CME Group and BM&FBOVESPA to Become Global Preferred Strategic Partners, Jointly Develop a New Multi-Asset Class Trading Platform and to Expand Cross-Equity Ownership

CHICAGO and SAO PAULO, Feb. 12 /PRNewswire-FirstCall/ -- CME Group, the world's leading and most diverse derivatives marketplace, and BM&FBOVESPA, the world's third largest exchange company by market capitalization, today announced they have agreed to become Global Preferred Strategic Partners and to develop a new multi-asset class electronic trading platform that will be deployed by BM&FBOVESPA for use in its cash equities and derivatives markets.

CME Group and BM&FBOVESPA intend to work together as Global Preferred Strategic Partners to advance their mutual interests in globalizing their respective businesses through jointly identifying and pursuing opportunities for strategic investments and partnerships with other international exchanges. As part of the expanded partnership, BM&FBOVESPA will increase its ownership interest in CME Group to 5%, the same approximate stake CME Group currently has in BM&FBOVESPA.

The new multi-asset class electronic trading platform will be jointly developed by both exchanges and will be used by BM&FBOVESPA in its cash equities and derivatives markets, and both exchanges will have the ability to license the platform to other exchanges internationally. The new platform will offer customers an industry leading technology platform for global derivatives and equities trading, with the additional benefit of having access to an integrated derivatives and equities technology solution. The companies have agreed to an exclusive negotiation period to enter into definitive agreements. Development of the new system will begin immediately and is expected to launch in early 2011.

BM&FBOVESPA will increase its ownership stake in CME Group, which will sell the shares at a price of $275.12 per share. The closing of the transaction is subject to the negotiation of definitive agreements, BM&FBOVESPA shareholder approval, the expiration or termination of the waiting period required under the Hart-Scott-Rodino Antitrust Improvements Act and other customary closing conditions. Following completion of the transactions, CME Group will nominate a senior representative of BM&FBOVESPA to the CME Group Board of Directors. CME Group already holds a seat on the BM&FBOVESPA Board of Directors. Each party will have the right to maintain its board seat during the term of the strategic partnership subject to certain minimum requirements.

CME Group also announced that its Board authorized a plan to repurchase up to 2.35 million shares of its Class A common stock. Any shares purchased pursuant to the plan would offset the dilution from the issuance of shares to BM&FBOVESPA.

"Our decision to become Global Preferred Strategic Partners and to develop a new multi-asset class technology provides additional opportunities to further expand our businesses," said CME Group Executive Chairman Terry Duffy. "BM&FBOVESPA has successfully demonstrated its growth potential and has emerged as a leading force in the exchange industry. The development of this new platform will combine the best of our technology expertise and further solidify our commitment to working together to bring innovative and new trading solutions to the global marketplace."

"Our proposed transaction with BM&FBOVESPA will further expand the breadth of our technology and distribution capabilities into the global cash equities and options markets, while strengthening our strategic partnership and enhance our mutual opportunities to invest in and partner with the world's leading multi-asset class exchanges," said CME Group Chief Executive Officer Craig Donohue. "Building on our already successful partnership with BM&FBOVESPA, we intend to work together to deploy the new platform for the cash and derivatives business segments of BM&FBOVESPA, one of the world's leading stock and futures exchanges. This enhances CME Group's opportunities to selectively diversify into the cash equity and options segments in emerging markets, where we believe the growth and profit opportunities are most attractive."

"This investment and preferred strategic partnership place Brazil and BM&FBOVESPA in an outstanding position within the global market. With this agreement, the Brazilian Exchange takes a decisive step towards the consolidation of its position as a trading hub, providing the capital, financial and commodity markets with liquidity," said Arminio Fraga, BM&FBOVESPA Chairman of the Board.

"I am confident that this Global Preferred Strategic Partnership will pave the way for the Brazilian Exchange to have new growth opportunities, mainly in countries and markets with high growth potential," said Edemir Pinto, Chief Executive Officer of BM&FBOVESPA. "I have no doubt that, after this partnership and based on technology derived from the CME Globex trading system, as well as on new technology to be jointly created by the parties, this new BM&FBOVESPA technological standard will produce a system to meet the high performance requirements of the world's most demanding traders in multiple products."

The Global Preferred Strategic Partnership includes the following:

• BM&FBOVESPA and CME Group will work together to pursue strategic investments and commercial opportunities with other exchanges.

• BM&FBOVESPA and CME Group will explore other opportunities, such as multilateral order routing linkages between their current and future international exchange partners, and further development of clearing and over-the-counter services.

The development of a new multi-asset class trading platform between CME Group and BM&FBOVESPA includes the following:

• In early 2011, BM&FBOVESPA will replace its existing trading systems with the new platform.

• BM&FBOVESPA and CME Group will join efforts to develop a multi-asset electronic trading platform to process orders and trades across a number of financial products, including but not limited to: cash equities; equity derivatives; futures on stock indices, interest rates, exchange rates and commodities; spot exchange rates; government bonds and private issuers' bonds (fixed-income securities).

