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Euronext: Gateway to the €uro-zone France Holland Belgium Portugal November 2006 Euronext today The world’s first integrated cross-border exchange Operating in 5 European countries and the U.S. •Europe’s largest central orderbook exchange •The world’s second largest derivatives market Business worth €1,700 billion traded every day •A leading supplier of exchange trading technology Used worldwide by most leading cash & derivatives exchanges •A listed company - market capitalisation of € 8 billion Intention to merge with NYSE subject to regulatory and shareholder approval Source: Euronext 2 Euronext’s competitive position in Europe MARKET CAPITALISATION CENTRAL ORDERBOOK European cash equity market capitalisation Value traded (year end 2005) (€ billion, 2005) Source: FESE 3 up G ro X SW X O M an Ex ch sh an i Sp • Largest equity market in continental Europe • Largest central orderbook in Europe ge s na lia Ita sc he D eu t rs a ro n ex t LSE 28% Eu Deutsche Börse 12% Bo Spanish Exchanges 9% rs e SWX Group 9% Bö OMX 8% 2,000 1,800 1,600 1,400 1,200 1,000 800 600 400 200 0 E Euronext 26% LS Borsa Italiana 8% Sector comparison Euronext vs. LSE Euronext – largest in Technology, Consumer Goods, Utilities, Industrials LSE – largest in Financials, Basic Materials, Oil & Gas Euronext domestic Utilities 8% Technology 4% 4% 4% LSE domestic Consumer Goods 14% 6% Basic Materials Consumer Goods Consumer Services Financials 10% 14% 1% 4% Basic Materials 7% 9% Oil & Gas 16% Health Care 12% Industrials Oil & Gas Technology Telecommunications 8% Utilities Industrials 12% 25% Unclassified 5% 8% Financials 29% Total market cap = €2,654 billion* Total market cap = €2,728 billion** 4 Source: Euronext & LSE, ICB classification * As at 31/03/06, excludes multi-listed stocks ** As at 28/02/06 Euronext – International Listings Breakdown of listed companies Selected international companies: International Companies 25% Arcelor Mittal, Corus Group, Daiwa, Deutsche Bank, Exxon Mobil, Fiat, Hitachi, Honda, HSBC, Maroc Telecom, Mitsubishi Electric, NEC, SES Global, Sharp…... Selected domestic companies: 75% Domestic Companies ABN Amro, AXA, BNP Paribas, Carrefour, Danone, EDF, Fortis, France Telecom, GDF, Heineken, ING Group, L’Oréal, LVMH, Michelin, Philips, Renault, Royal Dutch Shell, Sanofi-Aventis, Société Générale, Suez, Total, Unilever…… • 25% of Euronext’s 1,300 companies are international • 7 companies from Israel 5 Top ranked for raising fresh capital in the world Milestones: • € 17.2 bn fresh capital raised, 78 new listings in 2005… …continuing with € 13.6 bn raised, 101 new listings year-to-date 2006. • The world’s largest IPO 2005: EDF • An additional mkt cap of € 165 bn since Jan 2005 Selected Deals Large caps EDF (Electricité de France) Utilities - electricity € 7,000m KKR Private Equity Specialty finance $ 5,000m Eutelsat Satellite network € 860m Tom Tom GPS navigation € 467m Mid caps Small caps Environnement Environmental measurement ExonHit Therapeutics Biotechnology Key market for raising capital Highly active hi-tech segment More privatisations than any other exchange 6 € 23m € 3.8m Unique access to European asset managers Geographical split of equity fund assets typifies wider European investment profile Euro-zone countries dominate – 71.5% of total equity funds under management Fragmented market – cross-border access is key Best of both worlds: access to the Euro-zone… as well as UK based investors… > 40% of trading volume by UK based investment banks The European Equity Fund Market 30% Outside €uro-zone 28.5% Others 8.9% Euronext 23.8% €uro-zone 71.5% 25% 20% UK 19.6% 15% 10% 5% Source: European Fund and Asset Management Association 7 O th er UK Ita ly G er m an y G re ec Lu e xe m bo ur g Sp ai n Sw ed Sw en it z er la nd Breakdown per area 0% Fr an Ne ce th er la nd s Be lg iu m Po rtu ga l Au st ria Fi nl an d Euro-zone (excl. Euronext) 47.7% Listing requirements Listing requirements – overview Market Eurolist Main Board Description EU regulated market for large, mid & small caps Listings and ongoing requirements * Minimum 25% shares distributed to the public * Three-year track record required * IFRS or recognised accounting standards Ongoing obligations * Audited FY and audited/un-audited half-year accounts * Timely disclosure * Two-year track record * IFRS or local GAAP with reconciliation table Alternext Junior Market Exchange regulated market for mid & small companies Ongoing obligations less demanding * Audited FY accounts, un-audited half-year reports * Simplified reporting methods * Timely disclosure 9 Eurolist – the main board One cross-border regulated market - one rule book One single cross-border trading platform Borderless: Companies are classified in alphabetical order and identified on the basis of capitalization rather than on geographic location Large caps (group A: > €1 billion) Mid caps (group B: between €150 million and €1 billion) Small caps (group C: less than €150 million) • Equal opportunity for international companies to join key indices 10 Eurolist – key features Language English – fully accepted for entire listing process and documentation, including prospectus Listing instruments Shares Depositary Receipts (EDR, GDR, ADR) Corporate bonds Derivative instruments, including Convertibles, Options, Warrants and Futures Funds Currency of listing Euro - the world’s second most important currency Or any other major currency Regulatory environment – tailor-made for cross-border business Sound regulatory framework – provides credibility No Sarbanes Oxley regulation! 