Second Quarter Highlights*
- Diluted EPS for the Quarter of $1.33, Down 15 percent, primarily due to the
impairment of intangible assets recognized in the Digital reporting
unit
- Adjusted Diluted EPS¹ for the Quarter of $2.15, Up 21 percent, which ties the quarterly
record from the first quarter of 2024
- Record Net Revenue for the Quarter of $513.8 million, Up 10 percent
- Increases Organic Total Net Revenue Growth2 Range
for 2024 to 6 to 8 percent, from 5 to 7 percent; Anticipates Lower
End of Data and Access Solutions Organic Net Revenue Growth
Target2 of 7 to 10 percent
- Reaffirms 2024 Adjusted Operating Expense
Guidance2 of $795 to
$805 million
CHICAGO, Aug. 2, 2024 /PRNewswire/ -- Cboe Global
Markets, Inc. (Cboe: CBOE) today reported financial results
for the second quarter of 2024.
![](https://mma.prnewswire.com/media/622233/Cboe_GM_New_Logo.jpg)
"Cboe reported another strong quarter with record net revenue of
$514 million, diluted EPS of
$1.33, and adjusted diluted
EPS1 of $2.15, up a
robust 21% from the second quarter of 2023," said Fredric Tomczyk, Cboe Global Markets Chief
Executive Officer. "The second quarter results illustrate the
durability of the Cboe business model with year-to-date net revenue
increasing by a strong 8% and adjusted diluted EPS1
coming in 17% higher as compared to first half 2023 levels. I am
incredibly pleased with the progress we continue to make as we work
through our strategic review, the early output of which is
evidenced by our solid expense management trends, improved
year-over-year EBITDA margins, and additive capital allocation
actions with $90 million of share
repurchases during the second quarter and a total of $180 million for the first half of the year. Each
component of our exchange ecosystem performed well during the
second quarter, and we are well positioned for the second half of
the year."
"Cboe reported strong 10% year-over-year net revenue growth in
the second quarter as each category of our business posted solid
year-over-year trends," said Jill
Griebenow, Cboe Global Markets Executive Vice President,
Chief Financial Officer. "Cash and Spot Markets performance was
robust with net revenues growing 15% during the second quarter of
2024. Derivative trends were also solid, up 11% year-over-year, and
Data and Access Solutions delivered 5% year-over-year net revenue
growth. Notably, adjusted EBITDA margins1 reached 67%
through the first half of 2024, up more than two percentage points
as compared to the first half of 2023, and we returned nearly
$300 million in capital to
shareholders in the form of share repurchases and dividends. Moving
forward, we anticipate organic total net revenue growth2
to finish in the 6-8% range, up from our prior guidance of the
higher end of 5-7%. We are reaffirming our Data and Access
Solutions organic net revenue growth2 range of 7-10%,
but anticipate finishing at the lower end of the guidance range.
Additionally, we are reaffirming our full year adjusted operating
expense guidance2 range of $795 to $805
million. We have produced strong results for the first half
of 2024 and look forward to delivering durable returns for
shareholders in the quarters ahead."
*All comparisons are
second quarter 2024 compared to the same period in
2023.
|
(1)A full reconciliation
of our non-GAAP results to our GAAP ("Generally Accepted Accounting
Principles") results is included in the attached tables. See
"Non-GAAP Information" in the accompanying financial
tables.
|
(2)Specific quantifications of
the amounts that would be required to reconcile the company's
organic net revenue growth guidance and adjusted operating expenses
guidance are not available. The company believes that there is
uncertainty and unpredictability with respect to certain of its
GAAP measures, primarily related to acquisition-related revenues
and costs that would be required to reconcile to GAAP revenues less
cost of revenues, GAAP operating expenses and GAAP effective tax
rate, which preclude the company from providing accurate guidance
on certain forward-looking GAAP to non-GAAP reconciliations. The
company believes that providing estimates of the amounts that would
be required to reconcile the range of the company's organic net
revenue growth guidance and adjusted operating expenses would imply
a degree of precision that would be confusing or misleading to
investors for the reasons identified above.
|
Consolidated Second Quarter Results -Table 1
Table 1 below presents summary selected unaudited condensed
consolidated financial information for the company as reported and
on an adjusted basis for the three months ended June 30, 2024 and 2023.
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Table
1
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Consolidated Second
Quarter Results
|
|
|
|
|
|
|
|
|
|
|
|
|
2Q24
|
|
2Q23
|
|
|
($ in millions except per share)
|
|
|
2Q24
|
|
2Q23
|
Change
|
|
Adjusted1
|
|
Adjusted1
|
Change
|
Total Revenues Less
Cost of Revenues
|
|
|
$
|
513.8
|
|
|
$
|
467.1
|
|
10
|
%
|
|
$
|
513.8
|
|
|
$
|
467.1
|
|
10
|
%
|
Total Operating
Expenses
|
|
|
$
|
303.7
|
|
|
$
|
222.3
|
|
37
|
%
|
|
$
|
197.1
|
|
|
$
|
192.3
|
|
2
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%
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Operating
Income
|
|
|
$
|
210.1
|
|
|
$
|
244.8
|
|
(14)
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%
|
|
$
|
316.7
|
|
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$
|
274.8
|
|
15
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%
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Operating Margin
%
|
|
|
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40.9
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%
|
|
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52.4
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%
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(11.5)
|
pp
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|
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61.6
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%
|
|
|
58.8
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%
|
2.8
|
pp
|
Net Income Allocated to
Common Stockholders
|
|
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$
|
139.7
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|
|
$
|
167.0
|
|
(16)
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%
|
|
$
|
226.2
|
|
|
$
|
188.7
|
|
20
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%
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Diluted Earnings Per
Share
|
|
|
$
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1.33
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|
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$
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1.57
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(15)
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%
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$
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2.15
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$
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1.78
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21
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%
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EBITDA1
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$
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242.3
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|
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$
|
294.7
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|
(18)
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%
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|
$
|
340.7
|
|
|
$
|
293.3
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|
16
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%
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EBITDA Margin
%1
|
|
|
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47.2
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%
|
|
|
63.1
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%
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(15.9)
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pp
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|
|
66.3
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%
|
|
|
62.8
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%
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3.5
|
pp
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- Total revenues less cost of revenues (referred to as "net
revenue2") of $513.8
million increased 10 percent, compared to $467.1 million in the prior-year period, a result
of increases in cash and spot markets, derivatives markets, and
data and access solutions net revenue.
- Total operating expenses were $303.7
million versus $222.3 million
in the second quarter of 2023, an increase of $81.4 million, primarily related to the
impairment of intangible assets recognized in the Digital reporting
unit. Adjusted operating expenses1 of $197.1 million increased 2 percent compared to
$192.3 million in the second quarter
of 2023. This increase was primarily due to higher compensation and
benefits and professional fees and outside services, partially
offset by a decline in travel and promotional expenses.
- The effective tax rate for the second quarter of 2024 was 30.8
percent as compared with 30.6 percent in the second quarter of
2023. The higher effective tax rate in 2024 is primarily due to the
valuation allowance associated with the impairment of the Globacap
investment. The effective tax rate on adjusted earnings1
was 29.5 percent, down 0.2 basis points when compared with 29.7
percent in last year's second quarter.
- Diluted EPS for the second quarter of 2024 decreased 15 percent
to $1.33 compared to the second
quarter of 2023. Adjusted diluted EPS1 of $2.15 increased 21 percent compared to 2023
second quarter results.
