New Jersey Carpenters Pension Fund, Edison, filed suit in New York state court to block the acquisition of NYSE Euronext by IntercontinentalExchange, claiming that NYSE Euronext breached its fiduciary duty by agreeing to the $8.2 billion buyout offer.
The purchase price is based on a “flawed process” that favors the acquiring firm and various insiders at NYSE Euronext, according to the suit filed in New York State Supreme Court. The suit lists NYSE Euronext, its officers and directors and IntercontinentalExchange as defendants.
The offering price is “far below the true value” of the NYSE Euronext stock, the lawsuit said. NYSE Euronext stock was valued at $33.12 a share when the acquisition was announced Dec. 20. It was trading at $31.99 by late afternoon on Dec. 26. NYSE Euronext shareholders have a choice of receiving cash, ICE stock or a mixture.
The pension fund is part of the New Jersey Carpenters Funds, which also includes three other benefits funds and had a combined $2 billion in assets as of the end of 2011, according to the funds' website. The size of the pension fund's investment in NYSE Euronext could not be immediately determined.
George Laufenberg, the funds' administrative manager, and Meagan Farmer, a pension fund attorney with the law firm Gardy & Notis, did not return calls by press time.
Rich Adamonis, a spokesman for NYSE Euronext, declined to comment on the suit.