8-KOther EventsExhibits & Filings

CME GROUP INC. 8-K Report, Corporate Update (Aug 20, 2008)

Filed August 20, 2008For Securities:CME

Summary

CME Group Inc. (CME) announced on August 18, 2008, that preliminary results indicate overwhelming shareholder approval for its proposed merger with NYMEX Holdings, Inc. This significant development, based on proxy votes from special shareholder meetings of both companies, brings CME one step closer to completing the acquisition of NYMEX. The positive preliminary vote outcomes extend to NYMEX Class A members, who also approved amendments to their company's certificate of incorporation and bylaws, a crucial condition for finalizing the merger. This filing, an 8-K, serves to report these material events promptly to investors, signaling substantial progress in a key strategic initiative for CME Group.

Key Highlights

  • 1CME Group Inc. and NYMEX Holdings, Inc. shareholders have preliminarily approved the proposed merger.
  • 2Preliminary results indicate strong support from both CME Group and NYMEX Holdings shareholders.
  • 3NYMEX Class A members have voted to approve amendments to NYMEX's certificate of incorporation and bylaws.
  • 4These approvals are conditions precedent to the completion of the merger.
  • 5The announcement was made on August 18, 2008, based on proxy votes from special meetings.
  • 6A press release detailing these preliminary results is attached as Exhibit 99.1.

Frequently Asked Questions

The main event is the preliminary shareholder approval of the merger between CME Group Inc. and NYMEX Holdings, Inc. Both companies' shareholders have voted in favor, and NYMEX Class A members have approved necessary corporate changes.

This filing reports preliminary results. While shareholder approval is a major step, the exact completion date is not specified in this 8-K. The merger is contingent on all conditions being met.

The approval of NYMEX's amended and restated certificate of incorporation and bylaws by its Class A members is a required condition for the merger to proceed. This indicates that the internal corporate structures of NYMEX are being updated to facilitate the integration with CME Group.

More detailed information is available in the press release dated August 18, 2008, which is attached as Exhibit 99.1 to this Form 8-K filing.