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Published: 2020-10-29 07:30:27 ET
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EX-99.1 2 tm2034317d2_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

 

 

 

Intercontinental Exchange Reports Strong Third Quarter 2020

 

  YTD revenues of $4.4 billion, +12% y/y; Third quarter revenues of $1.4 billion, +6% y/y

Jeffrey C. Sprecher,

 

ICE Chairman & Chief Executive Officer, said,

 

“Through the first nine months of this unprecedented year, we have grown revenues and operating income by double-digits and reported record earnings per share. In addition, in early September, we completed our strategic acquisition of Ellie Mae, expanding our mortgage network, while also enhancing the diversity and resilience of our long-term growth profile. As we begin to look to 2021, we are thankful for our customers business, and we are focused on continuing to drive innovation, deliver workflow efficiencies and extend our track record of growth"

YTD GAAP EPS of $2.83, +8% y/y; Third quarter GAAP EPS of $0.71, -24% y/y

YTD Adj. diluted EPS of $3.37, +15% y/y; Third quarter adjusted EPS of $1.03, -3% y/y

Third quarter Data Services revenues +6% y/y

Completed the strategic acquisition of Ellie Mae on September 4, 2020

  

 

ATLANTA & NEW YORK, October 29, 2020 - Intercontinental Exchange (NYSE: ICE), a leading operator of global exchanges and clearing houses and provider of mortgage technology, data and listing services, today reported financial results for the third quarter of 2020. For the quarter ended September 30, 2020, consolidated net income attributable to ICE was $390 million on $1.4 billion of consolidated revenues, less transaction-based expenses. Third quarter GAAP diluted earnings per share (EPS) were $0.71. Adjusted net income attributable to ICE was $569 million in the third quarter and adjusted diluted EPS were $1.03. Please refer to the reconciliation of non-GAAP financial measures included in this press release for more information on our adjusted operating expenses, adjusted operating income, adjusted operating margin, adjusted net income, adjusted diluted EPS and free cash flow.

 

Scott A. Hill, ICE Chief Financial Officer, added: "Led by our data services business, which grew 6% year-over-year and generated record revenues, our third quarter performance demonstrated the power of our balanced and diverse business. Continued compounding growth in our subscription-based businesses, which account for approximately half our revenues, as well as growing open interest across our leading global energy futures platform are what enable us to continue to invest in future growth. As we look to the balance of 2020 and towards another successful year in 2021, we remain focused on creating value for all of our stakeholders."

 

 1 

 

 

 

 

Third Quarter 2020 Business Highlights

 

$ in millions Net Revenue Op Margin Adj Op Margin
       
Data & Listings $700 46% 53%
Trading & Clearing $711 43% 61%
Consolidated $1,411 44% 57%

 

Third quarter consolidated net revenues were $1.4 billion, up 6% year-over-year, including $75 million related to our September 4th, 2020 acquisition of Ellie Mae. Data and listings revenues in the third quarter were $700 million and trading and clearing net revenues were $711 million. Consolidated operating expenses were $784 million for the third quarter of 2020 and included $56 million of expenses related to Ellie Mae. On an adjusted basis, consolidated operating expenses were $611 million and included $29 million of expenses related to Ellie Mae. Consolidated operating income for the third quarter was $627 million and the operating margin was 44%. On an adjusted basis, consolidated operating income for the third quarter was $800 million and the adjusted operating margin was 57%.

 

Data and Listings Segment Results

 

Third quarter data and listings revenues were $700 million, including data revenues of $589 million and listings revenues of $111 million. On a constant currency basis(1), segment revenues were up 5% with data revenues up 6% year-over-year. Data and listings operating expenses were $378 million and on an adjusted basis, were $329 million in the third quarter. Segment operating income for the third quarter was $322 million and the operating margin was 46%. On an adjusted basis, operating income was $371 million and the adjusted operating margin was 53%.

 

$ in millions 3Q20 3Q19 % Chg Const Curr(1)
Revenue:        
    Pricing and Analytics $287 $273 5% 5%
Exchange Data and Feeds 189 172 9% 9%
    Desktops and Connectivity 113 108 4% 3%
Data Total 589 553 6% 6%
Listings 111 114 (2)% (2)%
Segment Revenue $700 $667 5% 5%

 

(1) Net revenues in constant currency are calculated holding both the pound sterling and euro at the average exchange rate from 3Q19 of 1.2330 and 1.1118, respectively.

