INTRODUCTION NYSE Euronext listed companies are among the world’s best. They range from “blue-chip” companies, to world-leaders in their business area, to young, high-growth technology companies. They meet and adhere to the overall highest listing standards.
New listings at NYSE Euronext group level include transfers from other markets, initial public offerings, and cross-listing from companies listed on other global exchanges. As of December 31, 2007, NYSE Euronext and NYSE Alternext were home to approximately 1,155 world-class issuers, including operating companies, closed-end funds and exchange traded funds. IPO Showcase Discover NYSE Euronext's newest listed companies by viewing their IPO announcements. Listing process NYSE Euronext group offers several markets for listing : NYSE Euronext (compartments A,B or C) and NYSE Alternext in Europe, where dedicated teams are responsible for attracting listings and working with companies to ensure listing requirements are met. Discover the steps to be listed: There is a market meeting your needs.
HISTORY OF EURONEXT Euronext N.V. is a pan-European stock exchange based in Paris[1] and with subsidiaries in Belgium, France, Netherlands, Portugal and the United Kingdom. In addition to equities and derivatives markets, the Euronext group provides clearing and information services. As of 31 January 2006, markets run by Euronext had a market capitalisation of US$2.9 trillion, making it the 5th largest exchange on the planet.[2] Euronext merged with NYSE Group to form NYSE Euronext, the "first global stock exchange". September 2000: Merger of the exchanges of Amsterdam, Brussels and Paris to form the first cross-border exchange group, Euronext N.V., a Holding company under Dutch law. January 2002: - Euronext Group expands with the acquisition of LIFFE (London International Financial Futures and Options Exchange). - Merger with the Portuguese exchange BVLP (Bolsa de Valores de Lisboa e Porto).
2003: Euronext market integration: single cash trading platform, NSC and clearing system, Clearing 21®, for the whole Group; first phase of migration of derivatives products to LIFFE CONNECT® completed. December 2003: Merger of London Clearing House and Clearnet to create LCH.Clearnet, Europe’s leading provider of clearing and central counterparty services.
Structure and Indices Euronext has cross-membership and cross-access agreements with the Warsaw Stock Exchange for their cash and derivatives products, and with the Helsinki Exchanges on cash trading; ownership agreements are currently excluded. The Euronext List encompasses all quoted companies. It has two segments; NextEconomy, consisting of companies whose equities are traded continuously and are active in sectors such as information technology and biotechnology, and NextPrime, consisting of companies in more traditional sectors that are traded continuously. Inclusion in the segments is voluntary. Euronext manages two broad-based indices. The Euronext 100 Index is the blue chip index. The Next 150 Index is a market capitalisation index of the 150 next largest stocks, representing the large- to mid-capitalisation segment of listed stocks at Euronext. The NextEconomy and NextPrime segments each have a price index and a total return index, weighted by market capitalisation and excluding the shares listed in the Euronext 100 Index. The indices have a base date of 31 December 2001, with a starting level of 1000 points. Six NextWeather weather indices for France, launched in January 2002, are among the sector indices planned by Euronext. Exchange traded funds, called trackers, comprise Euronext's NextTrack product segment, and have been introduced on the AEX index, CAC 40, Dow Jones Euro Stoxx 50, and various panEuropean regional and sector indices. Euronext has introduced several commodity futures contracts, available to all constituents. Winefex Bordeaux futures are traded on Euronext Paris. Euronext.liffe is the subsidiary of Euronext responsible for all options and futures contracts trading, formed by the merger of the derivatives activities of the various constituents of Euronext with LIFFE.
Euronext.liffe Euronext.liffe was formed in January 2002 from the takeover of the London International Financial Futures and Options Exchange by Euronext. The derivatives activities of the other constituent exchanges of Euronext (Amsterdam, Brussels, Lisbon and Paris), were merged into Euronext.liffe. Trading is done electronically through the LIFFE CONNECT platform. Euronext.liffe offers a wide range of futures and option products on short-term interest rates, bonds, swaps, equities and commodities. Volumes in 2004 were split as follows:
Interest Rate: 313.3 million contracts Equities: 468.8 million contracts Commodities: 8.0 million contracts In addition to this, it sells its technology to third parties. Since April 2003, the Tokyo International Financial Futures Exchange has run on LIFFE CONNECT. Furthermore, in January 2004, the Chicago Board of Trade started electronic trading using e-cbot, which is powered by LIFFE CONNECT. As a result, the Kansas City Board of Trade, the Minneapolis Grain Exchange and the Winnipeg Commodity Exchange use LIFFE CONNECT for their overnight trading.
