Euronext - 2020 Universal Registration Document

Operating and Financial Review

Overview

n Acquisition of additional interest by exercise of put option for remaining shares in Company Webcast B.V. On 25 March 2020, the minority shareholders exercised their put option for selling the remaining 49%of the shares in CompanyWebcast B.V., increasing the Group’s ownership to 100%. Cash consideration of €22.3 million was paid to the non-controlling shareholders. n Acquisition of additional interest by exercise of call option for remaining shares in InsiderLog AB On 11 February 2020, the Group exercised its call option for the remaining 20% of the shares in InsiderLog AB, increasing the Group’s ownership to 100%. Cash consideration of €5.7 million was paid to the non-controlling shareholders. n Acquisition of additional interest by exercise of call option for remaining shares in Euronext FX On 22 December 2020, the Group exercised its call option for the remaining 2.7% of the shares in Euronext FX, increasing the Group’s ownership to 100%. Cash consideration of €4.3 million was paid to the non-controlling shareholders. The following acquisitions of subsidiaries were made in 2019: n Acquisition of Oslo Børs VPS Holding ASA On 14 June 2019, the Group acquired a majority stake in Oslo Børs VPS, the Norwegian Stock Exchange and national CSD operator, increasing its ownership to 97.8% as per that date. The total purchase consideration of the transaction amounted to €693.4 million. Subsequent to the transaction, the Group acquired the remaining 2.2%minority stake, making the Group the beneficial owner of 100% of the Oslo Børs VPS shares as per 4 July 2019. n Acquisition of Finance Web Working SAS (Euronext Funds360 ) On 9 July 2019, the Group acquired 60%of FinanceWebWorking SAS, a leading fund data provider in France, operating under the business name Euronext Funds360 (formerly OPCVM360), with an option to acquire the remaining capital in 2023. The total purchase consideration of the transaction amounted to €3.2 million. The following acquisitions of subsidiaries were made in 2018: n Acquisition of The Irish Stock Exchange Plc. On 27 March 2018, the Group announced the completion of the acquisition of 100% of the shares and voting rights of the Irish Stock Exchange Plc., Ireland’s incumbent stock exchange operator and a leading global debt and fund listing venue. The total purchase consideration of the transaction amounted to €174.5 million. The Irish Stock Exchange Plc. will operate under the business name Euronext Dublin. n Acquisition of InsiderLog AB On 17 January 2018, the Group acquired 80% of the capital of InsiderLog AB, a Stockholm-based leading player in the field of insider list management, for a cash consideration of €5.8 million, plus a contingent earn-out payment depending on future financial performance. n Acquisition of Commcise Ltd On 20 December 2018, the Group acquired 78% of the shares and voting rights of Commcise Ltd., a Software as a Service (“SaaS”) provider of research evaluation and commission management

solutions for financial services firms, from its founders for an initial cash consideration of £27 million. n Acquisition of additional interest in FastMatch Inc. On 1 February 2019, a settlement was reached between FastMatch Inc, Euronext US Inc and the former CEO of FastMatch Inc. Between the parties it was agreed that $0.8 million would be paid to the former CEO in settlement of claims of alleged breach by FastMatch of his employment agreement, and an amount of $8.1 million as additional consideration for the 1,437,575 shares of common stock of FastMatch Inc. (representing 7.52% of interest) that were transferred by the former CEO to Euronext US Inc. for $.001 per share on 10 August 2018. On 22 July 2016, Euronext acquired a 34.04%stake in Tredzone S.A.S., a highly specialised low latency software developer, as part of its innovation strategy. Euronext has assessed the high level of performance of the Tredzone technology by using it to develop the next generation trading platform “Optiq®”. This agreement will enable Tredzone to strengthen its leading edge technology and will allow Euronext to benefit from future developments made by Tredzone. Software development tools from Tredzone allow Euronext to fully leveragemulti-core processing, hence enabling substantial savings in use of hardware, simplifying and securing IT infrastructure. Designed by a team of experts from financial markets software design, these tools are specifically adapted to handle large amounts of data in real time within a complex environment. The €1.4 million investment was recognised as an investment in associate as at 31 December 2016. As per 31 December 2017 the investment amounted to €1.1 million. As per 31 December 2018, following a review for impairment of its associates and joint ventures, the Group recognised an impairment of its interest in Tredzone S.A.S., bringing its value down to zero. There were no changes to this value as per 31 December 2019. In 2020, Tredzone S.A.S. was dissolved and subsequently the investment was derecognised. n European Central Counterparty N.V. (“EuroCCP”) In August 2016, Euronext announced it had signed a definitive agreement to acquire a 20% stake in European Central Counterparty N.V. (“EuroCCP”), the leading CCP for pan-European equity markets, providing clearing and settlement services. Following regulatory approvals, the completion of the transaction was finalised on 15 December 2016 for an amount of €13.4 million. The investment in EuroCCP has been recognised as an investment in associate as at 31 December 2016. As per 31 December 2017 the investment amounted to €14.1million. As per 31 December 2018 the investment amounted to €14.4 million. On 10 December 2019, Euronext announced that it entered into a binding agreement to sell its 20%minority stake in EuroCCP to CBOE Global Markets, alongside the other current EuroCCP shareholders. The transaction is expected to close in the first half of 2020, subject to receipt of required regulatory clearances and the arrangement of a supporting liquidity facility at the EuroCCP clearing entity level. The Group expects to receive net proceeds of approximately €8.8 million from the sale of its minority stake. As a result of this agreement, Investments in Associates and Joint Ventures n Tredzone

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2020 UNIVERSAL REGISTRATION DOCUMENT