Business Segment Information:
|
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Table
2
|
Total Revenues Less
Cost of Revenues by
|
|
|
|
|
|
|
|
|
|
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Business
Segment
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|
|
|
|
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(in
millions)
|
|
2Q24
|
2Q23
|
Change
|
Options
|
|
$
|
306.7
|
|
$
|
283.2
|
|
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8
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%
|
North American
Equities
|
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|
98.3
|
|
|
90.8
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8
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%
|
Europe and Asia
Pacific
|
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54.3
|
|
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47.3
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15
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%
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Futures
|
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34.8
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|
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29.2
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19
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%
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Global FX
|
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19.8
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17.8
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11
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%
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Digital
|
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(0.1)
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(1.2)
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*
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%
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Total
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$
|
513.8
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|
$
|
467.1
|
|
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10
|
%
|
|
(1)A full reconciliation of our
non-GAAP results to our GAAP results is included in the attached
tables. See "Non-GAAP Information" in the accompanying financial
tables.
|
(2)See the attached tables on
page 10 for "Net Revenue by Revenue Caption."
|
*Not
meaningful
|
Discussion of Results by Business Segment:
Options:
- Options net revenue of $306.7
million was up $23.5 million,
or 8 percent, from the second quarter of 2023. Net transaction and
clearing fees1 increased primarily as a result of a 9
percent increase in index options trading volumes versus the second
quarter of 2023. Access and capacity fees and market data fees were
3 percent higher than the second quarter 2023.
- Net transaction and clearing fees1 increased
$27.3 million, or 11 percent,
reflecting a 1 percent increase in total options average daily
volume ("ADV") and a 9 percent increase in total options RPC
compared to the second quarter 2023. The increase in total options
RPC was due to a mix shift, with index options representing a
higher percentage of total options volume.
- Cboe's Options exchanges had total market share of 31.2 percent
for the second quarter of 2024 compared to 33.3 percent in the
second quarter of 2023, a result of lower multi-list market share
as compared to the second quarter of 2023.
North American (N.A.) Equities:
- N.A. Equities record net revenue of $98.3 million increased $7.5 million, or 8 percent versus the second
quarter of 2023, reflecting higher net transaction and clearing
fees1, proprietary market data fees, and access and
capacity fees.
- Net transaction and clearing fees1 increased by
$7.0 million, or 25 percent, compared
to the second quarter of 2023. The increase was driven by stronger
U.S. exchange and off-exchange net capture rates, as well as
stronger volumes and market share in Canadian Equities as compared
to the second quarter of 2023.
- Cboe's U.S. Equities exchanges had market share of 11.4 percent
for the second quarter of 2024 compared to 12.7 percent in the
second quarter of 2023 given higher off-exchange and closing
auction share. Cboe's U.S. Equities off-exchange market share was
17.8 percent, down from 19.9 percent in the second quarter of 2023
as overall industry alternative trading systems ("ATS") market
share declined as a percentage of off-exchange share. Canadian
Equities market share rose to 15.0 percent as compared to 14.5
percent in the second quarter of 2023.
Europe and Asia Pacific (APAC):
- Europe and APAC net revenue of
$54.3 million increased by 15 percent
compared to the second quarter of 2023, reflecting growth in
transaction and non-transaction revenues. On a constant currency
basis2, net revenues were $55.2
million, up 17 percent on a year-over-year basis. European
Equities average daily notional value ("ADNV") traded on Cboe
European Equities was €9.6 billion, up 4 percent compared to the
second quarter of 2023 given a 10 percent increase in industry
market volumes, partially offset by lower market share. Japanese
Equities ADNV was 71 percent higher and Australian Equities ADNV
was 12 percent higher than the second quarter of 2023.
- For the second quarter of 2024, Cboe European Equities had 22.5
percent market share, down from 23.8 percent in the second quarter
of 2023. Total market share was negatively impacted by elevated
closing auction activity on listing venues and lower lit book
market share. Cboe European Equities net capture rate increased 9
percent given a mix shift to higher capture products. Cboe
Australia had 20.8 percent market share for the second quarter of
2024, up from 18.2 percent in the second quarter of 2023. Cboe
Japan grew market share to 5.5 percent in the second quarter of
2024 from 4.1 percent in the second quarter of 2023.
Futures:
- Futures net revenue of $34.8
million increased $5.6 million
compared to the second quarter of 2023 due to an increase in net
transaction and clearing fees1.
- Net transaction and clearing fees1 increased
$5.7 million, reflecting a 28 percent
increase in ADV during the quarter.
Global FX:
- Global FX record net revenue of $19.8
million increased 11 percent, primarily due to higher net
transaction and clearing fees1. ADNV traded on the Cboe
FX platform was $47.7 billion for the
quarter, up 12 percent compared to last year's second quarter, and
net capture rate per one million
dollars traded was $2.69 for
the quarter, up 1 percent compared to $2.66 in the second quarter of 2023.
- Cboe FX market share was 20.2 percent for the quarter compared
to 19.5 percent in last year's second quarter.
Digital:
- Cboe announced the realignment of the Cboe Digital asset
business on April 25, 2024. Cboe
plans to transition digital asset derivatives trading and clearing
into existing derivatives and clearing business lines, pending
regulatory review, and has wound down trading on the Cboe Digital
spot digital asset trading market. The Digital segment recorded an
impairment of intangible assets of $81.0
million related to the Cboe Digital spot market wind down in
the second quarter of 2024.
(1)See the attached tables on
page 10 for "Net Transaction and Clearing Fees by Business
Segment."
|
(2)A full reconciliation of our
non-GAAP results to our GAAP results is included in the attached
tables. See "Non-GAAP Information" in the accompanying financial
tables.
|
2024 Fiscal Year Financial Guidance
Cboe provided guidance for the 2024 fiscal year as noted
below.
- Organic total net revenue growth1 is expected to be
in the range of 6 to 8 percentage points, up from previous guidance
calling for the higher end of 5 to 7 percentage points in
2024.
- Anticipates lower end of organic net revenue1 growth
range from Data and Access Solutions of 7 to 10 percentage points
in 2024.
- Reaffirms adjusted operating expenses1 in 2024 are
expected to be in the range of $795
to $805 million. The guidance
excludes the expected amortization of acquired intangible assets of
$92 million; the company reflects the
exclusion of this amount in its non-GAAP reconciliation.
- Reaffirms depreciation and amortization expense for 2024 is
expected to be in the range of $43 to
$47 million, excluding the expected
amortization of acquired intangible assets.
- Reaffirms minority investments are expected to contribute a
$37 to $43
million benefit in 2024 to non-operating (expenses) income.
Anticipates that $33 to $37 million of the benefit will come in the
earnings on investments line and $4
to $6 million through the other
(expense) income, net line.
- Reaffirms the effective tax rate on adjusted
earnings1 for the full year 2024 is expected to be in
the range of 28.5 to 30.5 percent. Significant changes in trading
volume, expenses, tax laws or rates and other items could
materially impact this expectation.
- Reaffirms capital expenditures for 2024 are expected to be in
the range of $51 to $57 million.
(1)Specific quantifications of
the amounts that would be required to reconcile the company's
organic and inorganic growth guidance, adjusted operating expenses
guidance, annualized adjusted operating expenses guidance, and the
effective tax rate on adjusted earnings guidance are not available.
Acquisitions are considered organic after 12 months of
closing. The company believes that there is uncertainty and
unpredictability with respect to certain of its GAAP measures,
primarily related to acquisition-related revenues and costs that
would be required to reconcile to GAAP revenues less cost of
revenues, GAAP operating expenses and GAAP effective tax rate,
which preclude the company from providing accurate guidance on
certain forward-looking GAAP to non-GAAP reconciliations. The
company believes that providing estimates of the amounts that would
be required to reconcile the range of the company's organic growth,
adjusted operating expenses, annualized adjusted operating
expenses, and the effective tax rate on adjusted earnings would
imply a degree of precision that would be confusing or misleading
to investors for the reasons identified above.
|
Capital Management
At June 30, 2024, the company had
cash and cash equivalents of $614.6
million and adjusted cash2 of $594.5 million. Total debt as of June 30, 2024 was $1,440.1
million.