11 Alternext the junior market Alternext – the junior market Why Alternext? More than 1m €uro-zone SMEs eligible… …but substantially fewer than 1% listed! Alternext is an exchange-regulated market; Designed for small and mid sized companies Open for companies from all sectors and countries Launched in France in May 2005, Belgium in June 2006, The Netherlands in Q4 2006 Broad €uro-zone access Same 4-country electronic trading platform for Eurolist and Alternext Use of a Listing Sponsor is mandatory 13 Alternext – key listing requirements 2 year company track record (exempt for funds) IFRS, US GAAP or local GAAP with IFRS reconciliation tables Audited FY accounts, un-audited 6 months report Market access: Public offering Private placement Access to retail and/or qualified investors Access to qualified investors only Minimum free float: € 2.5m Prospectus cleared by regulator Minimum placing: € 5m Offering circular EU Prospectus Directive Not cleared by regulator; disclosures under responsibility of the Listing Sponsor & Issuer Fast track dual listing through recognised market status Access via offering circular for companies listed on another market Ongoing obligations simplified 14 Alternext – sector breakdown* Alternext has achieved its target as a broad marketplace for SMEs Computer Hardware Software Internet Computer Services Specialty Finance Real Estate Holding & Development Electricity Mobile Telecommunications Fixed Line Telecommunications Travel & Tourism Publishing Media Agencies Specialty Retailers Biotechnology Medical Supplies Medical Equipment Recreational Products Personal Products Clothing & Accessories Consumer electronics Home constructions Durable Household Products Distillers & Vintners Waste and Disposal Services Business Support Services Delivery Services Electronic Equipment Heavy Construction Building Materials & Fixtures Forestry Oil Equipment & Services 0.0% 2.0% 4.0% 6.0% * number of companies - ICB (Industry Classification Benchmark) 15 8.0% 10.0% 12.0% 14.0% Alternext – size profile Distribution of companies by equity market cap Alternext’s target company size of €20m - €250m achieved. -1 ,0 00 O ve r1 ,0 00 -5 00 50 0 25 0 -2 50 10 0 -1 00 50 -5 0 -2 5 25 5 10 -1 0 -5 2 0 -2 40.0% 35.0% 30.0% 25.0% 20.0% 15.0% 10.0% 5.0% 0.0% No micro-caps… …better liquidity €m Distribution of companies by equity market cap AIM 25.0% 20.0% 15.0% 10.0% 5.0% -2 50 25 0 -5 00 50 0 -1 ,0 00 O ve r1 ,0 00 10 0 -1 00 50 -5 0 25 -2 5 10 -1 0 5 -5 2 -2 0.0% 0 Number of companies Number of companies Alternext £m 16 Alternext – market structure and liquidity Alternext today Number listed companies Total market capitalisation Average deal size Deal size range 61 € 2.6 billion € 8.0m € 2.7m to € 23.3m Alternext vs. AIM Average performance Alternext AIM 29% 12% € 37m € 23m 501 215 82% 54% 90% 24% since Alternext launch (May 2005) Median market cap Average monthly number of transactions per stock Overall velocity Percentage of stocks with greater than 50% velocity Source: Euronext & LSE - H1 2006 17 Alternext: IPOs and investor base Origin of institutions (as of September 2006) U.K. 16% U.S. 3% Switzerland 2% Sweden 2% Spain 3% Luxembourg 5% Italy 1% Germany 11% Australia 1% IPOs: 80% institutional investor participation, underpinning valuations Euronext zone 55% Investors: Institutions from 14 countries Broad continental European institutional take-up Strong US-UK acceptance Austria 1% Alternext: Truly pan-European 18 Case Study Alternext case study: Environnement SA Environnement is the European leader in designing, manufacturing, and selling equipment and systems for air and water quality measurement and evaluation. Sales: France (83.2%), Italy (10.3%), and United States (6.5%). IPO - 19 January 2006: Market capitalisation Key figures (2004): 80 Valuation: € 57m Revenues: € 30.5m 70 Trailing PE ratio: 71 Funds raised: € 23m 11.8x oversubscription Net profit: € 799,000 Value maintained at +25% after 9 months Current valuation: € 71m euros (million) 60 50 40 30 20 10 0 Jan-06 Bookrunner: Crédit du Nord 20 Oct-06 Why Euronext? Why Euronext? Gateway to the €uro-zone • Publicity: cross-border access to investors, customers & business partners • Acquisition currency: €uro – a key currency • Huge pool of assets under management • Single entry point gives broad European access for listing and trading Leading cross-border exchange with a pan-European reach • Top-ranked globally for capital raising • Largest central order-book trading volumes in Europe • International companies can join local indices • Broad service offering for early stage and mature companies 22