NYSE Euronext Announces Third Quarter 2011 Financial Results

-- Third Quarter GAAP Diluted EPS Up 56% Versus Prior Year to $0.76 --

-- Diluted EPS Up 54% to $0.71 Excluding Merger Expenses, Exit Costs and Discrete Tax Benefit --

-- Net Revenue Up 18% to $704 Million, Highest Level of Net Revenue Generation Since Third Quarter 2008 --

-- Global Leader for IPOs Year-to-Date --

-- $100 Million Stock Buy-Back Plan Previously Announced --

Financial and Operating Highlights1, 2

  • Diluted EPS of $0.71 vs. $0.46, up 54% vs. 3Q10
  • Net revenue of $704 million, up 18% vs. 3Q10, including $23 million positive FX impact
  • Fixed operating expenses of $416 million, down 5% on a constant dollar/portfolio basis vs. 3Q10
  • Operating income of $288 million, up 60% vs. 3Q10, including $13 million positive FX impact
  • Operating margin increases to 41% on continued strong cost discipline
  • Debt-to-EBITDA ratio declines to 1.6 times
  • Board declares third quarter 2011 cash dividend of $0.30 per share

1 All comparisons versus 3Q10 unless otherwise stated. Excludes merger expenses, exit costs and discrete tax items.

2 A full reconciliation of our non-GAAP results to our GAAP results is included in the attached tables. See also our statement on non-GAAP financial measures at the end of this earnings release.

NEW YORK--()--NYSE Euronext (NYX) today reported net income of $200 million, or $0.76 per diluted share, for the third quarter of 2011, compared to net income of $128 million, or $0.49 per diluted share, for the third quarter of 2010. Results for the third quarter of 2011 and 2010 include $29 million and $25 million, respectively, of pre-tax merger expenses and exit costs. The $29 million in merger expenses and exit costs in the third quarter of 2011 included $19 million related to the proposed merger with Deutsche Boerse AG. In the third quarter of 2011, our GAAP effective tax rate included a discrete deferred tax benefit of approximately $40 million related to the enacted reduction in the corporate tax rate from 27% to 25% in the United Kingdom. Excluding merger expenses, exit costs and discrete tax items, net income in the third quarter of 2011 was $186 million, or $0.71 per diluted share, compared to $121 million, or $0.46 per diluted share, in the third quarter of 2010.

“Our strong third quarter results benefited from unseasonably strong trading volumes, as well as our continuing business diversification efforts,” said Duncan L. Niederauer, CEO, NYSE Euronext. “Non-trading related net revenue was up $30 million year-over-year, driven by growth in our technology services businesses and the increasing momentum we are experiencing in our global listings franchise.

“We are moving forward with our merger with Deutsche Boerse and have just recently conducted a hearing before the Directorate General for Competition of the European Commission. At the hearing, both companies were able to crystallize the compelling nature of our merger, which will bring significant benefits to customers, regulators and intermediaries. Furthermore, given the strong prospects for growth for investors as a result of our proposed merger and the company’s current valuation, we recently announced a plan to acquire up to $100 million in stock in the fourth quarter, as part of our Board authorized stock buy-back program.”

The table below summarizes the financial results1 for the third quarter of 2011:

                                           
                % Δ 3Q11     Year-to-Date     % Δ YTD 11
($ in millions, except EPS)     3Q11     2Q11     3Q10     vs. 3Q10     2011     2010     vs. YTD 10
Total Revenues2 $ 1,258   $ 1,092   $ 1,050   20 % $ 3,498       $ 3,380   3 %
Total Revenues, Less Transaction-Based Expenses3 704 661 599 18 % 2,044 1,898 8 %
Other Operating Expenses4   416     419     419   (1 %)   1,251     1,253   (0 %)
Operating Income4 $ 288 $ 242 $ 180 60 % $ 793 $ 645 23 %
Net Income4 $ 186 $ 160 $ 121 54 % $ 522 $ 428 22 %
Diluted Earnings Per Share4     $ 0.71       $ 0.61       $ 0.46       54 %     $ 1.98       $ 1.64       21 %
Operating Margin 41 % 37 % 30 % 11 ppts 39 % 34 % 5 ppts
Adjusted EBITDA Margin       51 %       47 %       42 %     9 ppts       49 %       45 %     4 ppts
1   A full reconciliation of our non-GAAP results to our GAAP results is included in the attached tables. See also our statement on non-GAAP financial measures at the end of this earnings release.
2 Includes activity assessment fees.
3 Transaction-based expenses include Section 31 fees, liquidity payments and routing & clearing fees.
4 Excludes merger expenses, exit costs, disposal activities and discrete tax items.
 

“Continued cost discipline during the quarter well-positioned the company to capture the full benefit of higher trading volumes across all venues, with our operating margin increasing to 41% and our incremental margin exceeding 100%, reflecting the strong operating leverage in our model,” Michael S. Geltzeiler, Group Executive Vice President and CFO, NYSE Euronext, commented. “On a constant dollar, constant portfolio basis, our expenses year-to-date are running $53 million, or 4% below the prior year period and we are confident that we will achieve our previously announced full-year 2011 expense guidance of less than $1.650 billion on the same basis.

“Additionally, with over $1 billion in adjusted EBITDA generated in the first 9 months of the year and debt-to-EBITDA level of 1.6 times, our balance sheet continues to strengthen as we prepare for our merger with Deutsche Boerse. As a result of our strong performance and our continuing focus on creating value for our shareholders, we are buying back up to $100 million in stock, on top of the attractive stream of dividends that we expect to pay out to investors in conjunction with our merger.”

THIRD QUARTER 2011 CONSOLIDATED RESULTS

Total revenues, less transaction-based expenses, which include Section 31 fees, liquidity payments and routing and clearing fees (net revenue), was $704 million in the third quarter of 2011, up $105 million, or 18% compared to the third quarter of 2010 and included a $23 million positive impact from currency fluctuations. The $105 million increase in net revenue compared to the third quarter of 2010 was driven by a $75 million, or 27% increase in trading revenue on strong average daily trading volumes (“ADV”) across all venues and a $30 million, or 9% increase in non-trading related revenue.

