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Cboe Global Markets, Inc. logo
Cboe Global Markets, Inc.
CBOE · US · AMEX
203.62
USD
+2.8
(1.38%)
Executives
Name Title Pay
Ms. Catherine R. Clay Executive Vice President & Head of Global Derivatives 1.09M
Mr. Tim Lipscomb Senior Vice President & Chief Technology Officer --
Mr. John Patrick Sexton Executive Vice President, General Counsel & Corporate Secretary 1.33M
Ms. Jill M. Griebenow Executive Vice President & Chief Financial Officer 1.11M
Mr. Frederic J. Tomczyk Chief Executive Officer & Director 1.93M
Mr. David Howson Executive Vice President & Global President 1.9M
Mr. Allen L. Wilkinson CPA Senior Vice President & Chief Accounting Officer --
Mr. Kenneth William Hill C.F.A. Vice President of Investor Relations --
Ms. Alexandra Michele Albright Chief Compliance Officer --
Mr. Christopher Andrew Isaacson Executive Vice President & Chief Operating Officer 1.98M
Insider Transactions
Date Name Title Acquisition Or Disposition Stock / Options # of Shares Price
2024-08-07 Clay Catherine R EVP, GLOBAL DERIVATIVES D - S-Sale Common Stock 469 203.25
2024-08-07 Clay Catherine R EVP, GLOBAL DERIVATIVES D - S-Sale Common Stock 131 203.15
2024-08-05 Isaacson Christopher A EVP, COO D - G-Gift Common Stock 6000 0
2024-08-02 Howson Dave EVP, GLOBAL PRESIDENT D - S-Sale Common Stock 2 194.54
2024-08-02 Howson Dave EVP, GLOBAL PRESIDENT D - S-Sale Common Stock 248 193.53
2024-08-02 Howson Dave EVP, GLOBAL PRESIDENT D - S-Sale Common Stock 3016 192.5
2024-08-02 Howson Dave EVP, GLOBAL PRESIDENT D - S-Sale Common Stock 1497 191.66
2024-08-02 Howson Dave EVP, GLOBAL PRESIDENT D - S-Sale Common Stock 310 190.23
2024-07-25 Howson Dave EVP, GLOBAL PRESIDENT D - S-Sale Common Stock 2302 188.19
2024-07-25 Howson Dave EVP, GLOBAL PRESIDENT D - S-Sale Common Stock 90 189.01
2024-07-26 Howson Dave EVP, GLOBAL PRESIDENT D - S-Sale Common Stock 35 188.14
2024-07-22 Howson Dave EVP, GLOBAL PRESIDENT D - S-Sale Common Stock 2500 186.67
2024-06-21 Isaacson Christopher A EVP, COO D - S-Sale Common Stock 6000 175
2024-05-16 Parisi James E. director A - A-Award Common Stock 937 0
2024-05-16 Froetscher Janet P director A - A-Award Common Stock 937 0
2024-05-16 Fitzpatrick Edward J. director A - A-Award Common Stock 937 0
2024-05-16 Farrow William M III director A - A-Award Common Stock 937 0
2024-05-16 Mao Cecilia director A - A-Award Common Stock 937 0
2024-05-16 Mansfield Erin director A - A-Award Common Stock 937 0
2024-05-16 Matturri Alexander JR director A - A-Award Common Stock 937 0
2024-05-16 Fong Ivan K director A - A-Award Common Stock 937 0
2024-05-16 Goodman Jill R director A - A-Award Common Stock 937 0
2024-05-16 McPeek Jennifer J director A - A-Award Common Stock 937 0
2024-05-16 PALMORE RODERICK A director A - A-Award Common Stock 937 0
2024-05-13 Clay Catherine R EVP, GLOBAL DERIVATIVES A - M-Exempt Common Stock 484 182.15
2024-05-13 Clay Catherine R EVP, GLOBAL DERIVATIVES D - F-InKind Common Stock 212 182.15
2024-05-13 Clay Catherine R EVP, GLOBAL DERIVATIVES D - M-Exempt Restricted Stock Units 484 0
2024-05-09 Clay Catherine R EVP, GLOBAL DERIVATIVES D - S-Sale Common Stock 1100 185.06
2024-04-01 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS A - A-Award Restricted Stock Units 1375 0
2024-03-11 Isaacson Christopher A EVP, COO D - G-Gift Common Stock 5410 0
2024-03-11 Wilkinson Allen SVP, CHIEF ACCOUNTING OFFICER D - S-Sale Common Stock 275 184.94
2024-03-11 Sexton John P EVP, GC AND CORP SEC D - G-Gift Common Stock 150 0
2024-03-11 Sexton John P EVP, GC AND CORP SEC D - S-Sale Common Stock 6968 185
2024-02-19 Howson Dave EVP, GLOBAL PRESIDENT A - M-Exempt Common Stock 3664 186.69
2024-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - F-InKind Common Stock 1624 186.69
2024-02-19 Howson Dave EVP, GLOBAL PRESIDENT A - M-Exempt Common Stock 2753 186.69
2024-02-19 Howson Dave EVP, GLOBAL PRESIDENT A - M-Exempt Common Stock 760 186.69
2024-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - F-InKind Common Stock 342 186.69
2024-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - F-InKind Common Stock 1251 186.69
2024-02-19 Howson Dave EVP, GLOBAL PRESIDENT A - M-Exempt Common Stock 2557 186.69
2024-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - F-InKind Common Stock 1195 186.69
2024-02-20 Howson Dave EVP, GLOBAL PRESIDENT D - S-Sale Common Stock 5322 186.96
2024-02-19 Howson Dave EVP, GLOBAL PRESIDENT A - A-Award Restricted Stock Units 9207 0
2024-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - M-Exempt Restricted Stock Units 3664 0
2024-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - M-Exempt Restricted Stock Units 2753 0
2024-02-19 Howson Dave EVP, GLOBAL PRESIDENT A - A-Award Restricted Stock Units 1340 0
2024-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - M-Exempt Restricted Stock Units 760 0
2024-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - M-Exempt Restricted Stock Units 2557 0
2024-02-19 Griebenow Jill EVP, CFO A - M-Exempt Common Stock 653 186.69
2024-02-19 Griebenow Jill EVP, CFO D - F-InKind Common Stock 257 186.69
2024-02-19 Griebenow Jill EVP, CFO A - M-Exempt Common Stock 431 186.69
2024-02-19 Griebenow Jill EVP, CFO A - M-Exempt Common Stock 826 186.69
2024-02-19 Griebenow Jill EVP, CFO D - F-InKind Common Stock 170 186.69
2024-02-19 Griebenow Jill EVP, CFO D - F-InKind Common Stock 325 186.69
2024-02-19 Griebenow Jill EVP, CFO A - M-Exempt Common Stock 1023 186.69
2024-02-19 Griebenow Jill EVP, CFO D - F-InKind Common Stock 431 186.69
2024-02-19 Griebenow Jill EVP, CFO A - A-Award Restricted Stock Units 4955 0
2024-02-19 Griebenow Jill EVP, CFO D - M-Exempt Restricted Stock Units 653 0
2024-02-19 Griebenow Jill EVP, CFO D - M-Exempt Restricted Stock Units 431 0
2024-02-19 Griebenow Jill EVP, CFO D - M-Exempt Restricted Stock Units 826 0
2024-02-19 Griebenow Jill EVP, CFO A - A-Award Restricted Stock Units 670 0
2024-02-19 Griebenow Jill EVP, CFO D - M-Exempt Restricted Stock Units 1023 0
2024-02-19 Wilkinson Allen SVP, CHIEF ACCOUNTING OFFICER A - A-Award Restricted Stock Units 804 0
2024-02-19 Wilkinson Allen SVP, CHIEF ACCOUNTING OFFICER D - M-Exempt Restricted Stock Units 241 0
2024-02-19 Wilkinson Allen SVP, CHIEF ACCOUNTING OFFICER A - M-Exempt Common Stock 241 186.69
2024-02-19 Wilkinson Allen SVP, CHIEF ACCOUNTING OFFICER D - F-InKind Common Stock 84 186.69
2024-02-19 Wilkinson Allen SVP, CHIEF ACCOUNTING OFFICER A - M-Exempt Common Stock 234 186.69
2024-02-19 Wilkinson Allen SVP, CHIEF ACCOUNTING OFFICER D - M-Exempt Restricted Stock Units 234 0
2024-02-19 Wilkinson Allen SVP, CHIEF ACCOUNTING OFFICER D - F-InKind Common Stock 82 186.69
2024-02-19 Wilkinson Allen SVP, CHIEF ACCOUNTING OFFICER A - M-Exempt Common Stock 76 186.69
2024-02-19 Wilkinson Allen SVP, CHIEF ACCOUNTING OFFICER D - F-InKind Common Stock 27 186.69
2024-02-19 Wilkinson Allen SVP, CHIEF ACCOUNTING OFFICER D - M-Exempt Restricted Stock Units 76 0
2024-02-19 Sexton John P EVP, GC AND CORP SEC A - M-Exempt Common Stock 975 186.69
2024-02-19 Sexton John P EVP, GC AND CORP SEC D - F-InKind Common Stock 432 186.69
2024-02-19 Sexton John P EVP, GC AND CORP SEC A - M-Exempt Common Stock 1012 186.69
2024-02-19 Sexton John P EVP, GC AND CORP SEC A - M-Exempt Common Stock 1279 186.69
2024-02-19 Sexton John P EVP, GC AND CORP SEC D - F-InKind Common Stock 449 186.69
2024-02-19 Sexton John P EVP, GC AND CORP SEC D - F-InKind Common Stock 567 186.69
2024-02-19 Sexton John P EVP, GC AND CORP SEC A - A-Award Restricted Stock Units 2706 0
2024-02-19 Sexton John P EVP, GC AND CORP SEC D - M-Exempt Restricted Stock Units 975 0
2024-02-19 Sexton John P EVP, GC AND CORP SEC D - M-Exempt Restricted Stock Units 1012 0
2024-02-19 Sexton John P EVP, GC AND CORP SEC A - A-Award Restricted Stock Units 670 0
2024-02-19 Sexton John P EVP, GC AND CORP SEC D - M-Exempt Restricted Stock Units 1279 0
2024-02-19 Isaacson Christopher A EVP, COO A - M-Exempt Common Stock 2487 186.69
2024-02-19 Isaacson Christopher A EVP, COO D - F-InKind Common Stock 1103 186.69
2024-02-19 Isaacson Christopher A EVP, COO A - M-Exempt Common Stock 2581 186.69
2024-02-19 Isaacson Christopher A EVP, COO A - M-Exempt Common Stock 3552 186.69
2024-02-19 Isaacson Christopher A EVP, COO D - F-InKind Common Stock 1145 186.69
2024-02-19 Isaacson Christopher A EVP, COO D - F-InKind Common Stock 1576 186.69
2024-02-19 Isaacson Christopher A EVP, COO A - A-Award Restricted Stock Units 5022 0
2024-02-19 Isaacson Christopher A EVP, COO D - M-Exempt Restricted Stock Units 2487 0
2024-02-19 Isaacson Christopher A EVP, COO D - M-Exempt Restricted Stock Units 2581 0
2024-02-19 Isaacson Christopher A EVP, COO A - A-Award Restricted Stock Units 1340 0
2024-02-19 Isaacson Christopher A EVP, COO D - M-Exempt Restricted Stock Units 3552 0
2024-02-19 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS A - M-Exempt Common Stock 796 186.69
2024-02-19 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS D - M-Exempt Restricted Stock Units 796 0
2024-02-19 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS A - M-Exempt Common Stock 41 186.69
2024-02-19 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS D - F-InKind Common Stock 20 186.69
2024-02-19 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS D - F-InKind Common Stock 378 186.69
2024-02-19 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS A - M-Exempt Common Stock 757 186.69
2024-02-19 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS A - A-Award Restricted Stock Units 1206 0
2024-02-19 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS A - M-Exempt Common Stock 989 186.69
2024-02-19 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS D - F-InKind Common Stock 360 186.69
2024-02-19 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS D - M-Exempt Restricted Stock Units 757 0
2024-02-19 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS D - F-InKind Common Stock 502 186.69
2024-02-19 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS D - M-Exempt Restricted Stock Units 41 0
2024-02-19 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS D - M-Exempt Restricted Stock Units 989 0
2024-02-19 Foley Stephanie EVP, CHRO A - A-Award Restricted Stock Units 1340 0
2024-02-19 Foley Stephanie EVP, CHRO D - M-Exempt Restricted Stock Units 610 0
2024-02-19 Foley Stephanie EVP, CHRO A - M-Exempt Common Stock 610 186.69
2024-02-19 Foley Stephanie EVP, CHRO A - A-Award Restricted Stock Units 670 0
2024-02-19 Foley Stephanie EVP, CHRO D - F-InKind Common Stock 260 186.69
2024-02-19 Foley Stephanie EVP, CHRO A - M-Exempt Common Stock 42 186.69
2024-02-19 Foley Stephanie EVP, CHRO D - F-InKind Common Stock 17 186.69
2024-02-19 Foley Stephanie EVP, CHRO D - M-Exempt Restricted Stock Units 42 0
2024-02-19 Clay Catherine R EVP, GLOBAL DERIVATIVES A - M-Exempt Common Stock 862 186.69
2024-02-19 Clay Catherine R EVP, GLOBAL DERIVATIVES A - M-Exempt Common Stock 82 186.69
2024-02-19 Clay Catherine R EVP, GLOBAL DERIVATIVES D - F-InKind Common Stock 35 186.69
2024-02-19 Clay Catherine R EVP, GLOBAL DERIVATIVES D - F-InKind Common Stock 365 186.69
2024-02-19 Clay Catherine R EVP, GLOBAL DERIVATIVES A - M-Exempt Common Stock 757 186.69
2024-02-19 Clay Catherine R EVP, GLOBAL DERIVATIVES A - M-Exempt Common Stock 1023 186.69
2024-02-19 Clay Catherine R EVP, GLOBAL DERIVATIVES D - F-InKind Common Stock 321 186.69
2024-02-19 Clay Catherine R EVP, GLOBAL DERIVATIVES D - F-InKind Common Stock 461 186.69
2024-02-19 Clay Catherine R EVP, GLOBAL DERIVATIVES A - A-Award Restricted Stock Units 2679 0
2024-02-19 Clay Catherine R EVP, GLOBAL DERIVATIVES D - M-Exempt Restricted Stock Units 862 0
2024-02-19 Clay Catherine R EVP, GLOBAL DERIVATIVES D - M-Exempt Restricted Stock Units 757 0
2024-02-19 Clay Catherine R EVP, GLOBAL DERIVATIVES D - M-Exempt Restricted Stock Units 82 0
2024-02-19 Clay Catherine R EVP, GLOBAL DERIVATIVES D - M-Exempt Restricted Stock Units 1023 0
2024-02-09 Howson Dave EVP, GLOBAL PRESIDENT D - S-Sale Common Stock 8314 183.88
2024-02-08 Wilkinson Allen SVP, CHIEF ACCOUNTING OFFICER D - Restricted Stock Units 105 0
2024-02-08 Mao Cecilia director A - A-Award Common Stock 245 0
2024-02-08 Mao Cecilia - 0 0
2024-02-08 Mansfield Erin director A - A-Award Common Stock 245 0
2024-02-08 Mansfield Erin - 0 0
2024-02-07 Sexton John P EVP, GC AND CORP SEC A - A-Award Common Stock 8038 0
2024-02-07 Sexton John P EVP, GC AND CORP SEC D - F-InKind Common Stock 2787 184.46
2024-02-07 Howson Dave EVP, GLOBAL PRESIDENT A - A-Award Common Stock 16076 0
2024-02-07 Howson Dave EVP, GLOBAL PRESIDENT D - F-InKind Common Stock 7356 184.46
2024-02-07 Isaacson Christopher A EVP, COO A - A-Award Common Stock 22324 0
2024-02-07 Isaacson Christopher A EVP, COO D - F-InKind Common Stock 9122 184.46
2023-12-12 RATTERMAN JOSEPH P director D - G-Gift Common Stock 2100 0
2023-12-01 Isaacson Christopher A EVP, COO D - S-Sale Common Stock 3850 182.23
2023-11-24 Clay Catherine R EVP, GLOBAL DERIVATIVES D - S-Sale Common Stock 1300 179.62
2023-11-19 Clay Catherine R EVP, GLOBAL DERIVATIVES A - A-Award Restricted Stock Units 2831 0
2023-11-19 Clay Catherine R EVP, GLOBAL DERIVATIVES A - A-Award Restricted Stock Units 248 0
2023-11-19 Foley Stephanie EVP, CHRO A - A-Award Restricted Stock Units 128 0
2023-11-19 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS A - A-Award Restricted Stock Units 124 0
2023-11-08 Isaacson Christopher A EVP, COO D - G-Gift Common Stock 5746 0
2023-10-30 Foley Stephanie EVP, CHRO D - Common Stock 0 0
2023-10-30 Foley Stephanie EVP, CHRO D - Restricted Stock Units 1584 0
2023-10-12 Inzirillo Adam EVP, DATA AND ACCESS SOLUTIONS D - Restricted Stock Units 2388 0
2023-10-12 Tomczyk Fredric J CHIEF EXECUTIVE OFFICER A - A-Award Restricted Stock Units 44452 0
2023-09-01 Isaacson Christopher A EVP, COO D - S-Sale Common Stock 3850 149.08
2023-08-19 Griebenow Jill EVP, CFO, TREASURER, CAO A - A-Award Restricted Stock Units 1959 0
2023-08-17 Howson Dave EVP, GLOBAL PRESIDENT D - S-Sale Common Stock 8000 148.42
2023-08-08 Goodman Jill R director D - S-Sale Common Stock 5051 144.95
2023-07-10 Tilly Edward T CHAIRMAN AND CEO D - S-Sale Common Stock 7100 135.79
2023-07-10 Tilly Edward T CHAIRMAN AND CEO D - S-Sale Common Stock 900 136.38
2023-06-13 Isaacson Christopher A EVP, COO D - G-Gift Common Stock 2900 0
2023-06-13 Tilly Edward T CHAIRMAN AND CEO D - S-Sale Common Stock 7252 135.59
2023-06-13 Tilly Edward T CHAIRMAN AND CEO D - S-Sale Common Stock 748 136.55
2023-06-09 Sexton John P EVP, GC AND CORP SEC D - S-Sale Common Stock 2999 138
2023-06-09 Sexton John P EVP, GC AND CORP SEC D - G-Gift Common Stock 175 0
2023-06-05 Isaacson Christopher A EVP, COO D - S-Sale Common Stock 3850 133.98
2023-05-24 RATTERMAN JOSEPH P director D - S-Sale Common Stock 15000 135.96
2023-05-13 Clay Catherine R EVP, DIGITAL AND DATA A - M-Exempt Common Stock 484 138.78
2023-05-13 Clay Catherine R EVP, DIGITAL AND DATA D - F-InKind Common Stock 142 138.78
2023-05-13 Clay Catherine R EVP, DIGITAL AND DATA D - M-Exempt Restricted Stock Units 484 0
2023-05-11 Tomczyk Fredric J director A - A-Award Common Stock 1223 0
2023-05-11 RATTERMAN JOSEPH P director A - A-Award Common Stock 1223 0
2023-05-11 Parisi James E. director A - A-Award Common Stock 1223 0
2023-05-11 PALMORE RODERICK A director A - A-Award Common Stock 1223 0
2023-05-11 McPeek Jennifer J director A - A-Award Common Stock 1223 0
2023-05-11 Matturri Alexander JR director A - A-Award Common Stock 1223 0
2023-05-11 Goodman Jill R director A - A-Award Common Stock 1223 0
2023-05-11 Froetscher Janet P director A - A-Award Common Stock 1223 0
2023-05-11 Fong Ivan K director A - A-Award Common Stock 1223 0
2023-05-11 Fitzpatrick Edward J. director A - A-Award Common Stock 1223 0
2023-05-11 Farrow William M III director A - A-Award Common Stock 1223 0
2023-02-19 Howson Dave EVP, GLOBAL PRESIDENT A - M-Exempt Common Stock 2752 129.09
2023-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - F-InKind Common Stock 1220 129.09
2023-02-19 Howson Dave EVP, GLOBAL PRESIDENT A - M-Exempt Common Stock 2557 129.09
2023-02-19 Howson Dave EVP, GLOBAL PRESIDENT A - M-Exempt Common Stock 760 129.09
2023-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - F-InKind Common Stock 337 129.09
2023-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - F-InKind Common Stock 1133 129.09
2023-02-19 Howson Dave EVP, GLOBAL PRESIDENT A - M-Exempt Common Stock 879 129.09
2023-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - F-InKind Common Stock 390 129.09
2023-02-19 Howson Dave EVP, GLOBAL PRESIDENT A - A-Award Restricted Stock Units 10994 0
2023-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - M-Exempt Restricted Stock Units 2752 0
2023-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - M-Exempt Restricted Stock Units 2557 0
2023-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - M-Exempt Restricted Stock Units 760 0
2023-02-19 Howson Dave EVP, GLOBAL PRESIDENT D - M-Exempt Restricted Stock Units 879 0
2023-02-19 Isaacson Christopher A EVP, COO A - M-Exempt Common Stock 2580 129.09
2023-02-19 Isaacson Christopher A EVP, COO A - M-Exempt Common Stock 3551 129.09
2023-02-19 Isaacson Christopher A EVP, COO D - F-InKind Common Stock 1145 129.09
2023-02-19 Isaacson Christopher A EVP, COO D - F-InKind Common Stock 1575 129.09
2023-02-19 Isaacson Christopher A EVP, COO A - M-Exempt Common Stock 2366 129.09
2023-02-19 Isaacson Christopher A EVP, COO D - F-InKind Common Stock 1050 129.09
2023-02-19 Isaacson Christopher A EVP, COO A - A-Award Restricted Stock Units 7462 0
2023-02-19 Isaacson Christopher A EVP, COO D - M-Exempt Restricted Stock Units 2580 0
2023-02-19 Isaacson Christopher A EVP, COO D - M-Exempt Restricted Stock Units 3551 0
2023-02-19 Isaacson Christopher A EVP, COO D - M-Exempt Restricted Stock Units 2366 0
2023-02-19 Clay Catherine R EVP, DATA AND ACCESS SOLUTIONS A - M-Exempt Common Stock 757 129.09
2023-02-19 Clay Catherine R EVP, DATA AND ACCESS SOLUTIONS D - F-InKind Common Stock 222 129.09
2023-02-19 Clay Catherine R EVP, DATA AND ACCESS SOLUTIONS A - M-Exempt Common Stock 1023 129.09
2023-02-19 Clay Catherine R EVP, DATA AND ACCESS SOLUTIONS D - F-InKind Common Stock 307 129.09
2023-02-19 Clay Catherine R EVP, DATA AND ACCESS SOLUTIONS A - M-Exempt Common Stock 690 129.09
2023-02-19 Clay Catherine R EVP, DATA AND ACCESS SOLUTIONS D - F-InKind Common Stock 239 129.09
2023-02-19 Clay Catherine R EVP, DATA AND ACCESS SOLUTIONS A - A-Award Restricted Stock Units 2587 0
2023-02-19 Clay Catherine R EVP, DATA AND ACCESS SOLUTIONS D - M-Exempt Restricted Stock Units 757 0
2023-02-19 Clay Catherine R EVP, DATA AND ACCESS SOLUTIONS D - M-Exempt Restricted Stock Units 1023 0
2023-02-19 Clay Catherine R EVP, DATA AND ACCESS SOLUTIONS D - M-Exempt Restricted Stock Units 690 0
2023-02-19 Deters John EVP, CORPORATE STRATEGY A - M-Exempt Common Stock 860 129.09
2023-02-19 Deters John EVP, CORPORATE STRATEGY D - F-InKind Common Stock 252 129.09
2023-02-19 Deters John EVP, CORPORATE STRATEGY A - M-Exempt Common Stock 1089 129.09
2023-02-19 Deters John EVP, CORPORATE STRATEGY D - F-InKind Common Stock 320 129.09
2023-02-19 Deters John EVP, CORPORATE STRATEGY A - M-Exempt Common Stock 710 129.09
2023-02-19 Deters John EVP, CORPORATE STRATEGY D - F-InKind Common Stock 209 129.09
2023-02-19 Deters John EVP, CORPORATE STRATEGY A - A-Award Restricted Stock Units 2488 0
2023-02-19 Deters John EVP, CORPORATE STRATEGY D - M-Exempt Restricted Stock Units 860 0
2023-02-19 Deters John EVP, CORPORATE STRATEGY D - M-Exempt Restricted Stock Units 1089 0
2023-02-19 Deters John EVP, CORPORATE STRATEGY D - M-Exempt Restricted Stock Units 710 0
2023-02-19 Griebenow Jill SVP, CAO A - M-Exempt Common Stock 826 129.09
2023-02-19 Griebenow Jill SVP, CAO D - F-InKind Common Stock 325 129.09
2023-02-19 Griebenow Jill SVP, CAO A - M-Exempt Common Stock 1023 129.09
2023-02-19 Griebenow Jill SVP, CAO D - F-InKind Common Stock 412 129.09
2023-02-19 Griebenow Jill SVP, CAO A - M-Exempt Common Stock 676 129.09
2023-02-19 Griebenow Jill SVP, CAO D - F-InKind Common Stock 302 129.09
2023-02-19 Griebenow Jill SVP, CAO D - M-Exempt Restricted Stock Units 826 0
2023-02-19 Griebenow Jill SVP, CAO A - A-Award Restricted Stock Units 1294 0
2023-02-19 Griebenow Jill SVP, CAO D - M-Exempt Restricted Stock Units 1023 0
2023-02-19 Griebenow Jill SVP, CAO D - M-Exempt Restricted Stock Units 676 0
2023-02-19 Tilly Edward T CHAIRMAN AND CEO A - M-Exempt Common Stock 7773 129.09
2023-02-19 Tilly Edward T CHAIRMAN AND CEO D - F-InKind Common Stock 3444 129.09
2023-02-19 Tilly Edward T CHAIRMAN AND CEO A - M-Exempt Common Stock 9371 129.09
2023-02-19 Tilly Edward T CHAIRMAN AND CEO D - F-InKind Common Stock 4152 129.09
2023-02-19 Tilly Edward T CHAIRMAN AND CEO A - M-Exempt Common Stock 6353 129.09
2023-02-19 Tilly Edward T CHAIRMAN AND CEO D - F-InKind Common Stock 2815 129.09
2023-02-19 Tilly Edward T CHAIRMAN AND CEO A - A-Award Restricted Stock Units 26457 0
2023-02-19 Tilly Edward T CHAIRMAN AND CEO D - M-Exempt Restricted Stock Units 7773 0
2023-02-19 Tilly Edward T CHAIRMAN AND CEO D - M-Exempt Restricted Stock Units 9371 0
2023-02-19 Tilly Edward T CHAIRMAN AND CEO D - M-Exempt Restricted Stock Units 6353 0
2023-02-19 Sexton John P EVP, GC AND CORP SEC A - M-Exempt Common Stock 1011 129.09
2023-02-19 Sexton John P EVP, GC AND CORP SEC D - F-InKind Common Stock 297 129.09
2023-02-19 Sexton John P EVP, GC AND CORP SEC A - M-Exempt Common Stock 1279 129.09
2023-02-19 Sexton John P EVP, GC AND CORP SEC D - F-InKind Common Stock 375 129.09
2023-02-19 Sexton John P EVP, GC AND CORP SEC A - M-Exempt Common Stock 845 129.09
2023-02-19 Sexton John P EVP, GC AND CORP SEC D - F-InKind Common Stock 248 129.09
2023-02-19 Sexton John P EVP, GC AND CORP SEC A - A-Award Restricted Stock Units 2926 0
2023-02-19 Sexton John P EVP, GC AND CORP SEC D - M-Exempt Restricted Stock Units 1011 0
2023-02-19 Sexton John P EVP, GC AND CORP SEC D - M-Exempt Restricted Stock Units 1279 0
2023-02-19 Sexton John P EVP, GC AND CORP SEC D - M-Exempt Restricted Stock Units 845 0
2023-02-19 Schell Brian N EXECUTIVE VP, CFO & TREASURER A - M-Exempt Common Stock 2167 129.09
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Transcripts
Operator:
Thank you for standing by. My name is J.L., and I will be your conference operator today. At this time, I would like to welcome everyone to the Cboe Global Markets' Second Quarter Earnings Call. All lines have been placed on mute to prevent any background noise. After the speakers' remarks, there will be a question-and-answer session. [Operator Instructions] I would now like to turn the conference over to Ken Hill, Treasurer and Head of Investor Relations. You may begin.
Ken Hill:
Good morning, and thank you for joining us for our second quarter earnings conference call. On the call today, Fred Tomczyk, our CEO, and Dave Howson, our Global President, will discuss our performance for the quarter and provide an update on our strategic initiatives. Then, Jill Griebenow, our Chief Financial Officer, will provide an overview of our financial results for the quarter as well as discuss our 2024 financial outlook. Following their comments, we will open the call for Q&A. Also joining us for Q&A will be Chris Isaacson, our Chief Operating Officer. I would like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of these factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. During the call this morning, we will be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I'd like to turn the call over to Fred.
Fred Tomczyk:
Good morning, and thanks for joining us today. I'm pleased to report on strong second quarter results for Cboe Global Markets. During the quarter, we grew net revenue 10% year-over-year to a record $514 million and adjusted diluted earnings per share by a robust 21% to $2.15. These results were driven by a contribution from each part of our ecosystem with improved volumes in our Cash and Spot Markets, solid volumes across our Derivatives franchise, specifically our proprietary index option and futures products, continued expansion of our Data and Access Solutions business, and disciplined expense management. Our Cash and Spot Markets category performed very well in the second quarter, with revenue increasing 15% on a year-over-year basis. The contribution was broad-based with each of our global regions posting solid growth as compared to the second quarter of 2023. Our Derivatives business delivered another solid quarter as organic net revenue increased 11% year-over-year. We saw solid volumes across our suite of S&P 500 index option products, with second quarter ADV and the SPX contract increasing 9% year-over-year to 3 million contracts. We also saw a strong year-over-year growth in our volatility product suite during the second quarter as ADV increased 8% in VIX options and 30% in VIX futures. Given the secular and cyclical tailwinds in place, we believe we are well positioned as investors continue to utilize options in their portfolios and trading strategies. Our Data and Access Solutions business continued to deliver durable results, with organic net revenue increasing 5% year-over-year for the second quarter, and running at approximately 7% through the first six months. We are optimistic on our outlook for this business, as we look to further leverage our global network of ecosystem to drive growth. Overall, it was another solid quarter for both transaction and non-transaction revenues, wrapping up a strong first half of the year, which has seen us grow adjusted diluted earnings per share by 17%. We look forward to building on these strong results in the second half of 2024. From a strategic perspective, I remain centered on sharpening our strategic focus in areas where we see the most valuable growth opportunities for Cboe. Throughout the strategic review process, we have made a number of adjustments to our strategy, including dialing back on M&A activities, reallocating resources to align with our core strengths, including winding down our digital spot market and refocusing on digital asset derivatives, lowering our expense growth, stabilizing our margins and changing our capital allocation strategy away from M&A activities to increase investments in organic growth initiatives and returning capital to our shareholders. The strategic review has provided us with the framework to hone our strategy and determine how to best leverage our core strengths, reallocate our resources internally, including investing at our global technology platform, and position the company for continued growth over the longer term, and returning capital to our shareholders through a combination of dividends and share repurchases. To that end, refocusing our view of the company as both an import and export business helps enable us to unlock even more of our global growth potential. Over the last few years, we have been very focused on the export type of business, expanding into new geographies and deploying our exchange technology and data to create better trading experiences for our customers across the globe. We've also exported our US derivatives market model to Europe, leveraging our proven blueprint for success in the US to build out new markets and reach new customers. As we enter these markets and listen to our customers, we found opportunities to grow our import business. From my traveling and talking to our global client base over the last nine months, I've learned there is a huge appetite to invest in the US market and our analysis confirms this trend. While our customers want to trade and invest in their local markets, they are also eager to gain access to the investment opportunities in the US market. They are excited about the innovation that Cboe has brought to their local markets and our investments in our technology, and they are optimistic about the investment opportunity that they continue to see in the US market. Representing nearly 45% of the $109 trillion global equity market cap, the US equity marketplace is by far the largest and one of the fastest growing markets in the world. Foreign holdings of US equities reached nearly $14 trillion last year, growing at an approximately 10.5% CAGR over the last decade. And we expect this trend will endure as the growth of the retail investor globally continues and different markets implement legislative changes that are expected to create opportunities for Cboe. The S&P 500 Index is the dominant global equity benchmark with an estimated $16 trillion benchmarked and indexed to it, more than any country's individual market cap globally. Through our SPX options complex, the ability to facilitate risk management and the import of foreign investment back into the US market is a significant and growing opportunity. We continue to see significant opportunity in the Asia Pacific region specifically, where we see growing demand for our index options products, which serve as an efficient and accessible way to gain exposure to the US market. In the first half of this year, three global brokers, Futu Hong Kong, Weibo Thailand and Samsung Futures added various Cboe products to their platforms, including SPX options, further expanding access to our product suite. We see this as a long-term secular trend, and we are eager to help facilitate access to the US markets. International participants are highly valuable to the US market, as diversity of opinion and goals helps to lead to a better trading ecosystem. Whether it be through global trading hours, new products or education, we'll continue to help investors access the liquidity and efficiency of the US markets, while also providing trusted markets and local regions worldwide. We believe the secular trends that are reshaping trading at capital markets, including the globalization of markets, the rise of the retail investor, the increased use of options by market participants to manage risk efficiently, generate income and take speculative positions, and the technology and data revolution create excellent opportunities for Cboe. The strategic review process has enabled us to examine long-term growth and value creation opportunities and reposition and redeploy resources to leverage our strength against those opportunities we see in the market. The strategic review should be viewed as a journey and not an event, and you will see us continue to refine our strategy over time. Finally, we remain well positioned due to our strong balance sheet, combined with our disciplined approach to the allocation of our capital. Our approach to capital allocation focuses on a balanced mix of reinvestment in core operations, including our technology platform, prudent expense management, strategic investments that drive sustainable growth and returning capital to our shareholders. During the second quarter, we repurchased $90 million of shares, and we'll continue to be opportunistic with our share repurchase efforts. Overall, we remain committed to maintaining a strong and flexible balance sheet while investing in organic growth initiatives, our technology capabilities, operating efficiencies, and thereby, driving durable revenue growth, optimized margins and earnings growth for the firm. I'll now pass the call over to Dave to discuss the business line results in more detail.
Dave Howson:
Thanks, Fred. Starting with our Global Derivatives category, Q2 was a tale of two halves. Volatility spiked in April on the back of rising geopolitical tensions in the Middle East with the VIX index hitting a year-to-date high of $19, before falling precipitously in May and June, with June ranking as the least volatile month since November of 2019. Not surprisingly, index option volumes were particularly strong in April, with SPX recording its highest monthly ADV of 3.3 million contracts, driven by a notable increase in put volumes as hedging demand picked up. While activity normalized in May and June, overall second quarter SPX ADV was still up a solid 9% year-over-year for 3 million contracts. 0DTE options made up 48% of overall SPX activity in Q2, unchanged from the previous quarter. VIX option volumes, on the other hand, surged higher in Q2, up over 18% quarter-over-quarter to an ADV of 843,000 contracts, making it the third largest quarter on record behind the first quarter of 2018, and ahead of even Q1 2020's COVID-driven spike. Investors have flocked to VIX options to help hedge against potential tail risks, whether it be geopolitical shocks or macroeconomic surprises with year-to-date ADV on track to exceed even last year's all-time high. On the back of this unprecedented interest in VIX options trading, we're excited to expand the access and utility of Cboe's VIX product suite with our planned October launch of options on VIX futures, subject to regulatory review. These will be options that physically settle into the underlying front month VIX future and they will trade on our futures exchange CFE. This is important for two reasons. First, it allows us to provide access to VIX options products to a wider set of market participants in the US and abroad that may not have access to our securities and options exchange. And second, it allows us to offer more tenants to meet customer demand. We're especially excited to expand our volatility toolkit ahead of this year's US election, which has historically been a meaningful volatility catalyst for markets and where demand for options to help manage risk is particularly strong. For example, the VIX index jumped over 10 points in the month leading up to both of the last two elections. In addition to introducing options on VIX futures, we also plan to launch Cboe S&P 500 variance futures in September, subject to regulatory review. Cboe's variance futures will provide an exchange-listed alternative to over-the-counter variance swaps and introduce yet another way to trade volatility around the US election as well as other key catalysts. Our commitment to continually innovate is often cited by customers as one of the key reasons they're eager to partner with us. As we continue to make investments in our products and our markets, our customers are responding by increasing their collaboration with us, whether it be making enhancements to better compete in SPX 0DTE options, setting up to trade in GTH ahead of the US election or the international import of business as more retail brokers come online for options trading in different geographies. Strong client engagement and an exciting product pipeline makes us confident that we're well positioned to continue to grow our derivatives business for the rest of the year. Outside of the US specifically, we continue to make sustained progress exporting our US derivatives model to Europe, leveraging our blueprint in the US by deploying our exchange technology to create better trading experiences for customers in Europe through our European derivatives platform, CEDX. We saw the first equity options trade on CEDX in June with nearly 14,000 lots traded in 201 distinct options during the first month of trading. On the index side, spreads tightened on the back of our recently implemented liquidity provision program, helping improve the quality of our book for index options. From a participant perspective, during the second quarter, we announced two noteworthy developments with the addition of Interactive Brokers as a direct trading participant of CEDX and the clearing participant of the Cboe Clear Europe, in addition to IMC becoming new direct trading participant in June. While we still have a great deal of work ahead, we are pleased with the milestones hit during the second quarter and look forward to building on that momentum in the quarters ahead. Taking a look at the Cash and Spot businesses across regions, second quarter results were very strong with year-over-year net revenue growth reaching a robust 15%. Each region saw year-over-year increases as Cboe leveraged its scaled infrastructure to monetize a healthy market backdrop. Looking at the various regions, in North America, US on-exchange net capture rates improved markedly as a result of pricing changes we made in the first half of the year, as well as a dramatic shift in customer mix given the meme stock activity. Moving forward, we expect to continue to look to strike the right balance between market share and capture to maximize the revenue outcome. In Canada, we produced another 50 basis points of market share improvement as compared to the second quarter of 2023, and remain on track with our final technology integration, the migration of our Canadian market to Cboe technology in early 2025, subject to regulatory review. Moving over to Europe, while closing auction activity hit another record high, constituting an estimated 27% of on-exchange market share unavailable to Cboe in Q2, we retained our leading market position during continuous trading, accounting for 31% of intraday activity for the quarter. Periodic auctions also notched another market share record, and Cboe BIDS Europe retained the distinction of the largest platform of its type for the 27th month in a row in June. As we look to adjacent areas of the market for future growth, we remain on track for our fourth quarter launch of our Securities Financing Transactions Clearing services subject to regulatory review. And finally, turning to Asia Pacific, we saw continued strong momentum in Australia and Japan. In Australia, Cboe continued its market share gains with market share for the quarter finishing at 20.8%, up [2.4] (ph) percentage points from the second quarter of 2023. In Japan, market share continues to set records, reaching 5.5% for the second quarter, a 1.4 percentage point improvement versus the second quarter of 2023. In addition, volumes increased by a very strong 71% as compared to Q2 of 2023 levels. Cboe's positive momentum in Japan has continued into the third quarter with solid volumes and market share. The APAC region remains one we are incredibly excited about moving forward. Not only do we see the opportunity to more effectively monetize our ecosystem of transaction and non-transaction businesses in local markets like Australia and Japan, but as we grow, we look forward to fueling the import of derivatives activity into the US. We anticipate making measured investments to maximize our brand and sales efforts in developing regions. While we are in the very early stages of realizing this opportunity, the onboarding of three new brokers out of Asia Pacific earlier this year highlights the underlying demand for exposure to Cboe's US benchmark products. Turning to Data and Access Solutions, net revenues grew 5% as compared to the second quarter of 2023. The slower second quarter growth was as a result of longer sales cycles and an outsized one-time [backfill] (ph) payment in our index business hitting in the second quarter of 2023, creating a more difficult comparison against softer-than-expected collections in Q2 of 2024. And whilst the first half results are trending slightly below our guidance range of 7% to 10% for the year, we anticipate the slower trends will prove transitory, given initiatives we have in place to accelerate revenue expansion in the third and fourth quarters. Given the year-to-date results and our second half expectations, we anticipate hitting the low end of our 7% to 10% guidance range in 2024. Specifically on the Access Solutions side, we are excited about the momentum behind our dedicated cores offering, greatly enhancing our exchange access layer. Dedicated cores is a new offering launched this year to help market participants improve determinism, reduce latency and enhance their ability to effectively navigate markets. We are currently live on all four of our US equities markets with strong initial interest and have plans to roll-out the technology in Europe in the fall. Dedicated cores is another example of leveraging Cboe's strong global technology infrastructure to provide scaled solutions to customers across our ecosystem. Looking internationally, approximately 40% of this quarter's growth came from outside of the US. We saw a notable uptick in Canada behind sales of our Cboe One data product, as well as a solid momentum in Europe and Australia. As we think about expanding our global footprint, Cboe Global Cloud has been instrumental in extending our connectivity with clients. During the second quarter, nearly 80% of Cboe Global Cloud sales came from outside the Americas. Moving forward, we anticipate being able to shift greater resources to the development of D&A opportunities as we move from the integration efforts with our technology resources to revenue-enhancing capabilities in our Data and Access Solutions category, particularly as it relates to enhancements around US options in the quarters ahead. The breadth of our cash and derivatives markets provides us with the unrivaled position to harvest, aggregate and deliver custom datasets and services closer to customers, both current and prospective, and we look forward to investing behind those opportunities. Cboe's second quarter results highlight the power of the entire ecosystem with Cash and Spot Markets, Data and Access Solutions, and Derivatives all delivering durable results. And the third quarter is off to a great start. We look forward to leveraging the global footprint of our scaled infrastructure to enhance revenue generation across cash, data and derivatives. With that, I will turn the call over to Jill.
Jill Griebenow:
Thanks, Dave. As Fred and Dave highlighted, Cboe posted a strong second quarter with adjusted diluted earnings per share up 21% on a year-over-year basis to $2.15, equaling our previous quarterly record. While the second quarter results are notable for a number of reasons, I believe the most powerful message they illustrate is our focus on driving margin stabilization as a result of durable revenue growth against diligent expense management as well as the robust capital return results on display throughout the first half of 2024. I will provide some high-level takeaways from this quarter's operating results before going through an assessment of the segment results. Our second quarter net revenue increased 10% versus the second quarter of 2023 to finish at a record $514 million. The growth was driven by strength in our Cash and Spot Markets and Derivatives categories as well as solid results from our Data and Access Solutions business. Specifically, Cash and Spot Markets organic net revenues grew 15% versus the second quarter of 2023, with all geographies producing solid year-over-year growth. Derivatives markets produced 11% year-over-year net revenue growth in the second quarter, as our proprietary product franchise continued to provide increasing utility to the market. Data and Access Solutions net revenues increased 5% on an organic basis during the quarter. Despite the second quarter slowdown, we are confident in our ability to hit the lower end of our 7% to 10% targeted net revenue growth range for 2024. Adjusted operating expenses increased a modest 2% to $197 million for the quarter with the year-over-year growth driven by higher compensation-related expenses given the strong year-to-date revenue results as well as professional fees and outside services, offset by favorable results in travel and promotional expenses. And adjusted EBITDA of $341 million grew a healthy 16% versus the second quarter of 2023. Importantly, as a result of our strategic focus on revenue generation and diligent expense management, we continued to make meaningful progress in stabilizing our adjusted EBITDA margins during the quarter. Our second quarter adjusted EBITDA margin expanded by 3.5 percentage points on a year-over-year basis to 66.3%. Turning to the key drivers by segment. Our press release and the appendix of our slide deck include information detailing the key metrics for our business segment, so I'll provide some highlights for each. Net revenue in the Options segment grew 8%, led by higher index options transaction fees. Total options ADV was up 1%, driven by a 9% increase in index options volume, and revenue per contract moved 9% higher, as index options represented a higher percentage of total options volume. North American Equities net revenue increased 8% on a year-over-year basis to a record level in the second quarter, reflecting higher net transaction clearing fees and access and capacity fees. Increased net transaction and clearing fees were driven by stronger US exchange and off exchange net capture rates, as well as higher volumes than market share in Canadian equities. On the non-transaction side, access and capacity fees increased 6% as compared to the second quarter of 2023. The Europe and APAC segment produced a 15% year-over-year increase in net revenue, resulting from strong growth across both transaction and non-transaction revenues. Transaction revenue in Australia and Japan benefited from continued market share gains as well as greater volumes versus the second quarter of 2023. The Futures segment reported 19% net revenue growth for the quarter with the higher net transaction and clearing fees reflecting a 28% increase in ADV. On the non-transaction side, market data revenues were up 10%. And finally, the FX segment delivered a quarter of record net revenue with an 11% year-over-year increase driven by higher net transaction and clearing fees. Market share was 20.2% for the quarter as compared to 19.5% in the second quarter of 2023. Turning now to Cboe's Data and Access Solutions business, net revenues were up 5% on an organic basis in the second quarter. Net revenue growth continued to be driven by sales outside the US with approximately 40% coming from international growth, the largest increase coming in Canada related to our Cboe One product. The strong second quarter international sales growth helped more than double overall sales annual contract value as compared to first quarter levels and highlights the many ways we can monetize our ecosystem of exchange networks across the globe. And while new sales may only provide a partial benefit in the quarter they occur, we believe the sales trends are a strong leading indicator of potential future revenue growth for the business. We continue to believe D&A is well positioned and anticipate an acceleration in trends in the third and fourth quarters, helping us deliver on the lower end of D&A revenue growth guidance of 7% to 10%. More specifically, we expect to see continued strength from demand for access across our global markets, particularly as we increase our presence in new geographies and leverage the distribution capabilities of Cboe Global Cloud, the expansion of dedicated cores, greatly enhancing our exchange access layer, and increased capabilities around our US options data and access solutions as we reallocate technology resources from integration efforts to organic revenue generating enhancements. Turning to expenses, total adjusted operating expenses were approximately $197 million for the quarter, up a modest 2% compared to the second quarter of last year. The increase was a result of higher compensation and benefits as well as an increase in professional fees and outside services, partially offset by a decline in travel and promotional expenses. Looking forward, we are reaffirming our full year 2024 adjusted expense guidance of $795 million to $805 million. Our guidance factors in stronger-than-expected revenue trends we have seen to start the year in support of revenue expectations for the second half of 2024, putting some upward pressure on our short-term incentive bonus accrual, but is balanced by our strong expense discipline, leaving our overall guidance unchanged for the year. Importantly, the guidance provides opportunity for continued investment in the businesses. We anticipate that the continued reallocation of resources from integration efforts to areas like the D&A enhancements I just covered or derivative technology upgrades and marketing spend will provide attractive returns in the quarters ahead. Outside of our adjusted expense results, we recorded a number of one-time accounting adjustments I want to briefly touch on. Following the digital business realignment we announced in April, Cboe recorded an $81 million charge representing the non-cash impairment of intangible assets related to the Cboe Digital spot market wind down. In addition, we reported a $60 million impairment as a result of a routine review of the carrying value of Cboe's other minority investments. These charges are considered one-time and are excluded from our second quarter adjusted operating expenses. As we look ahead, on Slide 16, to our 2024 guidance, we are increasing our full year organic net revenue growth range to 6% to 8% from the higher end of 5% to 7%. The updated guidance reflects our strong first half results, solid July activity, and a supportive outlook for the second half of the year. Looking at our full guidance more broadly, while we anticipate hitting our D&A organic net revenue guidance range of 7% to 10% for the year, we are guiding to the lower end of the range given the softer second quarter results. We anticipate a steady increase in D&A revenue growth throughout the back half of 2024, given incremental demand for our dedicated cores offering, as well as continued geographic growth in our D&A business. Our expectation for non-operating income is unchanged at $37 million to $43 million in 2024. We continue to anticipate $33 million to $37 million from positive marks on our investments to help our earnings and investments line and $4 million to $6 million in largely dividend income to flow through our other income line. Our full year guidance range for CapEx remains at $51 million to $57 million for 2024, and depreciation and amortization is expected to be in the range of $43 million to $47 million for the year. And finally, we continue to expect the effective tax rate on adjusted earnings under the current tax laws to come in at 28.5% to 30.5% for 2024. Turning to our balance sheet, our second quarter leverage ratio remained at 1.1 times. We remain comfortable with our overall debt profile and the balance sheet flexibility it affords having locked in low-, medium- to longer-term fixed rates averaging roughly 2.8% on our outstanding debt. As Fred highlighted earlier, a core tenant of the ongoing strategic review is the effective allocation of capital. As such, you have seen us pull-back on our M&A activity, choosing to allocate capital to higher-return internal projects or to shareholder returns in the form of share repurchases and dividends. In the second quarter, we repurchased $90 million in shares, bringing total repurchases for the first half of 2024 to $180 million. We have continued our repurchase activity to start the third quarter, buying back an incremental $25 million in the month of July. Moving forward, we plan to continue to opportunistically repurchase shares as appropriate, given our expected strong free cash flow generation and flexible balance sheet. Also in the second quarter, we returned a total of $58.2 million to shareholders in the form of a $0.55 per share quarterly dividend. Factoring in share repurchases and dividends paid in the first half of 2024, Cboe returned nearly $300 million to shareholders, representing an attractive 65% of adjusted earnings being paid out as repurchases and dividends. As always, we aspire to allocate capital and resources in the most value enhancing way, striking the right balance between investing in future revenue growth and optimizing our margins. We look forward to building on our first half trends and delivering durable shareholder returns in the quarters ahead. Now, I'd like to turn it back over to Fred for some closing comments before we open it up to Q&A.