 

 

 2 

 

 

 

Trading and Clearing Segment Results

 

Third quarter trading and clearing net revenues were $711 million, up 6% from one year ago and included $75 million of revenue related to Ellie Mae. Trading and clearing operating expenses were $406 million and adjusted operating expenses were $282 million in the third quarter. Segment operating income for the third quarter was $305 million and the operating margin was 43%. On an adjusted basis, operating income was $429 million and the adjusted operating margin was 61%.

 

$ in millions 3Q20 3Q19 % Chg
Revenue, net:      
Energy $229 $265 (14)%
Ags & metals 54 60 (11)%
Financials(1) 76 91 (16)%
Cash equities & equity options 74 74 —%
Fixed income & credit(2) 191 101 89%
OTC & other transaction(3) 12 11 13%
Other revenue(4) 75 67 12%
Segment Revenue $711 $669 6%

(1) Financials include interest rates and other financial futures and options.

(2) Fixed income and credit includes fixed income execution, CDS execution and clearing and ICE Mortgage Technology. For the 3Q20, Fixed income & credit also includes $73 million of revenue related to the acquisition of Ellie Mae, which closed on September 4th, 2020.

(3) OTC & other transactions include physical energy.

(4) Other revenue includes interest income on certain clearing margin deposits, regulatory penalties and fines, fees for use of our facilities, regulatory fees charged to member organizations of our U.S. securities exchanges, designated market maker service fees, technology development fees, exchange member fees, and agriculture grading and certification fees. For the 3Q'20, other revenue includes $2 million from Ellie Mae.

 

Energy futures and options revenue in the third quarter decreased (14%) year-over-year driven by a (8%) decrease in average daily volume (ADV) and a (6%) decrease in rate per contract (RPC).
Ags and metals futures and options revenue in the third quarter decreased (11%) year-over-year driven by an (9%) decrease in ADV and a (2%) decrease in RPC.
Financials futures and options revenue in the third quarter decreased (16%) year-over-year reflecting a (24%) decrease in ADV and partially offset by a 9% increase in RPC.
U.S. cash equities and equity options revenue in the third quarter was flat year-over-year reflecting, in part, a 29% increase in cash equities ADV offset by a (21%) decrease in RPC.

 

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  ADV
(lots in thousands)
RPC
  3Q20 % Chg 3Q20 % Chg
Energy 2,545 (8)% $1.40 (6)%
Ags & metals 376 (9)% $2.23 (2)%
Financials 2,024 (24)% $0.56 9%
Interest Rates 1,620 (27)% $0.38 —%
Other Financials 404 (9)% $1.32 9%
Total Futures & Options 4,945 (15)% $1.12 2%
         
Cash Equities (in millions) 2,151 29% $0.038 (21)%
Equity Options 5,328 74% $0.06 (46)%

 

The third quarter of 2020 included 64 trading days for energy, ags & metals, other financials, cash equities and equity options and 66 trading days for interest rates. The third quarter of 2019 included 64 trading days for energy, ags & metals, other financials, cash equities and equity options and 66 trading days for interest rates.

 

Other Matters

 

The effective tax rate for the third quarter of 2020 was 32%.
Operating cash flow through the third quarter of 2020 was $1.8 billion and free cash flow was $1.6 billion.
Unrestricted cash was $610 million and outstanding debt was $17.3 billion as of September 30, 2020.
Through the third quarter of 2020, ICE repurchased $1.2 billion of its common stock and paid $500 million in dividends.

 

Financial Guidance

 

ICE's fourth quarter 2020 Data Services revenues are expected to be in a range of $590 million to $595 million.
ICE's fourth quarter 2020 GAAP operating expenses are expected to be in a range of $855 million to $865 million and adjusted operating expenses(1) are expected to be in a range of $695 million to $705 million.
ICE's fourth quarter 2020 non-operating expense(2) is expected to be in the range of $75 million to $80 million.
ICE's full year 2020 capital expenditures are expected to be in a range of $410 million to $420 million.
ICE's diluted share count for the fourth quarter is expected to be in the range of 562 million to 568 million weighted average shares outstanding.

 

(1) 4Q20 non-GAAP operating expenses exclude amortization of acquisition-related intangibles and transaction & integration costs.

(2) Non-operating expense includes interest income, interest expense and net other income.