Other operating expenses, excluding merger expenses and exit costs, were $416 million in the third quarter of 2011, down $3 million, or 1% compared to the third quarter of 2010. Excluding the impact of acquisitions, new initiatives and a $10 million negative impact attributable to foreign currency fluctuations, fixed operating expenses were down $21 million, or 5%, compared to the third quarter of 2010.

Based on results through the third quarter of 2011, excluding merger expenses and exit costs, the Company expects to achieve its guidance for full-year 2011 operating expenses of less than $1,650 million on a constant dollar, constant portfolio basis. For the full-year 2011, we anticipate incremental costs from portfolio changes of approximately $28 million (Corporate Board Member, NYSE Blue and Metabit), as well as incremental costs from currency fluctuations of approximately $30 million assuming currency rates remain at year-to-date 2011 averages. Factoring in these portfolio changes and the impact of currency fluctuations, full-year 2011 expenses are expected to be approximately $1,680 million.

Operating income, excluding merger expenses and exit costs, was $288 million, up $108 million, or 60% compared to the third quarter of 2010 and included a $13 million positive impact attributable to foreign currency fluctuations.

Adjusted EBITDA, excluding merger expenses and exit costs, was $360 million, up $111 million, or 45% compared to the third quarter of 2010. Adjusted EBITDA margin was 51% in the third quarter of 2011, compared to 42% in the third quarter of 2010. Year-to-date, the Company has generated over $1.0 billion in adjusted EBITDA, $159 million, or 19% more than the prior year period.

Non-operating income for the third quarter of 2011 and 2010 includes the impact of New York Portfolio Clearing (loss from associates) and NYSE Liffe U.S. (net loss attributable to non-controlling interest). Beginning in the third quarter of 2011, profits generated by NYSE Amex Options are now being shared with our partners (net income attributable to non-controlling interest). The profit attributable to the non-controlling interest related to NYSE Amex Options was $11 million in the third quarter of 2011, based on the sale of a 52.8% stake in the business. During the third quarter of 2011, approximately 10% of the ownership stake held by NYSE Amex Options partners was put-back to NYSE Euronext, reducing the equity stake held by partners to 47.5%.

The effective tax rate for the full-year 2011 was lowered in the third quarter of 2011 from 26.0% to 25.75%, partially as a result of the NYSE Amex Options semi-mutualization, resulting in an effective tax rate (excluding merger expenses, exit costs and discrete tax items) of 25.0% for the third quarter of 2011. The 24.2% effective tax rate in the third quarter of 2010 included the impact of advance tax rulings following the adoption of favorable tax laws in the Netherlands, which lowered the estimated full-year effective tax rate in 2010 from 27.5% to 26.5%.

The weighted average diluted shares outstanding in the third quarter of 2011 was 263 million shares, up from 262 million shares in the third quarter of 2010.

At September 30, 2011, total debt of $2.1 billion was $0.3 billion below December 31, 2010 levels driven primarily by lower commercial paper outstanding. Cash, cash equivalents and short term financial investments (including $37 million related to Section 31 fees collected from market participants and due to the SEC) were $0.4 billion and net debt was $1.7 billion at the end of the third quarter 2011.

The ratio of debt-to-EBITDA in the third quarter of 2011 declined to 1.6 times, the lowest level since the establishment of NYSE Euronext in April 2007.

Total capital expenditures in the third quarter of 2011 were $49 million, compared to $82 million in the third quarter of 2010. Through the first three quarters of 2011, capital expenditures were $116 million compared to $244 million in 2010 and are now expected to be well below the full-year 2011 guidance of less than $200 million.

Headcount as of September 30, 2011, which includes incremental hires for our growing technology services business and 36 new employees from the Metabit acquisition, was 3,074 up 3% from June 30, 2011 and up 2% from September 30, 2010 levels.

The Board of Directors declared a cash dividend of $0.30 per share for the third quarter of 2011. The third quarter 2011 dividend is payable on December 30, 2011 to shareholders of record as of the close of business on December 15, 2011. The anticipated ex-date will be December 13, 2011.

THIRD QUARTER 2011 SEGMENT RESULTS
Below is a summary of business segment results:

 
      Derivatives     Cash Trading & Listings     Info. Svcs. & Tech. Solutions

($ in millions)

    Net     Operating     Adjusted     Net     Operating     Adjusted     Net     Operating     Adjusted
      Revenue1     Income2     EBITDA2     Revenue1     Income2     EBITDA2     Revenue1     Income2     EBITDA2
3Q11 $226 $129 $140 $353 $155 $202 $125 $31 $45
2Q11 $213 $112 $126 $327 $128 $174 $122 $36 $46
3Q10     $188     $93     $108     $298     $101     $145     $113     $24     $34
YTD 2011 $675 $387 $427 $1,008 $408 $547 $363 $95 $128
YTD 2010     $638     $363     $406     $931     $333     $465     $330     $61     $87
1   Net revenue defined as total revenues less transaction-based expenses including Section 31 fees, liquidity payments and routing & clearing fees.
2 Excludes merger expenses and exit costs.
 

DERIVATIVES

Derivatives net revenue of $226 million in the third quarter of 2011 increased $38 million, or 20% compared to the third quarter of 2010 and included an $8 million positive impact from currency fluctuations. The $38 million increase in derivatives net revenue compared to the third quarter of 2010, was driven by higher trading volumes across both European and U.S. derivatives trading venues.

  • Global derivatives ADV in the third quarter of 2011 was 9.3 million contracts, an increase of 33% compared to the third quarter of 2010.
  • NYSE Euronext European derivatives products ADV in the third quarter of 2011 of 4.4 million contracts increased 14% compared to the third quarter of 2010, but decreased 18% from second quarter of 2011 levels, which benefited from seasonally strong individual equity futures through Bclear, NYSE Liffe's trade administration and clearing service for OTC products. Excluding Bclear, European derivatives products ADV in the third quarter of 2011 increased 11% compared to the second quarter of 2011. The average net rate per contract for individual equity futures contracts is significantly lower than other products traded on NYSE Liffe.
  • U.S. equity options ADV in the third quarter of 2011 increased 53% to 4.9 million contracts compared to the third quarter of 2010 and increased 20% from the second quarter of 2011. NYSE Euronext’s U.S. equity options exchanges accounted for 26% of total consolidated U.S. equity options trading in the third quarter of 2011, in-line with the third quarter of 2010 and the second quarter of 2011.
  • NYSE Liffe U.S. continues to experience increased client participation and diversification across both interest rate and MSCI equity index product areas. Since the launch of interest rate products in March of 2011, approximately 11 million interest rate contracts have been traded. In the third quarter of 2011, open interest of 670,000 contracts in Eurodollars represented approximately 7% market share and open interest in U.S. treasury futures has increased to over 53,000 contracts, double the levels registered at the end of the second quarter of 2011.
  • After the successful migration to NYSE Liffe U.S. of the flagship MSCI Emerging Markets and MSCI EAFE indices in June of 2011, approximately 750,000 MSCI-based futures contracts traded over the exchange in the third quarter of 2011. Open interest as of September 30, 2011 was over 100,000 contracts, up approximately 50% since the consolidation of open interest on NYSE Liffe U.S.

