In c4801 transmitted today at 16:02e, an error occurred in the title and
the first sentence of the first paragraph. In fact, "Institutional
Investor Services Canada" should have read "Institutional Shareholder
Services Canada...". Corrected copy follows:
Institutional Shareholder Services Canada recommends that shareholders
vote "FOR" proposed combination of MX with TSX Group
MONTREAL, Jan. 28 /CNW Telbec/ - Montreal Exchange Inc. (MX) (TSX: MXX) announced today that Institutional Shareholder Services Canada Corp. (ISS) has formally recommended that their clients holding MX shares vote FOR the proposed combination of Montreal Exchange Inc. with TSX Group Inc. to create a leading integrated exchange group to be named TMX Group Inc. This recommendation is the result of an independent and comprehensive analysis of the proposal and its impact on shareholders.
ISS, a subsidiary of RiskMetrics Group, is the world's leading provider of corporate governance and proxy voting solutions. It provides proxy research, voting services and corporate governance advisory services to financial institutions and corporations worldwide. Based on its review of the terms of the transaction, ISS believes the Amalgamation Agreement warrants shareholder support.
"We are very pleased with the ISS recommendation," said Luc Bertrand, President and Chief Executive Officer of MX. "We look forward to our combination with TSX Group and to implementing our common vision for the future of Canadian capital markets, including the continued role of MX as the Canadian derivatives exchange. We would like to reiterate that we believe the proposed combination is in the best interests of MX and the MX shareholders."
The proposed combination remains subject to MX shareholder and regulatory approvals. As previously announced in the Management Proxy Circular, a special general meeting of MX shareholders will be held on February 13, 2008 at 10:00 a.m. (Montreal time) at the Ritz-Carlton Montreal Hotel, Oval Room, 1228 Sherbrooke Street West, Montreal, to vote on the amalgamation resolution. The resolution must be approved by at least 662/3% of the votes cast by MX shareholders present in person or represented by proxy at the meeting.
MX shareholders are encouraged to vote for the amalgamation resolution by completing, signing, dating and returning their proxy form no later than 5:00 p.m. (Montreal time) on February 11, 2008. Shareholders requiring assistance in voting their proxies should call the Proxy Solicitation Agent, Kingsdale Shareholder Services Inc., toll-free, at 1-800-775-1986.
About Montreal Exchange Inc.
The Montreal Exchange (MX) is the Canadian derivatives exchange. The MX offers trading in Canadian interest rate, index and equity derivatives. Clearing, settlement and risk management services are provided by an AA rated clearing house, the Canadian Derivatives Clearing Corporation, fully owned by the MX. Our integrated trading and clearing services are supported by a proprietary suite of exchange technologies, known as SOLA(R). The MX also has interests in: the Boston Options Exchange (BOX), a U.S. automated equity options market, for which MX is the technical operator; the Canadian Resources Exchange (CAREX), a new corporation created with NYMEX that is dedicated to developing the Canadian energy market; and the Montreal Climate Exchange (MCeX), a joint venture with the Chicago Climate Exchange(R), aiming to establish the leading market for publicly traded environmental products in Canada. For more information about the Montreal Exchange, please visit www.m-x.ca.
Caution Concerning Forward-Looking Statements
This press release may contain forward-looking statements including statements regarding the completion of the proposed combination of MX with TSX Group Inc. and other statements that are not historical facts. These statements generally can be identified by the use of the conditional, the use of forward-looking terminology such as "may", "will", "expect", "intend", "estimate", "anticipate", "plan", "foresee", "believe", "propose" or the negative of these terms or variations of them or similar terminology. Such forward-looking statements are subject to important risks, uncertainties and assumptions. The results or events predicted in these forward-looking statements may differ materially from actual results or events. As a result, you are cautioned not to place undue reliance on these forward-looking statements.
The completion of the proposed combination is subject to a number of conditions precedent, including MX shareholder approval and regulatory approvals. These approvals may not be obtained, the other conditions precedent to the transaction may not be satisfied in accordance with their terms, and/or the parties to the Combination Agreement may exercise termination rights, in which case the proposed combination could be amended or terminated.
The forward-looking statements contained in this press release are made as of the date of this release. We disclaim any intention and assume no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless required to do so by securities law. Additionally, we undertake no obligation to comment on expectations of, or statements made by, third parties in respect of the proposed combination. For additional information with respect to certain of these and other assumptions and risks, please refer to the "Risk Factors" section of the Management Proxy Circular of MX, dated January 10, 2008, and to other relevant documents found on www.sedar.com and www.sec.gov as well as on www.m-x.ca.
Permission to quote the recommendation of ISS Canada was neither sought nor obtained.