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Content-Type: text/plain; charset=ANSI_X3.4-1968 Content-Transfer-Encoding: quoted-printable X-From: exchangeinfo@nymex.com X-To: tana.jones@enron.com X-cc: X-bcc: X-Folder: \Tanya_Jones_Dec2000\Notes Folders\All documents X-Origin: JONES-T X-FileName: tjones.nsf Notice No. 00-363 October 24, 2000 TO: All NYMEX Division Members All NYMEX Division Member Firms All NYMEX Division Clearing Firms FROM: Neal Wolkoff, Executive Vice President RE: IRS Gives Exchange Favorable Private Letter Ruling on Demutualization= =20 Transaction The Internal Revenue Service yesterday gave the Exchange a favorable privat= e=20 letter ruling notifying the Exchange that there would be no tax consequence= s=20 to it or any of its members as a result of its demutualization. This ruling was the final approval required for the demutualization of the= =20 Exchange to take effect. The plan was previously approved by the Securitie= s=20 and Exchange Commission, the Commodity Futures Trading Commission, and a=20 97.5% majority of the Exchange members. The demutualization plan, which calls for the equity in the Exchange to=20 remain with the seat-owners of its NYMEX Division, will make the Exchange t= he=20 first in New York to convert from a not-for-profit membership structure to = a=20 for-profit organization. Yesterday=01,s approval is the final step in repositioning the Exchange as = a=20 21st century business enterprise that will create and pursue profitable new= =20 opportunities, react rapidly and decisively in an increasingly competitive= =20 marketplace, and explore interest by outside investors. The Exchange expect= s=20 to announce an effective date for the transaction shortly. Once the demutualization is effective, the Exchange, a not-for-profit=20 membership corporation under New York law, will be reorganized as a=20 for-profit membership corporation under Delaware law and will be renamed Ne= w=20 York Mercantile Exchange, Inc. A new stock-holding company named NYMEX=20 Holdings, Inc., will be formed to own all of the economic interests and mos= t=20 of the voting control in the for-profit membership corporation. Each=20 existing NYMEX Division membership will be converted into one share of comm= on=20 stock in NYMEX Holdings, representing equity in the overall organization, a= nd=20 one membership in the Exchange representing trading privileges. The common stock and trading privileges will not be separable until a=20 majority of stockholders vote to permit separate trading of the common stoc= k=20 and trading rights. __________________________________________________ Please click on the link below to indicate you have received this email. "http://208.206.41.61/email/email_log.cfm?useremail=3Dtana.jones@enron.com&= refdo c=3D(00-363)" Note: If you click on the above line and nothing happens, please copy the text between the quotes, open your internet browser, paste it into the web site address and press Return.
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