CASH TRADING AND LISTINGS

Cash Trading and Listings net revenue of $353 million in the third quarter of 2011 increased $55 million, or 18% compared to the third quarter of 2010 and included an $11 million positive impact from currency fluctuations. The $55 million increase in net revenue compared to the third quarter of 2010, was primarily driven by higher trading volumes across both European and U.S. cash equities trading venues.

  • European cash ADV of 1.9 million transactions in the third quarter of 2011 increased 40% from 1.4 million transactions in the third quarter of 2010. European cash market share (value traded) in NYSE Euronext’s four core markets was 66% in the third quarter of 2011, down from 73% in the third quarter of 2010 and down from 71% in the second quarter of 2011. The decline in European cash market share in the third quarter of 2011 was driven by higher levels of participation by global trading firms trading on alternative European trading venues.
  • In the U.S., cash trading ADV increased 9% to 2.6 billion shares traded from 2.4 billion in the third quarter of 2010. Tape A matched market share was 36% in the third quarter of 2011, down from 38% in the third quarter of 2010, but up from 35% in the second quarter of 2011 levels.
  • NYSE Euronext led the global market for listing initial public offerings (IPOs) through the third quarter of 2011 with $28.7 billion in total capital raised from 84 IPOs on its European and U.S. markets, more than any exchange group in the world. During the most recent quarter, the New York Stock Exchange (NYSE) led the U.S. IPO market, with 11 IPOs raising $3.2 billion, or 65% of total proceeds raised from IPOs in the U.S.
  • NYSE has steadily captured share in technology-based IPOs. NYSE has listed 17 out of 35, or 49% of the tech IPOs year-to-date, up from 44% in 2010. LinkedIn, Active Network, Fusion-io and Pandora’s offerings came amid a recent fervor for high-profile tech IPOs.
  • The NYSE has welcomed 9 transfers with total market capitalization of $15.0 billion thus far in 2011, and lost none. SuccessFactors Inc. transferred to the NYSE and cross-listed on the European markets of NYSE Euronext. In addition, Level 3 Communications Inc. transferred to the NYSE on October 20, 2011. This follows the recent trend for transfers, with 44 companies having transferred to the NYSE since 2007.

INFORMATION SERVICES AND TECHNOLOGY SOLUTIONS

Information Services and Technology Solutions revenue was $125 million in the third quarter of 2011, an increase of $12 million, or 11% compared to the third quarter of 2010 and included a $4 million positive impact from currency fluctuations. The $12 million increase in revenue compared to the third quarter of 2010, was primarily driven by higher connectivity revenue related to our data centers in Mahwah and Basildon.

  • The Information Services and Technology Solutions segment achieved its highest level of quarterly revenue generation with an operating margin of 25%.
  • NYSE Technologies is continuing to work with several tier 1 global banks on potential managed services projects designed to significantly reduce bank technology costs through the outsourcing of their trading infrastructure.
  • NYSE Technologies is currently in the process of establishing three new regional liquidity hubs in Latin America, Toronto and Tokyo for clients to access our markets through the Secured Financial Transaction Infrastructure (SFTI) network.
  • The acquisition of Metabit, a leading Tokyo based provider of high-performance market access products throughout Japan and Asia, was closed and the business fully-integrated with NYSE Technologies in the third quarter of 2011. Metabit will help NYSE Technologies accelerate growth in Asia.
  • The MTF business continues to generate demand for platform hosting, liquidity solutions and market data.

The accompanying tables include information integral to assessing the Company’s financial performance.

Analyst/Investor/Media Call: November 3, 2011 at 8:00 a.m. (NY/EDT)/1:00 p.m. (Paris/CET)

A presentation and live audio webcast of the third quarter 2011 earnings conference call will be available on the Investor Relations section of NYSE Euronext’s website, http://www.nyseeuronext.com/ir. Those wishing to listen to the live conference via telephone should dial-in at least ten minutes before the call begins. An audio replay of the conference call will be available approximately one hour after the call on the Investor Relations section of NYSE Euronext’s website, http://www.nyseeuronext.com/ir or by dial-in beginning approximately two hours following the conclusion of the live call.

Live Dial-in Information:
United States: 800.599.9829
International: 617.847.8703
Passcode: 69094463

Replay Dial-in Information:
United States: 888.286.8010
International: 617.801.6888
Passcode: 38890823

Non-GAAP Financial Measures

To supplement NYSE Euronext’s consolidated financial statements prepared in accordance with GAAP and to better reflect period-over-period comparisons, NYSE Euronext uses non-GAAP financial measures of performance, financial position, or cash flows that either exclude or include amounts that are not normally excluded or included in the most directly comparable measure, calculated and presented in accordance with GAAP. Non-GAAP financial measures do not replace and are not superior to the presentation of GAAP financial results, but are provided to (i) present the effects of certain merger expenses, exit costs, disposal activities and discrete tax items, and (ii) improve overall understanding of NYSE Euronext’s current financial performance and its prospects for the future. Specifically, NYSE Euronext believes the non-GAAP financial results provide useful information to both management and investors regarding certain additional financial and business trends relating to financial condition and operating results. In addition, management uses these measures for reviewing financial results and evaluating financial performance. The non-GAAP adjustments for all periods presented are based upon information and assumptions available as of the date of this release.