Fred Tomczyk:
In closing, we are pleased to report another strong quarter delivering 21% growth in earnings per share year-over-year. That caps a strong first half with 8% net revenue growth and 17% earnings per share growth year-over-year, as we have continued with strong revenue growth, brought down our expense growth and stabilized our EBITDA margins. We allocated our resources to invest in technology and organic growth initiatives and allocated our capital away from M&A towards strengthening our balance sheet and returning capital to our shareholders. For the first half of 2024, we have returned 65% of our adjusted earnings to our shareholders through a combination of dividends and share repurchases. Our balance sheet is strong, and we're well positioned to continue to return capital to shareholders and take advantage of opportunities as they arise.
Ken Hill:
At this point, we'd be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue, and if time permits, we'll take a second question.
Operator:
Thank you. The floor is now open for questions. [Operator Instructions] Your first question comes from the line of Dan Fannon of Jefferies. Your line is open.
Dan Fannon:
Thanks. Good morning. I guess to start on the Data and Access Solutions, understanding that you think it's going to accelerate in the back half of the year, but still hoping you could elaborate on why we're coming at the lower end of the range here for the year. And what I think was mentioned as kind of transitory in some of the trends, if you could just elaborate on what's draw -- what drove some of the more moderate growth here in the first half of the year and then again, why you think that will change prospectively?
Dave Howson:
Absolutely. Good morning, Dan. Thanks for the question. As we look at the first half of the year, so far, we're coming up around about 7% growth year-to-date. And the reasoning for the Q2 softer results there is a lot down to timing. Timing plays a big factor in the Data and Access Solutions business in general. We saw a different timing to some of the enterprise sales and we're seeing some longer sales cycles for some of our product services and offerings. We also saw a difference in timing, some of the cash collection timings during the quarter. And then, of course, as we mentioned on the call, there was a backfill, a large backfill in Q2 of 2023, which calls for harder comparisons. And then, the other factor this year has been a little bit of the larger customer consolidation that we saw take place having a small impact on the revenues there. And so, timing throughout, as we look forward, will also play its part. And the confidence we have in hitting that lower portion of the 7% to 10% guide comes from three or four key areas. And that's new sales, it's new products, it's pricing and it's the new technology efforts that we've really been able to focus on this year as a result of finishing off those technology migrations in Asia Pacific throughout last year. So, the full force almost of the technology team really coming back to focus on our core, focus on what Cboe is best at. So, I'll go through those sections and I'll also pass on to Chris to talk a little bit more about that technology investment that we see, giving us some durability throughout this year and into next year. So, those new sales, we doubled the amount of ACV sales in Q2 versus Q1, and we'll see the benefit of those sales coming through throughout the rest of the year. And we were really pleased to see the continuation of sales of Data and Access Solutions internationally with 40% of that growth coming from outside of the US. And when you think about the macro uncertainty for the rest of the year, we certainly see more demand for access and capacity and for data as we go throughout time here. New products, some packaging and bundling there of our new index channels and services that we see going forward. Of course, we were pleased to see the sale of our Cboe One data up there in Canada. Pricing changes will also play their part. As you know, we aim to have high-value cost-effective data feed, but we will perform price and price comparisons and review where we think we're undervalued. And then, when we come to technology, those system enhancements we've been able to book through for the equities markets that access layer improvements really important for this year and rolling out into Europe and the rest of the world into 2025. And that new technology effort really allowing us to produce new data insights, insights into the activity on our platforms, which provide value for customers that they're willing to pay for.
Chris Isaacson:
Great. And Dan, I'll dive down a little bit further on the technology improvement. So, we've been making some pretty substantial investments in leading-edge technology that are just starting to come to the market and bear fruit. As Dave mentioned, we've got even greater focus on organic efforts now that the migrations are largely done except for Canada that remains and will complete in the first quarter of next year. And these technology improvements are improving access data and insights. On the access side in US equities, we just completed dedicated cores across all four equity markets. That was finished on July 1st, so in the second half, we'll see the full benefit of that. And then in options, we are also in the second half, we plan to roll-out improvements in all access data and improvements -- a new access architecture for one of our four markets and then we hope to roll it to others in subsequent quarters. We're improving market data. In fact, we just made a rollout here at the end of July with improved market data, and then some new services to provide greater insights for our customers and their trading activity and how they can optimize their behavior. And finally, I'll mention as we enter this election season, and we're actually fully in the election season, uncertainties will continue both from elections and geopolitical issues. The demand for access and capacity is only anticipated to grow, and we're going to continue to invest to provide greater access for our customers as that demand grows.
Operator:
Thank you. Your next question comes from the line of Patrick Moley of Piper Sandler. Your line is open.
Patrick Moley:
Yeah, thanks for taking the question. So, I just had one on the international opportunity for index options. Could you help us size that opportunity overseas relative to the US? How do you anticipate the mix between institutions and retail to sort of evolve over there? And then just broadly, when we think about the competitive landscape in index options, Fred mentioned that $16 trillion in AUM that's benchmark to the index. How much of a competitive advantage is that for you when you think about other players that might try to replicate the success you've had in the US and overseas? Thanks.
Dave Howson:
Thanks very much for those questions. As we think about international expansion, the secular trends we mentioned in the prepared remarks are really important to consider that increase in assets benchmarked against the US capital market with the S&P 500 Index options complex, and all of the volatility talk that we put around that, Cboe really is the home to really manage that equity volatility risk for global participants. So, then that creates an appeal for both those institutional and those retail customers with three retail brokers coming on board this year, we can see a good runway for those efforts. Operating globally gives us the ability to talk to our customers globally about what they need and how they need to access our market. So, the runway for us, we feel is quite long. One of the markets we do use, but it's not the metric to use is the percentage of trading of SPX in Global trading house. That's around about 2% or 3% at this portion in time. But it's important to say that as we bring on those customers, they do trade a lot, of course, in the regular trading hours where the bulk of the trading activity takes place at this point in time. As you mentioned the competitive differentiator there, for us, that global complex of equity volatility at risk to be able to manage -- be able to manage that there. The toolkit that we expand when we think about our product development pipeline, really excited about VIX futures, variance futures coming on board later this year and VIX options on futures, which is an interesting one to mention because that is a futures product. VIX options on futures allows volatility as an asset class really now to be accessed by customers that cannot trade in the US security based options environment. So, that's interesting to institutional players around the globe. So, really, as we broaden out our product set, it becomes interesting to institutional players and that draw for retail players really continues throughout time. So, our focus will be sales footprint in the region, marketing, marketing and brand and focusing on how we can get our data closer to our customers internationally. And you see that coming through there with our 40% of data and access sales happening outside of the United States.
Operator:
Your next question comes from the line of Brian Bedell of Deutsche Bank. Your line is open.
Brian Bedell:
Great. Thanks. Good morning, folks. Maybe just switch to the index options franchise on the revenue capture rate, just, I think that's been on your proprietary products increasing for the -- increasing sequentially for the last three quarter, kind of had a little bit of pullback in the second quarter. So, just maybe the drivers of that? And then, how you see that going forward? Do you see that re-expanding from here or it's going to be more volatile based on mix?
Dave Howson:
So, really you hit it right at the end, the mix shift is the driver for the RPC changes there. We haven't made any pricing changes to affect anything. It's really about the mix of the products and that brings us back to talking about the beauty of the volatility toolkit we've got at Cboe with the SPX options and VIX options, and the -- as well as on future sides, the VIX futures providing a great suite of utility. For example, there we saw the rotation into small caps, this quarter, we saw a RUT, hit in record days and there, of course, a different capture for RUT versus SPX as well. So, we see that the mix shift as the ebb and flow of the toolkit as our customers use VIX or the SPX differently throughout time. So, nothing particularly to signal for the forward look there.
Operator:
Your next question comes from the line of Alex Kramm of UBS Financial. Your line is open.
Alex Kramm:
Yes, hey. Just wanted to come back to the international expansions you talked about. First of all, a little bit surprising that there's still stones to be turned over, but maybe you can be a little bit more specific. Is it from both a customer perspective? Is it more retail than institutional that's untapped? And then maybe from a regional perspective, where you see the biggest opportunities to expand sales and marketing? And since I mentioned sales and marketing, obviously, there's a cost to that. So, as you expand and focus more internationally, should we expect you ramping up spending or can that be absorbed by your cost base?
Dave Howson:
Great. I'll potentially go in reverse. Alex, the spend as we look at sales and marketing growth there is really, I would call, incremental on top of that existing global footprint. You did of course see general expenses increase in the last few years, which we've really been focused on bringing down and focusing on margin. That expense allowed us to put in place the footprint that we now gain the benefit of that scaled infrastructure, really important for us to be able to leapfrog off as we think about increased sales and marketing here. So, the sales will be in terms of headcount, not 100 people, but really being able to cover that vast area. We say Asia Pacific, but it's a region of countries. And when we think about countries, in Asia Pacific, of course, we start from where we already are, which is Australia and Japan, but also opportunities we see in South Korea, in Taiwan and elsewhere, Singapore in the region to really have hubs of really focused activity. The three onboards this year were in the retail brokerage space and we do see increases in institutional access as we go through. As we've spoken on previous calls, we can't always see the origin of the orderer and the end user, but in our conversations around the world with customers, we do look to help break-down access barriers and those access barriers include a pathway to a securities options market in the US and it includes jurisdictional regulatory approvals for us to be able to market in country. And those are the things that we really focus on a country-by-country basis. So, which is why just to reinforce the point from before, having a VIX options on futures capability that we will eventually roll out on a 24/5 basis becomes very interesting to that institutional client base around the world.
Operator:
Your next question comes from the line of Craig Siegenthaler of Bank of America. Your line is open.
Craig Siegenthaler:
Hey, good morning, everyone. So, Robinhood is the second largest options trading platform in the US and one of the biggest crypto platforms, too, with their 24 million accounts. They plan to launch index options to their clients in 4Q. And I know you're also seeking additional regulatory approval for both crypto ETFs and crypto index options with the Russell via the FTSE brand. Could crypto ETF options and index options be part of the initial launch at Robinhood later this year, which could have an even bigger impact to your volumes, or should we think about this more as a Phase 2?
Dave Howson:
The short answer is think about it more as a Phase 2. There's a number of regulatory and structural and infrastructure-based obstacles we need to knock down, but we're really looking forward to working on those with our customers and the regulators to be able to bring ETF options on crypto ETFs to the marketplace. We're really pleased to offer listings, the five ETF listings on ETFs -- Ethereum listings that we brought to market recently, as well as the six Bitcoin ETFs we've already got on the platform. The Robinhood launch at the end of this year is really focused on index options and cash settled index options, which we think will be a really great new product set to access those 24 million funded accounts, in particular when you consider Robinhood's focus on the active retail trailing customer base. The characteristics of the cash settled index options really will appeal to that customer base, and we're super excited about that, and we'll be looking to lean into that with joint marketing and educational efforts with our Options Institute and in conjunction with Robinhood throughout the rest of this year.
Operator:
Your next question comes from the line of Ben Budish of Barclays. Your line is open.
Ben Budish:
Hi, good morning, and thanks for taking the questions. I was wondering if you could unpack what's happening in July a little bit. Clearly, we've seen the VIX start to rise. Can you talk a little bit about the customer mix? I know for some time there's been a narrative around increasing adoption and consumption of data by new trading firms. So, to what degree are you seeing a pickup from any new customer sets in July? What does the mix look like? Thank you.
Dave Howson:
Thanks very much for the question. Yeah, certainly saw pickups into July with a number of records across the volatility toolkit coming through there. The makeshift is really in the usage of the products. There's no specific client shift that we've seen in July in its own right, but what it is worth saying is that the engagement from our existing customers and the inbounds from new customers is what really gives us excitement for the rest of the year. A couple of examples there we see with that two years' worth of data that you mentioned, an increase in the number of QIS desks looking to put out products and strategies there. We see a continuation of liquidity providers using 0DTE SBX options to hedge their positions, which is a really interesting development we've mentioned at times in the past. And then, you think about the new liquidity providers, major liquidity providers that are coming to us from other asset classes, whether it be futures or equities, really looking to get involved in the complex there. And then, with the makeshift with retail brokerages coming through, really, really exciting. And then towards the end of this year, as we just discussed, the addition of Robinhood as a customer is particularly exciting.
Chris Isaacson:
And Ben, I just might add a couple of points there. It's on VIX options we're seeing, we're on record for a record pace for the entire year as people see the utility of using our entire volatility suite. And then, the rotation into small caps a bit. We just saw a record in July, I think our second best month ever, best since 2018 in RUT options. So, we see some customer behavior there as they rotate and adjust to market conditions.
Fred Tomczyk:
And I just think we're seeing increased volatility in July, whether it's what's going on the political side in the U.S. with the election coming up, or whether it's geopolitical or the rotation from AI and into other asset sectors to small cap sector. So, there's a lot going on in the market right now, and that's helping in July.
Operator:
Your next question comes from the line of Owen Lau of Oppenheimer. Your line is open.
Owen Lau:
Hi, good morning. Thank you for taking my question. Just want to follow up the last question about maybe talk about the VIX futures and options, ADV, were quite strong in the second quarter, especially in April. I just want to get a better sense about the driver of this trend. And then you talked about kind of these volatility continuing in July. I'm just wondering how you think about the mix between SPX and VIX going into the election in November. Thanks.
Dave Howson:
Thanks, Owen. Yeah, this really is the story of the volatility toolkit. We're seeing investors gravitate towards that toolkit to be able to manage risk, both the upside as well as the downside. VIX options, particularly we've been talking about this for a little while, is that the lower VIX, the historically low VIX in general that we've seen for most parts of this year, when we see that volatility spike, such as we did yesterday, it's going over $19, or in during April we saw it pop to $19 around those volatility events that occurred, we see customers then monetizing or rolling those VIX call options or those VIX call spreads they got on place. And then we see the resetting and rolling of those as we go through time, looking to prepare for those tail risks that may well occur, particularly when you think about the macro environment. We've got geopolitical risks, we've got elections, which are historically a really big catalyst of volatility, and those daily economic data, whether it be CPIs, central bank rate decisions, or earnings calls. So, when we think about VIX options and VIX futures, when you see a spike in VIX, we see really large VIX futures days. Yesterday, we saw over 400,000 VIX futures contracts trade, the volatility popped over to $19.5 yesterday. SBX options always continue to play their part, whether it's at the shorter end of the curve, or managing that longer-term exposure in and through and beyond the elections there. So, the utility of each product, using conjunction as well as in isolation, is really what we see developing over time. And then, our job is to continue to innovate products around that. And so, when you think about the differences between implied and realized volatility, variance step forward, variance futures, on-exchange, transparent, capitally efficient for a trading strategy, which has recently become very hard to achieve OTC because of the unclear margin rules. So, bringing that on exchange, an exciting development there, along with those VIX options on futures, all before the US election. So, really interesting setup for the rest of the year.
Operator:
Your next question comes from the line of Kyle Voigt of KBW. Your line is open.
Kyle Voigt:
Hi, good morning. Thanks for taking the question. Maybe just a question on capital allocation. So, even with the $150 million or so capital return in the quarter, you still built up cash in the balance sheet now with about $600 million cash and net leverage continues to come down. So first, just in terms of building up some cash over the past year, I guess, is that being driven at all by wanting to retain some M&A flexibility or something else driving that? And secondly, even though M&A has been de-emphasized, I'm assuming that there could still be some M&A that would be attractive. I guess, can you comment on M&A hurdles and if you're seeing anything interesting in the market from an M&A perspective?
Fred Tomczyk:
Look, Kyle, I'm not going to talk about anything we're looking at right now, if that's your question. However, having said that, I think building up some cash and having flexibility is always a good thing to have to deploy on opportunity, because you never know what tomorrow is going to bring here. Like I've always said, I did not say there will be no M&A, I've always said it'll be more selective, it'll be more significant M&A. What we've learned for the last three years is a lot of that small M&A causes -- it causes a lot of work, immigration work, particularly in our technology area, which is an important part of our business. So, if we're going to do M&A going forward, and that will continue to be one of our options and things we look at, it'll be more significant and much more targeted and in line with our strategy.
Operator:
Your next question comes from the line of Stephanie Ma of Morgan Stanley. Your line is open.
Stephanie Ma:
Hi, this is Stephanie filling in for Mike. Maybe just one on Cboe Global Cloud. How meaningful is the contribution uptake today? How do you see that progressing over the next few years? And maybe you can just elaborate on some of your initiatives and steps you're taking to expand the Cboe Global Cloud? Thanks.
Dave Howson:
Thanks, Stephanie. Cboe Global Cloud has been a really interesting addition for us over the last couple of years. With nearly 80% of customers and revenue coming from outside the US, it's really part of that theme of putting data closer to our customers. In fact, putting data closer to more potential customers, and it forms a key part of our global expansion plans, as well as the diversification of revenue streams. The ability for us to have a one-stop shop for historical data, for package and bundled data insights, as well as data feed is really tremendously powerful. We don't break out the contribution of Cboe Global Cloud from the rest, but in terms of a strategic priority for us, it's certainly well up there. And I'll pass on to Chris to give some more.
Chris Isaacson:
Yeah, Stephanie, as Dave said, it's really important for us to get our data and access closer to customers where they can use our products, data and insights. So, we're very committed to this. We think we're still in the very early innings of this. As Dave mentioned, most of the growth of Cboe Global Cloud has come outside of the US. And maybe to Alex's earlier question, we're still very early innings in our global presence. We're a relatively young global company, having just expanded globally in the last two or three years. So, part of the secular trend, we think -- as far as that import opportunity that's been mentioned in the script, is that as we get our data closer to customers, they're going to get that data in and then be able to import their trading traffic into the US as they better understand our data. So, look for us to continue to make investments in Cboe Global Cloud and get our data and products closer to those customers.
Operator:
Your next question comes from the line of Alex Blostein of Goldman Sachs. Your line is open.
Alex Blostein:
Hey, good morning. Thanks for taking the question as well. I wanted to follow up on the expansion of the VIX product lineup you mentioned earlier in the prepared remarks. So, you talked a little bit about options in VIX future. So maybe some early feedback you're getting from the trading community on what the uptake there could be? I guess how you're thinking about just kind of expansion of that product set relative to VIX regular options and whether there could be any cannibalization or you truly see this kind of like opening up the broader market? Thanks.
Dave Howson:
Thanks, Alex. So, the VIX options on futures build capability to have that convexity for a broader set of customers, as we say, customers that cannot today access US security-based options. It's that new customer base that we're excited about. And with any new customer base, that's going to take time to seed and build. So, we're excited about the product, we're excited about when we expand that to 24/5. And also, the key point here is that we can extend the tenants to a shorter-dated tenants with this product as well. So, think about that general desire and the secular trend towards the shorter end of the curve, we can begin to access that with this product. So, those two are the key drivers for our level of excitement around this product is the new customer range internationally and within the US that can't access US security-based options and the ability to go to the shorter end of the curve. So that's a really interesting pathway for us.
Operator:
Your next question comes from the line of Ken Worthington of JPMorgan. Your line is open.
Ken Worthington:
Hi, good morning. To follow up on Patrick's question earlier in the call, as you think about the continued investment in European index options, I think the thesis has been that index options are a much smaller part of market cap than seen in the US. So maybe, first, remind us, when did Cboe launch local index options in Europe? What sort of ADV are you seeing right now there? And the strategy, I think, has been a build it and they will come. What is your conviction level that this vision really is the correct one?
Dave Howson:
Thanks very much, Ken. It's worth saying, as we have from the start, that this is really Cboe taking a long view, a long view to the ability to grow the markets in Europe and bring the utility of options, that secular growth that we've seen in the US, we see that being really of great utility to the European economy, European retail investor and the European institutions, if we can bring that US-style market structure. So, exporting our capabilities and our know-how to bring that market structure of a US on-exchange and on-screen market in a capital-efficient manner to customers. The milestones we've hit since we've launched are really also worth pointing out. We think we're at the point of having a minimum viable product now, and that's really marked by the milestone of rolling out single-stock options. That then complements the index futures and options that we've had, and then the milestones this year, which are really interesting, showing that global major customers are aligned with that view. That includes Interactive Brokers, who came on board this quarter, as well as IMC, another anchor tenant liquidity provider. We talked about on the call the liquidity provision program, we've seen the market quality improve in futures and in index options. And then also, when we think about the ADV there, we did about 850 contracts a day in June coming into July, that's holding steady. Our goal forward is to focus on education with the Options Institute. And I guess the last point I would make on this is that this is all built on top of a scaled infrastructure in Europe. And so, it's an incremental investment, it's not making us sweat too much, so we can have patience as we build on that scaled infrastructure, and those key anchor tenants coming on board, sharing that vision with us, really gives us the confidence to continue the course.
Operator:
And unfortunately, we've run out of time for questions. I will now turn the conference back over to the management team for closing remarks.
Fred Tomczyk:
Well, thanks for joining us today, everyone. As we've said, we've had a strong quarter, we've had a strong first half, we've got lots of initiatives on the go here that we feel good about, and with the environment that we're entering here over the balance of the year, we've had a good start to the third quarter with July's trading results. As we look through the US election, geopolitical events and rotations between different parts of the market as events unfold, even as much as today, we feel pretty good about the rest of the year. The balance sheet is strong. We've got a good cash position, good EBITDA margins, so we feel very good about where we are. And we're in a good position to take advantage of opportunities we see in the market. We'll talk to you next quarter.
Operator:
This concludes today's conference call. You may now disconnect.
Operator:
Ladies and gentlemen, thank you for standing by. Welcome everyone to the Cboe Global Markets First Quarter Earnings Call. [Operator Instructions] I would now like to hand the call over to Mr. Ken Hill, Vice President of Investor Relations and Treasurer. You may begin your conference.
Kenneth Hill:
Good morning and thank you for joining us for our first quarter earnings conference call. On the call today, Fred Tomczyk, our CEO; and Dave Howson, our Global President; will discuss our performance for the quarter and provide an update on the strategic initiatives. Then Jill Griebenow, our Chief Financial Officer, will provide an overview of our financial results for the quarter, as well as discuss our 2024 financial outlook. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be Chris Isaacson, our Chief Operating Officer. I would like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual performances and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, after this call. During this call, we will be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I'd like to turn the call over to Fred.
Fred Tomczyk:
Thanks, Ken and good morning, everyone and thanks for joining us today. I'm pleased to report on strong first quarter results for Cboe Global Markets. During the quarter, we grew net revenues 7% year-over-year to a record $502 million and adjusted diluted earnings per share by 13% to $2.15. These solid results were driven by strong volumes across our Derivatives franchise, specifically our proprietary index option products, continued expansion of our Data and Access Solutions business and disciplined expense management. Our Derivatives business delivered another strong quarter as organic net revenue increased 8% year-over-year. We saw strong volumes across our suite of S&P 500 Index option products with first quarter ADV and the SPX contract increasing 17% year-over-year to 3.2 million contracts. We have also seen solid performance in our volatility product suite during the first quarter with VIX futures and options volumes further accelerating in April. Given the secular and cyclical tailwinds in place, we are well positioned as investors continue to utilize options in their portfolio and trading strategies. Our Data and Access Solutions business continued to perform well during the quarter with organic net revenue increasing 8% year-over-year. We continue to see durability in this business as we leveraged our global network and ecosystem of Data and Access Solutions to drive growth. Net revenue in our Cash and Spot Markets business were stable during the quarter as volume across global equity markets remain muted. Overall, it was a strong quarter for both, transaction and non-transaction revenue growth to start the year. I continue to remain focused on 3 priorities that I believe will further strengthen Cboe and support our longer-term growth strategy. First, sharpening our strategic focus on areas where we see strategic growth opportunities for Cboe. Second, the effective allocation of our capital. And third, developing talent and management succession. As part of our strategic review process coupled with the lack of regulatory clarity in the digital space, last week we announced plans to refocus our digital asset business to leverage our core strengths in derivatives, technology and product innovation, while realizing operating efficiencies for both, Cboe and our clients. We plan to transition and fully integrate our digital assets derivatives, currently offered by Cboe Digital into our existing global derivatives, harnessing the power of our global derivatives franchise and global technology platform to help support and fuel growth of the exchange-traded crypto derivatives market. We plan to migrate our cash-settled Bitcoin and Ether futures contracts trading on Cboe's digital exchange to the Cboe futures exchange in the first half of 2025 pending regulatory review and certain corporate approvals. Additionally, we plan to wind down operations of the Cboe Digital Spot Market, our digital asset trading platform in the third quarter of 2024, subject to regulatory review. The lack of clarity on the U.S. regulatory front for the cash spot business, combined with the lack of any timeline to provide that clarity among other considerations has given us cause to change our strategic direction in the digital business to focus on where we have regulatory clarity and leverage our core strengths of derivatives, technology and product innovation. With these changes, we are re-allocating resources to focus on where we see as the greatest opportunity for growth and profitability which is the continued expansion of our global derivatives franchise. On the clearing side, we plan to align and unify our clearing operations globally and intend to maintain Cboe Clear Digital which will continue to clear our Bitcoin and Ether futures. We believe these changes provide an opportunity to leverage our global derivatives platform, enhance efficiencies and sharpen our focus. Optimizing our business operations and product development across borders and asset classes enables us to better serve our diverse client base and sharpen our strategic focus. We continue to develop leadership in all functions across the company and optimize our organizational structure to support our global strategy. This realignment of our digital business into our derivatives and clearing business lines creates continued opportunities for development and growth within our senior leadership team. Finally, we continue to execute on a disciplined capital allocation strategy. The steps we are taking in our digital business illustrate our intent to allocate our resources and capital to the areas where we see the best returns for our firm. Also, as demonstrated during the first quarter and through April, share repurchases remain an important component of our capital allocation framework, one we plan to continue to use opportunistically in the market. Overall, we remain committed to maintaining a flexible balance sheet while investing in organic growth initiatives, our technology capabilities and operating efficiencies, thereby driving durable revenue expansion, optimized margins and earnings growth for our stakeholders. I will now turn the call over to Dave Howson to talk through how we are driving results within our strategy.
David Howson:
Thanks, Fred. Starting with the strong results in the global derivatives category. Despite the cyclical headwind of low volatility in Q1 with the VIX Index averaging just 13.7%, the lowest in over 5 years, SPX options volume remains strong. Average daily volume was up a robust 17% year-over-year to 3.2 million contracts, finishing just shy of the all-time high set in Q4 last year. In fact, January and February ranked as the second and third highest SPX volume month on record through the first quarter. We believe investors took advantage of the low levels of volatility to more cheaply hedge their portfolio with SPX puts making up a higher share of the total volume. Hedging demand was particularly strong in our VIX auction suite with VIX core volume ADV up 4% quarter-over-quarter to over 500,000 contracts as investors took advantage of the low levels of VIX to our cheap tail protection. The resilience of our index options volume in the face of cyclical headwinds speaks to the strength of the secular drivers of our business which we outlined in detail on the last earnings call. We continue to lean into these and see further room for growth. For example, in January we launched Tuesday and Thursday expiries for our Russell 2000 index options completing the set of daily expiries to small cap stocks. While still early days, Russell 2000 index options volumes hit a 5-year high ADV at 79,000 contracts in February. And the share of 0DTE volume grew from 8.7% in Q4 to now 12%. Within our more established SPX product, volumes increased 17% year-over-year and 0DTE options increased a robust 32% year-over-year and grew 3% from Q4 level to a new record of 1.54 million contracts. 0DTE options has made up 48% of overall SPX activity in Q1, up 2 percentage points from last quarter. The rise of retail options trading is another secular trend we're excited to build on, with more platforms coming online for index options trading later this year, giving retail investors expanded access to our products. To that end, we are thrilled to see our margin relief plan approved by the SEC recently which we believe will make it easier for investors to overwrite index options on ETFs that track the same index. This is expected to benefit not just our SPX XSP options complex but also our Russell 2000 and MSCI suite of index options as well. Overwriting funds have grown tremendously in popularity in recent years with total AUM jumping more than 6-fold since the pandemic to now over $130 billion. Anecdotally, we're also seeing more interest from the retail and RIA [ph] community in using these options to enhance their portfolio. We see this margin relief approval as an additional catalyst for wider adoption of options by the retail community. Even without a turn in the macro environment, we believe we are well positioned for the rest of the year as we continue to execute on our strategic initiatives. However, if we do get a shift in investor sentiment, as was the case in April, we expect to benefit as traders harness the full versatility of our S&P 500 volatility tool kit. For example, with the market set of April, VIX options volume surged to a 6-year high with daily volumes exceeding 2.6 million contracts on April 12 on the back of escalating Middle East tensions. That's higher volume than we saw during the 2020 COVID crisis, despite the VIX index hitting a high of just 19 last month versus 82 in March 2020. VIX options through April are on pace to report it’s second highest quarter on record at current levels. While Q1 was characterized by a consistent market running amidst low volatility, Q2 is looking a lot more precarious amidst heightened geopolitical tensions and greater macro uncertainty. As investors grapple with resurgent inflation, rising rates, not to mention the U.S. election later this year, we believe the need to use options to dynamically manage positions, hedge exposures and generate income only increases. And while trading metrics in North America remained strong during U.S. hours, volumes traded in U.S. products during non-U.S. hours continue to increase. During the first quarter, SPX global trading hours activity increased 41% as compared to the first quarter of 2023. And in April, we saw SPX GTH activity increase 73% versus Q2 2023 levels and VIX GTH increased 69% over the same period. With GTH activity accounting for just 3% of April's SPX activity and less than 1% of VIX options activity, we continue to see an attractive path forward for non-U.S. customers to increase access to the U.S. markets. Looking at the business more globally, we hit some notable milestones on our European derivatives platform CEDX. Total index derivative volumes again hit record levels in March, beating the prior record by 26% positioning us for future growth. We broadened the list of single-stock options traded on CEDX to more than 300 companies across 14 European countries at the end of March. And on April 1, we initiated and revamped our liquidity provider programs in the region. Client feedback has been promising, and we look forward to providing greater customer efficiencies through our Pan-European approach to trading and clearing. D&A net revenues grew 8% compared to the first quarter of 2023, driven primarily by client expansion and additional unit sales of our expanding portfolio of access and data products. Speaking to the breadth of D&A business, during the quarter each region and every business line outside of digital saw net revenue increase. In fact, 43% of data growth in the first quarter came from outside of the Americas. We saw outsized contributions from Australia where D&A net revenue grew 19%, and Europe where net revenue increased a strong 10% on constant currency basis. We believe future growth will be fueled by strengthening our distribution capabilities through areas like cloud, further expanding our index capabilities and providing greater access to our markets around the world. Taking a look at cash and spot businesses around the globe, first quarter results were solid. It's worth noting though, our ability to expand our cash and spot reach benefits more than just our transaction revenues. The continued progress we make in these markets has the potential to add additional revenue streams in tangential areas around the globe. In North America, we saw U.S. on-exchange net capture rates rebound from December lows to finish in line with first quarter 2023 levels. Furthermore, Canadian market share improved by 4 percentage points to 15.3% during the first quarter. And we remain on-track with our final technology integration, the migration of our Canadian market to Cboe technology in early 2025 subject to regulatory reviews. Moving over to Europe. During the first quarter, Cboe Europe was the region with the largest exchange by value traded, a testament to the strong breadth of our product offering in the region. As we look to expand our capabilities into related areas with untapped addressable markets, we remain on-track for a third quarter launch of our securities financing transactions clearing services, subject to regulatory review. Cboe's SST business will clear stock lending activities for market participants. With the introduction of stricter capital requirements, we believe now is the right time to leverage our clearing capabilities to bring a solution to the market with the potential to meaningfully reduce risk-weighted assets for our customers. We've [indiscernible] backing of 9 key industry participants spanning banks, clearing firms, asset managers and custodians, and look forward to bringing this service to market in the months ahead. And finally, turning to Asia Pacific. We saw strong momentum in Australia and Japan. In Australia, Cboe continued it’s market share gains with total market share for the quarter finishing at 20.4%, up nearly 2 percentage points from the first quarter of 2023. In Japan, not only did market share reach 5% in the first quarter, a full percentage point higher than the 2023 average but volumes grew a robust 72% as compared to year ago levels. Those trends have continued in the second quarter with Cboe Japan market share hitting a single-day high of 6.5% on April 23. With our APAC integrations behind us, we look forward to competing more aggressively in the market to expand our transaction and non-transaction revenues. Overall, Cboe remains incredibly well positioned to consistently grow revenue across the firms. This means not only leaning in a more established product areas like our index business but allowing newer areas to leverage a robust infrastructure already in place. Earlier, Fred spoke to some of the key strategic impacts of our recently announced digital reorganization. I want to provide some additional context on how the move leverages our global derivatives and clearing capabilities. On the derivative side, the reorganization reinforces the integrated global view we take with not only our derivatives franchise but all of our businesses at Cboe. By consolidating Cboe's futures products onto one market, Cboe's Futures Exchange, also known as CFE, pending a regulatory review and certain corporate approvals, we can leverage the totality of our derivatives capabilities to grow our businesses, while creating efficiencies for market participants. Specifically, that means reducing complexity for clients by allowing them to connect to one global platform for all of their U.S. futures trading needs. As part of CFE, newer products like digital asset futures can leverage tried-and-true CFE capabilities to accelerate the go-to-market timeline for products like options on futures and complex orders for digital products, expanding the toolkit of solutions available to clients. In addition, these products will be able to tap into a seasoned and global sales force, a resilient technology infrastructure and a unified management team under the leadership of Cathy Clay, our Executive Vice President of Global Derivatives. On the clearing side, we are equally excited about the opportunities presented by unifying our clearing operations on a global basis. Vikesh Patel, currently President of Cboe Clear Europe, will also oversee U.S. clearing. Cboe Clear Europe will continue to operate as a pan-European central clearing counterparty for European equities and derivatives. Adding Cboe Clear Digital under the global clearing umbrella provides a cohesive clearing approach that spans equities and derivatives in Europe to Bitcoin and Ether futures in the U.S. The result is Cboe having great control of its product development destiny from ideation through to clearing considerations. Across the firm, we continue to leverage our core strengths and find pockets of growth in our cash, data and derivatives categories. The first quarter of 2024 was very strong and we look forward to driving further growth in the quarters ahead. With that, I will turn the call over to Jill.
Jill Griebenow:
Thanks, Dave. As Fred and Dave highlighted, Cboe posted a strong first quarter with adjusted diluted earnings per share up 13% on a year-over-year basis to a record $2.15. I will provide some high-level takeaways from the quarter before delving into an assessment of the segment results. Our first quarter net revenue increased 7% to finish at a record $502 million. The growth was again driven by the strength in our derivatives market and Data and Access Solutions businesses with steady results from our Cash and Spot Markets categories. Specifically, derivatives market produced 8% year-over-year organic net revenue growth in the first quarter as we saw sustained growth in our proprietary product franchise during the quarter. Data and Access Solutions net revenues also increased 8% on an organic basis during the quarter. We are pleased with the revenue trends and are confident in our ability to deliver on our 7% to 10% targeted net revenue growth in 2024. Cash and Spot Markets net revenues were roughly flat to a year ago levels on an organic basis given stable results across our business segments. Adjusted operating expenses increased 4% to $193 million with the year-over-year growth driven by higher compensation-related expenses and technology support services during the quarter. And adjusted EBITDA of $337 million grew a solid 9% versus the first quarter of 2023. Importantly, given our strong revenue generation and diligent expense management, we made material progress in stabilizing our adjusted EBITDA margins during the first quarter. Our first quarter adjusted EBITDA margin expanded by 1.4% on a year-over-year basis and by nearly 3 percentage points sequentially to an attractive 67.2%. Turning to the key drivers by segment. Our press release in the appendix of our slide deck include information detailing the key metrics for our business segments. So I'll provide some highlights for each. The options segment delivered another robust quarter as net revenues grew 10%, led by higher index option transaction fees and growth in recurring non-transaction revenue. Total options ADV was up 1% driven by a 14% increase in index options volume. Revenue per contract moved 12% higher with index options representing a higher percentage of total options volume. And access to capacity fees were up 7%, while proprietary market data fees increased 15% versus first quarter of '23. North American Equities net revenue decreased 1% on a year-over-year basis in the first quarter, reflecting lower industry market data and steady net transaction and clearing fees. In net transaction and clearing fees, a decrease in Canadian equities market volumes and net capture was partially offset by stronger U.S. off-exchange to capture rate, up 24% versus first quarter '23, given positive mix shift seen during the quarter. On the non-transaction side, access and capacity fees increased 5% as compared to the first quarter of '23. The Europe and APAC segment reported a 10% year-over-year increase in net revenue driven by 20% non-transaction revenue growth across market data fees, access and capacity fees and other revenue. Transaction revenue in Australia and Japan benefited from another quarter of market share gains. The Futures segment net revenue decreased 2% in the quarter, primarily due to lower volume. On the non-transaction side, access and capacity fees continue to perform well, up 8% versus the first quarter of last year and market data revenues increased by 10%. And finally, net revenue in the FX segment decreased 1%, driven by a slightly lower net capture rate. Market share was 20.3% for the quarter as compared to 19% in the first quarter of '23. Turning now to Cboe's Data and Access Solutions business. Net revenues were up a solid 8% on an organic basis in the first quarter. Net revenue growth continued to be driven by solid new subscription and unit growth, accounting for 57% of market Data and Access Solutions revenue growth. We are pleased with the strong start to the year and believe that momentum across the suite of Cboe's businesses position us well to fuel our full year and medium-term D&A revenue growth guidance of 7% to 10%. More specifically, we expect to see continued strength from demand for access across our global markets, particularly as we increase our presence in new geographies, proprietary data sales and options analytics, benefiting from the sustained growth across our derivatives complex and finally, we anticipate a continued focus on our distribution capabilities, from market data to indices, adding to the enhanced distribution capabilities of Cboe Global Cloud. Turning to expenses. Total adjusted operating expenses were approximately $193 million for the quarter, up 4% compared to last year. The increase was a product of higher compensation and benefits and technology support services and partially offset by a decline in professional fees and outside services. As we look ahead on Slide 16 to our 2024 guidance, we are lowering our full year 2024 adjusted operating expense guidance range to $795 million to $805 million from $798 million to $808 million. The updated guidance reflects our first quarter results, some reduced cost expectations as a result of the digital realignment as well as a slightly higher bonus accrual moving forward given our expectation to be at the higher end of our total organic net revenue guidance range for the full year. On digital specifically, I want to walk through a few of the expected onetime and annualized impact of the announced realignment and revised digital strategy. Cboe expects a onetime estimated pre-tax charge of $39 million to $82 million, primarily related to the noncash impairment of long-lived intangible assets which is expected to be recorded in the second quarter of 2024. These charges are expected to be considered onetime and excluded from adjusted earnings. We do anticipate roughly $2 million to $4 million of adjusted operating expense savings this year as we carefully wind down the spot digital asset trading platform in the third quarter of 2024, subject to regulatory review. Moving forward, we anticipate the closure will generate annualized savings of $11 million to $15 million on an annualized adjusted operating expense basis. Overall, we believe the current expense guidance range gives us flexibility to invest in high-return areas of our business. Looking at our full year guidance more broadly. We are anticipating organic total net revenue growth to finish at the higher end of our 5% to 7% expected range for 2024. We are also reaffirming our D&A organic net revenue growth range of 7% to 10% for 2024, in line with our medium-term expectations. This quarter, we are breaking out our other income line into earnings and investments and other income. Importantly, though, the aggregate benefit we expect to realize for non-operating income is unchanged at $37 million to $43 million in 2024. We anticipate $33 million to $37 million from positive marks on our investments to help our earnings and investments line and $4 million to $6 million in largely dividend income to flow through our other income line. Our full year guidance range for CapEx remains at $51 million to $57 million for 2024 and depreciation and amortization is expected to be in the range of $43 million to $47 million for the year. We continue to expect the effective tax rate on adjusted earnings under the current tax laws to come in at 28.5% to 30.5% for 2024. And finally, outside of our annual guidance, we expect net expense to be in the range of $9 million to $10 million for the second quarter of 2024. On the capital front, we continue to maintain a flexible and attractive capital return policy for shareholders. In the first quarter, we returned a total of $58.5 million to shareholders in the form of a $0.55 per share quarterly dividend. In addition, we repurchased 89 million in shares during the first quarter. We have continued our repurchase activity in the month of April, adding an incremental $27 million in repurchases during the month. Moving forward, we will look to opportunistically repurchase shares given our continued healthy free cash flow generation. Turning to our balance sheet. First quarter leverage ratio declined to 1.1x from 1.2x in the prior quarter as a result of solid EBITDA generation. Overall, we remain comfortable with our debt profile and the balance sheet flexibility it affords, having locked in low, medium to longer-term fixed rates averaging below 3% on our outstanding debt. As always, we aspire to allocate capital and resources in the most value enhancing ways striking the right balance between investing in future revenue growth and optimizing our margins. We look forward to building on solid year-to-date trends and delivering durable shareholder returns in 2024. Now, I'd like to turn the call back over to Fred for some closing comments before we open it up to Q&A.
Fred Tomczyk:
In closing, I would like to thank our team for the continued progress made throughout the first quarter. 2024 is off to a strong start and we believe we are well positioned for another strong year.
Kenneth Hill:
At this point, we'd be happy to take questions. We ask you please limit your question to one per person to allow time to get to everyone. Feel free to get back in the queue; if time permits, we’ll take a second question.
Operator:
[Operator Instructions] Our first question comes from the line of Patrick Moley from Piper Sandler.
Patrick Moley:
Good morning. Thanks for taking the question. So, you now expect organic total net revenue growth to be at the higher end of that 5% to 7% range. Revenues were up 6.5% in the first quarter, so it seems like the guide would imply there is an expectation that revenue growth is going to be as good or better than what we saw in the first quarter. But index option volumes did slow down, they've come back here a little bit in April, and you're facing some pretty tough comps for the rest of the year. So just -- can you speak to what gave you the confidence to point us toward the higher end of that range? And then just adding on to that, if you could, what are you baking into that guidance in terms of index option volume growth for the remainder of the year? Thanks.
Jill Griebenow:
Sure. You bet. Thank you for the question, Patrick. So if you saw, obviously, first quarter, very strong net revenue results coming in 7% higher than first quarter 2023, really fueled by the derivatives markets business, as well as D&A, very strong contribution there. So that, coupled with, again, the very strong April we saw just -- again, gave us confidence in guiding to the higher end of that 5% to 7% range. We'll obviously keep an eye on this and get another quarter of results under our belt and come back to the group in early August with refined projections. But feel good at the moment with that 5% to 7%, that higher end there.
David Howson:
And just, Patrick -- a little bit more -- I'm sure we'll talk a bit more about it in the call but we -- if you look at Q1 versus Q2, different volatility environments there and the complex continues to perform well through both of those. And then as we take that forward look through into the rest of the year, you can see a number of potential drivers; whether that be the geopolitical tensions, inflation, interest rates, and of course, the U.S. elections. So plenty of activity really in front of us there when we think about how customers are using the diverse ecosystem that we have in Cboe.
Operator:
Thank you. Our next question comes from the line of Alex Kramm from UBS.
Alex Kramm:
Just a quick follow-up here actually on the outlook on the D&A side. I know you did 8% in the first quarter but when I look forward I think -- if I look at last year, the comps are getting much tougher in the second quarter. I don't fully remember what happened there but I think there was definitely a step-up. So just wondering in terms of your confidence level given that that 7% to 10% is easily [ph] just your medium-term guide. So given the visibility you should have in that business, just wondering how you feel about where you may check out in the 7% to 10% given the tough comps here starting in the second quarter?
David Howson:
Yes. Alex, thanks for the question. We remain confident in the 7% to 10% guide, and particularly as we had in the call notes [ph], the growth year-over-year in all asset classes in all regions that we saw throughout the quarter, solid growth from 57% from new subscriptions and new units. And then also encouragingly, 43% of the growth -- the market data and access services was from outside of the Americas; that's a record growth percentage was outside of the Americas. Continued strong engagement there with 79% of customers for the cloud from outside of the Americas as well. And so as we think through the rest of the year -- and as you say, Q2 last year was elevated versus Q1 in terms of growth somewhat but then continued throughout the year of last year. But when we think about this year, more data on net. We've got Cboe Australia with re-platformed just over a year ago resulting in 15% year-over-year growth from Cboe Australia D&A there. We've got more products to package and bundle from those 27 markets in different ways and be able to deliver them to our customers where they're at over the cloud. And then finally, it's an exciting year for Cboe as we've been able to turn attention towards technology enhancements in the core platform. And the access layer improvements that we're bringing to market this year and into next year, we think will represent incremental value that customers are willing to pay for, and should also enhance our competitive position within those venues themselves, in particular, in the U.S. options and equities landscape. So overall, confident with the 7% to 10% guide where we stand today but of course, we'll update you next quarter as well.
Alex Kramm:
Sounds good. Thank you.
Operator:
Thank you. Our next question comes from the line of Craig Siegenthaler of Bank of America.
Craig Siegenthaler:
Good morning, everyone. Hope you’re doing well. My question is on 0DTE SPX. Volumes are up a lot over the last year but it looks like the mix has sort of stabilized in the 50% zone. So we wanted to get your updated thoughts on where the 0DTE mix maybe heading over the next 12 months? Also if the Robinhood launch could move it significantly higher; and what other factors you think are most sensitive to adoption?
David Howson:
Great. Thanks very much for the question. You're right, 48% of SPX was 0DTE in Q1 and April was 50%. We see those variations as we go through the months, depending on what's actually happening in the environment there. But we think about the breakdown that we normally give you of retail to non-retail and where non-retail does include professional retail, we saw a continued increase year-over-year, whereas now just under 1/3 is retail and just over 2/3 is non-retail as versus round about 59% of non-retail in Q1 of last year. So what we see there is more funds, more strategies, more PMs coming to the marketplace, and more systematic strategies coming towards the shorter end of the curve. And as we think about it now, we're eclipsing second anniversary of adding the Tuesday and Thursday expirations and there is a tremendous amount of data now, and that data is used by institutional and systematic funds in order to be able to train models. And we're seeing some of the outcome of that in the complex as we go forward. And the interesting point as we grew 3% of 0DTE versus Q4 and Q1 is that that was across volatility ratings and market cycle; so it grew in a lower volatility environment in Q1. So as we look forward, we continue to see a shorter-term risk management strategies. People have been deploying less sensitive to the broader macro trends.
Operator:
Our next question comes from the line of Ben Budish of Barclays.
Ben Budish:
Hi, good morning and thanks for taking the question. I wanted to follow-up on the outlook. You mentioned that there are some kind of volatility related events coming up later in the year that could be drivers for the SPX complex. I also recall not too long ago, you were talking about 0DTE as being a more like recurring revenue stream, at least versus things like equities which are sort of you trade once and you can kind of settle it because it's got a shorter-time expiration, you tend to enter into a new contract. So, I guess what are your thoughts on sort of the recurring nature of the 0DTE complex? How much growth are you sort of seeing from that sort of user or users that are becoming more regular users versus how much do you perhaps expect will come from a pickup in volatility or normalization in VIX levels later in the year? Thank you.
David Howson:
So what we've got is in terms of the mechanics of options that we've talked about before is the fact that options do expire. So any position or exposure or view that you've expressed in the market needs to be refreshed at the expiry of that option. And indeed, also, if you put on a spread in the market, you may need to manage that position as the regime or pricing or your view changes over time. So those 2 factors really do result in a much higher engagement rate from customers as they utilize options to manage risk, to generate income, to take views, or to deploy systematic strategies. And as I mentioned just now, you see a lot of funds and bank QIS deploying strategies that have a much shorter-dated view coming forward in the curve from, say, 2-week to 6-week strategy to 0-day to a 5-day or 6-day strategy that they can deploy and redeploy. So you can see there that timing of the frequency of deploying those strategies really creating a more durable engagement in the platform. And then as you see volatility coming through, we've seen higher-volume days, interestingly, on volume of days in recent months. And so we don't just require volatility in the market itself to get activity in the platform. And we've seen diverse use being expressed in this year as we've gone from Q1 throughout into Q2.
Fred Tomczyk:
Just to add something to Dave's comments is, I think the comment we made before that we do see option trading revenue much more recurring than equity trading revenue. And the reason is, as Dave said, it's because they expire. You have to reput your position on. So to me, that applies to the whole option revenue stream, not just to 0DTE.
