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Cboe Global Markets, Inc. 8-K Report, Shareholder Vote Results (Jan 17, 2017)

Filed January 17, 2017For Securities:CBOE

Summary

This 8-K filing from Cboe Global Markets, Inc. (CBOE) on January 17, 2017, reports on key outcomes from a special stockholder meeting held the same day. The primary focus for investors is the overwhelming approval of the Share Issuance Proposal, which is a critical step towards CBOE's previously announced merger with Bats Global Markets, Inc. This positive shareholder vote signifies strong support for the strategic combination, which is expected to create a larger, more diversified exchange operator. The filing also confirms that Bats stockholders approved the adoption of the Merger Agreement at their respective special meeting. While these significant shareholder approvals are secured, the report clarifies that the closing of the transaction remains contingent on the satisfaction or waiver of several conditions, including regulatory approvals and other customary closing conditions. Investors should monitor future filings for updates on these remaining conditions.

Key Highlights

  • 1CBOE Holdings stockholders overwhelmingly approved the Share Issuance Proposal required for the merger with Bats Global Markets, Inc.
  • 2The merger with Bats Global Markets, Inc. has also received approval from Bats stockholders.
  • 3The Share Issuance Proposal passed with a significant majority: 63,673,058 votes 'For' versus 231,561 votes 'Against'.
  • 4A quorum was present at the CBOE Holdings special meeting, rendering the Adjournment Proposal unnecessary.
  • 5The closing of the merger remains subject to regulatory approvals and other customary conditions.
  • 6The filing incorporates by reference a press release dated January 17, 2017, detailing these shareholder approvals.

Frequently Asked Questions

This filing primarily announces the results of Cboe Holdings, Inc.'s special stockholder meeting held on January 17, 2017. The key outcome reported is the approval of the Share Issuance Proposal, a crucial step in Cboe's proposed merger with Bats Global Markets, Inc.

Yes, both Cboe Holdings' stockholders and Bats Global Markets' stockholders have approved the respective proposals necessary for the merger. Cboe stockholders approved the Share Issuance Proposal, and Bats stockholders approved the adoption of the Merger Agreement.

Yes, while shareholder approvals have been obtained, the transaction is still subject to the fulfillment or waiver of certain conditions. These include obtaining necessary approvals from regulatory authorities and meeting other customary closing conditions.

The Share Issuance Proposal received a strong endorsement with 63,673,058 votes in favor, 231,561 votes against, and 115,739 abstentions. Broker non-votes are not applicable in this context.