Robert Greifeld
Analyst · Stifel, Nicolaus
Thank you, John. Your introduction will become longer than my comments soon enough. For the second quarter of 2012, our non-GAAP exchange revenues were $413 million, down slightly to the -- compared to the $415 million in the prior-year quarter but up 3% when you exclude the net impact of acquisitions and the foreign currency charges. Our non-GAAP EPS was $0.64, up $0.02 compared to the prior-year quarter. This performance was achieved with a significant currency headwind. If exchange rates had held constant with prior-year levels, our non-GAAP EPS would have been $0.03 higher, tying our all-time record. Given the weak trading volumes we are experiencing, this is a strong performance. We continue to see good growth on our non-transaction driven businesses, which are mainly recurring and subscription base. These revenues totaled $291 million and were up 4% compared to the second quarter of 2011. This growth was the result of 8% revenue growth in our global market data business. Access and brokerage services continue to perform well, up 12% driven by our new technology introductions. Our transaction-based businesses, equity and option trading in the U.S. and Europe, saw relatively weak volumes compounded by a weakening euro. Currency reduced our second quarter 2012 transaction revenues by $5 million year-over-year. We did, however, continue to generate strong cash flow during the quarter. We have free cash flow of $185 million in the second quarter of 2012. We continued to be active in deploying that capital. In the second quarter, we bought back $125 million worth of shares, or 5.3 million shares, at an average price of $23.37. In addition, we paid our first dividend of $0.13 per share in June. So we continued to make good progress with capital deployment. In the second quarter of 2012, access and broker services revenues were $66 million, up $7 million, or 12%, compared to the prior year. Our out-performance is driven by our unrelenting focus on innovation, which continues to deliver a pipeline of innovative new products, which are helping to reduce our customers' infrastructure costs and meet their performance requirements. NASDAQ's ongoing investments in infrastructure technology have resulted in an ecosystem that attracts and retains members, brokers and participants. Recent innovations include 40G connectivity. We have a very successful rollout of this product to our customer base and are experiencing continued solid uptick. 40G client connectivity provides customers at our data center the ability to access our U.S. markets through a single, ultra-low latency connection. Network latency on 40G has been observed by our clients being reduced by an average of 2 to 7 microseconds, round-trip, compared to 10G. Our Super Cab offering provides customers at our data center with up to 17.3 kilowatts of power to operate in cool trading equipment within a single cabinet. This has many benefits for our customers: obviously reduced cost but also reduced connectivity, latency, enhanced cooling capability and obviously has been very successful for us. In Access Services, our pipeline is as full as it's ever been and you'll see us continue to introduce new products as we move forward. It is this focus that makes our Carteret Datacenter a must for all our customers and allowed us to grow our Access Services technology business at a double-digit rate even in this difficult market environment. Moving onto Market Technology. This business delivers technology and services to market places, brokers and regulators throughout the world. Second quarter revenues were $44 million. Foreign currency negatively impacted the year-over-year comparison by about $5 million. During the quarter, we hosted our Technology of the Future Conference, ToF, in Stockholm in June and it was an extremely successful event. This was our largest Technology of the Future Conference ever, with attendance up over 50% compared to the last conference. At the show, we certainly took our customers through our product roadmap and our expectations for the future. It is clear that we're seeing acceleration in our Market Technology business. We're on track for a record year of new business wins and order take. In just the first 6 months of 2012, we achieved an order intake of $132 million. To put this in perspective, in 2011, we had a total order intake of $134 million for the full year. Our backlog has moved up to $529 million from $496 million in the first quarter of 2012. In the second quarter of 2012, we really had significant contract extensions. These included Hong Kong Exchanges & Clearing, which has extended the support contract for a further 5 years. In addition, Hong Kong announced it will upgrade its derivatives, trading and clearing technology to Genium INET. The Tokyo Commodities Exchange, TOCOM, also extended their contract for 5 more years. These extensions highlight how we are substantially improving our position in Japan and Asia. We also had contract extension for the Abu Dhabi and the Egyptian Exchanges among others. In the quarter, probably most importantly, we had many exchanges that went live successfully with our technology. They included ICAP, the Kuwait Exchange and the Swiss Exchanges. During the quarter, our SMARTS risk management system continued to be in demand for both regulators and brokers. In many qualitative and quantitative ways, the past quarter was our best quarter ever. On a constant currency basis, we are on track to achieve our Market Technology revenue guidance of $190 million to $200 million in 2012. As we move forward to our Listing business, important to note that during the second quarter, we signed 31 new listings, including 15 new initial public offerings. Of the 31, 2 were in the Nordics. In the second quarter of 2012, we welcomed several notable switches from other exchanges, including Dell, Component and Kraft; the largest exchange switch ever. Kraft became -- began trading on NASDAQ in June. We're also pleased that Western Digital will come over to list on NASDAQ. Analog Devices started trading on NASDAQ in April. 