Ben Budish:
Appreciate that. Thank you very much.
Operator:
Our next question comes from the line of Brian Bedell from Deutsche Bank.
Brian Bedell:
Great. Thanks. Good morning. Thanks for taking my question. Maybe just speaking of recurring revenue and back on to the data and access. Just looking at Slides 8 and 14 and the comments on a couple of the drivers for 7% to 10% and I think this would be for medium term also. But can you comment on the -- one of the first ones there, the global access. What portion of your, say, data and access revenue or at least your customer base is asking for global access, really trying everything that you do globally together? I know, Dave, you talked about the portion that was coming from outside the U.S. But I know global access is a big initiative of yours. So can you talk about what portion of people are using that now and what you see as the opportunity going forward for that?
David Howson:
Yes. Absolutely. The 43% growth rate from outside the Americas, that is certainly a good lead indicator as we see that grow quarter-over-quarter. A example for us where we have customers around the world taking one data set being drawn in by, for example, the access to the U.S. equity market data as, let's say, a CFD provider out in Australia. But once you're in, you've got a common platform, you've got the API access, you can then find a myriad of other data puts that you can find useful to yourself and your user base. And we do see users taking one data item from us from the cloud and then expanding laterally across interest across those 27 markets. And then we think about access to the derivatives complex, we've seen some really good onboarding this year from retail brokers out in the Asia Pacific region. So really encouraging that in order to onboard for the platform, you need access to data. And then when you get access to the platform, what we're seeing there is a really good beachhead for activity in the SEF, Southeast Asia Pacific region, bringing activity back into the U.S. core complex. So in summary there, we see -- we do see people taking data units from us on the cloud and then expanding laterally in that. And the benefits of having that single technology platform and that single consistent access point are really bringing great utility for our customers as they don't have to deploy technology resources for multiple APIs and multiple data sets. They can easily take new data sets that interest them with a very low to no incremental technology effort to do that.
Brian Bedell:
Got you. It's a land-and-expand strategy, whereby you get the customer and then you cross-sell multiple other data sets and analytics?
David Howson:
Absolutely. And we certainly take a one-firm approach to our sales here at Cboe, where we're training all of our salespeople globally on all of the data and assets that we have within Cboe. So if you're in Australia, you know to talk about the risk market and analytics options capability that we've got that we can bring to the market, our index, our derivative index capability but also the raw data from those 27 markets and those incremental insights that we're able to produce on top of that body of data.
Christopher Isaacson:
Brian, this is Chris. Just my follow-up there, the pull-through that Dave is talking about, we land and expand and get them raw equity data and then we get them derivatives data and they start trading in GTH on Slide 7, as you can see that we're having really good pull-through with the expanded access with -- GTH increased 41% year-over-year and 73% quarter-to-date. So really excited about that growth that starts with data that moves to transactions.
Brian Bedell:
Great. Thank you so much.
Operator:
Our next question comes from the line of Owen Lau from Oppenheimer.
Owen Lau:
Hi, good morning and thank you for taking my question. I actually have a broader question about Cboe. So over the past 2 years, Cboe has benefited from high growth of 0DTE. And now we have identified many small incremental revenue and expense opportunities. You talked about land-and-expand strategy and doing more buybacks. It just feels like the profile has changed. So if you can help me over the next 2 years, what should investors focus on to gauge the investment there for Cboe?
Fred Tomczyk:
Well, I, mean I think you're going to look at the same things that you've always looked at which is our revenue growth. And we're clearly sending the message about our view on our derivatives franchise and the globalization of that and that gives us lots of opportunities. And we continue to see lots of opportunities on the D&A side. And so those are the 2 growth platforms for Cboe. The equities markets, we continue to like that business. It has good margins, kicks off lots of free cash flow but it's harder to grow than the other 2 franchises. So we're focused on growing all 3 but mainly the top 2. We're going to have a more disciplined expense management process. And if you went back over the last couple of years, you would have seen us doing lots of, what I'll call smaller M&A that consumes resources. So resources inside the organization are now more focused on delivering organic growth initiatives that are integrating acquisitions that we've been doing in the last couple of years. And then, of course, not only the resources internally but then it frees up capital. Our balance sheet is in very good shape now. We're kicking off lots of free cash flow so we can do -- return capital to our shareholders through dividends and buybacks. So while we've had a nice win from 0DTE, we continue to see growth as we built this global footprint. And I think we've got a lot of, what I call, land and expand. We've got lots of opportunities to sell what we've got in different markets around the world. And then we're doing quite well in the markets that we entered, our market share. If you look at Japan, Australia, Canada, once they get on our technology, our market share seems to expand. So we're feeling good about that. So we have lots of things that we're looking forward to. Do we have another 0DTE up our sleeve? We might like to think we do but I'm not sure we do. But that franchise and the SPX complex, just the way we look at it is it has high demand around the world, not just in the U.S. capital and liquidity continues to flow in the U.S. And a lot of times, people that want to invest and trade in the U.S. are looking to the SPX complex.
Owen Lau:
Got it. Thanks a lot.
Operator:
Our next question comes from the line of Michael Cyprys from Morgan Stanley.
MichaelCyprys:
Good morning. Thanks for taking the question. I just wanted to go back on the D&A revenue growth target, 7% to 10% just looking out over the next couple of years. Just curious where you see the biggest opportunity within there to drive growth ahead. What -- which product specifically do you think will be the biggest driver or contributor there? And is this new portion would be coming from new products versus from existing products that you're going to drive greater penetration of the existing customer set versus new customers?
David Howson:
Certainly for us, the growth in the short term, the medium term continues to be, as Fred said, sell what we've got, we see a great runway for selling the data products that we have internationally in particular. And then the second and third sleeve of the D&A business outside of the data and access is the index business. It's a smaller portion of the overall but it's growing at a very good rate with our specialization in derivative index strategy -- derivative strategy benchmarks and bringing those to the marketplace. We've got what we think in the risk market analytics sleeve the world as global options analytics capabilities which we find greater adoption internationally for those there as well. And then when we think back to the core and basic, the access to our market continues to be high in demand and only going in one way, one direction seemingly, in particular as we broaden out that access globally. As Chris mentioned, 2% to 3% of SPX options trade in those global trading hours. We see a solid runway to be able to expand access during those time zones and during those parts of the trading day there. So we see good ability to push out new data there. And then when we think about new data products, it's really about packaging and bundling what we have. The great example from the 0DTE inception was the uptake of the open and closed dates which shows positions opening and closing throughout the day in the SPX options contract. That was a particularly insightful pivot on the data which we were able to provide to customers from the existing activity in the franchise. And as the franchise grows and that liquidity ecosystem grows, the demand for data and the opportunity to create innovative insights and products on that data really comes into its own. And of course, we'll be thinking about new technologies that we can deploy to help us generate those insights on a go-forward basis.
Christopher Isaacson:
Michael, it's Chris. I just might add here, as Dave mentioned, we're just very, very focused on increasing access and distribution of all of our data. The Cboe Global Cloud growth has been great, especially driven outside of the U.S. And we will be pushing to use distribution mechanisms like that to get our data closer to customers where it could be a win-win for them as they want more data, not just in real time but they want data at the time of doing research, et cetera, so that they can better trade on our markets. And then the access improvements that Dave spoke about, as now we can unlock this global network because all the platform migrations are done except for Canada which is coming in March of next year. We'll be rolling out those access improvements first in the U.S. and then around the world. These are material upgrades in our technology platform which speaks to the power of a global network and a global platform. We can build something once and then roll it out all over the world to the benefit of our customers.
Operator:
Our next question comes from the line of Alex Blostein of Goldman Sachs.
Alex Blostein:
Fred, one for you. I just want to get your mark-to-market on where we are in this sort of strategic review journey you've guys have been on. After the decision on Cboe Digital, are there other areas where you think you guys are looking to sort of pivot away from? And if so, what could that look like? And just one follow-up for Jill. The $11 million to $15 million in annualized savings that you highlighted, is there a revenue offsetting impact as well? Or are you really speaking to the operating income effect from these changes?
David Howson:
Why don't you take the second one first?
Jill Griebenow:
You bet. So the $11 million to $15 million in contemplated savings on an annualized basis is really the expense portion. So not expecting anything material from a revenue impact perspective in 2024, very consistent with what we messaged last week.
Fred Tomczyk:
Okay. And then back to your first question, Alex, so I'd say in terms of the strategic review, we're in, I call the heart of the process now. We've done with all of our analysis of the trends we see in the markets around the world. We're taking a look at our SWOT analysis, our competitors and where we have strengths on a relative basis. And so we're now starting to really get down focused, okay. So now that we know all that. We've taken an outside-in view of Cboe and the market in case of what we do now. So we're getting right into the heart of the discussion and the management team. But we still have to debate that out and conclude on areas where we want to focus our time and attention. And then we have to review with the Board, obviously which will -- the first round will be in the summer but there'll probably be a second round in October because there'll be some questions. And I'll -- as I said the last time, we'll probably be in a position to talk about further later this year. I just want to remind everybody that the strategy review is all about finding which areas that we want to focus our resources on to drive revenue and earnings growth which over the longer term drive shareholder value. That, combined with a disciplined capital allocation strategy, should deliver good value for our shareholders. As I said, in an exchange like ours, you have high margins, it's a capital-light business model. And it's all about how you allocate your resources, particularly technology and capital, to drive value for the shareholders over the longer term.
Operator:
Our next question comes from the line of Kyle Voigt of KBW.
Kyle Voigt:
Maybe I can just ask a question on CEDX. It sounds like you've realized record activity levels there in March which is good to see. I guess, can you just elaborate whether you still have incentives in place there for trading? And I'm assuming it may still be a bit of a drag on group profitability, while the business ramps and you try to gain further momentum there. I guess, any color on when we should start to see revenues and profitability ramp for CEDX?
David Howson:
Thanks very much, Kyle. You rightly pointed out the record month in March for index derivatives and Q1 being up 30% year-over-year. We did revamp the liquidity provider program starting in Q2 to really refine those and focus on the type of liquidity, the concentration that we are looking for. That, along with the extension of the number of single-stock options coverage in Q1, we now cover over 90% of OI and ADV and -- on the European landscape. So what it gives is a full unit of offering now with single-stock options and futures and options on our index products. We've got more market makers coming on board as we go through the rest of the year and we're eagerly anticipating the knowledge of a major global retail brokerage platform in the coming months. All that will then begin to form the core liquidity ecosystem that we'll be able to build on, produce more sales and marketing efforts in conjunction with our customers and talk to those retail brokers that are looking to expand internationally as well as those funds that are looking to deploy capital into Europe. And so what we'll do throughout the rest of the year is monitor those volumes and that activity in the platform progresses. And as you speak to profitability and revenues in search is worth reflecting on the fact that this is all built on top of a scaled infrastructure, the scale of infrastructure in Europe that lies on top of the largest pan-European equities exchange which is profitable, the largest cash equity clearinghouse as well. So we've got scale. So the incremental investment here for us is relatively small and affords us the opportunity to be patient and continue to work with our customers to onboard to what is brand new exchange product set and clearinghouse which does take time. So it will be a journey. So we'll be continuing to review that as we go throughout this year and into next and keep you updated with that.
Operator:
Our next question comes from the line of Patrick Moley of Piper Sandler.
Patrick Moley:
Just a modeling question on the buyback. Appreciate that it's -- you're being opportunistic but it was rather large in the first quarter relative to what you've done recently. And it seems like it was pretty strong in April. So can you help us just kind of frame and understand the size and pace of that buyback from here? Anything you can give us would be great.
Jill Griebenow:
You bet. So really in a very comfortable position from a balance sheet perspective. Paid off the last of our floating rate debt in the fourth quarter of 2023. Leverage ratio down to 1.1x here at the end of the first quarter. So the first quarter, as we've always -- or historically mentioned is -- has typically been heavier in share repurchases. So again, the first quarter this year was heavy and then also tacked on with that were some opportunistic share repurchases. So we generate a lot of free cash flow. We deploy the capital via various bells. So had a history of paying a quarterly dividend. In the past, we've increased that in the third quarter. We'll take a look at that again this year. And then again, any time we sense perceived weakness in the share price, we'll get behind it and back it for a repurchase perspective, especially given the comfortable balance sheet perspective we're in right now. So that's why you're seeing an elevated level. We stand behind the stock. We have the free cash flow there to back it. We're also mindful of organic growth initiatives. We want to keep a bit of dry powder to invest in the business to drive that long-term growth. So it's really a balance between those areas.
Operator:
We have a follow-up question from Owen Lau of Oppenheimer.
Owen Lau:
On the digital side, could you please remind us on why you think Cboe can be competitive on big -- futures trading without the spot offering? And then what does the -- this realignment mean to Cboe's broader strategy on how to tackle the digital asset ecosystem longer term?
David Howson:
I'm sorry, could you repeat the second half of that question, please? We've got the competitive element for the first half. The second half, we -- the line broke a little.
Owen Lau:
Sorry, about wet. So I was just asking, how does this realignment, the digital assets realignment mean to Cboe's broader strategy on how to tackle the whole digital asset ecosystem longer term?
David Howson:
Great. Thanks for the clarification there. So when we looked at the overall landscape here is we took into account our own assets, capabilities and strengths here at Cboe. And we looked at where we saw the greatest opportunity set which was in the correct term derivative space. And so once again, we look to lean on our scaled infrastructure and the existing global resources. What we think makes this move attractive for us is that we get to bring those crypto digital futures onto a single venue, a single venue with an existing broad distribution and customer base. It gets brought onto a single technology stack which runs all of our global equities, futures and options market, a familiar set of functionality which leapfrogs the functionality we have today on Cboe Digital Exchange to add a range of versatile functionality that futures customers want. We also get a clearinghouse that clears these products and potential other new product innovations in the crypto derivatives space which then allows us to define our own destiny. It allows us to have autonomy around that product duration and that timeline to market. And then as a global derivatives team, have scale and expertise around the world for derivatives but also that scale and expertise around the world for clearing to broad to bear in unison onto the digital asset space. So we think derivatives is where it's at for us. We think we're good at that. We've got the technology and the people to be able to give us an edge and create an alternative liquidity pool for people to express and manage exposure to crypto assets at Cboe.
Fred Tomczyk:
And maybe I'll just add a few comments here, why we moved on with digital strategy at this time. So first off, it wasn't lost on us that we were losing money on this. So it creates a greater sense of urgency to come to a strategic conclusion. We also realize that we do not have regulatory clarity in the spot and cash spot market. And we do not see when we're going to have regulatory clarity. And so when we went into all this, we wanted to build a trusted, liquid, efficient market. Everybody wants that. But if you don't have regulatory clarity, it's very hard to do that because you can't bring all of various participants into the market. So as Dave said, we've gone to where our strengths are and we have gone to where we have regulatory clarity. And basically, we see that as the best opportunity for us going forward.
Operator:
A final follow-up question comes from Michael Cyprys of Morgan Stanley.
Michael Cyprys:
Just wanted to ask about credit index products. Understand you have a few that you're launching. Hope you could update us on that. And more broadly, if you could speak to the opportunity set within credit index products and new partnership opportunities that can make sense over time. Just how are you thinking about that, particularly as credit markets continue to electronify with new investor types entering the marketplace? What's your vision for Cboe in credit?
David Howson:
So for us today, we have 2 iBoxx futures contracts and we have options on those futures contracts as well available to customers. For us, having a futures product is particularly useful for those fixed income funds who can't trade securities and sort of the ETFs are locked off to them. So having the ability to manage and hedge exposure is particularly useful there but also for international customers to get those -- that access to an aligned future which align deeply -- which tracks very closely to the 2 key benchmarks here, the LQD and HYG, ETFs. So the underlying -- to allow access and exposure there to manage those exposures is particularly used for the international aspect also comes into play as a future to be able to access that from international participants as well. So for us, it's the, first, into credit as we go through that alignment to the core underlying exposure is the key differentiator to Cboe's credit offering because it does align the HYG and LQD products very, very closely and a touch of exposure there.
Operator:
There are no further questions at this time. I will now turn the call back over to the Cboe Global Markets team for closing remarks.
Fred Tomczyk:
Okay. Thanks, everyone. Thanks for your questions today and thanks for calling in. We're off to a great start to 2024. And we look to continue the momentum for the rest of the year.
Operator:
Thank you. This concludes today's conference call. We thank you for participating and you may now disconnect.
Operator:
Ladies and gentlemen, thank you for standing by. I would like to welcome everyone to the Cboe Global Markets Fourth Quarter Earnings Call. [Operator Instructions] I'll now hand the call over to Ken Hill, Vice President of Investor Relations and Treasurer. You may begin your conference.
Kenneth Hill :
Good morning and thank you for joining us for our fourth quarter earnings conference call. On the call today, Fred Tomczyk, our CEO; and Dave Howson, our Global President will discuss our performance for the quarter and provide an update on our strategic initiatives. Then Jill Griebenow, our Executive Vice President, Chief Financial Officer, and Chief Accounting Officer, will provide an overview of our financial results for the quarter, as well as discuss our 2024 financial outlook. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be Chris Isaacson, our Chief Operating Officer. I would like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we'll make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. During the call this morning, we'll be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now I'd like to turn the call over to Fred.
Fred Tomczyk :
Good morning, and thanks for joining us today. I hope 2024 is off to a great start for everyone. I'm pleased to report on strong fourth quarter and full year results for Cboe Global Markets. During the quarter, we grew net revenue by 9% year-over-year to a record $499 million and adjusted diluted EPS by 14% to $2.06. These results capped another record year, which saw us grow net revenue 10% to our record $1.9 billion and adjusted earnings per share of 13% to our record $7.80. Our outstanding results were driven by record trading volumes across our derivatives business, continued durability and growth of our Data and Access Solutions business and disciplined expense management. Our Derivatives business delivered another record quarter as total organic net revenue increased 18%. As more investors embraced the utility of options to help navigate any market environment, we saw total options average daily volume increased to a record 14.9 million contracts, driven by a 24% increase in index options. We saw record volumes across our suite of S&P 500 Index options products with fourth quarter ADV and the SPX contract increasing 22% year-over-year to 3.3 million contracts. We also saw solid performance in our volatility product suite with VIX options up 33% year-over-year. Our Data and Access Solutions business continue to perform well, and we continue to have a strong conviction in this business going forward as we look to unlock value and revenue opportunities across the globe. During the quarter, organic net revenue in our Data and Access solutions business increased 7%. Net revenue in our cash and spot markets businesses decreased during the quarter, finishing a year of more muted volume activity across global equity markets. Overall, it was a strong quarter for both transaction and non-transaction growth that capped an excellent year for Cboe. Over the last few years Cboe has built out a unique global derivatives and securities network, with a network largely built, nearly all the acquisitions integrated, we are now turning our attention to unlocking the value of this network through strategic organic growth initiatives. As I highlighted last quarter, I'm focused on three key priorities that I believe will further strengthen Cboe and enhance shareholder value over the longer term. One, sharpening our strategic focus; two, effective allocation of our capital; and three, developing talent and management succession. We're working through our strategic review now, but I wanted to provide you some framework of how we're approaching this process. First, we're analyzing the secular trends driving market activity today, and how we can continue to maximize our core competencies and leverage our global platform and superior technology. We continue to see several key secular trends reshaping, trading in capital markets. As I sit here today, those trends continue to gather momentum and propel our business forward. First, the globalization of markets and subsequently our customer base. Our global customer base want access to all of our trading capabilities. They're looking for efficiencies and a consistent experience trading across asset classes and geographies, which we can deliver. Second, the unprecedented rise of the retail customer has transformed U.S. market in recent years. As with many global trends, we believe what has transpired in the U.S. market will evolve to other global jurisdictions as those markets typically follow a similar evolution. We believe this new generation of retail investors is here to stay and becoming more sophisticated as they increase their use of options to help execute their trading and investing strategies. We continue to see opportunity to service this key segment as the retail wave expands globally. Finally, technology and data, including emerging areas like cloud computing and artificial intelligence, continue to transform the world we live in and as a fuel that helps drive trading in our markets and products. As our customers engage with markets around the world, high-quality technology and easily accessible relevant data is paramount. What differentiates Cboe and enables us to leverage these trends is our core strengths. First, our global footprint that we've now assembled; second, our renewed focus on superior technology; and three, our emphasis on greater product innovation. Our recent acquisitions have helped us to hone these core strengths, and we now have a solid foundation for continued organic initiatives that we expect to drive revenue growth and earnings growth in 2024 and beyond. Today, we are the only truly global derivatives and securities exchange. Our global equities footprint spans seven of the top 10 global equity markets, creating an unrivaled, consistent trading experience for our global customer base. These equity markets have provided strong and consistent cash flow generation for our business. But importantly, we see securities markets as the foundational element, table stakes in creating products and services that span the equities and derivatives landscape. Another strength is our technology, which has enabled us to be nimble and efficient operator of securities markets around the globe. With two major technology migrations completed last year in Australia and Japan, we now have all but one of our equities and equity derivatives markets running on our common technology platform. Our final technology integration is planned to take place in early 2025 with the migration of our Canadian market to Cboe technology. With nearly all of our acquisitions fully integrated, we are well positioned to unlock the incremental value from our global network by investing in organic growth initiatives in all of our businesses while enhancing and leveraging our global technology platform. Over the last two years, our product innovation has driven an incredible evolution in the options market that makes us even more confident about the durability of our business. We've seen an increasingly diverse set of market participants turning to shorter duration options across our SPX complex, continuously hedging and repositioning on a day in and day out basis, not just during times of market volatility. Prior to the launch of Tuesday and Thursday options in the spring of 2022 0DTE as a percentage of SPX activity was in the low 20% range. In 2023, that reached 45% for the year and moved to 50% in January. With some product innovations like 0DTE drive immediate volumes, we know with other innovations like standing up a new derivatives market in Europe take time. The remarkable thing about our business is that the core engine can continue to churn and produce revenue in the short-term while we continue to incubate new markets for long-term growth. In summary, we remain focused on creating a healthy ecosystems of product and services that create short, medium, and long-term opportunities, helping to enable a cadence of consistent growth. Additionally, we remain well positioned due to our disciplined capital allocation strategy. During the fourth quarter, we paid off all of our outstanding variable rate debt and we're in a very good place with our leverage ratio as we begin 2024. We remain committed to maintaining a flexible balance sheet while investing in organic growth initiatives, our technology capabilities, and operating efficiencies to drive revenue growth and optimize our margin, and thereby drive earnings growth. Finally, talent development and succession planning remains a priority for me. We continue to develop leadership in all functions across the company and optimize our organizational structure to support our global strategy. I'll now turn the call over to Dave.
David Howson :
Thanks, Fred. As we enter 2024, we are well positioned to capitalize on those trends and build on our record 2023 results. You have heard me speak in the past about the foundational elements that make up our ecosystem and the process we follow for moving up our cash, data, and derivatives value ladder. I want to start by outlining the ways we have strengthened the Cboe Foundation before looking at how we plan to unlock organic value across the ecosystem in 2024. Starting first with the Cash and Spot Markets. In 2023, we enhanced our presence in every major market open to competition around the globe, making the biggest advancements in the Asia Pacific region. In March 2023, we completed our technology migration and BIDS rollout for the Cboe Australia, and in the fourth quarter, we completed our technology migration and launch of the BIDS network in Japan. This migration not only provided a uniform infrastructure to enhance our performance and trading capabilities in the region, but it unlocked opportunities across our value ladder for incremental data product offerings and the ability to add adjacent asset classes over time. With the Australian migration complete nearly a year ago, it serves as the most recent example of this expansion strategy in action. Since the migration, Cboe Australia has seen a solid increase in its market share, with Cboe’s continuous cash market share finishing December at 21.2%, up 3.5 percentage points as compared to December of 2022. The benefits of our regional expansion are not isolated to cash equities though, as we move up the value ladder, we see data and access solutions in the region grow, with Australian market data and access services growing by 11% in 2023. The gains in Australia are illustrative of the broader globalization trend benefiting the Data and Access Solutions business. In fact, the fourth quarter represented the highest quarter ever for data sales to customers outside the U.S. Cboe Global Cloud, our real-time data streaming service, allows customers efficient access to Cboe's robust suite of market data products. Today, nearly 80% of our cloud customers are located outside of the United States with the demand for 24/7 access to markets and market data only growing. Last on our value ladder but certainly not least. As we think about expanding our Derivatives capabilities, we remain steadfast in our efforts to bring U.S. market experience to global participants. Shifting market behavior takes time, and we are still in the early stages of this journey, but we are well aligned with the global ambitions for our broker-dealer partners. We see Europe as a market right for this evolution with the value of volume traded for equity and index options running at just 6% of the size of the value traded in the U.S. despite comparable GDP. In the fourth quarter, our European derivatives exchange, CEDX, posted its best quarter since launch with the volumes up 85% year-over-year. More importantly, completing our index trading capabilities in the region, we successfully launched our single stock options offering in November. We currently have options on 127 companies in production today with plans for over 300 names later this quarter, subject to regulatory approvals and expect to commence a liquidity provider program in the months ahead. The movement of the value ladder from cash to data to derivatives provide the framework for establishing a flywheel of revenue generation. Turning to Slide 8. It was another record quarter for SPX and a record year for the overall Index business as investors turn to our S&P 500 volatility toolkit to help navigate markets. SPX options volumes grew a robust 31% to a record ADV of 2.9 million contracts in 2023. Activity in the fourth quarter was a record 3.3 million contracts. Notably, while volumes grew across the board, we saw a more pronounced jump in coal volume as investors turn to options to quickly adjust their portfolios in the face of changing market conditions. Meanwhile, we continue to see sustained traction in our 0DTE expiry options. 0DTE activity grew a remarkable 60% year-over-year to comprise 45% of overall SPX activity. These ultra short-dated options have given investors the ability to hedge risk, generate income and express directional views more precisely and frequently. In our VIX complex, as markets rallied last year, volatility levels fell with the VIX falling from an average of 26 in 2022 to 17 in 2023. The lower VIX levels drove core buying as investors look to the complexity of VIX options to help protect against potential black swan event. Overall, VIX ADV jumped 40% to a record 743,000 contracts last year. As volumes continue to grow, so does the demand for new data sets, indices and tradable products. We have many noteworthy developments over 2023. In partnership with S&P Dow Jones Indices, we launched the Cboe 1-Day Volatility Index in April, options on futures for our Cboe iBoxx Bond Index futures in July, the Cboe S&P 500 Dispersion Index in September. And in October, we further expanded our benchmark VIX methodology by launching a new suite of four credit volatility indices. Turning to Slide 9. As we start 2024, we see a supportive backdrop unfolding for our index products, aided by both strong secular forces and cyclical tailwinds. The increased utilization of options as a tool has been underway for decades, but we are still just scratching the surface on widespread adoption. Investors have become increasingly sophisticated over the years and interest, we've looked to foster through our leading investor education platform, the Options Institute. With additional online platforms planning to offer cash settle products in the year ahead, we see a runway to higher levels of accessibility and activity across our suite of derivative products. As you heard me mention earlier, the opportunity to bring a U.S. market experience to global participants is increasingly compelling. While our current assets are aimed at providing a single access point to trade pan-European products, over time, we expect to leverage our access to other regions like Asia Pacific. Today, this shows up both directly through the continued growth in global trading hours activity. In 2023, SPX GTH expanded by a robust 85% and VIX GTH activity was up a solid 45%. Despite the growth across the complex, GTH for SPX options still represent under 3% of overall activity. And GTH for VIX options made up less than 1% of all VIX volumes, leaving meaningful potential for expansion. As we have seen in other markets, traders continue to demand greater flexibility in managing their risk profile. The growth in 0DTE activity speaks to the burgeoning need to manage intraday risk at greater levels. Importantly, this trend remains firmly in place across market cycles and volatility ratios. Magnifying the impact from the structural tailwinds I just covered, there are a number of cyclical factors working in our favor today. A common misconception that we often hear is that we need higher volatility or a market sell-off to drive options volume growth. As you can see from the chart on the slide, this is far from the truth. Investors have turned to options to help manage risk when the outlook is uncertain. However, it's important to know that risk runs both ways. And as we saw in Q4, investors turned to options to help manage the upside potential in the market, buying calls to quickly increase the equity exposure in the face of falling 10-year rates. In fact, our Q4 2023 record volume days all occurred on market updates. And the last quarter was a record period for our SPX complex despite the index moving 11% higher and volatility levels falling dramatically. We believe that options provide an increasingly durable stream of revenue. Unlike cash equity products, options expire on an increasingly frequent basis, particularly as investors embrace shorter-duration trading strategies. This means that traders must continuously reassess the market, putting on and adjusting positions to manage risk, hedge exposure or generate income. Turning to Slide 10, I want to reinforce some of our more recent product innovations. In January 2024, we increased access to shorter-duration products with the launch of Tuesday and Thursday expiring Russell 2000 and Mini Russell 2000 index weekly options, providing small-cap investors with some of the same tools available to SPX traders. For XSP, despite the roughly 80% ADV growth produced during 2023, we are even more excited about the potential for the XSP contract in 2024. We believe potential margin relief from the SEC will allow additional customers to benefit from XSP's many advantages. Overall, the potential for regulatory approval coupled with a likelihood for our cash-settled products to be offered on additional online platforms should help catalyze incremental XSP uptake. On the data side, our partners play an important role in our growth. In 2024, we are excited to expand our collaboration with MSCI to include the launch of two new volatility indices and three new tradable products subject to regulatory approval. This is a great example of our continued relationship with MSCI and the growing demand for both more volatility indicators and tradable products to better manage market risk. Touching more broadly on our Data and Access Solutions business on Slide 11, we posted another record quarter results with revenues increasing 7% on a year-over-year basis. For the full year, D&A grew 9% with organic growth making up 7.5 percentage points of a 9% growth. The year-over-year growth was again driven by client expansion and additional unit sales of our expanding portfolio of access and data solutions. Outside of our cloud capabilities that I mentioned earlier, we saw the opportunity to grow our business by strengthening our distribution capabilities, expanding our index capabilities and providing greater access to our markets around the world. I started my prepared remarks outlining the process we follow when building out our ecosystem of capabilities. As we think about the key trends across our businesses, we believe we are well aligned in each of our major categories. This not only helps drive more durable revenue generation for more established products like our SPX suite but also allows for the build out of newer initiatives that can leverage a robust infrastructure already in place. Digital assets is one such product that touches each segment of our ecosystem. As we see markets increasingly move digital, we believe there will be greater demand for trusted and transparent markets. We were honored to have been chosen as a listing venue for 6 of the 11 Bitcoin ETFs made available for trading in January. Looking beyond the listing, cash trading and data benefits, a more vibrant crypto ecosystem is advantageous to our recently launched margin futures product. In January, Cboe Digital became the only U.S. regulated exchange to offer spots, leverage derivatives and clearing on a single platform. 2024 is off to a strong start, and we look forward to capitalize on the numerous opportunities across our business to drive long-term shareholder value. With that, I will turn the call over to Jill.
Jill Griebenow:
Thanks, Dave. As Fred and Dave highlighted, Cboe posted a strong fourth quarter with adjusted diluted earnings per share up 14% on a year-over-year basis to $2.06, equaling our previous quarterly record. On a full year basis, adjusted diluted earnings per share were up 13% to a record $7.80 as Cboe generated strong net revenue growth of 10%, hitting a record $1.9 billion for 2023. I am incredibly pleased with the 2023 results and will provide some high-level takeaways from the quarter before delving into an assessment of the segment results and our 2024 guidance. Our fourth quarter net revenue increased 9% to finish at a record $499 million. The growth was again driven by the strength in our Derivatives market category and the solid results from our Data and Access Solutions business. Specifically, Derivatives market produced 18% year-over-year organic net revenue growth in the fourth quarter as we set numerous records across our proprietary product franchise for the fourth quarter and full year. Data and Access Solutions net revenues increased 7% on an organic basis during the quarter. We are pleased with the revenue trends and are confident in our ability to deliver durable growth in 2024. Cash and Spot Markets net revenues decreased 11% during the quarter on an organic basis, given headwinds in our North American Equities business. Adjusted operating expenses increased 9% to $192 million with the year-over-year growth driven by higher compensation and benefits during the quarter. And adjusted EBITDA of $321 million grew a solid 10% versus the fourth quarter of 2022. Turning to the key drivers by segment. Our press release and the appendix of our slide deck include information detailing the key metrics of our business segments, so I'll provide some highlights for each. The Options segment provided robust growth to cap an outstanding year. Net revenue grew 15% led by a strong contribution from our Index business and favorable revenue per contract trend, given the mix shift to index options. Total options ADV was up 2% as our higher-priced index options ADV increased 24% over fourth quarter 2022 level. Revenue per contract moved 20% higher, given a continued positive contribution of higher capture index products. And access and capacity fees were up 6% as compared to the fourth quarter of 2022. North American Equities net revenue was down 10% on a year-over-year basis in the fourth quarter driven by lower net transaction fees. The decrease was driven by a decline in our U.S. equities on exchange net capture as unfavorable mix shift and higher client volumes pushed more clients into higher tiers, resulting in a negative impact on our overall net capture rate. With our recent fee filings, we have already taken steps to enhance our capture dynamics while maintaining market share as we look to maximize revenue potential for the segment. Partially offsetting some of the headwinds in the U.S. on-exchange business, Canadian equities and our BIDS businesses were solid for the quarter. And on the non-transaction side, access and capacity fees increased 7%, and proprietary market data was up 6%. The Europe and APAC segment reported a 9% year-over-year increase in net revenue as stronger non-transaction revenues and favorable foreign exchange trends again outpaced volume headwinds in European Equities. Market data, access and capacity and other, which includes the positive impact of interest income during the quarter, were up a combined 14% on a year-over-year basis. Transaction revenue in Japan and Australia benefited from solid market share gains. The Futures segment reported the strongest year-over-year growth of all of our segments for the quarter with net revenue up a robust 21%. Activity in the segment accelerated as volumes increased 21% on a year-over-year basis, and rate per contract improved by 2%. On the non-transaction side, access and capacity fees continue to perform well, up 6% versus the fourth quarter of last year. And market data revenues increased by 15%. And finally, net revenue in the FX segment notched another quarterly gain, growing by 12%, making it the eleventh consecutive quarter of year-over-year net revenue gains for the segment. Net transaction fees revenue was up 8% as average daily notional value increased by 15%, and market share hit another record at 21.3% for the quarter. Turning now to Cboe's Data and Access Solutions business. Net revenues were up a solid 7% on an organic basis in the fourth quarter, bringing the full year total net revenue growth to 9% and organic net revenue growth to 7.5% in 2023. Net revenue growth continued to be driven by additional subscriptions and units, accounting for 84% of the organic market data growth and just over half of the organic access and capacity fees growth during the fourth quarter. We are pleased with the organic net revenue trends for the segment and believe the momentum positions us well to hit our 2024 and medium-term guidance range of 7% to 10%. More specifically, we expect to see continued strength from increasing demand for access across our global markets, particularly given our leverage to growing asset classes and expansion into new regions, proprietary data sales and options analytics benefiting from the sustained growth across our derivatives complex. And finally, we anticipate a continued focus on our sales effort to distribute our content globally for market data to indices, adding to the enhanced distribution capabilities that the Cboe Global Cloud presents. Turning to expenses. Total adjusted operating expenses were approximately $192 million for the quarter, up 9% compared to last year. The increase was a product of compensation and benefits, given higher headcount as well as higher technology support services to support the investment in our key growth initiatives during the quarter. As we look ahead on Slide 18 to our 2024 guidance, we are introducing our full-year 2024 adjusted expense guidance range of $798 million to $808 million. After two years of relatively elevated expense growth as we integrated numerous acquisitions and invested heavily in growth initiatives, we are slowing the pace of expense growth to help provide greater margin stability moving forward. Our 2024 expense guidance of $798 million to $808 million represents roughly 6% growth on the bottom end and 8% growth on the top end or just under a 5% increase at the midpoint if using the fourth quarter of 2023 at the baseline. Importantly, this lower growth rate should not be viewed as a lack of desire or ability to invest in attractive long-term growth opportunities across our businesses, but rather highlights a more refined effort to manage expense growth to better align with revenue generation and stabilize the margins of our businesses. Looking at our full year guidance more broadly, we are introducing an organic total net revenue growth range of 5% to 7% for 2024. This is in line with our medium-term guidance of 5% to 7% introduced over two years ago as we continue to execute on our vision for the company. We are also introducing a D&A organic net revenue growth target range of 7% to 10% for 2024, also in line with our medium-term expectations. The D&A category has been a durable growth driver over the years, and we remain comfortable in our ability to hit our objectives in 2024. In the other income line, we anticipate a $37 million to $43 million benefit in 2024 from positive marks on our investments in the 7RIDGE fund, which owns trading technologies. Our full year guidance on CapEx calls for an expected range of $51 million to $57 million in 2024. And depreciation and amortization is expected to be in the range of $43 million to $47 million for the year. We expect the effective tax rate on adjusted earnings under the current tax laws to come in at 28.5% to 30.5% for 2024. And finally, outside of our annual guidance, we expect net interest expense to be in the range of $10 million to $11 million for the first quarter of 2024. Before moving on from our guidance section, I want to spend a minute on Slide 19 to highlight how Cboe has performed against our medium-term expectations historically. Looking back over the last six years, we performed well against our target as we've executed on our strategic ambitions. Our goal for the last few years has been to grow total organic net revenue by 5% to 7% and organic D&A revenue by 7% to 10% each year, something we have consistently achieved. Given the durable nature of both our non-transaction and transaction businesses, particularly given the increasingly recurring nature of our Derivative franchise, we believe we are well positioned to build on our historical performance and look forward to innovating and leveraging our global platform. 2024 is off to another strong start. And as we have done in the past, we will fine-tune our annual guidance expectations to reflect the current environment throughout the year. On the capital front, our focus remains maximizing long-term shareholder value through effective capital management. In the fourth quarter, we returned a total of $58.5 million to shareholders in the form of a $0.55 per share quarterly dividend. In addition, we repurchased $5.8 million in shares at the end of the fourth quarter. Moving forward, we will look to opportunistically repurchase shares, given our continued strong free cash flow generation. Turning to our balance sheet. We paid down the remaining $75 million on our term loan facility during the quarter. Our fourth quarter leverage ratio declined to 1.2x from 1.3x in the prior quarter as a result of the debt pay down. Overall, we remain comfortable with our debt profile and the balance sheet flexibility it affords, having locked in low-, medium- to longer-term fixed rate averaging below 3% on our outstanding debt. Embedded in our expense, revenue and capital expectations, we are always looking to strike the right balance between investing in future growth and optimizing our margins. We look forward to executing on our growth drivers in the year ahead and delivering solid shareholder returns in 2024. Now, I'd like to turn it back over to Fred for some closing comments before we open it up to Q&A.
Fred Tomczyk:
We are excited about both the near- and long-term opportunities to grow and expand our business and believe we have strong momentum as we head into 2024. We are well positioned to leverage our global footprint, our leading-edge technology and continued product innovation to unlock the value of a global network that Cboe has built. And I am excited about the opportunities we see to drive revenue and earnings growth across our platforms.
Kenneth Hill:
At this point, we'd be happy to take questions. [Operator Instructions]
Operator:
[Operator Instructions] Our first question comes from the line of Ben Budish from Barclays Capital.
Ben Budish:
I wanted to ask about the revenue guidance for this year. Jill, you made a comment about how you're well positioned to build on historical performance. And if you look at the last three years, you've been well above that range. And I guess the question is sort of are you sticking with your medium-term target? Or does 5 to 7 represent sort of how you see the year unfolding right now? And maybe kind of alongside that, how do you maybe frame up the OpEx guidance in the context of the revenue growth? I think you sort of indicated well, if there's a lot of opportunity, we might spend more. If there's less opportunity, might spend less. How do those pieces all fit together?
Jill Griebenow:
You bet. I'll start it off here. And I think when looking at our revenue guidance of the 5% to 7%, as you alluded to, that's our medium-term guidance that we're going out there with really looking at the strong finish to 2023, looking at that momentum, building in steadily over 2024. We did have a strong January though, so we will continue to monitor. And obviously, we’ll adjust the guidance going forward on a quarterly basis. As it relates to the operating expense piece, again, trying to harmonize that with revenue opportunities, feel very comfortable now that we’re at more of a steady state with the guidance range that we’ve gone out there with. To the extent, though, that we identify revenue-generating opportunities, we are definitely well positioned to invest in those, and we’ll evaluate those as they come.
Operator:
Our next question comes from the line of Dan Fannon of Jefferies.
Dan Fannon:
Fred, I was hoping to get an update on your goal of sharpening Cboe's focus. As we think about 2024, are there certain segments or products that are deemphasized in terms of investment? And then more specifically, how do you think about -- or your thoughts around the strategic importance of the FX business, which doesn't really seem to harmonize with some of your other products?
Fred Tomczyk:
Okay. So first, I think on the sharpening the focus, I mean, back to when I was on the Board and the strategy of Cboe was more asset classes, more geographies, and I thought that was pretty broad. So now that I'm the CEO, basically want to sharpen that focus, which I have always been on my predecessor about sharpening that focus and making some choices. I think where we are right now is basically, we've built this global network. We've got the global platform. We've got most of the technology converted. We have one left. I think it's now up to us to sharpen our focus in terms of where we see the biggest opportunity to invest organically to drive growth across that platform now that we have one common technology platform. Definitely, the M&A activity has slowed down and will continue to be slowed down. But we will continue to look at things on an opportunistic basis where we see something that's of interest to us, but we want to make sure it's strategic, it's financially attractive and it drives good shareholder value over time. With respect to the FX business, it's performing well. It's been a good business for us. So we remain happy with that business. I understand our core game is securities and securities derivatives businesses, but the FX business continues to perform well for us. And we don't need the money or anything. So I think right now, we're very comfortable with our position there.
David Howson:
So, Dan, I would add, obviously, the FX business performed very well within that market share for 21.3%. And when you think about it in relation to the other businesses, it is a global business. And we are building a global securities and derivatives network. And the technology platform that runs the FX business really suits the needs of that space very well. And it allowed us to step into an adjacency there with only a small incremental investment as we look at the U.S. treasuries platform that we've been building out. And there, we launched and we're now seeing early trades and a good pipeline there. So the business has a good runway for us. And it being global and that overlap of client base, the synergy there really something we find quite powerful.
Fred Tomczyk:
Yes. And as we go through the strategic review, we’ll continue to sharpen our focus. But as we’re early in the process, once we get through it more, we’ll be clear to everyone about exactly how we’re sharpening our focus.
Operator:
Our next question comes from the line of Ken Worthington of JPMorgan.
Ken Worthington:
It looks like the pace of relative growth in 0DTE is leveling off in SPX. So it's 44% in 2Q, 48% in 3Q. You said it was 50% in January. Is there a logical ceiling in terms of how high 0DTE can be of total SPX volumes? And how do you think about growth of SPX over the next few years if 0DTE is not a principal driver?
David Howson:
Thanks a lot, Ken. SPX volumes there in Q4 about 3.3 million contracts, a good solid run into January as well as we go through. When you think about the SPX complex and then even take a step back to overall Cboe’s volatility toolkit that we talk about, that is the complex that investors have found great utility to be nimble and to manage that uncertainty where we will be hedging, positioning and repositioning portfolio across tenants. It's not just about 0DTE, and that's where you see that fluctuation in the percentage of trading that is 0DTE really depend on what's happening. Some of our biggest volume days have indeed seen a lower proportion of 0DTE trading as people reposition their portfolios, potentially catch up to a market rally or simply hedge a broader portfolio. So that percentage of 0DTE has flexed over time. It's really in that range of 40% to 50% there. But the great thing we see is that overall utility of the complex. And with 0DTE itself, if you drill down one step further, we've seen that evolution of the growth of non-retail engagement in the usage of shorter-dated tenors. Last year, around about 55% to, call it, 60% of overall 0DTE in SPX was what we call non-retail, which includes professional retail in that non-retail segment. This quarter just gone, it's nearly 70%, around about 68%. So great thing there is the engagement from the institutional side of the market, they're really finding greater utility. And as you mentioned, 0DTE, in general, that shorter-dated tenor applicability for customers out there, we added Tuesday and Thursday, we said in prepared remarks, to the Russell complex really allowing small cap investors many the same strategies that they’re enjoying in that -- in the bigger SPX large-cap U.S. market index there.
Operator:
Our next question comes from the line of Alex Blostein of Goldman Sachs.
Alex Blostein:
Staying on the SPX question for another minute. It looks like the volumes in January have really decoupled versus sort of other equity markets. So January SPX volumes think up over 20 year-over-year. 0DTE obviously is a contributor, but it looks like the monthlies has grown as well. That's sort of very much in contrast to what are we seeing in single name options and cash equities and CME equity derivatives. So just curious what has been the driver? Is there anything new kind of happening underneath the surface with respect to the new customer bases or just broader adoption that you could point to?
David Howson:
We see some rotation there, certainly different strategies deployed. And we see and hear many of our customers talking about actually an interest in single name options capability. We hear on earnings calls like this a variety of liquidity providers and retail brokers really continuing to engage in options in general. The overall adoption for index options and particularly the SPX is really that elevated macro uncertainty that people are dealing with, managing their portfolios on that macro basis as they adjust to news, the uncertainty, the Fed, inflation, growth estimates. And of course, the U.S. election is really contributing to people really telling that index suite to really be able to manage that portfolio risk and actually fine-tune exposures as they look throughout the year there.
Operator:
Our next question comes from the line of Alex Kramm from UBS Financial.
Alex Kramm:
Sorry if I missed this earlier, but can you talk a little bit more about capital allocation, in particular, as it relates to share buybacks? I think the fourth quarter, I think, roughly $6 million or so, but I know you also paid off some debt. So was that now behind us? Is -- can you talk about the pace of buybacks you see and how you think about it from an opportunistic versus consistent kind of framework for this year?
Jill Griebenow:
You bet. So as you’ve alluded to, we did have, I mean, just $5.8 million worth of share repurchases in the fourth quarter, so considered relatively light. But if you look back on a historical basis, we do have a history of being heavier on the repurchase front during the first quarter of each year. And then also, as you’ve alluded to, we have paid off all of the floating rate debt, which gives us -- just affords us more in the way of capacity and ability to deploy capital. So as we’ve done in the past, we will continue to be opportunistic as it relates to share repurchases. If we see any perceived weakness in the share price, we will absolutely get in back to the -- behind it. And then again, just continue with our routine practice as well on top of that.
Operator:
Our next question comes from the line of Owen Lau of Oppenheimer.
Owen Lau:
Thank you for providing Slide 9 about 2024 catalyst. Could you please add more color on these catalysts of why the adoption and expanded access? It will be great if you can remind us how many existing retail platforms have index options trading, how many more you expect to come online in 2024? And then for global trading hour, how should we think about the incremental volume?
David Howson:
Thanks very much, Owen. The expanding access is obviously a big focus for us now with a global footprint that allows us more boots on the ground, more access to local customers who would like to gain an access exposure to the Cboe volatility toolkit, in particular, the SPX and VIX options there. The single-digit percentage of overall volumes that we see in global trading hours really, we think, provides a solid runway when we look at other potential comparables out there. And so our focus is really adding those new retail brokers and brokers internationally that you spoke about there. We've got several coming on in 2024, including, obviously, we've heard on various earnings calls the addition of Robinhood likely later on this year, which we find very exciting for that complex as a whole from the SPX all the way through to the XSP products. And that's really a key focus for us onboarding new participants to the complex. But also, I would note that the expansion of the institutional, the non-retail engagement in the SPX complex has been really compelling and interesting for us as that liquidity has built the quality of the order book, the pricing, the capability to trade as and when investors need to really draw in new strategies as well, for example, from QIS desk and so on. So we're excited about new strategies and new funds deploying capital into SPX more broadly. So that really speaks to that increased wider adoption not just from retail, but from new institutional strategies that can gain benefit from that solid ecosystem that we’ve been able to build out.
Operator:
Our next question comes from the line of Michael Cyprys from Morgan Stanley.
Michael Cyprys:
I was hoping you could speak to the new indices that you've launched over the past year across asset classes, including the credit volatility indices. And maybe you could talk to some of the opportunities that you see for introducing tradable products, where that stands, what that product road map looks like across asset classes? And as you look out over the next couple of years, where might there be other opportunities for creating other proprietary index-related products?
David Howson:
Thanks very much. The focus of product development here at Cboe really is that simplification of potentially OTC and complex strategies, really striving to bring capital efficiencies to our customers across wallet sizes, so bringing investment strategies to all wallet sizes. So just look at the global trading hours we just spoke about, think about the XSP is bringing the SPX exposure, the S&P 500 exposure to a smaller wallet size, the Russell Tuesday, Thursday there, all good organic initiatives. When you think about the indices we launched last year, you've got the dispersion index and the credit VIX as you mentioned. The dispersion index there, we aim to have a future available on that indicator later on this year, subject to regulatory approvals and final product design requirements. And then think about the expansion of the MSCI contract, three new tradable products, two volatility indices there, more exposures you’ve got now at Cboe. With index options, you have global exposures, you’ve got U.S. exposure and you’ve got small cap exposures that you can trade with the potential for further product development from there. And then we mentioned finally, new asset classes. We’ve already got the iBoxx credit futures, that first listed credit future available in the United States, really amenable to funds that cannot trade securities to be able to manage their risk and hedge any portfolio risk there as well. The option on futures that we launched last year will also bring optionality to that new asset class. When you combine them together, you think about credit mix with a credit future as you think about dispersion index next to the VIX Index, you’ve got a variety of indicators from a variety of slices of exposures and asset classes that customers can come to Cboe and in a single place, manage all of those in a single place. So what you should see -- expect to see from Cboe is as we build these liquidity pools and these ecosystems that we will incrementally push these forward. But always, we’re going to be led by customer demand. So we’re going to go wherever our customers ask us to go. So that will be an evolving process as we go through year to year.
