NYSE Euronext (NYX) (the “ Company”) today announced that it has priced its cash tender offer (the “ Offer”) to purchase any and all of its outstanding 4.80% Notes due 2013 (the “ Notes”) pursuant to the previously announced Offer.
On September 14, 2012, the Company commenced the Offer to purchase the Notes in accordance with the terms and conditions set forth in an Offer to Purchase dated September 14, 2012 (the “ Offer to Purchase”) and related Letter of Transmittal (collectively, the “ Offer Documents”).
Holders who validly tendered and did not withdraw their Notes on or prior to the Early Tender Time, which is 5:00 p.m., New York City time, on September 27, 2012, and whose Notes are purchased pursuant to the Offer, will be entitled to receive the total consideration (the “ Full Tender Offer Consideration”), which includes the Early Tender Payment of $30 per $1,000 principal amount of Notes accepted for purchase, plus accrued and unpaid interest up to, but not including, the Early Settlement Date, which is currently expected to be October 5, 2012, but which may change depending on when (or if) the Financing Condition referred to below is satisfied. Holders who validly tender their Notes after the Early Tender Time but before 11:59 p.m., New York City time, on October 12, 2012, unless extended or earlier terminated by the Company (the “ Expiration Time”), and whose Notes are purchased pursuant to the Offer, will receive an amount equal to the Full Tender Offer Consideration minus the Early Tender Payment, plus accrued and unpaid interest up to, but not including, the Final Settlement Date.
The Full Tender Offer Consideration was determined as described in the Offer to Purchase, and is equal to: (i) the present value of future principal and interest payments on the Notes discounted to the applicable settlement date at a rate equal to the sum of (x) the yield to maturity of the reference security set forth in the table below, calculated by the dealer managers based on the bid-side price at 11:00 a.m., New York City time, on September 27, 2012, and (y) the fixed spread set forth in the table below, minus (ii) accrued and unpaid interest from, and including, the last interest payment date to, but not including, the applicable settlement date.
|Title of||CUSIP||Amount||Reference Security||
|Full Tender Offer|
|4.80% Notes||0.375% U.S. Treasury|
|due 2013||629491AA9||$750,000,000||Note due 06/30/2013||0.178%||+10 bps||$1,032.98|
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