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CNBC Exclusive: CNBC Transcript: NYSE Euronext CEO & Director Duncan Niederauer Speaks with CNBC's Scott Wapner on "Fast Money Halftime Report" Today

WHEN: Today, Tuesday, November 5th

WHERE: CNBC's "Fast Money Halftime Report"

Following is the unofficial transcript of a CNBC EXCLUSIVE interview with NYSE Euronext CEO and Director Duncan Niederauer. Following is a link to the interview on CNBC.com: http://video.cnbc.com/gallery/?video=3000214478.

All references must be sourced to CNBC.

SCOTT WAPNER: IN JUST A COUPLE OF DAYS, TWITTER OF COURSE WILL BE GOING PUBLIC. AND SCORING THE HIGH-PROFILE LISTING WAS A BIG WIN FOR THE NEW YORK STOCK EXCHANGE AND ITS CEO DUNCAN NIEDERAUER. DUNCAN'S LIVE WITH US RIGHT HERE AT POST 9 IN A CNBC EXCLUSIVE. THANKS FOR BEING HERE IT IS GOOD TO SEE YOU.

DUNCAN NIEDERAUER: NICE TO BE HERE, SCOTT.

WAPNER: LET'S ASSUME OF COURSE THAT THE NASDAQ MADE A BIG PITCH OF COURSE FOR THIS IPO, AS WELL. WHY DO YOU THINK YOU GUYS WON? WHAT MADE THE DIFFERENCE AT THE END OF THE DAY?

NIEDERAUER: I THINK IT WAS TWITTER'S DECISION, BUT I THINK WHAT WE'VE PROVEN THE LAST FEW YEARS IS THAT – I VIEW THIS AS JUST THE LATEST IN A SERIES OF WINS WE'VE HAD IN THE TECH SECTOR. WHETHER IT'S LINKEDIN, PANDORA, YELP, YOU GO BACK TO SALESFORCE, WORKDAY, NETSUITE. I THINK WE'VE PROVEN TO THE CLIENTS IN THAT INDUSTRY WE'RE A BETTER PARTNER, AND NOW IT'S UP TO US TO EXECUTE, BECAUSE THURSDAY IS ALL ABOUT TWITTER AND THE INVESTORS, IT IS NOT ABOUT US.

WAPNER: DO YOU HAVE TO GIVE MORE THESE DAYS WHEN YOU'RE TALKING ABOUT TRYING TO SCORE LISTINGS? IT'S NOT JUST ABOUT GIVING THE PLATFORM OF TWITTER TO THE NEW YORK STOCK EXCHANGE. WHAT ELSE DID YOU -- WHAT DID YOU HAVE TO GIVE -- WHAT WAS IN THE PACKAGE THAT YOU GAVE?

NIEDERAUER: THE GOOD NEWS FOR US IS, AS YOU GUYS KNOW FROM BROADCASTING HERE EVERY DAY, THIS IS A TECH PLATFORM. IT'S A CO-BRANDING PLATFORM, AND IT'S A MEDIA PLATFORM ALL BUILT IN, AND REALLY NOBODY ELSE HAS THAT. SO IF THAT'S A LOT OF WHAT WE GIVE, THE FACT IS IT'S ALL HERE ALREADY. I THINK WHAT WE TALK ABOUT A LOT WITH MY TEAM IS UNDERSTAND WHAT THE CUSTOMER'S TRYING TO ACCOMPLISH, UNDERSTAND HOW YOU CAN HELP THEM, AND FIND WAYS TO BE THEIR PARTNER. WE THINK WE SIT ON TOP OF THE BIGGEST B-TO-B NETWORK IN THE WORLD HERE, AND IT'S OUR JOB TO MOBILIZE THAT FOR COMPANIES LIKE TWITTER AND ANYBODY ELSE TO SEE IF WE CAN PUT IT TO WORK FOR THEM.

WAPNER: YOU STILL HAVE TO COMPETE WITH OTHERS, OBVIOUSLY.