Operator:
Our next question comes from the line of Brian Bedell of Deutsche Bank.
Brian Bedell:
Great. Maybe shifting gears outside the U.S., the Canadian migration onto the Cboe platform, and that's the combination of NEO and MATCHNow. Can you just talk about whether that's more of an efficiency initiative? Or is that something that you think can enhance your market share in Canada? And maybe just talk broadly about your strategy. I know you've been bringing bids there as well, and if you can touch on your listings game plan with NEO.
Christopher Isaacson:
Brian, this is Chris Isaacson. I'll start with that. So yes, with the NEO migration to Cboe technology planned for Q1 of next year, I'd say it's all of the above. Yes, we do expect it to be more efficient. It’s part of our platform migration to become more efficient to please our customers. But then on the back of those migrations, we have historically seen market share growth as well as Data and Access Solutions revenue growth or pull-through, which in fact is happening right now, both in Australia and Japan. So we want to bring not just greater efficiency but greater functionality to the Canadian market and the unified platform. We have already launched BIDS there when we migrated MATCHNow back in 2022. We want to continue to grow BIDS in Canada as well as provide that unified platform. So in order for us to realize our aspirations in Canada, we need to complete this migration seamlessly as we've done elsewhere. I'm really pleased that this is the final one on the list to do. We're going to do it excellently while we also focus on organic growth initiatives.
David Howson:
And certainly, I would add to that a little bit in that the customer networks and relationships we have globally alone we've been able to bring to bear in Canada, look at the market share growth to 15.3% from 13.6% year-over-year. And with that common platform, that global reach, it means that we're able to also turbocharge BIDS and other trading initiatives. With a single platform, we can bring new functionalities to Canada and that common experience Chris talked about. And then you mentioned that the corporate listings business in Canada is a strong part of the business there. And with our exchanges around the world for a small incremental investment, we can actually begin to offer customers a global experience. And that’s shown through actually in the ETP growth that we’ve got from a listings perspective in North America, 56 new ETPs launched in Q4 against 34 in Q3. And in fact, in January already, we’re on track for 40 new ETPs. So just think about the uniformity of that global scale really coming into the forefront there as we think about all of our footprints around the world.
Operator:
Our next question comes from the line of Kyle Voigt from KBW.
Kyle Voigt:
Maybe a question on the U.S. Cash Equities business. You mentioned the unfavorable mix shift of volumes but also some of the fee changes that you recently made that should bring back up the capture rate. So I guess can you just elaborate a competitive environment there? Is that what is primarily driving the shift in volumes? Or is it something else driving it? And the fee capture there has been in a pretty wide range with fee capture down about 40% sequentially. So just wondering if you could help frame how much of the fee capture decline in 4Q you could potentially recapture with these fee changes as we look out to the first quarter?
David Howson:
Yes, certainly. I think the headline is a stronger market dynamic in December is the headline for Q4. When you look at our addressable market share across Q4 is around about 26% of the addressable market. So that's outside of the TRS at the close. In December, it went up to over 27%. And that market dynamic, as you mentioned, there's a confluence of contributing factors. That was number one. Volumes hit 12.4 billion shares on a daily basis in December, higher than the 10 or 11 or so for prior months. The mix shift, the higher percentage of sub dollar trading in December went up to 19% of overall trading versus 30% from earlier months and certainly showing that higher retail engagement in December. And finally, layering on to that, a higher activity from market makers pushed customers up through tiers in December and really reduced that capture. And as Jill said, we responded as this convention in U.S. equities market on a monthly price change basis in January. We’ve seen our capture come back up, and we’ve managed to maintain market share while doing that. We announced more changes for February, and we expect that trend to continue while achieving stable market share. So really, headline is market dynamics fee changes allow us to be more competitive there, but we are doing a number of things to be more competitive across our multi-list environment throughout the rest of 2024.
Operator:
Our next question comes from the line of Patrick Moley of Piper Sandler.
Patrick Moley:
I just had a question on Cboe Digital. I think, Dave, you said in your prepared remarks, you thought digital assets was an area where you're going to see greater demand going forward. I think on the last call, Fred, you maybe alluded to possibly pulling back some investment in Cboe Digital. I wanted to see how maybe some things played out. So just in the wake of this Bitcoin ETF approval, was hoping to just get an update on your vision for that business and maybe how you expect things to evolve over the next couple of years?
Fred Tomczyk:
Okay. Thanks, Patrick. I mean, certainly, this space with the regulatory uncertainty has caused this asset class to take longer to develop both than we anticipated. Having said that, there continues to be an asset class that there’s a lot of interest in. And what many participants are looking for is what we’re trying to build
Operator:
[Operator Instructions]
Fred Tomczyk:
Okay. Do you want me to say anything?
Operator:
There appear to be no further questions at this time. Mr. Ken Hill, Vice President of Investor Relations and Treasurer, I'll turn the call back over to you.
Kenneth Hill:
Okay. Thanks, everyone. Thanks for the time -- your time today. We have a robust investor conference schedule here over the next five to six weeks, and we hope to see many of you. All the best to 2024. Thanks.
Operator:
Thank you. This concludes today's conference call. We thank you for participating, and you may now disconnect.
Operator:
Good morning, and welcome to the Cboe Global Markets Third Quarter 2023 Earnings Call. Please note that this call is being recorded. All participants are in listen-only mode at this time. After the speakers’ remarks, there will be a question and answer session. [Operator Instructions] Thank you. I would now like to turn the conference over to Ken Hill, Vice President of Investor Relations. Please go ahead, sir.
Kenneth Hill:
Good morning. Thank you for joining us for our third quarter earnings conference call. On the call today, Fred Tomczyk, our Chairman and CEO, and David Howson, our Global President will discuss our performance for the quarter and provide an update on our strategic initiatives. Then Jill Griebenow, our Executive Vice President, Chief Financial Officer, and Chief Accounting Officer, will provide an overview of our financial results for the quarter, as well as discuss our 2023 financial outlook. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be Chris Isaacson, our Chief Operating Officer; and our Chief Strategy Officer, John Deters. I would like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we'll make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. During the call this morning, we'll be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I'd like to turn the call over to Fred.
Fred Tomczyk:
Thank, Ken, and thanks everyone for joining the call this morning. Having CBo’es results I am Cboe team and our focus on our clients which has resulted in another strong quarter for the company. For today's call, I will highlight our overall results and share my priorities as Cboe’s new CEO. I will then hand it over to our Global President David Howson to walk through the progress we made against our strategic priorities. I am pleased to report record third quarter adjusted earnings for Cboe. During the quarter, we grew net revenue by 9% year-over-year to $481 million and adjusted earnings per share by 18% to $2.06. These results were driven by record activity across our derivatives business and continued growth of our Data and Access Solutions business, lower third quarter operating expenses and a lowering corporate tax rate. Our derivatives franchise delivered another record quarter as total organic net revenue increase 15%. As the uncertain macro geopolitical environment impacted markets globally, investors and traders relied on our suite of index options, and volatility products that help manage risk and generate income in an uncertain environment. We believe our derivatives business remains incredibly resilient, supported by a growing customer base and our options product that is becoming increasingly recurring in nature as the management shift to shorter duration explorations and more frequently positioned around changing market environments. During the quarter, organic net revenue in our Data and Access Solutions business increased 9%. Net revenue in our cash and spot markets business decreased by 6% during the quarter reflecting the muted volumes we saw across all global equity markets. These solid results were made possible by the continuing execution of our strategy to build the world's largest derivatives and securities network and positioned Cboe for a strong finish to the year. Now as a Cboe Board member for the last four years, I've been very close to the business and supported the team as Cboe expanded and evolved into the leading global derivatives and securities network that it is today. The company has a solid foundation, a global recognition and a strong management team that I'm honored to lead. In my new role I am primarily focused on three key priorities that I believe will further strengthen Cboe and enhance shareholder value. First, sharpening our strategic focus; second effective allocation of our capital and training developing talent management succession. While I wholeheartedly support Cboe’s strategic direction, I see opportunity to refine this strategy to provide a clear focus on the core elements of our business that drive revenue and earnings growth/ I believe our sharpened strategy will help the margin profile of our business and increase shareholder value over the longer term. I will also focus on ensuring our capital allocation plan is delivering the kind of returns our shareholders expect from Cboe. I'm intent on increasing the efficiency of our investments that we make across the business to generate durable revenue growth. Finally, talent development and succession planning, which is always an important component of any CEOs duties and responsibilities will be a priority for me. I’ll now turn the call over to Dave Howson to talk through how we are driving results within our strategy.
David Howson:
Thanks, Fred. As Fred noted, our strategy yielded solid results during the third quarter as we continued to advance our top strategic growth priorities, Derivatives, Data and Access Solutions, and Digital. Before moving to the record results for our Derivatives and D&A businesses, let me provide an update on our Digital segment. We are working with our customers and the CSEC on final preparation for the planned launch of Margin Futures in the first quarter of 2024 subject regulatory approvals. Within large Cboe Digital will be the first US regulated crypto native exchange and trading house to offer spot and leverage derivatives on a single platform. We look forward to bringing this unique product to market. Turning to Derivatives and Data and Access Solutions. Last month we made important leadership changes to further support our global growth strategy. Cathy Clay, who previously led our Data and Access Solutions business was appointed the Global Head of Derivatives. A new role for the organization as we reorganize the team for the next chapter of global growth. Furthermore, we tapped our strong range of talent to promote Adam Inzirillo to Global Head of Data and Access Solutions. By aligning our organizational structure to the global nature of the business we anticipate harnessing the full strength of Cboe increasing efficiency and collaboration across business lines and regions, while enabling our competitive and our world-class products and services in a globally consistent manner to our clients. Turning to Derivatives on Slide 8. It was another record of quarter for the business as traders and investors turned to our flagship S&P 500 and fixed index products while navigating the uncertain macro environment. SPX volumes surged 21% to a record ADV of 2.9 million contracts in the third quarter. While our mini SPX contract SXP jumped 82% year-over-year. Within SPX, the fastest growing segment continued to be the zero data expiry options gaining 33% year-over-year. Investors use these for hedging, income generation, expressing views on market direction and more. The diversity of using is what we expect to continue to see strong and sustainable use is zero DT options regardless of what the market is doing or where the fix is trading. These options opened up a whole new risk premium for investors to capture namely intraday risk. And it’s uncertain to increase is regarding the longer term macro picture, interest in capturing shorter term trends and dislocations have led to a higher share going to zero DT options, now, comprising around 48% of all SPX volumes in the third quarter. However, it's important to note that while the zero DT options are making up a bigger part of the pie, the pie itself is growing, as well. Other expiries are also seeing high volume including our standard monthly SPX options contracts that expires in the third Friday of every month. We believe that bonus are being used less as we diversify our equity risk and investors are increasingly turning to options to help hedge their portfolios. That hedging demand helps explain why VIX option volumes are been so strong with ADVs surging 60% year-over-year even as a world VIX levels are staying. Investors use VIX options primarily to protect against potential black swan events, which typically happen when volatility levels are known or in the work when least expected. We believe the appeal of buying VIX call options is to potentially capture that context move and the VIX triples or quadruples something that is harder to do when the VIX index was in the mid-20s last year versus the mid-teens of this year. The macro and geopolitical risks rising across the world, we're seeing strong global demand for our products. With SPX and VIX options ADV during global trading hours increasing 95% and 10% respectively year-over-year. As markets change our derivatives products remains well positioned for customers in any market environment. Our VIX plan-based products anchor a remarkable toolkit that allows customers to choose the right products, size and expiry to meet their needs, be it risk management or income generation. Documenting the burgeoning activity posted by our derivatives business, Cboe is continuously working to expand its suite of data products to enhance the overall trading ecosystem. In collaboration with S&P Dow Jones indices, Cboe’s products innovation Cboe Labs recently launched several new benchmark indices for market participants. We were incredibly excited to bring to market Cboe S&P 500 dispersion index known by Ticker DSPX as well as our four new credit volatility, indices. Early market reception has been extremely favorable and B2B’s indices are designed to provide investors with key information to help them better manage their strategies and portfolios potentially fueling further growth in our tradable products. On the innovation front in Europe, we are excited about the upcoming launch of single stock options on the Cboe European Derivative Exchange beginning next week. The commitment secured from leading market participants ahead of the launch highlight the opportunity to materially advance the European options market for clients. As we plan to introduce the liquidity provider and market maker programs in the first quarter of next year subject to regulatory approval, we anticipate volumes on the platform to grow. We see the largest single stock options as a key milestone for our European derivative initiatives and our broad ambition of creating the leading market growth, the management around the globe. Moving to Slide 10 our Data and Access Solutions business posted record results during the third quarter, with net revenue increasing 8.7% on an organic basis. The durable year-over-year growth was fueled by an expanding global customer base and an evolving portfolio of market data solutions. Through our data offerings and cloud strategy, we can package high quality data from across markets and deliveries to customers globally in a consistent, and cost-effective manner extending the addressable markets for this business. We continue to see solid customer adoption of Cboe global cloud, a real-time data streaming service that provides simple, effective access to Cboe’s robust suite of market data. Nearly 80% of customers utilize this service are located outside of the Americas reflecting our expanding global footprint. Additionally, through our cross-region sales efforts many customers are subscribing to multiple data products offered by Cboe global cloud in the simple, efficient, access to high quality data service. As we look across our global network on slide11, we continue to build on a solid foundation of our global cash equity business while we have a strong presence in seven of the top 10 global equity markets, serving a diverse customer base. While overall performance in our cash and spot market reflected the muted volumes we saw across global equity markets during the quarter, we are on upbeat about the long-term potential. With 80% of Cboe’s market share grew 17.9% in the third quarter, up from 16.7% in the previous year as momentum continued to build post our technology migration. Later this month, we expect to complete the technology migration of Cboe Japan from a world-class technology stack and launch Cboe with Japan subject to regulatory approvals further expanding our unique block trading network to this important market. We are grateful to our customers for that partnership and look forward to providing them with the best-in-class trading experience that our global customers have come to rely on at Cboe. In Europe, the Cboe Europe equities business reported market share of 23.2%, while Cboe BIDS Europe experienced another strong quarter a remains the largest block trading venue in Europe. Cboe Clear Europe’s market share grew to 33.8% in the first quarter, up from 33.6% in the prior year quarter. In North America, Canadian1equities market share rose to 15.2%, up from 12.2% in the third quarter of 2022, while US equities market share fell to 12.7% compared to13.3% in the prior year period, Cboe’s addressable market share which excludes both the auctions and the foreign exchange volumes remained stable. Lastly, our global FX business had another record quarter. Net revenues were up 6% year-over-year in the third quarter as the business expanded spot market share to a record 20.2%, up from 17.8% a year ago. Our NDF offering which trades on Cboe SEF our Swap Execution Facility continued to see strong results with the volumes increasing 19% year-over-year with ADV of $1.1 billion. These record results were driven by new prime growth and increasing utilization of our platforms by existing clients. In summary, Cboe delivered another outstanding quarter and we see strong momentum as we head into the final months of the year and into 2024. With our strong foundation of derivatives, cash and spot markets, coupled with our Data and Access Solutions, we will continue to harness the power of our markets to deliver innovative products and services to our customers. As we show up our strategy and focus we see even more opportunity for Cboe to maximize its global potential and drive further value for our shareholders. With that, I will turn the call over to Jill.
Jill Griebenow:
Thanks, Dave. As Fred and Dave highlighted, Cboe posted a record third quarter with adjusted diluted earnings per share of 18% on a year-over-year basis to $2.06. I want to provide some high level takeaways from the record quarter before delving into an assessment of the segment results. Our third quarter net revenue increased 9% to finish at $481 million. The growth was again driven by the strength in our Derivatives Markets categories and the solid results from our Data and Access Solutions business. Specifically, Derivatives Markets produced 15% year-over-year organic net revenue growth in the third quarter as traders and investors saw increasing utility in our toolkit of proprietary products. Data and Access Solutions net revenues increased 9% on an organic basis during the quarter. We are pleased with the revenue growth acceleration we have seen through 2023 and remain excited by the continued momentum into year end. Cash and Spot Markets net revenues decreased 6% during the quarter on an organic basis, as the trading environment remained muted across the globe. Adjusted operating expenses increased to a modest 4% to $180 million with a year-over-year growth tempered by a $10 million benefit from changes made during the quarter. And adjusted EBITDA of $321 million grew a solid 12% versus third quarter of 2022. Turning to the key drivers by segment, our press release and the appendix of our slide deck includes information detailing the key metrics for each of our business segments. So I’ll provide some highlights for each. The Options segment again provided the highest growth of any segments for the quarter. Net revenue grew a robust 14% led by strong contribution from our Index business and favorable revenue per contract trends given the mix shift in VIX options. Total options ADV was at 8% as our higher priced Options ADV increased 28% over third quarter of 2022 levels. Revenue per contract moved 12% higher, given a continued positive contribution of higher captured investment products. In market data and asset capacity these were up 19% and 5% respectively as compared to third quarter of 2022. North American equities net revenue was 2% percent on a year-over-year basis in the third quarter, while access to capacity fees increased 6% and proprietary market data was at 4%. US industry volumes remains a headwind for the segment. Net transaction fees were down 11% given softer industry volumes and market share on our US business segments. And while our US on-exchange market share have trended lower on an absolute basis, our share remains stable and adjusting for the increased on-exchange market volume and Option activity during the third quarter. The Europe and APAC segment reported a 2% year-over-year increase in net revenue, as stronger non-transaction revenues and favorable foreign exchange trends were tempered by volume headwinds. Market Data, access to capacity and others, which includes the positive impact of interest income during the quarter were up a combined 18% on a year-over-year basis. This outperformance was tempered by softer industry volumes in Europe, down 13% versus the third quarter of ’22. In the Futures segment, third quarter net revenue was up 14% as net transaction fees, access to capacity fees and market data revenue each produced double-digit year-over-year revenue for the quarter. Activity in the complex accelerated as volumes increased 12% on a year-over-year basis. Our non-transaction volume, access to capacity fees continued to perform well, up 14% versus the third quarter of last year and Market Data revenues increased by 16%. And finally, net revenue in the FX segment notched another quarterly gain, growing by 6% making it the tenth consecutive quarter of year-over-year net revenue gains for the segment. Net transaction fees revenue was at 5% as average daily notional volume increased by 8% and market share had another record at 20.2% for the quarter. Turning now to Cboe’s Data and Access Solutions business, net revenues were up a strong 8.7% on an organic basis. Net revenue growth continued to be driven by additional subscriptions and units accounting for two-thirds of the organic market data growth and just over half of the organic access and capacity fee growth in the third quarter. The uptick in pricing for Access and Capacity fees was driven by the first pricing increase we have passed through at over five years for physical connectivity to our multi-exchange network. Last quarter, we spoke to selectively increasing pricing to support innovation and keep pace with the utility we provide to the market. We intend to continue to lead with new user and unit growth as we provide exceptional value to our customers. But we'll remain mindful of competitor pricing and our need to support continued innovation for our products. We are pleased with the overall acceleration and organic net revenue trends for the segment and believe the momentum positions us well in our full year and medium term guidance range of 7% to 10%. More specifically, we expect to see continued strengths from proprietary data sales benefiting from the sustained growth across our Derivative complex. In Australia, we continue to see a solid uptick in data sales in access and the migration. We expect that momentum to continue. And finally, we anticipate a continued focus on our sales efforts to distribute our content globally adding to the enhanced position capability that Cboe Global – that. Turning to expenses, total adjusted, operating expenses were approximately 180 million for the quarter, up 4% compared to last year. The modest increase was the product of higher technology support services and professional and outside services fees to support some of our key growth initiatives and an increased travel and promotional spend given higher ongoing corporate marketing expenses. The entire year-over-year changes were partially offset by a 6% year-over-year decline in compensational benefits T given a $10 million benefit for executive changes. As we have historically guided, we did not adjust for the impact of executive departures, and we would not expect the impact to be a recurring element in the Cboe expense page. Moving to our expense guidance, we are lowering our full year 2023 expense guidance range by $12 million to $754 million to $762 million, from $766 million to $774 million. The three basic components of the full year expense notes are outlined on slide 18 of our earnings presentation; expenses from 2022 acquisitions, core expense growth and growth investments. Looking at the details of our three expense categories. The incremental 2023 expenses from our 2022 acquisition, remains at $30 million to $31 million, following a reduction in expenses growing our newness. The market change in our overall expense forecast comes to support that category now calling for growth of $51 million to $55 million versus our prior expectation of $59 million to $54 million. The reduction is a product of the strong expense management trends we have seen this year as highlighted in our third quarter results and modest growth expectations moving forward. In addition, we have recalibrated our capitalized cost given our updated expectations. Overall, we expect core expenses to grow by 8% in 2023. Moving on to growth generating investments, we anticipate that the investments we are making as a business to help drive incremental revenue to our bottom-line, will be in the range of $21 million to $24 million. Our new range of roughly $3 million to $4 million lower than our prior range. But we remain committed to investing in high return areas, by D&A expansion, a more addressable marketing campaigns and targeted product and services across our ecosystem. Looking at our full year guidance more broadly on the next slide, we are making some positive refinements to our forward outlook across our businesses. At a high level, we are reaffirming our organic total net revenue growth range of 7% to 9% for 2023, we expect to finish at the high end of the range for the year. As a reminder, this remains above our medium term guidance of 5% to 7% introduced at our Investor Day nearly three years ago, a function of the durable innovation we have seen across the entire ecosystem at Cboe. As mentioned earlier, we are reaffirming our D&A organic net revenue growth rate of 7% to 10% for 2023, in line with our medium term expectations. Given the company’s positive marks on its investment in the 7Ridge Fund, which owns Trading Technologies, we are again increasing our expected benefit from the other income line. Our new guidance range of $38 million to $44 million, is $4 million above our prior range of $34 million to $40 million. Our full year guidance on depreciation and amortization remains at $40 million to $44 million, and we expect the effective tax rate on adjusted earnings under the current tax laws to come in at 27.5% to 29.5% down from our prior guidance of $28.5% and $30.5% in 2023. Outside of our annual guidance, net interest expense for the third quarter of 2023 was $12 million. For fourth quarter, we expect net interest expense to be in the range of $11 million to $12 million. On the capital front, our focus remains maximizing long-term shareholder value through effective capital management. In the third quarter, we returned a total of $58.5 million to shareholders in the form of a $0.55 per share quarterly dividend. In addition, last week we announced to increase our share repurchase authorization at an $250 million to preserve total capacity to $390 million available for share repurchases. We remain well positioned to invest in our business, support our dividends and opportunistically repurchase shares given our continued strong free cash flow generation. Turning to our balance sheet, we paid down $99 on our term loan facility that matures in December of this year during the quarter. Our third quarter leverage ratio declined slightly to 1.3x from 1.4x in the prior quarter, as a result of the debt paydowns. Since the end of the third quarter, we have paid down the remaining $75 million on our term loan facility. Overall, we remain comfortable with our debt profile having locked in low medium longer term fixed rates averaging to low 20% on our option in debt. Moving forward, we will continue to put capital to work in value-enhancing ways across our ecosystem while looking to strike the right values between investing in future growth and driving margin efficiencies. Before I turn the call over to Fred for some closing remarks, I want to congratulate Ken Hill, who was recently promoted to Treasurer and Vice President, Investor Relations. Since joining Cboe in 2021, Ken has made an incredible impact with our Investor Relations programs and I am delighted with him to expand his leadership with the Treasurer role. Now, I'd like to turn it back over to Fred for some closing comments before we open it up for Q&A.
Fred Tomczyk:
Thanks, Jill. In summary, I want to thank the entire Cboe team for the warm welcome, and the incredible achievements over the last quarter. Cboe’s success this year and over the last 50 years is a testament to the enduring strengths and resiliency of the team who continue to rise to any occasion and deliver results. I'm very excited about the future of Cboe Global Markets. At this point, we'd be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back into queue, and if time permits, we'll take the second question.
Operator:
[Operator Instructions] Our first question comes from Patrick Moley with Piper Sandler. Your line is open.
Patrick Moley:
Yes. Good morning. Thanks for taking my question. Fred, I just wanted to dig into the three key priorities you laid out in your prepared remarks. I was hoping you can maybe elaborate on the comments you made about refining the strategic vision. What areas are you focused on? Where you see the most opportunity for improving efficiencies? And what impact would you expect this to have on your overall expense growth going forward? Thanks.
Fred Tomczyk:
Thanks Patrick. So, obviously I have been following the strategies from a Board level and I'm providing my input comments to the management team through the process. I generally agree with the direction as – clearly as a board member I have my input to that. However, I have been clear that I consider that the current strategy is to brought – let me just say new asset classes, new geographies. So I use to say that my predecessor anything fits in there. And so, I think it a good strategy provides greater direction and focus to an organization. So that’s the first point Second, all good strategies starts with a good organic strategy. So we're definitely going to focus on that to make sure we have a good solid organic strategy. And then the inorganic parts of that strategy will complement that organic strategy, but not be the main game source to be. I also believe that any good strategy has to be built by the management team with everybody providing their input along the way and it has to be reviewed and approved by the Board. To me, what's important as the first step is to have a common frame of reference. And what I mean by that is, we all agree on what the trends are in the business, where the world's going to between what I call secular and cyclical trends and you always line up your strategies to go with the secular trends and you adjust over the short term for cyclical trends. Also, they're good competitive analysis and then a good SWOT analysis of what Cboe is really good at and what it can bring to different parts of the world. From that we'll follow your key strategic things. Why they're important? And then your various actions will follow off over the next two to three years, but between organic and organic. And when I talk about efficiencies, obviously, I clearly recognize that even op margins of the following last three or four years that - I'm okay with even our margins falling slightly as long as it's for a good reason. But I think we want to sort of stabilize that trend and start to turn it into the future looking forward. Does that answer your question?
Patrick Moley:
Yes, it does. I'll hop back in the queue. Thanks.
Operator:
Our next question comes from Dan Fannon with Jefferies. Your line is open.
Dan Fannon:
Thanks. Good morning. Wanted to follow up on that and maybe if you could talk about capital allocation going forward, the authorization last week and then the message we heard this morning sounds similar in terms of how you guys have allocated capital previously, but should given the organic and sharpening focus of the business should we think about buybacks and as more of a focus here in the near term.
Fred Tomczyk:
I would lay it out this way. I would say, we'll have discipline, number one. The first and foremost, we think the best use of our capital is to invest in organic initiatives. We've seen some good returns from some of those initiatives and so that will continue to be a focus. Secondly, obviously we have the dividend. We consider that as something, we just have to do almost like an interest payment to return capital to our shareholders through a form of a regular dividend. Third, I think right now, as you can see us from Jill's comments, we've been paying down our floating rate debt, given the rise of interest rates and we're happy that we've got that back down to essentially zero. And that we will look at share repurchases on an opportunistic basis from this point forward. And then lastly, M&A, I think you should expect, you'll see less M&A going and a more focused M&A strategy. I'm a much bigger fan of what I call deliberate M&A transactions. But right now, we're going to focus on making sure our strategy is tight. We are all on the same page and making sure organic growth strategy is what we wanted to be.
Dan Fannon:
Thank you.
Operator:
Our next question comes from Chris Allen with Citi. Your line is open.
Chris Allen:
Yeah, morning, everyone. I wanted to follow up on basically the last two questions. Just in terms of stabilizing EBITDA margins and potential room for improvement there. Any colors in terms of specific opportunities that you see and any color on a timeframe to expect some room for improvement there?
Fred Tomczyk:
Well, I'm six weeks in. So I think you can ask me that question maybe next quarter, but I've suffice it to say that's certainly an area of focus for me to try to stabilize those margins. And find ways to improve them going forward, which I think the management team will do where we get good operating leverage in the business. But at this point, six weeks in, I don't have anything specific.
Operator:
Our next question comes from Ben Budish with Barclays. Your line is open.
Ben Budish:
Hi. Good morning and thanks for taking the question. To be original I'm going to continue to follow up on those first three questions. Maybe you talked about narrowing the strategic focus going forward. To what extent that that perhaps refer to divestitures as well? It sounds like maybe there was a little bit of disagreement with your predecessor about the breadth of the M&A strategy. So are you talking about, being more focused going forward or revisiting the existing portfolio? Are you thinking about balancing those two things? Thank you.
Fred Tomczyk:
I wouldn't say it was much of a disagreement between Ed and I, as much as I didn't think there's a strategy provided enough focus to the organization and focusing where we allocate our capital in terms of M&A. So that, but I don't think there was a difference of opinion on strategies, so to speak. It's much more about narrowing it. So, that's - I don't know what I'll say there. Anybody else?
David Howson :
In terms of the product lines that we're in, we've got some exciting new events coming up with the launches and in our Digital business and margin Futures in the New Year with new product launches coming back. And we've got the Asia Pacific Re-platforming that's going to happen later this year together onto a common technology platform. And what we saw with the Australian migration was that increasing Data and Access and capacity. That, so as we get these new acquisitions onto that common world-class technology platform, there's some great opportunity to see that longer term growth come from some of those the more recent acquisitions.
John Deters :
This is John. I think really integrations and focused today the press point for past acquisitions. And we do see as a consequence of the way, we approach integration deep integration that our return on invested capital for the tranches of deals that we pursue improves over time to be managed that those returns for three to five year outcomes. And so we're still in process there.
Chris Isaacson :
On divestitures, at this point, I don't have anything specific in my mind with respect to divestitures. That’s something every management team considers over time. But right now, I would answer, no. Obviously we want to see how our Digital business does. The world has changed since we bought that asset and as we launch our managed futures our margin futures, we want to see how that starts to take. It's clearly an asset class that doesn't have the trajectory it used to have. But we still think there's demand for the market for that particular asset class. And we do believe, given all that's got on that our strategy is right in terms of turning that asset class into footing a place trusted markets where everybody has an appetite for it.
Ben Budish:
Got it. Thanks for the incremental color. Thank you.
Operator:
Our next question comes from Craig Siegenthaler with Bank of America. Your line is open.
Craig Siegenthaler:
Good morning, everyone and thanks for taking my question. And also want to wish both Fred and Ken a congrats on the new roles. Just starting with index options volume, the long-term trajectory here is obviously very robust. But there has been a deceleration over the near term. So, I wanted to see what you attribute the slowing to in your view? And then also, do you think this Zero Day contribution, which is now in the high 40% rate is close to secular equilibrium? Or do you think Zero Day mix could move higher? Thank you guys.
Fred Tomczyk:
Thanks very much for the question. And certainly we had great Q3 with a number of records coming through Q3. Sales of SPX volume $2.9 million, contracts that are significantly over the prior year, VIX options up 60% versus the prior year. And then, as we think about momentum, we think about October as we've begun with some record there. And in fact, 2023 has seen nine of the top 10 SPX savings six of those have been in October. So, good momentum coming through that really driven in SPX by three factors, one would be the pick up in hedging as the vectors revisited during the year. The second would be that the vectors catching up with performance through SPX co-buying that. And then thirdly of course, the zero DT complex that you mentioned. 48% as utilization agency quote that of the SPX volume coming from Zero Day to expiry using an increase in the proportion there of institutional engagement as more funds and more strategies have been set up to trade this incredibly balanced ecosystem, where hedging income generation tactical strategy, and systematic trading have all come to life. And so, in terms of the sustainability there, we see that really persisting. And why do we seeing that? We are seeing that because it's continued over the last 18 months through different market cycles and different volatility regions. And so, as we look forward, we really think about the continued uncertainty in the marketplace, because we think about Fed, we think about inflation, we think about geopolitical issues there and really options, and our volatility toolkit really being replaced to come to manage your risk. And then, when you think about options themselves, it's a real durable recurring income stream. Options expire every day, every week, every month, every year and in fact, as we’ll continue to reposition and reengage around that uncertainty that is really forecasted for the rest of next year.
David Howson :
Yeah, just to add on that – having seen index options slow down and continue to rise, equity volumes are off as they are relevantly low. But index options continue to grow and into October it continues to grow.
John Deters :
And then we just mentioned also the global trading hours in the script you heard us talking about 95% year-over-year growth of SPX index box option volumes, the global trading hours, VIX is growing as well. We still see opportunities for growth and access and distribution around the world and around the clock.
Operator:
Our next question comes from Alex Kram with UBS. Your line is open.
Alex Kram:
Yes. Hey, good morning, everyone, and Fred good to be talking again. It's been a few years. But good to have you again. In terms of the topic as you are and maybe this is a continuation from Ben's question earlier as it comes to divestitures, maybe getting more specific the one area that you didn't highlight was the European derivative expansion? Now we've been at this for a while now and I know there's some new milestones coming here early next year. But just wondering if you look at an initiative like that where now when we talk to clients we hear limited appetites. Just wondering if maybe your patience with a project like that maybe more limited than than what's been done before. And then maybe, for Jill, on the same topic, can you just remind us how much the drag is of the European derivatives business today in terms of expenses? Thank you.
Fred Tomczyk:
Yeah, maybe I'll start and I’ll turn it over to Dave for a second. But we just launched European derivatives. So it's a little early to make a judgment on it. Contrary to it I think there's two different ways of people look at derivatives in different markets. Sometimes they want access to the US, and if you talk to our clients, our bigger clients, they continue to tell me anyway that there's a lot of demand for liquidity moving into the US. So that's one point. And second point, obviously, it's very early with respect to the multi-list European option expansion here. So I don't, I wouldn't pre-judge it at this point. The last thing we have some better perspective on that.
David Howson :
Yeah, thanks Fred and thanks, Alex for the question here. When we think about European derivatives, and we've always seen this, it's going to be a journey and not an event - in an event in time, when you're launching a brand new exchange, a brand new clearing house, and a brand new product, what we need just one of those at a time, they all need time to gain critical mass. And we're really looking forward to the launch of single stock options in a couple of weeks whereby we've got some strong support from industry participants. And when you look at the growth so far, we can see second best quarter for us in Q3 for the index options and futures in Europe with some new participants, new futures and options market makers and some new non-bank FCMs. So, traction, continuing to build there. And then when we look at the value proposition that that white space to move into for the European derivatives market, it’s significantly still there. 10 years ago, Europe and the US had market sizes around about the same. Now, it's 8 to 10 times different in those market sizes, clearly a number of factors there when we see roots of growth expand the European market by bringing that US market structure to that. And with regards to the project itself and the build cost and the build effort going forward, it's purely incremental. We already have the largest PAN European equity exchange in Europe. We already have the largest cash equity clearing house in Europe and the staff to run them. So, by leveraging our global technology platform and re-using this, the functionality from US, it was a marginal incremental effort for them. So for others it's not a significant burn that concerns us well. We really look to take advantage of this real gap in the market that we think over time, we can move into. We can move into with the great cost development and great partnerships with our customers there. So certainly we remain committed and committed to this process.
Alex Kram:
Very Good. Thanks for the color.
Operator:
Our next question comes from Owen Lau with Oppenheimer. Your line is open.
Owen Lau:
Good morning, and thank you for taking my question. So massive speculation about the future ownership of Cboe recently. And Fred, you also mentioned the succession planning in your prepared remarks. Could you please elaborate that point a little bit more? Thank you.
Fred Tomczyk:
Could you repeat the second part of your question for me for a second, Owen?
Owen Lau:
Sorry. You mentioned the succession planning in your prepared remark. Could you please just elaborate that point a little bit more? Thank you.
Fred Tomczyk:
Maybe I'll start with the second one, first. So, I always remember for the first time I became a CEO and I was pretty young that my Board was very clear to me that my job priority one on my first day in the job was to plan for my own succession. And so, clearly, that's going to be a focus here in terms of making sure we have the talent in the organization that we need and then we have the leadership and the place is set up for our orderly succession. In my experience, when you surround yourself with really good people and I've got a good team around here. Basically business becomes easier when you're fighting, when you don't have good people and good leadership in the organization, things got harder. But you should assume that I'm going to continue to work on developing the talent and the team around me as they grow into their jobs and hopefully more bigger jobs. And when the time comes for me to step down when someone's ready, then, I'll be the first one to say, I hand it over to my successor. With respect to Cboe ownership, I would emphasize these rumors have come and gone over the years. Having said that, I don't think Cboe is more for sale today than it was two months ago or three months ago. We're just continuing most important thing for us is keep our heads down and stay focused on running our business and we'll deal with anything that comes at us in due course.
Owen Lau:
Thanks a lot.
Operator:
Our next question comes from Alex Blostein with Goldman Sachs. Your line is open.
Alex Blostein:
Hey, good morning everybody. Thanks for the question. I was hoping we could spend a couple of minutes and just again to some of the expense trends you highlighted both for the year and maybe get your own thoughts into ‘24. The specific area I was hoping to kind of double point into the consolidated audit trail. I know it's been a pretty big drag on expenses for you guys this year. Just curious how do you see that evolving. There's obviously things that come out of the SEC that could make this better for Cboe and others next year and beyond? So, maybe again help us frame the cat sort of costs drag this year. How you are thinking about it for next year? And your early thoughts for ‘24 expenses. Thanks.
Jill Griebenow :
You bet. If I could just jump in and I’ll take this one. As you really see there has been I guess some noise with the CapEx here and we will see and we’ve taken a look and firmed up our guidance, as we head into the fourth quarter. You do notice that we that core cost – for the cat cost built into our core expenses and that's really a function of the funding model being recently approved coupled with the fact that the CAT in a cycle build stage. So we're just again getting that into our core expense base and really looking to see that moderate as it relates to 2024, too early to comment on that. We will share full year projections with you in February of next year. But again, for 2023, as we communicated today we did trim our expense guidance and that our core expense growth looking to come in at about an 8% growth over 2022.
Operator:
Our next question comes from Brian Bedell with Deutsche Bank. Your line is open.
Brian Bedell:
Great. Thanks very much for taking my question. Welcome Fred. Great to hear your voice again and congrats to Ken, as well. My question maybe focus on Europe, actually just in terms of, I guess a two-part question, just bigger picture there. How important is the development of the consolidated tape to the overall European strategy? And then weaving in the derivatives part of that I guess, do you view that as a separate, completely separate strategy for your overall European business. And then, are you still looking for, I think you were trying to get to the $25 million annualized revenue run rate, I think exiting 2025. I just want to see if that's still a plan on the derivatives?
Fred Tomczyk:
Thanks very much for the question. Yeah, we've been huge proponents of the last decade of the benefits that a consolidated tape would bring Europe, clearly hugely beneficial for the US marketplace. So that single pane of glass of the globe into the equity markets. And then the fixed income markets in Europe is something we've really been pushing for. The recent developments show reasonably good structure coming through there is some consolidated tape, which we are very interested in I may even think about whether or not we would want to be the provider of that consolidated tape. And not likely to see an actual tape come through though till about 2026 given the way the process grown. So really important, really for that overall capital markets in Europe. And as the PAN European exchange of the Pan European Clearing House, we really fit the comeback capital markets union model, very, very well that. I just don't care what the derivatives market in many ways when you think about our approach being a PAN-European approach. Once again a single stop shop there enabling us to offer greater capital efficiency and let on the transparent on the model that with the Cboe Europe having the ability to access all of the CSDs around and provide a more cleaner and capital-efficient, post-trade solution. And then when we think about the prognosis for the business and how we're going. You mentioned that that guide that we've got single stock options coming in a couple of weeks. And as that begins, we gain traction we will be able to take a look at how that's building and consider the revenue profile, growth profile as that comes into that.
Brian Bedell:
Okay, great. Thank you very much.
Operator:
Our next question comes from Kyle Voigt with KBW. Your line is open.
Kyle Voigt:
Hi. Good morning, maybe just a question on pricing. You noted the ability to raise price in areas where you're clearly providing incremental value, which recently was a case in the Access Solutions business. But kind of porting that thinking over to the transaction side of the business, you're clearly providing significantly more value in SPX and zero DT specifically, given the volume growth we've seen this year, I guess, under the contract with S&P can you remind us how much flexibility you have to make pricing changes across that SPX complex? And is this something that you be considering heading into 2024?
Fred Tomczyk:
Thanks a lot. Excellent question. And we've, if I give you a little walk around the arc of pricing, we've got in Q3, 59% came from organic subscription and unit growth there. And so, when we think generally about pricing across the data franchise, we are really focusing on distribution and really great opportunity, particularly, over in Asian-Pacific and in EMEA to sell our data products there. We saw 39% of the growth in Q3 coming from outside of Americas. We see a good runway there. So focus predominantly on distribution and broadening access. We’ve got consistent pipes to deliver our data revenue – come out of revenue there, again 78% or nearly 80% of that revenue is coming internationally. So, good runway there. Surprising but so, we could use when moving across the scale, really it's about that runway of new users. But we are talking about the competitive markets that we go in for the transactional basis, that’s really looking to maximize the revenue per contract, the market share and the market quality down. That's a, that's still where teams have hooked down to a. fine art. And then when we come to the proprietary products there, the answer is yes. We can adjust the pricing of the trading of SPX options as we need to, but when you think look back to my earlier answer, that momentum was seen in that growth. At the moment it’s continuing and its broadened the adoption and as Chris mentioned fabulous opportunity there in global trading hours as we again look to that international capability. And also think about those retail brokers coming through into next year. So, pricing is right priced at the moment. It’s cost-effectively placed to build liquidity, manage risk in that complex or something that in general we will look though to see where we can enhance some value in the same the pockets there, but broadly. But again that’s about expanding the access and distribution.
John Deters :
Kyle, this is John. Just to be clear. We don't have any constraints on any of our partnership relationships even beyond S&P in terms of being able to respond to the market environment with the correct pricing approach.
Kyle Voigt:
Very clear. Thank you.
Operator:
Our next question comes from Andrew Bond with Rosenblatt Securities. Your line is open.
Andrew Bond:
Hey, good morning. Just want to get your thoughts on SEC's latest market structure proposal, it looks to ban volume-based pricing to exchanges. Can you walk us through maybe why providing the tiers is important for liquidity provisioning? And how does it impact competition not just with other exchanges, but off exchange markets and the broker internalization?
Fred Tomczyk:
Thanks very much. Good question there. Yes, the rule proposal that looks to folks on rebate tiers, not rebates alone, the rebate tiers for that agency flow. As a general principle there we don't support government impose the price controls. In particular, in highly competitive markets as you mentioned. We’ve been – the minister told it maybe use to help us drive competition between the trading venues. And so, that utility there is really important for us to be able to have that and couldn't even result in higher costs to the end users. Those costs will likely end up being passed back up the food chain. So for us, we really like to focus on competing on a level playing field. Some of the prior proposals coming in the back end of massive focused on leveling that playing field and this one, this potential folks here looks to going somewhat against that. So all being engaging with it with common mechanism with the SEC and the industry participants to make sure that we have a, you know harm approach and actually think about the listing market structure first, because what's better for any investors is better for the market and we look to enjoy competing within those constraints.
Andrew Bond:
Okay. Thanks.
Operator:
Our next question comes from Michael Cyprys with Morgan Stanley. Your line is open.
Michael Cyprys:
Hi, good morning. And thanks for taking the question. Wanted to ask on the index options suite with the SPX dailies. You now have SPX going out 30 days, but maybe you can just remind us on the SPX. expiries, what do you have the on 30 days? And to what extent might there be any sort of innovation opportunities to fill out more maturities to allow more precise hedging with longer duration? And potentially expand the user base even more? I guess in another way, why not have daily is going out 365 days instead of just 30 days?
David Howson:
Yeah, great question, great. So we all see the last steamer continually thinking about how we can innovate around our volatility [Indiscernible]. There you saw the dispersion index. You saw the credit mix indices come out, as well. But purely on SPX, we've got five weeks of SPX weekly expiries going out now,for customers, we have to be able to utilize those. As we've go on striking expiries, and we always manage that find balance between liquidity provision and be able to manage the number of strikes and number of series that the market has to manage and digest and really conscious about adding value where it comes through. And in terms of longer data I would mention that Cboe is the pioneer, the leads options as longer dated options going out most full year. That's a great utility for some of these, say insurers and other asset managers out there and other buy side funds to really gain some real value there. So we've got a broad range of strikes and expiries now, Really, we'll be customer-led. We want to give our end-customers and investors what they need. And also what the liquidity provided rates to support in a reliable and consistent manner. So, think about ways in which more may come through that.
John Deters :
Mike, I just mentioned that we - so, we had Tuesday, Thursdays, about a year and a half ago, but we added the fifth, the fifth week of dailies, the Tuesdays Thursdays, in the last few months and that was based on customer demand. So as Dave said, his customers demand more and we think we have appropriate liquidity provision. We'll continue to add strikes if the market wants.
Michael Cyprys:
Okay. Thank you.
Operator:
Our final question is a follow-up from Owen Lau with Oppenheimer. Your line is open.
Owen Lau:
Hey. Thank you for taking my follow up. So, - recently launched a crypto futures trading together with their smart trading. Could you please talk about how Cboe Digital will compete in this space and the value proposition? And I guess more importantly, given the low trading volume for the industry, how do you think about the investments in this space longer term? Thanks a lot.
Fred Tomczyk:
Thanks Owen. As we've been talking about, we're really excited about the launch of our margin futures product in early 2024 that great engagement from customers and SCMs as we build out that project. As following that we do have further derivatives products in the pipeline. The thing that’s unique about Cboe Digital once we have that launched is that the spot and the margin futures will be on the same technology platform underneath the same regulatory umbrella. So, over the same APIs, over the same connections, you can trade both the spot and those physically and cash settle or cash settled margin futures all on the same platform there. So, real unique value being added to that. And then when we think about the prognosis for the future, we think about the - hopeful approval of those spot if and spot Bitcoin ETFs, which we will know more about in the New Year. At Cboe, we're supporting eight issuers of those ETS with five data sharing agreements in place. And so when they come to market, not only do we get to list of products and have to trading, but actually the ecosystem that we have there with that US-based regulated exchange and clearing house to support those authorized participants and market makers who will be supporting and needing to manage their exposure in those products. A good ecosystem benefit is coming there. And then when you look at the regulatory direction, although it may have slowed it’s certainly coming in Cboe’s direction where we run a transparent, regulated, customer first, intermediate-driven model.
Owen Lau:
Got it. Thanks a lot.
Operator:
There are no further questions at this time. I will now turn the call back to the management team for any closing remarks.
Fred Tomczyk:
Thank you and thanks everyone for joining us this morning. I wish you all a good weekend and look forward to seeing you all in the future in person as I start to get out from the office. Take care.
Operator:
This concludes today's conference call. Thank you for joining us. You may now disconnect.
Operator:
Hello and welcome to the Cboe Global Markets Second Quarter 2023 Financial Results Conference Call. All participants will be in a listen-only mode. [Operator Instructions] Please note, today's event is being recorded. Now, I would now like to turn the conference over to Ken Hill, Vice President of Investor Relations. Please go ahead, sir.
Kenneth Hill:
Good morning. Thank you for joining us for our second quarter earnings conference call. On the call today, Ed Tilly, our Chairman and CEO, will discuss our performance for the quarter and provide an update on our strategic initiatives. Then Jill Griebenow, our Executive Vice President, Chief Financial Officer, Treasurer and Chief Accounting Officer, will provide an overview of financial results for the quarter as well as discuss our 2023 financial outlook. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be Chris Isaacson, our Chief Operating Officer; Dave Howson, our President; and our Chief Strategy Officer, John Deters. I'd like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we'll make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. During the call this morning, we'll be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I'd like to turn the call over to Ed.
