UPDATE 1-Nasdaq, ICE not walking away from NYSE bid-sources

* NYSE board rejected bid, backed D.Boerse offer

* Nasdaq, ICE talking to NYSE shareholders

* Targeting April 28 NYSE shareholder vote on board-source
(Adds background on work behind the scenes, byline)

By Paritosh Bansal

NEW YORK, April 11 (Reuters) – Nasdaq OMX Group (NDAQ.O: Quote, Profile, Research)
and IntercontinentalExchange Inc (ICE.N: Quote, Profile, Research) are not going to walk
away from their bid for NYSE Euronext (NYX.N: Quote, Profile, Research), despite the NYSE
board’s rejection of the unsolicited offer, according to people
familiar with the matter.

Nasdaq and ICE have been working behind the scenes to rally
support for their bid from NYSE shareholders, asking them to
press the NYSE board to talk to the two exchanges about the
offer, one of the sources said on Monday.

On Sunday, NYSE Euronext directors unanimously rejected the
joint bid by Nasdaq and ICE as “strategically unattractive,
with unacceptable execution risk,” and redoubled their backing
for a friendly — albeit lower — takeover offer by Deutsche
Boerse (DB1Gn.DE: Quote, Profile, Research). [ID:nN10204369]

Nasdaq and ICE responded late Sunday by reaffirming their
bid and chided NYSE for not discussing it further with them.

Some institutional NYSE shareholders have told Nasdaq and
ICE that their offer has a lot of merit, and that they would
like to see NYSE Euronext engage in more conversation, said one
of the sources, who requested anonymity because they were not
authorized to speak to the press.

In particular, Nasdaq and ICE are trying to influence an
annual meeting on April 28 in which NYSE shareholders are set
to vote on their directors, the source said.

NYSE Euronext Chief Executive Duncan Niederauer said in an
interview Sunday that he had not talked to his counterparts at
Nasdaq and ICE since they first informed him of their offer on
April 1. He called the bid hollow and undefined.
(Reporting by Paritosh Bansal, additional reporting by
Jonathan Spicer, editing by Gerald E. McCormick and John

UPDATE 1-Nasdaq, ICE not walking away from NYSE bid-sources