Merger with NYSE Due to apparent moves by NASDAQ to acquire the London Stock Exchange[3], NYSE Group, owner of the New York Stock Exchange, offered €8 billion (US$10.2b) in cash and shares for Euronext on 22 May 2006, outbidding a rival offer for the European Stock exchange operator from Deutsche Börse, the German stock market.[4] Contrary to statements that it would not raise its bid, on 23 May 2006, Deutsche Börse unveiled a merger bid for Euronext, valuing the panEuropean exchange at €8.6 billion (US$11b), €600 million over NYSE Group's initial bid. [5] Despite this, NYSE Group and Euronext penned a merger agreement, subject to shareholder vote and regulatory approval. The initial regulatory response by SEC chief Christopher Cox (who was coordinating heavily with European counterparts) was positive, with an expected approval by the end of 2007.[6] The new firm, tentatively dubbed NYSE Euronext, would be headquartered in New York City, with European operations and its trading platform run out of Paris. NYSE CEO John Thain, who would head NYSE Euronext, intends to use the combination to form the world's first global stock market, with continuous trading of stocks and derivatives over a 21-hour time span. In addition, the two exchanges hope to add Borsa Italiana (the Milan stock exchange) into the grouping.
Deutsche Börse dropped out of the bidding for Euronext on 15 November 2006, removing the last major hurdle for the NYSE Euronext transaction. A run-up of NYSE Group's stock price in late 2006 made the offering far more attractive to Euronext's shareholders.[7] On 19 December 2006, Euronext shareholders approved the transaction with 98.2% of the vote. Only 1.8% voted in favour of the Deutsche Börse offer. Jean-François Théodore, the Chief Executive Officer of Euronext, stated that they expected the transaction to close within three or four months.[8] Some of the regulatory agencies with jurisdiction over the merger had already given approval. NYSE Group shareholders gave their approval on 20 December 2006.[9] The merger was completed on 4 April 2007, forming NYSE Euronext.
Attempted Merger with Deutsche Börse On November 25, 2008, Deutsche Börse and NYSE Euronext began merger talks which involved creating a holding company to buyout Deutsche Börse shareholders, then use Euronext to merge into the new corporation.[10] [11] A deal was reportedly not struck due to valuation differences. However, such a merger would create the largest exchange in history.
Last one Year Activity BUSINESS REVIEW AND OUTLOOK
Sopheon plc ("Sopheon") the international provider of software and services that improve the return from innovation and product development investments, announces its unaudited interim results for the six months ended 30 June 2009 (the "period") together with a business review and outlook.
Highlights:
- Revenue: £4.1m (2008: £4.3m)
EBITDA loss: £0.3m (2008: EBITDA profit £0.5m)
Loss before tax: £1.0m (2008: profit £0.1m)
- Seventeen license transactions including extension sales completed. A number of opportunities expected to close during the first half of the year were delayed but remain in active sales cycles.
- Revenue visibility now stands at £7.0m for full-year 2009 performance, up from £6.2m reported in mid June at the AGM. The licensee base now stands at 163.
- Gross cash at 30 June stood at £1.6m. We have renegotiated our debtor-based revolving credit facilities from $750,000 to $1,250,000, though only $700,000 was drawn at 30 June.
- We introduced Idea Lab(TM), our new idea development software for the front end of the product innovation process. Sopheon now offers the first software suite in the industry to provide all-in-one support for strategic product planning, ideation and execution.
Sopheon's Chairman, Barry Mence said: "After our great progress in 2008, we are disappointed that wider economic conditions in the first half of this year affected the Group's historical pattern of growth. Nevertheless, we continue to work hard at closing business, and believe that our considerable pipeline of new sales opportunities will enable us to return to growth in the second half of the year." Trading Performance
Following landmark growth in 2008, consolidated revenues for the first half of 2009 were £4.1m compared to £4.3m in the first half of 2008. As noted in the AGM statement released on 16 June, the reduction can be attributed largely to delays in closing new license orders. This is borne out by the overall revenue mix between license, maintenance and services, which was 30:26:44 respectively, compared to 47:27:26 for the same period last year.
