Nasdaq has put together an $11.3-billion bid for the New York Stock Exchange, trying to break up the Big Board's recently announced sale to Germany's leading stock exchange.
Nasdaq OMX Group Inc. has reportedly been trying to put together a rival offer for NYSE Euronext since mid-February, when NYSE announced that it was being purchased by Deutsche Boerse AG for $9.5 billion.
In the new deal, Nasdaq teamed up with a leading operator of derivatives exchanges, Atlanta-based IntercontinentalExchange Inc., to offer what it says is a 19% premium over the German company's bid.
[For the record at 8:53 a.m.: A earlier version of this post refered to IntercontinentalExchange as InternationalExchange.]
"We do have to admit that we'd never planned on having the opportunity to bid for NYSE," the chief executive of Nasdaq, Robert Greifeld, said during a Friday call with analysts.
"Not only can we unlock more synergies in each of the businesses but we can offer more growth and more certainties," ICE's CEO, Jeffrey Sprecher said during the call.
The NYSE said it had received the unsolicited proposal and would review it.
Deutsche Boerse said in a statement that it "continues to strongly believe that the envisaged merger of Deutsche Borse AG and NYSE Euronext is the best possible combination for both shareholder groups and the stakeholders of the companies."
Nasdaq and ICE offered $14.24 in cash, and fractions of both Nasdaq and ICE stock for each NYSE share. Deutsche Boerse made its offer all in stock.
Under the proposed deal, Nasdaq would acquire the NYSE's stock-listing business, and ICE would acquire its derivatives exchange, with both companies continuing to operate independently.
The NYSE's earlier merger announcement was seen as putting Nasdaq, its most notable American competitor, at a big disadvantage in an exchange industry in which scale is all important.
In recent months several global exchange companies have announced mergers and acquisitions.
Nasdaq's bid will have to pass a number of high hurdles to succeed, given that the NYSE's board has already approved the sale to the German company. The agreement the two companies signed would require a $337-million fee to break up.
But the new deal would offer the advantage of keeping the management of the Big Board, one of the icons of American capitalism, squarely in the U.S. Since the German deal was announced, U.S. politicians have expressed concern about the split European-American headquarters of the proposed new company.
Nasdaq and ICE also said that they would be in a better position to fend of competitive concerns from European regulators, who are likely to review the size of the Deutsche Boerse-NYSE combination.
NYSE stock rose 12.8%, or $4.50, to $39.67 at midday Friday.
-- Nathaniel Popper in New York
Photo credit: Justin Lane / EPA