8-KOther EventsExhibits & Filings

CME GROUP INC. 8-K Report, Corporate Update (Mar 17, 2008)

Filed March 17, 2008For Securities:CME

Summary

This 8-K filing from CME Group Inc. (CME) on March 17, 2008, announces a significant strategic move: the agreement to acquire NYMEX Holdings, Inc. This transaction positions CME Group as a dominant player in the derivatives market by integrating the physical and financial aspects of energy and metals trading with CME's existing futures and options contracts. The deal offers NYMEX Holdings shareholders a choice between receiving CME Class A common stock or cash, or a combination of both, with specific exchange ratios and cash amounts detailed. The acquisition is expected to create substantial synergies and broaden CME Group's product offering.

Key Highlights

  • 1CME Group Inc. has entered into a definitive agreement to acquire NYMEX Holdings, Inc.
  • 2NYMEX Holdings shareholders will receive a combination of CME Group Class A common stock and cash per share.
  • 3The total consideration includes approximately 12.5 million shares of CME Group Class A common stock and $3.4 billion in cash.
  • 4NYMEX Holdings shareholders can elect to receive either stock or cash, subject to proration if oversubscribed.
  • 5CME Group has the option to increase the cash consideration if the cash election is oversubscribed.
  • 6As part of the transaction, NYMEX will offer to purchase outstanding Class A membership interests in NYMEX for up to $500 million.
  • 7The transaction is subject to shareholder approvals, regulatory approvals, and other customary closing conditions, with an expected closing in Q4 2008.

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