Sales performance during the six-month period included 17 new and extension license orders, in addition to a number of consultancy and services contracts. In spite of the weak economy, renewals of license rental, maintenance and hosting contracts have held up well, and our annualised base of such recurring business stands at £4.1m.
We have consistently noted our business dependency on a small number of relatively large deals, any of which can materially impact the revenue recorded in a particular period. When combined with current market conditions, this has resulted in deferment of a number of opportunities that we had expected to close in the second quarter. Several of these prospects attributed the delays to more stringent approval processes imposed due to market uncertainty. The majority of the affected prospects remain in active sales cycles and closures to date have resulted in an increase in full-year revenue visibility from the £6.2m reported at the time of our AGM to £7.0m today. Based on our current view of the forward sales pipeline, we continue to expect that we will close several of the delayed opportunities in the second half of the year, in addition to winning new business which was originally identified for the third and fourth quarters. This will be a major challenge, but one we will embrace with vigour.
From a geographical perspective, approximately two-thirds of revenues during the first half of the year were generated in the US, and one third in Europe. This balance of distribution is generally consistent with prior periods. The Alignent business acquired in June 2007 accounted for 13% of total revenues recorded in the first half of 2009 compared to 12% for the comparable period last year. Gross profit, which is arrived at after charging direct costs such as payroll for client services staff, was £2.8m compared to £3.2m the year before, representing a fall in the gross margin percentage from 75% to 67%. This reflects the relatively fixed nature of such costs. We expect the gross margin percentage to continue to fluctuate from period to period, in line with variation in our revenue mix.
Operating Costs and Results
The fall in the value of Sterling has resulted in reported costs being considerably higher across all parts of our business, since the majority of our staff are based outside the UK. Looking beyond this apparent overall increase, we have adjusted the staffing mix during the period. Total staff count at the end of 2008 was 105, up from 96 at the end of June 2008. Coming into 2009, to sustain a position of product leadership in the market, we recruited additional staff into our product development team. This was offset by a reduction of staff in other operational groups, implemented in April. The combination of these changes resulted in a total staff count at the end of June of 100. The financial benefit of the staff reductions will feed through in the second half of the year.
The overall operating result for the business during the period was a loss of £892,000 (2008: profit of £132,000). After net finance costs, which include interest on debt taken on to finance the Alignent acquisition, the final loss before tax reported for the period is £990,000 (2008: profit of £54,000). This result includes interest, depreciation and amortisation costs amounting to £658,000 (2008: £479,000). The majority of this increase is connected with the higher relative value of the US dollar, which has translated into higher reported costs in Sterling. The EBITDA result for the first half of 2009, which does not include these elements, was a loss of £330,000 (2008: profit of £533,000).
Corporate and Balance sheet
Net assets at the end of the period stood at £3.1m (2008: £3.5m). Gross cash resources at 30 June 2009 amounted to £1.6m (2008: £2.1m). Approximately £0.4m was held in US dollars, £0.6m in Euros and £0.6m in Sterling.
Intangible assets stood at £4.2m (2008: £3.7m) at the end of the year. This includes (i) £2.3m being the net book value of capitalised research and development (2008: £1.5m) and (ii) £1.9m (2008: £2.2m) being the net book value of Alignent intangible assets acquired in 2007. Due to amortisation and impairment charges, the underlying dollar value of these assets has lowered since last year. However, the movement in Sterling does not reflect this fully due to the sharp change in exchange rates year to year.
As part of the funding raised for the Alignent acquisition, Sopheon secured $3.5m of mediumterm debt from BlueCrest Capital Finance LLC ("BlueCrest"). The debt is being repaid in 48 equal monthly instalments and is secured by a debenture and guarantee from Sopheon plc. BlueCrest also offered the enlarged group an additional two-year $750,000 revolving credit facility secured on accounts receivable. This has been renewed for a further year at a higher facility limit of $1,250,000. At 30 June 2009, the balances outstanding on the medium-term debt and revolving credit facility were $2m (2008: $2.8m) and $700,000 respectively (2008: $750,000). The equivalent figures in Sterling are £1.2m (2008: £1.4m) and £425,000 (2008: £377,000) respectively.