NYSE Euronext Earnings News Release with Tables and Operating Data

About NYSE Euronext

NYSE Euronext (NYX) is a leading global operator of financial markets and provider of innovative trading technologies. The company's exchanges in Europe and the United States trade equities, futures, options, fixed-income and exchange-traded products. With approximately 8,000 listed issues (excluding European Structured Products), NYSE Euronext's equities markets – the New York Stock Exchange, NYSE Euronext, NYSE Amex, NYSE Alternext and NYSE Arca – represent one-third of the world's equities trading, the most liquidity of any global exchange group. NYSE Euronext also operates NYSE Liffe, one of the leading European derivatives businesses and the world's second-largest derivatives business by value of trading. The company offers comprehensive commercial technology, connectivity and market data products and services through NYSE Technologies. NYSE Euronext is in the S&P 500 index, and is the only exchange operator in the Fortune 500. For more information, please visit: http://www.nyx.com.

Safe Harbour Statement

In connection with the proposed business combination transaction between NYSE Euronext and Deutsche Boerse AG, Alpha Beta Netherlands Holding N.V. (“Holding”), a newly formed holding company, filed, and the SEC declared effective on May 3, 2011, a Registration Statement on Form F-4 with the U.S. Securities and Exchange Commission (“SEC”) that includes (1) a proxy statement of NYSE Euronext that also constitutes a prospectus for Holding used in connection with NYSE Euronext special meeting of stockholders held on July 7, 2011 and (2) an offering prospectus used in connection with Holding’s offer to acquire Deutsche Boerse AG shares held by U.S. holders. Holding has also filed an offer document with the German Federal Financial Supervisory Authority (Bundesanstalt fuer Finanzdienstleistungsaufsicht) (“BaFin”), which was approved by the BaFin for publication pursuant to the German Takeover Act (Wertpapiererwerbs-und Übernahmegesetz), and was published on May 4, 2011.

Investors and security holders are urged to read the definitive proxy statement/prospectus, the offering prospectus, the offer document, as amended, and published additional accompanying information in connection with the exchange offer regarding the proposed business combination transaction because they contain important information. You may obtain a free copy of the definitive proxy statement/prospectus, the offering prospectus and other related documents filed by NYSE Euronext and Holding with the SEC on the SEC’s website at www.sec.gov. The definitive proxy statement/prospectus and other documents relating thereto may also be obtained for free by accessing NYSE Euronext’s website at www.nyse.com. The offer document, as amended, and published additional accompanying information in connection with the exchange offer are available at Holding’s website at www.global-exchange-operator.com.

This document is neither an offer to purchase nor a solicitation of an offer to sell shares of Holding, Deutsche Boerse AG or NYSE Euronext. The final terms and further provisions regarding the public offer are disclosed in the offer document that has been approved by the BaFin and in documents that have been filed with the SEC.

No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended, and applicable European regulations. The exchange offer and the exchange offer document as amended, shall not constitute an issuance, publication or public advertising of an offer pursuant to laws and regulations of jurisdictions other than those of Germany, United Kingdom of Great Britain and Northern Ireland and the United States of America. The relevant final terms of the proposed business combination transaction will be disclosed in the information documents reviewed by the competent European market authorities.

Subject to certain exceptions, in particular with respect to qualified institutional investors (tekikaku kikan toshika) as defined in Article 2 para. 3 (i) of the Financial Instruments and Exchange Act of Japan (Law No. 25 of 1948, as amended), the exchange offer will not be made directly or indirectly in or into Japan, or by use of the mails or by any means or instrumentality (including without limitation, facsimile transmission, telephone and the internet) of interstate or foreign commerce or any facility of a national securities exchange of Japan. Accordingly, copies of this announcement or any accompanying documents may not be, directly or indirectly, mailed or otherwise distributed, forwarded or transmitted in, into or from Japan.

The shares of Holding have not been, and will not be, registered under the applicable securities laws of Japan. Accordingly, subject to certain exceptions, in particular with respect to qualified institutional investors (tekikaku kikan toshika) as defined in Article 2 para. 3 (i) of the Financial Instruments and Exchange Act of Japan (Law No. 25 of 1948, as amended), the shares of Holding may not be offered or sold within Japan, or to or for the account or benefit of any person in Japan.

Forward-Looking Statements

This document includes forward-looking statements about NYSE Euronext, Deutsche Boerse AG, Holding, the enlarged group and other persons, which may include statements about the proposed business combination, the likelihood that such transaction could be consummated, the effects of any transaction on the businesses of NYSE Euronext or Deutsche Boerse AG, and other statements that are not historical facts. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance and actual results of operations, financial condition and liquidity, and the development of the industries in which NYSE Euronext and Deutsche Boerse AG operate may differ materially from those made in or suggested by the forward-looking statements contained in this document. Any forward-looking statements speak only as at the date of this document. Except as required by applicable law, none of NYSE Euronext, Deutsche Boerse AG or Holding undertakes any obligation to update or revise publicly any forward-looking statement, whether as a result of new information, future events or otherwise.

             
NYSE Euronext
Condensed consolidated statements of income (unaudited)
(in millions, except per share data)
               
Three months ended Nine months ended September 30,
Sept. 30, 2011 June 30, 2011 Sept. 30, 2010 2011 2010
 
 
Revenues
Transaction and clearing fees $ 904 $ 742 $ 726 $ 2,461 $ 2,415
Market data 93 92 94 281 278
Listing 113 112 105 334 315
Technology services 92 89 82 263 236
Other revenues   56     57     43     159     136  
Total revenues 1,258 1,092 1,050 3,498 3,380
Transaction-based expenses:
Section 31 fees 109 89 77 287 239
Liquidity payments, routing and clearing   445     342     374     1,167     1,243  
Total revenues, less transaction-based expenses   704     661     599     2,044     1,898  
Other operating expenses
Compensation 160 158 147 480 479
Depreciation and amortization 72 70 69 212 201
Systems and communications 46 45 52 143 151
Professional services 77 73 76 219 200
Selling, general and administrative 61 73 75 197 222
Merger expenses and exit costs   29     18     25     68     70  
Total other operating expenses   445     437     444     1,319     1,323  
 
