Thomson Reuters and FXall announced that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (“HSR Act”), has expired in connection with the previously announced cash tender offer made by CB Transaction Corp., a wholly owned indirect subsidiary of Thomson Reuters, to purchase all of the outstanding shares of common stock of FXall. Expiration of the waiting period under the HSR Act satisfies one of the conditions necessary for the consummation of the tender offer.
The tender offer is scheduled to expire at midnight (Eastern Daylight Time) at the end of Tuesday, August 14, 2012, unless extended in accordance with the merger agreement and the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). The closing of the tender offer remains subject to other customary terms and conditions described in the tender offer statement on Schedule TO filed with the SEC on July 18, 2012 (as amended), including the tender of at least a majority of the outstanding shares of FXall common stock on a fully diluted basis and receipt of regulatory approval from the Financial Services Authority in the United Kingdom. Following the purchase of the shares in the tender offer, FXall will become a subsidiary of Thomson Reuters.