The company paid cash dividends of $58.2
million, or $0.55 per share,
during the second quarter of 2024 and utilized $90.4 million to repurchase approximately 514
thousand shares of its common stock under its share repurchase
program at an average price of $175.76 per share. As of June 30, 2024, the company had approximately
$204.4 million of availability
remaining under its existing share repurchase authorizations.
Earnings Conference Call
Executives of Cboe Global Markets will host a conference call to
review its second-quarter financial results today, August 2, 2024, at 8:30 a.m.
ET/7:30 a.m. CT. The conference call and any accompanying
slides will be publicly available via live webcast from the
Investor Relations section of the company's website at www.cboe.com
under Events & Presentations. Participants may also listen
via telephone by dialing (800) 715-9871 (toll-free) or (646)
307-1963 (toll) and using the Conference ID 2619514. Telephone
participants should place calls 10 minutes prior to the start of
the call. The webcast will be archived on the company's website for
replay.
(2)A full reconciliation of our
non-GAAP results to our GAAP results is included in the attached
tables. See "Non-GAAP Information" in the accompanying financial
tables.
|
About Cboe Global Markets
Cboe Global Markets (Cboe: CBOE), the world's leading
derivatives and securities exchange network, delivers cutting-edge
trading, clearing and investment solutions to people around the
world. Cboe provides trading solutions and products in multiple
asset classes, including equities, derivatives, and FX, across
North America, Europe, and Asia
Pacific. Above all, Cboe is committed to building a trusted,
inclusive global marketplace that enables people to pursue a
sustainable financial future. To learn more about the Exchange for
the World Stage, visit www.cboe.com.
Cautionary Statements Regarding Forward-Looking
Information
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
that involve a number of risks and uncertainties. You can identify
these statements by forward-looking words such as "may," "might,"
"should," "expect," "plan," "anticipate," "believe," "estimate,"
"predict," "potential" or "continue," and the negative of these
terms and other comparable terminology. All statements that reflect
our expectations, assumptions or projections about the future other
than statements of historical fact are forward-looking statements.
These forward-looking statements, which are subject to known and
unknown risks, uncertainties and assumptions about us, may include
projections of our future financial performance based on our growth
strategies and anticipated trends in our business. These statements
are only predictions based on our current expectations and
projections about future events. There are important factors that
could cause our actual results, level of activity, performance or
achievements to differ materially from those expressed or implied
by the forward-looking statements.
We operate in a very competitive and rapidly changing
environment. New risks and uncertainties emerge from time to time,
and it is not possible to predict all risks and uncertainties, nor
can we assess the impact of all factors on our 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.
Some factors that could cause actual results to differ include:
the loss of our right to exclusively list and trade certain index
options and futures products; economic, political and market
conditions; compliance with legal and regulatory obligations; price
competition and consolidation in our industry; decreases in trading
or clearing volumes, market data fees or a shift in the mix of
products traded on our exchanges; legislative or regulatory changes
or changes in tax regimes; our ability to protect our systems and
communication networks from security vulnerabilities and breaches;
our ability to attract and retain skilled management and other
personnel, increasing competition by foreign and domestic entities;
our dependence on and exposure to risk from third parties; global
expansion of operations; factors that impact the quality and
integrity of our and other applicable indices; our ability to
manage our growth and strategic acquisitions or alliances
effectively; our ability to operate our business without violating
the intellectual property rights of others and the costs associated
with protecting our intellectual property rights; our ability to
minimize the risks, including our credit, counterparty investment,
and default risks, associated with operating a European
clearinghouse; our ability to accommodate trading and clearing
volume and transaction traffic, including significant increases,
without failure or degradation of performance of our systems;
misconduct by those who use our markets or our products or for whom
we clear transactions; challenges to our use of open source
software code; our ability to meet our compliance obligations,
including managing potential conflicts between our regulatory
responsibilities and our for-profit status; our ability to maintain
BIDS Trading as an independently managed and operated trading
venue, separate from and not integrated with our registered
national securities exchanges; damage to our reputation; the
ability of our compliance and risk management methods to
effectively monitor and manage our risks; restrictions imposed by
our debt obligations and our ability to make payments on or
refinance our debt obligations; our ability to maintain an
investment grade credit rating; impairment of our goodwill,
long-lived assets, investments or intangible assets; the impacts of
pandemics; the accuracy of our estimates and expectations;
litigation risks and other liabilities; risks relating to digital
assets, including winding down the Cboe Digital spot market and
transitioning digital asset futures contracts to CFE, operating a
digital assets futures clearinghouse, cybercrime, changes in
digital asset regulation, and fluctuations in digital asset prices.
More detailed information about factors that may affect our actual
results to differ may be found in our filings with the SEC,
including in our Annual Report on Form 10-K for the year ended
December 31, 2023 and other filings
made from time to time with the SEC.
We do not undertake, and we expressly disclaim, any duty to
update any forward-looking statement whether as a result of new
information, future events or otherwise, except as required by law.
Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date
hereof.
The condensed consolidated statements of income and balance
sheets are unaudited and subject to revision.
Cboe Media
Contacts:
|
|
|
|
Analyst
Contact:
|
Angela Tu
|
|
Tim Cave
|
|
Kenneth Hill,
CFA
|
(646)
856–8734
|
|
+44 (0) 7593 506
719
|
|
(312)
786–7559
|
atu@cboe.com
|
|
tcave@cboe.com
|
|
khill@cboe.com
|
CBOE-F
Trademarks:
Cboe®, Cboe Global Markets®, Cboe Volatility Index®, Cboe
Clear®, Cboe Datashop®, BIDS Trading®, BZX®, BYX®, Cboe Clear®,
Cboe Digital®, EDGX®, EDGA®, MATCHNow®, and VIX® are registered
trademarks of Cboe Global Markets, Inc. and its subsidiaries. All
other trademarks and service marks are the property of their
respective owners.
Cboe Global
Markets, Inc.
