Summary
CME Group Inc. (CME) announced on January 20, 2015, a proposed amendment to the definitive agreements for its acquisition of GFI Group Inc. (GFI Group). These amendments, if executed by GFI Group's Board of Directors, would increase the consideration offered to GFI Group stockholders. Specifically, the per-share value would rise from $5.60 to $5.85, paid in a combination of CME Group Class A common stock and cash. The transaction structure remains consistent with prior announcements, involving CME Group acquiring GFI Group, followed by a carve-out where a private consortium of GFI Group management would acquire GFI Group's wholesale brokerage business. The primary impact for CME Group investors from this filing is the increased offer price, indicating a slightly higher valuation for the GFI Group assets, particularly its Trayport and FENICS businesses, which CME Group intends to acquire.
Key Highlights
- 1CME Group has submitted revised agreements to GFI Group's Special Committee to amend the terms of their previously announced transaction.
- 2The proposed transaction amendments would increase the acquisition consideration for GFI Group stockholders from $5.60 to $5.85 per share.
- 3The increased consideration would be paid in a mix of CME Group Class A common stock and cash.
- 4The overall transaction structure, involving CME Group acquiring GFI Group and then a management consortium acquiring the wholesale brokerage business, remains unchanged.
- 5The filing indicates an increased valuation for the GFI Group acquisition, specifically for the Trayport and FENICS businesses.
- 6The amended agreements are contingent upon execution by the GFI Group Board of Directors.