Market and Product
Over the last two years we have evolved Sopheon from a single product company to one with a product family. This has been accomplished through a combination of strategic investment, partnership activity and an unremitting focus on product development. Our first milestone in this expansion in scope was in 2007 with the acquisition of Alignent Software, bringing its Vision Strategist(TM) roadmapping solution into our product set. This was followed last year with the pivotal release of version 7.0 of our core Accolade® platform.
Most recently, we introduced Idea Lab, an Accolade module designed specifically for use in generating, nurturing and developing new product ideas. The new solution is the result of a partnership between Sopheon and Hype Softwaretechnik GmbH, a German-based supplier of idea management software. Idea Lab has received feature coverage from IT research and advisory firms such as AMR Research, ARC Advisory and Tech-Clarity. The new offering expands Accolade's capacity to strengthen the entire product innovation process. At the front end of the innovation cycle, Accolade's Vision Strategist delivers automated support for the
development of strategic product plans. The plans are socialised, fleshed out and enhanced in Idea Lab. The most promising strategic concepts migrate from Idea Lab into the user's Accoladesupported gate or phase-based innovation processes, reducing the time it takes to turn ideas into products.
Our software belongs to a major class of applications called product lifecycle management ("PLM") solutions that help companies develop and execute their product strategies. The PLM market is comprised of multiple submarkets. Sopheon is focused on an emerging submarket called Product Portfolio Management ("PPM") which addresses the business challenges associated with product innovation, including the management of innovation risk and reward. A number of vendors of project portfolio management solutions that have historically focused their software and go-to-market strategies on the project management needs of corporate information technology organisations continue to step up their attempts to migrate toward the PPM space. However, several analysts have labelled Accolade as best-of-breed among solutions in the product portfolio management sub-class, with AMR Research stating that it is the most mature and has the greatest traction. Moreover, we believe that our software can bring immediate value to recession-plagued companies that need to reduce costs without undercutting their prospects for long-term growth. Our solutions help them maximise returns from available resources, while also supporting their development of programs and strategies that will enable them to accelerate out of the downturn and emerge with increased competitive strength.
Outlook
Our sales pipeline remains strong, with good lead generation and high levels of activity. Our challenge is to convert this activity into signed contracts. This task has been made more difficult by current economic conditions, as customers prolong their investment decisions. Our first-half performance reflects the impact of this slowing of our sales cycles. We continue to evaluate both our cost base and our balance sheet, however the board is committed to maintaining its investment in product and its ability to service customers effectively. Accordingly, any cost adjustments will be carefully thought through and balanced against expected performance.
As we face the current challenges, we are fortified by our recent achievements. Sopheon's strategic position continues to strengthen, with a customer base that now includes 163 licensees, the majority of which are global brands. With the launch of Idea Lab, Sopheon offers the first software suite in the industry to provide all-in-one support that encompasses innovation strategy, ideation and execution. We remain convinced that this represents a highly differentiated value proposition, and are encouraged by strong interest from the market and influential, positive affirmation from the business analyst community.
Our immediate operational focus is on short-term improvements in revenue and profitability, but we will continue to drive for strategic progress, and will maintain this balanced approach as we plan for 2010. Visibility
Visibility at any point in time comprises revenue expected from (i) closed license orders, including those which are contracted but conditional on acceptance decisions scheduled later in the year; (ii) contracted services business delivered or expected to be delivered in the year; and (iii) recurring maintenance, hosting and rental streams. The visibility calculation does not include revenues from new sales opportunities expected to close during the remainder of 2009.
EBITDA
EBITDA is defined as earnings before interest, tax, depreciation and amortisation and can be arrived at by adding back these charges, which amount to £658,000 (2008: £479,000), to the loss for the period of £990,000 (2008: profit of £54,000).
Trademarks
Accolade®, Idea Lab(TM) and Vision Strategist(TM) are trademarks of Sopheon plc.
All other trademarks are the sole property of their respective owners.
Cautionary Statement
Sopheon has made forward-looking statements in this interim report, including statements about the market for and benefits of its products and services; financial results; product development plans; the potential benefits of business relationships with third parties and business strategies. These statements about future events are subject to risks and uncertainties that could cause Sopheon's actual results to differ materially from those that might be inferred from the forwardlooking statements. Sopheon can give no assurance that any forward-looking statements will prove correct.