Operating income 259 224 155 725 575
Net interest and investment income (loss) (29 ) (30 ) (26 ) (88 ) (78 )
Loss from associates (2 ) (2 ) (1 ) (5 ) (4 )
Other (loss) income   (1 )   1     -     -     53  
Income before income taxes 227 193 128 632 546
Income tax provision   (21 )   (43 )   (5 )   (126 )   (119 )
Net income 206 150 123 506 427
Net (income) loss attributable to noncontrolling interest   (6 )   4     5     2     15  
Net income attributable to NYSE Euronext $ 200   $ 154   $ 128   $ 508   $ 442  
 
Basic earnings per share attributable to NYSE Euronext $ 0.76 $ 0.59 $ 0.49 $ 1.94 $ 1.69
 
Diluted earnings per share attributable to NYSE Euronext $ 0.76 $ 0.59 $ 0.49 $ 1.93 $ 1.69
 
Basic weighted average shares outstanding 262 262 261 262 261
Diluted weighted average shares outstanding   263       263       262     263       262  
 
 
 
 

We use non-GAAP financial measures of operating performance. Non-GAAP measures do not replace and are not superior to the presentation of our GAAP financial results but are provided to improve overall understanding of our current financial performance and our prospects for the future.

 

 
Three months ended Nine months ended September 30,

Non-GAAP Reconciliation

Sept. 30, 2011 June 30, 2011 Sept. 30, 2010 2011 2010
 
Income before income taxes - GAAP $ 227 $ 193 $ 128 $ 632 $ 546
Excluding:
Net gain on disposal activities - - - - (54 )
Merger expenses and exit costs   29     18     25     68     70  
Income before income taxes - as adjusted 256 211 153 700 562
Income tax provision   (64 )   (55 )   (37 )   (180 )   (149 )
Net income - as adjusted 192 156 116 520 413
Net loss attributable to noncontrolling interest   (6 )   4     5     2     15  
Net income attributable to NYSE Euronext - as adjusted $ 186   $ 160   $ 121   $ 522   $ 428  
 
Diluted earnings per share attributable to NYSE Euronext - as adjusted $ 0.71   $ 0.61   $ 0.46   $ 1.98   $ 1.64  
 
                     
NYSE Euronext
Segment Results (unaudited)
(in millions)
                                   
Three months ended Three months ended
September 30, 2011 September 30, 2010
Derivatives Cash Trading and Listings Information Services and Technology Solutions Corporate and Eliminations Consolidated Derivatives Cash Trading and Listings Information Services and Technology Solutions Corporate and Eliminations Consolidated
 
Revenues
Transaction and clearing fees $ 288 $ 616 $ - $ - $ 904 $ 223 $ 503 $ - $ - $ 726
Market data 11 49 33 - 93 11 52 31 - 94
Listing - 113 - - 113 - 105 - - 105
Technology services - - 92 - 92 - - 82 - 82
Other revenues   9     47     -     -     56     9     34     -     -     43  
Total revenues 308 825 125 - 1,258 243 694 113 - 1,050
Transaction-based expenses:
Section 31 fees - 109 - - 109 - 77 - # - 77
Liquidity payments, routing and clearing   82     363     -     -     445     55     319     -     -     374  
Total revenues, less transaction-based expenses 226 353 125 - 704 188 298 113 - 599
Depreciation and amortization [a] 11 47 14 - 72 15 44 10 - 69
Merger expenses and exit costs (M&E) [b] 1 6 2 20 29 5 15 5 - 25
Other operating expenses   86     151     80     27     344     80     153     79     38     350  
Operating income - GAAP [c] $ 128   $ 149   $ 29   $ (47 ) $ 259   $ 88   $ 86   $ 19   $ (38 ) $ 155  
Operating income excluding M&E [c] + [b] $ 129   $ 155   $ 31   $ (27 ) $ 288   $ 93   $ 101   $ 24   $ (38 ) $ 180  
Adjusted EBITDA [c] + [a] + [b] $ 140     $ 202     $ 45     $ (27 )   $ 360   $ 108     $ 145     $ 34     $ (38 )   $ 249  
 
Operating margin excluding M&E 57 % 44 % 25 % N/M 41 % 49 % 34 % 21 % N/M 30 %
Adjusted EBITDA margin 62 % 57 % 36 % N/M 51 % 57 % 49 % 30 % N/M 42 %
 
                                   
Nine months ended Nine months ended
September 30, 2011 September 30, 2010
Derivatives Cash Trading and Listings Information Services and Technology Solutions Corporate and Eliminations Consolidated Derivatives Cash Trading and Listings Information Services and Technology Solutions Corporate and Eliminations Consolidated
 
Revenues
Transaction and clearing fees $ 825 $ 1,636 $ - $ - $ 2,461 $ 783 $ 1,632 $ - $ - $ 2,415
Market data 35 147 99 - 281 35 149 94 - 278
Listing - 334 - - 334 - 315 - - 315
Technology services - - 264 (1 ) 263 - - 236 - 236
Other revenues   31     129     -     (1 )   159     28     109     -     (1 )   136  
Total revenues 891 2,246 363 (2 ) 3,498 846 2,205 330 (1 ) 3,380
Transaction-based expenses:
Section 31 fees - 287 - - 287 - 239 - # - 239
Liquidity payments, routing and clearing   216     951     -     -     1,167     208     1,035     -     -     1,243  
Total revenues, less transaction-based expenses 675 1,008 363 (2 ) 2,044 638 931 330 (1 ) 1,898
Depreciation and amortization [a] 40 139 33 - 212 43 132 26 - 201
Merger expenses and exit costs (M&E) [b] 3 11 4 50 68 13 41 15 1 70
Other operating expenses   248     461     235     95     1,039     232     466     243     111     1,052  
Operating income - GAAP [c] $ 384   $ 397   $ 91   $ (147 ) $ 725   $ 350   $ 292   $ 46   $ (113 ) $ 575  
Operating income excluding M&E [c] + [b] $ 387   $ 408   $ 95   $ (97 ) $ 793   $ 363   $ 333   $ 61   $ (112 ) $ 645  
Adjusted EBITDA [c] + [a] + [b] $ 427     $ 547     $ 128     $ (97 )   $ 1,005   $ 406     $ 465     $ 87     $ (112 )   $ 846  
 
Operating margin excluding M&E 57 % 40 % 26 % N/M 39 % 57 % 36 % 18 % N/M 34 %
Adjusted EBITDA margin 63 % 54 % 35 % N/M 49 % 64 % 50 % 26 % N/M 45 %
 
N/M = Not meaningful              

We use non-GAAP financial measures of operating performance. Non-GAAP measures do not replace and are not superior to the presentation of our GAAP financial results but are provided to improve overall understanding of our current financial performance and our prospects for the future.

