Euronext to launch voluntary share exchange offer for all ATHEX shares

Core Viewpoint - Euronext has announced a voluntary share exchange offer to acquire all shares of Hellenic Exchanges-Athens Stock Exchange S.A. (ATHEX), aiming to enhance the integration of European capital markets and provide significant benefits to the Greek market [1][3][6]. Company Overview - Euronext is the leading European capital market infrastructure, managing approximately 25% of European cash equity trading and operating in major financial hubs [4][24]. - ATHEX operates the Greek capital market, with diversified operations including custody, settlement, clearing, and trading, generating significant revenue from its CSD and clearing business [7][8]. Offer Details - The offer is structured as a share exchange at a fixed conversion rate of 20,000 ATHEX ordinary shares for each new Euronext share, valuing ATHEX at €7.14 per share, approximately €412.8 million on a fully diluted basis [2][15]. - The offer represents a premium of approximately 27% on ATHEX's 3-month volume-weighted average undisturbed share price as of June 30, 2025 [16]. Strategic Rationale - The combination is expected to enhance the visibility of Greek markets to global investors, increase market liquidity, and create new growth opportunities [3][10][11]. - Euronext aims to deliver €12 million in annual run-rate cash synergies by 2028, with implementation costs expected to be €25 million [6][14]. Economic Context - Greece has experienced strong economic growth, supported by rising investment and growing international confidence, making it an opportune time for investment [7][8]. - ATHEX recorded a net revenue of €52.0 million in 2024, a 76% increase compared to 2020, indicating a robust recovery and growth potential [8]. Governance and Management - Following the acquisition, Greece will be represented at the Group level in Euronext's governance, with plans for an independent figure from the Greek financial ecosystem to join the Supervisory Board [20]. - The CEO of ATHEX is expected to join the Managing Board of Euronext, ensuring continued local representation [20].