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Transactions

September 2009
has sold
Oslo, Norway
to
New York, New York


Background

In 2005 and 2006 Euronext N.V., the pan-European exchange, acquired the three leading European based providers of services for the European Investor Relations (IR) community: Hugin AS, the Norwegian provider of web-based news distribution services, which Euronext acquired in late 2006; CompanyNews, the French news distributor acquired in early 2006; and Directnews, the German distribution company acquired by Hugin AS in 2005. The three firms were merged and took the name “Hugin Group,” with headquarters in Oslo, Norway and Paris, France. Hugin became Europe’s leading distributor of financial, regulatory, and other business news. Competing with distributors like PR Newswire and Business Wire, the Company offered European IR and PR professionals a secure, web-based Software-as-a-Service (“SaaS”) system that allows these professionals to connect directly (as well as via news wires and news media) to thousands of journalists, analysts, institutional investors, and other stakeholders. By 2009, Hugin Group was serving about 1,700 clients across 26 countries.



Overview

In early 2007, shortly after the Hugin transaction was complete Euronext merged with the New York Stock Exchange (“NYSE”) to form NYSE Euronext. In 2008, after conducting an internal review, NYSE Euronext leadership concluded that the strategic fit originally envisioned was not as strong as was initially posited. They turned to Marlin & Associates (M&A) and asked for help a wide range of strategic options for Hugin.

After M& A conducted a detailed review of Hugin’s strengths and weaknesses; commercial and financial results; strategic plans; and viable options; NYSE Euronext concluded the appropriate option was to divest the Group. At their request, M&A conducted a disciplined process that led to a serious of discussions with six parties in the United States, Europe, and Australia. Nine months after engaging M&A, NYSE Euronext signed an agreement to sell Hugin Group to Thomson Reuters (NYSE: TRI), the global information company. The transaction closed one month later.

In Europe, the acquisition of Hugin Group gave Thomson Reuters an additional tool set to bring to their already large client base and an expanded European client set to whom they could offer other Thomson Reuters IR and PR-related services. In the US, the purchase of Hugin gave Thomson Reuters a unique IR and PR-publishing technology that Hugin had developed over several years which can be integrated with other Thomson Reuters IR and PR service offerings. As part of the agreement, Thomson Reuters and NYSE Euronext expanded their strategic partnership offering value-add information services and desktop tools to the issuer community.

M&A Role

Marlin & Associates initiated the transaction, managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to NYSE Euronext (NYSE:NYX).

Press

NYSE Euronext Agrees to Sell Hugin Group to Thomson Reuters

September 22, 2009

NEW YORK, NY and OSLO, NORWAY--(September 22, 2009) - Marlin & Associates New York LLC ("M&A"), the boutique investment banking firm specializing in acquisitions and divestitures of U.S. and international middle-market technology, information and business services firms, today announced that M&A client NYSE Euronext has signed an agreement to sell Hugin Group to Thomson Reuters. As part of the agreement, Thomson Reuters and NYSE Euronext will expand their strategic partnership toward offering value-added services to the issuer community.

Based in Oslo, Norway, with offices in Paris, France, and Leipzig, Germany, Hugin has built its position as the leading pan-European provider of investor relations and press distribution services. Currently, Hugin helps over 1,700 companies in Europe to meet their communications and disclosure obligations. In recent years, Hugin has introduced solutions for the newly implemented EU regulatory framework and continues to develop innovative technology and workflow solutions for IR and PR professionals for the global market.

Marlin & Associates initiated the transaction, managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to NYSE Euronext. The transaction is expected to be completed in the fourth quarter of 2009, subject to customary regulatory approvals.

"Hugin is an attractive company with well-respected products, broad customer penetration and strong leadership," said Ken Marlin, M&A's Founder and Managing Partner. "Several years ago, we advised the previous owners of Hugin on their strategic options and on their ultimate sale to Euronext. And, it was a particular honor to have NYSE Euronext select us to advise them on this process. We're pleased with the results. Hugin should be a great fit with Thomson Reuters."

About Hugin Group

Hugin Group is the leading pan-European provider of innovative services and professional support for connecting communication professionals with their target audiences. At the same time, Hugin ensures compliance with market authorities' regulations. From its start in 1995, Hugin has pioneered the regulatory and news distribution service industry, developing methods driving best practice. Hugin helps companies with their complete distribution and compliance needs. Hugin's distribution channels connect companies directly to hundreds of thousands of journalists, analysts, institutional investors and their specific stakeholders. Hugin Group is the favored partner of Investor Relations and Public Relations Officers, offering a full range of services including: financial, regulatory and media news distribution, online services, broadcast services and client services. Hugin Group today forms an international group present in 11 countries through 12 offices in Belgium, France, Denmark, Finland, Germany, Norway, Poland, Portugal, Sweden, Switzerland, The Netherlands and The United Kingdom. Hugin solution is technically integrated to 27 stock exchanges in 15 markets. Hugin has more than 1700 clients in 26 countries. For more information, go to www.hugingroup.com.

About Thomson Reuters

Thomson Reuters is the world's leading source of intelligent information for businesses and professionals. It combines industry expertise with innovative technology to deliver critical information to leading decision makers in the financial, legal, tax and accounting, healthcare and science and media markets, powered by the world's most trusted news organization. With headquarters in New York and major operations in London and Eagan, Minnesota, Thomson Reuters employs more than 50,000 people and operates in over 100 countries. Thomson Reuters shares are listed on the Toronto Stock Exchange and New York Stock Exchange. For more information, go to www.thomsonreuters.com.

The Corporate Services business of Thomson Reuters provides more than 6,000 corporations worldwide with solutions across the Investor Relations, Corporate Communications, Treasury and Business Intelligence functions. Leveraging more than two decades of experience, the solutions are designed to increase the efficiency and effectiveness of business decision-making.

About NYSE Euronext

NYSE Euronext (NYX) is a leading global operator of financial markets and provider of innovative trading technologies. The company's exchanges in Europe and the United States trade equities, futures, options, fixed-income and exchange-traded products. With more than 8,000 listed issues, NYSE Euronext's equities markets -- the New York Stock Exchange, Euronext, NYSE Arca and NYSE Amex -- represent nearly 40 percent of the world's equities trading, the most liquidity of any global exchange group. NYSE Euronext also operates NYSE Liffe, the leading European derivatives business and the world's second-largest derivatives business by value of trading. The company offers comprehensive commercial technology, connectivity and market data products and services through NYSE Technologies. NYSE Euronext is in the S&P 500 index, and is the only exchange operator in the S&P 100 index and Fortune 500. For more information, please visit: www.nyx.com.

About Marlin & Associates

Founded in 2002, Marlin & Associates New York LLC is a boutique investment banking and strategic consulting firm focused on providing highly strategic, transaction-related services to U.S. and international middle-market firms engaged in technology, information, online media and business services. The firm is based in New York City, with offices in Washington, DC and Toronto, Canada. The firm has been the recipient of numerous awards, including "Middle Market Investment Banking Firm of the Year," "Middle Market Financing Agent of the Year - Equity" and numerous "Deal of the Year" awards. M&A's professionals have advised on over 200 successfully completed transactions in the technology and information services sector, recently including:

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