Key Performance
Statistics by Business Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2Q
2024
|
1Q
2024
|
4Q 2023
|
3Q
2023
|
2Q
2023
|
Options
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total industry ADV (in
thousands)
|
|
|
46,129
|
|
|
47,452
|
|
|
44,410
|
|
|
43,411
|
|
|
42,964
|
|
Total Company
Options ADV (in thousands)
|
|
|
14,384
|
|
|
14,833
|
|
|
14,896
|
|
|
14,592
|
|
|
14,306
|
|
Multi-listed
options
|
|
|
10,367
|
|
|
10,744
|
|
|
10,725
|
|
|
10,848
|
|
|
10,622
|
|
Index
options
|
|
|
4,017
|
|
|
4,089
|
|
|
4,172
|
|
|
3,743
|
|
|
3,683
|
|
Total Options market
share
|
|
|
31.2
|
%
|
|
31.3
|
%
|
|
33.5
|
%
|
|
33.6
|
%
|
|
33.3
|
%
|
Multi-listed
options
|
|
|
24.6
|
%
|
|
24.8
|
%
|
|
26.7
|
%
|
|
27.4
|
%
|
|
27.1
|
%
|
Total Options
RPC:
|
|
$
|
0.295
|
|
$
|
0.299
|
|
$
|
0.297
|
|
$
|
0.270
|
|
$
|
0.271
|
|
Multi-listed
options
|
|
$
|
0.062
|
|
$
|
0.064
|
|
$
|
0.060
|
|
$
|
0.055
|
|
$
|
0.061
|
|
Index
options
|
|
$
|
0.898
|
|
$
|
0.915
|
|
$
|
0.908
|
|
$
|
0.894
|
|
$
|
0.877
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North American
Equities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Equities -
Exchange:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total industry ADV
(shares in billions)
|
|
|
11.8
|
|
|
11.8
|
|
|
11.2
|
|
|
10.4
|
|
|
10.7
|
|
Market share
%
|
|
|
11.4
|
%
|
|
12.8
|
%
|
|
13.0
|
%
|
|
12.7
|
%
|
|
12.7
|
%
|
Net capture (per 100
touched shares)
|
|
$
|
0.027
|
|
$
|
0.019
|
|
$
|
0.013
|
|
$
|
0.022
|
|
$
|
0.021
|
|
U.S. Equities -
Off-Exchange:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ADV (touched shares, in
millions)
|
|
|
74.7
|
|
|
82.0
|
|
|
76.1
|
|
|
73.8
|
|
|
78.7
|
|
Off-Exchange ATS Block
Market Share % (reported on a one-month lag)
|
|
|
17.8
|
%
|
|
17.6
|
%
|
|
18.4
|
%
|
|
19.9
|
%
|
|
19.9
|
%
|
Net capture (per 100
touched shares)
|
|
$
|
0.136
|
|
$
|
0.132
|
|
$
|
0.137
|
|
$
|
0.125
|
|
$
|
0.122
|
|
Canadian
Equities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ADV (matched shares, in
millions)
|
|
|
150.6
|
|
|
146.3
|
|
|
141.8
|
|
|
127.5
|
|
|
124.2
|
|
Total market share
%
|
|
|
15.0
|
%
|
|
15.3
|
%
|
|
15.3
|
%
|
|
15.2
|
%
|
|
14.5
|
%
|
Net capture (per 10,000
shares, in Canadian Dollars)
|
|
$
|
4.046
|
|
$
|
3.997
|
|
$
|
3.905
|
|
$
|
3.976
|
|
$
|
4.055
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe and Asia
Pacific
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
European
Equities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total industry ADNV
(Euros - in billions)
|
|
€
|
42.6
|
|
€
|
41.8
|
|
€
|
37.7
|
|
€
|
34.3
|
|
€
|
38.7
|
|
Market share
%
|
|
|
22.5
|
%
|
|
23.7
|
%
|
|
23.9
|
%
|
|
23.2
|
%
|
|
23.8
|
%
|
Net capture (per
matched notional value (bps), in Euros)
|
|
€
|
0.251
|
|
€
|
0.249
|
|
€
|
0.233
|
|
€
|
0.232
|
|
€
|
0.230
|
|
Cboe Clear
Europe:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trades cleared (in
thousands)
|
|
|
299,019.3
|
|
|
294,325.7
|
|
|
281,938.1
|
|
|
255,152.3
|
|
|
275,519.8
|
|
Fee per trade cleared
(in Euros)
|
|
€
|
0.008
|
|
€
|
0.008
|
|
€
|
0.010
|
|
€
|
0.010
|
|
€
|
0.009
|
|
Net settlement volume
(shares in thousands)
|
|
|
2,764.0
|
|
|
2,524.6
|
|
|
2,511.6
|
|
|
2,469.5
|
|
|
2,402.0
|
|
Net fee per settlement
(in Euros)
|
|
€
|
1.038
|
|
€
|
1.072
|
|
€
|
0.899
|
|
€
|
0.927
|
|
€
|
0.887
|
|
Australian
Equities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ADNV (AUD - in
billions)
|
|
$
|
0.8
|
|
$
|
0.8
|
|
$
|
0.7
|
|
$
|
0.7
|
|
$
|
0.7
|
|
Market share -
Continuous
|
|
|
20.8
|
%
|
|
20.4
|
%
|
|
20.3
|
%
|
|
17.9
|
%
|
|
18.2
|
%
|
Net capture (per
matched notional value (bps), in Australian Dollars)
|
|
$
|
0.155
|
|
$
|
0.156
|
|
$
|
0.157
|
|
$
|
0.155
|
|
$
|
0.160
|
|
Japanese
Equities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ADNV (JPY - in
billions)
|
|
¥
|
315.2
|
|
¥
|
315.9
|
|
¥
|
190.2
|
|
¥
|
148.7
|
|
¥
|
184.3
|
|
Market share - Lit
Continuous
|
|
|
5.5
|
%
|
|
5.0
|
%
|
|
4.0
|
%
|
|
3.3
|
%
|
|
4.1
|
%
|
Net capture (per
matched notional value (bps), in Yen)
|
|
¥
|
0.229
|
|
¥
|
0.227
|
|
¥
|
0.252
|
|
¥
|
0.257
|
|
¥
|
0.256
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Futures
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ADV (in
thousands)
|
|
|
253.6
|
|
|
220.0
|
|
|
233.4
|
|
|
230.0
|
|
|
197.4
|
|
RPC
|
|
$
|
1.757
|
|
$
|
1.749
|
|
$
|
1.729
|
|
$
|
1.753
|
|
$
|
1.826
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Global
FX
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Spot market share
%
|
|
|
20.2
|
%
|
|
20.3
|
%
|
|
21.3
|
%
|
|
20.2
|
%
|
|
19.5
|
%
|
ADNV ($ - in
billions)
|
|
$
|
47.7
|
|
$
|
45.3
|
|
$
|
47.0
|
|
$
|
44.4
|
|
$
|
42.5
|
|
Net capture (per one
million dollars traded)
|
|
$
|
2.69
|
|
$
|
2.62
|
|
$
|
2.60
|
|
$
|
2.64
|
|
$
|
2.66
|
|
ADV = average daily volume; ADNV = average daily notional
value.
RPC, average revenue per contract, for options and futures
represents total net transaction fees recognized for the period
divided by total contracts traded during the period.
Touched volume represents the total number of shares of equity
securities and ETFs internally matched on our exchanges or routed
to and executed on an external market center.
Matched volume represents the total number of shares of equity
securities and ETFs executed on our exchanges.
U.S. Equities - Exchange, "net capture per 100 touched shares"
refers to transaction fees less liquidity payments and routing and
clearing costs divided by the product of one-hundredth ADV of
touched shares on BZX, BYX, EDGX and EDGA and the number of
trading days. U.S. Equities – Off-Exchange data reflects BIDS
Trading. For U.S. Equities – Off-Exchange, "net capture per 100
touched shares" refers to transaction fees less order and execution
management system (OMS/EMS) fees and clearing costs divided by the
product of one-hundredth ADV of touched shares on BIDS Trading and
the number of trading days for the period.
Canadian Equities, "net capture per 10,000 shares" refers to
transaction fees divided by the product of one-ten thousandth ADV
of shares for MATCHNow and Cboe Canada and the number of trading
days. Total market share represents MATCHNow and Cboe Canada volume
divided by the total volume of the Canadian Equities market. As of
January 1, 2024, the Cboe Canada and
MATCHNow entities have been amalgamated into Cboe Canada Inc.
European Equities, "net capture per matched notional value"
refers to transaction fees less liquidity payments in Euros divided
by the product of ADNV in Euros of shares matched on Cboe Europe
Equities and the number of trading days. "Trades cleared" refers to
the total number of non-interoperable trades cleared, "Fee per
trade cleared" refers to clearing fees divided by number of
non-interoperable trades cleared, "Net settlement volume" refers to
the total number of settlements executed after netting, and "Net
fee per settlement" refers to settlement fees less direct costs
incurred to settle divided by the number of settlements executed
after netting.
Asia Pacific data reflects the
acquisition of Cboe Asia Pacific. Australian Equities, "net capture
per matched notional value" refers to transaction fees less
liquidity payments in Australian dollars divided by the product of
ADNV in Australian dollars of shares matched on Cboe Australia and
the number of Australian Equities trading days. Japanese Equities,
"net capture per matched notional value" refers to transaction fees
less liquidity payments in Japanese Yen divided by the product of
ADNV in Japanese Yen of shares matched on Cboe Japan and the number
of Japanese Equities trading days.
