NYSE Seatholder Polls Fellow Members Regarding Likely Archipelago Merger

Leslie Quick, a founding partner of investment adviser Massey, Quick & Company LLC, coordinated a survey asking New York Stock Exchange seat holders whether the Big Board should consider alternatives to its purchase of Archipelago Holdings.“I have sat and watched this whole deal unfold and was not really happy with the level of transparency from the stock exchange management,” Mr. Quick, 52, said in an interview from Morristown, New Jersey, yesterday. Certain members “just want to make sure we are doing the right thing and it’s not an attempt to block the deal.”Mr. Quick, who purchased an NYSE seat in 1982 and whose father was chairman and chief executive of Quick & Reilly Group, said he first sent a letter asking the Big Board for a list of members in order for proxy solicitation firm D.F. King & Company to conduct the survey.“Don’t these guys have the backbone to talk to us?” NYSE Chairman Marshall Carter said today at a conference at Pace University in New York. “My door is always open – they can walk right in. If you think you have a better deal or have an idea, walk into my office and let’s talk about it.”The Big Board’s proposed takeover of Archipelago has run into opposition from billionaire Kenneth Langone and former brokers, including William Higgins and William Caldwell, who claim members are being shortchanged.The transaction will transform the 213-year-old institution into a for-profit, public company. The deal will also cede 30% of the combined company to shareholders of Archipelago, a nine-year-old Chicago-based electronic exchange. The exchange’s 1,366 members may vote for the purchase as soon as next month.Mr. Quick declined to say if he’s working with Mr. Langone or identify others funding the D.F. King survey. The Wall Street Journal reported yesterday that Mr. Langone commissioned the survey.Jim McCarthy, a spokesman for Langone, declined to comment.The survey states it was commissioned by a group of members that is not suing the exchange.Mr. Higgins, along with 10 other members, filed a lawsuit in May to force the NYSE to improve the terms of the transaction. Depositions of exchange executives and members of the board are scheduled through this month.The Higgins lawsuit claims the NYSE and its board breached their fiduciary duty to members by rejecting proposals from private equity firms three months ago. A group of private equity firms would be willing to purchase a 30% stake for $4.1 billion in cash, according to presentation materials dated July 21 prepared by investment bankers at HSBC Holdings Plc.The lawsuit, along with potential interest from private equity firms, prompted Mr. Quick to organize the survey, he said. He said he hasn’t decided whether to vote against the deal.“I’ve watched and watched the obstructions they put on Bill Higgins and they are doing this with complete disregard to the 1,366 owners of the exchange,” Mr. Quick said. “This deal may very well go through, but what we’re trying to do is make sure that all the avenues have been explored.”The NYSE has received no formal offers and is barred from soliciting or discussing potential bids, Mr. Carter and Chief Executive John Thain wrote in a letter to members yesterday that was filed with the Securities and Ex change Commission.“We consider this survey to be an attempt to distract, confuse, and mislead our members as we move to close the Archipelago merger,” the filing states. “We have made clear that we do not seek capital or a minority investor and that we are not seeking to sell the NYSE.”Mr. Thain has said he expects members to approve the deal, in part because the price of membership has tripled this year to a record $3 million in August. A seat last sold for $2.8 million.The increase in seat prices has mitigated some of his objections to the deal, said Quick. His father’s brokerage firm was purchased by Fleet Financial Group in 1998.“From an economic point of view, any asset that goes from $1 million in December and nine months later is at about $2.8 million, is a good deal,” said Mr. Quick, a former chairman of Fleet Securities.Mr. Quick’s brother, Christopher, is chief executive of Banc of America Specialists, the third-largest market maker on the floor of the NYSE.

NYSE Seatholder Polls Fellow Members Regarding Likely Archipelago Merger

NYSE Seatholder Polls Fellow Members Regarding Likely Archipelago Merger

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