Euronext Extraordinary General Meeting results

Amsterdam, Brussels, Dublin, Lisbon, Oslo and Paris – 20 November 2020 – Euronext, the leading pan-European market infrastructure, announced that today, during an extraordinary general meeting, its shareholders voted in favour of all items on the agenda, including the contemplated acquisition of the Borsa Italiana Group[1], with approval from more than 99.99% of the votes cast.

Following the approval by London Stock Exchange Group’s (LSEG) shareholders on 3 November 2020, and the approval of the transaction by the German Federal Cartel Office on 11 November 2020, today’s approval by Euronext’s shareholders satisfies one of the major conditions for the completion of the contemplated acquisition of the Borsa Italiana Group.

The transaction is conditional upon the divestment of the Borsa Italiana Group or a material part thereof, being a condition of the European Commission’s clearance decision for LSEG’s proposed acquisition of Refinitiv. It also requires regulatory approvals in Italy, the United Kingdom, the United States, Belgium and France, a declaration of non-objection from Euronext’s College of Regulators, and approval of Euronext as a suitable purchaser by the European Commission. Euronext expects to complete the transaction in the first half of 2021.

Stéphane Boujnah, Chief Executive Officer and Chairman of the Managing Board of Euronext, said:

“We are delighted by the strong show of support from our shareholders today for the contemplated acquisition of the Borsa Italiana Group. This transaction significantly enhances Euronext’s scale, diversifies its business mix into new asset classes, and strengthens its post-trade activities. With today’s approval by our shareholders, following the approval by LSEG shareholders on 3 November 2020, we have now satisfied one of the major conditions for the transaction, which we expect to complete during the first half of 2021. We look forward to welcoming CDP Equity and Intesa Sanpaolo soon as new reference shareholders of Euronext.”

Further information on the contemplated acquisition of the Borsa Italiana Group are available on:

https://www.euronext.com/en/investor-relations/financial-calendar/acquisition-borsa-italiana-group

The items on the agenda were as follows:

Approval of the acquisition of the entire issued share capital of London Stock Exchange Group Holdings Italia S.p.A. (“The Proposed Combination”) pursuant to section 2:107a of the Dutch Civil Code;
Designation of the Managing Board as the corporate body authorized to issue shares and/or to grant rights to subscribe for shares and exclude or limit related pre-emptive rights in connection with the Proposed Combination (Private Placement);
Designation of the Managing Board as the corporate body authorized to issue shares and/or to grant rights to subscribe for shares and exclude or limit related pre-emptive rights in connection with the Proposed Combination (Rights Offer).

All documents related to the extraordinary general meeting are available on:

https://www.euronext.com/en/investor-relations/financial-calendar/extraordinary-general-meeting-20112020

^[1] London Stock Exchange Group Holdings Italia S.p.A. and its consolidated subsidiaries

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About Euronext
Euronext is the leading pan-European market infrastructure, connecting European economies to global capital markets, to accelerate innovation and sustainable growth. It operates regulated exchanges in Belgium, France, Ireland, Italy, the Netherlands, Norway and Portugal. With nearly 1,900 listed issuers and around €6.3 trillion in market capitalisation as of end September 2024, it has an unmatched blue-chip franchise and a strong diverse domestic and international client base. Euronext operates regulated and transparent equity and derivatives markets, one of Europe’s leading electronic fixed income trading markets and is the largest centre for debt and funds listings in the world. Its total product offering includes Equities, FX, Exchange Traded Funds, Warrants & Certificates, Bonds, Derivatives, Commodities and Indices. The Group provides a multi-asset clearing house through Euronext Clearing, and custody and settlement services through Euronext Securities central securities depositories in Denmark, Italy, Norway and Portugal. Euronext also leverages its expertise in running markets by providing technology and managed services to third parties. In addition to its main regulated market, it also operates a number of junior markets, simplifying access to listing for SMEs.
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