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The purchase price will be paid in a combination of cash and shares of StoneX common stock. StoneX will also assume up to $143 million of RJO debt. The acquisition significantly strengthens StoneX's position as a leading FCM and enhances its role as an essential part of the global financial market structure, offering institutional grade execution, clearing, custody, and prime brokerage across all asset classes.

With over 110 years of futures and clearing expertise, RJO, through its FCM and global affiliates, supports over 75,000 client accounts and serves the industry's largest global network of introducing brokers ("IBs"), as well as commercial and institutional clients, and individual investors.

As a result of the acquisition, RJO's clients will benefit from StoneX's extensive range of markets, products, and services, including an expansive over-the-counter ("OTC") hedging platform, physical commodities hedging, financing, and logistic services, as well as access to deep liquidity across fixed income products.

The acquisition expands StoneX's client float by nearly $6 billion, adds nearly 300 IBs to its network, and is projected to increase cleared listed derivatives volume by ~190 million contracts annually.

RJO brings an attractive financial profile to StoneX, having generated $766 million in revenue and approximately $170 million in EBITDA during calendar 2024.

Sean O'Connor, Executive Vice-Chairman of StoneX, commented on the transaction: "This is a transformational transaction for StoneX, establishing us as a leading global derivatives clearing firm and reinforcing our position as an integral part of the global market structure across asset classes. Combining R.J. O'Brien's extensive client network and proven clearing capabilities with StoneX's deep liquidity, innovative OTC hedging solutions, and leading risk management infrastructure, we are well-positioned to continue to deliver exceptional services, broader market access, and industry-leading trading solutions to our combined client base. We are very pleased that Gerry Corcoran, who has been the CEO and driving force behind RJO, will continue on with StoneX in a senior leadership role."

Gerry Corcoran, Chairman and CEO of RJO, spoke to the significance of the deal: "We're extraordinarily excited about this partnership between two great companies that each bring over a century of history in the futures industry and complementary capabilities, products, services, and cultures. We both prioritize a profound commitment to our clients and a focus on prudent risk management. In addition to all the products we offer today, our clients and brokers will have a plethora of new products and services across asset classes available at their fingertips, bringing meaningful new trading and hedging opportunities. At the same time, our organization will benefit from new efficiencies, premier technologies, and greater growth potential."

StoneX is acquiring RJO for approximately $900 million in equity value, comprised of $625 million in cash and approximately 3.5 million shares of StoneX common stock, each subject to customary purchase price adjustments. StoneX has obtained fully committed bridge financing for the cash portion of the consideration and plans to issue approximately $625 million of long-term debt prior to the closing date.

The transaction is expected to close in the second half of 2025, subject to regulatory approvals and customary closing conditions.

Bank of America is acting as exclusive financial advisor to StoneX and is providing committed debt financing for the acquisition. Davis Polk & Wardwell LLP is serving as StoneX's legal counsel. Broadhaven Capital Partners is acting as exclusive financial advisor to RJO, and Mayer Brown LLP is serving as its legal advisor.