Edward Tilly:
Thank you, Ken. Good morning, and thanks for joining us today. First off, I'd like to welcome Jill Griebenow, our new Chief Financial Officer on the call. During her 12 year tenure at Cboe, Jill has helped held many roles across our global organization and has an incredible understanding of our business, bringing the breadth and depth of expertise needed to serve in this role. Her leadership has helped drive our vision and strategy, enabling us to become the global market powerhouse we are today, and I'm happy to have her at the helm as CFO. I'm pleased to report on strong second quarter earnings for Cboe. During the quarter, we grew net revenue 10% year-over-year to $467 million, and adjusted EPS by 7% to $1.78. These results were driven by strong volumes across our Derivatives franchise, specifically our proprietary index options products and the continued global expansion of our Data and Access Solutions business. Our Derivatives business delivered another outstanding quarter, as total organic net revenue increased 21%, driven by the strength of our index options and volatility products and continued solid volumes in multi-listed options trading. During the quarter, total net revenue in our Data and Access Solutions business increased 9% and organic revenue growth increased over 7%. Total net revenue in our Cash and Spot Markets business decreased 11% during the quarter. Cboe's efforts to achieve its environmental, social and governance goal continued to gain momentum. Last month, we published our fifth annual ESG report. In addition to disclosing our Scope 1 and Scope 2 emissions. This year for the first time, we disclosed our relevance to Scope 3 emissions in our report. We plan to continue to make strides forward each year with our ESG program. In the second quarter, we advanced our top strategic growth priorities, which include Derivatives, Data and Access Solutions and Cboe Digital, recording wins across each of these priorities during the second quarter. I will turn to Derivatives and Data and Access Solutions in a moment. But first, I want to provide an update on Cboe Digital. During the quarter, Cboe Digital recorded solid volumes with ADV of more than $50 million and $4.6 billion total traded on our spot market. We were also pleased to receive regulatory approval to expand our product offering to include margin futures contracts, which we plan to launch later this year, making Cboe Digital the first US regulated crypto native exchange and clearinghouse platform to offer leverage Derivatives products. The initial product rollout will include physically and financially settled Bitcoin and either contracts and will help enable customers to trade futures in a much less capital intensive way. We are working with our customers and the CFTC in preparation for launch and look forward to bringing this unique product to the market. As the digital asset market continues to evolve, we remain highly active in discussions with regulators and policy makers. We continue to see engagement from market participants about the opportunities this asset class affords and will continue to leverage our trusted, transparent, and regulated market structure to advance the industry forward. Our Derivatives ecosystem continue to flourish in the second quarter as traders and investors utilize our flagship VIX and S&P 500 Index Options products across an ever changing market environment. As we have evolved our suite of products in recent years, we have created flexible products that provide opportunities for customers of all dimensions to trade a contract with its right size for them on a timeframe that suits their unique needs. Together, our VIX and SVX products anchor a remarkable toolkit that is available for investors to help find opportunity and hedge their portfolios in changing market environments. During the second quarter, volume in our proprietary index options products increased 38% year-over-year, while multi-listed options increased 2%. In June, we reached new record monthly ADV of 3.9 million total index options contracts traded. SPX options ADV increased 33% to a record 2.8 million contracts during the quarter. We also continued to see strong momentum in our mini SPX options contract, known by its ticker symbol XSP, which increased 142% year-over-year. ADV for SPX options opened on the same day of expiration, otherwise called 0DTE, comprised nearly 44% of overall SPX volumes in the second quarter. As we’ve noted before, we believe there has been a fundamental evolution in how customers are trading this product and we anticipate this volume to continue. Given this strong customer interest, we continue to focus on the development of a short-term tradable product that is designed to allow customers to more effectively trade daily moves in the market. While interest in 0DTE trading has gained a lot of attention, we continue to see strong volumes in our standard monthly SPX options contract that expires on the third Friday of every month, with average open interest up 12% in June 2023 compared to one year ago. While the VIX Index remained at historically low levels during the second quarter, we saw a significant increase in trading activity in VIX options with a 53% increase year-over-year to an ADV of 778,000 contracts, our fourth best quarter on record. Given the flexibility and utility that both VIX and SPX options provide in changing market environments, we see customers utilizing both products interchangeably to manage and hedge their risk. And globally, demand for our products continued with SPX and VIX options ADV during global trading hours increasing 81% and 16%, respectively versus the second quarter of 2022. Through our strong foundation of proprietary index options products, we are able to further expand our diverse offerings with new products designed to help meet the evolving needs of our growing global customer base. Last month we launched options on our corporate bond index futures, bringing a new options on futures functionality to Cboe Futures Exchange which we can leverage for additional products in the future. This quarter we also anticipate that FINRA will receive regulatory approval for new margin requirements recently adopted by Cboe related to cash settled index options written against ETFs that track the same index underlying the option. Specifically, customers who are writing options against indices that are offset by an underlying ETF, for example XSP versus long SPY stock, will receive margin relief enabling greater capital efficiencies in their trading. And in partnership with S&P Dow Jones Indices, we plan to launch a new Cboe S&P 500 Dispersion Index next month. Dispersion is recognized as one of the fundamental metrics of market risk. A strategy that is predominately traded in the over-the-counter market, this new index aims to standardize the measurement of S&P 500 dispersion. Additionally, we are preparing for the launch of single stock options on our Cboe Europe Derivatives Exchange in the fourth quarter of this year, with active engagement from market participants and other members of the ecosystem who share our vision of growing the market and delivering a simpler and more efficient pan-European trading and post-trade experience. We look forward to providing an update on these initiatives during our next earnings call. Turning to our Data and Access Solutions business. We continue to see solid growth, with total net revenue increasing 9%, up 7% on an organic basis during the quarter. The second quarter results build on the strong demand we see globally from customers for our high quality data and access to our markets. As we look to the second half of the year, we anticipate new opportunities across our Data and Access Solutions ecosystem will help drive further growth, including demand for Australian equity market data now that Cboe Australia has migrated its exchange technology to Cboe’s uniform trading platform. As we continue to leverage our global footprint and expanded customer base, we also see opportunity to expand our reach of our proprietary data products, such as our Cboe One data feeds and Cboe Global Indices offering. We continue to focus on our sales and marketing efforts in new regions to introduce market participants to the unique value proposition of our unrivaled data offering. During the second quarter, we announced the launch of Cboe Global Listings, a first-of-its-kind global listings network which aims to facilitate worldwide access to capital and secondary liquidity for companies and ETFs. Our new listings offering draws on our deep markets expertise, regional experience in all the jurisdictions where we operate, and the combined strength of our global equities exchange network to provide locally optimized and centrally coordinated listing services and support for issuers. The expansion of our listings business rounds out our global equities offering, helping to enable market participants around the globe to utilize Cboe markets for more uniform access to equities trading, market data and listings. Performance in our Cash and Spot Markets reflected the overall muted volumes we saw across all global equity markets in the second quarter. In Europe, the Cboe Europe Equities business increased second quarter market share by one percentage point year-over-year to 23.8%. Additionally, Cboe BIDS Europe experienced another strong quarter with 35.8% market share and remained the largest European block trading venue. Cboe Clear Europe market share grew to 33.8% in the second quarter, up from 31.3% in the prior year quarter. During the quarter, Cboe Clear Europe also announced plans to introduce securities financing transactions, or SFTs, in 2024 subject to regulatory approvals. Cboe aims to bring this new service to the market to help ease capital requirements for market participants through a centrally cleared service for stock lending. SFT is yet another example of Cboe taking market feedback, leveraging our expansive ecosystem, and building tangible solutions for our customers. Turning to Asia-Pacific. Cboe Australia market share grew to 18.2% in the second quarter, up from 17% in the previous year. In Japan, equities market share was 4.1% during the second quarter, up from 3.5% in the second quarter of 2022, and we remain on track for the Cboe Japan technology migration and expected launch of Cboe BIDS Japan in the fourth quarter of this year, subject to regulatory approval. With the launch of Cboe BIDS Japan, the BIDS network will now extend to seven of the top 10 global equity markets, creating a one-of-a-kind global equity block trading network. In our global FX business, net revenues were up 7% year-over-year in the second quarter as the business expanded spot market share to a record 19.5%, up from 17% a year ago. Our NDF offering, which trades on Cboe SEF, our swap execution facility, continued to see strong results with volumes increasing 23% during the second quarter with ADV of $937 million. To meet this increased customer demand, we launched a new London matching engine for Cboe SEF during the second quarter. With Asia currency pairs accounting for a significant portion of Cboe SEF volumes, this new matching engine is expected to enhance our service to customers based in Asia and Europe, further diversify order flow on the platform and create greater matching opportunities for our clients. In summary, Cboe delivered another solid quarter, building on our record first quarter results. With our strong foundation of Derivatives, Cash and Spot Markets, coupled with our Data and Access Solutions, we have the ability to continue to harness the power of these markets to create new products and services that deliver innovative products to our customers. We will continue to plant the seeds of opportunity that will help allow us to harvest investments across all seasons to drive consistent growth and value for our shareholders. With that, I will turn it over to Jill.
Jill Griebenow:
Ed, thank you for that kind introduction. I couldn’t be more excited to build on the strong momentum at Cboe today. As Ed highlighted, Cboe posted a strong second quarter, with adjusted diluted earnings per share up 7% on a year-over-year basis to $1.78. The performance was led by continued strength from our Derivatives franchise, as well as a steady contribution from our Data and Access Solutions business. As we have done in prior quarters, we looked to maximize long-term shareholder value through monetizing today’s opportunities while investing in future growth initiatives. I want to highlight some high level takeaways from the strong second quarter performance before providing a more detailed assessment of our segments. Our second quarter net revenue increased 10% to finish at $467 million, driven by the strength in our Derivatives Markets category and the solid results from our Data and Access Solutions business. Specifically, Derivatives Markets produced 21% year-over-year organic net revenue growth in the second quarter as the market continued to find increasing utility in our toolkit of proprietary products. Data and Access Solutions net revenues increased 9.4%, up 7.4% on an organic basis during the quarter. We are pleased with the sequential organic revenue improvement in the second quarter and remain excited by the catalysts we see in the second half of the year. Cash and Spot Markets net revenues decreased 11% during the quarter or 12% on an organic basis, as the trading environment remained muted across the globe. Adjusted operating expenses increased 22% to $192 million and adjusted EBITDA of $293 million grew a solid 7% versus the second quarter of 2022. Turning to the key drivers by segment. Our press release and the appendix of our slide deck include information detailing the key metrics for each of our business segments, so I’ll provide some summary thoughts. The performance of our Options segment was again very robust, delivering the highest growth of any segment for the quarter, with net revenue increasing 20%. The results were driven by strong volumes in our index business and favorable revenue per contract, or RPC, trends given the mix shift to index options. Total options ADV was up 10% as our higher priced index options ADV increased 38% over 2Q22 levels. RPC moved 16% higher given a continued positive contribution of higher capture index products. And market data and access capacity fees were up 11% and 5%, respectively as compared to 2Q 2022. North American equities net revenue was down 2% on a year-over-year basis. Results benefited from NEO, which was acquired in June of 2022, contributing $3.6 million in inorganic net revenue during the quarter. In addition, access and capacity fees increased 6% as compared to 2Q 2022 and market data increased 1% as proprietary market data growth outpaced a decline in SIP revenues. Net transaction fees were down 13% given softer industry volumes and market share in our US businesses. And while our US on-exchange market share has trended lower on an absolute basis, our share has remained relatively constant when adjusting for the increase in off-exchange market volume and auction activity seen during the second quarter. The Europe and APAC segment reported a 5% year-over-year decline in net revenue, impacted largely by softer industry volumes in Europe. The lower activity levels were partially offset by a nearly one percentage point increase in market share on a year-over-year basis. And Cboe Clear Europe also grew market share during the quarter from 31% to 34%. Second quarter net revenue was down 1% in the Futures segment as a 3% decrease in net transaction fees was partially offset by an increase in access and capacity fees. Lower volumes were the primary driver of the decline in net transaction fees, falling 11% during the quarter. The decline in activity was partially offset by a 9% increase in RPC, helped by pricing tweaks we made in the VIX complex in April of this year. On the non-transaction side, access and capacity fees continued to perform well, up 6% versus the second quarter of last year. And finally, net revenue in the FX segment was up a solid 7% as compared to last year, marking the ninth straight quarter of year-over-year net revenue gains. Net transaction fees revenue was up 6% as average daily notional value increased by 7% and market share hit another record at 19.5% for the quarter. Turning now to Cboe’s Data and Access Solutions business. Net revenues were up a solid 9.4% in the second quarter, up 7.4% on an organic basis. Net revenue growth continued to be driven by additional subscriptions and units, accounting for 77% of organic access fee growth and 63% of organic market data growth in the second quarter. We are pleased with the sequential acceleration in organic net revenue growth and remain confident in our ability to hit our full year guidance range of 7% to 10%. Over the second half of the year we expect solid contributions from proprietary data sales, benefiting from the sustained growth across our derivatives complex. We also anticipate solid trends from Cboe Global Indices with good momentum around index licensing. In Australia, we saw a solid uptick in data sales and access since the migration, in line with what we have witnessed following past technology migrations. We expect that momentum to continue, adding to the enhanced distribution capabilities that Cboe Global Cloud presents, providing incremental sales potential for our suite of data products. We also expect to make modest pricing increases in areas where our pricing has been consistent for many years, but the utility being offered has increased dramatically. Following the selective enhancements, our products are expected to remain competitively priced relative to peers, and we remain focused on the value proposition for our customers. Turning to expenses. Total adjusted operating expenses were approximately $192 million for the quarter, up 22% compared to last year. Excluding the impact of acquisitions owned less than a year, adjusted operating expenses were up 19% or $30 million for the quarter, largely reflecting higher headcount as compared to the second quarter of last year, an increased travel and promotional spend given our 50th anniversary celebration and increased corporate brand marketing costs, and the second quarter also included a one-time $5 million true-up in June to reclassify certain capitalized charges to operating expenses in the technology support services line. Note that we do not expect any further adjustments for previously capitalized charges to impact our expense or capitalized charges moving forward. Moving to our expense guidance. We are lowering our full year 2023 expense guidance range to $766 million to $774 million from $769 million to $779 million. The three basic components of the year-over-year increase are outlined on slide 18 of our earnings presentation; expenses from 2022 acquisitions, growth investments, and core expense growth. Looking at the details of our three expense categories. We expect the two 2022 acquisitions to add approximately $30 million to $31 million in incremental expenses for 2023, below our previously expected range of $33 million to $35 million, as hiring slowed in our digital business in part due to ongoing regulatory uncertainty. While we are still incredibly committed to the digital business, we continue to watch the regulatory landscape closely and adjust our spending to match the revenue environment. Moving onto growth generating investments. We anticipate that the investments we are making in the business to help drive incremental revenue to our bottom line will be in the range of $25 million to $27 million. Our new range is roughly $3 million lower than our prior range, but we remain committed to investing in high return areas like DnA expansion, a more aggressive marketing campaign and targeted product and services R&D efforts across our ecosystem. The last component is our core expense growth, totaling approximately $59 million to $64 million. As a reminder, this includes our expectations for CAT project costs in 2023, investments in infrastructure and inflationary factors on our business. Our updated estimates factor in an incremental $5 million for CAT expenses as well as the one-time reclassification of certain capitalized charges to operating expenses of $5 million. These higher charges were partially offset by lower expected depreciation and amortization expenses. Moving forward, we will continue to put capital to work in value-enhancing ways across our ecosystem, while striving to strike the right balance between the revenue opportunity available and the expense outlay required to enhance value for shareholders. Looking at our full year guidance more broadly on the next slide, we are making some positive revisions to reflect our solid year-to-date performance and our constructive forward outlook across our businesses. At a high level, we are reaffirming our organic total net revenue growth range of 7% to 9% for 2023, but we now expect to finish at the higher end of the range for the year. This remains above our medium term guidance of 5% to 7% introduced at our Investor Day a year and a half ago, a function of the meaningful engagement we have seen across the toolkit of products at Cboe. As mentioned earlier, we are reaffirming our DnA organic net revenue growth rate of 7% to 10% percent for 2023, in line with our medium term expectations. Given the company’s positive marks on its investment in the 7Ridge Fund, which owns Trading Technologies, we now expect the other income benefit from minority investments to be in the range of $34 million to $40 million, up from our prior guidance calling for $27 million to $33 million. We are lowering our full year guidance on depreciation and amortization to $40 million to $44 million from $48 to $52 million, and we expect the effective tax rate on adjusted earnings under the current tax laws to come in at 28.5% to 30.5% in 2023, unchanged from our previous guidance. Outside of our annual guidance, net interest expense for the second quarter of 2023 was $13.9 million. For 3Q, we expect net interest expense to be in the range of $12 million to $13 million. On the capital front, our focus has been, and remains, maximizing long-term shareholder value through the effective use of our capital. In the second quarter, we returned a total of $61 million to shareholders in the form of a $0.50 per share quarterly dividend and $8 million in the form of share repurchases. Our leverage ratio declined slightly to 1.4 times from 1.5 times in the prior quarter as we paid down $140 million on our term loan facility that matures in December of this year. We remain comfortable with our debt profile, having locked in low, medium to longer term fixed rates, averaging below 3% on nearly 90% of our total debt. In summary, the second quarter of 2023 was another solid quarter at Cboe. I could not be more excited about the outlook for the company, and I look forward to delivering solid returns for shareholders in the quarters ahead. Now, I’d like to turn it back over to Ed for some closing comments before we open it up to Q&A.
Edward Tilly:
Thanks, Jill. As you can see, it has been a busy first half of the year, and I want to thank the entire Cboe team for their hard work in consistently delivering outstanding results. We head into the final half of the year on stronger footing than ever, and we look forward to continuing to execute on our growth opportunities ahead. I'll now pass it back to Ken for instructions on the Q&A portion of the call.
Kenneth Hill:
At this point, we'd be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue, and if time permits, we'll take a second question.
Operator:
Thank you. And as mentioned, at this time, we will begin the question-and-answer session. [Operator Instructions] And this morning's first question comes from Ben Budish with Barclays.
Benjamin Budish:
Hi. Good morning, and thanks for taking the question. Ed, I wanted to -- I was hoping you could unpack a comment you made earlier about your expectation that you mentioned the evolution in how customers trade as you were talking about the growth in SPX volumes. I was wondering if you could unpack that a bit in terms of where do you think the next sort of legs of growth come from. Is it more adoption of shorter-dated contracts? Is it more customer types? Is it more kind of global adoption of SPX? Where do you see that coming from in the next 12 to 18 months?
Edward Tilly:
Thanks Ben. Yeah. It's been pretty remarkable. And we can look at this from the institutional perspective or the customer perspective. We do see the continuation of retail who have -- primarily been introduced to this market in a time of pandemic, that was incredible growth. But now with the transition through education and the benefits of a sustained investment that allows for not being perfect. That means, adding Derivatives exposure to a portfolio either to hedge or to initiate a position with limited risk. So, we think and expect that continuation to move forward, and that's in both the multi-list area and our proprietary products. What we're most excited about, and I'll turn it over to Dave, is the change in margin treatment in our XSP contract, which we think is very retail friendly with a lot of benefits of the SPX, but with a much smaller wallet size built for retail. And then the institutional side, we continue to see growth in third Friday exposures. And for the SPX, that is the typical trade for institutions in the SPX. But interest being drawn into those very, very short-dated contracts like we see coming from retail platforms. So that change and exposure is underway, and we think that's going to continue in the quarters to come. We're going to keep you up to date on that because it's so exciting. But it really is a completely new exposure, and it's additive to what we've seen the growth over the years, and in particular, as I say, since the pandemic. But Dave, I think the real retail shift and what we're optimistic about is the adoption of and the change in margin treatment in XSP and what that allows for individual retail investors, including shorter-dated options.
David Howson:
Absolutely. And it's been really encouraging to hear from our customers on calls like these about the increased projections for engagement in the options market in general. And here at Cboe, we've got a whole toolkit of products that we see as complementary to each other that might either be used together or in isolation to manage risk and hedge exposure throughout any market environment. And as part of that toolkit, we see the XSP product, and a little reminder on what it is for those of you out there. The XSP product is a one-tenth-size SPX contract. It's very much the cash settled index options contract for the SPY user. You can deploy all of the strategies that you employ in SPX, also in XSP. And XSP has three defining categories, and that's the fourth kicker that Ed just mentioned. The first of those is that the XSP contract is a cash settled broad-based index contract. So, you don't have a chance of being physically delivered or needing to physically deliver the underlying. At the end of day, at the expiry, you move cash. The second point is that it's European exercise. There's no opportunity to be exercised or assigned early before expiring. And the third point there is the potential for beneficial tax treatment, that potential for 60/40 long-term, short-term capital gains treatment. And then we come to the evolution that we're looking at as we eagerly await the final regulatory approvals required to really access -- XSP to access that ability for cash settled index options written XSP, written against ETFs, read SPY, that track the same underlying option. And so, there you can see the opportunity for margin offsets for hedging. For example, when you override a long SPY position with a short XSP position, you can get that margin treatment there. So, what we expect from that is a good deal of increased activity there and certainly encouraging for us to hear that retail brokerage platforms are looking to onboard cash settled index options in the future.
Edward Tilly:
So, Ben, a long answer to what we see coming at us. But I think the excitement that you hear from us is really the attention that the zero days to expiry have in the marketplace. And it really is the cash settlement around the buzz and the ease of trading in and out with cash settled options. And I'll remind you that not all retail platforms allow for cash settled contracts at this point. So, we're really keen to see those that still have not offered that to their customers, think Robinhood, offering that sometime next year. So, exciting that we think the breadth is increasing and certainly, we'll be there with education and all the tools to help those early movers.
Benjamin Budish:
Got it. We'll appreciate the very thorough answer. Thanks.
Operator:
Thank you. And the next question comes from Alex Kramm with UBS.
Alex Kramm:
Yes. Hey, good morning, everyone. I want to ask another question on the zero DTE favorite topic of everyone. I think there's an expectation from some investors that that's called phenomenon. It's going to expand into other areas and obviously other exchanges are talking about it. And I'm particularly curious as that happens also into like single stock options, et cetera. Like two things. One, what's your roadmap from your perspective? And what is the expectation? And then secondarily, is there a risk that as that zero DTE phenomenon, again, sorry, it goes into other areas that it potentially takes away from what you've seen and benefited from on the index side? I guess, what I'm trying to say is there's only limited attention, limited capital that people can put to use. And if some of those trading strategies gravitate elsewhere, maybe you actually end up losing out. Sorry for the lengthy question. Hopefully, it makes sense.
Edward Tilly:
No. Alex, it's a really good question. And we really stress the cash settlement for a reason. And from a retail platform perspective, think of the tail risk, the risk after expiring on physical settlement versus cash, that's the obstacle that other exchanges are trying to solve for. And really the roadblock to instantly offering zero day exposure in single name. At the end of the day, the assignment risk, that means they take physical delivery at the end of the day. I'm having a naked long position overnight and I'm subject to some gap risk the next day. Now, the alternative would be I can offer a zero day single name exposure, but require that to be closed out at the end of the day. What cash settlement allows for is you can take the position into close. And as Dave said, you settle in cash. There is no risk or exposure the next morning. That's a really, really big difference. And until the street figures out how to enter day margin and/or offset the risk going into expiring on physical, I just don't know how quickly those can come to market. Do I think it takes away from the end of the day? I don't. There are individual retail investors who look for exposure in single name stocks. We think that's a good thing. At the end of the day, the macro hedging or the broad market, the U.S. market exposure is best represented with the products at Cboe. So, no, if the entire environment is growing, we think that's good. We have a tool and exposure for all portfolios at any time of the day. And any growth in the industry is good growth in the industry.
Alex Kramm:
Very good. Thanks, guys.
Operator:
Thank you. And the next question comes from Ken Worthington with J.P. Morgan.
Kenneth Worthington:
Hi. Good morning. Thanks for taking my question. Maybe changing gears, can you talk about the outlook for a spot Bitcoin ETF in the U.S.? It seems like a crypto ETF would touch a number of businesses at Cboe. So, what might broad-based approval for a spot ETF mean for the company?
David Howson:
Hi, Ken. Dave Howson here. Absolutely, obviously, a subject matter for the news headlines there recently. And as you may know, we've put forward applications for a spot Bitcoin ETF on behalf of five issuers so far. We have a number of surveillance and SSAs and surveillance sharing agreements in place with a number of trading platforms. And should these get approved, we think this is a good progress for the broader industry and investors alike who want to gain exposure to this asset class in familiar and regulated wrappers. So, this would be clearly a good thing for the industry. And overall, for the underlying digital crypto market in general, the market makers involved in those ETFs and in the create redeem process are going to need somewhere to hedge that potential exposure. They'll look to a spot and futures market in order to do that. And in this quarter, we were very pleased to receive our approval for margin futures from the CFTC. And we're working together with our customers at SCM to build out and looking to launch that for the end of the year. So, probably there, Ken, we think it's good for investors, good for the industry, and also good for regulated platforms such as Cboe Digital that have the regulated exchange, clearinghouse, and ability to spot and margin cash and physically settled futures all on one platform, which is unique within the United States.
Kenneth Worthington:
Great. Thank you very much.
Operator:
Thank you. And the next question comes from Patrick Moley with Piper Sandler.
Patrick Moley:
Yeah. Good morning. Thanks for taking my question. So, congrats on a strong quarter, and Jill, congrats on the new role. It hasn't even been a month, and you're already bringing expense guidance down, so we like to see that. But I was hoping maybe, Jill, could just talk a little bit about how she's approaching the role and maybe the ways that she might differ from her predecessor, and I guess specifically as that relates to expense management. Thanks.
Jill Griebenow:
You bet. Thank you for the question. And -- I mean, I'll say just as I step into the new role looking back at the things that we're doing very well is we've done a really good job, investing behind opportunities where we see high returns. Definitely want to continue to do that. Also do, though, want to be diligent as we manage the core expense growth going forward. I think the last two years have obviously seen a noticeable uptick as we did work to lay that foundation, integrate acquisitions, really build a nice scale. But going forward, really want to focus on the productivity of the expanded global team that we have set forward.
Patrick Moley:
All right. Great. Thanks. I'll hop back in the queue.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great. Thanks. Good morning, and thanks -- and welcome, Jill, as well. Actually, just following on to that question, the prior one, as we think about the M&A strategy, obviously, you've built a substantially large global exchange through a series of acquisitions. But as we move into next year, should we be thinking about the focus on product introduction as opposed to more deals? And if we can think about how -- or if you can describe how the incremental margins may be favorable in product launches versus acquisitions. And what I'm trying to get at is, at what point do you think we can swing back to positive operating leverages as early as next year?
Edward Tilly:
That's really great. Let me take the first part of the question, and then I'll turn it over to Jill and to Dave. We've always gone and looked at the approach of growth in two ways, and nothing more positive, nothing more rewarding than answering the questions from customers on how we can standardize some exposure, some risk that they have in their portfolio, whether locally in the U.S. or globally. So, we start here in our labs with solutions for customers at all times. We announced today a dispersion contract as an example of continuing to look to the marketplace and offering solutions for investors with different exposures. So, we'll always do that. They are incredibly high margin. You look at the Tuesday, Thursday, rounding out a daily offering. There's not a whole lot of investment in that. It's really listening to customers and delivering to the market what customers are asking for. So that is always going to be an approach, and our labs are here to bring solutions to customers. As for M&A, we do always keep an eye out for the jurisdictions that are open for competition in major marketplaces, and you've seen us do that. We'll always have our eye out on what can be next and making sure that we're in scale, but there is nothing that we think we need to do at any given time, especially right now. But our eyes are wide open. And I think, Jill, just the flexibility and the way you see our capital use and the balance sheet at this point, what that allows us to do, and then the philosophy going forward.
Jill Griebenow:
You bet. So, just from a capital allocation perspective, our strategy will remain consistent. The various levers or belts that we have to inform that, obviously, is investment in our business. That can either be organic, inorganic. We also have over time really grown the steady dividend rate. We'd expect that as well going forward. And then finally, share repurchases are a tool that we've utilized as well. And going back to the inorganic growth, we have, for certain acquisitions, basically financed those. As you saw during the second quarter, really did start to delever on the term loan that matures in December of this year. So, do have the leverage rate down to a very comfortable 1.4 times there. And again, just really wouldn't see any noticeable changes to the capital allocation approach. It's really a balance of those factors over time depending upon what the environment is.
Brian Bedell:
That's great, color. Thank you.
Operator:
Thank you. And the next question comes from Michael Cyprys, Morgan Stanley.
Michael Cyprys:
Great. Thanks. Good morning. Wanted to circle back to some of the commentary on pricing increases, something you could talk about. Which parts of the business are you contemplating making pricing adjustments? What's been done so far? I think you mentioned VIX back in April. How does this sort of compare to what you guys have done in the past? Thank you.
David Howson:
Thanks Michael. It's Dave Howson here. We -- during the quarter, actually more philosophically, we look at both our transaction businesses and our Data and Access Solutions businesses a little bit differently. On the transaction side, we continuously review our pricing to make sure we maintain a competitive stance and to ensure that we're reflecting the value of our offerings and also looking for where perhaps over time maybe the usage patterns of our products and some of the price schedules there has changed over time and requires changing. Also, we use it to try and encourage a greater diversity of flows. You saw that certainly through the second quarter. More broadly on the transaction businesses, if you look at multi-list options or U.S. equities, we constantly look to optimize for market share, market quality, revenue capture, and overall maximizing revenues across the franchise there. And then when we come to Data and Access Solutions, we had a 67 -- 77% came from new users and -- one second -- about 75% from new units, subscribers there. And on the pricing point, we generally look to see periodically where perhaps we've had our prices remain consistent for a while and look to review those to make sure that they remain competitive, but also remain in line with the general movement through time there. And so going forward as we look at the DnA group, we think there will be about a third of the growth there coming from pricing changes.
Michael Cyprys:
Great. Thank you.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi. Good morning. So, I think later this quarter, there will likely be some new competition in the multi-list options space. That's been an area where I'd say the competitive trends have been a bit more stable since the backfield. Your fee capture has been very stable over the last five years as well. So, just given it's not an area where we've really been focused much on recently from an investor standpoint, just wondering if you could give us an update on the strategy there, if there's a certain amount of market share that you want to defend there to support data or other fees. And also, if you could just remind us how much of the volume is on price time priority where there could be more direct competition.
Edward Tilly:
Thanks Kyle. Yes. So, as you rightly pointed out, there's new venues coming to the multi-list options space in the coming months. And really what we look at there is, again, the balance between market share and market quality and revenue capture there, the RPC. And we see ourselves coming into this period with around about 27% market share, so a solid position there. The new entrants so far are looking at, as you mentioned, that price time maker/taker portion of the market, which today represents around about 20% of the overall market. And certainly, if the past is anything to go by, the pricing schedules there will be highly aggressive and really going for that lower margin type of business within that frame.
Operator:
Thank you. And the next question comes from Andrew Bond with Rosenblatt Securities.
Andrew Bond:
Hey, thanks. Good morning. Can you stand upon the opportunity for corporate listings, and specifically if CBOE plans to build out a team to compete with NYSE, NASDAQ in the U.S. for corporate listings, or will the focus be on international markets and the potential for dual listing in the U.S.? Thanks.
David Howson:
Absolutely. Thanks for the question, Andrew. Yeah. We're not going to be going for the big blue-chip listings that NASDAQ and NYSE have there. They're cool, but that's absolutely what we're not doing. What are we doing? We're using the existing infrastructure that we've built up over inorganic and organic initiatives over the years. We're using that footprint across five exchanges with the regulatory environment, the people, the processes, and the capabilities around the world there. And we're using and we're leveraging off the back of our existing ETP listings business. That is an ETP listings business which puts us at number two today in the United States. So, what are we doing in the corporate end of the spectrum as we marginally -- through marginal incremental investment there, we're able to leverage our platform, and that's across the trading, the market data, the indexing, our derivatives expertise to really engage with customers and issuers from a niche underserved portion of the market in that $50 million to $500 million market cap range. And these companies we're terming are the purpose-driven innovation companies. These are companies driven by technology, driven by research, and driven by the key drivers of the new world and the new economy that we see before us. And that includes companies like Cleantech, FinTech, Critical Minerals. And in particular if you take the example of Critical Minerals, we've got issuers in Australia who are interested in those investors who have appetite and interest in Critical Minerals companies in Canada. So that's a great opportunity for us to be able to give access to that global capital to those companies interested in global investors in partnership with our global liquidity providers and legal capabilities and common technology platform. So, really enabling us to, once again, use that global securities network we've built out to build with an unrivaled growth trajectory.
John Deters:
And Andrew, this is John. Just one point to follow on that last item that Dave mentioned strategically. This is really what we mean when we talk about building one of the world's largest derivatives and securities networks to drive growth and value creation. Now that we've touched seven of 10 largest markets, almost 80% of the world's GDP, the opportunity to create services and offerings that bind all that together, that add value for our global customers, and that drive revenue growth is substantial, and this is a great example of that.
Andrew Bond:
Thanks guys.
Operator:
Thank you. And the next question is a follow-up from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great. Thanks for taking my follow-up. Actually, on that last theme on the global footprint that you've developed, would you say you're in early innings in terms of being able to create a global product that can be used across -- for global customers? And I don't know if that's quantifiable yet. Maybe it's too early. And then just a couple clean-up questions. Are you going to be done with the CAT builds this year, or is that going to move into next year? And then also on that one-third pricing increase, or the DnA growth that you said is attributable to pricing. Is that -- was there any pricing in DnA that is helping this year's growth rate? Sorry for the multi-parts.
Edward Tilly:
So, let's take these in reverse. So, Chris, maybe some comments on what we see and the process that you're aware of on the entire CAT exposure and build. And then, Jill, maybe you can come in on the cost and how we see that. It's not totally transparent. We'll say that up front. And then we'll get into the other two questions, Brian, if that's okay.
Brian Bedell:
Yeah. Great. Thank you.
Chris Isaacson:
Hey, good morning, Brian. Yeah. So on the CAT build, our visibility, as we mentioned, is quite limited. We have some visibility, but it's limited, so we can't really say exactly when it's going to end. And Jill can look -- Jill can advise here on what she knows and what we know. But unfortunately, our visibility is going to be there.
Jill Griebenow:
Yeah. Just from a cost perspective, what we've included in our forward-looking estimates indicate our best expectation at this time. They do fluctuate, and we'll look to continue to refine those in the future as we get more information.
Edward Tilly:
I think, David, if you could walk down the difference between a global product perhaps, and then the network effect and the data that comes off of these exchanges and how we've already tried to offer access to data and the differences in our data, and then, of course, the BITS network, which has its latest rollout expected in November. And we can talk a little bit about that. And then let me say up front, David, while you're getting your thoughts together, that what we recognize in the beauty of operating in different jurisdictions are liquidity providers are our biggest sources of global liquidity are in each and every one of the jurisdictions that we operate. So giving them through the technology migrations that Chris and the team have been rolling out, and again, we look to complete that in November in Japan, is a constant, repeatable expectation on how to view and to face Cboe and then global customers. So, in various stages of a global offering, and we can walk through a little bit, as I say, the data and access, but really from a liquidity provider, we want to be where they are, where their exposures are, and with global products, that's a little bit different. But go ahead, David.
David Howson:
Yeah. Absolutely. And it is early stages for us as well, as Ed mentioned there, with the ending replatforming of the Japanese exchange in November there. What we get from that, starting from not necessarily a tradable product, but as Ed said, a uniformity in interaction point of view, is that uniformity of the trading system, that familiarity with how the systems work, and the ability to be able to ingest data in a common format for our customers around the world. So, what does that mean? That means a low incremental effort for our customers to deliver new capabilities to their own customers. I'll give you a couple of examples, thinking about periodic auctions moving from Europe in equities to the USA in equities. Now the whole toolkit of the equities functionality we've got is now going to be available in Australia. It will be available in Japan in November. And with that comes the data and analytics capability that we can bring, and then bring that incremental value to our customers. And as Ed mentioned, part of that network build out is the BIDS network. Great traction, early traction from BIDS Australia, with the addition of the buy-side interaction coming in September of this year, and BIDS will also be part of that November migration in Japan. So then the 26 markets around the world are from that network, pushing out data. That raw data can be delivered in multiple forms to customers, either as a service or of the cloud. We saw 75% of our incremental revenue in cloud coming internationally from outside the United States, so great utility being seen there. And then from that data we can create proprietary data sets. We launched a short volume -- equity volume report this quarter, which gained really rapid early traction on the back of that open and closed data that we saw for the SPX there. So, as we see that network build out, we can really see the capability to bring functionality across the globe on the basis of that uniform platform. And then when you think about us moving up the value ladder, we can then think about tradable products, which are of interest globally. But already, actually, we've got our tradable products from our toolkit available on a 24 5 basis to customers around the world to trade during their trading hours.
Brian Bedell:
Super helpful. Thank you so much.
Chris Isaacson:
And Brian, I think we have one more DnA question to answer regarding pricing, but -- this is Chris. On the global front, we've seen and we've mentioned this, we've already seen immediate access and data growth post-Australia migration. We expect something similar in Japan when that comes in November. And then Dave mentioned BIDS where we have, in September, adding the buy-side interactions as well. So, there's immediate improvements we get from platform migrations, but then there's also durable improvements and functionality that we get over the coming quarters as customers adjust and really plug in and dive into the new platform that's uniform with what they're expecting around the world. So, the network effect is quite durable. Dave, maybe back to you on the DnA question.
David Howson:
Yeah. Thanks Chris. We mentioned it in an earlier answer there that we made some changes in the early part of this quarter. We expect about one-third of incremental growth across DnA to come from pricing increases.
Brian Bedell:
And that's relatively new, correct? In other words, it wasn't really in the legacy numbers in terms of the price increases.
David Howson:
There were always a portion of pricing increase there. It's a slight increase potentially there to the proportions, but it's not really a change in philosophy or approach.
Brian Bedell:
Okay. Great. Great. Thanks so much for the detailed answers to the questions.
Operator:
Thank you. And the next question is also a follow-up from Michael Cyprys with Morgan Stanley.
Michael Cyprys:
Great. Thanks for taking the follow-up. I wanted to come back to the Cboe Indices comment you mentioned about seeing good momentum there. I was hoping you could maybe elaborate a bit more on the momentum that you're seeing across Cboe Indices. Which of the indices are you most excited about? And can you talk about some of the initiatives to accelerate growth there?
Edward Tilly:
Absolutely. A couple of channels I would speak about there. One is the Cboe Global Indices Feed themselves and then also the Cboe Global Indices Business. At the Feed, we began the exclusive distribution of Morningstar indices in this quarter and have seen some good enterprise sales there and see some good forward-looking pipeline there as well. And also, we've built out common APIs to allow us to onboard new data sets from new customers very, very quickly there. So, for low incremental lift, we can add to that distribution as a service for data providers and index providers alike. In terms of the indices where we see great traction is really in the derivative overlay benchmarks. And this is an area where we see beautiful flywheel effects. The derivative overlay indices forming those defined outcome products, which you see are really coming strongly to market in the United States and now globally. So, that's where the flywheel comes in, the ability for us to calculate these indices and then list the products that are benchmarked against those indices and then enjoy trading revenues and market data revenues off the back of that. So, I would really point to that defined outcome space, in particular for the derivative overlay benchmarks. And indeed, this quarter, we also began to calculate our own indices for our European index platform.
Michael Cyprys:
Great. Thank you.
Operator:
Thank you. And that concludes the question-and-answer session. I would like to return the floor to management for any closing comments.
End of Q&A:
Kenneth Hill:
Great. That completes our call for today. Thank you so much for your time and interest in the company, and have a great weekend everyone.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect your lines.
Operator:
Good morning, and welcome to the Cboe Global Markets First Quarter 2023 Earnings Conference Call. All participants will be in the listen-only mode. [Operator Instructions] Please note, this event is being recorded. I would now like to turn the conference over to Ken Hill, Vice President of Investor Relations at Cboe Global Markets. Please go ahead.
Ken Hill:
Good morning. Thank you for joining us for our first quarter earnings conference call. On the call today, Ed Tilly, our Chairman and CEO, will discuss our performance for the quarter and provide an update on our strategic initiatives. Then Brian Schell, our Executive Vice President, CFO and Treasurer, will provide an overview of financial results for the quarter as well as discuss our 2023 financial outlook. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be Chris Isaacson, our Chief Operating Officer; Dave Howson, our President; and our Chief Strategy Officer, John Deters. I'd like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we'll make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. During the call this morning, we'll be referring to non-GAAP measures as defined and outlined in the earnings materials. Now I'd like to turn the call over to Ed.
Ed Tilly:
Thank you, Ken. Good morning, and thanks for joining us today. Before I begin, I want to take a moment to recognize Cboe's 50th anniversary, which took place last week. It was a monumental milestone for the company, and I was excited to celebrate with our associates around the globe. Throughout our 50-year history, Cboe has been driven by a unique vision and an unwavering commitment to continually innovate to meet the evolving needs of the global financial industry. From pioneering options and volatility trading to introducing new technologies and market models, Cboe has transformed the way market participants transfer risk and build capital. Our series of strategic acquisitions in recent years have greatly expanded the breadth and depth of the Cboe network, making us the dynamic company that we are today. Each and every quarter, we have built upon our strong foundation, and this quarter is no different. I'm pleased to report on record first quarter earnings for Cboe, reflecting the continued endurance of our business. During the quarter, we grew net revenue by 13% year-over-year to a record $471 million and adjusted EPS by 10% to a record $1.90. These record-breaking first quarter results were driven by strong volumes across our Derivatives franchise, specifically our proprietary index option products and the continued global expansion of our Data and Access Solutions business. Our Derivatives business delivered another outstanding quarter as total net revenue increased 29% driven by the strength of our index options and volatility products and solid volumes in multi-list options trading. During the quarter, total net revenue in our Data and Access Solutions business increased 9%, while total net revenue in our Cash and Spot Markets business decreased 12%. We continue to make progress delivering on our top strategic growth priorities
Brian Schell:
Thank you, Ed. As Ed highlighted, Cboe posted another record quarter to start 2023. Adjusted diluted earnings per share for the first quarter was up 10% on a year-over-year basis to a record $1.90. The record revenue performance was again driven by the continued organic growth of our Derivatives franchise as well as a steady contribution from our Data and Access Solutions business. 1Q was not only a period of robust financial performance, but it also marked a period of meaningful advancement for many of our strategic initiatives. We believe that striking the right balance between monetizing today's opportunities and investing in the future of our company is crucial for the long-term growth of Cboe. I want to quickly touch on some of the high-level takeaways from the first quarter before delving into the segment performance. Our first quarter net revenue increase of 13% set another quarterly record at $471 million led by the strength in our Derivatives markets category and the solid results from our Data and Access Solutions business. Specifically, Derivatives markets produced 29% year-over-year organic net revenue growth in the first quarter as the market continued to find increasing utility in our index options complex with the rise of 0DTE trading and global trading hours. Data and Access Solutions net revenues increased 9%, up 6% on an organic basis during the quarter. We're pleased with the overall performance of the category and even more excited by the numerous catalysts we expect to accelerate growth over the course of this year. Cash and Spot Markets net revenues decreased 12% during the quarter or 13% on an organic basis as we faced difficult industry volume comparisons versus the first quarter of 2022 and a 3 percentage point impact from a stronger dollar. Adjusted operating expenses increased 28% to $186 million, and adjusted EBITDA of $310 million also notched a quarterly high, up 10% from the first quarter of 2022. Turning to the key drivers by segment. Our press release and the appendix of our slide deck include information detailing the key metrics for each of our business segments so I'll just provide summary thoughts. The performance of our Options segment was again very strong, delivering the highest growth of any segment for the quarter with net revenue increasing 28%. Results were driven by robust volumes in our index business and strong revenue per contract or RPC, given the favorable mix shift trends. Total options ADV was up 9% as our higher-priced index options ADV increased 49% over 1Q 2022 levels. RPC moved 27% higher given the continued positive contribution of index options and a stronger mix of higher-priced SPX options in our index business. And market data and access capacity were up 8% and 9%, respectively, as compared to 1Q 2022. One additional item worth calling out for the segment in the first quarter was the 51% year-over-year increase in options royalty fees, somewhat higher than previous quarterly growth rates. Roughly 75% of the increase was related to higher volumes in our SPX and VIX options. The remaining 25% of the increase was related to the last scheduled reset and royalty fees with S&P, which took effect at the beginning of the first quarter. This last scheduled adjustment to contract rates is part of our current agreement with S&P that runs through 2032, '33, making the first quarter a good run rate ratio of royalty fees to proprietary volume moving forward. North American Equities net revenue was flat on a year-over-year basis. Results benefited from NEO, which was acquired in June of 2022, contributing $5.6 million in net revenue during the quarter. In addition, access and capacity fees increased 9% as compared to 1Q 222, while market data declined 7% on the back of lower SIP revenue. Net transaction fees were flat, given softer industry volumes and market share in our U.S. businesses. And while our U.S. on-exchange market share has trended lower on an absolute basis, our share has remained relatively constant when adjusting for the increase in off-exchange market volume activity seen during 1Q. The industry volume and market share headwinds were offset by the positive contribution from the NEO acquisition during the quarter. The Europe and APAC segment reported a 14% year-over-year decline in net revenue. However, adjusting for a $3.5 million FX impact given the stronger dollar during the quarter, net revenue fell by a more modest 8% on a constant currency basis, impacted by softer volumes in Europe. The lower activity levels were partially offset by a 3.1 percentage point increase in market share on a year-over-year basis, making Cboe Europe the largest stock exchange in Europe again. And Cboe Clear Europe also grew market share during the quarter from 32% to 34%. First quarter net revenue was flat in the future segment as a 4% decline in net transaction fees was offset by an increase in access and capacity fees. Lower volumes were the primary driver of the decline in net transaction fees, falling 9% during the quarter. Non-transaction revenues continued to perform well with access and capacity fees up 18% and market data flat to the first quarter of last year. And finally, net revenue in the FX segment was up 8% compared to last year, building on the very strong momentum we saw from the FX segment during 2022. Net transaction fee revenue was up 8% as average daily notional value increased by 7% and market share hit another record at 19% for the quarter. Turning now to Cboe's Data and Access Solutions business. Net revenues were up a solid 9% in the first quarter, up 6.2% on an organic basis. Net revenue growth continued to be driven by additional subscriptions and units, accounting for 70% of access fee and market data growth in the first quarter. While our 6.2% organic net revenue growth rate for the quarter finished slightly below the low end of our 7% to 10% full year guidance range, we feel confident in our ability to accelerate trends over the back half of the year. Specifically, with the recent launch of Cboe One options, we expect to see an uptake of clients for all of our Cboe One data fees in the second half of Q3, adding incremental revenue for the D&A business. In Australia, we finished our successful technology migration and launched our BIDS offering in the region at the end of the first quarter. Following the migration, we expect to see increased demand for Cboe data in Australia, consistent with what we have seen following past technology migrations around the globe. And to that positive momentum is the enhanced distribution that Cboe Global Cloud now provides, offering incremental sales potential for our suite of data products. We also anticipate solid trends from Cboe Global Indices with good momentum around index licensing. We are experiencing new global customer wins in risk and market analytics and see opportunities coming online in distribution. From a timing perspective, we anticipate most of this acceleration will occur in the second half of 2023, landing us in our 7% to 10% organic net revenue growth guidance range for the full year and putting us in line with our medium-term expectations outlined at our November 2021 Investor Day. Turning to expenses. Total adjusted operating expenses were approximately $186 million for the quarter, up 28% compared to last year. Excluding the impact of acquisitions owned less than a year, adjusted operating expenses were up 19% or $28 million for the quarter, largely reflecting higher headcount as compared to the first quarter of last year as well as some inflationary comp adjustments and higher professional fees and outside services as compared to 1Q 2022. Moving to our expense guidance, we are reaffirming our full year 2023 expense guidance range of $769 million to $779 million. This compares to our 2022 expense base of $652 million. The 3 basic components of the year-over-year increase are outlined on Slide 17 of our earnings presentation
Ed Tilly:
Thanks, Brian. In closing, I want to thank our valued customers who engage with us every day, providing liquidity to our markets, utilizing our products and services and supporting our vision. They are valued partners that have been critical to our success over the last 50 years. I'm extremely proud of our people, past and present, who helped build an incredible company and continue to chart the future success for Cboe. Our 50-year legacy is built on trust, relentless innovation and a drive to disrupt the status quo, powered by the exceptional strength of our people. Together, we have created an exchange like no other, the exchange for the world stage.
Ken Hill:
At this point, we'd be happy to take questions. We ask that you please limit your questions to one preparation to allow time to get everyone. Feel free to get back in the queue and if time permits, we’ll take the second question.
Operator:
We will now begin the question-and-answer session. [Operator Instructions] The first question comes from Rich Repetto with Piper Sandler. Please go ahead.
Rich Repetto :
Good morning. Good morning, Ed.
Ed Tilly :
Good morning.
Rich Repetto :
Good morning. And I agree, you guys continue to rewrite how people look at risk management. And the zero DTE stuff has been the most resilient asset class since the spike in volume and volatility in March even. So I guess my question relates to the new thing -- the things that you can do to continue that on. Can you talk about maybe how the 1-day, VIX 1-day ball index could impact trading and this XSP contract? And then is there any possibility you see other exchanges with proprietary products increasing pricing? Any possibility of leveraging pricing on these products?
Ed Tilly:
Really good. Let's take half a step back and deal with the VIX 1 day first, and then we'll go with Dave on product, product expansion, some pricing. And just as a recall, the benchmark VIX, the 30-day implied number, we use real prices remember, Rich, of the S&P 500 to calculate that non-tradable benchmark. And that was really put out to the marketplace as information. We believe that the more information and transparency that we have into the market, the better informed customers, traders will be. So it's that line of development that we followed with the one day. And you point out the explosive growth of zero that started about a year ago, about as we say, close to half of the SPX volume in one and two-day expiry. The 30-day VIX number was not capturing the implied volatility in one and two days. And so we wanted to put a benchmark out there that informed the market on what short-term implied volatility look like, a better picture. So look, think of it this way. If you look at the Chicago 10-day forecast, May 16, for example, I'd say 70 and sunny. And that's really interesting until you go outside and it's 40% and raining. Is the 10-day wrong? Absolutely not. We're just not capturing -- we're looking through today's thunderstorm and looking out 10 days. We wanted to capture today's forecast, and that is what the implied volatility measure in one day, and that is to inform investors on a better look at short-term uncertainty. Now, expansion in pricing and growth. Let me turn it over to Dave, and we'll give you a little bit more color on the zeros.