 
NYSE Euronext    
Fixed operating expenses (unaudited)
(in millions)
 
   
Fixed operating expenses for the three months ended September 30, 2011 - GAAP $     445
Less:
Merger expenses and exit costs       (29 )
$ 416
Excluding the impact of:
Currency translation (10 )
Acquisitions and new business initiatives (8 ) *
 
Fixed operating expenses for the three months ended September 30, 2011 - as adjusted $     398   [a]
 
Fixed operating expenses for the three months ended September 30, 2010 - GAAP $ 444
Less:
Merger expenses and exit costs       (25 )
$     419   [b]
 
Variance ($) $     (21 ) [a] - [b] = [c]
Variance (%)       -5 %   [c] / [b]
   
Fixed operating expenses for the nine months ended September 30, 2011 - GAAP $ 1,319
Less:
Merger expenses and exit costs       (68 )
$ 1,251
Excluding the impact of:
Currency translation (28 )
Acquisitions and new business initiatives (23 ) *
 
Fixed operating expenses for the nine months ended September 30, 2011 - as adjusted $     1,200   [a]
 
Fixed operating expenses for the nine months ended September 30, 2010 - GAAP $ 1,323
Less:
Merger expenses and exit costs       (70 )
$     1,253   [b]
 
Variance ($) $     (53 ) [a] - [b] = [c]
Variance (%)       -4 %   [c] / [b]
 

*

 

Includes the contribution of APX, Corporate Board Member and new business initiatives.

 

We use non-GAAP financial measures of operating performance. Non-GAAP measures do not replace and are not superior to the presentation of our GAAP financial results but are provided to improve overall understanding of our current financial performance and our prospects for the future.

 

 
NYSE Euronext
Condensed consolidated statements of financial condition (unaudited)
(in millions)
       
September 30, 2011 December 31, 2010
 
Assets
Current assets:
Cash, cash equivalents and short term financial investments $ 370 $ 379
Accounts receivable, net 489 526
Deferred income taxes 70 120
Other current assets   194   149
Total current assets 1,123 1,174
 
Property and equipment, net 974 1,021
Goodwill 4,091 4,050
Other intangible assets, net 5,839 5,837
Deferred income taxes 564 633
Other assets   635   663
Total assets $ 13,226 $ 13,378
 
Liabilities and equity
Accounts payable and accrued expenses $ 780 $ 910
Deferred revenue 244 176
Short term debt 31 366
Deferred income taxes   24   2
Total current liabilities 1,079 1,454
 
Long term debt 2,084 2,074
Deferred income taxes 1,941 2,007
Accrued employee benefits 440 499
Deferred revenue 376 366
Other liabilities   63   134
Total liabilities   5,983   6,534
 
Redeemable noncontrolling interest   256   -
 
Equity 6,987 6,844
   
Total liabilities and equity $ 13,226 $ 13,378
 
                             

NYSE Euronext

Selected Statistical Data:

Volume Summary

 
Average Daily Volume Total Volume Total Volume
(Unaudited) 3Q11 2Q11

% ∆ 3Q11 vs. 2Q11

3Q10

% ∆ 3Q11 vs. 3Q10

3Q11 2Q11 % ∆ 3Q11 vs. 2Q11 3Q10 % ∆ 3Q11 vs. 3Q10 YTD 2011 YTD 2010 % ∆
 
Number of Trading Days - European Markets 66 63 66 66 63 66 193 192
Number of Trading Days - U.S. Markets 64 63 64 64 63 64 189 188
 
European Derivatives Products (contracts in thousands) 4,349 5,294 -17.9% 3,828 13.6% 287,064 333,522 -13.9% 252,695 13.6% 917,114 975,899 -6.0%
of which Bclear 826 2,125 -61.1% 845 -2.2% 54,508 133,874 -59.3% 55,746 -2.2% 237,718 284,009 -16.3%
Avg. Net Rate Per Contract (ex. Bclear) $ 0.679 $ 0.741 -8.4% $ 0.670 1.3% $ 0.679 $ 0.741 -8.4% $ 0.670 1.3% $ 0.702 $ 0.658 6.4%
Avg. Net Rate Per Contract (ex. Bclear) - Currency Neutral $ 0.679 $ 0.732 -7.2% $ 0.696 -2.4% $ 0.679 $ 0.732 -7.2% $ 0.696 -2.4%
 
Total Interest Rate Products1 2,347 2,147 9.4% 1,952 20.3% 154,927 135,231 14.6% 128,787 20.3% 462,950 467,703 -1.0%
 
Short Term Interest Rate Products 2,198 2,006 9.6% 1,842 19.3% 145,086 126,347 14.8% 121,540 19.4% 435,804 445,381 -2.2%
Medium and Long Term Interest Rate Products 149 141 5.7% 110 35.6% 9,841 8,884 10.8% 7,247 35.8% 27,146 22,322 21.6%
 
Total Equity Products2 1,923 3,063 -37.2% 1,795 7.2% 126,943 192,980 -34.2% 118,533 7.1% 438,033 496,067 -11.7%
 
Individual Equity Products 1,250 2,535 -50.7% 1,246 0.3% 82,515 159,703 -48.3% 82,269 0.3% 323,229 376,046 -14.0%
Futures 658 1,984 -66.8% 696 -5.5% 43,421 124,971 -65.3% 45,965 -5.5% 205,169 242,981 -15.6%
Options 592 551 7.4% 550 7.7% 39,094 34,731 12.6% 36,305 7.7% 118,060 133,065 -11.3%
Equity Index Products 673 528 27.4% 549 22.6% 44,428 33,277 33.5% 36,264 22.5% 114,805 120,021 -4.3%
 
of which Bclear 826 2,125 -61.1% 845 -2.2% 54,508 133,874 -59.3% 55,746 -2.2% 237,718 284,009 -16.3%
Individual Equity Products 733 2,053 -64.3% 768 -4.5% 48,400 129,324 -62.6% 50,697 -4.5% 221,876 265,069 -16.3%
Futures 635 1,959 -67.6% 685 -7.3% 41,901 123,429 -66.1% 45,223 -7.3% 201,767 242,099 -16.7%
Options 98 94 5.2% 83 18.7% 6,499 5,895 10.2% 5,475 18.7% 20,109 22,969 -12.5%
Equity Index Products 93 72 28.1% 76 21.0% 6,108 4,551 34.2% 5,048 21.0% 15,841 18,940 -16.4%
 
