December 19, 2012.
However, the plaintiff alleges that the defendants failed to maximize shareholder return and agreed to sell the company at a price that is too low and undervalues the company. Indeed, shares of NYSE Euronext (NYSE:NYX) traded in 2011 as high as $40.89 per share and NYSE Euronext’s financial performance improved lately. In fact, NYSE Euronext (NYSE:NYX) reported that its annual Revenue rose from over $4.24 billion in 2010 to over $4.33 billion in 2011 and its Net Income increased from $577 million in 2010 to $619 million in 2011.

Furthermore, so the complaint, the now offered price is approximately $3 billion less than what the IntercontinentalExchange offered in its joint bid with Nasdaq OMX last year, when the Deutsche Boerse attempted to take over the NYSE Euronext.

In addition, so the plaintiff, the proposed deal was based on a flawed process designed to ensure the sale of NYSE Euronext to IntercontinentalExchange on terms preferential to IntercontinentalExchange and designed to benefit NYSE Euronext’s insiders, but detrimental to Plaintiff and the other public stockholders of NYSE Euronext. The plaintiff says that as part of the Merger Agreement, certain defendants agreed to the typical buyer-friendly deal terms, including a termination fee ranging from $300 million to $450 million and a “no solicitation provision” that decrease the chance that a competing bidder emerges.

Those who are current investors in NYSE Euronext (NYSE:NYX), have certain options and should contact the Shareholders Foundation.

Shareholders Foundation, Inc.
Trevor Allen
3111 Camino Del Rio North - Suite 423
92108 San Diego
Phone: +1-(858)-779-1554
Fax: +1-(858)-605-5739