Global FX, "net capture per one million
dollars traded" refers to transaction fees less liquidity
payments, if any, divided by the Spot and SEF products of
one-thousandth of ADNV traded on the Cboe FX Markets and the number
of trading days, divided by two, which represents the buyer and
seller that are both charged on the transaction. Market Share
represents Cboe FX volume divided by the total volume of publicly
reporting spot FX venues (Cboe FX, EBS, Refinitiv, and Euronext
FX).
Average transaction fees per contract can be affected by various
factors, including exchange fee rates, volume-based discounts and
transaction mix by contract type and product type.
Cboe Global Markets,
Inc. and Subsidiaries
|
Condensed
Consolidated Statements of Income (Unaudited)
|
Three and Six Months
Ended June 30, 2024 and 2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
June 30,
|
|
Six Months Ended
June 30,
|
(in millions, except
per share amounts)
|
|
2024
|
|
2023
|
|
2024
|
|
2023
|
Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and spot
markets
|
|
$
|
386.4
|
|
$
|
341.3
|
|
$
|
767.3
|
|
$
|
748.3
|
Data and access
solutions
|
|
|
142.1
|
|
|
135.3
|
|
|
282.3
|
|
|
264.7
|
Derivatives
markets
|
|
|
445.5
|
|
|
431.2
|
|
|
881.6
|
|
|
883.0
|
Total
Revenues
|
|
|
974.0
|
|
|
907.8
|
|
|
1,931.2
|
|
|
1,896.0
|
Cost of
Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
Liquidity
payments
|
|
|
307.0
|
|
|
337.4
|
|
|
645.8
|
|
|
709.2
|
Routing and
clearing
|
|
|
16.6
|
|
|
20.8
|
|
|
32.6
|
|
|
44.8
|
Section 31
fees
|
|
|
77.7
|
|
|
34.5
|
|
|
119.8
|
|
|
109.4
|
Royalty fees and other
cost of revenues
|
|
|
58.9
|
|
|
48.0
|
|
|
117.1
|
|
|
94.1
|
Total Cost of
Revenues
|
|
|
460.2
|
|
|
440.7
|
|
|
915.3
|
|
|
957.5
|
Revenues Less Cost
of Revenues
|
|
|
513.8
|
|
|
467.1
|
|
|
1,015.9
|
|
|
938.5
|
Operating
Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
Compensation and
benefits
|
|
|
116.1
|
|
|
106.5
|
|
|
231.4
|
|
|
216.9
|
Depreciation and
amortization
|
|
|
31.8
|
|
|
39.8
|
|
|
69.1
|
|
|
81.2
|
Technology support
services
|
|
|
24.6
|
|
|
28.3
|
|
|
48.8
|
|
|
50.5
|
Professional fees and
outside services
|
|
|
25.8
|
|
|
20.4
|
|
|
47.3
|
|
|
44.3
|
Travel and promotional
expenses
|
|
|
9.3
|
|
|
13.5
|
|
|
16.8
|
|
|
19.7
|
Facilities
costs
|
|
|
6.1
|
|
|
6.2
|
|
|
12.6
|
|
|
13.8
|
Acquisition-related
costs
|
|
|
0.6
|
|
|
0.7
|
|
|
1.2
|
|
|
7.1
|
Impairment of
intangible assets
|
|
|
81.0
|
|
|
—
|
|
|
81.0
|
|
|
—
|
Other
expenses
|
|
|
8.4
|
|
|
6.9
|
|
|
15.2
|
|
|
12.3
|
Total Operating
Expenses
|
|
|
303.7
|
|
|
222.3
|
|
|
523.4
|
|
|
445.8
|
Operating
Income
|
|
|
210.1
|
|
|
244.8
|
|
|
492.5
|
|
|
492.7
|
Non-operating
(Expenses) Income:
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
expense
|
|
|
(12.8)
|
|
|
(16.7)
|
|
|
(25.8)
|
|
|
(33.8)
|
Interest
income
|
|
|
4.6
|
|
|
2.8
|
|
|
8.7
|
|
|
4.8
|
Earnings on
investments
|
|
|
14.2
|
|
|
9.3
|
|
|
28.2
|
|
|
24.6
|
Other (expense) income,
net
|
|
|
(13.1)
|
|
|
1.6
|
|
|
(8.5)
|
|
|
1.7
|
Total Non-operating
(Expenses) Income
|
|
|
(7.1)
|
|
|
(3.0)
|
|
|
2.6
|
|
|
(2.7)
|
Income Before Income
Tax Provision
|
|
|
203.0
|
|
|
241.8
|
|
|
495.1
|
|
|
490.0
|
Income tax
provision
|
|
|
62.6
|
|
|
74.0
|
|
|
145.2
|
|
|
148.8
|
Net
Income
|
|
|
140.4
|
|
|
167.8
|
|
|
349.9
|
|
|
341.2
|
Net income allocated to
participating securities
|
|
|
(0.7)
|
|
|
(0.8)
|
|
|
(1.9)
|
|
|
(1.6)
|
Net Income Allocated
to Common Stockholders
|
|
$
|
139.7
|
|
$
|
167.0
|
|
$
|
348.0
|
|
$
|
339.6
|
Net Income Per Share
Allocated to Common Stockholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per
share
|
|
$
|
1.33
|
|
$
|
1.58
|
|
$
|
3.30
|
|
$
|
3.21
|
Diluted earnings per
share
|
|
|
1.33
|
|
|
1.57
|
|
|
3.29
|
|
|
3.20
|
Weighted average shares
used in computing income per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
105.1
|
|
|
105.7
|
|
|
105.4
|
|
|
105.8
|
Diluted
|
|
|
105.4
|
|
|
106.1
|
|
|
105.8
|
|
|
106.1
|
Cboe Global Markets,
Inc. and Subsidiaries
|
Condensed
Consolidated Balance Sheets (Unaudited)
|
June 30, 2024 and
December 31, 2023
|
|
|
|
|
|
|
|
|
|
June 30,
|
|
December 31,
|
(in
millions)
|
|
2024
|
|
2023
|
Assets
|
|
|
|
|
|
|
Current
Assets:
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
614.6
|
|
$
|
543.2
|
Financial
investments
|
|
|
83.7
|
|
|
57.5
|
Accounts receivable,
net
|
|
|
372.7
|
|
|
337.3
|
Margin deposits,
clearing funds, and interoperability funds
|
|
|
2,728.8
|
|
|
848.8
|
Digital assets -
safeguarded assets
|
|
|
6.9
|
|
|
51.3
|
Income taxes
receivable
|
|
|
34.9
|
|
|
74.5
|
Other current
assets
|
|
|
57.9
|
|
|
66.7
|
Total Current
Assets
|
|
|
3,899.5
|
|
|
1,979.3
|
|
|
|
|
|
|
|
Investments
|
|
|
359.5
|
|
|
345.3
|
Property and equipment,
net
|
|
|
115.1
|
|
|
109.2
|
Property held for
sale
|
|
|
—
|
|
|
8.7
|
Operating lease right
of use assets
|
|
|
115.3
|
|
|
136.6
|
Goodwill
|
|
|
3,132.9
|
|
|
3,140.6
|
Intangible assets,
net
|
|
|
1,424.7
|
|
|
1,561.5
|
Other assets,
net
|
|
|
208.6
|
|
|
206.3
|
Total
Assets
|
|
$
|
9,255.6
|
|
$
|
7,487.5
|
|
|
|
|
|
|
|
Liabilities and
Stockholders' Equity
|
|
|
|
|
|
|
Current
Liabilities:
|
|
|
|
|
|
|
Accounts payable and
accrued liabilities
|
|
$
|
290.9
|
|
$
|
412.7
|
Section 31 fees
payable
|
|
|
120.6
|
|
|
51.9
|
Deferred
revenue
|
|
|
9.9
|
|
|
5.9
|
Margin deposits,
clearing funds, and interoperability funds
|
|
|
2,728.8
|
|
|
848.8
|
Income taxes
payable
|
|
|
—
|
|
|
1.0
|
Digital assets -
safeguarded liabilities
|
|
|
6.9
|
|
|
51.3
|
Current portion of
contingent consideration liabilities
|
|
|
1.8
|
|
|
11.8
|
Total Current
Liabilities
|
|
|
3,158.9
|
|
|
1,383.4
|
|
|
|
|
|
|
|
Long-term
debt
|
|
|
1,440.1
|
|
|
1,439.2
|
Non-current
unrecognized tax benefits
|
|
|
270.9
|
|
|
243.8
|
Deferred income
taxes
|
|
|
194.7
|
|
|
217.8
|
Non-current operating
lease liabilities
|
|
|
126.3
|
|
|
150.8
|
Other non-current
liabilities
|
|
|
43.0
|
|
|
67.5
|
Total
Liabilities
|
|
|
5,233.9
|
|
|
3,502.5
|
|
|
|
|
|
|
|
Stockholders'
Equity:
|
|
|
|
|
|
|
Preferred
stock
|
|
|
—
|
|
|
—
|
Common stock
|
|
|
1.1
|
|
|
1.1
|
Treasury stock at
cost
|
|
|
(217.4)
|
|
|
(10.5)
|
Additional paid-in
capital
|
|
|
1,506.0
|
|
|
1,478.6
|
Retained
earnings
|
|
|
2,758.4
|
|
|
2,525.2
|
Accumulated other
comprehensive loss, net
|
|
|
(26.4)
|
|
|
(9.4)
|
Total Stockholders'
Equity
|
|
|
4,021.7
|
|
|
3,985.0
|
|
|
|
|
|
|
|
Total Liabilities
and Stockholders' Equity
|
|
$
|
9,255.6
|
|
$
|
7,487.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Table
3
|
Net Transaction and
Clearing Fees by Business Segment
|
Consolidated
|
Options
|
N.A.
