ICE Seeks to Pitch NYSE Deal to European Commission

First Published Monday, 28th January 2013 06:43 pm - © 2013 Dow Jones

IntercontinentalExchange Inc. (ICE) aims to pitch its planned takeover of NYSE Euronext (NYX) to European Union antitrust officials rather than seek approval from individual competition bodies in the region, according to deal documents filed Monday.

Monday's filing, which will be reviewed by U.S. securities regulators, detailed discussions between ICE and NYSE Euronext over the last five months, and flagged an approach by the Big Board's advisers in late November to "a large industrial and financial holding company," about an alternative bid.

The approach was made to Berkshire Hathaway Inc. (BRKA, BRKB), according to a CNBC report early Monday. A spokesman for Berkshire was not immediately available for comment.

The alternative proposal for NYSE, subsequently received on Nov. 28, carried a lower value and would have been conditioned on the sale of NYSE's prized European derivatives market, according to the filing. In mid-December, NYSE's board determined to move ahead with the ICE proposal.

The regulatory path envisioned by ICE would put it before the same regulatory body that less than a year ago recommended against NYSE Euronext's proposed merger with German exchange group Deutsche Boerse AG (DB1.XE).

Better odds are seen for the ICE deal by analysts and lawyers due to less overlap between the exchanges, as the Atlanta-based commodity market operator bids to take on NYSE Euronext's franchises in financial derivatives and stock trading to push ICE into the top tier of global exchange operators.

ICE and NYSE plan to formally submit their deal for review by the European Commission by July 2013, according to merger documents filed Monday with the Securities and Exchange Commission. Putting the deal up for review by the regional body would streamline a process that otherwise would require the individual sign-off of antitrust regulators in the U.K., Spain and Portugal, though those agencies would have to allow the European Commission to take up the review.

In the U.S., approval must be secured from the Federal Trade Commission and the Department of Justice, according to the filing.

About a dozen financial regulatory authorities in the U.S. and Europe will also need to green-light the deal, according to the filing. Regulators in other jurisdictions, including Japan, Brazil, Hong Kong and Singapore, will be formally notified with respect to the exchanges' business in those places, according to the filing.

Write to Jacob Bunge at

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