Foreign takeover another seismic shift for NYSE
On the tickers snaking above the New York Stock Exchange’s old wooden trading floor, the big news was the exchange itself.
Deutsche Boerse would indeed be buying the Big Board, the electronic ticker said, confirming reports that broke last week. The proposed acquisition by its German rival was another sign of capitalism’s gravitational shift away from New York.
Duncan Niederauer, NYSE Euronext chief executive, appeared on the floor after the announcement Tuesday and reassured traders that their historic venue would not be going anywhere, but there were still plenty of mixed feelings.
“There’s a lot going on in here,” said longtime trader Ted Weisberg, pointing at his head. “What’s sad is that you have an institution of this stature that for whatever reasons finds it necessary to be part of a larger organization, rather than a stand-alone organization.”
The all-stock deal values NYSE Euronext at about $10 billion. NYSE Euronext shareholders would receive 0.47 share of the new company for each share they currently own. Deutsche Boerse shareholders would own 60% of the new entity.
The combined company would be able to slash $400 million in annual operating costs and would be in better position to compete against rivals that also are bulking up.
The new company would be incorporated in the Netherlands with dual headquarters in New York and the German financial capital of Frankfurt. Underscoring the political sensitivity of the issue, a name has not been settled upon.
The takeover by a foreign rival is the latest seismic shift to strike the NYSE.
Founded in 1792 under a buttonwood tree, not far from the current building at Wall and Broad streets, the NYSE, along with other U.S. exchanges, has had to revamp itself in recent years to fend off dozens of upstart electronic rivals offering faster and cheaper stock trades.
The exchange transformed itself from a member-run organization into a publicly traded company in 2006 and bought a European rival the following year.
And though the NYSE is the most famous place in the world for trading stocks, that business has been on a long decline, the victim of both regulation and new technology. The new company would derive the biggest chunk of its revenue — 37% — from trading in derivatives, sophisticated financial instruments that derive their value from other assets.
“We’ve already said we cannot rely on [stock trading], which is what takes place on the floor that everyone sees every day. That cannot be our core strategy in the long run,” Niederauer said.
This deal is politically sensitive because the NYSE’s headquarters have been a prominent patriotic symbol since the September 2001 terrorist attacks a few blocks away. An American flag flies over every trading station and a black prisoner of war flag hangs over the entire floor.
Domenic Digesaro, who runs a food cart just across from the exchange with an American flag sticker on the side, expressed shock that the deal could happen.
“When I heard, I was like, ‘What?!’ ” Digesaro said. “I didn’t know people could buy into the stock exchange. I thought it was a U.S. thing.”
At a news conference unveiling the deal, issues of national pride were handled delicately.
Niederauer and other NYSE executives sat in the exchange’s gilded board room in front of an American flag and next to a television screen showing German executives at a simultaneous news conference in Frankfurt.
“We have two centers of gravitation,” Reto Francioni, Deutsche Boerse chief executive, said in awkward English.
Executives took pains to say the deal was a merger of equals and Niederauer stressed that the Big Board long has had an international tilt.
“This is not like a U.S. and a German company are getting together. These are two very global companies getting together,” Niederauer said.
The question of the NYSE’s continuing influence has come up prominently in debates about the new company’s name, with Sen. Charles E. Schumer (D-N.Y.) insisting that the name begin with “New York.”
Niederauer said a name would be decided upon within a few weeks, and joked that it would not follow the suggestion of a CNBC reporter who dubbed it the “Big Boerse.”
The biggest obstacle to closing the deal, the executives said, would probably come from European antitrust regulators concerned that the NYSE and Deutsche Boerse already own the two largest options exchanges in Europe. Still, Francioni and Niederauer expressed confidence that the deal would close by the end of this year.
Many NYSE brokers and specialists own stock in NYSE Euronext and have notched sizable paper gains since word of the impending deal leaked last week. NYSE shares closed down 3.5% on Tuesday after surging 17% last week.
Still, the sale is about more than money.
“As a shareholder, clearly you view this transaction through a different set of glasses than someone who has been here for 42 years,” Weisberg said. “I came here and I stayed here because of what the institution represented. In that sense, it’s sad.”
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