Dave Howson:
Thanks, Ed, and thanks, Rich, for pointing out the sustained and consistent volumes there in the zero days to expiration. As we look at the SPX family, we do really see it as a family of products. You mentioned that the XSP product, the one-tenth size contract of the SPX. What we see, you can see some in the figures there, some good growth of the XSP contract itself as customers also to find utility in the small products. And what we find is through the education of end users and customers that are coming to the complex and growing, we hear from our customers that new account openings meaningfully increased in Q1 with those customers trading the SPX and the XSP family. And indeed, we see graduations from XSP users to SPX as well as people finding also utility in the XSP contract itself. You talked about pricing there as well, Rich. And when we look across actually our business in general, our priority is expanding access and distribution, getting that incremental users engaged in the products or viewing our data. So, at this point in time, we don't see a particular need for us to increase their pricing across the product landscape at this point. Really, it's about further adoption. And when we look at the trends, it looks very positive.
Rich Repetto:
Great. Thank you. Thanks for weather analogy. That's helps.
Dave Howson:
Excellent, Rich. Thanks.
Operator:
The next question comes from Michael Cyprys with Morgan Stanley. Please go ahead.
Michael Cyprys:
Great. Thank you. Good morning. Maybe just continuing with the last thread around continuing to drive further adoption just on the SPX product. Maybe you could talk about the institutional usage of the 0DTEs. Where does that stand today? What are some of the stuff that you guys can take to increase usage by institutions for 0DTEs? And what are some of the most compelling use cases that you're seeing there and how that may differ from other customer sets that are using the 0DTEs? Thank you.
Ed Tilly:
Yes. I think what we really try to point to and distinguish what's been written, and we've been very consistent saying that the first adoption, the first users, as I say, almost a year ago, were coming from retail platforms primarily. That does not mean that this was a retail play. So, we think institutional, more professional customers coming off that IV platform and thinkorswim. Those were the ones that we have been pointing out over time as the early adopters. Now we see a more broad use. We see higher touch desks engaging. Look, we're informed by our customers. We are in the business of listening. And we listened to Thomas Peterffy, who gave color from the IV platform and said the adoption is just beginning in some of the categories and the users that he sees. So we do see more and more adoption. And that's for the use case, it really is to capture the news of the day. This really allows investors to pinpoint the uncertainty in the daily news cycle to trade around that news without buying weeks or months of premium to hedge against or take a position in short-term moves. Great example, two days ago. I don't want Friday exposure. I want to know and hedge around what the Fed is going to say 1:30 Central Time, and that's the risk I'm trying to isolate. One day is a perfect example on how to capture that move without having to buy premium that last days and weeks and months into the future. So we are measuring the potential in the amount of inbounds that we have for data around and modeling short-term exposure and the data around what is trading, open interest strike -- the dispersion around various strikes in one day. So we know that there is a great -- there's a great amount of study and back testing going on with the use case. And we're encouraged by the commentary and the feedback that we're getting from our user groups more broadly, not just in the first movers.
Michael Cyprys:
Great. Thank you.
Operator:
The next question comes from Daniel Fannon with Jefferies. Please go ahead.
Daniel Fannon:
Thanks. Good morning. I wanted to follow up on Data and Access Solutions. The 6% growth you -- and then you have your medium-term target of 7% to 10%. And Brian, you walked through, I think, several upcoming rollouts in the back half of the year that should accelerate growth. I was hoping you could maybe contextualize or put some numbers around some of those initiatives. You talked about BIDS as an example where you've rolled it out before. Maybe help us think about what that's been in terms of incremental contribution. And it seems like that could -- all those initiatives could make maybe next year's numbers look like some even higher than some of the metrics we've seen here recently. So I wanted to get a little bit further into what you talked about.
Brian Schell:
Yes. Well, I think I'll tag-team this with Dave as we -- kind of as we roll this out. So I think I'm going to stop short of giving you kind of I'll give specific numbers for each of those three categories. I think what we were trying to paint the picture is there's a pretty strong pipeline within each of those categories that based on client feedback of near signing, signing has started to kick in. So each of those items, right? So as we kind of break that down as far as the Cboe 1 products and coming on with respect to options, so we see a very good pipeline around that and what that looks like. And that again, that is more of a second half item. That's probably one of the larger elements of that second half growth. If we look at Australia, that new platform, that's something we see incrementally and growing over time. So that's maybe not as immediate hit. But again, when you look at the cumulative basis and then continuing to, call it, incrementally increase the growth rate over prior year, right, so you had new clients entering in that platform. Again, we see that adding to the overall growth rate. The other items that we mentioned in the -- with the global indices with the risk and market analytics, some of the stuff we're seeing with distribution as a service, that's more pipeline-driven as we look at those clients, see what's there, looking for those sign-ups. And so, it's hard for us to say specifically -- I should say it's hard for us to say. I'm not going to say is, the specific each one of those line items. But we feel good about that in the aggregate as far as helping to contribute again getting us back to that growth rate that we had laid out. Dave, I don't know if I missed any other points.
Dave Howson:
Yes. And certainly, the revenue profile for the year is really living up to our own projections and expectations with that acceleration in the second half of this year. And the uniformity of the technology with the Australian platform really does help the adoption of data. And we've seen that elsewhere as Brian mentioned. And notably around the cloud, 17% of new users actually in Q1 came from Australia. So boots on the ground, re-platforming completed, really just increased the uptake and interest in the data from the region. We've done the re-platforming. And then mentioning on the indices from the real highlight is the options overlay indices that are really getting a lot of traction right now with our business and with our customers. And then the risk management and analytics sleeve in the Data and Access Solutions business, that global analytics capability that we rolled out in Q1, the addition of European data really picking up clients in Europe there as well as the pipeline looking good for the rest of the year. And as Brian said, on top of that, the Cboe one options product as part of that broader Cboe one family, that packaging of data really part of the growth that we see realizing in the second half of this year.
Daniel Fannon:
Great. Thank you.
Operator:
The next question comes from Owen Lau with Oppenheimer. Please go ahead.
Owen Lau:
Good morning and thank you for taking my question. Could you please give us a little bit more color on Cboe Digital? And I think, Ed, you talk about you're onboarding more partners, but how many more partners in your pipeline you expect to onboard in the coming months? Do you have any timeline? And also what is your plan to launch more new products?
Dave Howson:
Sure. Thanks for the question. So the -- we reported in the prepared remarks there the record volumes that we've seen in particular, in February, the tightening of the spread, the depths improving that. The syndicate members, we're over halfway through onboarding those now and seeing the benefit as they optimize that interaction with the platform and continue to filled out as we look forward. And we're looking forward to and continue to engage with the CFTC on the margin futures approval.
Dave Howson:
Okay. Thanks a lot.
Operator:
The next question comes from Brian Bedell with Deutsche Bank. Please go ahead.
Brian Bedell:
Great. Thanks. Good morning folks. If I can just add some one clarification question to Brian and then a strategic question around Canada. Just, Brian, on -- I think you mentioned, if I wrote it down correctly, a $14 million gain in the other non-op line in 1Q and then reiterating the 27 to 33 guidance. I just want to see if that guidance includes that gain, which would imply like $5 million a quarter and non-op, other income. And then the second question would be on the Canada strategy. It looks like you've gained about 100 basis points of market share linked quarter. And just if you can talk about your ambitions there in terms of that continued share improvement. And I believe that does not even include BIDS. So if you can clarify that. And then maybe just talk about the BIDS strategy and how -- your view on the momentum in Canada.
Brian Schell:
Yes. So short answer is, yes, it does include that current gain. So as we look at that forecast and the guidance, it does include this first quarter.
Dave Howson:
And so talking the Canadian strategy, what are the benefits in being -- having a meaningful market share in every market open to competition is we've got a broad playbook to look to and a broad set of customers to engage and seek their counter on where we should go next. Roughly the market share has improved, and we've been very pleased to see that. That's become from a number of tactical strands the team has deployed, the first of which is a number of execution consulting or insight pieces where we provide commentary on the relative benefits of the 4 books we have available for trading underneath our Cboe Canada banner now, those finding different utility with our customers as we engage them to continue growth there. So what you'll see in the future is continued enhancements around pricing, around functionality and feature sets. And in particular, you also mentioned BIDS. BIDS has been a great story for us. Last quarter when I talked about having 75 buy side on the platform, now it's 103. And in fact, only 30 of those are Canadian buy sides. There you really see the power of the global network of BIDS kicking in, in a single quarter. If you contrast that to Europe, it's been well established and the number one platform. We have over 250 buy side there. So rapidly catching up to that count in Canada. So we see great benefits of that global network for BIDS bringing benefit to the local Canadian marketplace there. When you look across the world, we have 14% market share in Canada. We're 25% in April in Europe and around about 20% in Canada. So these are benchmarks that we look to as we think about where we can go.
Brian Bedell:
Excellent. Thank you.
Operator:
The next question comes from Kyle Voigt with KBW. Please go ahead.
Kyle Voigt:
Hi. Good morning. Just a follow-up question for me on one day VIX. And in terms of how Cboe potentially monetizes the development of that index, is the index really solely meant to help kind of facilitate trading, provide more granular market data for clients that are trading 0DTE and some other listed products? Or would it also be possible to launch a Derivatives product based off of one day VIX at some point in the future? Just not sure the technical difficulties of doing that, so maybe you could expand a bit around that.
Ed Tilly:
Yes. So the track record that we have, if you look back in VIX, VIX was first a benchmark that became a tradable futures contract. So that is the playbook that we'll use. So right now with one day VIX out there, the process that we've begun now is to educate. The market will digest the information. And as you can observe, this has been quite a volatile VIX benchmark, meaning we can see -- we see days of 50%, 70%, 90% moves in the one day and the 30-day more typical 10% move. So the models and understanding measuring short-term vol and the feedback that we have with customers will allow our Cboe labs to explore the possibilities of a tradable product. So stay tuned. That is always the objective here is how to turn indicators that are useful to the marketplace into tradable products for various hedging and different exposures. So yes, the plan would be to develop something that we can bring to the market that is tradable.
Kyle Voigt:
Understood. Thank you.
Operator:
The next question comes from Alex Blostein with Goldman Sachs. Please go ahead.
Alex Blostein:
Hey, guys. Good morning. Thanks for taking the question. In prior meetings, you talked about increased utilization of SPX daily options by market makers to delta hedge, et cetera. Can you update us on any incremental details you're sort of seeing on that front? Any color on what percentage of SPX volume that activity comprises today? And ultimately, how do you think about customers' view an all-in cost of doing that versus trading alternative products largely on CME [indiscernible]?
Ed Tilly:
Yes, it's a great question, and it's one that we have begun to observe, I would say, over the last six months and trending a little bit higher as the liquidity increases in the dailies. So -- but I want to first say that the ecosystem and the power of the 500 complex for us in all of the development and all of the benchmarks in our expansion relies on an incredibly deep liquid futures market. So our market makers are huge, huge customers of the CME futures. We need that futures market to be deep and liquid. So we're a champion of the ecosystem in general. Now naturally, if you're a market maker and you're trading zero day, your ideal hedge is an exposure that matches up with the initiating trade. So if you're opening as part of your liquidity provider obligation and selling a daily call, the least effective or the most expensive hedge you can have is a futures contract that you may have to trade out of at the end of the day. That's a -- to future churn, and that's not a bad thing. But what would you rather do? You'd rather have a hedge that expires at the same time as the initial trade. That would be another option in the daily. So not surprisingly, market makers look now to a very liquid daily option market for the first hedge. And that trend, we anticipate to continue not because the futures contract is necessarily bad. It's just that it will require -- it may require at the end of the day, another futures trade where option to option, both options would roll off at the same time. So that's what we talk about when we look at another use case. It is like exposure, hedged like exposure, super efficient, very cost effective. And that is not to take away from a very vibrant and liquid market across the street. So that is a trend that continues. It's just optimizing trading from a market maker's perspective, very natural. And it's a progression because the market is so deep and so liquid in the dailies.
Alex Blostein:
Great. Very helpful. Thank you.
Operator:
The next question comes from Andrew Bond with Rosenblatt Securities. Please go ahead.
Andrew Bond:
Hey, good morning. Just following up on Cboe Digital. You guys provide any more color around your margin futures application with the CFTC and if there's been any change in discussions with the regulator, given some of the recent rhetoric and enforcement actions from the SEC? And additionally, do you think approval will drive greater trading activity kind of soon after? Or are you finding that customers are still waiting for greater regulatory clarity more broadly? Thanks.
Dave Howson :
Yes. Thanks, Andrew. The conversations with the CFTC continue. The application is still with the CFTC and going through the process. We have a number of SCMs lined up and ready to begin to onboard once we receive that application. And from there, things will -- once they've onboarded, things will move pretty quickly.
John Deters:
Andrew, this is John. Just one other thing to note there as we look at the environment, things have really picked back up to where they were in 2022 in terms of core nodes, in terms of active accounts on the Bitcoin network. The issue is that while a lot of that activity is in the U.S., spot trading is hampered by the regulatory environment. We think as Ed mentioned, the Derivatives products that we're preparing really change that because there's full regulatory clarity around that product set. So that's an enabler in our point of view.
Andrew Bond:
Great. Thanks guys.
Operator:
This concludes our question-and-answer session. I would like to turn the conference back over to management for any closing remarks.
Ed Tilly :
I have a closing remark, and thanks, Ken, for letting me take the opportunity. Sorry, Rich, but we want to take a moment to note that this is your last call ahead of retirement later this summer. Everyone knows, Rich has just been a constant on the Cboe earnings call since our IPO in 2010 and one of the first just to understand the power of this index franchise and always highlighting the durability of our product set. So Rich, we wish you all the best in everything you do in the future and certainly look forward to seeing you at your conference in June. So thank you so much for the years and years of coverage and dialogue.
Operator:
The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.
Operator:
Hello, and welcome to the Cboe Global Markets Fourth Quarter 2022 Financial Results Conference Call. All participants will be in a listen-only mode. [Operator Instructions] Please note, today's event is being recorded. I would now like to turn the conference over to Ken Hill, Vice President of Investor Relations. Mr. Hill, please go ahead.
Ken Hill:
Good morning and thank you for joining us for our fourth quarter earnings conference call. On the call today, Ed Tilly, our Chairman and CEO, will discuss our performance for the quarter and provide an update on our strategic initiatives. Then Brian Schell, our Executive Vice President, CFO and Treasurer, will provide an overview of our financial results for the quarter as well as discuss our 2023 financial outlook. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be Chris Isaacson, our Chief Operating Officer; Dave Howson, our President; and our Chief Strategy Officer, John Deters. I would like to point out that this presentation will include the use of slides. We will be showing slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. During the call this morning, we'll be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now I'd like to turn the call over to Ed.
Ed Tilly:
Thank you, Ken. Good morning, and thanks for joining us today. I'm pleased to report on record fourth quarter and full year results for Cboe Global Markets. During the quarter, we grew net revenue 17% year-over-year to a record $457 million and adjusted diluted EPS by 6% to a record $1.80. These results capped a record year. We saw us grow net revenue 18% to a record $1.7 billion and adjusted diluted EPS 15% to a record $6.93. Our outstanding results were driven by strong volumes across our global network led by Derivatives complex and continued growth in our Data and Access Solutions business. Our Derivatives business delivered another outstanding quarter driven by robust performance in our index options franchise, where average daily volume increased 55% year-over-year while multi-list options trading increased 6% year-over-year to an ADV of 11.2 million contracts. We saw record volume across our suite of S&P 500 Index options products with fourth quarter ADV and SPX contract increasing 73% year-over-year to 2.7 million contracts. Our Mini-SPX options contract, known by the ticker XSP and 1/10 the size of the SPX options contract, increased 188% year-over-year to an ADV of nearly 66,000 contracts. Additionally, ADV for VIX options increased 7% year-over-year in the fourth quarter. During the quarter, net revenue in our Cash and Spot Markets business decreased 5% while we saw a 13% increase in net revenue for our Data and Access Solutions business, including strong organic net revenue growth of 10% year-over-year. We continue to execute on the transformational opportunities we saw in our business
Brian Schell:
Thanks, Ed, and good day to all of you. Let me remind everyone that unless specifically noted, my comments relate to 4Q '22 as compared to 4Q '21 and are based on our non-GAAP adjusted results. As Ed highlighted, Cboe posted another incredibly strong quarter to cap off a record year. Adjusted diluted earnings per share for the fourth quarter was up 6% on a year-over-year basis to a record $1.80. The strong performance was again characterized by the continued growth of our Derivatives franchise as well as a steady contribution from our Data and Access Solutions business. Over the course of the year, we made meaningful progress advancing our numerous initiatives, plans that span multiple asset classes and geographies. We see these investments as driving growth in Cboe as reflected in our 2022 record results and in the healthy outlook we have for our businesses. I want to quickly touch on some of the high-level takeaways from the fourth quarter before delving into the segment performance. Our fourth quarter net revenue increased 17%, setting another quarterly record at $457 million led by the strength in our Derivatives markets category and robust results from our Data and Access Solutions business. Specifically, Derivatives markets produced 33% year-over-year organic net revenue growth in the fourth quarter as innovations like Tuesday, Thursday expirations continue to resonate with customers and fuel same-day trading in our SPX complex. Data and Access Solutions net revenues increased 13%, up 10% on an organic basis, finishing a very strong year where D&A organic revenue increased by a very healthy 12%. Cash and Spot Markets net revenues decreased 5% during the quarter or 7% on an organic basis. Adjusted operating expenses increased 28% to $177 million. Adjusted EBITDA of $292 million also notched a quarterly high, up 11% from the fourth quarter of 2021. And as noted previously, our adjusted diluted earnings per share was a record $1.80, up 6% compared to last year's quarterly results. Turning to key drivers by segment. Our press release and the appendix of our slide deck include information detailing the key metrics for each of our business segments. So, I'll just provide summary thoughts. Our Options segment was a standout for the quarter, again delivering the strongest growth with net revenue increasing 35%. Results were driven by robust volumes in our index business and stronger revenue per contract, given the favorable mix trends. Total options ADV was up 15% as our higher-priced index options ADV increased 55% over 4Q '21 levels. RPC moved 25% higher, given a continued positive mix shift to index products and a stronger mix of higher-priced SPX options in our index business. And lastly, we continue to benefit from another quarter of double-digit growth in market data and access and capacity fees, up 34% and 15%, respectively, as compared to 4Q '21. North American Equities net revenue increased by 5% year-over-year. Results benefited from NEO, which was acquired in June of '22, contributing $5.5 million in net revenue during the quarter. In addition, access capacity fees increased 10% as compared to 4Q '21, and market data was up 4%. Net transaction fees fell by 4%, given a mixed volume environment across our businesses, softer market share and capture rates. The Europe and APAC segment reported a year-over-year decline in net revenue for the fourth quarter of 15%. However, adjusting for a $5.6 million FX impact given the stronger dollar during the quarter, net revenue fell by a more modest 4% on a constant currency basis, impacted by softer industry volumes in Europe. The lower activity levels were partially offset by a 5.1 percentage point increase in market share on a year-over-year basis, making Cboe Europe the largest stock exchange in Europe, again for the quarter. Fourth quarter net revenue decreased 10% in the future segment as transaction fees declined 15% on a year-over-year basis. Lower volumes were the primary driver of the decline, falling 16% in the fourth quarter '22 as compared to fourth quarter of '21. Non-transaction revenues continued to tick higher with access capacity fees up 2% and market data up 25% as compared to 4Q '21. And finally, net revenues in the FX segment were up a strong 14% as compared to 4Q '21, capping a very strong year for FX, where net revenues grew an impressive 18%. Net transaction and clearing fees in the fourth quarter benefited from a 21% increase in average daily notional value and higher levels of market share, hitting another quarterly record of 18.4%. Turning now to both Data and Access Solutions business. Organic revenues were up an impressive 12% for the full year. Net revenues were up 13% year-over-year in the fourth quarter, up 10% on an organic basis. As we have seen in past quarters, net revenue growth continues to be driven by additional subscriptions and units, accounting for over 90% of access fee growth and 58% of market data growth. In our data and access businesses, we saw robust physical and logical port usage in our options and equities businesses driven by increased demand for trading capacity. And on the market data side, the equity's top of book and options depth of book products continued to perform well. Cboe Global Indices feed also benefited from some pricing enhancements during the quarter. In 2023, we anticipate that trends will remain resilient as we are forecasting 7% to 10% organic net revenue growth for Data and Access Solutions, in line with our medium-term guidance range outlined at our November 2021 Investor Day. Turning to expenses. Total adjusted operating expenses were approximately $177 million for the quarter, up 28% compared to last year. Excluding the impact of acquisitions owned less than a year, adjusted operating expenses were up 21% or $28 million for the quarter, largely reflecting higher headcount as compared to fourth quarter of last year as well as some inflationary comp adjustments and additional incentive compensation in 4Q '22. Moving to our expense guidance. We are introducing a full year 2023 expense guidance range of $779 million. This compares to our 2022 expense base of $652 million. There are three basic components to the year-over-year increase outlined on Slide 17 of our earnings presentation that I want to walk through in detail, namely expenses from 2022 acquisitions, revenue-enhancing investments we are making in our business and core expense growth. The first component is the normalization for the two transactions ErisX and NEO, we completed in 2022. We anticipate these deals will add approximately $36 million to $38 million in incremental expenses in 2023. In our expense base, we are again calling out growth-generating investments we are making, given the numerous attractive growth opportunities we see today. These are costs we expect to drive incremental revenue to our bottom line, furthering the robust growth trends we have enjoyed over the past few years. Specifically, we are investing in global listings, DNA expansion, a more aggressive marketing campaign given our 50-year anniversary as a company and targeted R&D efforts across our ecosystem. In 2023, we expect revenue-enhancing investments to be in the range of $28 million to $30 million accounting for roughly 4.5 percentage points of our 2023 adjusted expense growth. The last component and the largest portion of the year-over-year increase is our core expense growth, showing approximately $53 million to $59 million or 8% to 9% of our expense increase in 2023. I think it's important to understand the moving pieces within our core expense base. First, we continue to invest in the infrastructure of our business. As we strengthen our footprint as a multi-asset class global exchange and services provider, we will continue to invest behind a robust technology offering to deliver a best-in-class client experience. Roughly 2% of our expense growth in '22 was related to core infrastructure. And we would expect a similar contribution this year as we continue to build a cohesive offering around the globe, facilitating the expanded capacity, access and distribution of our products and services globally is important to our success, and we will continue to ensure Cboe can meet the needs of our clients. Unrelated to our infrastructure spend is an incremental two percentage points of expense growth we are attributing to the Consolidated Audit Trail or CAT project. These costs, which we have limited direct control over, are expected to add an incremental $10 million to $15 million to our 2023 expense base based on our initial estimates. The remaining core piece is related to our day-to-day cost of doing business. In '22, we talked about some inflationary pressures impacting these expenses. And while we do still feel some of those pressures today, we expect core day-to-day expenses to be up a modest 4% in '23, down from the 7% growth we saw in '22. Cboe has enjoyed some of the most consistent and most durable revenue growth, operating margins and earnings generation in the industry. The expense forecast we are providing today highlights the continued investment we are making to sustain those trends moving forward. To state this more directly, it is because of the investments we have made in our business that we generated record '22 results and are able to guide to a robust seven to nine percentage point increase in organic total net revenue in the year ahead. We believe that the investments we make in '23 will position us well to generate attractive return for years to come. Now turning to a summary of full year guidance on the next slide, I want to call out some highlights for '23 following our record net revenue results in '22. For Data and Access Solutions, we expect net revenue growth to be in the 7% to 10% range for '23, in line with the medium-term guidance of 7% to 10% we introduced at our Investor Day a little more than a year ago. We expect acquisitions held less than a year to contribute around 0.5 percentage point to total net revenue growth in '23. Most importantly, we are guiding our organic total net revenue growth in the range of 7% to 9% for 2023. This is above our medium-term guidance of 5% to 7% introduced at our Investor Day a little more than a year ago, a function of our confidence in the durable growth of our business and the progress we are seeing behind the investments we have made to increase the access and distribution of our products in markets globally. During this year, we are introducing an expected contribution of $27 million to $33 million for minority investments benefiting our other income line. Cboe has made and we'll look to continue to make investments in businesses that align with our strategic vision. Our 4Q '21 investment in 7RIDGE with Cboe becoming a limited partner in the acquisition of Trading Technologies is a great example of how we plan to utilize our network of partners to invest in strategic assets. We look for the impact of these investments to become a more regular contributor to company earnings and are providing our best estimate of the benefits we anticipate in '23. We are introducing full year guidance on depreciation and amortization of $48 million to $52 million and expect the effective tax rate on adjusted earnings under the current tax laws to come in at 28.5% to 30.5% in '23. Outside of our annual guidance, interest expense for the fourth quarter of '22 was $15.7 million. Moving forward, we expect interest expense to be in the range of $14.5 million to $15.5 million for 1Q '23. On the capital front, our focus has been and remains maximizing shareholder value through the effective use of our capital. In the fourth quarter, we returned total of $53 million to shareholders in the form of a $0.50 per share quarterly dividend and $15 million in the form of share repurchases. Year-to-date '23, we've also repurchased $30 million of our shares. We remain well positioned to invest in the business, support our dividend and opportunistically repurchase shares with $188 million in remaining capacity on our share repurchases authorization as of January 31, 2023. Our leverage ratio decreased to 1.5x at the end of the fourth quarter, down from 1.7x at September 30 and from 1.9x from June 30, reflecting our significant growth in earnings as well as the repayment of $120 million of our term loan facility in 4Q '22. And through prudent debt capital markets transactions, we have also locked in low medium- to longer-term fixed rates averaging below 3% on over 80% of our total debt. Overall, we remain committed to maintaining a flexible balance sheet and striving to put capital to work in the most value-enhancing way possible for shareholders. Given where we are today in our capital structure, we plan to shift slightly to prioritize opportunistic share repurchases over further debt pay down, given our leverage ratio at 1.5x at the end of 4Q '22. In summary, 2022 was a tremendous year of record revenue generation and earnings growth. We expect that momentum to continue, fueled by the attractive investments we are making across our ecosystem. We are incredibly pleased with the start to '23 and look forward to delivering attractive returns to our shareholders in the quarters ahead. Now, I'd like to turn it back over to Ed for some closing comments before we open it up to Q&A.
Ed Tilly:
Thanks, Brian. In summary, Cboe delivered a very strong fourth quarter to close the year. And 2022's record results give us increased confidence that if we continue to invest in high-value growth initiatives that further expand the Cboe ecosystem, we can continue to deliver strong long-term results for our investors. I'm also proud of the work we did to advance our corporate ESG initiatives in 2022. We will continue to look for opportunities to support our communities and associates while driving for a more sustainable future. I would like to thank our team for the incredible results achieved during the fourth quarter to cap off a fantastic year. As we enter our 50th year of business, we are more optimistic than ever about the future. Our history of innovation, client service and good citizenship will be the foundation for building trusted markets for the next 50 years. I am extremely proud to lead this incredible team and our organization as we continue to push Cboe to new heights.
Ken Hill:
At this point, we'd be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue. And if time permits, we'll take a second question.
Operator:
Thank you. At this time, we will begin the question-and-answer session. [Operator Instructions] And this morning's first question comes from Rich Repetto with Piper Sandler.
Rich Repetto:
Yes. I guess my question is going to be focused on expenses and expense growth. I guess, Brian, I calculate last year the overall expense increase when you subtract the acquisitions was 13.5%. And I thought we would expect a step down. It looks like 13% ex the acquisitions again this year. So, I guess when you look at just the core -- everything beyond the acquisitions, so can you explain, what's the tangible payback? I know you had something about minority investments, but is this the ongoing -- it looks like other exchanges are investing less than half of that, and just trying to understand this 13% growth rate each of the last two years in investments and core expenses.
Brian Schell:
Yes, Rich, great question. I think a foundational to probably a lot of folks when they're looking at the guidance. So, we do want to spend some time kind of continuing to walk through that. So I'll break it up into a couple of parts here, again, to your thoughts around the core and then the incremental revenue investments and where that was. And honestly, to your last comment about the other exchanges in that profile, I will suggest that our revenue and earnings profile actually is different and actually, I think, has been fairly strong relative to that as well over the last couple of years. So we've taken a very explicit, very transparent approach to growing that long-term growth rate. So if we look at behind the core, and this is the -- I'll say the -- one of the issues of having, I'll call it a relatively smaller say some of our peers, but also, I'd say, high-margin, a very efficient exchange in the first place so that if there is a slight uptick, it shows, right? We're very transparent about what those expenses are and where they show up. So as we break out the core, as I alluded to in my prepared remarks about looking at the incremental regulatory expenses coming from the consolidated audit trail, right, that's going to hit us a little bit higher from a pure expense standpoint. We're laying it out there so we can see that as far as what's driving that expense base higher, given our history with what we've seen where that project is going. With respect to infrastructure, if you look at the incredible amount of volume, and I'll ask Chris Isaacson to jump in later here about what this exchange operations have been able to do as far as volumes and the ability to actually continue to facilitate that capacity, and our belief that it's important for us to continue to be a trusted marketplace. So it was important for us to continue to invest and facilitate that increased capacity, both in the U.S. and the non-U.S. markets, again, which many of those markets saw record peak volumes at some point during '22. And technology and operations handled that with really no issues. And in the midst of all this also, we're doing a replatforming in Japan and Australia. Again, all right now, slightly incremental expense as we layer in as we go into 2024 moving forward. And then you look at the overall core of those other incremental I talked about is, again, we're still, as I mentioned at the end of last year, we still have to incorporate some of the inflationary pressures. We're seeing that moderate a bit. But again, it's against a lot of the expense categories, not just comp. As far as the revenue growth investments and you made an explicit where do you see some of the payoff for that, I'll ask Dave to jump in here as well as some of the other teams. As we kind of walk us through and remind folks, there was a little bit of a similar question at the beginning of last year, as you recall, as we broke this out for everyone. So, I'm going to take a walk back as our big investment thesis and how we thought about growing and the approach of growing Cboe is, right, the underlying themes of increasing our global network, increased access and distribution, providing new and existing products. And given the size, again, those incremental investments, we call them out, we want to give investors transparency. Here's what we're doing, and here's our expectations for growth. So if you go back and think about what did we carve out for 2021, right? We talked about the EU derivatives, we're going to launch that, again, based on the back of the success of acquisition of then EuroCCP, now Cboe Clear, Cboe Euroclear, right? We talked about the investments in our U.S. Derivatives business with 24x5, incremental investment in sales and marketing teams. We started beginning the dialogue around DNA, around incremental investment around sales, products, marketing and cloud, really leaning into the cloud as far as increasing access and distribution enable that. And then with BIDS, we started rolling that out to our other geographies with respect to Canada. As we think about how did that contribute then to the success of '21 and '22, it did help growth in '21 but again, starting to set the foundation for growth in '22 as we saw continued another record year. So, we do expect to see those -- that continue, right? And we expect to see some of that BIDS and European derivatives investments in '21, more of a '24, '25 continued payoff. Shift to '22, shift to last year, we had this conversation, right? So we called out DNA, sales, products, marketing and further leaning into cloud to increase access. And like I said, Dave will talk about kind of some of the success we've seen there more explicitly. We talked about more of the U.S. Derivatives investment with respect to incremental sales, distribution and product innovation that we did around the Derivatives. The continuation of the EU Derivatives rollout, again, we pushed that to a more of '24, '25 contribution. And then finalizing the Canadian rollout and starting in Australia with respect to this. Again, we saw the efforts from D&A and U.S. Derivatives initiatives add to 2022 results with the continued expectations that '24, '25 are going to continue growth drivers. Now flip to 2023, and that is a backdrop as we continue to lay this out, continuing themes here, right? D&A, as I mentioned earlier in my prepared remarks around incremental sales products, cloud investment and marketing, more U.S. Derivatives investment around the sales and expanded marketing, continuation of our EU Derivatives buildout to a less extend this year, looking to expand with our listings, a new listings effort around globally. In BIDS, finalizing Australia and Japan, a targeted disciplined R&D effort. So, we continue to expect to see some benefit in the current year, again, but supporting that longer-term growth rate and support those efforts for both today and tomorrow. And you'll see a little bit more of that this year and a little bit bigger around the marketing category as we continue to create a broader brand awareness around Cboe, again, creating a foundation for that incremental growth. So first, I'd like to turn it over to Dave to more address these, I'll call it, the revenue growth investments. And then, Chris, I know I mentioned, we'll talk some of the core as we go back to that.
Dave Howson:
Thanks, Brian. Yes. As Brian said, really, we're looking for the revenue investments to really capitalize on opportunities that we see to build on the foundation that we've built. We've got this tremendous network, 26 markets around the globe. We're looking to lean into where we have momentum to build on those strong foundations to offer differentiated offerings, but also to look for white space to look for the opportunity to move into those adjacencies with it from a position of strength. I'd probably call out the -- Brian gave a great backdrop of the previous year. You'll see that continuing into this year. And in particular, as you look at the results of 2022, these should really all be pretty -- make some good sense. As to the five areas top entailed with marketing and surrounded with marketing throughout the message here. So you've got Derivatives, you've got D&A, listings, BIDS and research and development. Certainly, Derivatives there, you heard Ed and Brian describe a great result. So leaning into education, content, sales and marketing, that global trading hours tripling volumes in 2022 really looking to lean into that as we think about broadening the access and distribution, XSP, the Mini-SPX being added to 24x5 in the back end of last year with the addition of Tuesday, Thursday, really sales and marketing there pushing into the APAC region and really capitalizing on the boots on the ground we have from the Asia-Pacific acquisition. D&A exceeded my expectations for 2022. That 12% growth, they're fantastic. And so continue to lean in their sales, quantitive analytic marketing as we look to move those products and services into -- throughout the rest of the globe. Think about our options analytics capability we're going to be bringing to Europe. Cloud is a great theme that's been here throughout the years. 2022 saw 72% of all revenue as incremental sales. That's across the nine products, five regions that we've got set up for cloud right now. And we're really looking forward to investing this year to add Cboe Digital data to that, some great spreads coming through this year from Cboe Digital, adding a new quality data set to the CCC-wide channel 24/7 data that's leaning into expanding the distribution there. And last year, we saw themes around defined outcome and override strategy bench for the index business. We saw great gains in 2022 as well. And then the continuous theme of selling the package and bundle data so Cboe One Canada there really showing great green shoots for this year. Listings is another one I'd probably drill down a little bit more into. The opportunity that is afforded us by having those listings exchanges around the world is unique. We get to provide a global cohesive offering across legal frameworks, liquidity provision in conjunction with our liquidity partners and also access and help navigating global regulators as we go there. So, great opportunity there coming off that great standpoint, number two in the U.S. as an ETP listings, venue with 28 increase in some rather large name issuers in the U.S. And then BIDS, BIDS has been a great story for us since the beginning of the partnership. But after we closed the acquisition with BIDS, we saw us spring to the -- grow to the number one block trading venue in Europe there. So we're leaning into that with people, sales and marketing this year as we think about Asia Pacific. Canada, 76 buy side added within one year. And when you look at the 243 connected to Europe, you can see the growth potential there that we're going to be leaning into as we go through into the Asia Pacific region. Then research and development, key thing for us, we're a product company with some world-renowned products. We formed Cboe Labs this year to really focus completely on how we can develop new ways to measure and benchmark exposures and bring those to the marketplace to afford our customers a range of defined outcome opportunities, which we saw really come to fruition in the SPX complex, in particular, last year. And finally, marketing wraps the whole thing. It's about people, technology, working with partners and suppliers from the tailwind of our 50th year anniversary here as we go into new regions with new products, Asia Pacific and lean into digital, bringing our awareness to new regions, new audiences so that we can better penetrate the markets that we operate in.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Ken Worthington:
With the syndicate in place now for Cboe Digital, can you give us more details on the investments you plan to make here? And I think one of the goals is to enhance flow in the platform for 2023. If you can give us some approach on how you want to build that liquidity. And to the extent that things have changed for Cboe Digital since FTX has imploded, how has your strategy evolved in the recent quarter since the environment seems to have changed quite a bit?
Chris Isaacson:
Yes. Thanks, Ken. Thanks for the question. We continue to be very excited about Cboe Digital. And as Ed mentioned in his opening remarks, we're coming off a record month in January after closing the syndicate of those 13 great investors that are deeply embedded within both traditional finance and in the crypto space. So, we have industry-leading spreads now in Bitcoin and Ethereum. About 1 basis point is what we're seeing through the month of January. So why we continue to be excited about this and focused on the future is we're working with the CFTC on margin futures. And we're looking forward to the approval there of bringing that to the market in a way that has not been brought to the market in the U.S. thus far, continuing the onboarding of that syndicate as they -- about half of them are now onboard, and others are in different phases of onboarding. And our strategy relating to how has it changed, if at all, since the FTX bankruptcy, I would say our strategy is unchanged, while the market has gone up and down as far as crypto prices, our strategy has stayed the same. We're going to bring a trusted, transparent regulated market to crypto to Cboe Digital. We're going to bring intermediary-friendly products and services. And we're going to access ultimately to end users through those intermediaries, which we view as great partners and clearly, as part of our syndicate. So, we see growth in this nascent asset class for years to come, and that's where we're building a strong foundation right now alongside and with this syndicate. So, margin futures expand the distribution of our data as the market quality has improved dramatically, as Dave mentioned, and continuing to grow as we onboard this syndicate.
John Deters:
Ken, this is John Deters. Just a couple of other points to tag on there, I think first of all, when you look at the data, it's interesting. The number of active addresses for Bitcoin, for example, has stayed relatively consistent since really the Three Arrows Capital collapse, so even through the FTX issue. And what does that tell you? It tells you that engagement overall has stayed fairly consistent once the period when leverage was taken out of the system. So what our partners are seeing, and this is really one of the great benefits of having this around us they're seeing that the remaining customers and the new customers that continue to come into the space are gravitating towards highly compliant, regulated marketplaces. You heard this from China, for example, in his conversation in December. And so when this market ultimately begins to grow from its stabilization period today, we believe we're set to be -- among the winners in this space. We're investing for the long term.
Operator:
Thank you. And the next question comes from Gautam Sawant with Credit Suisse.
Gautam Sawant:
Can you please walk us through the growth dynamics in the data and access segment? Organic growth came in at 12% in 2022 above your medium term 7% to 10% guidance. But on your 2023 outlook, you kept it in the range. Can you expand on what some of the new product sale opportunities are? And if there is a growth deceleration or maybe some of the factors that drove the elevated growth in 2022, is that why you stick to the medium-term range?
John Deters:
Yes, that's a good question, Ken. So as you point out, 2022 was a phenomenal year with a 12% growth there. We continue with the industry-leading 7% to 10% guide as we really see continued opportunities to build on what we've built there. We talked about the revenue investments to really build that great platform for the index business to make everything scalable and also the cloud investments there. As we look forward to build on that growth rate of 7% to 10% after a 12% year is really solid and reflects our excitement for this particular segment. So, what we're excited about is, again, the cloud opportunity. I mentioned that 72% of incremental revenue that came through there for the business, for the cloud portion of the business in 2022. The great story there is that we see people taking different portions of the data, whether it'd be Australian, European or Canadian data through that single unified source. So, the opportunity there to continue to grow the sales and access as it comes through there. And then also adding new data sets, we mentioned the Cboe Digital addition to the CCCY channel then 24/7 Cboe global indices channel, so really excited about that as we go forward. And then leaning in again to that defined outcome override strategy trend we've seen as within the home of those index calculations and many of the listings associated with those products from global issuers that we've been able to attract to the platform. And then, it's the options analytics, we're going to move that capability by adding the European data sets and bringing that capability to Europe with our customers that take their U.S. product there looking to expand that into Europe. And then, the growth really is predominantly around selling what we have is growth of existing subscribers and units at the platform there. And when you look at it, you look back on 2020, you see 60% of new market data sales coming from outside of the U.S. You can see the real focus there as we think internationally.
Operator:
Thank you. And the next question comes from Alex Kramm with UBS.
Alex Kramm:
I want to switch gears to the SPX ecosystem and specifically the zero DTE trading. I'm curious to what degree you see a real ecosystem building there, particularly on the institutional side. I guess what I'm asking is, I think people still believe 50%, 80% of that business is retail. And institutionals, I think, are entering the market. And -- but what I hear is that trading more around certain events versus being there systematically every day. So just wondering, are you seeing that maybe changing this business this zero DTE becoming a real ecosystem? And then more importantly, what are you doing to maybe encourage and educate those institutional investors that maybe a little bit more sticky than some of the retail folks that you never know about?
Ed Tilly:
Thanks, Alex. I'll start. So, we are seeing institutional flow certainly in the zero DTE. But I think most importantly is it's not the expense of more traditional and historical third Friday, that's the good news. That base remains very, very constant. So any new movement into the dailies similar to retail looks to be accretive or new flow and new strategies. And it is very much based on the moves that we see over the last year or so, substantial and meaningful moves in the S&P 500 on a daily basis today, yesterday, basically every day this week is a perfect example. As far as education, it's -- you really make the products available for institutions, and institutions talk to other practitioners on the success or not of new strategies. So our focus has been on wallet size and having products for everyone to access the zero DTE. In particular, we called out the 1/10 size SPX and XSP and watching that growth. I would point to that as being more retail. And the SPX volume and growth that are coming from retail platforms are still small orders and still a mix between single leg and multi-leg strategy. So you hear the theme repeated here defined outcome investing tends to be much more sustainable, and that's what we're teaching. Institutions, I think, will catch on and add to that traditional third Friday and simply just gain more exposures on short dated.
Operator:
Thank you. And the next question comes from Dan Fannon with Jefferies.
Dan Fannon:
Brian, I want to come back to expenses, and I know you just gave a lot of color on the growth and what the initiatives are. I was hoping you could put some numbers around the ROI or the incremental revenue growth you're expecting from those investments. But also to maybe avoid some of the confusion going forward, how do we think about normalized expense growth? Or are you in a multiyear period where we should be thinking about growth investments plus core expense growth? So this elevated expense growth isn't just for '23, it should be over a multiyear period.
Brian Schell:
Yes. Thanks, Dan. Good color and I'm happy to provide a little bit more around that. The -- I would say part of this is as we continue to see that return. And a little bit of this is we'll continue to provide the, I'll call it, the incremental contribution to the extent that we can, the -- with the network that we have, and we don't have a perfect clarity given the way the clearing works as to some of the investments and the increment of every single initiative. We know that in the aggregate, when you look at the broader ecosystem that as you increase access and distribution and, let's say, for the SPX complex and the things that we've done there, right? So, we may see that incremental trading volume on certain initiatives and broadening 24x5, for example, introducing the new more expirations. The collective benefit of that is hard to separate into any one single niche from that investment. So, we tend to look at it in totality to try and measure it again because we don't have the clarity of the back end to see exactly who traded what. But we can see the broader volumes or so we have some limited view of that, but we will look at it, like I said, in the aggregate and continue to make an assessment every year as to did that exceed our, at a minimum, that invested return on invested capital. And because that is our more primary, I'll call it, preference as far as capital allocation goes, those organic initiatives to generate incremental returns, so as we think about that, we'll continue to evaluate that on a -- some of that might be a multiyear basis to understand the traction behind that. I would say that -- and we said this last year, again, I think the moderation maybe was a little bit less than maybe what folks were expecting. But we would expect in '24 and '25 as we've continued to expand the network and as we start seeing some of these initiatives take off, we expect to see some -- a little bit of margin expansion in some of those new initiatives from the -- particularly from the acquisitions that are coming on board, right? It's -- the wonderful thing actually, we love our margins, we love the scale of our core business. And as we continue to expand when we bring some of those operations on, right, you're going to get a bit of a mixed dilution as far as margin goes. But you're having some really strong revenue -- future revenue opportunity. And you're going to start seeing that in '24 and '25. And so, we would expect to see more margin expansion. And you'd see a moderation of that adjusted operating expense growth kind of beyond '23. So I want to say we're going to back off of the growth investments. Again, we've called that out, I'll call it because of our efficiency and what we've done historically. And we don't want to just blur that and say, we're just -- the way that we're spending. So, we want to call it out, continue to measure those returns. We have a return on invested capital expectation of greater than 10% on everything that we do. Again, some of those are going to be multiyear periods to wait to measure, and some of those will be current year. So that's the framework with how we're thinking about it. And I would say without giving explicit guidance for '24 and '25, we would expect to see that growth rate moderating.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Maybe just building on Dan's question. The -- how do you think about that long-term sort of trajectory of pass because obviously, there's so many different growth opportunities, and you're really building a very large ecosystem across both trading and in recurring revenue streams. But with -- as you see those opportunities continue to unfold, is there a desire to continue to invest? And are you thinking maybe in the long term, you start to shorten some of those time frames for profitability? Or is it sort of the sky's the limit on the potential for investment? And then just maybe real specifically, are we still looking at $25 million in annual revenue for European Derivatives in year three, which I believe will be 2025 and then the timing to get to profitability in Cboe Digital.
Brian Schell:
So I'll try to make sure I got all those. Okay. So on the first one, on the -- similar to following up on Dan's question, the one thing I realized, and thank you for kind of asking to expand on that is the point that I didn't make as clearly as I would like to is with these investments and say, we have the -- we might see an increase in transactional activity, say, the SPX complex or the other project in this complex, what we see with that also is incremental D&A. We see the incremental non-transaction pieces because of the need for incremental access. You'll see that incremental access fees. You'll see that in incremental market data fees. Dave touched on that as far as we've seen that growth. And then by enhancing the distribution or our ability then to deliver that, we're seeing that growth of not only share of wallet, say, in the access, but also then more new clients. And I'll pass it over to Dave here in a second as we continue to round that out. So, we'll see it across the entire flywheel as far as maybe some of the underlying, but also the transaction and non-transaction side as that entire ecosystem continues to build. So -- and Dave, do you want to expand on that a little bit and then maybe talk about the EU Derivatives? And then we'll come back to -- and then maybe follow up with you and Chris on the Cboe Digital?
Dave Howson:
Sure. So, I guess I'll start with the European Derivatives piece. The last quarter, the value proposition, the opportunity set remains the same. The customer feedback remains the same. And the gap between the volumes of trading of index options between the two regions remains the same. Q4, we saw good growth. It was a record quarter in terms of volumes on the platform with new customers coming on, particularly in futures. And as we laid out in the past last time, it's about getting that stable price picture in the futures, then it will be the options that follow suit from that. And then for us this year, the single stock options launched in Q4 completely rounds out the offering in order for us to bring together the full ecosystem and offer the full benefits of a single margin pool and a single lit on screen market there in Europe. So for us, the three-year guide, which we moved a year last -- we reported last quarter. So the exit of 2025 is still the target for us. And then...
Chris Isaacson:
Yes, I'll take that. On Cboe Digital, as we said on the slide there, this has been Slide 11. It's a long-term growth trajectory for us. And we haven't put out guidance on exactly when we'll have breakeven there. But a lot of this is dependent upon our Derivatives growth, margin futures and as we said, onboarding the syndicate as we bring them on. So, we haven't put out exact breakeven timing, but we are very bullish on the long-term growth trajectory for that business.
Operator:
Thank you. And the next question comes from Owen Lau with Oppenheimer.
Owen Lau:
Going back to Cboe Digital, I think you guys are planning to list more tokens beyond the five tokens you have. Could you please talk about what other tokens you feel comfortable to list? And what's the process and timing of getting approval so that you can -- these tokens?
Ed Tilly:
Chris, let me start, and then I think you can give a view of the Board and the direction. But really, what we're most sensitive to is regulation as we went -- gone into this eyes wide open. And you've been following along with the rest of us that there's uncertainty over regulation and oversight. We're embracing that regulation. So, we need clarity around securities versus non-securities. But our customers, our syndication partners are interested with us in broadening beyond the current coin offering. But we are patient. We have said this is a long-term play, a long-term move for us. So, we will be participating in and helping to form what the future looks like for oversight regulation. But we are very much -- we're very sensitive to where the SEC and the CTC come out on classification. Chris, a little bit more?
Chris Isaacson:
Yes, I think Ed covered it well there. We are going to be very conservative on our listing. We do desire to list new coins as there's clarity around regulation and as we see genuine customer demand from our customers and intermediaries. But we'll make sure that there's clarity there before we start listing the coins.
John Deters:
Owen, this is John. Additional thought there. We mentioned that we see real stability in the market. And that doesn't mean that the market won't be unchanged in this new environment. And among the things that we see going forward is that there will be an increased concentration on the tokens people feel comfortable with from a regulatory standpoint, from a compliance standpoint. So that -- I think that's just the reality we see going forward. And we're fine with that. We recently had a reach up from significant asset manager who wasn't prepared to join us in our first iteration, really interested in considering offering exposures to their clients. And they're not talking about the long tail of smaller assets. They're really focused on the most embedded, the most comfortable and understood exposures. That's the opportunity for us.