Equities
|
Europe and
APAC
|
Futures
|
Global
FX
|
Digital
|
Three Months Ended
June 30, 2024 and 2023
|
June 30,
|
June 30,
|
June 30,
|
June 30,
|
June 30,
|
June 30,
|
June 30,
|
(in
millions)
|
2024
|
|
2023
|
2024
|
|
2023
|
2024
|
|
2023
|
2024
|
|
2023
|
2024
|
|
2023
|
2024
|
|
2023
|
2024
|
|
2023
|
Transaction and
clearing fees
|
$
|
697.6
|
|
$
|
685.7
|
$
|
385.9
|
|
$
|
384.3
|
$
|
227.2
|
|
$
|
229.4
|
$
|
38.9
|
|
$
|
35.6
|
$
|
28.1
|
|
$
|
22.4
|
$
|
17.1
|
|
$
|
15.0
|
$
|
0.4
|
|
$
|
(1.0)
|
Liquidity
payments
|
|
(307.0)
|
|
|
(337.4)
|
|
(114.2)
|
|
|
(135.8)
|
|
(184.4)
|
|
|
(193.1)
|
|
(7.9)
|
|
|
(8.1)
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
(0.5)
|
|
|
(0.4)
|
Routing and
clearing
|
|
(16.6)
|
|
|
(20.8)
|
|
(4.0)
|
|
|
(8.1)
|
|
(7.5)
|
|
|
(8.0)
|
|
(4.6)
|
|
|
(4.4)
|
|
—
|
|
|
—
|
|
(0.5)
|
|
|
(0.3)
|
|
—
|
|
|
—
|
Net transaction and
clearing fees
|
$
|
374.0
|
|
$
|
327.5
|
$
|
267.7
|
|
$
|
240.4
|
$
|
35.3
|
|
$
|
28.3
|
$
|
26.4
|
|
$
|
23.1
|
$
|
28.1
|
|
$
|
22.4
|
$
|
16.6
|
|
$
|
14.7
|
$
|
(0.1)
|
|
$
|
(1.4)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Table
4
|
Net Revenue by
Revenue Caption
|
Cash and Spot
Markets
|
Data and Access
Solutions
|
Derivatives
Markets
|
Total
|
Three Months
Ended
|
Three Months
Ended
|
Three Months
Ended
|
Three Months
Ended
|
Three Months
Ended
|
June 30, 2024 and
2023
|
June
30,
|
June
30,
|
June
30,
|
June
30,
|
(in
millions)
|
2024
|
2023
|
2024
|
2023
|
2024
|
2023
|
2024
|
2023
|
Transaction and
clearing fees
|
$
|
283.6
|
$
|
279.0
|
$
|
—
|
$
|
—
|
$
|
414.0
|
$
|
406.7
|
$
|
697.6
|
$
|
685.7
|
Access and capacity
fees
|
|
—
|
|
—
|
|
90.5
|
|
86.9
|
|
—
|
|
—
|
|
90.5
|
|
86.9
|
Market data
fees
|
|
14.6
|
|
17.7
|
|
50.9
|
|
47.7
|
|
8.2
|
|
8.1
|
|
73.7
|
|
73.5
|
Regulatory
fees
|
|
63.2
|
|
28.7
|
|
—
|
|
—
|
|
22.7
|
|
15.7
|
|
85.9
|
|
44.4
|
Other
revenue
|
|
25.0
|
|
15.9
|
|
0.7
|
|
0.7
|
|
0.6
|
|
0.7
|
|
26.3
|
|
17.3
|
Total
revenues
|
$
|
386.4
|
$
|
341.3
|
$
|
142.1
|
$
|
135.3
|
$
|
445.5
|
$
|
431.2
|
$
|
974.0
|
$
|
907.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liquidity
payments
|
$
|
192.0
|
$
|
201.0
|
$
|
—
|
$
|
—
|
$
|
115.0
|
$
|
136.4
|
$
|
307.0
|
$
|
337.4
|
Routing and clearing
fees
|
|
12.6
|
|
12.7
|
|
—
|
|
—
|
|
4.0
|
|
8.1
|
|
16.6
|
|
20.8
|
Section 31
fees
|
|
63.1
|
|
28.7
|
|
—
|
|
—
|
|
14.6
|
|
5.8
|
|
77.7
|
|
34.5
|
Royalty fees and other
cost of revenues
|
|
15.0
|
|
8.6
|
|
2.5
|
|
2.3
|
|
41.4
|
|
37.1
|
|
58.9
|
|
48.0
|
Total cost of
revenues
|
$
|
282.7
|
$
|
251.0
|
$
|
2.5
|
$
|
2.3
|
$
|
175.0
|
$
|
187.4
|
$
|
460.2
|
$
|
440.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues less cost
of revenues (net revenue)
|
$
|
103.7
|
$
|
90.3
|
$
|
139.6
|
$
|
133.0
|
$
|
270.5
|
$
|
243.8
|
$
|
513.8
|
$
|
467.1
|
Non-GAAP Information
In addition to disclosing results determined in accordance with
GAAP, Cboe Global Markets has disclosed certain non-GAAP measures
of operating performance. These measures are not in accordance
with, or a substitute for, GAAP, and may be different from or
inconsistent with non-GAAP financial measures used by other
companies. The non-GAAP measures provided in this press release
include adjusted operating expenses, adjusted operating income,
adjusted operating margin, adjusted net income allocated to common
stockholders, adjusted diluted earnings per share, effective tax
rate on adjusted earnings, adjusted cash, net revenues in constant
currency, EBITDA, EBITDA margin, adjusted EBITDA and adjusted
EBITDA margin.
Management believes that the non-GAAP financial measures
presented in this press release provide additional and comparative
information to assess trends in our core operations and a means to
evaluate period-to-period comparisons. Non-GAAP financial measures
disclosed by management are provided as additional information to
investors in order to provide them with an alternative method for
assessing our financial condition and operating results.
