Hong Kong exchange makes surprise US$36.6b bid for LSE

[HONG KONG] Hong Kong Exchanges & Clearing Ltd made an unexpected US$36.6b bid for London Stock Exchange Group Plc, a bold move that could upend the UK bourse's combination with data provider Refinitiv.

The offer faces  several hurdles, as LSE's board "remains committed to" the acquisition of  Refinitiv as it considers what it called an unsolicited, preliminary and highly conditional proposal.

LSE's shares pared earlier gains, reflecting skepticism that a deal can be done in the face of escalating tensions with China over Hong Kong and the view that the US$27 billion takeover of Refinitiv would allow LSE to push into financial data, offering a more secure future than a combination of stock exchanges. For HKEX, the deal promises a base away from the increasingly fraught political climate at home.

Under the proposed offer, HKEX would offer 2,045 pence as well as 2.495 newly issued HKEX shares for each LSE share. That values each LSE share at 8,361 pence, the Hong Kong bourse said in its statement. The UK company's stock rose 6.2 per cent to 7,190 pence on Wednesday at 10.54 am in London, after earlier surging as much as 16 per cent.

The Asian bourse operator had considered the "ambitious and far-reaching" deal for one of Europe's largest exchanges for many months, HKEX Chief Executive Officer Charles Li said in a statement Wednesday.

LSE's board said it would consider the proposal and will make a further announcement in due course.

The Refinitiv deal was a bet by LSE on a future dominated by data, as the three-century-old exchange looks for ways to extend its global reach. Acquiring Refinitiv, the former financial and risk unit of Thomson Reuters, would help the London bourse expand further into data analysis.

An HKEX-LSE pact would put an end to the Refinitiv purchase, instead creating a global trading power that would have stock, derivatives and commodities exchanges, as well as clearinghouses across two continents.

Bloomberg LP, the parent of Bloomberg Intelligence, competes with Refinitiv and Thomson Reuters to provide financial news, data and information.

Both exchange operators have been involved in bourse merger deals in recent years, with LSE failing in its attempt to combine with Deutsche Boerse AG and HKEX acquiring London Metal Exchange in 2012 for £1.4 billion.

LSE's efforts to merge with Deutsche Boerse were ultimately scuppered by political considerations. HKEX's proposed move could fall at the same hurdle, said Ronald Wan, chief executive at Partners Capital International Ltd in Hong Kong.

"A takeover from Hong Kong, a special administrative region of China, could be seen as a takeover from China. It won't be easy to clear all the regulatory hurdles - the deal is super politically sensitive," he said.

UK Business Secretary Andrea Leadsom, speaking on Bloomberg Television as news of the deal broke, said the British government would scrutinize any tie-up between the exchanges. Leadsom said the UK authorities would "look very carefully at anything that had security implications for the U.K."

HKEX was created in 2000 after the merger of stock and derivatives exchanges in Hong Kong. The company went public later that year.

Mr Li said earlier this year in the company's latest strategic plan that HKEX aims to be "globally connected," while being "China anchored." In recent years he has tied his business more closely to the Chinese mainland, in particular with the start of stock and bond trading links to markets in Shanghai and Shenzhen.

As well as its iconic stock exchange, LSE runs businesses including the world's biggest OTC derivatives clearinghouse, LCH Ltd.; index provider FTSE Russell; a European share trading venue called Turquoise; and Borsa Italia.

Hong Kong lawmaker and HKEX shareholder Christopher Cheung said he was concerned most about the offer price, and what LSE could offer to HKEX. Mr Cheung, a veteran broker, said in an interview that he thinks it's getting harder for HKEX to start more trading links with China, citing the US-China trade tension and the recent protests in the city against growing influence from Beijing.

"If Hong Kong cannot count on itself to maintain its status as an international finance center, it is only natural to seek horizontal, inorganic growth through acquisition," he said by phone.

BLOOMBERG