About BM&FBOVESPA

BM&FBOVESPA S.A. - Securities, Commodities and Futures Exchange was created in 2008 with the integration between the Brazilian Mercantile & Futures Exchange (BM&F) and the São Paulo Stock Exchange (Bovespa). Together, the companies have formed one of the largest exchanges in the world in terms of market value, the second largest in the Americas, and the leading exchange in Latin America. In today's global scenario, in which responding quickly to transformation has become a competitive asset, BM&FBOVESPA is an attractive investment option with cost efficient trading fees. Among its broad range of trading products, the new Exchange offers equities, securities, financial assets, indices, interest rates, agricultural commodities, and foreign exchange futures and spot contracts.

About CME Group

As the world's leading and most diverse derivatives marketplace, CME Group (www.cmegroup.com) is where the world comes to manage risk.  CME Group exchanges offer the widest range of global benchmark products across all major asset classes, including futures and options based on interest rates, equity indexes, foreign exchange, energy, agricultural commodities, metals, weather and real estate.  CME Group brings buyers and sellers together through its CME Globex electronic trading platform and its trading facilities in New York and Chicago.  CME Group also operates CME Clearing, one of the largest central counterparty clearing services in the world, which provides clearing and settlement services for exchange-traded contracts, as well as for over-the-counter derivatives transactions through CME ClearPort.   These products and services ensure that businesses everywhere can substantially mitigate counterparty credit risk in both listed and over-the-counter derivatives markets.  

The Globe logo, CME, Chicago Mercantile Exchange, CME Group, Globex, E-mini and CME ClearPort are trademarks of Chicago Mercantile Exchange Inc.  CBOT and Chicago Board of Trade are trademarks of the Board of Trade of the City of Chicago.  NYMEX and New York Mercantile Exchange are trademarks of New York Mercantile Exchange, Inc.  COMEX is a trademark of Commodity Exchange, Inc.  All other trademarks are the property of their respective owners.  Further information about CME Group (NASDAQ: CME) and its products can be found at www.cmegroup.com.  

Statements in this press release that are not historical facts are forward-looking statements. These statements include, but are not limited to, the potential benefits of the transaction involving CME Group and BM&FBOVESPA and the Company's plans, objectives, expectations and intentions. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Among the factors that might affect our performance are: increasing competition by foreign and domestic entities, including increased competition from new entrants into our markets and consolidation of existing entities; our ability to keep pace with rapid technological developments, including our ability to complete the development and implementation of the enhanced functionality required by our customers; our ability to continue introducing competitive new products and services on a timely, cost-effective basis, including through our electronic trading capabilities, and our ability to maintain the competitiveness of our existing products and services; our ability to adjust our fixed costs and expenses if our revenues decline; our ability to  generate revenues from our processing services; our ability to maintain existing customers, develop strategic relationships and attract new customers; our ability to expand and offer our products in foreign jurisdictions; changes in domestic and foreign regulations; changes in government policy, including policies relating to common or directed clearing ; changes in government policy, including policies related to common or directed clearing and changes as a result of legislation stemming from the recent financial crisis, including the proposed regulatory reform of the over-the-counter derivatives and futures market and any changes in the regulation of our industry with respect to speculative trading in commodity interests and derivative contracts; the costs associated with protecting our intellectual property rights and our ability to operate our business without violating the intellectual property rights of others; our ability to generate revenue from our market data that may be reduced or eliminated by the growth of electronic trading or declines in subscriptions; changes in our rate per contract due to shifts in the mix of the products traded, the trading venue and the mix of customers (whether the customer receives member or non-member fees or participates in one of our various incentive programs) and the impact of our tiered pricing structure; the ability of our financial safeguards package to adequately protect us from the credit risks of clearing members; the ability of our compliance and risk management methods to effectively monitor and manage our risks; changes in price levels and volatility in the derivatives markets and in underlying fixed income, equity, foreign exchange and commodities markets; economic, political and market conditions, including the recent volatility of the capital and credit markets and the impact of current economic conditions on the trading activity of our current and potential customers; our ability to accommodate increases in trading volume and order transaction traffic without failure or degradation of performance of our systems; our ability to execute our growth strategy and maintain our growth effectively; our ability to manage the risks and control the costs associated with our acquisition, investment and alliance strategy; our ability to continue to generate funds and/or manage our indebtedness to allow us to continue to invest in our business; industry and customer consolidation; decreases in trading and clearing activity; the imposition of a transaction tax on futures and options on futures transactions; the unfavorable resolution of material legal proceedings and the seasonality of the futures business. More detailed information about factors that may affect our performance may be found in our filings with the Securities and Exchange Commission, including our most recent periodic reports filed on Form 10-K and Form 10-Q, which are available in the Investor Relations section of the CME Group Web site. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

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SOURCE CME Group