 

 4 

 

 

 

Earnings Conference Call Information

 

ICE will hold a conference call today, October 29, 2020, at 8:30 a.m. ET to review its third quarter 2020 financial results. A live audio webcast of the earnings call will be available on the company's website at www.theice.com in the investor relations section. Participants may also listen via telephone by dialing 888-317-6003 from the United States, 866-284-3684 from Canada or 412-317-6061 from outside of the United States and Canada. Telephone participants are required to provide the participant entry number 7499654 and are recommended to call 10 minutes prior to the start of the call. The call will be archived on the company's website for replay.

 

The conference call for the fourth quarter 2020 earnings has been scheduled for February 4th, 2021 at 8:30 a.m. ET. Please refer to the Investor Relations website at www.ir.theice.com for additional information.

 

Historical futures, options and cash ADV, rate per contract, open interest data and CDS cleared information can be found at: http://ir.theice.com/investors-and-media/supplemental-volume-info/default.aspx

 

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Consolidated Statements of Income

(In millions, except per share amounts)

(Unaudited)

 

  Nine Months Ended 
 September 30,
Three Months Ended 
 September 30,
Revenues: 2020 2019 2020 2019
Transaction and clearing, net $ 3,726    $ 2,698    $ 1,155    $ 929   
Data services 1,727    1,652    589    553   
Listings 334    336    111    114   
Other revenues 224    194    75    67   
Total revenues 6,011    4,880    1,930    1,663   
Transaction-based expenses:        
Section 31 fees 465    274    145    105   
Cash liquidity payments, routing and clearing 1,181    702    374    222   
Total revenues, less transaction-based expenses 4,365    3,904    1,411    1,336   
Operating expenses:        
Compensation and benefits 849    768    298    261   
Professional services 100    97    37    35   
Acquisition-related transaction and integration costs 90      76    —   
Technology and communication 388    346    131    126   
Rent and occupancy 59    52    19    17   
Selling, general and administrative 132    116    43    33   
Depreciation and amortization 494    473    180    158   
Total operating expenses 2,112    1,853    784    630   
Operating income 2,253    2,051    627    706   
Other income (expense):        
Interest income   27       
Interest expense (245)   (214)   (89)   (72)  
Other income, net 75    30    44    (2)  
Other income (expense), net (161)   (157)   (44)   (66)  
Income before income tax expense 2,092    1,894    583    640   
Income tax expense 512    387    189    103   
Net income    $ 1,580    $ 1,507    $ 394    $ 537   
Net income attributable to non-controlling interest (17)   (22)   (4)   (8)  
Net income attributable to Intercontinental Exchange, Inc.    $ 1,563    $ 1,485    $ 390    $ 529   
         
Earnings per share attributable to Intercontinental Exchange, Inc. common stockholders:        
Basic $ 2.85    $ 2.64    $ 0.71    $ 0.95   
Diluted $ 2.83    $ 2.62    $ 0.71    $ 0.94   
Weighted average common shares outstanding:        
Basic 549    563    548    559   
Diluted 552    566    551    563   

 

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Consolidated Balance Sheets

(In millions)

(Unaudited)

 

  As of As of
  September 30, 2020 December 31, 2019
Assets:    
Current assets:    
Cash and cash equivalents $ 610    $ 841   
Short-term restricted cash and cash equivalents 993    943   
Customer accounts receivable, net 1,310    988   
Margin deposits, guaranty funds and delivery contracts receivable 85,900    64,987   
Prepaid expenses and other current assets 324    220   
Total current assets 89,137    67,979   
Property and equipment, net 1,693    1,536   
Other non-current assets:    
Goodwill 21,243    13,342   
Other intangible assets, net 14,507    10,258   
Long-term restricted cash and cash equivalents 408    404   
Other non-current assets 1,092    974   
Total other non-current assets 37,250    24,978   
Total assets $ 128,080    $ 94,493   
     
Liabilities and Equity:    
Current liabilities:    
Accounts payable and accrued liabilities $ 594    $ 505   
Section 31 fees payable 53    138   
Accrued salaries and benefits 274    291   
Deferred revenue 267    129   
Short-term debt 2,463    2,569   
Margin deposits, guaranty funds and delivery contracts payable 85,900    64,987   
Other current liabilities 135    197   
Total current liabilities 89,686    68,816   
Non-current liabilities:    
Non-current deferred tax liability, net 3,567    2,314   
Long-term debt 14,869    5,250   
Accrued employee benefits 187    198   
Non-current operating lease liability 315    281   
Other non-current liabilities 310    270   
Total non-current liabilities 19,248    8,313   
Total liabilities 108,934    77,129   
Commitments and contingencies    
Redeemable non-controlling interest in consolidated subsidiaries 94    78   
Equity:    
Intercontinental Exchange, Inc. stockholders’ equity:    
Common stock    
Treasury stock, at cost (5,198)   (3,879)  
Additional paid-in capital 13,804    11,742   
Retained earnings 10,682    9,629   
Accumulated other comprehensive loss (273)   (243)  
Total Intercontinental Exchange, Inc. stockholders’ equity 19,021    17,255   
Non-controlling interest in consolidated subsidiaries 31    31   
Total equity 19,052    17,286   
Total liabilities and equity $ 128,080    $ 94,493   

