Winnipeg Free Press - PRINT EDITION

Maple confident takeover imminent

Waiting for approvals from B.C., Quebec

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THE consortium aiming to take over Canada's main stock exchange operator believes it can sort out qualms raised by the British Columbia Securities Commission in time for the deal to close by the end of this month.

"We remain optimistic that we can resolve all the outstanding issues before our deadline at the end of the month and that we'll succeed in getting the transaction closed," Maple Group Acquisition Corp. spokesman Peter Block said Thursday.

On Wednesday, the proposed acquisition, which values the TMX Group at $3.8 billion, got the nod from the Ontario Securities Commission and the Competition Bureau, which was thought to be the biggest hurdle.

With those two regulators onside, along with Quebec, Maple is still waiting on approvals from B.C. and Alberta.

The British Columbia Securities Commission posted a draft list of conditions on its website in May, inviting the public to comment.

Its concerns centre around the TSX Venture Exchange, which it and its Alberta counterpart co-regulate. The venture exchange lists scores of small companies, many of which are involved in the mining and energy sectors.

"The Canadian venture market is critically important to the economy of British Columbia," the document said, noting B.C. companies make up half of the listed issuers on the junior exchange and 44 per cent of its total market value.

B.C. wants at least one quarter of the exchange's board members to have Canadian venture market experience. It also wants to maintain TSX Venture's existing operations in Vancouver and "develop the TSX Venture Vancouver office as the centre of TSX Venture's efforts to maintain and grow a competitive Canadian public venture market that leads the world in venture financing."

Block said the Alberta regulator is waiting on what the final agreement with B.C. looks like before it gives the deal its blessing.

"We were always confident we would get all the necessary regulatory approvals and I don't think, though, we thought B.C. would be the last one to come through," Block said.

Maple is not proposing any major changes to the way the venture exchange operates, so it's puzzled as to why B.C. is raising objections, said Block.

"Frankly, one of the reasons Maple feels so strongly about its ambitions on the TSX is because it sees and believes the venture exchange has been enormously successful, has actually been a role model globally in terms of how to run venture exchanges," he said.

"Our proposal, frankly, is to maintain that status quo as much as possible. Our belief is why change it? It's working exceptionally well."

The Maple consortium has already extended its deadline several times as it awaits full approval for the plan that would see it control as much as 90 per cent of trading activity in Canada.

Takeover talks have stretched on for more than a year, starting first in February 2011 when a merger was announced with the owner of the London Stock Exchange. When that transaction was defeated by shareholders, the TMX threw its support behind the Maple bid last October.

-- The Canadian Press

Republished from the Winnipeg Free Press print edition July 6, 2012 B5

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