2012 to date, we have seen companies with a market cap of $122 billion switch to list with us. We're enjoying a record year for switches, and this is testimony to the strength and the attractiveness of our business model. We are continuing to see some signs of optimism for the U.S. IPO market. Since June 27, there have been 11 IPOs in the U.S. Of those, NASDAQ has won 8. In addition, there are 8 IPOs expected this week, 5 of which are planning to come to NASDAQ. So clearly, a very dramatic increase in activity post May 18. The JOBS Act also appears to be having an impact as 50 companies have now filed with NASDAQ under this provision. That is out of a total of 79 emerging growth companies that have filed. Our Corporate Solutions business continues to perform and grow. During the quarter, we're also happy to announce the acquisition of a 72% ownership in BWise for approximately $57 million. BWise is a leader in enterprise governance, risk management and compliance software. It will be sold through our Corporate Solutions division. With these acquisitions, we now offer companies the ability to track, measure and manage key organizational risk, including the risk of noncompliance with the industry-leading Governance Management and Compliance software and services. I'd like to now highlight the continued and long-term success of our Global Index Group. Index licensing revenue increased by $2 million year-over-year to a record level of $15 million in the second quarter of 2012. This increase was primarily driven by increased assets under management and increased demand related to NASDAQ OMX linked products. During the quarter, we expanded into new asset class with the launch of the NASDAQ Commodity Index Family consisting of 440 new indices. In addition, CBOE launched futures base on the NASDAQ-100 Volatility Index. We anticipate continued growth for this segment, and this is a high-margin business with incremental sales falling almost directly to the bottom line. Moving to our transaction businesses. In total, these volume-based trading and clearancing -- clearing businesses comprise 30% of our total net revenues. In U.S. cash equities, net revenues were $33 million, down from the $36 million in the second quarter of 2011. We had average daily volume of 6.8 billion shares, roughly in line with the first quarter but down from the 7.2 billion shares in the second quarter of last year. Our combined market share of 22.2% is relatively stable compared to last year, up 90 basis points versus the first quarter of '12. Revenue cash at $0.34 per 1,000 shares traded was down slightly compared to the prior year but up compared to the first quarter of 2012. In Europe, our cash equity business declined by $4 million year-over-year to $19 million. The weakening of the Swedish kronor and the euro accounted for more than 1/2 of the year-on-year decline. In the U.S. derivatives market, revenues of $44 million were flat to the prior year. Lower industry volume and slightly lower market share were offset by an increase in revenue capture per contract. Our revenue capture was also benefited by the lower proportion of dividend trades in the second quarter. We are seeing good progress with our BX Options launch. We initially started trading 5 names at the end of June, have an increase to include all the Penny Pilot Options or about 82% of the equity options market as of July 17. Early results are, in fact, very encouraging. The number of market participants using BX Options is steadily increasing with several market makers providing liquidity. BX Options has gained close to 1 percentage point of market share in the brief time it has been operational. European derivatives, trading and clearing revenue of $26 million was down $5 million compared to the $31 million in the second quarter of 2011. Currency accounted for more than 1/2 of the decline. We recently announced our intention to partner with LCH Clearnet to launch a new London-based trading venue called NLX. NLX will offer a range of short-term interest rate and long-term interest rate euro and sterling-based listed derivatives products. We aim to enhance the competitive landscape by providing highly competitive execution and clearing fees, and most importantly, significant margin efficiencies. The platform is expected to be launched by the first quarter of 2013, obviously pending approval from the FSA. One of the stars of our quarter was the Global Market Data. This was 22% of our non-GAAP revenue, and our profit was higher. Revenue was about $90 million for the second quarter, up $7 million, or 8%, year-over-year. Audit fees accounted for some of that growth. Now, when we look at our U.S. Tape plans, the revenue increased year-over-year and part of that was due to an increase in market share. But most importantly, our U.S. proprietary data revenue increased $6 million to $38 million. The growth came from multiple sources, including non-display TotalView. Our index data revenue also saw a great growth and NASDAQ Last Sale growth. In addition, it was important to note that NASDAQ Basic has continued to gain traction. A year ago, we had 8,900 users. At this point in time, we have 31,000. So clearly, a great success. European data revenue was flat on a reported basis but was up in fact $2 million on a constant currency basis. Before I turn the call over to Lee, I would like to make some comments on our proposed voluntary accommodation program that we filed with the SEC for qualifying members that were disadvantaged by the system problems, arising in connection with the Facebook IPO on May 18. We have substantial legal and factual defenses to any litigation that has or could be brought in connection with this IPO. However, in recognition of the system issues, on May 18, we have filed with the SEC an amendment to our existing accommodation rule. The filing is very detailed and over 70 pages in length and certainly represents our definitive statement on the situation. The proposal establishes a priority for accommodation of firms that pass funds through to their own customers. The proposal provides that all accommodations payments will be paid in cash and adds a fourth category of orders eligible for accommodation payments. We do look forward to public comments and believe the proposal reflects the hard work that went into it. Implementation of the proposal is, of course, subject to SEC approval. With that, I'd turn the call over to Lee, who will now review the financials.