Oslo Børs VPS Holding ASA (“Oslo Børs VPS”), an exchange and central securities depository operator, has received another acquisition offer. This Wednesday Nasdaq AB, an indirect subsidiary of Nasdaq Inc. announced that it will make a public offer in February to acquire all of the issued shares of Oslo Børs VPS.
According to the statement released today, Nasdaq AB is offering to acquire all issued shares at NOK 152 per share ($17.89), with the formal offer set to be made after the offer document is published, which is planned for around February 4, 2019.
As you might remember, earlier this month, Euronext published its offer document for its all-cash tender offer to acquire the outstanding and all issued shares of Oslo Børs VPS, as Finance Magnates reported. As set out in the document, the exchange is offering NOK 6.24 billion ($734.56 million) to purchase the shares, which translates to NOK 145 ($17.07) per share.
The offer price from Nasdaq represents a five percent premium on the offer made by Euronext. However, this excludes the interest payment which the European exchange has offered to pay, the statement said.
Nasdaq offer has the unanimous support of Oslo Børs VPS Board
So who is looking like the most likely to acquire Oslo Børs VPS? Nasdaq is certainly the favorite. At the time, when Euronext was the only offer on the table, Oslo Børs VPS appeared reluctant and advised its shareholders that it should await the recommendation of its board, with a spokesperson for the Norwegian company adding that it was not sure if the offer from Euronext was ultimately the best.
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Now, the company is putting its weight behind Nasdaq, with the Board of Directors stating that it considers the offer from Nasdaq the “best alternative for all stakeholders” and “therefore unanimously recommends that the shareholders of Oslo Børs VPS accept the Offer and do not accept the offer to acquire the shares of Oslo Børs VPS made by Euronext NV”.
Commenting on Nasdaq’s offer, Catharina Hellerud, Chair of the Board of Directors of Oslo Børs VPS said: “We have reviewed the offer from Nasdaq thoroughly, and duly considered all factors significant when assessing whether it should be accepted by our shareholders, including comparing the offer with the one made by Euronext.
“Our conclusion is unanimous and clear in that Nasdaq represents a more attractive partner, both from a shareholder value perspective and from an industrial, market and strategic perspective.”
However, it is important to note that both offers are conditional upon the receipt of the necessary regulatory approvals and ultimately, the Norwegian Ministry of Finance will decide on the matter.
“The addition of Oslo Børs VPS to Nasdaq will be a tremendous step to unite the Nordic financial markets. Combining Oslo Børs VPS’ exchange and securities depository expertise with our technology leadership and experience supporting the growth of small- and medium- sized enterprises and investors in the region, will not only help make the Norwegian markets stronger but the region in its entirety can become an even greater economic engine for long term growth,” added Adena Friedman, President and CEO of Nasdaq.