NIEDERAUER: YES.

WAPNER: SO YOU HAVE TO GIVE A SWEET DEAL, SOMEHOW, DO YOU NOT?

NIEDERAUER: YEAH – I MEAN, BUT A LOT OF WHAT WE TALK ABOUT WITH THE DEAL IS THE ASSETS THAT WE CAN BRING TO BEAR HERE EVERY DAY THAT WE'VE ALREADY MADE THE INVESTMENT, AND IT'S ABOUT BRINGING THEM TO BEAR AND MOBILIZING THEM, AND DOES THAT TRANSLATES TO HELP WITH ADVERTISING SOMETIMES? SURE. MARKETING? SURE.

WAPNER: ARE YOU GOING TO HAVE A BIGGER PRESENCE ON TWITTER AS A RESULT OF THE IPO?

NIEDERAUER: YEAH, I WON'T --

WAPNER: BEYOND THE FIRST DAY?

NIEDERAUER: THE COMPANY ALREADY DOES. WE'RE QUITE ACTIVE. WE WILL BE KEEPING YOU AND YOUR VIEWERS UP TO DATE LIVE, PROBABLY WITH A NUMBER OF US TWEETING ON THURSDAY. BUT I THINK THE MAIN MESSAGE I WANT TO CONVEY TO ALL OF YOUR VIEWERS IS THAT THERE'S AN OPPORTUNITY THURSDAY IN MY MIND WITH THIS IPO TO WHAT I WOULD CALL RE-DEMOCRATICIZE THE EQUITY MARKET. WHAT WE WANT TO SHOW EVERYONE ON THURSDAY IS, YOU'LL BE RIGHT HERE. IT WILL BE COMING TO YOUR LIVING ROOM, RIGHT FROM THE CROWD HERE, FULLY TRANSPARENT, HIGH-TECH, HIGH TOUCH, EVERYONE WILL HAVE A FULL SET OF INFORMATION TO KNOW EXACTLY WHAT'S GOING ON AND WE'LL ALL BE RIGHT HERE.

WAPNER: YOU THINK THIS HAS A LEGITIMATE OPPORTUNITY TO REENGAGE THE RETAIL INVESTOR WITH THE STOCK MARKET?

NIEDERAUER: I'M HOPEFUL. MAYBE I'M TOO OPTIMISTIC ABOUT THAT. BUT I THINK WE'VE HAD OPPORTUNITIES TO DO THAT. I THINK THE EQUITY MARKET HAS DONE REALLY WELL THE LAST FEW YEARS, AND A LOT OF RETAIL INVESTORS, UNFORTUNATELY, HAVE MISSED IT, AND PART OF THAT'S THE INDUSTRY'S FAULT, BECAUSE WE HAVEN'T GIVEN THEM REASONS TO BE CONFIDENT. IT SEEMS VERY MYSTIFYING. I THINK THURSDAY'S A CHANCE TO SORT OF LET EVERYONE BEHIND THIS SUPPOSED CURTAIN, AND YOU'LL SEE PLENTY OF UPDATES THURSDAY, LOTS OF LIVE REPORTS, AND YOU GUYS WILL BE RIGHT THERE WITH US.

WAPNER: YOU THINK IT HAS A CHANCE TO REVERSE MAYBE SOME OF THE PAIN THAT WAS CAUSED AFTER FACEBOOK, THE LAST CERTAINLY IPO OF THIS HIGH PROFILE?

NIEDERAUER: I THINK THE PAIN THAT HAPPENED THERE WAS SIMPLY THAT WHEN THE TECHNOLOGY FAILED, THERE WAS A LACK OF INFORMATION AND TRANSPARENCY IN THE WAKE OF THAT. AND OUR MAIN MISSION ON THURSDAY IS FROM EARLY IN THE MORNING, EVERYONE'S GOING TO KNOW EXACTLY WHAT THE SITUATION IS, AND THEY'LL KNOW THROUGHOUT. SO I THINK THAT'S THE OPPORTUNITY. I DON'T LOOK BACKWARDS. I LOOK FORWARDS.

