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Published on 8/18/2008 in the Prospect News Special Situations Daily.

CME Group, Nymex shareholders say 'yes' to merger; transaction set to close Friday

By Lisa Kerner

Charlotte, N.C., Aug. 18 - Shareholders of CME Group Inc. and shareholders of Nymex Holdings, Inc. voted to approve a merger of the two companies at separate special meetings on Monday.

Preliminary results show that Nymex class A members also voted to approve related proposals in a separate member vote, according to a joint company news release.

CME Group expects the transaction to close on Friday.

"The addition of Nymex to CME Group creates an even stronger international company as we continue to grow our business globally and compete with exchanges and the over-the-counter market," CME Group executive chairman Terry Duffy said.

"Today's approval provides us with tremendous new global growth opportunities in both listed and over-the-counter derivatives markets, and further enhances CME Group's leading position in global financial markets," CME Group chief executive officer Craig Donohue added.

It was previously reported that the election deadline for Nymex stockholders to elect their form of merger consideration is 6 p.m. ET on Wednesday.

Nymex stockholders may elect to receive for each share of Nymex common stock they own, either:

• Cash consideration with a value equal to $36 plus the product of 0.1323 and the average closing sale price of shares of CME Group class A common stock on the Nasdaq Global Select Market for the period of 10 consecutive trading days ending on the second full trading day prior to the effective time of the merger; or

• Stock consideration consisting of a number of shares of CME Group class A common stock equal to the cash consideration per share of Nymex common stock divided by the average CME Group share price.

Nymex Holdings is the parent company of the New York Mercantile Exchange, a physical commodities exchange.

CME Group is a Chicago-based financial exchange. It was formed by the 2007 merger of the Chicago Mercantile Exchange and the Chicago Board of Trade.


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