CONSOLIDATED INCOME STATEMENT FOR THE SIX MONTHS ENDED 30 JUNE 2009 (UNAUDITED)
2009 £'000
2008 £'000
4,111
4,298
Continuing operations Revenue (1,339)
1,067
2,772
3,231
(1,733) 1,004
(1,489) 775
170 757 1,931)
170 665 1,610
(892
132
13 (111
32 (111
(990)
54
Cost of sales Gross profit Sales and marketing expense Research and development expense Amortisation of acquired intangible assets Other administrative expense Total administrative expense
Operating (loss)/profit Finance income Finance expense
(Loss)/profit before and after taxation
(all attributable to equity holders of the parent company) (Loss)/earnings per share - basic and diluted in pence
(0.68p)
0.04p
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED 30 JUNE 2009 (UNAUDITED) 2009 £'000 (990
2008 £'000 54
Exchange differences on translation of foreign operations
(261
20
Total comprehensive (loss)/income for the period, net of tax
(1,251
74
(Loss)/profit for the period Other comprehensive income
2009
2008
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 30 JUNE 2009 (UNAUDITED) £'000
Assets Non-current assets
£'000
189
164
4,167 10
3,689 10
4,366
3,863
Trade and other receivables
2,052
2,415
Cash and cash equivalents
1,590
2,054
3,642
4,469
8,008
8,332
Current liabilities Borrowings Deferred revenue
968 2,201
778 1,746
Trade and other payables
1,107
1,367
4,276
3,891
Property, plant and equipment Intangible assets Other receivable
Current assets
Total assets
Liabilities
Non-current liabilities Borrowings
654
986
Total liabilities
4,930
4,877
Net assets
3,078
3,455
7,279 73,688
7,279 73,570
Retained losses and translation reserve
77,889
77,394
Total equity
3,078
3,455
600
313
Equity Share capital Other reserves
(all attributable to equity holders of the parent company)
Net cash used in investing activities Financing Activities
Repayment of borrowings
293 33`
185 _
111
111
Net cash from financing activities
437
296
Net decrease in cash and cash equivalents
898
9
Movement in bank overdrafts and lines of credit Finance expense
REGULATORY BODY Regulatory structure and environment of Euronext
Each of the Euronext exchanges holds an exchange license granted by the relevant national exchange regulatory authority and operates under its supervision. Each market operator is also subject to national laws and regulations in its jurisdiction in addition to the requirements imposed by the national exchange authority and, in some cases, the central bank and/or the finance ministry in the relevant European country. Regulation of Euronext and its constituent markets is conducted in a coordinated fashion by the respective national regulatory authorities pursuant to memoranda of understanding relating to the cash and derivatives markets.
The integration of Euronext’s trading platforms has been fostered and accompanied by regulatory harmonization. A single rulebook governs trading on Euronext’s cash and derivatives markets, which contains a set of harmonized rules and a set of exchange-specific rules. The Euronext Rulebooks are available in the present Regulation section of the NYSE Euronext’s website.
The regulatory framework in which Euronext operates is substantially influenced and partly governed by European directives in the financial services area. In November 2007, MiFID came into effect. MiFID is one of the key directives in the Financial Services Action Plan (“FSAP”), which was adopted by the European Union in 1999 in order to create a single market for
financial services by harmonizing the member states’ rules on securities, banking, insurance, mortgages, pensions and all other financial transactions.
The progressive implementation by European member states of the FSAP directives has enabled and increased the degree of harmonization of the regulatory regime for financial services, offering, listing, trading and market abuse. In addition, the implementation of MiFID by the European member states has resulted in a reinforcement of the regulators’ authority and control over market operators’ governance, shareholders and organization.
Euronext markets operators and national regulators and regulations overview
Euronext Amsterdam Euronext Amsterdam is governed by the Act on the Financial Supervision of September 28, 2006. Operation of a regulated market in the Netherlands is subject to prior license by the Dutch Minister of Finance who may, at any time, amend or revoke this license if necessary to ensure the proper functioning of the markets or the protection of investors. The license may also be revoked for non-compliance with applicable rules. AFM, together with De Nederlandsche Bank, acts as the regulatory authority for members of Euronext Amsterdam, supervises the primary and secondary markets, ensures compliance with market rules and monitors clearing and settlement operations. The Dutch Minister of Finance also issues declarations of no objection in connection with the acquisition of significant shareholdings in the operator of a regulated market in the Netherlands.
