The London Stock Exchange Group (LSEG) has rejected the $37 billion conditional acquisition proposal made by Hong King Exchanges and Clearing (HKEX) to acquire the entire share capital of the London exchange last week saying it has ‘fundamental concerns about the key aspects of the conditional proposal’. These include the strategy, deliverability, form of consideration and value. The LSEG board goes on to state: “Accordingly, the board unanimously rejects the conditional proposal and, given its fundamental flaws, sees no merit in further engagement.”
LSEG also says it remains committed to, and continues to, make good progress on its proposed acquisition of Refinitiv, with regulatory approval processes under way, a circular expected to be posted to LSEG shareholders in November 2019 to seek their approval of the transaction, and the transaction to close in the second half of 2020.
Despite LSEG’s rejection of the proposal, HKEX is expected to persist with its plans having made only an initial conditional proposal. LSEG sets out the details of its rejection in a letter to HKEX. The letter notes its proposed acquisition of Refinitiv and says the HKEX proposal doesn’t meet LSEG’s strategic objectives, presents serious deliverability risk, offers unattractive HKEX share consideration, and falls substantially short on value.
On this last point, LSEG states in the letter: “Irrespective of the considerations above, and even assuming your proposal were deliverable, its value falls substantially short of an appropriate valuation for a takeover of LSEG, especially when compared to the significant value we expect to create through our planned acquisition of Refinitiv.”