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It’s official.  The CME Group Inc. (NYSE, Nasdaq: CME) is acquiring NYMEX Holdings, Inc. (NYSE: NMX).  The commodities and futures exchanges announced a definitive agreement where CME will acquire NYMEX on the terms previously announced. 

NYMEX shareholders will receive 0.1323 shares of CME Group Class A common stock and $36.00 in cash for each share of NYMEX common stock.  This equates to approximately 12.5 million shares and cash of $3.4 billion, and NYMEX will ultimately hold approximately 18.6% of the combined company.   This generates a purchase price of $100.30 before any dilution to CME shares.  NYMEX shares closed at $95.34 Friday, and the 52-week trading range is $86.61 to $148.00.

Shareholders of NYMEX can elect to receive either CME stock or cash for each share of NYMEX, although the cash and stock amounts will be determined by proration in the event that cash elections are either greater than or less than a mandatory cash component of approximately $3.4 billion.   CME may choose to increase the cash amount if NYMEX shareholders elect to receive more than $3.4 billion in cash, under certain circumstances.

The combined exchanges will now offer commodities and futures offerings in almost every major asset class and in cash, over-the-counter and regulated markets.  There were many out there that questioned whether or not the merger between the CME and the CBOT should have been allowed by regulators.  You can imagine the questions this brings up.

Jon C. Ogg
March 17, 2008