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UNITED STATES OF AMERICA 

Before the 

COMMODITY FUTURES TRADING COMMISSION 

 

In the Matter of the Request for Transfer of 

Minneapolis Grain Exchange, Inc.’s Contract 

Market Designation, Listed Contracts, and 

Positions Comprising the Open Interest in 

Those Contracts to Minneapolis Grain Exchange, LLC 

 

ORDER OF TRANSFER OF DESIGNATION 

By submissions dated October 1, 2020 through November 5, 2020, Minneapolis Grain 

Exchange, Inc. (“MGEX”) has requested, pursuant to Commission Regulation 38.3(d), an order 

approving the transfer of MGEX’s contract market designation, listed contracts, and the positions 

comprising the open interest in such contracts to Minneapolis Grain Exchange, LLC (“MGEX 

LLC”), a Delaware limited liability company that will be formed through the conversion of 

MGEX to a limited liability company in connection with the acquisition of MGEX by Miami 

International Holdings, Inc. (“MIH”). 

WHEREAS, MGEX and MIH entered into a merger agreement pursuant to which MIH 

will acquire MGEX, including its designation as a contract market, listed contracts and all open 

interest in such contracts; 
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WHEREAS, under the terms of the merger agreement, and in order to facilitate the 

acquisition, MGEX will execute a demutualization transaction at the time of the closing of the 

acquisition of MGEX that will result in the conversion of MGEX to a Delaware limited liability 

company, MGEX LLC; 

WHEREAS, the acquisition, including the demutualization of MGEX, is conditioned on 

any required regulatory approval, including the Commission’s approval of the transfer of 

MGEX’s designation; 

WHEREAS, MGEX LLC will not exist until after the conversion of MGEX to MGEX 

LLC and, therefore, is unable to make the representations required of a designation transferee 

under Commission Regulation 38.3(d)(3)(vii) through (ix) until after the closing of the 

acquisition; 

WHEREAS, MIH, the ultimate parent company of MGEX LLC following the 

acquisition, has made the representations required under Commission Regulation 38.3(d)(3)(vii) 

through (ix) regarding MGEX LLC, and has further represented that MGEX LLC will submit to 

the Commission said representations on its own behalf as soon as practicable after the closing of 

the acquisition; 

WHEREAS, in accordance with Commission Regulation 38.3(d)(3), MGEX provided a 

narrative description of the corporate change and the governing documents of the transferee, and 

represented that the corporate change would have no impact on the functional operations of the 

designated contract market or on the rights and obligations of market participants holding open 

interest positions; 
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WHEREAS, MGEX and MIH have demonstrated that MGEX LLC, upon the acquisition 

of MGEX by MIH, will be able to comply with the Act, including the core principles applicable 

to designated contract markets, and the Commission’s regulations thereunder; and 

Having reviewed the complete factual record in this matter, including MGEX’s request 

for transfer of its designation, the accompanying representations of MGEX and MIH, and related 

documents, the Commission FINDS that, subject to the conditions set forth below, MGEX and 

MIH have demonstrated the ability of MGEX LLC to continue to operate the designated contract 

market in compliance with the Commodity Exchange Act (“Act”), including the core principles 

and the Commission’s regulations thereunder applicable to designated contract markets. 

Therefore, IT IS HEREBY ORDERED, that the request of MGEX to transfer its contract 

market designation, listed contracts, and positions comprising all associated open interest to 

MGEX LLC has been granted, subject to the following condition: 

As soon as practicable following the closing of the acquisition of MGEX by MIH, 

MGEX LLC shall make and submit to the Commission the representations required of a 

designation transferee under Commission Regulation 38.3(d)(3)(vii) through (ix). 

IT IS FURTHER ORDERED that this approval shall be subject to MGEX LLC’s 

compliance with: 

1) All sections of the Act, including the core principles applicable to designated contract 

markets under Section 5 of the Act, and regulations thereunder applicable to MGEX 

LLC as a designated contract market; 

2) All representations and submissions made by MGEX and MIH in connection with the 

request for transfer, as shown in the complete factual record of this matter; and