CHICAGO, Dec. 6 – LAWFUEL – The Law News Network – Archipelago Holdings Inc.
(PCX: AX), owner and operator of the Archipelago Exchange(R) (ArcaEx(R)), the
nation’s first totally open, all-electronic stock exchange, today announced
the certified results of its shareholder vote that approved its merger with
the NYSE. A majority of the outstanding shares of Archipelago common stock
entitled to vote at today’s special meeting were cast in favor of the merger
agreement.
“We are pleased that our shareholders recognize the value delivered and to
be delivered through our merger with the NYSE,” commented Jerry Putnam, CEO of
Archipelago. “We look forward to establishing the NYSE Group as the world’s
premier exchange to the benefit of all investors.”
About Archipelago
Archipelago Holdings (PCX: AX) operates the Archipelago Exchange(R)
(ArcaEx(R)) the first totally open all-electronic stock exchange in the United
States. ArcaEx trades all Nasdaq-listed equity securities and exchange listed
equity securities, including those listed on the New York Stock Exchange(R),
American Stock Exchange(R), and ArcaEx(R). In addition to offering core
execution services, ArcaEx provides corporate clients with listing services
and innovative data products. In September 2005, Archipelago acquired PCX
Holdings, Inc., parent company of the Pacific Exchange and PCX Equities, Inc.
allowing Archipelago to bring together the all-electronic trading of equity
securities and options products thereby expanding and diversifying
Archipelago’s business lines. For more information please visit
http://www.archipelago.com.
Important Merger Information
In connection with the proposed merger of the NYSE and Archipelago, NYSE
Group has filed a registration statement on Form S-4 with the SEC containing a
joint proxy statement/prospectus regarding the proposed transaction. The
parties have filed other publicly available relevant documents concerning the
proposed transaction with the SEC. The SEC declared the Registration
Statement effective on November 3, 2005.
NYSE MEMBERS AND ARCHIPELAGO STOCKHOLDERS ARE URGED TO READ THE FINAL
JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED TRANSACTION BECAUSE IT
WILL CONTAIN IMPORTANT INFORMATION. NYSE members and Archipelago stockholders
can obtain a free copy of the final joint proxy statement/prospectus, as well
as other filings containing information about NYSE and Archipelago without
charge, at the SEC’s website (http://www.sec.gov). Copies of the final joint
proxy statement/prospectus can also be obtained, without charge, once they are
filed with the SEC, by directing a request to the Office of the Corporate
Secretary, NYSE, 11 Wall Street, New York 10005, 212-656-2061 or to
Archipelago, Attention: Investor Relations, at 100 S. Wacker Drive, Suite
1800, Chicago, Illinois 60606 or calling (888) 514-7284.
The NYSE, Archipelago and their respective directors and executive
officers and other members of management and employees may be deemed to be
participants in the solicitation of proxies from Archipelago stockholders in
respect of the proposed transaction. Information regarding Archipelago’s
directors and executive officers is available in Archipelago’s proxy statement
for its 2005 annual meeting of stockholders, dated March 31, 2005.
Additional information regarding the interests of such potential
participants will be included in the joint proxy statement/prospectus and the
other relevant documents filed with the SEC when they become available. This
press release shall not constitute an offer to sell or the solicitation of an
offer to buy any securities, nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any such
jurisdiction. No offering of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the Securities Act of
1933, as amended.
Forward-Looking Statements
Certain statements in this press release may contain forward-looking
statements within the meaning of the Private Securities Litigation Reform Act
of 1995. These statements are based on Archipelago’s current expectations and
involve risks and uncertainties that could cause Archipelago’s actual results
to differ materially from those set forth in the statements. There can be no
assurance that such expectations will prove to be correct. Factors that could
cause Archipelago’s results to differ materially from current expectations
include: general economic and business conditions, industry trends,
competitive conditions, regulatory developments as well as other risks or
factors identified in the Company’s filings with the Securities Exchange
Commission, including its Report on Form 10-K for the fiscal year ending
December 31, 2004 which is available on the Company’s website at
http://www.archipelago.com. You should not place undue reliance on forward-
looking statements, which speak only as of the date of this press release.
Except for any obligation to disclose material information under the Federal
securities laws, Archipelago undertakes no obligation to release publicly any
revisions to any forward-looking statements to reflect events or circumstances
after the date of this press release.
Contact:
Archipelago
Margaret Nagle 312-442-7083