EURONEXT_Registration_Document_2017

OPERATING AND FINANCIAL REVIEW

Overview

5.1.7 FINANCIAL AND TRADING POSITION Other than as described below, there has been no significant change in Euronext’s financial or trading position since 1 January 2018, Acquisition of the Irish Stock Exchange plc. On 29 November 2017, the Group announced the acquisition of 100% of the shares and voting rights of the Irish Stock Exchange plc (“ISE”), Ireland’s incumbent stock exchange operator and a leading global debt and fund listing venue. The Group is to pay for 100% of ISE’s shares €137 million of enterprise value on a debt free, cash free basis, and excluding existing regulatory capital requirements (estimated at €21.8 million). The transaction will be fully funded by debt. On 27 March 2018, Euronext announced the completion of the acquisition of 100% of the shares and voting rights of The Irish Stock Exchange plc (1) , after receiving regulatory approvals.  Major milestone achieved in the expansion of Euronext’s federal model, in line with its mission to power pan-European capital markets to finance the real economy and its long term strategy, demonstrating its ability to welcome independent European exchanges:  the Irish Stock Exchange plc today joins Euronext’s federal model and will operate under the business name Euronext Dublin (2) , with Ireland becoming one of the six core countries of Euronext;  Deirdre Somers is appointed Chief Executive Officer of Euronext Dublin and is to join the Managing Board of Euronext N.V. (3) with Group level responsibilities to develop the Irish equity market and the centre of excellence in Listings of Debt & Funds and ETFs.  Leading position of the combined Group as the largest centre for debt and funds listings in the world, with more than 37,000 listed bonds and 5,600 funds, and as a major player in ETFs with 1,050 listings, paving the way for future value creation for its shareholders and stakeholders.  High prospects of value creation from this transaction confirmed:  Significant growth opportunities arising for the combined Group, through diversification of its top line: — becoming the European ETF listing venue of choice for investors globally, providing an easy single entry point to Europe and a pan-European trading platform through its new MTF for ETFs to be launched in H2 2018; — strengthening the Group’s leading position in debt listings with the launch of a new platform to improve corporate bonds liquidity, Euronext Synapse; — increasing market choice to existing and future Irish listed companies and the Irish capital markets’ ecosystem, with a single pool of liquidity, and leveraging of Euronext corporate services for SME and technology companies to support scaling companies in Ireland.

LCH Group Investment As per 31 December 2016, the Group held an 2.31% ownership in LCH Group Limited (“LCH group”) (2015: 2.31%). LCH Group is a multi-asset international clearing house managing and mitigating counterparty risks in market transactions. Management determined fair value for its stockholding in LCH group based on updated information available as of 31 December 2016. The updated information provided Management with sufficient input to record a change in fair value for its investment in LCH group of €1.7 million in 2016 (2015: €0.0 million) to €19.2 million as per 31 December 2016 (31 December 2015: €17.5 million). In 2017, the Group entered into a share swap transaction of its 2.31% interest in LCH Group for an 11.1% interest in LCH S.A., which was finalised on 29 December 2017. The 2.31% interest in LCH Group, representing a fair value of €19.2 million, was fully disposed at transaction date, leaving no value for this investment as per 31 December 2017. Share Swap of 2.31% stake in LCH Group for a 11.1% Stake in LCH S.A. In the second half of 2017, the Group announced its intentions to swap its current 2.31% stake in LCH group for a 11.1% stake in LCH S.A., subject to regulatory approvals and other customary conditions. The transaction was finalised on 29 December 2017 and will strengthen the long-standing relationship between Euronext and LCH S.A. Euronext will remain on the board of LCH S.A. following completion of the share swap. Euronext will also nominate one representative to LCH S.A. Audit Committee and will continue to be represented at LCH S.A. Risk Committee. A new Consultative Committee dedicated to Euronext derivatives business will be created. The parties have agreed that Euronext will have certain minority protection rights connected with its new shareholding in LCH S.A.. The share swap transaction led to a change in fair value of €38.4 million and subsequent de-recognition in available-for-sale financial assets with carrying value of €57.6 million, in relation to the 2.31% stake in LCH group Ltd.. The 11.1% stake in LCH S.A. has been recognised in investments in associates and joint ventures. The share swap transaction resulted in a capital gain recognised in results from equity investments of €40.6 million, from the recycling to profit or loss of cumulative historical revaluations that were recognised in Other Comprehensive Income. GOODWILL Goodwill recorded includes the entire goodwill that arose from the acquisition of the Amsterdam and Brussels stock exchanges in 2000 and the Lisbon stock exchange in 2002. It also includes an allocation of the goodwill that arose from the acquisition of Atos Euronext Market Solutions (“AEMS”), Euronext’s preferred IT service provider, in 2008. In 2017, additional goodwill was recorded in relation to the acquisitions of Company Webcast, iBabs and FastMatch. 5.1.6

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(1) The announcement of 29 November 2017 on the signing of the agreement with the shareholders of the ISE is available on www.euronext.com (2) From 27 March 2018, the Irish Stock Exchange plc will use the business name Euronext Dublin to carry out its commercial activities. Legal name change will take place in due course, pending regulatory approval. (3) Appointment subject to regulatory and shareholders’ approval

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2017 REGISTRATION DOCUMENT