WAPNER: WHAT ARE YOU DOING TO MAKE SURE THIS THING GOES OFF WITHOUT A HITCH?

NIEDERAUER: WE'VE DONE A LOT. AS YOU KNOW, WE DID AN INDUSTRY TEST ALREADY. WE ENCOURAGED PEOPLE TO BLUDGEON US IN THAT TEST WITH MORE ORDERS THAN THEY THOUGHT THEY WERE EVER GOING TO HAVE. IT WILL BE ALL HANDS ON DECK HERE. IN FACT, WE HAVE AN ALL-HANDS MEETING THIS AFTERNOON TO TALK ABOUT EXACTLY WHO IS GOING TO BE DOING WHAT. AND A BIG PART OF THAT IS GOING TO BE CONVEYING TO YOUR AUDIENCE AND OTHERS THIS IS WHAT TO EXPECT. THIS IS WHEN TO EXPECT IT. THIS IS WHAT TO LOOK FOR. WE'VE TWEET -- WE'VE BUILT WHAT WE THINK IS A VERY HIGH-TOUCH, HIGH-TECH SYSTEM HERE. IT SCALES, THE PEOPLE ON THE FLOOR, I THINK, ARE GOING TO BE CRITICAL IN THIS PROCESS. WE'VE DONE EVERYTHING WE CAN DO TO MAKE IT GO FLAWLESSLY. THAT'S OUR JOB ON THURSDAY.

WAPNER: FROM A MANPOWER STANDPOINT, ARE YOU JUST GOING TO HAVE MORE PEOPLE AROUND ON THE FLOOR, MORE OBSERVERS, PEOPLE LOOKING FOR ISSUES?

NIEDERAUER: YEAH SO I'M DISCOURAGING TOO MANY OBSERVERS, BECAUSE THE FLOOR'S ALREADY GOING TO BE CROWDED ENOUGH. BUT EACH OF THE SENIOR LEADERSHIP TEAM HERE WILL BE ON SITE. WE WILL NOT BE OFF-SITE. WE'LL ALL HAVE SPECIFIC JOBS TO DO, SO WE WON'T BE TRIPPING OVER EACH OTHER. AND I THINK COLLECTIVELY, WE HAVE A GOOD PLAN THATG WE'VE CHOREOGRAPHED FOR THURSDAY.

WAPNER: THIS A SIGNIFICANT ACHIEVEMENT OBVIOUSLY FOR YOU, GIVEN WHERE THE BUSINESS ITSELF IS. THE DEAL WITH I.C.E. HASN'T CLOSED YET. WHEN WILL THAT HAPPEN?

NIEDERAUER: AS JEFF SAID ON THE CALL THIS MORNING, WE THINK IT'S IMMINENT. AND LITERALLY, THAT'S NOT JUST A TURN OF PHRASE. I MEAN, WE NEED TWO SIGNATURES. WE KNOW WHO WE NEED THEM FROM. THERE'S NOTHING CONTROVERSIAL. WE HOPED WE MIGHT HAVE THEM BY YESTERDAY, WE HOPE WE MIGHT HAVE THEM TODAY. I THINK IT'S ANY DAY NOW, TO USE THAT CLICHE.

WAPNER: WHAT IS THAT GOING TO MEAN FOR YOU? YOU'VE WALKED THIS FLOOR SINCE 2007.

NIEDERAUER: YEAH, I HAVE.

WAPNER: NOW, YOU'VE PLEDGED TO WHAT? STAY ON FOR A YEAR?

NIEDERAUER: YES. SO I HAVE COMMITTED TO THE I.C.E. BOARD AND TO MY BOARD TO STAY ON THROUGH THE END OF 2014, SO I'LL BE HERE AT LEAST UNTIL THEN. AND I'LL BE RESPONSIBLE IN 2014, REALLY JUST FOR THE NYSE PIECE OF THE NEW COMPANY, AND THEN JEFF WILL BE RESPONSIBLE FOR BEING -- HE'LL BE THE CEO OF THE PUBLIC COMPANY, AND OBVIOUSLY, LEANING A LITTLE MORE INTO DERIVATIVES, I'LL LEAN INTO THE NYSE SIDE OF THINGS.

