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NDAQ » Topics » LONDON STOCK EXCHANGE GROUP PLC

This excerpt taken from the NDAQ 8-K filed Nov 20, 2006.

LONDON STOCK EXCHANGE GROUP PLC

The Board of The Nasdaq Stock Market, Inc. (“NASDAQ”) today announces the terms of Final Offers to be made by Nightingale Acquisition Limited (“NAL”), a wholly owned subsidiary of NASDAQ, for the entire issued and to be issued share capital of London Stock Exchange Group plc (“LSE”). The Ordinary Offer is in cash at 1,243 pence per LSE Ordinary Share, valuing the entire issued ordinary share capital of LSE at approximately £2.7 billion and represents an enterprise value of approximately £2.9 billion (based on LSE’s net debt of £284.7 million as at 30 September 2006). The B Share Offer is in cash at 200 pence per LSE B Share (plus an amount equal to the accrued dividend), valuing the entire issued B share capital of LSE at approximately £16.5 million.

NASDAQ is today making this announcement to ensure that all market participants are properly informed of the details of its Final Offers. NASDAQ has requested a meeting with LSE’s Chairman to seek a recommendation of the Final Offers in advance of posting the Offer Document (which will be undertaken as soon as possible).

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