DGAP-Adhoc

Deutsche Börse AG: Recommended merger of Deutsche Börse AG and London Stock Exchange Group plc - Decision to not submit a divestment of MTS S.p.A. as improved remedy to the European Commission

DGAP-Ad-hoc: Deutsche Börse AG / Key word(s): Mergers & Acquisitions Deutsche Börse AG: Recommended merger of Deutsche Börse AG and London Stock Exchange Group plc - Decision to not submit a divestment of MTS S.p.A. as improved remedy to the European Commission 26-Feb-2017 / 23:46 CET/CEST Disclosure of an inside information acc. to Article 17 MAR, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

Deutsche Börse AG: Recommended merger of Deutsche Börse AG and London Stock
Exchange Group plc - Decision to not submit a divestment of MTS S.p.A. as
improved remedy to the European Commission

Following the market test in relation to the remedy proposal of 6 February
2017, the European Commission has raised new concerns regarding the
viability of LCH SA as a divestment business in relation to access to bond
and repo trading feeds currently provided for by MTS S.p.A., an Italian
regulated electronic trading platform. The European Commission has
therefore required that Deutsche Börse AG ("DBAG") and London Stock
Exchange Group plc ("LSEG") commit to the divestment of LSEG's majority
stake in MTS S.p.A. to secure merger clearance.

LSEG has resolved tonight to not commit to the required divestment of
LSEG's majority stake in MTS S.p.A.

The parties will await the further assessment by the European Commission
and currently expect a decision by the European Commission on the merger of
DBAG and LSEG by the end of March 2017.

DISCLAIMER

This announcement is neither an offer to purchase, exchange or sell nor a
solicitation of an offer to purchase, exchange or sell shares. The terms
and further provisions regarding the exchange offer by HLDCO123 PLC to the
shareholders of DBAG were - to the extent not amended - set forth in the