Commodity Products 79 84 -6.3% 81 -2.5% 5,193 5,312 -2.2% 5,375 -3.4% 16,131 12,128 33.0%
 
U.S. Derivatives Products (contracts in thousands)
Avg. Net Rate Per Contract (ex. Liffe U.S. volumes) $ 0.154 $ 0.165 -6.7% $ 0.171 -9.9% $ 0.154 $ 0.165 -6.7% $ 0.171 -9.9% $ 0.161 $ 0.172 -6.4%
 
Equity Options Contracts3 4,866 4,052 20.1% 3,189 52.6% 311,430 255,306 22.0% 204,078 52.6% 840,169 687,388 22.2%
Total Consolidated Options Contracts 18,477 15,759 17.3% 12,484 48.0% 1,182,554 992,810 19.1% 798,990 48.0% 3,248,325 2,642,003 22.9%
 
Share of Total Consolidated Options Contracts 26.3% 25.7% 25.5% 26.3% 25.7% 25.5% 25.9% 26.0%
 
NYSE Liffe U.S.
 
Futures and Futures Options Volume* 117.8 93.4 26.1% 10.7 1001.0% 7,775.5 5,980.7 30.0% 684.8 1035.4% 15,100.6 3,122.6 383.6%
 
European Cash Products (trades in thousands) 1,907 1,540 23.9% 1,364 39.8% 125,891 96,999 29.8% 90,023 39.8% 338,267 284,732 18.8%
Avg. Net Revenue Per Transaction $ 0.635 $ 0.742 -14.4% $ 0.655 -3.1% $ 0.635 $ 0.742 -14.4% $ 0.655 -3.1% $ 0.677 $ 0.699 -3.1%
Avg. Net Revenue Per Transaction - Currency Neutral $ 0.635 $ 0.727 -12.7% $ 0.716 -11.3% $ 0.635 $ 0.727 -12.7% $ 0.716 -11.3%
 
Equities 1,832 1,482 23.6% 1,310 39.8% 120,893 93,350 29.5% 86,444 39.9% 325,084 273,348 18.9%
Exchange-Traded Funds 25 16 51.8% 16 55.4% 1,641 1,032 59.0% 1,059 54.9% 3,988 3,432 16.2%
Structured Products 46 36 26.8% 33 40.1% 3,052 2,298 32.9% 2,197 38.9% 8,223 6,844 20.1%
Bonds 5 5 -8.9% 5 -7.6% 305 319 -4.5% 323 -5.6% 972 1,108 -12.3%
 
U.S. Cash Products (shares in millions) 2,608 2,075 25.7% 2,396 8.8% 166,914 130,722 27.7% 153,359 8.8% 440,850 511,225 -13.8%
Avg. Net Fee Per 100 Shares Handled $ 0.0383 $ 0.0390 -1.8% $ 0.0320 19.7% $ 0.0383 $ 0.0390 -1.8% $ 0.0320 19.7% $ 0.0381 $ 0.0311 22.5%
 
NYSE Listed (Tape A) Issues 4
 
Handled Volume 5 1,806 1,461 23.6% 1,720 5.0% 115,591 92,072 25.5% 110,058 5.0% 311,061 370,774 -16.1%
Matched Volume 6 1,717 1,384 24.0% 1,625 5.7% 109,900 87,216 26.0% 104,021 5.7% 294,921 347,375 -15.1%
Total NYSE Listed Consolidated Volume 4,801 3,935 22.0% 4,275 12.3% 307,295 247,909 24.0% 273,580 12.3% 838,416 949,963 -11.7%
 
Share of Total Consolidated Volume
Handled Volume 5 37.6% 37.1% 40.2% 37.6% 37.1% 40.2% 37.1% 39.0%
Matched Volume 6 35.8% 35.2% 38.0% 35.8% 35.2% 38.0% 35.2% 36.6%
 
NYSE Arca & Amex (Tape B) Listed Issues
 
Handled Volume 5 469 335 40.1% 352 33.2% 30,007 21,085 42.3% 22,524 33.2% 72,582 76,244 -4.8%
Matched Volume 6 423 301 40.5% 320 32.2% 27,094 18,976 42.8% 20,499 32.2% 65,340 68,405 -4.5%
Total NYSE Arca & Amex Listed Consolidated Volume 1,798 1,287 39.7% 1,292 39.2% 115,086 81,111 41.9% 82,696 39.2% 279,949 288,405 -2.9%
 
Share of Total NYSE Arca & NYSE Amex Listed Consolidated Volume
Handled Volume 5 26.1% 26.0% 27.2% 26.1% 26.0% 27.2% 25.9% 26.4%
Matched Volume 6 23.5% 23.4% 24.8% 23.5% 23.4% 24.8% 23.3% 23.7%
 
Nasdaq Listed Issues (Tape C)
 
Handled Volume 5 333 279 19.2% 325 2.6% 21,316 17,597 21.1% 20,777 2.6% 57,208 64,206 -10.9%
Matched Volume 6 292 237 23.5% 280 4.4% 18,719 14,924 25.4% 17,933 4.4% 49,214 54,021 -8.9%
Total Nasdaq Listed Consolidated Volume 2,183 1,996 9.3% 2,020 8.0% 139,681 125,745 11.1% 129,308 8.0% 392,592 431,299 -9.0%
 
Share of Total Nasdaq Listed Consolidated Volume
Handled Volume 5 15.3% 14.0% 16.1% 15.3% 14.0% 16.1% 14.6% 14.9%
Matched Volume 6 13.4% 11.9% 13.9% 13.4% 11.9% 13.9% 12.5% 12.5%
 
