Pan-European stock market operator Euronext launched its $729mn cash bid for Oslo Bors yesterday, just hours after the Norwegian stock market operator said it had found potential alternative bidders.
Euronext, which already runs exchanges in Paris, Brussels, Amsterdam, Lisbon and Dublin, is offering 145 Norwegian crowns per share, valuing Oslo Bors at 6.24bn crowns ($729mn). The offer is set to expire on February 11.
Euronext said last month shareholders representing a little more than 50% of Oslo Bors’ shares had committed to sell at the offer price, and the Paris-listed firm’s CEO said on Monday these investors could not now sell to anyone else.
“This is not a hostile offer. It was solicited by shareholders, not the board,” Stephane Boujnah added on a conference call.
Oslo Bors’s board said on Friday it had sought and found potential alternative bidders, and would issue a recommendation by late February.
It urged shareholders to wait for its advice, which top investor Norwegian bank DNB – with a 20% stake – said yesterday it would.
“The board is working to find the best solution for shareholders and the Norwegian capital market,” Oslo Bors spokesman Per Eikrem said.
Euronext is looking to expand, but opportunities are scarce as market operators either already belong to groups such as the London Stock Exchange (LSE) or Nasdaq Inc, or because their shareholders want to remain
independent.
Mega-mergers have also met opposition from competition regulators, which blocked a planned tie-up between Deutsche Boerse and the LSE.
Boujnah declined to say what would happen if a rival bidder acquired a significant minority stake in Oslo Bors.
Euronext already owns 5.3% of Oslo Bors. The pan-European group will offer to pay shareholders who tender their shares an annualised 6% interest payment on top of the offer price once the deal has been completed, which is expected in the second quarter of 2019.
Euronext said it made its offer after it was approached in December by shareholders representing 21% of Oslo Bors.
The companies discussed a possible tie-up in early 2018 along the same lines as the current offer, Boujnah said.
A deal would match Euronext’s strategy of bolt-on acquisitions and its aim to diversify revenues from share and derivative trading, given Oslo Bors’s leading position in seafood derivatives as well as oil services and shipping.
Euronext intends to use Oslo Bors as “a launchpad for its expansion in the Nordic region” and a “centre for excellence in all activities in commodities,” Boujnah said.
He was confident local regulators would approve the offer and the Norwegian government would not oppose a takeover.
Company stock price information is displayed on screens as they hang above the Paris stock exchange, operated by Euronext, in La Defense business district in Paris. Euronext, which already runs exchanges in Paris, Brussels, Amsterdam, Lisbon and Dublin, is offering 145 Norwegian crowns per share, valuing Oslo Bors at $729mn.