Amortization expense of acquired intangible assets: We
amortize intangible assets acquired in connection with various
acquisitions. Amortization of intangible assets is inconsistent in
amount and frequency and is significantly affected by the timing
and size of our acquisitions. As such, if intangible asset
amortization is included in performance measures, it is more
difficult to assess the day-to-day operating performance of the
businesses, the relative operating performance of the businesses
between periods and the earnings power of the company. Therefore,
we believe performance measures excluding intangible asset
amortization expense provide investors with an additional basis for
comparison across accounting periods.
Acquisition-related costs: From time to time, we have
pursued acquisitions, which have resulted in expenses which would
not otherwise have been incurred in the normal course of the
company's business operations. These expenses include integration
costs, as well as legal, due diligence, impairment charges, and
other third-party transaction costs. The frequency and the amount
of such expenses vary significantly based on the size, timing and
complexity of the transaction. Accordingly, we exclude these costs
for purposes of calculating non-GAAP measures which provide an
additional analysis of Cboe's ongoing operating performance or
comparisons in Cboe's performance between periods.
The tables below show the reconciliation of each financial
measure from GAAP to non-GAAP. The non-GAAP financial measures
exclude the impact of those items detailed below and are referred
to as adjusted financial measures.
Reconciliation of GAAP and Non-GAAP Information
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Six Months
Ended
|
|
Table
5
|
|
June 30,
|
|
June 30,
|
|
(in millions, except
per share amounts)
|
|
2024
|
|
2023
|
|
2024
|
|
2023
|
|
Reconciliation of
Net Income Allocated to Common Stockholders to Non-GAAP (As shown
on Table 1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income allocated to
common stockholders
|
|
$
|
139.7
|
|
$
|
167.0
|
|
$
|
348.0
|
|
$
|
339.6
|
|
Non-GAAP
adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition-related
costs (1)
|
|
|
0.6
|
|
|
0.7
|
|
|
1.2
|
|
|
7.1
|
|
Amortization of
acquired intangible assets (2)
|
|
|
21.2
|
|
|
29.3
|
|
|
47.4
|
|
|
60.2
|
|
Gain on Cboe Digital
non-recourse notes and warrants wind down (3)
|
|
|
(2.0)
|
|
|
—
|
|
|
(2.4)
|
|
|
—
|
|
Change in contingent
consideration (4)
|
|
|
3.0
|
|
|
—
|
|
|
3.0
|
|
|
—
|
|
Impairment of
intangible assets (5)
|
|
|
81.0
|
|
|
—
|
|
|
81.0
|
|
|
—
|
|
Impairment of
investment (6)
|
|
|
16.0
|
|
|
—
|
|
|
16.0
|
|
|
—
|
|
Costs related to Cboe
Digital wind down (7)
|
|
|
0.8
|
|
|
—
|
|
|
0.8
|
|
|
—
|
|
Gain on sale of
property held for sale (8)
|
|
|
(1.0)
|
|
|
—
|
|
|
(1.0)
|
|
|
—
|
|
Income from investment
(9)
|
|
|
—
|
|
|
(2.1)
|
|
|
—
|
|
|
(2.1)
|
|
Total Non-GAAP
adjustments
|
|
|
119.6
|
|
|
27.9
|
|
|
146.0
|
|
|
65.2
|
|
Income tax expense
related to the items above
|
|
|
(32.7)
|
|
|
(6.8)
|
|
|
(39.6)
|
|
|
(16.3)
|
|
Tax reserves
(10)
|
|
|
(4.0)
|
|
|
0.7
|
|
|
(4.0)
|
|
|
2.2
|
|
Valuation allowances
(11)
|
|
|
4.1
|
|
|
—
|
|
|
4.1
|
|
|
—
|
|
Net income allocated to
participating securities - effect on reconciling
items
|
|
|
(0.5)
|
|
|
(0.1)
|
|
|
(0.6)
|
|
|
(0.3)
|
|
Adjusted
earnings
|
|
$
|
226.2
|
|
$
|
188.7
|
|
$
|
453.9
|
|
$
|
390.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of
Diluted EPS to Non-GAAP
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per
common share
|
|
$
|
1.33
|
|
$
|
1.57
|
|
$
|
3.29
|
|
$
|
3.20
|
|
Per share impact of
non-GAAP adjustments noted above
|
|
|
0.82
|
|
|
0.21
|
|
|
1.01
|
|
|
0.48
|
|
Adjusted diluted
earnings per common share
|
|
$
|
2.15
|
|
$
|
1.78
|
|
$
|
4.30
|
|
$
|
3.68
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of
Operating Margin to Non-GAAP
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted revenue
less cost of revenue
|
|
$
|
513.8
|
|
$
|
467.1
|
|
$
|
1,015.9
|
|
$
|
938.5
|
|
Operating expenses
(12)
|
|
$
|
303.7
|
|
$
|
222.3
|
|
$
|
523.4
|
|
$
|
445.8
|
|
Non-GAAP adjustments
noted above
|
|
|
106.6
|
|
|
30.0
|
|
|
133.4
|
|
|
67.3
|
|
Adjusted operating
expenses
|
|
$
|
197.1
|
|
$
|
192.3
|
|
$
|
390.0
|
|
$
|
378.5
|
|
Operating
income
|
|
$
|
210.1
|
|
$
|
244.8
|
|
$
|
492.5
|
|
$
|
492.7
|
|
Non-GAAP adjustments
noted above
|
|
|
106.6
|
|
|
30.0
|
|
|
133.4
|
|
|
67.3
|
|
Adjusted operating
income
|
|
$
|
316.7
|
|
$
|
274.8
|
|
$
|
625.9
|
|
$
|
560.0
|
|
Adjusted operating
margin (13)
|
|
|
61.6
|
%
|
|
58.8
|
%
|
|
61.6
|
%
|
|
59.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of
Income Tax Rate to Non-GAAP
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income
taxes
|
|
|
203.0
|
|
|
241.8
|
|
|
495.1
|
|
|
490.0
|
|
Non-GAAP adjustments
noted above
|
|
|
119.6
|
|
|
27.9
|
|
|
146.0
|
|
|
65.2
|
|
Adjusted income
before income taxes
|
|
$
|
322.6
|
|
$
|
269.7
|
|
$
|
641.1
|
|
$
|
555.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax
expense
|
|
|
62.6
|
|
|
74.0
|
|
|
145.2
|
|
|
148.8
|
|
Non-GAAP adjustments
noted above
|
|
|
32.6
|
|
|
6.1
|
|
|
39.5
|
|
|
14.1
|
|
Adjusted income tax
expense
|
|
$
|
95.2
|
|
$
|
80.1
|
|
$
|
184.7
|
|
$
|
162.9
|
|
Adjusted income tax
rate
|
|
|
29.5
|
%
|
|
29.7
|
%
|
|
28.8
|
%
|
|
29.3
|
%
|
|
(1) This amount
includes ongoing acquisition-related costs primarily from the
Company's Cboe Digital, Cboe Canada, and Cboe Asia Pacific
acquisitions, which is included in acquisition-related costs on the
condensed consolidated statements of income.
|
(2) This amount
represents the amortization of acquired intangible assets related
to the Company's acquisitions, which is included in depreciation
and amortization on the condensed consolidated statements of
income.
|
(3) This amount
represents the revaluation and the gain associated with the wind
down of the Cboe Digital non-recourse notes and warrants, which is
included in other (expense) income, net on the condensed
consolidated statements of income, as well as the contra-revenue
that was reversed as a result of the wind down of the syndication,
which is included in transaction and clearing fees in the condensed
consolidated statements of income.
|
(4) This amount
represents the loss related to contingent consideration liabilities
achieved related to the acquisition of Cboe Asia Pacific, which is
included in other expenses on the condensed consolidated statements
of income.