Euronext Brussels
Euronext Brussels is governed by the Belgian Act of August 2, 2002 and is recognized as a market undertaking according to article 16 of the Act. Euronext Brussels is responsible for the organization of the markets and the admission, suspension and exclusion of members and has been appointed by law as a “competent authority” within the meaning of the Listing Directive meaning it is responsible for the admission, the suspension and the delisting of financial instruments on its markets. The Belgian Minister of Finance, upon CBFA opinion, grants and revokes the quality of Belgian regulated market to the Belgian market operator for the markets it operates. The Belgian market operator operates under the surveillance of the Commission Bancaire, Financière et des Assurances/Commissie voor het Bank-, Financie- en Assurantiewezen (“CBFA”). The CBFA is also competent a.o. for Prospectus regulation, Transparency regulation, Market Abuse regulation…
Euronext Lisbon Euronext Lisbon is governed by the Portuguese Decree - Law no. 357-C/2007, October 31, 2007 which, along with the Portuguese Securities Code and regulations from Comissão do Mercado de Valores Mobilários (“CMVM”), governs the regime for regulated markets and multilateral trading facilities, market operators, and all companies with related activities in Portugal as well as systemic internalizers and financial intermediaries. The creation of regulated market companies requires the prior authorization in the form of an ordinance from the Portuguese Minister of Finance, following consultation with the CMVM. The CMVM is an independent public authority that monitors markets and market participants, public offerings and collective investment undertakings.
Euronext Paris Euronext Paris is governed by the French Monetary and Financial Code. Under the French Monetary and Financial Code, the French Minister of Finance has the authority to confer or revoke regulated market status upon recommendation of the Autorité des Marches Financiers (“AMF”) and following an opinion from the French Banking Commission (“Commission Bancaire”). Market status is granted if the market meets specific conditions for proper operation.
In addition to its status as a market operator, Euronext Paris is approved as a specialized financial institution and is therefore governed by French banking legislation and regulations (notably the French Banking Act as amended and codified in the French Monetary and Financial Code), which means that it is subject to supervision by the Comité des Etablissements de Crédit et des Entreprises d’Investissement (“CECEI”) and the Commission Bancaire. As the relevant indirect parent company of Euronext Paris for purposes of banking regulations, Euronext is also subject
to certain reporting and statutory requirements of the Commission Bancaire. As such, it must comply with certain ratios and requirements including minimum equity requirements and solvency ratios.
LIFFE LIFFE (Holdings) plc, a U.K. company, is governed by the U.K. Companies Acts of 1985, 1989 and 2006 (to the extent currently implemented). LIFFE (Holdings) has three principal regulated subsidiaries in the United Kingdom: NYSE Liffe, Liffe Services Ltd. and Secfinex Ltd.
LIFFE Administration and Management (a wholly-owned subsidiary of LIFFE (Holdings) plc) administers the markets for financial and commodity derivatives in London, which are overseen by the U.K. Financial Services Authority (“FSA”). In the United Kingdom, financial services legislation comes under the jurisdiction of Her Majesty’s Treasury, while responsibility for overseeing the conduct of regulated activity rests with the FSA. LIFFE Administration and Management is designated as a recognized investment exchange pursuant to the U.K. Financial Services and Markets Act 2000. Liffe Services Limited is primarily a technology supplier and is governed by FSA regulations as a service company. Secfinex Ltd is a majority-owned subsidiary of LIFFE (Holdings). Its principal activity is the operation of an electronic trading facility for securities borrowing and lending. It is regulated by the FSA as an authorised person.
Euronext markets overview Euronext’s European market operators hold licenses for operating the following European regulated markets: Euronext Amsterdam operates two regulated markets: one stock market (Euronext Amsterdam) and one derivatives market (Euronext Amsterdam Derivatives Market, i.e., the Amsterdam market of NYSE Liffe); Euronext Brussels operates two regulated markets: one stock market (Euronext Brussels) and one derivatives market (Euronext Brussels Derivatives Market, i.e., the Brussels market of NYSE Liffe);
Euronext Lisbon operates two regulated markets: one stock market (Euronext Lisbon) and one derivatives market (Euronext Lisbon Futures and Options Market, i.e., the Lisbon market of NYSE Liffe); Euronext Paris operates three regulated markets: one stock market (Euronext Paris) and two derivatives markets (MONEP and MATIF, i.e., the Paris market of NYSE Liffe); and LIFFE Administration and Management operates one regulated market, a derivatives market (the London International Financial Futures and Options Exchange, i.e., the London market of NYSE Liffe). Through the NYSE Liffe Clearing transaction, NYSE Liffe will become the central counterparty to transactions on the London derivatives market.
