The board of directors of OMX AB have unanimously recommended the public offer from Borse Dubai Limited, taking and a subsequent planned acquisition by The NASDAQ Stock Market, Inc, the operator of the electronic exchange, NASDAQ.

Borse Dubai has made an all-cash offer of $49.95 (265 kronor) per share offer for the Stockholm-based OMX.

The company's shareholders, will begin voting on the deal next Monday, and have a month to finalise the deal.

The US authorities have already cleared Borse Dubai's investment in Nasdaq, paving the way for the US stock market operator to combine with OMX.

"The combination of OMX and NASDAQ will create a new leader in the exchange industry, establish a strong platform for future growth and reinforce the Nordic and Baltic region as a financial centre," said Urban Backstrom, chairman of OMX.

Backstrom  said, "Linking trading centres in the US, Europe and the Middle East will provide members, issuers and all other market participants with considerable opportunity in the changing global capital markets. The Borse Dubai offer and the agreed, subsequent acquisition of OMX shares by NASDAQ, is also attractive to our shareholders."

On 25 May 2007, NASDAQ and OMX jointly announced having entered into an agreement to merge the two companies to form a new group, The NASDAQ OMX Group, Inc. The combination was to be effected through a cash and stock tender offer by NASDAQ for all outstanding shares in OMX.

The announced previously by the two exchanges, the board of directors of OMX unanimously recommended to the OMX shareholders to accept the offer from NASDAQ.

On 9 August 2007, Borse Dubai announced  that it had purchased OMX shares representing 4.9 per cent of the share capital in OMX at a price of SEK 230 and entered into option agreements to purchase another 22.5 per cent of OMX shares at an exercise price of SEK 230. (See: Nasdaq's bid for Sweden's OMX faces Dubai challenge)

On 17 August 2007, Borse Dubai announced an all-cash offer for all outstanding shares in OMX at SEK 230 per OMX share.(See: Borse Dubai outbids Nasdaq for Nordic exchange OMX at $3.98 billion)

On 20 September 2007, NASDAQ and Borse Dubai announced that they had entered into agreements pursuant to which Borse Dubai's Offer of SEK 230 in cash per OMX share was to continue, but that a series of transactions was to subsequently take place that would involve, amongst other things, NASDAQ purchasing all of Borse Dubai's shares in OMX for a combination of cash and new NASDAQ shares. (See: Nasdaq in deal with Dubai Bourse to buy OMX stake)

According to the deal between the two rival bidders for OMX, once Borse Dubai owned at least 67 per cent of the shares of OMX, it would transfer all the stock it owned to Nasdaq, taking a minority stake in the US electronic exchange, which in turn would take a minority holding in Dubai International Financial Exchange, of which Borse Dubai is the holding company.

As a result of these transactions, Borse Dubai would retain NASDAQ OMX shares representing approximately 19.99 per cent of the combined NASDAQ OMX share capital (restricted to 5.0 per cent of voting rights), with its remaining NASDAQ OMX shares (representing approximately 8.4 per cent of the combined NASDAQ OMX share capital) being held in trust with an affiliate of Borse Dubai as beneficiary and managed by an independent trustee.

Later on 20 September, Qatar Investment Authority announced having purchased OMX shares representing 9.98 per cent of the share capital in OMX. On 26 September 2007, NASDAQ and Borse Dubai further announced that Borse Dubai had raised its offer price to SEK 265 in cash per each OMX share.

Consequently, NASDAQ withdrew its offer for OMX, and Borse Dubai is expected to open its offer for acceptances on 7 January 2008.

The acquisition by NASDAQ of Borse Dubai's shares in OMX is subject to conditions that require Borse Dubai to hold more than 67 per cent of the shares in OMX following completion of the offer, failing which the subsequent acquisition by NASDAQ of OMX shares from Borse Dubai would be stalled.

The offer values OMX at SEK 265 per share, equivalent to SEK 32.0 billion, and represents a premium of 52-per cent to the closing price of SEK 174.5 per OMX share on 23 May 2007, the last full trading day prior to the announcement of the OMX and Nasdaq combination on 25 May 2007 and a premium of 59 per cent to the volume weighted average price of SEK166.3 per OMX share over the 20 trading days up to and including 23 May, 2007.