Operator:
Thank you. And the next question comes from Michael Cyprys with Morgan Stanley.
Michael Cyprys:
I wanted to circle back to your revenue outlook, your total revenue guide of 7% to 9% organic total firm-wide. That includes the D&A, right, but also I imagine also captures transactional revenues in there as well. So just a question on that, what areas do you anticipate being most meaningful and contributing on the transactional side to your 7% to 9% organic revenue growth? What underpins your confidence and strength in that into '23?
Ed Tilly:
Thanks for the question, Michael. The continued momentum that we see in the interest and engagement from our broad range of customers did execute in a broad range of strategies in the -- on our Derivatives complex forms a good portion of the driver for the continued revenues growth of 7% to 9% into next year. As you say, that's total. So it does include the Data and Access Solutions as well, which is also a combating driver as part of that growth guide that we've given that as we see the growth of the utility in -- that customers are finding in deploying option strategies we see that continuing throughout the year. And really one of the catalysts there last year, of course, was the addition of the Tuesday and Thursday weekly contract expirations that opened up the opportunities that Ed talked about earlier on. I think in the quarters past, what we called out is when investors move from the binary outcome of being long or short in Delta 1 and employ option strategies that allow them to define their outcome that is an incredibly sustainable, sticky, if you will, strategy. So, we continue to teach that here in our institute. We continue to bring new products to the market through Cboe Labs, and we engage with our customers globally as the demand for particular for U.S. Derivatives. But if you follow along like we do listening to and observing what retail platform operators are saying, that Derivatives demand is global. We see that. And of course, our concentration while primarily leading into '23 is U.S.-based as Dave laid out, we see potential, obviously, in Derivatives as we broaden the scope in Europe.
Operator:
Thank you. And the next question comes from Andrew Bond with Rosenblatt.
Andrew Bond:
Just on fixed futures volumes. We know there seems to be a bit of a mix shift in customer hedging to SPX and as your DTE option contracts with implied volatility underperforming realized vol. Outside of changes in some of these dynamics and more unknown unknowns, what could Cboe do on the innovation front and perhaps education front to boost volume growth of VIX features?
Ed Tilly:
We'll start with just from an exchange perspective. We've recognized the power of the stack, the interplay and the rotation. We've talked about that for years that our customers are very rational in the way they deploy their hedges or exposure. You've called this out. If in the -- over the last year, the observations of incredibly large moves interday like today, yesterday, as I said earlier, all this week, the Greeks associated with the exposure in the SPX allow -- customers believe that they allow themselves a much better chance of monetizing those positions. Gamma, for example, the group that you pick up in the SPX. We did see in the observation yesterday is when investors think that the market may have run too far, they do grab the optionality and the hedge that's afforded by fixed exposure. So again, indifferent from -- basically indifferent from the economics there, what we are -- have always said is the rotation makes sense. The hedges are rational. So, we continue to teach the differences in the expected payout and just want to make sure that we're bringing those exposures to customers with every sized wallet and teaching that through many contracts in futures, for example. And of course, I mentioned earlier, XSP is the mini-500. So that's the approach, but we do see Derivatives as sticky and sustainable.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Maybe just one more on expenses. I apologize, Brian. But I wonder if you could talk about the potential expense flex and how dependent it is on the revenue environment. So for example, if revenues came in below the low end of that 7% to 9% organic guidance range, should we expect a similar outcome in terms of coming in line with the expense guidance range? And would there be any pause on investments? And then likewise, if revenues come in above the guidance range, should that cause expense growth to move higher than the range? Or should we expect the incremental growth to fall to the bottom line? So, any kind of framework you could help us with understanding that the really the expense flex on either end of that range will be helpful?
Ed Tilly:
Thanks Kyle. I think your next -- if you choose to have another career as a CFO as part of that, that would be awesome. So, I think you think about exactly the way we frame that and the way we've talked about it, right, is that we've laid out this guidance. We've laid out our plans. We have certain expectations around how these investments are going to contribute to the revenue and some of the traction we think we will gain. So, there's definitely opportunity to flex. There's obviously our natural flex that is a part of our incentive plan, our short-term incentive plan that will flex based on how we're doing relative to, I would say, these very strong growth targets that we've set aside, so we set for ourselves. So, there's definitely an inherent part of that is that we are not achieving that, we will titrate the various levers there to say, how does this pull back to make sure we get to those earnings expectations of what we're trying to deliver for shareholders and continue to measure that. And then on a go-forward basis, outside of, call it, that incentive structure as far as exceeding expectations. We're a little bit more cautious on the upside. We'll be faster to move on the downside as far as pulling that back, if we don't see the results that we're expecting, but we'd be more cautious to actually raise it as you've probably seen historically with some of that kind of expense growth going forward. So that's the way I would frame it, Kyle.
Operator:
Thank you. And the next question comes from Rick Fellinger with Autonomous.
Rick Fellinger:
I was hoping you could speak to the competitive environment in SPX options. Your competitor has now announced their intention to launch daily expirations for their micro S&P futures. Do you expect us to have any direct impact on the success you've been seeing?
Ed Tilly:
I don't. Just a reminder to everyone on the call, the amount of retail futures accounts is dwarfed by the amount of retail securities accounts. It's quite a bit more difficult to open futures accounts for retail that is not to take any away from the effort. But once a retail investor is satisfied and happy with liquidity, which is what we provide each and every day, they tend to be sticky. So, the liquidity and the experience we measure each and every day, we try to make that experience better. I think feeding the system and growing the pie, if there are investors for futures, we think that's a good thing. So, the daily exposures and what our competitors might be doing in the space on daily futures, we just think the opportunity to pilot the awareness is growing. And we're confident that we will continue to be the leader in this space.
Operator:
And this concludes the question-and-answer session. I'd now like to turn the floor to management for any closing comments.
Ken Hill:
Yes. So that completes our call for today. Thanks, everyone, for the time and the interest in the Company, and have a great weekend. Thanks.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect your lines.
Operator:
Hello. And welcome to the Cboe Global Markets Third Quarter Financial Results Conference Call. All participants will be in a listen-only mode. [Operator Instructions] Please note, today's event is being recorded. I would now like to turn the conference over to your host today, Kenneth Hill. Mr. Hill, please go ahead.
Kenneth Hill:
Good morning and thank you for joining us for our third quarter earnings conference call. On the call today, Ed Tilly, our Chairman and CEO, will discuss our performance for the quarter and provide an update on our strategic initiatives. Then, Brian Schell, our Executive Vice President, CFO and Treasurer, will provide an overview of our financial results for the quarter as well as an update on our 2022 financial outlook. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be Chris Isaacson, our Chief Operating Officer; Dave Howson, our President; and our Chief Strategy Officer, John Deters. I would like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of these factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, after this conference call. During the call this morning, we will be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I'd like to turn the call over to Ed.
Edward Tilly:
Thank you, Ken. Good morning and thanks for joining us today. I am pleased to report on an outstanding third quarter at Cboe Global Markets. During the quarter, we achieved record-setting revenue results, growing net revenue 20% year-over-year to a record $442 million, and growing adjusted diluted earnings per share by 20% to a record $1.74. These record results were driven by strong volumes across our derivatives franchise, solid growth in our data and access solutions business, and increased trading activity in our cash equities businesses. Our Derivatives business delivered another strong quarter, driven by robust performance in our index options franchise, specifically SPX options, as well as a solid increase in multi-listed options. Record activity across our SPX complex helped drive a 67% year-over-year increase in average daily volume in the SPX contract for the quarter, with third quarter ADV reaching 2.4 million contracts, up from 1.4 million contracts one year ago. ADV for VIX options increased 2% year-over-year in the third quarter, and growth accelerated to start the fourth quarter with October ADV finishing 27% above third quarter levels. Multi-listed options trading on Cboe increased 8% year-over-year to an ADV of 10.6 million contracts. Our Cash and Spot Markets business was solid during the third quarter with net revenue increasing 5%, including organic net revenue growth of 3% year-over-year. Similar to last quarter, our Data and Access Solutions business posted strong results with the integration of our recent acquisitions continuing to fuel the durability of this business. Year-over-year, net revenue increased 15%, with 12% organic net revenue growth. We remain focused on the significant opportunities we see in three core areas of our business
Brian Schell:
Thanks, Ed. And good day to all of you. Let me remind everyone that unless specifically noted, my comments relate to 3Q 2022 as compared to 3Q 2021 and are based on our non-GAAP adjusted results. As Ed highlighted, Cboe posted an exceptionally strong third quarter. Adjusted diluted earnings per share was up 20% on a year-over-year basis to a record $1.74. The quarter was characterized by the outsized contribution from our derivatives franchise, but our data and access solutions results were strong, and cash and spot markets performed solidly for the quarter, each playing a notable role in our record net revenue results. The supportive macroenvironment also provided us the opportunity to advance many of our initiatives across geographies and asset classes, some having an immediate impact in the quarter, and others we expect to make measured progress against over the medium- and longer-term. I want to quickly touch on some of the high-level takeaways from the third quarter before delving into the segment performance. Our net revenue increase of 20% set another quarterly record at $442 million, led by the strength in our Derivatives Markets category and steady performance in Data and Access Solutions and Cash and Spot Markets. Specifically, Derivatives Markets produced 31% year-over-year organic net revenue growth in the third quarter, given the continued strength of our index business. Data and Access Solutions net revenues were up 15%, up 12% on an organic basis, driven again by strong new subscription and unit growth. And Cash and Spot Markets produced 5% net revenue growth for the quarter, up 3% on an organic basis, on the back of a strong macro backdrop and market share gains in many of our businesses. Adjusted operating expenses increased 23% to $173 million. Adjusted EBITDA of $287 million, also another quarterly high, was up 20%. And last, as noted previously, our adjusted diluted earnings per share was a record $1.74, up 20% compared to last year's quarterly result. Turning to the key drivers by segment. Our press release and the appendix of our slide deck include information detailing the key metrics for each of our business segments, so I'll just provide summary thoughts. As mentioned earlier, we saw impressive year-over-year growth in many of our segments during the quarter. Options again delivered the strongest growth, with net revenue increasing 33%. The results were driven by robust volumes, increased market share, and higher revenue per contract, or RPC, given the favorable mix shift trends. Total options ADV was up 15% as our higher-priced index options ADV increased 49% over 3Q 2021 levels. RPC moved 21% higher given a continued positive mix shift to index products, and a stronger mix of higher-priced SPX options in our index business. And lastly, we continued to benefit from another quarter of double-digit growth in market data and access and capacity fees, up 26% and 25%, respectively, as compared to 3Q 2021. North American equities net revenue increased by 13% year-over-year. Solid industry volumes, up 12% as compared to 3Q 2021, helped drive the segment uptick. NEO, which was acquired in June of this year, contributed $5.4 million in net revenue during the quarter. On the non-transaction side, access and capacity fees increased 10% as compared to 3Q 2021 and market data was up 7%. The Europe and APAC segment reported a year-over-year decline in net revenue for the third quarter of 8%. However, adjusting for a $7.1 million FX impact, given the stronger dollar during the quarter, net revenue grew by nearly 6% on a constant-currency basis, helped by a 6.4 percentage point increase in market share on a year-over-year basis, making Cboe Europe the largest stock exchange in Europe for the quarter. Third quarter net revenue decreased by 2% in the futures segment as transaction fees declined on a year-over-year basis. Volumes fell 8% during the quarter, partially offset by a 5% improvement in RPC. Non-transaction revenues continued to tick higher with access and capacity fees up 2% and market data up 12% as compared to 3Q 2021. And finally, net revenues in the FX segment were up a robust 21% as compared to 3Q 2021. Net transaction and clearing fees benefited from a 27% increase in average daily notional value and higher levels of market share, hitting a record 17.8% for the quarter. Cboe's Data and Access Solutions net revenue growth has continued its strong momentum in 3Q, posting a 15% year-over-year increase and an attractive 12% growth rate on an organic basis. As we have seen in past quarters, net revenue growth was overwhelmingly driven by additional subscriptions and units, accounting for over 60% of the market data growth and 95% of the access fee growth for the quarter, as opposed to pricing changes. More specifically, we saw robust physical and logical port usage in our options and equities businesses, driven by increased demand for trading capacity. And on the market data side, the equities top-of-book and options depth of book products continued to perform well. We anticipate trends will remain healthy in the Data and Access Solutions business into year-end as we lap more meaningful comps from the fourth quarter of last year. We are reiterating our targeted 2022 D&A organic net revenue growth rate range of 10% to 13% and remain confident in our 7% to 10% medium-term guidance range outlined at our November 2021 investor day. Turning to expenses. Total adjusted operating expenses were approximately $173 million for the quarter, up 23% compared to last year. Excluding the impact of acquisitions owned less than a year, adjusted operating expenses were up 18% or $25 million for the quarter, largely reflecting higher headcount as compared to the third quarter of last year, as well as some inflationary comp adjustments and additional incentive compensation accrual in 3Q 2022. Moving to our expense guidance. We are reducing our full year 2022 expense guidance range to $651 million to $659 million, down from our prior guidance of $659 million to $667 million. The decrease in expense guidance is a product of diligent expense management as well as some delayed hiring for open positions as a result of a competitive labor market. The favorable expense trends are more than offsetting some incremental build in our employee incentive compensation given our strong year-to-date financial performance and 4Q expectations. And while our operating expense guidance is moving lower for the year, we are not wavering in our commitment to invest in our business over the long term. As reflected in our guidance, we expect to see incremental growth in our expense base in the fourth quarter as we work to fill open positions and invest behind the revenue generating and infrastructure initiatives we outlined to start the year. While we're taking the current inflationary environment into our planning, we will continue to manage our cost base judiciously, but remain committed to investing aggressively behind high-return, high-conviction, high-growth investments. This includes the completion of our integration activities as well as the organic expansion of our derivatives, data and access solutions, and digital networks. We look forward to sharing more about our 2023 guidance at our fourth quarter earnings call. Now turning to a summary of full-year guidance on the next slide. I want to call out some updates given the year-to-date strength and confidence we have in the current operating environment. As noted previously, we continue to anticipate D&A organic net revenue growth in 2022 will be in the 10% to 13% range and remain confident in our medium-term guidance of 7% to 10%. We continue to expect acquisitions held less than a year to contribute between 2 and 3 percentage points to total net revenue growth in 2022. Most importantly, we are increasing our overall organic net revenue growth target by 5 percentage points at the midpoint to 14% to 16%, up from our prior guidance of 9% to 11% for 2022. Lastly, I want to note that our full year guidance on depreciation and amortization and the effective tax rate on adjusted earnings under the current tax laws remain unchanged, but we are lowering our CapEx guidance range to $40 million to $43 million from our prior guidance of $47 million to $52 million. Outside of our annual guidance, interest expense for the third quarter of 2022 was $15.3 million. Moving forward, we expect interest expense to be in the range of $16 million to $17 million for 4Q 2022. The last thing I will note, as you think about your financial models moving forward is that during the third quarter we recognized an $8.3 million unrealized gain on the company's investment in 7RIDGE Fund on our net other income line. This was an investment we announced in the fourth quarter of last year, with Cboe becoming a limited partner investing in the acquisition of Trading Technologies. Moving forward, we expect that this investment will be revalued on a more regular basis in 2023. We do not expect to see any material impact in 4Q 2022 and will look to provide some updated guidance on 2023 when we roll out fiscal year 2023 guidance with 4Q 2022 results. On the capital front, our focus has been, and remains, maximizing shareholder value through the effective use of our capital. In the third quarter, we returned a total of $53 million to shareholders in the form of a $0.50 per share quarterly dividend. We remain well positioned to invest in the business, support our dividend, and opportunistically repurchase shares, with $233 million in remaining capacity on our share repurchase authorization. Our leverage ratio decreased to 1.7 times at the end of the third quarter, down from 1.9 times at June 30, as we repaid $100 million of our term loan facility. Overall, we remain committed to maintaining a flexible balance sheet and striving to put capital to work in the most value enhancing way possible for shareholders. In summary, the momentum in our business is evident in the strong third quarter results. We could not be happier with the progress we have made year-to-date and look forward to continuing to invest behind the many attractive opportunities we have to enhance shareholder value in the quarters to come. Now, I'd like to turn it back over to Ed for some closing comments before we open it up to Q&A.
Edward Tilly:
Thank you, Brian. In closing, I would like to thank our team for the incredible progress made throughout the third quarter. We have much to be proud of as we expand our business and continue to deliver on the goals to create a more sustainable future. As an operator of markets around the globe, we continue to be focused on our carbon footprint, as well as making a positive impact in the communities around the world in which we live and work. We have a lot of momentum going into the final quarter of the year and are well-positioned for a strong finish to 2022.
Kenneth Hill:
At this point, we'd be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue. And if time permits, we'll take a second question.
Operator:
[Operator Instructions]. And the first question comes from Rich Repetto with Piper Sandler.
Richard Repetto:
I guess my question is on the record volumes in the index option segment and, SPX specifically. The record volumes continued right through October. So the question, Ed, is the sustainability of the growth. Could you talk about the combination of retail and institutional liquidity? Did that help volume? And do you think this retail behavior is sustainable? And I know you've talked about how you can sort of take the SPX playbook to other products, but could you sort of delve into that a little bit too?
Edward Tilly:
Terrific place to start. Well, this is a continuation of that trend, I think, you called very, very early, and that is the interest in macro hedging in an uncertain market. And we reported on this last quarter and the quarter before and this is the continuation of the build. So the short answer is, I do think it's sustainable. I'll give you a number of reasons. But I want to distinguish between retail platforms and retail engagements. And the volume that we've seen in SPX on the zero days to expiry are coming from retail platforms, not necessarily retail. And I think that's sustainable. Because once you begin using defined outcome or limited risk position, those strategies work in any volatility in any market environment. So, I think there is a continuation. Once our customers, both semi pro, pro and retail, learn a strategy, they tend to continue and use that strategy in any environment. So I do think that build will continue. Specifically to rolling out to new products in retail, you've seen us roll out the zero days or adding Tuesday, Thursday, in other words, into XSP, which, as you know, is one-tenth the notional size of SPX. That's our first break into retail. We've seen that volume in XSP go up 50% since adding Tuesday, Thursday, and that growth continues month in, month out. So we're just starting, I think, to make the conversion of retail and embracing these super short-dated positions in the most uncertain market. And then, as for the macro market, the volatility term structure and, of course, the financial news has us all watching that news each and every day and every hour. And I think these short-dated options and the strategies that we're seeing, certainly, will be around for quite some time and convertible to any market environment. So hope I answered heard the question.
Richard Repetto:
Richard Repetto:
You did. Congrats on timely product innovation.
Operator:
And the next question comes from Gautam Sawant with Credit Suisse.
Gautam Sawant:
Can you please speak to how Cboe's data and access products are positioned against a recessionary backdrop of potentially slower global growth?
David Howson:
Yes, certainly. As you see this year, we put our guide up to 10% to 13% growth in 2022 and maintain that 7% to 10% guidance for next year. And what we certainly see is continued demand for accessing capacity to our 26 platforms around the world, with customers really positioning them to enable them to have capacity for any market move, any market condition, really not wanting to shortcut themselves in the event that capacity is required. And certainly, that demand continues also for the market data products themselves, as well as we see ourselves packaging and bundling that data from those 26 platforms. So in terms of the market environment, the demand we see continues, and specifically, the packaging and bundling of data there with Cboe One Canada added recently in the last quarter and also our ability to get to more users around the world, whether that be through the CBOE Global Cloud distribution – again, this quarter, we added European data to that proposition, really reaching people where they are and how they want to consume that data. And then finally, thinking about packaging and creating data products from that data, we've got the derivative index benchmarks, particularly coming in vogue [Technical Difficulty] taking the data, using our index calculation capabilities, and then creating products from them and then us being able to list those products back on the platform, really creating that procyclical demand for our data products coming from our venues and the data themselves. So next year, feel confident in that 7% to 10% guide.
Operator:
And the next question comes from Alex Kramm with UBS.
Alex Kramm:
This is a quick follow-up to the prior question because I feel like that business, D&A businesses is very diversified and has a lot of initiatives. And you just mentioned three or four again in terms of what you're focused on. But if I zoom out, and I think about what the biggest focus area is, is there one or two specific things that you think will drive the most upside? And can you maybe talk about where you are in terms of penetration in those areas or how you would view the TAM because, again, it's a great business, it's very diversified. But, certainly, wondering if there's a couple of things that could really move the needle that we should be mostly focused on.
David Howson:
Certainly, when we go back to the data and access segment, again, we see 60% of the growth coming from outside of the United States. But when you look at total revenues, revenue is around about 20% from outside the United States today. So, it's a big runway for us there with the data and access capabilities, as we've seen there, and we were able to access that through the acquisitions that we've made, as you rightly mentioned there. Those boots on the ground, those relationships, those access to new customers, really coming to fruition as we continue to integrate those companies, readying for those all-important replatforms next year to allow us to get to broader customer base and really sell the data that we've got with that and continued interest in US data, in particular.
John Deters:
Alex, this is John Deters. Just on the question of TAM, I think Dave hit it really well in terms of the global opportunity set, but also in terms of the segments in which we play in data and access. So we really have a complete offering now as a result of the acquisitions we've made, trade data, historical, delayed, real time, analytics, and also derived data. So if you think about a TAM, we're really able to access the complete TAM, which is 20 billion plus. We've talked about this in the past.
Operator:
And the next question comes from Owen Lau with Oppenheimer.
Owen Lau:
It looks like your updated full-year adjusted operating expense guidance implies your expense will go up sequentially from Q3 to Q4. Could you please talk about your assumption in revenue for the fourth quarter? And the driver of these potential sequential increase for the expense?
Edward Tilly:
I would say, they're not necessarily linked as far as us providing guidance for 4Q revenue. Obviously, we've seen it very strong, we've issued the October volumes that you've seen already a strong October and then, obviously, our volumes are there for folks to see on all of our markets. So we continue to see very strong momentum going into the in the midst of the fourth quarter. As far as the expense guide reflecting, just, for example, take a look at the midpoint of the range, yes, we are assuming that we are going to continue to grow that expense base, again, driven by, as we continue to add headcount, continue as far as growing our initiatives, as we continue to look to probably pick up a little bit more of our professional services, as we move some of our initiatives moving forward, as we look at – like, we do as with our integration efforts, things that hit the P&L like purchase hardware, things like that that's basically continuing our plans as we continue to ramp up, invest in those activities. This is just a continuation of everything we've been doing all along, throughout 2022. So really no change as we continue to grow into the profile, again, albeit a little bit slower than what we'd originally forecasted, from the beginning of the year, given some of the hiring challenges we've had as far as getting the right people in, but really not slowing us down at this point. Again, it's business as usual.
Operator:
And the next question comes from Michael Cyprys with Morgan Stanley.
Michael Cyprys:
Maybe just sticking with expenses there, I realize a little bit early for talking about 2023. But would it make sense – or maybe it wouldn't, but maybe you can help clarify why or why not it will sense to kind of look at the second half run rate here in 2022 as a starting point for thinking about 2023? And then, maybe you can help frame how much inflationary pressures you're seeing on the expense base today, how you think about that may trend going forward? And then on the pacing of investments, just curious how you think about sort of accelerating that? Or do you feel like the pacing of investments, you'd look to kind of keep that at a similar pace going forward? Just any help there would be great.
Edward Tilly:
In my prepared remarks, we talked about how we don't want to provide that guidance quite yet for 2023, as we finalize our budget, working with our board and finalize those plans, and really – which leads into the answer to your next set of questions about pace and how we're thinking about it. As we think about our overall trajectory and we look at – again, our goal is to drive that long term shareholder value, which we believe a key to that is driving that long term revenue growth rate, with those high conviction, high growth type of opportunities, of which we've been talking about more explicitly and raise that investment level over the last couple of years. And we're starting to [Technical Difficulty] pay off. So, we don't envision having to change that. We're continuing to assess that, make sure we understand the ROI from those specific investments spends. So that's a little bit of that time that we're still taking a look at, which will inform the level of that investment going into 2023, into 2024. So we'll take an assessment of those investments and that performance and the revenue generation. As far as the inflation impact, if you look at kind of, I'll call it, just from a pure wage standpoint, if you look at relative just to kind of a base merit poll, you look at promotions, you look at just – we did an inflation adjustment mid-year, that's probably in a range of the highs that we've seen in a long time. And that's probably 7% to 8% factored into 2022 that we've seen as far as kind of those overall wages. If you look at the entire bucket, we don't necessarily see that inflationary pressure going away as we look at the labor market. So that is something we're also baking in, as I referenced in our remarks. So the overall pace of investments, again, we'll continue to look at our opportunities and titrate that as we see fit. And as those continue to show more and more promising signs, we'll continue to invest behind that.
Operator:
And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Some of your European exchange competitors have been saying that some of the market share losses are a result of more aggressively priced players in the market and calling out Cboe specifically. Just wondering if you can expand upon the pricing strategy in Europe, and how you're viewing the current trade-offs on pricing versus market share. And having that 25% market share now and that record 25%, does that increase the demand or the value of the data that you're selling into that marketplace? Is that part of the calculus at all, when you're making pricing tweaks?
David Howson:
Really great contour to the question there. In terms of the pricing in Cboe Europe, what we've got is actually reasonably static trading prices over the last couple of years. The real differentiator in the last year to give us that 600 basis point increase in one year has really been around data-driven analytics that we presented to our customers, which has then induced changes in behavior on the realization that you can get the same or better outcomes for your customers by choosing a different place to post your orders. And in this case, it's on Cboe. That growth that we've seen continue into October with market share touching 26%, making us the number one exchange for the fourth month in a row. So, the trade-off there is really around any volumes that push people through those tiers, their incremental tiers, unlike in the US where they're more cliff edge tier. So, again, a different console there. And then you mentioned data and the quality and the pricing of data there. What we also have on top of our exchanges in Europe is a trade reporting mechanism. And with that trade reporting mechanism and the 26% market share, 33% intraday, produces us – puts us in a place where we are – over our data feed, produce and see one in every two equity trades that happens in Europe. So, there, in the hole, that data product, that value in that data continues to improve and increase. And then, when we talk about our value lever and our flywheel, we think about the indices that are produced off the back of those equity prices that we've got in the franchise, which then leads to our derivatives capability and then [indiscernible]. And then, of course, with that data all available now, in the last quarter, in the cloud, we can get that data produced to all of our global customers around the world in every country and wherever there is an internet connection.
Operator:
And the next question comes from Richard Fellinger with Autonomous Research.
Richard Fellinger:
I wanted to ask on capital allocation. You decided to prioritize the $100 million pay down of the term loan this quarter over share repurchases. Can you just expand a little more on that decision and how we should think about the trade-offs between those two going forward?
Brian Schell:
When we look at our leverage ratio nearing 2, we've always said let's bring that back down to a level that, longer term, we feel more comfortable with, again, to create balance sheet flexibility. Our view on capital allocation just has not changed. It's been consistent for many years. And that is, obviously, it's always been our priority to make sure that, beyond providing the appropriate cash flows, to feed the business for growth is continuing to increase the dividend on an annual basis. And then we want to make sure we have appropriate balance sheet flexibility, which comes in the form of debt reduction, which you can show – it shows up more meaningfully on your P&L with a rising interest rate environment with some of our debt being floating rate, and then opportunistically buy back shares. So our focus, which we kind of hinted at in the last quarter is that we want to get that leverage ratio down, again, preparing for that longer term balance sheet flexibility. So that was the – I wouldn't necessarily call it a trade-off. That was just more of our priority as far as where we sit right now.
Operator:
Thank you. And this does conclude the question-and-answer session. I would like to return the floor to management for any closing comments.
Edward Tilly:
That concludes our call for today. Thanks for your interest in the company. Thanks.
Operator:
Thank you. This concludes our question-and-answer session. Thank you for attending today's presentation. You may now disconnect your lines.
Operator:
Good morning, everyone and welcome to the Cboe Global Markets Second Quarter 2022 Earnings Conference Call. [Operator Instructions] Please note, this event is being recorded. I would now like to turn the conference over to Ken Hill, Vice President of Investor Relations. Please go ahead, sir.
Ken Hill:
Good morning and thank you for joining us for our second quarter earnings conference call. On the call today, Ed Tilly, our Chairman and CEO, will discuss our performance for the quarter and provide an update on our strategic initiatives. Then, Brian Schell, our Executive Vice President, CFO and Treasurer, will provide an overview of our financial results for the quarter as well as an update on our 2022 financial outlook. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be Chris Isaacson, our Chief Operating Officer; Dave Howson, our President; and our Chief Strategy Officer, John Deters. I would like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our Web site. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in the forward-looking statements. Please refer to our filings with the SEC for a full discussion on the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements whether as a result of new information, future events or otherwise after this conference call. During the call this morning, we will be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I'd like to turn the call over to Ed.
Ed Tilly:
Thanks, Ken. Good morning, and thanks for joining us today. Before I begin, I’m pleased to officially welcome Dave Howson to the U.S. He was relocated to Chicago last week from London and is overseeing Cboe's business lines globally in his new role as President. We are excited to have him here today. I’m pleased to report another strong quarter at Cboe Global Markets. During the quarter, we achieved record-setting revenue results, growing net revenue 21% year-over-year to a record $424 million, and adjusted diluted EPS grew by 21% to $1.67. Our solid second quarter results were driven by the continued diversification of our business as we continue to integrate recent acquisitions, with strong volume in our proprietary index products, increased trading activity in our cash equities businesses, and continued growth across our data and access solutions business. Our Derivatives business had another excellent quarter, driven by strong performance in our index options franchise, specifically SPX options, as well as a solid increase in our multi-listed options business. Record monthly activity in the SPX complex helped drive a 66% increase in average daily volume for the quarter, while VIX Futures were up 7% and VIX Options remained flat. Multi-listed options trading ADV increased 12% year-over-year. Our Cash and Spot Markets business performed remarkably well during the second quarter with net revenue increasing 7%, including 3% organic net revenue growth year-over-year. These results were driven by exceptionally strong performance in our European Equities segment, where average daily notional value traded was up 49% year-over-year. Additionally, Cboe European Equities market share increased nearly 6 percentage points year-over-year to 23.2%. Similar to the trends we saw last quarter, these results reflect, not just a favorable market backdrop, but the implementation of an analytics-driven campaign by our sales team to help clients achieve better results on Cboe Europe than is achievable on other venues. Our Data and Access Solutions business remains strong with the integration of our recent acquisitions continuing to fuel the durability of this business. Year-over-year net revenue increased 20%, with 14% organic net revenue growth. We continue to remain focused on executing on the significant opportunities we see in three core areas of our business
Brian Schell:
Thanks Ed, and good morning, everyone. Let me remind everyone that unless specifically noted, my comments relate to 2Q '22 as compared to 2Q '21 and are based on our non-GAAP adjusted results. As Ed discussed, the first half of 2022 was an exceptionally strong one for Cboe. In the second quarter, adjusted diluted earnings per share was up 21% on a year-over-year basis to $1.67. A combination of continued investment across our businesses and a favorable operating environment continued to propel revenue above last quarter’s record levels. Quickly touching on some of the noteworthy takeaways from the second quarter. Our net revenue increased 21%, setting yet another quarterly record at $424 million, led by the strength in our Derivatives Markets and Data and Access Solutions categories. I would like to note that not only did each of our revenue categories, Derivatives, DnA, and Cash post a year-over-year gain, but every segment at Cboe from Options to FX posted a year-over-year increase, speaking to the diversity and truly broad-based strength in the second quarter results. Derivatives Markets produced 30% year-over-year organic net revenue growth in the second quarter given the continued strength of our index business. Data and Access Solutions net revenues were up 20%, up 14% on an organic basis, driven again by strong new subscription and unit growth, and Cash and Spot Markets produced 7% net revenue growth for the quarter, up 3% on an organic basis, on the back of strong volumes and market share in our European cash equities business. Adjusted operating expenses increased 22% to $157 million; adjusted EBITDA of $274 million was up 17%; and last, our adjusted diluted earnings per share was $1.67, up 21% compared to last year’s quarterly results. Before getting into the segment results, I want to spend a moment walking through the accounting adjustment we made this quarter for ErisX. As Ed mentioned, since we closed the ErisX transaction on May 2, the environment has changed dramatically. Given the observable publicly-traded peer valuations, digital asset prices, and intermediary dislocations, we felt it necessary to re-assess our holding value of ErisX. As a result of our analysis, along with the work of our third-party auditors and consultants, we booked a goodwill impairment of approximately $460 million, effectively writing goodwill in ErisX to zero, and recorded a deferred tax asset of approximately $116 million. Our book carrying value at June 30, 2022 is $220 million, reflecting the sum of tangible and intangible assets of approximately $104 million, and the deferred tax asset. We believe that our adjustment reflects the reality of the digital asset market environment today, but it in no way changes our commitment to the digital asset space or what we set out to do when we announced this transaction back in October. In fact, recent events only underscore the strong need for a transparent and trusted trading, clearing and data venue for digital assets. And we believe that Cboe, along with the help of our industry partners, is best positioned to provide those solutions. Turning to the key drivers by segment. Our press release and the appendix of our slide deck include information detailing the key metrics for each of our business segments, so I'll just provide summary thoughts. As mentioned earlier, we saw impressive year-over-year growth at each of our segments during the quarter. Options delivered the strongest growth with net revenue growing by 32%, driven by higher trading volumes in both proprietary and multi-listed options, better market share, as well as higher revenue per contract in index options. Total options ADV was up 18% as our higher-priced index options ADV increased 46%. Revenue per contract moved 21% higher given a continued positive mix shift to index products, and a stronger mix of higher priced SPX options in our index business. And lastly, we continued to benefit from another quarter of double-digit growth in market data and access and capacity fees, each up 29%, respectively. North American equities net revenue increased by 4% year-over-year. Solid industry volumes up 20%, helped drive the segment uptick. On the non-transaction side, access and capacity fees increased 15% and proprietary market data was up 8%. The Europe and APAC segment reported solid growth for the quarter, with net revenue up 20%. The increase was driven by higher volumes in Europe and the inclusion of Cboe Asia Pacific revenues of $8.2 million. Net transaction fee growth was 18%. During the quarter, FX rates were a headwind for the segment, impacting reported net revenue growth by nearly $4 million or 7%. Transaction fees were led higher by Cboe Europe’s equity ADV increasing 49% year-over-year given very strong industry volume growth and a nearly 6 percentage point increase in market share. Clearing fees benefited from an increase in clearing volumes of 21%. Second quarter net revenue increased 8% in the Futures segment as both transaction and non-transaction revenues posted year-over-year gains for the quarter. Volumes and rate per contract metrics were slightly better on a year-over-year basis. On the non-transaction side, access and capacity fees were up 21% and market data grew 24% as compared to the second quarter of 2021. And finally, net revenues in the FX segment were up 20%. Net transaction and clearing fees benefited from a 22% increase in average daily notional value as well as continued favorable market share trends. As Ed noted earlier, Cboe’s Data and Access Solutions net revenue growth has continued to accelerate, posting a 20% year-over-year increase, and an attractive 14% growth rate on an organic basis. Again, this strong growth was primarily driven by additional subscriptions and units, accounting for three quarters of the year-over-year revenue increase, as opposed to pricing changes. More specifically we saw robust physical and logical port usage in our options and equities businesses driven by increased demand for trading capacity. And on the market data side, the equities top-of-book and options depth of book products continued to perform well. As we look out over the remainder of 2022, we anticipate trends will remain healthy in the Data and Access Solutions business. We are raising our targeted 2022 DnA organic net revenue growth rate to a range of 10% to 13%, up from 8% to 11%, and above the 7% to 10% medium-term guidance range we outlined at our November Investor Day. Turning to expenses, total adjusted operating expenses were approximately $157 million for the quarter, up 22% compared to last year. Excluding the impact of acquisitions owned less than a year, adjusted operating expenses were up 12% or $15 million for the quarter. Moving to our expense guidance. We are increasing our full year 2022 expense guidance range to $659 to $667 million, up from our prior guidance of $647 million to $660 million, when including the acquisitions of ErisX and NEO. The increase is almost exclusively driven by higher incentive compensation as a result of our strong financial performance through the first half of this year, coupled with a positive outlook for the second half of 2022. We have long talked about Cboe’s pay for performance culture and our adjustments today reflect the outstanding work our entire associate base has done in driving outsized growth. And while our operating expenses are moving higher with revenues, we continue to expect $23 million to $26 million of the 2022 investment spend to directly drive incremental revenue growth and that approximately $10 million is needed for infrastructure enhancements to support and scale our business for greater levels of activity in the future. Overall, our updated 2022 expense guidance reflects our commitment to invest in high conviction growth opportunities as well as to attract and retain best-in-class talent driving our strong results. Now turning to a summary of full year guidance on the next slide, I want to call out some of the positive updates to our revenue targets that are reflected in our expense updates. As noted previously, we now anticipate DnA organic net revenue growth in 2022 will be in the 10% to 13% range, up from our prior guidance of 8% to 11% and our medium-term guidance of 7% to 10%. We continue to expect acquisitions held less than a year to contribute between 2 to 3 percentage points to total net revenue growth in 2022. Lastly, but certainly not least, our overall organic net revenue growth target is moving higher to 9% to 11%, up from our prior guidance of 5% to 7% for 2022. We believe our updated revenue guidance reflects not only the strong year-to-date results we have posted, but the confidence we have in the business moving forward. We are seeing a solid contribution from all of our operating segments, strengthening the broader ecosystem here at Cboe. And our full year guidance on depreciation and amortization, CapEx, and our effective tax rate on adjusted earnings under the current tax laws, remain unchanged. Our interest expense for the second quarter of 2022 was $14.6 million. Factoring in the incremental borrowing costs related to the financing put in place for ErisX and NEO, we expect interest expense to be in the range of $16 million to $17 million for 3Q '22. On the capital front, our focus has been, and remains maximizing shareholder value through the effective use of our capital. In the second quarter, we returned a total of $67 million to shareholders, comprised of $51 million in dividend payments and $16 million in share repurchases. We remain well-positioned to invest in the business, support our dividend, and opportunistically repurchase shares with $233 million in remaining capacity on our share repurchase authorization. Our leverage ratio increased in the second quarter to 1.9x, up from 1.6x at June 30 as our debt levels increased, related to the funding of our NEO and ErisX transactions. Overall, we remain committed to maintaining a flexible balance sheet and putting capital to work in the most value enhancing way possible for shareholders. In summary, Cboe reported an excellent second quarter. Our core business performed exceptionally well, and we are excited about our numerous short, medium and long-term investments. We look forward to continuing to deliver durable growth for investors in the quarters ahead. Now I’d like to turn it back over to Ed for some closing comments before we open it up to Q&A.
Ed Tilly:
Thank you, Brian. Before I close, I wanted to highlight our 2022 ESG Report, which was published last month. This report covers the important progress we have made on our environmental, social and governance initiatives, including our commitment to reach net-zero emissions by 2050, an exciting endeavor designed to help ensure Cboe does its part to help combat climate change. I want to thank the entire Cboe team and our customers for another great quarter. I couldn’t be more excited about the progress we continue to make and I believe we are well-positioned to continue to innovate, integrate and grow as we head into the second half of the year.
Ken Hill:
At this point, we'd be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue. And if time permits, we'll take a second question.
Operator:
[Operator Instructions] And this morning's first question comes from Rich Repetto with Piper Sandler.
Richard Repetto:
Good morning, Ed. Good morning, Brian and team. Ed, I think I'll focus on the SPX complex because you've seen such strong results there. And thanks for all the detail. I guess the question is, we've seen a pullback, it seems like retail is driving a good portion of it as well as your own innovation with the weekly contracts and volatility. But I guess, with the year-to-date run versus last year, the index options run 30% up. So I guess the question is around the resilience, and whether the retail is -- you think is going to be sticky, sticky enough going forward? Because we've seen in other products, we've seen retail retract, like we haven't seen it in index options here, I guess. So, comments on the index options. This is the question, Ed. Thanks.
Ed Tilly:
Got you. Thanks, Rich, Good setup. It's really a continuation of the entire year. And if you recall from the last quarter, we called out that options really look relatively cheap. And what we mean by that is the movements in the S&P 500, what they're realizing, the daily moves in excess of 1%. And we look at implied volatility with the price of those options are, they're relatively cheap. So there's a lot of attention, both institutional and retail platforms, looking at that complex and finding great opportunity. And you call out exactly the list that we've seen after adding Tuesdays and Thursdays, that interest is coming from retail platforms. That appears to be sustainable. What I mean by that is, even in the days where the realized movement of the S&P 500 is less than at 1%. Volume doesn't really track and doesn't fall off much. So we like what we're seeing as the daily interest is building. And we see that continuing, obviously past the quarter that we've just reported into July, for sure. So see no sign of letting up. I think we're learning a lot from adding dailies. And as I called out in the prepared remarks, to the tune of a couple 100,000 contracts a day additive in the complex, those are all good signs for us. So I think for now, in this environment, we look out over the volatility term structure, the market is telling us this uncertainty will continue. And we think no reason to think that the interest from retail platforms won't continue. So super short, dated options still in favor. And adding those dailies really has met the demand for that exposure. So we expect that to continue on. Thanks, Rich.
Richard Repetto:
Great. Thanks, Ed.
Operator:
Thank you. And the next question comes from Ken Worthington with J.P. Morgan.
Kenneth Worthington:
Hi, good morning. Thanks for taking the question. In terms of the European index options business, a couple of questions maybe to set the stage, what is the level of open interest that you reached during the quarter? And then as we think about the target client and the early days of the build out here, where do you think you might have the greatest success, and where are you focused? And then for management to consider this initiative successful, and for you to continue to invest here, what are you hoping to see in terms of the volume in open interest levels over, I don't know, the next year or pick your timeframe. But what is the ramp that you continue to expect to keep you engaged here? Thank you.
David Howson:
Hi, Ken. This is David Howson. Thanks very much for the question there. So throughout the quarter, we had a few interesting results as we continue to execute on the plan. Those geopolitical results did impact some of the speed of the onboarding and alter our expectations a little. However, we launched eight new products across four country benchmarks. And the open interest that you mentioned there peaked at 28% higher during the quarter compared to the prior quarter. We also saw options volume at 67% for the quarter as well. In terms of the plan, we continue to execute on that. We do see the realization of what we call success there in our guide coming a year later than previously stated. However, for us, success continues to be onboarding new clients, increased pricing picture [ph] in the futures and the options contract. As we said, right at the start here, this is a journey rather than an event as we build brand new platform, brand new trading and clearing here. So we continue to be convinced by the opportunities there and the value proposition here as we build out over the next coming years.
Kenneth Worthington:
Okay. What is the level of open interest? You keep putting growth, but is it -- are we talking small numbers, or is it big numbers? What is the contract level?
David Howson:
Ken, that's right. It's early days, just over 1,500 contracts open interest for the complex was with the peak.
Kenneth Worthington:
Perfect. Thank you so much.
Operator:
Thank you. And the next question comes from Gautam Sawant with Credit Suisse.
Gautam Sawant:
Good morning, and thank you for taking my questions. Can you please walk through where the strongest demand for DnA is coming from? And what is the initial feedback that you're getting from institutions in response to bundling global data and connectivity? And just to touch base a little bit further, you recently announced the partnership with Snowflake. Can you walk us through how that partnership will enhance analytics? And if you expect that to generate future expense savings by moving to the cloud from your current on-premise system?
Brian Schell:
Yes, thanks for the question. I'll kick that off with the first half of that. And then I'll flip it over to Chris, to talk about the Snowflake question separately. Again, this is a continued really strong story that we've seen going back into, really last year and even before that. But, again, we're continuing to see the upside of the higher volumes, areas like the logical ports, physical connectivity, just overall broader access that we're continuing to see clients ramp up their access, new clients wanting access, as they continue to see the -- across the global network build. And in particular, where we're seeing is on the market data side, which is obviously part of that is you asked specific question of where we're seeing that demand. If we look at that, where is the composition of that incremental growth? What we're seeing is increasing demand for the U.S data, primarily coming from international participants. Of the growth that we had, 60% was outside the U.S of that growth, that broader pool that 60%, 44% was EMEA, 16% was APAC, that makes up that 60%. So we're continuing to see that strength of that demand for the data. And we don't see any reason why that's going to change. Actually, we are -- as we look at our pipeline, and we look at our future growth prospects going out into the years is as we continue to build the networks in those countries. We only see the opportunity for success, and leveraging that network for not only those organic sales of that market, but also again the broader network, which then leads into your next question about the opportunity to bundle. A lot of our client base is global. They do like that global network and being able to leverage into the Cboe system and that consistency of data and the technology that we're building out over time. So we see opportunities to bundle geographic, we see opportunities, different asset classes, that we're continuing to explore, again, across the entire network. So that's really driving the optimism in the actual results that we see today. I think I hit your questions. And with that, I'll turn it over, Chris.
Chris Isaacson:
Yes, thanks, Brian, and thanks for the question. Good question. So on the Snowflake part of that question, so we announced this partnership with Snowflake. This is regarding an internal data analytics platform that we built. Over the last couple of years, we'd actually mentioned on one of these calls one or two of these calls a few years ago, we've learned so much there, we started to use that and provide better insights for our customers. The results of that are -- which can be seen with the European market share and how we are providing better insights, execution and [indiscernible]. This scales that effort globally allows us to bring in all of our global businesses and provide better insights to our customers so they can trade better on all of our global markets. So excited about this partnership with Snowflake, which is separate and distinct from Cboe Global Cloud, but part of our overall global cloud strategy as we scale our platforms to meet the needs of our global business.
John Deters:
Gautam, this is John. Just one follow-up to both of those Brian and Chris's points. It's worth noting that as we think about the M&A we've done recently to expand globally, there are, obviously multiple layers of benefit there. First layer is intrinsic, the organic growth Within each platform. Second layer is technology integration, a consistent, seamless network that we provide our global customers. And then another layer is the global cross-sell, and we've obviously been in COVID environment for 2 years. Members of our exec team, there are certain offices we're just travelling to you now. And so we're seeing the beginnings of those fruits of the cross-sell effort in the global network integration. And to be sure, given where we are in the travel cycle, that is probably in early phases.
Gautam Sawant:
Understood. Thank you very much.
Operator:
Thank you. And the next question comes from Alex Kramm with UBS.
Alex Kramm:
Hey, good morning, everyone. I just wanted to touch base on the two recent acquisitions. One, I think originally you hadn't disclosed the purchase prices, but they obviously in the queue, I think. But can you; one, actually review, kind of like the revenue contribution and where that all flows. But then also given the ErisX situation, you made this comment that you're still excited about the acquisition of the opportunity set there. But now, obviously, you spent almost $500 million on this. I know it's less than 5% of your market cap or close to it. And now you're writing this whole thing down. So just wondering how we should be thinking about returns on that acquisition relative to maybe buybacks that you could have done. So I know this is fresh and new, and it's a new asset class, but it just seems like it's a -- it's somewhat material to what we've seen so far. So just wanted to make sure that as you've been very acquisitive that there's return hurdles as you approach these new opportunities. Thank you.
Brian Schell:
Sure. Alex, I'll take NEO briefly and then we'll take to the ErisX because I also want to bring in Chris as well in this and -- as well as the team can chime in. But on the NEO as we look at that return, which didn't highlight, but -- right now, that is going better than actually planned -- slightly better than planned. And it's already contributing, although relatively small, to our overall contribution. So it is accretive already, day one. So again, continued to be excited about continuing to measure that positive ROI, we've set it up for about a 10% hurdle rate that we have, when we build our business cases, looking for what it can contribute organically, and then continue to add revenue synergies, broadly across the organization. Going specifically to the ErisX transaction, fundamentally, nothing has changed. As far as what we see the contribution of what this platform does for us and where we see this market going granted, as we disclosed, and you'll see the disclosure [indiscernible] chance to see the Q is that the external environment did change, but it actually just reinforces where we actually think we're going. But the specifics on the financials, the adjustment was about 60%. So you're -- when you talked about the near total write-off, that's just the intangible part of it. You got to look at the total net book value. So it's about 60%. Again, not that that's something to brag about, but that is reflective of what we think the value is, at this point in time, given the external environment. Again, our job is to make sure our financial statements fairly represent our view of our performance and what that looks like, overall. So that's the overall perspective. Back to the press release to that when we initially announced the acquisition of ErisX, we put a 2 to 3 year timeframe on a positive contribution to EBITDA at the end of the day. So again, nothing has changed, absent, albeit not small, this adjustment to fair value, as far as that we recorded today. So with that, then I'll turn it over to Chris to talk a little bit more about kind of, again, where we think this is headed.
Chris Isaacson:
Yes. Good morning, Alex. Good question. So as Brian mentioned, our strategy is unchanged, our excitement for this asset class is unchanged. There's obviously been a fundamental repricing in this asset class. But we think that actually provides a strategic tailwind for us with trusted transparent regulated markets. Just to remind you that we have -- with ErisX, we have a great foundation to build upon with exchange clearing data and derivatives. And our roadmap includes margin futures, settled futures and that roadmap is the same now. So we're committed to this asset class, we obviously had to recognize that the asset class is fundamentally been repriced, which was what we've done, but we are committed to it and excited about the future.