Each market operator also operates a number of markets that do not fall within the EU definition of “regulated markets.” Each market operator is subject to national laws and regulations pursuant to its market operator status.
The following MTFs are operated in Europe for the time being: Euronext Amsterdam operates two MTFs: Alternext and NYSE Arca Europe ; Euronext Brussels operates five MTFs: Alternext, Free Market, Easynext, Public Auctions Market and the Trading Facility; Euronext Lisbon operates one MTF: “EasyNext Lisbon” (awaiting for the transformation and merger of the two non-regulated markets from CMVM); Euronext Paris operates two MTFs: Alternext and the « Free market and Delisted securities »; SmartPool is a neutral dark liquidity pool created by NYSE Euronext in partnership with J.P. Morgan, HSBC and BNP Paribas. SmartPool Trading Limited is a MTF approved and regulated by the FSA; and NYSE Arca Europe is a pan-European MTF created by NYSE Euronext and approved and regulated by the AFM.
Group-Wide Supervision and Regulation The national regulators of the Euronext exchanges are parties to two Memoranda of Understanding (“MOUs”) that provide a framework to coordinate their supervision of Euronext and of the markets operated by the Euronext group. Within the framework of the MOUs,
Euronext’s regulators agreed to develop and implement a coordinated approach with respect to the supervision of the Euronext markets. Representatives of Euronext’s regulatory authorities meet in working groups on a regular basis in order to coordinate their actions in areas of common interest and agree upon measures to promote harmonization of their respective national regulations.
NYSE Euronext regulation section The NYSE Euronext Regulation section gathers the rules issued by Euronext as market operator to frame the organisation of the European markets of NYSE Euronext. The Euronext Rulebooks for the regulated markets currently consists of two books: Book I contains the harmonised rules (cash and derivatives), including rules of conduct and enforcement rules that are designed to protect the markets, as well as rules on listing, trading and membership; Book II contains all rules of the individual markets that have not been harmonised.
The other markets operated by Euronext have their own dedicated rules. For example, the rules governing the Portuguese MTF “EasyNext Lisbon” (awaiting for the transformation and merger of the two non-regulated markets from CMVM) are also included in Euronext Lisbon’s Book II.
Notices/Instructions implement the provisions of the Rule Books. The Notices adopted by Euronext for the enforcement of Book I apply to all Euronext markets (unless otherwise specified), while those for the enforcement of Book II are specific to local jurisdictions. The regulators in Belgium, France, the Netherlands, Portugal and the United Kingdom have approved the market rules, either collectively (Book I) or in respect of their own jurisdiction (Book II).
There are two types of regulated markets organised by Euronext: Euronext Securities Market (market of stocks, bonds, warrants, ETFs/ trackers, structured funds, certificates), also known as the Cash market, organised in Amsterdam, Brussels, Lisbon and Paris.
Euronext Derivatives Market (market of options, futures, swaps,…) organised in Amsterdam, Brussels, Lisbon, London and Paris.
While the majority of the rules are harmonized and therefore applicable in all the locations (Amsterdam, Brussels, Lisbon, London and Paris), some are still non harmonized and therefore different from one location to another.
The Euronext rules provided in this section are without prejudice to the provisions of the EU regulations and the relevant National regulations (Belgian, French, Dutch, Portuguese and UK) applicable to the Euronext Market Undertaking organising such markets and to the companies listed on these markets and the members active on them.
Euronext Securities regulation This subsection gathers the Euronext rules applicable to the Euronext Securities Markets. These markets are Regulated Markets within the meaning of MiFID.
In addition to Book I, Chapter 4 and 4bis, the Trading Manuals applicable to the platforms NSC or UTP (Universal Trading Platform) considering the nature of the financial instruments which have already migrated to the new platform (UTP) gather the rules applicable to the trading in the Euronext Cash/Securities Markets.
The rules applicable to Multilateral Trading Facilities (MTFs) in the meaning of the MiFID are presented under the form of Organisational notes/memos for each MTF. The rules of the MTF may refer to rules applicable to the Regulated markets.
