London, 13 February 2007
The Board of LCH.Clearnet Group Limited (LCH.Clearnet) announces today that it has reached agreement in principle regarding the repurchase of the majority of the shares held by its largest shareholder, Euronext. It is expected that the key terms of this repurchase will involve:
The early redemption of the redeemable convertible preference shares of LCH.Clearnet (redeemable in December 2008 under their terms) held by Euronext at their redemption value of approximately €199 million.
The subsequent repurchase by LCH.Clearnet of 26,183,362 of the ordinary shares of LCH.Clearnet held by Euronext, to be effected at a price of €10 per ordinary share, the value at which the shares were issued at the time of the LCH/Clearnet merger in 2003. Euronext will retain a 5% holding in the outstanding shares of LCH.Clearnet after this buy-back is completed.
The LCH.Clearnet Board considers that this repurchase is an opportunity for LCH.Clearnet’s customer and shareholder interests to be more closely aligned and LCH.Clearnet will, as a result, be better positioned to respond to on-going challenges and developments in the clearing sector.
The repurchase remains subject, amongst other things, to final agreement on detailed terms and, subsequently, to approval by LCH.Clearnet's shareholders, and to regulatory and other appropriate consents.
The detailed mechanics of the repurchase remain to be agreed and it is anticipated that consultation with LCH.Clearnet shareholders will take place in the second quarter of 2007, prior to the despatch of formal shareholder documentation.
Chris Tupker, Chairman of LCH.Clearnet, said: “As we respond to competitive changes in the clearing sector and the requirements of our customers, we have to ensure that LCH.Clearnet has the right operating model for this environment. By buying back the great majority of Euronext’s shareholding, we will better align customer and shareholder interests while retaining Euronext as a significant customer with an important voice in the development of our business. At the same time, it will enable us to deliver aggressive clearing fee cuts and will also facilitate significant member rebates in due course. We believe that these steps will promote the long-term success of LCH.Clearnet.”
LCH.Clearnet clears a diverse range of asset classes worldwide.