Oslo Bors Bidding War Risks Being Drawn Out Saga, Norway Warns

(Bloomberg) -- In the takeover battle for Oslo Bors VPS Holding ASA, Norway’s Finance Ministry will have the final say as to whether the country’s main stock exchange will end in the hands of Euronext NV or Nasdaq Inc.

For now, Nasdaq has offered the highest price, and in doing so has won the backing of the Oslo stock exchange’s board, its management and its two biggest shareholders. But it’s not over yet, and Norway’s Finance Ministry acknowledged late on Wednesday that the whole process may drag on for quite a while.

“We will deal with this, it’s a process that may take some time and we must do it within the legal framework that exists,” Finance Minister Siv Jensen told Bloomberg in Oslo. “We must treat this in an orderly and proper way, and take the time we need to get there.”

The U.S. exchange operator’s bid is 5 percent higher than an earlier offer by its Franco-Dutch rival, and values Oslo Bors at about $770 million. For Nasdaq, it would bring Norway into the group of Nordic exchanges that already includes Denmark, Sweden, Finland and Iceland.

Meanwhile, the bid from Euronext has met with opposition from local politicians and Oslo Bors’s board, which only learned of its intentions days before the announcement.

Four Months

Norway’s Finance Ministry will decide between the competing bids, based on advice from the Norwegian Financial Supervisory Authority, which has so far declined to comment. Approval can only be given “when the acquirer is considered suitable to ensure a good and reasonable management,” the ministry said in emailed comments.

The ministry listed as many as seven criteria that are “especially” important in such a decision, including the acquirer’s past behavior, its financial resources and the transaction’s impact on the Norwegian financial markets.

An application to acquire the exchange must be processed within four months of its receipt, but it could take more time if authorities find it necessary to request more information, the ministry said.

Euronext has so far declined to comment. Nasdaq will publish its offer document, setting out its plans for Oslo Bors, “on or around 4 February,” the exchange operator said.

“We’ve had contacts with the authorities on many levels,” Lauri Rosendahl, the president of Nasdaq Nordics, said during a press conference in Oslo on Wednesday. “I wouldn’t start speculating about what view the authorities have. We’ve been presenting our approach, our value proposition and they’ve been listening.”

The situation is far from clear, with Nasdaq announcing it already has “irrevocable” pre-acceptances from investors representing 35.1 percent of the shares in Oslo Bors, including DNB and KLP, the two largest shareholders. But Euronext said in December it had secured the backing of 50.6 percent of the firm’s shareholders.

Rosendahl said he’s “not going to start speculating on the game theory from here on. We will see how this plays out. We’ve made our value proposition and what we can offer. We have strong support from the management, the board and really important strategic owners.”

--With assistance from Christian Wienberg, Will Hadfield, Jonas Cho Walsgard and Ambereen Choudhury.

To contact the reporters on this story: Sveinung Sleire in Oslo at ssleire1@bloomberg.net;Mikael Holter in Oslo at mholter2@bloomberg.net

To contact the editors responsible for this story: Tasneem Hanfi Brögger at tbrogger@bloomberg.net;Christian Wienberg at cwienberg@bloomberg.net

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