Euronext Derivatives regulation This subsection gathers the Euronext rules applicable to the Euronext Derivatives markets. These markets are Regulated Markets in the meaning of the MiFID. In addition to Book I, Chapter 5, the Trading Procedures gathers the rules applicable to the trading in the Derivatives markets for both all the locations and for each location.
Daily Trade Statistics in Domestic & US $ Values in Numbers
Most diverse exchange group, has introduced a global incentive program that increases efficiencies and produces cost-savings for high-volume trading customers whose orders are executed on the company’s regulated European and U.S. equities markets. The global multi-platform incentive program, which is effective as of Oct. 1, 2008, enables high-volume trading customers to aggregate trading volume across six of NYSE Euronext’s equities exchanges, thereby gaining additional value and benefits derived from the company’s truly global marketplace. “By rewarding our high-volume customers for trading across all of our market centers, we are enabling our customers to derive additional value from our global platform, and encouraging them to send more orders to our market centers,” said NYSE Euronext CEO Duncan Niederauer. Jean-François Théodore, NYSE Euronext Deputy CEO said, “These benefits will become even more apparent to customers as we roll out our Multi-Lateral Trading Facility and Universal Trading Platform in 2009. As this incentive program demonstrates, we intend to further extend the advantages of our global marketplace with new value-added initiatives for all NYSE Euronext customers.” NYSE Euronext cash equities exchanges include the New York Stock Exchange (NYSE), NYSE Arca and NYSE Alternext US (formerly the American Stock Exchange) in the U.S. and the Euronext exchanges in Amsterdam, Brussels, Lisbon, and Paris. Over 40% of the world’s cash market trading takes place on NYSE Euronext’s exchanges, and the exchange group’s $155.9 billion average daily value of trading is nearly two and one-half times greater than any other exchange group in the world. The underlying rates and volume tiers on NYSE, NYSE Arca and NYSE Euronext’s European regulated markets remain unchanged. About NYSE Euronext NYSE Euronext (NYX) operates the world’s leading and most liquid exchange group, and seeks to provide the highest levels of quality, customer choice and innovation. Its family of exchanges, located in six countries, includes the New York Stock Exchange, the world's largest cash equities market; Euronext, the Eurozone's largest cash equities market; Liffe, Europe's leading derivatives exchange by value of trading; NYSE Liffe, the company’s U.S. futures business and NYSE Arca Options, one of the fastest growing U.S. options trading platforms. NYSE Euronext offers a diverse array of financial products and services for issuers, investors and
financial institutions in cash equities, options, futures and derivatives, ETFs, bonds, market data, and commercial technology solutions. As the world’s largest exchange group by number of listings and market capitalization, NYSE Euronext is home to more than 6,500 listed issues (as of Oct. 1, 2008) with total global market capitalization more than four times that of any other exchange group. The average daily trading value of NYSE Euronext's equity exchanges represent more than one-third of the world's cash equities trading. NYSE Euronext is part of the S&P 500 index and the only exchange operator in the S&P 100 index. For more information and free real-time stock prices for all NYSE-listed securities, please visit www.nyx.com. Cautionary Note Regarding Forward-Looking Statements This press release may contain forward-looking statements, including forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include, but are not limited to, statements concerning NYSE Euronext’s plans, objectives, expectations and intentions and other statements that are not historical or current facts. Forward-looking statements are based on NYSE Euronext’s current expectations and involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such forward-looking statements. Factors that could cause NYSE Euronext’s results to differ materially from current expectations include, but are not limited to: NYSE Euronext’s ability to implement its strategic initiatives, economic, political and market conditions and fluctuations, government and industry regulation, interest rate risk and U.S. and global competition, and other factors detailed in NYSE Euronext’s reference document for 2007 (“document de référence”) filed with the French Autorité des Marchés Financiers (Registered on May 15, 2008 under No. R. 08-054), 2007 Annual Report on Form 10-K and other periodic reports filed with the U.S. Securities and Exchange Commission or the French Autorité des Marchés Financiers. In addition, these statements are based on a number of assumptions that are subject to change. Accordingly, actual results may be materially higher or lower than those projected. The inclusion of such projections herein should not be regarded as a representation by NYSE Euronext that the projections will prove to be correct. This press release speaks only as of this date. NYSE Euronext disclaims any duty to update the information herein.