WAPNER: BUT WHAT DO YOU WANT YOUR LEGACY TO BE? FROM WHAT YOU'VE DONE FROM '07 UNTIL WHAT YOU WILL DO TO '14, AT A TIME WHERE, YOU KNOW, WE ALWAYS TALK ABOUT THE DROP IN VOLUMES AND TRADING IS DOWN, THE ACTIVITY'S DOWN, ET CETERA. WHAT'S YOUR LEGACY GOING TO BE IN THIS PLACE?

NIEDERAUER: IT'S FUNNY, I NEVER THINK OF IT IN TERMS OF LEGACY. THE ONLY THING THAT YOUR PARENTS TEACH YOU IS LEAVE EVERY SITUATION YOU'RE IN BETTER THAN YOU FOUND IT, RIGHT? AND WHEN I THINK BACK TO DECEMBER OF '07, THE CRISIS IN '08, AND WHERE WE ARE TODAY ABOUT TO BECOME PART OF WHAT I THINK IS THE WINNER IN THE INDUSTRY, GLOBALLY, WITH A $20 TO $25 BILLION MARKET CAP, I THINK WE CAN SAFELY SAY WE DID THAT. AND ALONG THE WAY, YOU KNOW, YOU SPENT A LOT OF TIME HERE THE LAST FEW YEARS, TOO. THIS PLACE LOOKS NOTHING LIKE IT DID FIVE YEARS AGO. THE TECHNOLOGY HAS BEEN COMPLETELY OVERHAULED AND THAT'S STARTING TO PAY DIVIDENDS FOR US NOW, BECAUSE THE MARKETPLACE IS AWARE OF THAT. WE'VE BOUGHT OTHER ASSETS ALONG THE WAY. WE'VE CREATED A CULTURE HERE THAT WASN'T AFRAID TO TRY SOME NEW THINGS. AND EVEN WHEN WE WENT DOWN SWINGING ON THE DEAL WITH THE GERMANS, WE GOT BACK UP, DUSTED OURSELVES OFF, AND HERE WE ARE A YEAR LATER, YOU KNOW, READY TO BE, AS I SAID, PART OF WHAT I THINK IS GOING TO BE THE WINNER IN THE INDUSTRY. SO I'M REALLY PROUD OF THAT.

WAPNER: CAN YOU CONFIDENTLY SAY TO THE FOLKS WHO ARE STANDING AROUND THESE VARIOUS POSTS ON THIS FLOOR THAT FIVE YEARS FROM NOW THAT THIS PLACE IS GOING TO EXIST IN ITS CURRENT FORM, IF NOT BETTER? I MEAN, YOU KNOW, AMID SPECULATION AND RUMORS ABOUT JOB CUTS ONCE THE DEAL IS DONE, ET CETERA?

