MUNICH, 15th February 2011 – NYSE Euronext and Deutsche Boerse agreed on the key points regarding their planned merger, creating the world’s largest stock exchange. NYSE is advised by the international law firm Milbank, Tweed, Hadley & McCloy LLP regarding the German corporate, tax and antitrust law aspects of the merger. Wachtell, Lipton, Rosen & Katz advises NYSE on the US legal aspects alongside Stibbe who are advising on Dutch law.
A stock swap and the creation of a holding company in the Netherlands are basis of the merger. Both NYSE Euronext and Deutsche Boerse will be subsidiaries of this holding company after the transaction. Shareholders of Deutsche Boerse will be offered a voluntary exchange of their shares in Deutsche Boerse for such in the holding company.
NYSE is supposed to be integrated via a so-called reverse triangular merger, i.e., a US subsidiary of the holding company will be merged with NYSE. Shareholders of NYSE will receive shares in the holding company in exchange for their NYSE shares. NYSE Euronext was advised by the partners Norbert Rieger, Christoph Rothenfusser and Ulrike Friese-Dormann (all corporate law/M&A, Munich), Rolf Fueger, Thomas Kleinheisterkamp (both tax law, Munich), Alexander Rinne (antitrust/regulatory law, Munich) and the associates Tobias Nikoleyczik, Michael Pujol, Axel Wahl, Ines Butenschoen, Katharina Kolb (all corporate law/M&A, Munich), Andreas Boos (antitrust / regulatory law, Munich), and Astrid Drost (finance, Frankfurt).
Milbank, Tweed, Hadley & McCloy LLP is a leading international law firm founded in 1866 in New York City. Today Milbank has offices in Beijing, Frankfurt, Hong Kong, London, Los Angeles, Munich, New York, São Paulo, Singapore, Tokyo and Washington DC and is present in all major financial and economic centers of the world. Milbank’s main focus regarding its worldwide legal services are the areas of finance, transactions and litigation.
The first European office was opened in 1979 in London, followed by Frankfurt in 2001 and Munich in 2004. Due to the close cooperation of the German offices with the finance-, corporate-, cartel-, and tax lawyers practicing in the other Milbank offices, in particular London and New York, Milbank Germany is in a position to provide fully integrated legal advice on the highest level in all these core areas pursuant to German, English and US law.