 

 7 

 

 

 

Non-GAAP Financial Measures and Reconciliation

 

We use non-GAAP measures internally to evaluate our performance and in making financial and operational decisions. When viewed in conjunction with our GAAP results and the accompanying reconciliation, we believe that our presentation of these measures provides investors with greater transparency and a greater understanding of factors affecting our financial condition and results of operations than GAAP measures alone. In addition, we believe the presentation of these measures is useful to investors for period-to-period comparison of results because the items described below as adjustments to GAAP are not reflective of our core business performance. These financial measures are not in accordance with, or an alternative to, GAAP financial measures and may be different from non-GAAP measures used by other companies. We use these adjusted results because we believe they more clearly highlight trends in our business that may not otherwise be apparent when relying solely on GAAP financial measures, since these measures eliminate from our results specific financial items that have less bearing on our core operating performance. We strongly recommend that investors review the GAAP financial measures and additional non-GAAP information included in our Quarterly Report on Form 10-Q, including our consolidated financial statements and the notes thereto.

 

Adjusted operating expenses, adjusted operating income, adjusted operating margin, adjusted net income attributable to ICE common stockholders, adjusted diluted earnings per share and free cash flow for the periods presented below are calculated by adding or subtracting the adjustments described below, which are not reflective of our cash operations and core business performance, and their related income tax effect and other tax adjustments (in millions, except for per share amounts):

 

 

 8 

 

 

 

Adjusted Operating Income, Operating Margin and Operating Expense Reconciliation

(In millions)

(Unaudited)

 

 

Trading and

Clearing Segment

   

Data and Listings

Segment

    Consolidated
 

Nine Months Ended

September 30,

   

Nine Months Ended

September 30,

   

Nine Months Ended

September 30,

 
  2020   2019     2020   2019     2020   2019  
Total revenues, less transaction-based expenses $ 2,304   $ 1,916     $ 2,061   $ 1,988     $ 4,365   $ 3,904  
Operating expenses 998   732     1,114   1,121     2,112   1,853  
Less: Amortization of acquisition-related intangibles 99   70     136   164     235   234  
Less: Transaction and integration costs and acquisition-related success fee 86             86   —   
Less: Accruals related to investigations and inquiries       8       8   —   
Adjusted operating expenses 81   662     970   957     1,783   1,619  
Operating income 1,30   1,184     947   867     2,253   2,051  
Adjusted operating income 1,49   1,254     1,091   1,031     2,582   2,285  
Operating margin 57 % 62 %   46 % 44 %   52 % 53 %
Adjusted operating margin 65 % 65 %   53 % 52 %   59 % 59 %

 

Adjusted Operating Income, Operating Margin and Operating Expense Reconciliation

(In millions)

(Unaudited)

 

 

Trading and

Clearing Segment

 

Data and Listings

Segment

  Consolidated
 

Three Months Ended

September 30,

 

Three Months Ended

September 30,

 

Three Months Ended

September 30,

  2020   2019     2020   2019   2020     2019  
Total revenues, less transaction-based expenses $ 711   $ 669     $ 700   $ 667     $ 1,411   $ 1,336  
Total operating expenses   406     255       378     375       784     630  
Less: Amortization of acquisition-related intangibles   48     24       46     55       94     79  
Less: Transaction and integration costs   76     —        —      —        76     —   
Less: Accruals related to investigations and inquiries   —      —        3     —        3     —   
Adjusted total operating expenses $ 282   $ 231     $ 329   $ 320     $ 611   $ 551  
Operating income $ 305   $ 414     $ 322   $ 292     $ 627   $ 706  
Adjusted operating income $ 429   $ 438     $ 371   $ 347     $ 800   $ 785  
Operating margin   43 %   62 %    

46

%  

44

%     44 %   53 %
Adjusted operating margin   61 %   65 %    

53

%  

52

%     57 %   59 %

 

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Adjusted Net Income Attributable to ICE and EPS