|
(5) This amount
represents the impairment of intangible assets related to the Cboe
Digital wind down, which is included in impairment of intangible
assets on the condensed consolidated statements of
income.
|
(6) This amount
represents the impairment of investment related to the Company's
minority investment in Globacap Technology Limited, which is
included in other (expense) income, net on the condensed
consolidated statements of income.
|
(7) This amount
represents certain wind down costs related to Cboe Digital, which
are included in compensation and benefits on the condensed
consolidated statements of income.
|
(8) This amount
represents the gain on the sale of the Company's former
headquarters, which is included in other (expense) income, net on
the condensed consolidated statements of income.
|
(9) This amount
represents the dividend from the Company's minority ownership of
Vest Group Inc., which is included in other (expense) income, net
on the condensed consolidated statements of income. In 2024, the
Company determined the dividend to be a recurring event and
therefore has been excluded from the non-GAAP adjustments in 2024
and going forward.
|
(10) This amount
represents the tax reserves related to Section 199
matters.
|
(11) This amount
represents the valuation allowance related to the impairment of the
Company's minority investment in Globacap Technology
Limited.
|
(12) The company
sponsors deferred compensation plans held in a trust. The expenses
or income related to the deferred compensation plans are included
in "Compensation and benefits" ($1.4 million and $2.0 million in
expense for the three months ended June 30, 2024 and 2023,
respectively, and $0.1 million and $5.2 million in expense for the
six months ended June 30, 2024 and 2023, respectively), and are
directly offset by deferred compensation income, expenses and
dividends included within "Other income, net" ($1.4 million and
$2.0 million in income, expense and dividends in the three months
ended June 30, 2024 and 2023, respectively, and $0.1 million and
$5.2 million in income, expense and dividends in the six months
ended June 30, 2024 and 2023, respectively), on the condensed
consolidated statements of income. The deferred compensation plans'
expenses are not excluded from "adjusted operating expenses" and do
not have an impact on "Income before income taxes."
|
(13) Adjusted operating
margin represents adjusted operating income divided by adjusted
revenue less cost of revenue.
|
EBITDA Reconciliations
EBITDA (earnings before interest, income taxes, depreciation and
amortization) and Adjusted EBITDA are widely used non-GAAP
financial measures of operating performance. EBITDA margin
represents EBITDA divided by revenues less cost of revenues (net
revenue). It is presented as supplemental information that the
company believes is useful to investors to evaluate its results
because it excludes certain items that are not directly related to
the company's core operating performance. EBITDA is calculated by
adding back to net income interest expense, income tax expense,
depreciation and amortization. Adjusted EBITDA is calculated by
adding back to EBITDA acquisition-related costs, change in
contingent consideration, impairment of intangible assets,
impairment of investment, costs related to the Cboe Digital wind
down, gain on sale of property held for sale, gain on Cboe Digital
non-recourse notes and warrants wind down, and income from
investment. EBITDA and Adjusted EBITDA should not be considered as
substitutes either for net income, as an indicator of the company's
operating performance, or for cash flow, as a measure of the
company's liquidity. In addition, because EBITDA and Adjusted
EBITDA may not be calculated identically by all companies, the
presentation here may not be comparable to other similarly titled
measures of other companies. Adjusted EBITDA margin represents
Adjusted EBITDA divided by net revenue.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Table
6
|
|
Three Months Ended
|
|
Six Months
Ended
|
|
(in millions, except
percentages)
|
|
June 30,
|
|
June 30,
|
|
Reconciliation of
Net Income Allocated to Common Stockholders to EBITDA and Adjusted
EBITDA (Per Table 1)
|
|
2024
|
|
2023
|
|
2024
|
|
2023
|
|
Net income allocated
to common stockholders
|
|
$
|
139.7
|
|
$
|
167.0
|
|
$
|
348.0
|
|
$
|
339.6
|
|
Interest expense,
net
|
|
|
8.2
|
|
|
13.9
|
|
|
17.1
|
|
|
29.0
|
|
Income tax
provision
|
|
|
62.6
|
|
|
74.0
|
|
|
145.2
|
|
|
148.8
|
|
Depreciation and
amortization
|
|
|
31.8
|
|
|
39.8
|
|
|
69.1
|
|
|
81.2
|
|
EBITDA
|
|
$
|
242.3
|
|
$
|
294.7
|
|
$
|
579.4
|
|
$
|
598.6
|
|
EBITDA
Margin
|
|
|
47.2
|
%
|
|
63.1
|
%
|
|
57.0
|
%
|
|
63.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP adjustments
not included in above line items
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition-related
costs
|
|
|
0.6
|
|
|
0.7
|
|
|
1.2
|
|
|
7.1
|
|
Change in contingent
consideration
|
|
|
3.0
|
|
|
—
|
|
|
3.0
|
|
|
—
|
|
Impairment of
intangible assets
|
|
|
81.0
|
|
|
—
|
|
|
81.0
|
|
|
—
|
|
Impairment of
investment
|
|
|
16.0
|
|
|
—
|
|
|
16.0
|
|
|
—
|
|
Costs related to Cboe
Digital wind down
|
|
|
0.8
|
|
|
—
|
|
|
0.8
|
|
|
—
|
|
Gain on sale of
property held for sale
|
|
|
(1.0)
|
|
|
—
|
|
|
(1.0)
|
|
|
—
|
|
Gain on Cboe Digital
non-recourse notes and warrants wind down
|
|
|
(2.0)
|
|
|
—
|
|
|
(2.4)
|
|
|
—
|
|
Income from
investment
|
|
|
—
|
|
|
(2.1)
|
|
|
—
|
|
|
(2.1)
|
|
Adjusted
EBITDA
|
|
$
|
340.7
|
|
$
|
293.3
|
|
$
|
678.0
|
|
$
|
603.6
|
|
Adjusted EBITDA
Margin
|
|
|
66.3
|
%
|
|
62.8
|
%
|
|
66.7
|
%
|
|
64.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Table
7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in
millions)
|
|
June 30,
|
|
December 31,
|
|
|
|
|
|
|
|
Reconciliation of
Cash and Cash Equivalents to Adjusted Cash
|
|
2024
|
|
2023
|
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
614.6
|
|
$
|
543.2
|
|
|
|
|
|
|
|
Financial
investments
|
|
|
83.7
|
|
|
57.5
|
|
|
|
|
|
|
|
Less deferred
compensation plan assets
|
|
|
(36.6)
|
|
|
(36.7)
|
|
|
|
|
|
|
|
Less cash collected for
Section 31 Fees
|
|
|
(67.2)
|
|
|
(30.5)
|
|
|
|
|
|
|
|
Adjusted
Cash
|
|
$
|
594.5
|
|
$
|
533.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Table
8
|
|
|
|
|
|
|
|
|
|
|
|
|
(in
millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of
GAAP Net Revenues to Net Revenues in Constant Currency – Three and
Six Months Ended June 30, 2024 and 2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended,
|
|
Six Months
Ended,
|
|
|
June
30,
|
|
June
30,
|
|
|
2024
|
|
2023
|
|
2024
|
|
2023
|
Europe and Asia Pacific
net revenues
|
|
$
|
54.3
|
|
$
|
47.3
|
|
$
|
108.4
|
|
$
|
96.6
|
Constant currency
adjustment
|
|
|
0.9
|
|
|
0.5
|
|
|
0.2
|
|
|
3.9
|
Europe and Asia Pacific
net revenues in constant currency1
|
|
$
|
55.2
|
|
$
|
47.8
|
|
$
|
108.6
|
|
$
|
100.5
|
|
(1)Net
revenues in constant currency is calculated by converting the
current period GAAP net revenues in local currency using the
foreign currency exchange rates that were in effect during the
previous comparable period.
|
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