Exchange-Traded Funds 5,7
 
Handled Volume 5 455 309 47.4% 344 32.2% 29,119 19,446 49.7% 22,034 32.2% 68,122 73,607 -7.5%
Matched Volume 6 410 277 48.0% 313 31.1% 26,271 17,468 50.4% 20,037 31.1% 61,281 66,172 -7.4%
Total ETF Consolidated Volume 1,783 1,210 47.3% 1,287 38.5% 114,109 76,252 49.6% 82,366 38.5% 267,573 285,403 -6.2%
 
Share of Total ETF Consolidated Volume
Handled Volume 5 25.5% 25.5% 26.8% 25.5% 25.5% 26.8% 25.5% 25.8%
Matched Volume 6 23.0% 22.9% 24.3% 23.0% 22.9% 24.3% 22.9% 23.2%
 
1   Data includes currency products.
2 Includes trading activities for Bclear, NYSE Liffe's service for Equity OTC derivatives.
3 Includes trading in U.S. equity options contracts, not equity-index options.
4 Includes all volume executed in NYSE Group crossing sessions.
5 Represents the total number of shares of equity securities and ETFs internally matched on the NYSE Group's exchanges or routed to and executed at an external market center. NYSE Arca routing includes odd-lots.

6

Represents the total number of shares of equity securities and ETFs executed on the NYSE Group's exchanges.
7 Data included in previously identified categories.
* Includes trading from Interest rate futures over NYSE Liffe U.S. for 9 trading days in 1Q11. ADVs calculated with the appropriate number of NYSE Liffe U.S. trading days.
Source: NYSE Euronext, Options Clearing Corporation and Consolidated Tape as reported for equity securities.
All trading activity is single-counted, except European cash trading which is double counted to include both buys and sells.
           
NYSE Euronext

Selected Statistical Data:

Other Operating Statistics

 
Three Months Ended
(Unaudited) Sept. 30, 2011 June 30, 2011 Sept. 30, 2010
 
NYSE Euronext Listed Issuers
 
NYSE Listed Issuers
 
Issuers listed on U.S. Markets1 2,948 2,956 2,928
Number of new issuer listings1 78 155 31
Capital raised in connection with new listings ($millions)2 $ 2,199 $ 11,709 $ 3,650
 
Euronext Listed Issuers
 
Issuers listed on Euronext1 947 964 995
Number of new issuer listings3 17 20 21
Capital raised in connection with new listings ($millions)2 $ 107 $ 72 $ 58
 
 
NYSE Euronext Market Data
 
NYSE Market Data4
 
Share of Tape A revenues (%) 44.5 % 45.8 % 50.3 %
Share of Tape B revenues (%) 30.0 % 30.2 % 33.1 %
Share of Tape C revenues (%) 18.7 % 18.4 % 21.8 %
Professional subscribers (Tape A) 374,784 383,606 381,658
 
Euronext Market Data
 
Number of terminals 231,474 231,544 239,098
 
 
NYSE Euronext Operating Expenses
 
NYSE Euronext employee headcount
 
NYSE Euronext headcount 3,074 2,988 3,030
 
 
NYSE Euronext Financial Statistics
 
NYSE Euronext foreign exchange rate
 
Average €/US$ exchange rate $ 1.414 $ 1.439 $ 1.292
Average £/US$ exchange rate $ 1.611 $ 1.631 $ 1.550
 
1  

Figures for NYSE listed issuers include listed operating companies, special-purpose acquisition companies and closed-end funds listed on the NYSE and NYSE Amex and do not include NYSE Arca or structured products listed on the NYSE. There were 1,328 ETFs and 2 operating companies exclusively listed on NYSE Arca as of September 30, 2011. There were 457 corporate structured products listed on the NYSE as of September 30, 2011.

Figures for new issuer listings include NYSE new listings (including new operating companies, special-purpose acquisition companies and closed-end funds listing on NYSE) and new ETP listings on NYSE Arca (NYSE Amex is excluded). Figures for Euronext present the operating companies were listed on Euronext and do not include NYSE Alternext, Free Market, closed-end funds, ETFs and structured product (warrants and certificates). As of September 30, 2011, 181 companies were listed on NYSE Alternext, 265 on Free Market and 678 ETFs were listed on NextTrack.

2 Euronext figures show capital raised in millions of dollars by operating companies listed on Euronext, NYSE Alternext and Free Market and do not include closed-end funds, ETFs and structured products (warrants and certificates). NYSE figures show capital raised in millions of dollars by operating companies listed on NYSE and NYSE Arca and do not include closed-end funds, ETFs and structured products.
3 Euronext figures include operating companies listed on Euronext, NYSE Alternext and Free Market and do not include closed-end funds, ETFs and structured products (warrants and certificates).
4 "Tape A" represents NYSE listed securities, "Tape B" represents NYSE Arca and NYSE Amex listed securities, and "Tape C" represents Nasdaq listed securities. Per Regulation NMS, as of April 1, 2007, share of revenues is derived through a formula based on 25% share of trading, 25% share of value traded, and 50% share of quoting, as reported to the consolidated tape. Prior to April 1, 2007, share of revenues for Tape A and B was derived based on number of trades reported to the consolidated tape, and share of revenue for Tape C was derived based on an average of share of trades and share of volume reported to the consolidated tape. The consolidated tape refers to the collection and dissemination of market data that multiple markets make available on a consolidated basis. Share figures exclude transactions reported to the FINRA/NYSE Trade Reporting Facility.
 
Source: NYSE Euronext, Options Clearing Corporation and Consolidated Tape as reported for equity securities.
 

Contacts

NYSE Euronext
Media:
+31.20.550.4488 (Amsterdam)
+32.2.509.1392 (Brussels)
+351.217.900.029 (Lisbon)
+44.20.7379.2789 (London)
+1.212.656.2140 (New York)
+33.1.49.27.11.33 (Paris)
or
Investor Relations:
+1.212.656.5700 (New York)
+33.1.49.27.58.60 (Paris)

Contacts

NYSE Euronext
Media:
+31.20.550.4488 (Amsterdam)
+32.2.509.1392 (Brussels)
+351.217.900.029 (Lisbon)
+44.20.7379.2789 (London)
+1.212.656.2140 (New York)
+33.1.49.27.11.33 (Paris)
or
Investor Relations:
+1.212.656.5700 (New York)
+33.1.49.27.58.60 (Paris)