(In millions)

(Unaudited)

 

 

Nine Months  Ended

September 30, 2020

Nine Months Ended

September 30, 2019

Net income attributable to ICE common stockholders $ 1,563    $ 1,485   
Add: Amortization of acquisition-related intangibles 235    234   
Add: Extinguishment of 2020 Senior Notes 14    —   
Add: Pre-acquisition interest expense on debt issued
 for Ellie Mae acquisition
  —   
Add: Transaction and integration costs and acquisition-related success fee 86    —   
Add: Accruals related to investigations and inquiries   —   
Add: Impairment of CAT promissory notes   16   
Less: Income tax effect for the above items (85)   (65)  
Add / (Less): Deferred tax adjustments on acquisition-related intangibles 33    (13)  
Add: Other tax adjustments —     
Adjusted net income attributable to ICE $ 1,861    $ 1,660   
     
Diluted earnings per share attributable to ICE $ 2.83    $ 2.62   
     
Adjusted diluted earnings per share attributable to ICE $ 3.37    $ 2.93   

 

Adjusted Net Income Attributable to ICE and EPS

(In millions)

(Unaudited)

 

 

Three Months Ended

September 30, 2020

Three Months Ended

September 30, 2019

Net income attributable to ICE $ 390    $ 529   
Add: Amortization of acquisition-related intangibles 94    79   
Add: Transaction and integration costs 76    —   
Add: Accruals related to investigations and inquiries   —   
Add: Pre-acquisition interest expense on debt issued
 for Ellie Mae acquisition
  —   
Add: Impairment of CAT promissory notes —    16   
Less: Income tax effect for the above items (42)   (25)  
Add: Deferred tax adjustments on acquisition-related intangibles 43    —   
Adjusted net income attributable to ICE $ 569    $ 599   
     
Diluted earnings per share attributable to ICE $ 0.71    $ 0.94   
     
Adjusted diluted earnings per share attributable to ICE $ 1.03    $ 1.06   

 

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Free Cash Flow Calculation

(In millions)

(Unaudited)

 

 

Nine months ended

September 30, 2020

 

Nine months ended

September 30, 2019

Cash flow from operations 1,815   $ 1,882
Less: Capital expenditures and capitalized software development costs  

(268)

   

(203)

Add: Section 31 fees, net  

85

    70
Free cash flow  $ 1,632   $ 1,749

 

 

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About Intercontinental Exchange

 

Intercontinental Exchange (NYSE: ICE) is a Fortune 500 company and provider of marketplace infrastructure, data services and technology solutions to a broad range of customers including financial institutions, corporations and government entities. We operate regulated marketplaces, including the New York Stock Exchange, for the listing, trading and clearing of a broad array of derivative contracts and financial securities across major asset classes. Our comprehensive data services offering supports the trading, investment, risk management and connectivity needs of customers around the world and across asset classes. As a leading technology provider, ICE Mortgage Technology provides the technology and infrastructure to transform and digitize U.S. residential mortgages, from application and loan origination through to final settlement.

 

Trademarks of ICE and/or its affiliates include Intercontinental Exchange, ICE, ICE block design, NYSE and New York Stock Exchange. Information regarding additional trademarks and intellectual property rights of Intercontinental Exchange, Inc. and/or its affiliates is located at http://www.intercontinentalexchange.com/terms-of-use. Key Information Documents for certain products covered by the EU Packaged Retail and Insurance-based Investment Products Regulation can be accessed on the relevant exchange website under the heading “Key Information Documents (KIDS).”

 

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995 - Statements in this press release regarding ICE's business that are not historical facts are "forward-looking statements" that involve risks and uncertainties. For a discussion of additional risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see ICE's Securities and Exchange Commission (SEC) filings, including, but not limited to, the risk factors in Intercontinental Exchange, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2019, as filed with the SEC on February 6, 2020. We caution you not to place undue reliance on these forward-looking statements. Any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to update any forward-looking statement or statements to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of an unanticipated event. New factors emerge from time to time, and it is not possible for management to predict all factors that may affect our business and prospects. Further, management cannot assess the impact of each factor on the business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

 

SOURCE: Intercontinental Exchange

 

ICE-CORP

 

ICE Investor Relations Contact:

Warren Gardiner

+1 770 835 0114

warren.gardiner@theice.com

 

investors@theice.com

 

ICE Media Contact:

Josh King

+1 212 656 2490

josh.king@theice.com

 

media@theice.com

 

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