TMX Group Says Price Isn’t Everything in Rejecting Unsolicited Maple Offer

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TMX Group

As reported by Bloomberg’s  Doug Alexander and Matt Walcoff :

TMX Group Inc. (X) said just because a group of Canadian banks and pension funds is offering more to acquire it than London Stock Exchange Group Plc (LSE), it doesn’t make their proposal superior.

The Toronto Stock Exchange owner rejected an unsolicited bid from Maple Group Acquisition Corp. yesterday, affirming its friendly agreement with the LSE parent.

Maple’s plan “is a different proposal in that it does require a change of control as opposed to our current merger agreement with LSE Group, which is a combination of the holding company whereby our shareholders continue to share in the growth of the company,” Thomas Kloet said yesterday in a telephone interview.

The C$3.6 billion ($3.7 billion) proposal from Maple, a group of four Canadian banks and five pension funds, would also result in too much debt, TMX said in a statement. The company estimated an acquisition would boost its debt to 2.9 times 12- month earnings before interest, taxes, depreciation and amortization, from 1.1 now.

The leverage “generates much, if not all, of the earnings accretion referenced in the Maple proposal and could constrain TMX Group’s ability to execute and implement strategic opportunities,” TMX said in the statement.

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