NIEDERAUER: YEAH, SO FIRST OF ALL, THE FOLKS ON THIS FLOOR DON'T WORK FOR THE NYSE. SO WHEN WE READ ABOUT JOB CUTS AND THINGS LIKE THAT, THAT GOES WITH ANY MERGER. AND I FRANKLY THINK IT'S EXAGGERATED ANYWAY. BUT IT'S INTERESTING THAT YOU SAID FIVE YEARS, BECAUSE ONE OF YOUR PREDECESSORS HERE, MY FIRST MONTH ON THE JOB SAID, "SO LOOK AROUND, FIVE YEARS FROM NOW, IS THE PLACE GOING TO LOOK LIKE THIS?" AND I SAID, "NO, IT'S NOT GOING TO LOOK LIKE THIS. IT WILL BE HERE. AND IT WILL LOOK BETTER, AND IT WILL BE STRONGER, AND IT WILL BE A BETTER PLATFORM." WE CAN'T CONTROL VOLUMES, AND WE UNDERSTAND THAT THE SECONDARY MARKET IN THE U.S. IS PRETTY FRAGMENTED, RIGHT? AND I DON'T THINK IT IS GOING TO GET STITCHED BACK TOGETHER AGAIN. SO WHAT YOU NEED TO DO IS BE NIMBLE ENOUGH TO SAY, WHAT CAN WE TURN THIS PLATFORM INTO AND HOW CAN OUR COMPANIES USE IT? AND THAT'S WHAT I ALLUDED TO EARLIER, SCOTT. IT'S A TECHNOLOGY PLATFORM. IT'S A BRANDING PLATFORM. IT'S A MEDIA PLATFORM. IT DOESN'T HAVE TO JUST BE A MARKETPLACE. AND AS LONG AS IT'S ALL OF THOSE THINGS, I'M PROUD OF THE FACT THAT WE'RE ABLE TO DO WHAT WE'RE DOING DOWN HERE TODAY WITH ONLY 700 OR 800 PEOPLE. I THINK THAT'S GREAT. THAT'S NOTHING TO BE EMBARRASSED ABOUT.

WAPNER: I HAVE TO RUN. BUT QUICKLY, AMID TALK OF THE LAST WEEK OR SO ABOUT BUBBLES AND FROTH IN THE MARKET. AS GREAT AS THIS RALLY HAS BEEN, PLUS 24% OR WHATEVER FOR THE S&P THIS YEAR. WHAT'S YOUR GENERAL THOUGHT BASED ON WHAT YOU SEE, WHO YOU TALK TO, AND WHAT YOU THINK YOURSELF?

NIEDERAUER: SO BEFORE YOU RUN, I THINK IT'S A REALLY IMPORTANT QUESTION, BECAUSE WE GET ASKED THAT QUESTION A LOT. AND LOOK, THE MARKET, JUST AS IT IS GOING TO DO ON THURSDAY, DECIDES WHAT THE DEMAND-AND-SUPPLY DYNAMICS ARE, THE MARKET WILL DECIDE WHERE THINGS GO. BUT THINK ABOUT IT, IF YOU HAD GONE TO SLEEP IN MARCH '09, WITH THE DOW AT 6,500, AND YOU WOKE UP TODAY, YOU'D GO, "WOW, IT'S AT 15,600, LIKE, WHAT HAPPENED?" IF YOU WENT TO SLEEP 6 MONTHS BEFORE THAT AND WOKE UP TODAY, YOU'D BE LIKE, "EH. IT'S GONE UP A LITTLE BIT, IT HAS GONE UP 20, 25% IN FIVE YEARS." SO I THINK EVERYONE HAS TO JUST KEEP THAT IN CONTEXT. AND FRANKLY, WITH EVERYTHING ELSE GOING ON IN THE WORLD AND THE STATE OF THE YIELD CURVE AND RATES, I'M NOT SURPRISED AT ALL THE EQUITY MARKET'S UP. BALANCE SHEETS ARE STRONG. COMPANIES ARE MAKING MONEY. I'M NOT NERVOUS ABOUT IT AT ALL RIGHT NOW, TO BE HONEST. BUT I'M NOT A MARKET PROGNOSTICATOR. ASK SOME OF YOUR GUESTS HERE AT LUNCH.

WAPNER: OH, THEY HAVE DEFINITELY WEIGHED IN.

NIEDERAUER: THEY'RE MUCH MORE INFORMED THAN I.

WAPNER: IT IS GOOD TO TALK TO YOU, DUNCAN. THANKS SO MUCH AND BEST OF LUCK AS WELL ON THURSDAY. I KNOW WE'LL HAVE A BIG PRESENCE AS A NETWORK DOWN HERE. EVERYBODY IS HOPING IT GOES OFF, AS I SAID, WITHOUT A HITCH.

NIEDERAUER: THANKS A LOT.

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