Alex Kramm:
Fair enough. [Multiple speakers].
John Deters:
So briefly, this is John, I want to weigh in on what we're hearing from the market because it's important. We've told the Street that we're out there talking to potential partners on this project. And what we're hearing from them is they see the demand. So we hear that from them, we trust them. These are largely intermediaries. It's an intermediary focused initiative. And those intermediaries touch, we estimate over 80% of the traditional asset volume from retail customers, so they have a good line of sight. And what you see in the data in terms of volumes is that if you take crypto currency as a whole, and you look at 2021, is a bit of an anomalous year. We're looking at going back to 50% CAGR to 2020. And that's -- that still remains a robust growth rate. So they're in this for the long haul. These partners, they're asking us questions like, where can I trade in a framework that has robust coin listing risk parameters? Where can I trade in a framework that is unconflicted, where pricing is reliable and not manufactured to create elevated spreads? They're asking where can I trade in a framework where there isn't hidden, dangerous leverage? And those are things that we're offering. So it's reasonable to think that over the medium-term, we garner our fair share of the market.
Alex Kramm:
All right. Thanks, again. Lot of great color.
Operator:
Thank you. And our next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great, thanks. Good morning, folks. Maybe just also on ErisX and NEO, but actually more on NEO in the Canadian game plan. But one quick, just detail, NEO is racking better-than-expected and just the guidance still stands that you expect the acquisitions to -- or just the revenue contribution to offset more than half of the expenses in '22, that there is a $35 million. And then also the outlook on the EBITDA positive on a combined basis. Does that still stand? And then the second attached question is the NEO strategy in Canada, if you can elaborate a little bit more? That looks like you've grown -- if I’m calculating it right at 12% to 13% market share combined with MATCHNow in trading volume in Canada. Maybe you could just dissect a little bit the trading strategy versus I think there's also a small listing strategy there as well.
Ed Tilly:
Yes, thanks. Thanks, Brian. So bottom line, we have not changed that perspective, as far as the contribution. Short answer. So with that I will turn it to Dave, as far as kind of the outlook, kind of the business strategy go-forward look.
David Howson:
Yes, thanks very much, Brian. To dissect it nicely as you did between trading and listing strategies because the listing strategy goes global as the opportunity in trading with Canada. So Canada, in general, we think about it combined with a MATCHNow footprint that we already have there, so that the big migration or rollout that we had earlier in the new year, along with MATCHNow bringing global client base, we've seen new international clients really come into the Canadian marketplace and the block space, so very encouraging there. And then in general, in terms of the order books, the more vanilla order book trading protocols, we see really nice opportunities there for further feature enhancements, as we look across our franchise globally, what we find useful for customers will be brought in time to the Canadian landscape. And then also, with pricing, we have pricing levers to pull there along with the general data and analytics that we've talked about to do the pricing, and they tried to really talk to customers about what we can do that in terms of the order book qualities. So listings, then we've got really interesting opportunities we've now got today, over 241 listings and Canada itself 168 ETPs, three new Vanguard ETFs this quarter really great progress, 55 corporates really focused on the innovation economy. And I think about that as a global strategy, when we think about Australia, winning 30% of ETP listings there, same story in the U.S. We can actually begin to go to issuers a capital raise with a global offering, and really that's how we're going to be thinking through our strategy as we go forward and really present that to yourself customers and the marketplace.
Brian Bedell:
That sounds exciting. So is there a stronger revenue growth outlook over the long-term as a result of this strategy, given it's starting to track in better-than-expected as well?
Ed Tilly:
I'll dive in here a little bit is that I would say, obviously, we think there's an opportunity as we continue to put that in place. As we continue look at the revenue synergies, I think with respect as we look at the overall Cboe network, I think it's just becoming increasingly important component is that as far as we're seeing early wins and successes, so Dave, if you want to talk a little bit more about that as well.
David Howson:
Yes, as I mentioned earlier in my answer, the BIDS roll out earlier this year seems great early traction, but particularly to point to the addition of new customers in Europe, really wanted to trade US and Canada. And, in fact, as we think about the rollout BIDS again in Australia in February next year, you've seen early on boards from those superannuation funds really coming to say, hey, we want to on board now to trade what you've got, because we know you're coming to Australia, we want to be ready for that. And we see that across the slate really with the intermediaries there coming to us early on to get involved with that re-platforming we're doing in Australia in February of next year.
Brian Schell:
It's worth a quick note on the coverage, again, to the span that we've now got a place. Our markets cover something like 80% of global GDP, and over 90% of developed market GDP. And this is really a unique way to tie together those trading opportunities across all those markets. There is no competitor that offers that span of services to the trading community.
Brian Bedell:
That's all great color. Thanks so much.
Operator:
Thank you. And the next question comes from Owen Lau with Oppenheimer.
Owen Lau:
Good morning, and thank you for taking my question. I actually have a broader base question. I guess the stock was resilient compared to the broader market in the first half of this year. For the second half, could you please talk about your outlook of the economy, and how investors should think about volatility, your organic growth in DnA, and also your international expansion, and how people can still grow in the second half of this year? Thank you.
Ed Tilly:
So let me start with a broader trading environment. And we're just informed on by volatility term structure and how our customers are pricing risk over time. The elevation in the back months still say that there is risk in the marketplace. And for us, that continues to be trading opportunity, positioning opportunity and really positioning around the broader economic drivers in not just the U.S market, but the global market. So we are informed by that volatility service and don't see much changing in the short-term, meaning continued growth and adoption and engagement in the SPX complex. And in particular, we'll be watching and learning how we can continue to roll out contracts that meet the demand of investors. And in this case, the growth has come from retail platforms. So a lot of effort and concentration on that adoption of super short dated, the utility. And from there, hopefully, we'll be able to teach and broaden the base of users and adoption. Then I'll turn over to Brian for a little bit more color.
Brian Schell:
Yes, and I would -- I want to remind folks that when we kind of came into the year, and it's a continuation of last year is the organic investments that we're making to set up the potential for this organic growth, with respect to the incremental investments we're making around, the ability to deliver DnA and data through the cloud, what we've done around enabling greater trading environment with 24/5, Tuesday, Thursday launch, the incremental marketing and branding, the Nanos launch, EU derivatives and a lot of those we've talked about. And that investment is, again, you're starting to see that payoff, both in terms of people and the marketing and the sales, and what we're doing. Specifically about, the DnA element and what you’ve asked about right is, is again, we're continuing to see that stickiness, the quality of the access, the quality of the market data that we're getting and being able to offer, again, across all asset classes, it's not just in one, obviously there's higher contribution within the derivatives franchise given the size and our placement there. But again, the confidence in continuing to deliver that growth. You'll see the forecast is slightly lower as far as the outlook than in the first half. We are going against higher comps from last year. We had great third, fourth -- third quarter and fourth quarter growth rates in DnA last year. Again, we're still confident in our continued growth. Again, the comparison is a little bit hard, but we are up for the challenge. But as far as those initiatives, right, we talked about distribution as a service, you saw the recent announcement around Morningstar and being able to leverage our existing networks. We're excited about packaging or global content, again, across geographies and asset classes. And then John had mentioned earlier, again, is that organic opportunity just within say, for example, within Australia and Japan and our recent entry there and within Canada, so those items are really continued, again, give us confidence about the growth rate as we head into the rest of this year. And then obviously, conviction around the medium to longer term growth opportunity of DnA.
Ed Tilly:
And if I may, just a quick chime in on another global asset class or in the Cboe FX business, had a good quarter in this environment. Activity is high, but also in terms of extensions into a new asset class we expect in the latter half of this year to see UST, U.S Treasuries go live, we received FINRA approval, and we have onboarding of customers coming on into the latter part of this year.
Owen Lau:
Got it. Thank you very much.
Operator:
Thank you. And the next question comes from Michael Cyprys with Morgan Stanley.
Michael Cyprys:
Hey, good morning, and thanks for taking the question. So you guys have added the new Tuesday, Thursday expiries, but I was hoping you could comment on what other types of contracts you guys might be able to introduce. And then more broadly, as you look at your business and the industry, what would you say is left to convert in terms of activity from OTC to exchange traded products? And how might you size that longer term opportunities versus more near-term? Thank you.
Ed Tilly:
Yes, I think what we're learning from Tuesday, Thursday, and what we should be contemplating is in cash settled derivatives, which are really in vogue in the super short dated the possible expansion of our smaller contracts like SXP, which is one-tenth at our Nano contract, which is just getting early adoption as retail -- further adoption for retail platforms, [indiscernible] for example, just came online, which is a good move for us as we roll out strategies that have historically been institutional based. And of course now for retail platforms interest in the 500, the Nano was really designed for the early retail adopter and retail platforms for exposure in the broader market and giving them the same access to the S&P 500. So we're in early days on the Nano contract, and I think, a reinvigoration of an access view [ph] which as I said, one-tenth SPX. So I like that. And I like continuing to look at how to expand Tuesday, Thursday into contracts that are more retail focused. So I think that's what you should see us. As far as the OTC, really the opportunity would be in the volatility complex where OTC tends to be notionally roughly the same size. We say roughly the same size as what you see trading listed. That conversion, we have to look at sensitivities around the execution costs, trading listed versus the risk of trading bilaterally or clearing bilaterally off exchange. So a lot of work to do in the opportunity set around the OTC index, but I wouldn't say as much in SPX.
Michael Cyprys:
Great. Thank you.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi, good morning. Maybe just a follow-up question on SPX. Just wondering now like, what percentage of that overall complex do you believe is being retail today? I always thought of that as being far more driven by institutional flow than retail. And if institutions are still the primary users there, also do you have any insights on like, which types of institutional users have driven this kind of recent surge and volumes we've seen over the last three quarters or so, whether that's equity asset managers or options, specific funds or other types of institutional users?
Ed Tilly:
Yes, it's a great question. And I want to be really careful when we choose our words. You'll note that I say retail platform and don't necessarily mean that that's a retail trader on a retail platform. There are pros coming through retail platforms, many times in algorithms. I would expect the great many of the daily expiry growth is algos loving the short dated exposure. And in a market that's moving, as I say, implied move of roughly 1% a day, terrific opportunity. So the growth from retail platforms in the single day and the participations in the 80s. So really, really high concentration retail platform in those weekly options. Third Friday continues to be traditionally more broad market, greater position hedging as similar as what we see in the VIX complex. So really adoption in those weekly is that big growth coming from retail platform.
Operator:
Thank you. And the next question is a follow-up from Rich Repetto with Piper Sandler.
Richard Repetto:
Yes, hi, guys. I’ve been sort of looking at the expense side of it in more detail. And I know you had $12 million this quarter, Brian, for increased for the incentive comp. And I guess the question is, when you add all, I think the base is 5.53 from last year, and that's incorporating the 2021 expenses. But if you look at everything, except for the acquisitions this year, it looks like about a 14% increase between the core enhancements, revenue enhancements, infrastructure and incentive. So we had 14% ex acquisitions and I’m just trying to see if that's right. It looks like the consensus revenue estimate right now is up 13%. So do you think the analysts are picking up the revenue enhancements? Or that you got 23 to, I think $26 million built in for that?
Brian Schell:
Yes, so I would -- I'm not sure I completely follow the expense math, but we can kind of take that offline to make sure as far as the percentages go. I think the thing to focus on is that at least when we are pulling in some of the acquisitions onto the revenue and expense line items, obviously some of the financial statements don't quite have the same margin. So there's going to be a little bit of a slightly higher growth rate on the expenses again just year-over-year, given that size. So again, we're managing that. And then we obviously would plan to continue to grow that top line, obviously fast in the short line, no great surprise there. But as far as picking up the expenses, we try to provide that guidance, and that visibility along the way. If you look at, for example, if you just look at excluding the acquisitions, and you look at kind of that 2Q run rate, and you analyze that 2Q run rate relative to what we forecasted at the end of the day, there's really not a significant growth rate that we haven't already factored in into that projection. And again, just to make sure we're clear on that, that $12 million, as far as the increment, that's a full year, it's not just this first half of the year. Again, that's a full year perspective as far as what we've done in some of the expectations to build into that entire forecast.
Richard Repetto:
I guess to make it simpler, if you take -- just take your expense guidance is 6.59 to 6.67, subtract Neo to 30 to 35. Those -- the increases ex Neo and ErisX are about 14%, I guess. The expense increase is ex acquisitions appear to be a 14%, If I'm doing my math, right.
Brian Schell:
Sure. Sorry, yes. So part of that growth also includes the run rate of the [indiscernible] transactions from the prior year as well, which is, I will call it making that number higher than, say a pure organic expense growth rate.
Richard Repetto:
But I thought the 5.53 base included the normalized 2021 for expenses, for the acquisition, I could be wrong on that. Okay, I'm good. We can talk offline on this.
Brian Schell:
That way we can just get on the same -- the same page there. Thanks, Rich.
Operator:
Thank you. And we also have a follow-up from Gautam Sawant with Credit Suisse.
Gautam Sawant:
Hey, just two quick questions here. One follow-up is just on the revenue outlook for the acquisitions this year. I think you had previously talked about the 50%. I don't know if you provided an update or I missed it. Just what expectations are for the revenue contribution this year relative to expenses?
Brian Schell:
We didn't actually frame it relative to expenses, it was more of [indiscernible] transaction. So we have said that we expected 2% to 3% incremental revenue growth.
Gautam Sawant:
Okay, got it. And then just one more on the European business. As we look at the market share in cash equities there, it has a very positive trajectory. Can you please expand on some of the key factors that are helping the platform compete with some of the incumbent exchanges in that region? And then where you think the market share could potentially settle out in the future? And then also what data points is the sales team going out with to these institutions to get them to choose Cboe and route their trading volume to the platform? Thank you.
Brian Schell:
Great. Thanks very much for the question there. So, as we see that 60 [ph] basis point increase year-over-year, a couple of drivers that I would point to there. One is the liquidity provision scheme we introduced in 2020. That really started an inflection point in market share, which improved the market quality to an extent where we were able to use our data and analytics platform, the one that we'll be leveraging Snowflake to provide data and analytics to show to our customers that actually what we call the effective market share, the share that -- you should be providing to Cboe based on its best bidding offer at any point in time warrants a higher proportion of order flow to be sent to as we saw a great response there from major top 10 customers responding to that in the back half of last year, and with others still yet to make changes. So the trajectory on the lit order books very positive there. It is a competitive environment. So there will be responses, but we are very well-positioned in order to continue to respond and provide data. The evidence is the quality of the platform. Second driver to point to there is a another data analytics campaign around the BIDS offering in Europe, both increasing that network of new customers onboarding, new clients, but also once again, evidencing through data and analytics. The advantage of trading on the Cboe BIDS Europe platform where we see uniquely with liquidity opportunities for our institutional and intermediary customers, really resulting in a 32% market share for block trading for the BIDS platform in Europe, really leaving as they're about 6 percentage points ahead of the nearest competitor in Europe with a good gain quarter-over-quarter. So really the BIDS and the lit platform working well for us there with the final point really being on periodic auctions which have seen increased market share of the overall market, given the utility, but also in the local market. And also, just to mention, we've launched that in the United States and seeing some early traction with some margin trades going off within the platform. Did I cover all your questions?
Gautam Sawant:
Yes. Got it. Thank you.
Operator:
Thank you. And this concludes our question-and-answer session. I would like to turn the conference back over to Ken Hill for any closing comments.
Ken Hill:
Like to thank you for your interest in our company and have a great weekend everyone.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect your lines.
Operator:
Good morning, and welcome to the Cboe Global Markets First Quarter 2022 Financial Results Conference Call. All participants will be in listen-only mode. [Operator Instructions]. After today's presentation, there will be an opportunity to ask questions. [Operator Instructions]. Please note, today's event is being recorded. I would now like to turn the conference over to Ken Hill, Vice President of Investor Relations. Mr. Hill, please go ahead.
Ken Hill:
Good morning and thank you for joining us on our first quarter earnings conference call. On the call today, Ed Tilly, our Chairman, President and CEO, will discuss our performance for the quarter and provide an update on our strategic initiatives. Then, Brian Schell, our Executive Vice President, CFO and Treasurer, will provide an overview of our financial results for the quarter as well as an update on our 2022 financial outlook. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be Chris Isaacson, our Chief Operating Officer; John Deters, our Chief Strategy Officer; and Dave Howson, President of Cboe Europe and Asia Pacific. I would like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our Web site. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in the forward-looking statements. Please refer to our filings with the SEC for a full discussion on the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements whether as a result of new information, future events or otherwise after this conference call. During the call this morning, we will be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I'd like to turn the call over to Ed.
Ed Tilly:
Thank you, Ken. Good morning, and thanks for joining us today. I'm pleased to report on strong financial results for the first quarter 2022 at Cboe Global Markets, reflecting the continued strength of our business. During the quarter, year-over-year, we grew net revenue 14% to a record $418 million, and adjusted diluted earnings per share grew by 13% to a record $1.73. Our solid first quarter results were driven by the ongoing expansion and diversification of our business, with strong trading activity in our cash equity businesses, higher volumes in our proprietary index products, and increased demand for our suite of data and access solutions. Our Options business had an outstanding quarter with a strong contribution from our proprietary index products and solid results from our multi-listed options business. Our proprietary index products resonated well with our customers as volatility continued to remain steadily elevated around the world and market participants engaged with our product suite to manage risk. Average daily volume increased 42% in SPX options year-over-year, with VIX options increasing slightly year-over-year and up 18% over the fourth quarter 2021. Multi-listed options trading ADV increased 2% year-over-year to a new record of 11 million contracts per day. Additionally, our European Equities segment had a very strong quarter. Net revenue increased 37% as industry average daily notional value traded increased 31%, and market share rose 5 percentage points year-over-year to 21.8%, the highest since the first quarter of 2019. These results were driven by, not just favorable market backdrop, but by the expansion of our data and analytics services to help clients improve the quality of their executions and enhance their overall trading experience across our lit and dark order books, periodic auctions, and Cboe BIDS Europe. On the U.S. equities side, we were pleased to launch periodic auctions on our BYX exchange earlier this month and hope to replicate the success we've had with our European periodic auctions offering. Turning to Asia Pacific. Cboe Japan market share increased considerably during the first quarter to 3.8%, up from 2.9% in the fourth quarter 2021, as a result of a new liquidity provider program designed to attract new volume to the market. We are excited to have a growing footprint in Japan, which is the fourth largest equities market in the world by volume traded. In Australia, volumes remained strong across our equities business, and we are also preparing to list Asia Pacific's first crypto ETFs on Cboe Australia in the coming weeks. We’re excited to be helping to bring these innovative products to market. Importantly, while achieving strong results, we continued to successfully execute on key initiatives to advance our corporate strategy to innovate, integrate and grow our business globally. In February, we completed the migration of MATCHNow, the largest equities alternative trading system in Canada, to Cboe technology creating a unified trading experience for all of our North American customers. Along with this technology migration, we launched Cboe BIDS Canada, bringing a new and enhanced blocktrading offering to the Canadian equities market. It's important to note that these enhancements are already benefiting from our platform with the migration of MATCHNow improving latency and institutional activity increasing with over 10 sponsoring brokers signed on as Cboe BIDS Canada sponsors. We look forward to further expanding our footprint in the Canadian equities market with the expected close of our acquisition of NEO later this quarter, subject to regulatory approvals and customary closing conditions. We also announced plans to migrate Cboe Australia to our world-class technology platform in February 2023, pending regulatory review and approval, and released technical specifications for this migration a month ahead of schedule. We appreciate the early engagement with customers in Australia on this important initiative and we will be working closely with them throughout the year as they make their preparations for the migration. As we continue to broaden and evolve Cboe, our global network gives us the unmatched ability to efficiently scale and expand our business in new ways, both organically and inorganically. As we architect the business for future growth, I was incredibly excited to announce several leadership changes last month, including the appointment of David Howson to President of Cboe on May 12. Many of you know Dave well as he currently serves as President of our European and Asia Pacific segments and has done a remarkable job working with the team and our customers to successfully grow these businesses. His track record speaks volumes, and he has spearheaded the development and execution of some of Cboe's most innovative products and services. Dave is planning to relocate from London to Chicago and will oversee Cboe's business lines globally. Please welcome Dave as he joins us on the call today. I believe the enhancements to our management team showcase our deep bench of talent and position Cboe well to advance our global expansion strategy. As mentioned last quarter, we are focused on executing on the transformational opportunities we see in three core areas of our business; Data and Access Solutions, Derivatives and Cboe Digital. We continue to fuel these opportunities by executing against our ongoing strategy which remains consistent; leverage our superior technology, further strengthen our core proprietary products, increase recurring revenue, and expand our product line by geography and asset class. During the first quarter, we made solid progress advancing each of these core areas of our business. Let me begin with Data and Access Solutions, which delivered record results during the quarter with revenues increasing 18%. This growth was driven by continued demand for access to our exchanges, proprietary market data and new subscribers to Cboe's frontend platforms. Cboe Global Cloud, a cloud-based market data streaming service we launched during the fourth quarter, continues to gain traction with customers. This new service aims to increase access to our unique data set to customers globally. We plan to further expand the data set offered via Cboe Global Cloud this summer with the addition of European equities data, which we believe will further expand the customer base accessing our data via the cloud. We continue to believe this business is positioned incredibly well moving forward. Given our confidence, we are increasing our 2022 targeted organic growth rate for Data and Access Solutions to 8% to 11% from 7% to 10%. Our unique product set, coupled with our geographic and asset class diversification, enables us to meet the needs of customers from London to Tokyo, Chicago to Singapore and everywhere in between. As the world continues to grapple with uncertainty caused by the war in Ukraine, rising inflation and interest rates, and the ongoing challenges with the pandemic, market participants have increasingly turned to derivatives and volatility vehicles to help mitigate risk. We continue to innovate and expand our derivatives business globally to meet this ongoing customer need by growing 24x5 trading in SPX and VIX options; expanding our popular SPX Weeklys options offering to provide expirations every trading day of the week starting in May; and launching Nanos, a new smaller-sized product designed for the retail trader. Earlier, I noted our overall strong volumes across our proprietary products franchise as we continue to see solid momentum trading in SPX and VIX Options since launching 24x5 trading in November 2021. During the first quarter, average daily volume in SPX options during Global Trading Hours increased 164% year-over-year, more than double the volume prior to the launch of 24x5. Additionally, average daily volume in VIX Options during Global Trading Hours increased 14% year-over-year while VIX Futures volumes increased 19%. Although still in its early days, the incremental volume we are seeing as a result of 24x5 enhancements has already generated an attractive return on our 2021 investment. Last week, we added Tuesday expirations to our SPX Weeklys complex and plan to add Thursday expirations beginning May 11. These new listings build on the success of our SPX Weeklys, which currently include Monday, Wednesday, and Friday expiries. Since we launched SPX Weeklys in 2005, they have become one of the most actively traded products, accounting for 70% of total SPX options volume, as they allow investors to manage their short-term U.S. equity market exposure and execute trading strategies with even greater frequency, precision and flexibility. We have received very positive feedback from a broad range of market participants, and we are off to a strong start. On Tuesday, we saw over 600,000 Tuesday expiry contracts traded. Last month, we were excited to launch Nanos, a first of its kind options contract designed to make trading more accessible for the retail trader. We have been pleased with initial volumes, which have topped 3,500 contracts on several days, and we plan to continue to expand the network of retail brokers offering this product. We expect this market to continue to flourish over time and we look forward to engaging with this growing retail segment. Turning now to Europe. Our European Derivatives business continues to gain momentum and we are pleased with the progress made since launch last September. Volumes continue to grow and we reported over 6,000 contracts traded in the first quarter, an almost four-fold increase on last quarter's volumes. Earlier this week, we launched futures and options on four additional country indices; Italy, Spain, Sweden and Norway. This second phase of products broadens our equity index product suite to cover additional key European markets, providing customers with the tools to efficiently manage their European index exposures via a single marketplace. The expansion of our global derivatives franchise is laying a strong foundation to build upon throughout the rest of the year as we help clients around the world navigate risk. Turning now to Cboe Digital and our planned acquisition of ErisX, which remains on track to close very soon, subject to customary closing conditions. ErisX will provide Cboe with spot trading, data, and clearing capabilities for digital assets and derivatives trading, clearing and data through its regulated futures exchange and clearing house. This is a pivotal moment for Cboe as we reenter the digital asset market and we couldn't be more excited to apply our blueprint of success; operating trusted, transparent, regulated markets to digital assets. As we've said before, we believe Cboe can play a guiding role in shaping the trajectory of this revolutionary market. We have been actively engaged with regulators as they shape policy for this emerging asset class. Additionally, the ErisX application for margin futures is currently in review at the CFTC. We look forward to welcoming the ErisX team to Cboe and accomplishing great things together as Cboe Digital. We are focused on driving durable growth here at Cboe, and I believe the targeted investments we are making across the ecosystem today not only help us diversify our product set and strengthen our flywheel, but also allow us to enhance the robustness of our revenue growth. The ability to harvest investments over various periods of time, from near-term contributors like Tuesday/Thursday expiries and 24x5 to longer term investments in products like Nanos, position Cboe well to grow for years to come. And now, I will turn over to Brian.
Brian Schell:
Thanks, Ed, and good morning, everyone. Let me remind everyone that unless specifically noted, my comments relate to 1Q '22 as compared to 1Q '21 and are based on our non-GAAP adjusted results. As Ed discussed, the year is off to a very strong start, producing the second consecutive record setting quarter for Cboe. Overall, adjusted diluted earnings per share were up 13% on a year-over-year basis to $1.73 as both the transaction and non-transaction elements of our business performed well. We believe these strong results validate our investment focus as we continue to put capital to work across our ecosystem to help us enable to take full advantage of the favorable market dynamics. Quickly touching on some of the noteworthy takeaways from the first quarter. Our net revenue increased 14%, notching another quarterly record at $418 million, led by the strength in our Derivatives Markets and Data and Access Solutions categories. I would like to note the change in our income statement to reflect Cash and Spot Markets, Data and Access Solutions, and Derivatives Markets categories we laid out at the November Investor Day. The update reflects how we think about the business, in addition to our segments, and how we will be reporting our results moving forward. You can find more details in our 10Q. Noting a couple highlights for our updated categories in the first quarter; Derivatives Markets produced 18% year-over-year organic net revenue growth in the first quarter given the strength of our index business, Data and Access Solutions net revenues were also up 18%, up 12% on an organic basis, helped by strong new subscription and unit growth, and Cash and Spot Markets produced 5% net revenue growth for the quarter, up 2% on an organic basis, on the back of strong volumes and market share in our European cash equities business Please note that historical quarterly values for these categories covering the 2020 and 2021 timeframes are available on our IR site. Adjusted operating expenses increased 17% to $146 million; adjusted EBITDA of $281 million was up 12%; and last, our adjusted diluted earnings per share hit a record $1.73, up 13% compared to last year's quarterly results. Turning to the key drivers by segment. Our press release and the appendix of our slide deck includes information detailing the key metrics for each of our business segments, so I'll just provide some summary thoughts. We saw impressive year-over-year growth in many of our segments during the quarter. Options delivered exceptional net revenue growth of 21%, driven by higher trading volumes in both our proprietary and multi-listed options, better market share, as well as higher revenue per contract, or RPC, in index options. Total options ADV was up 6% as our higher margin index options volumes increased 27% over 1Q '21 levels. RPC moved higher by 18% given a continued positive mix shift to index products and a stronger mix of higher priced SPX options in our index business. And lastly, we continued to benefit from another quarter of double digit growth in market data and access and capacity fees, up 26% and 22%, respectively, as compared to the first quarter of 2021. North American equities net revenue decreased by 3% year-over-year against some difficult comparisons to the first quarter of 2021. Industry volumes were lower by 12% and market share declined by 70 basis points versus the first quarter of 2021. On a sequential basis, market share improved by a full percentage point and industry ADV was up by nearly 20%. On the non-transaction side, access and capacity fees increased 11% as compared to the first quarter of 2021. The Europe and APAC segment again delivered outsized growth for the quarter, with net revenue up 37%. The increase was driven by higher volumes and the inclusion of Cboe Asia Pacific revenues of $8.4 million. Net transaction fee growth of 47% outpaced solid clearing fee growth of 10%. Transaction fees were led higher by Cboe Europe's equity ADV increasing 71% year-over-year given very strong industry volume growth and a 5 percentage point increase in market share. Clearing fees benefited from an increase in clearing volumes of 52%. First quarter revenue increased 2% in the Futures segment as transaction and non-transaction revenues posted slight gains for the quarter. Volumes and rate per contract metrics were relatively flat year-over-year. On the non-transaction side, access and capacity fees were up 2% and market data grew 25% as compared to the first quarter of 2021. And finally, revenues in the FX segment were up 16% as compared to the first quarter of 2021. Net transaction and clearing fees benefited from a 13% increase in average daily notional value traded and a slight increase in net capture rates. As noted previously, Cboe's Data and Access Solutions revenue growth started the year on strong footing with 18% total growth and 12% organic growth as compared to 1Q '21. Again, the strong growth was primarily driven by additional subscriptions and units, accounting for over 90% of the year-over-year revenue increase, as opposed to pricing changes. More specifically we saw robust physical and logical port usage in our options and equities businesses driven by increased demand for trading capacity. And on the market data side, the equities top-of-book and options depth-of-book products continued to perform well. As we look to 2022, we see tremendous potential for the Data and Access Solutions business. We are raising our targeted D&A, organic net revenue growth rate to 8% to 11% from the 7% to 10% range, slightly above the medium-term guidance delivered at our November Investor Day. Turning to expenses. Total adjusted operating expenses were approximately $146 million for the quarter, up 17% compared to last year. Excluding the impact of acquisitions owned less than a year, adjusted operating expenses were up 12% or $15 million for the quarter. Moving to our expense guidance, we are reaffirming our full year expense guidance range of $617 million to $625 million for 2022. As we have previously stated, we expect our expense base to build over the course of this year as we invest behind the many attractive initiatives at Cboe. We expect $23 million to $26 million of the 2022 investment spend to directly drive incremental revenue growth. We believe that approximately $10 million is needed for infrastructure enhancements to support and scale our business for greater levels of activity in the future. In the past, we have talked to investments in areas like D&A or our EuroCCP acquisition and integration as producing solid returns for Cboe. I would like to point out that a few of our more recent 2021 investments are already producing some very attractive returns as well. For instance, 24x5, which went live in November, has translated to year-to-date global trading hour volumes in the SPX options contract more than doubling 2021 levels, averaging over 27,000 contracts per day in the first quarter. Tuesday expirations went live last week and this Tuesday we saw over 600,000 Tuesday expiry contracts traded, a very strong start. We recognize that each of the investments we make across our ecosystem is unique, with different return profiles, payback periods and levels of complexity. In each case though, we leverage the same core attributes that make Cboe Cboe. The ability to leverage our superior technology, an unmatched global footprint, and a cohesive trading experience across asset classes. We invest consistently behind this framework so that we can harvest investments across cycles from short-term initiatives like 24x5 to longer-term endeavors like the EuroCCP acquisition, EU derivatives launch, introduction of BIDS block trading capabilities in new equities markets and other multi-year integration and technology migration activities. Looking ahead to our pending acquisitions, we expect to close the ErisX transaction very soon, subject to customary closing conditions, and anticipate a midyear closing for NEO, also subject to regulatory review and other customary closing conditions. Adjusting our prior expense framework for the updated timings, we expect the acquisitions of ErisX and NEO to add an incremental $30 million to $35 million to our 2022 guided range of $617 million to $625 million. We continue to anticipate that revenues from ErisX and NEO will offset more than half of the expenses in 2022, with an expectation that the additions are EBITDA positive on a combined basis in year two. The company plans to further refine its guidance for 2022 after the acquisitions close. Now turning to a summary of full year guidance on the next slide, given our early year performance and positive outlooks for the businesses, we are providing incrementally positive updates for many of the elements we spoke to at our Investor Day back in November. Specifically, as we have already mentioned, we now anticipate D&A organic net revenue growth will be in the 8% to 11% range, up from the previous guidance of 7% to 10%. Acquisitions held less than a year have performed well, and we are slightly increasing our guidance, calling for acquisitions held less than a year to contribute between 2 and 3 percentage points to total net revenue growth in 2022, up from our prior guidance of 1 to 3 percentage points. And our overall organic net revenue growth target remains unchanged after the first quarter at 5% to 7% for 2022, but we see potential upside to our revenue expectations given the early performance of our growth initiatives and the year-to-date macro trading environment. Depreciation and amortization is expected to be in the $40 million to $44 million range. Our CapEx guidance range is $47 million to $52 million for the full year, and we continue to anticipate our effective tax rate on adjusted earnings to be in the 27.5% to 29.5% range for 2022, under the current tax laws. Our interest expense for the first quarter of 2022 was $10.8 million. Given the incremental borrowing costs related to the financing put in place ahead of the planned acquisitions of ErisX and NEO, which includes an expanded and longer tenured revolving credit facility, we expect interest expense to be in the range of $14 million to $15 million for 2Q '22. On the capital front, our focus has been and remains maximizing shareholder value through the effective use of our capital. In the first quarter, we returned a total of $121 million to shareholders, comprised of $51 million in dividend payments and $70 million in share repurchases. We remain well positioned to invest in the business, support our dividend, and opportunistically repurchase shares with $249 million in remaining capacity on our share repurchase authorization. Our leverage ratio increased versus the prior quarter to 1.6x at March 31 as our debt levels increased with the issuance of a 10-year note in anticipation of our NEO and ErisX transactions. Overall, we remain committed to maintaining a flexible balance sheet and putting capital to work in the most value-enhancing way possible for shareholders. In summary, Cboe kicked off 2022 on very strong footing with a record quarter, and we remain confident in the many attractive initiatives we were investing in across the Cboe ecosystem. We look forward to continuing to deliver strong and sustainable results for investors in the quarters ahead. Now, I'd like to turn it back over to Ed for some closing comments before we open it up to Q&A.
Ed Tilly:
Thanks, Brian. In closing, I would like to thank our team for the incredible progress made throughout the first quarter. 2022 is off to an exceptional start. And with the help of our dedicated associates, we are well positioned to define markets globally, delivering value to our customers and shareholders.
Ken Hill:
At this time, we'd be happy to take your questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue. And if time permits, we'll take a second question.
Operator:
Thank you. At this time, we will begin the question-and-answer session. [Operator Instructions]. The first question comes from Rich Repetto with Sandler O’Neill.
Richard Repetto:
Good morning, Ed, Brian and Chris. So I guess my question is on the proprietary products and the VIX Futures volume. You've seen a rebound since sort of the mid quarter, first quarter slowdown. I guess that's due to the Barclays, the VXX ETF issuance issue. But I guess could you give us an update on the recovery in the VIX Futures and more broadly in the proprietary product volumes, like you talked a lot about index options and seen great growth? And can you give us a picture of what's happened there and what's in your control and what you think is volatility driven?
Ed Tilly:
Thanks, Rich. Big question there, a really good one. A lot of it at the heart of it's really the macro trading. What's going on more macroly? But Brian, why don't we start and just more to Rich's beginning of the question with Barclays and VXX ETF.
Brian Schell:
Yes. Thanks, Rich. As we look at that, and then he did point that out as far as the timing, as far as mid March goes with the Barclays announcement, and just again to make sure we're on the same pages that they've cited themselves that they intend to file a new automatic self-registration statement with the SEC as soon as practicable, and they remain committed to infrastructure products and business in the U.S. So we've seen that. There's no reason for us to believe that's not going to be the case. And obviously, in the interim, we've also seen new funds come into that space as well from an ETF perspective.
Ed Tilly:
Thanks, Brian. So, Rich, maybe if we look at what's in our control, what's not in our control is a good way to look at the volumes. So they aren't solid across asset class. And we are in a sustained level of higher volatility if we use the historic level of VIX. And it's really the macro knows being the key drivers; interest rates rising, inflation, the war on Ukraine, supply chain as a result of the continued COVID issues primarily in China, all not in our control. The mix of our products continue to be driven primarily by the relationship of implied versus realized volatility. Very similar story to what we talked about last quarter. When implied vols are below realized, our users are buying optionality and exposure and protection cheaper than the underlying is moving. So the long gambit [ph] is paying off with large intraday moves. Again, not in our control. Customers continue to be very active around short dated options, and optionality that they provide. Again, this is customer driven. We're watching what they trade, not in our control. So what is it that we can control? Well, it's design, it's development and the extension of access to the complex. So we listen to customers. They want more access and more precision around trading. And when that access comes certainly in competence in our platform with round the clock access to liquidity, so we added 24x5 for SPX index options. We've been sharing with you again the amount of interest in super short dated options. So we added Tuesday options and soon to add Thursday. We added a curb session. We're almost done in launching our new design trading floor to accommodate more interest for in-person trading, giving more access to global liquidity. And we launched a contract designed for a retail in the Nanos contract, which provides access to the S&P 500. So in our control is really expansion and access and listening. And that's I guess the punch line. Thanks for that question, Rich.
Richard Repetto:
Got it. That's very helpful. I was going to ask about the expense, the conservative expense guidance, but that's all. Thanks.
Ed Tilly:
We'll let you get back in queue, Rich.
Richard Repetto:
I'm sure someone else will ask.
Operator:
Okay. Thank you. And the next question comes from Dan Fannon with Jefferies.
Daniel Fannon:
Thanks. Good morning. I wanted to follow up on the access and data strength in the improved guidance. So you talked about increased demand for capacity, but curious about the incremental customer, the type of customer and maybe what you're seeing on the retail side if you've really tapped into what that opportunity could be in terms of incremental demand?
Ed Tilly:
Sure. I'll take that, Dan. As we think about all the elements of the D&A growth, and I really want to touch on vol, it's not direct retail per se but retail can be behind a lot of those trends as far as where we're seeing that data is providing information to the cash and spot markets to the derivatives markets. So it's underlying that as a part of that but we don't see that directly coming in per se, but it is certainly driving some of that transaction volume, it's certainly driving that real-time data and that real-time access. So as far as where are those customers, we look at where that new growth is and we look at that composition of that new revenue, we're actually seeing the largest part coming outside of North America, about 40% to 42% we saw was North American and the rest was EMEA and APAC, which we love those numbers because it's hitting the growth of where we are today. But it's also highlighting we think more significant upside of its still barely scratching the surface of APAC, for example. That's kind of the smallest component of the growth we see. So we look at it more geography and what we can do there. And we're really excited we think about the incremental cloud offerings that we have coming online. And we think about the incremental risk in market analytics information that we're seeing that we're putting together and where that growth is coming from, both a mix of new as well as incremental share of wallet. So again, we continue to be very excited about where that is, and those offerings again across the globe.
Daniel Fannon:
Thank you.
Operator:
Thank you. And the next question comes from Gautam Sawant with Credit Suisse.
Gautam Sawant:
Thank you. Good morning. Thank you for taking my question. Can you please speak to the extent that Cboe European derivatives is easing structural challenges and market fragmentation that slowed the European options volume growth? And also given the initial momentum of that business, is there upside to the €25 million revenue growth by 2024 outlook?
Ed Tilly:
Dave Howson, welcome to the call.
Dave Howson:
Thanks very much and thanks very much for a great question. Certainly in terms of the summary of the value proposition and the macro factors that are in place or were in place two years ago when our customers came to us with the idea and the opportunity of breaking into and really growing the European equity derivatives market. We looked at that fragmentation siloing across Europe. We looked at the need for a single stop shop and also that need for an on screen liquid market very much in line with what we enjoy, all of our customers enjoy in the U.S. And with the acquisition of EuroCCP, we're able to bring that all together with a single trading, single margin pool across country benchmarks and Pan European benchmarks of really giving that single access point there with increased efficiency through products designed from the ground up and those products based off indices that are based off our equities market prices. And as you heard in the prepared remarks, the European equities market share has grown 500 basis points over the last year, so really solidifying the products that trade on those venues. So what we've seen since launch last year is a continuation of that commitment from the initial round of customers with Q1 being 4x the size in terms of trading from Q4 last year. The new products we launched this week have gone well with good support. Really crucially with those new products now we get to access different national benchmarks across Europe and therefore new local customers and new local expertise. So what you're going to see really from here on out is further build out of the futures picture across the products, the price picture there, followed by the auctions, and also greater engagement as we look through to next year and the addition of single names. And really with the sort of the guidance given on the revenue there, we're looking really on a good path as we build out this product and this initiative. The size of the opportunity is still -- the window between European and U.S. markets is still there, and we're really looking forward to carrying on building this out with our customers.
Gautam Sawant:
Got it. Thank you.
Operator:
Thank you. And the next question comes from Alex Kramm with UBS.
Alex Kramm:
Hi. Good morning, everyone. You may have talked about this before, but just a quick one on the new initiatives on the proprietary products, the afterhours trading, the new weeklies. Can you just remind us what the pricing strategy is there right now? Are there any incentives that you're providing, or how does pricing generally compare so we can have an idea of how they might flex your RPC as these businesses hopefully grow faster than your traditional offerings?
Ed Tilly:
Yes, there's no difference in pricing. So you won't see any mix from these products that you're seeing that's going to have any impact other than having a call, for example, a higher mix of SPX contracts in our overall mix of options. But it's not going to be -- we're going to charge incrementally more during, let's say, the global trading hour session versus regular trading hour session.
Alex Kramm:
Okay. And so there's never been a contemplation for kind of like, I think other markets when they have global access, usually those fees are a little bit higher, but not really something that you're contemplating or doing.
Ed Tilly:
No. We don't think it's that type of market build per se. You'll see that when we've launched other new products or new markets, for example. When we've done with European derivatives, there will be some say certain liquidity incentives in place, or when we rolled out various, call it, iBox futures, we will do that with the new products. But here it's a little bit of a different type of rollout here with the initiatives we've talked about here with SPX.
Alex Kramm:
Fair enough. Thank you.
Operator:
Thank you. And the next question comes from Owen Lau with Oppenheimer.
Owen Lau:
Good morning and thank you for taking my question. So on D&A, you started the year 12% organic growth. You raised the guidance, but the growth is still higher than the high end of your guidance range. And you keep investing in this area. So what area may concern you that the growth may slow down for the rest of this year? And then additionally, when you continue to expand into Europe, how can D&A potentially benefit from that? If you can talk about the progress of offering your analytics products to your European clients, that will be great. Thank you.
Ed Tilly:
Sure, I'll start with that. And it isn't so much of a slowdown for the progress that we see this year. We got a pretty good view into our particular pipeline on the global indices work and the contracts we see on the Q there and the various initiatives that we have going. I will say if you look at, and it's kind of a silly answer, but if you look at the math of the comparisons that you see how we ramped up 2021 growth in this area, if you look at, for example, the consecutive growth rates quarter-over-quarter in '21, Q2 had a 2% growth rate over Q1. Again, I'm talking about '21 here. If you look at Q3, it actually had a 7% growth rate over 2Q. And then you look at Q4, then it had a 4% growth rate on top of that. So you've seen a continuous momentum build. We started out '21 with a run rate of or an amount of $99 million per quarter, and we exited at 112 million for the fourth quarter. So you can see that really nice ramp up. So as we see our growth, and we've been able to continue that ramp into Q1, we do have some plans in place. So just more naturally, we're just going to see a little bit more flattening out of that higher growth rate as we move into Q2, Q3 and Q4 relative to the comparison of last year. And as you look at how we continue to create the wins across the globe, this goes back to the benefits of the flywheel what we're doing in our global network. And as we build out our people, as we build out the sales force, and as we continue to build out, I'll call it, market share volumes, that continues to build off of each other going back to the long-term benefit of our flywheel of seeing how they interrelate. But if you look at the particular risk and market analytics, the biggest growth driver I mentioned earlier to a previous question was is that the growth we have had so far has been more of an increased share of wallet versus new customers. So we're really excited about bringing that offering to new geographies as we continue to add more sales capacity and capability to the different geographies that we are in.
Owen Lau:
Got it. Thank you very much.
Dave Howson:
And certainly I can chime in there a little bit more on the European opportunity. It's multifold. Again, first principles, you've got the European market share. 21% market share offers richer, more deeper, a deeper data set to look into for local customers and global customers taking the European equities data. But moreover, it's the sale of the U.S. data set, the Cboe One product sets that we've got, which provides a real opportunity into CFD providers, retail providers in Europe and the EMEA and Asia Pacific. And then when you also think about the RMA product set, Cboe Europe derivatives bases a lot of the theoretical options prices used off the Hanweck CO [ph] options prices that we get there. So we see a lot of opportunity in Europe for providing that value add pre-trade, at-trade and post-trade Risk Management and Analytic services. And then as we think further eastwards, we can look at Australia and Japan, where we see strong non-transaction revenues coming out of the core venues there with, for example, Australia's non-transaction revenue increased over 30% compared to quarter one last year.
Owen Lau:
Got it. Thank you very much.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Hi, folks. Maybe if I can speak a two-parter in here, one for Brian and one for Dave. Brian, just on the revenue guidance, you did say in the comments in the release about there being potential upside to the revised revenue growth targets. Maybe can you just sort of frame whether that's something that would inch this guidance up every quarter potentially and more importantly, is that more based on global macro market volatility or rather the performance of your growth initiatives? And then just one for Dave on the European consolidated tape, just any kind of view on that? That's a project obviously that's been talked about for many, many years. We think Cboe is in the best position to offer that. Maybe any kind of initial thoughts on that and creating more concentrated data solution for your --?
Brian Schell:
Thanks. Good question. And I will just, again, continue to reiterate that if the macro environment does stay the same, there's a lot of confidence that we will exceed that 5% to 7% organic net revenue growth rate, targeted growth rate. And what we'll see in this environment is not only due to the, I'll call it the comps, particularly with the strong first quarter last year in the various asset classes, is that you actually see a positive growth across all of our asset classes over the prior year, which is going to really contribute. And again, most strongly we saw that in the index and the options. So really the honest answer to your question is, is it kind of depends as far as the quarter, as far as the full year and how we inch that up as we continue to gain confidence. Look, we're excited about the early numbers we're seeing around 24x5. We're excited about very, very, very early Tuesday, Thursday and what we see going on there. That's encouraging. So as we continue to see that traction, if things continue to go well, could there be an inch up of guidance into Q1 next time we have this call? Certainly. And we'd have obviously a better visibility to the full year as far as the really strong traction we're seeing with those organic initiatives and then continuing views of the macro environment. And then, Dave, why don't you pick up the second part of that?
Dave Howson:
Absolutely. You're spot on. We are emphatic supporters of a consolidated team and its introduction into the European environment. We strongly believe in a single investable tradable Pan European environment as well as the UK markets now post Brexit. We think this will give us palpable and real benefit to our investors. We've seen the benefits from the SIPs in the United States and certainly think investors deserve that in the European environment. Key aspects, and I could go on for an hour, but I will save you that, are that we include pre-trade as well as post-trade in this consolidated tape and it'd be offered at a reasonable commercial basis with a good and fair revenue share model, much of the way we see things operating in the United States. We, like many others, are placed well to be a consolidated tape provider as you point out, because we do ingest much of the data globally. And we also happen to run the largest trade reporting facility in Europe with about 85% market share there, so well placed. But we're heavily engaged in the debate as things unfold with our customers and the policymakers. So we will keep the market [indiscernible] with that as we progress.
Brian Bedell:
That's great color. I appreciate it and welcome. Looking forward to hearing more comments on the firm in the future from you. Thanks, Dave.
Dave Howson:
Thank you.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi. Good morning. So you mentioned that 90% of the growth in Data and Access is really driven by additional subscriptions and these incremental units. Just given those and some heightened investor focus on retail traders maybe beginning to disengage a bit from the highs we saw last year. Just curious if we were to see a meaningful pullback in kind of industry volumes across your key markets, do you think that would -- we'd see demand for ports or new units kind of slow meaningfully from the current levels or has this been driven by more secular other trends? Thanks.
Brian Schell:
Yes, I would say it's primarily for -- I'd say it's probably a mix of both. And it's hard sometimes to disentangle the two. And I can tell you what we've seen more historically. We're continuing to look at this question, and obviously as we put together this forecast and this guidance, we knew there are some elements of that port revenue that is a bit volume driven. But we also know it's maintaining capacity for future periods that rarely do we see people pull back on the level of ports, particularly when we know that when investors and when our clients, when they're in these markets how they make money, they tend to make money in those highest volume, those highest peak, those highest volatility at a time. And not having that capacity is critical to their overall P&L. So rarely do we see them pull back on some of that. Now, there's a couple of, I'll call it, pricing dynamics where some of that volume may pull back a little bit of that. But like I said, we tend to see that as more broadly infrastructure. And the other base of, I'll call it, revenues that we're building within D&A are beyond just obviously the real time and access in the Risk and Market Analytics and the overall indices that we continue to build out, which frankly those are actually the smallest parts of our overall D&A mix. They are the highest growth from a percentage standpoint. So again, we'll see that hopefully play out over time. But back to your original question, the heart of it is, it's a little bit of both, but we see it historically has been pretty sticky.
Ed Tilly:
And I'll just probably just mentioned there as well, we rarely see port counts come down or unit counts come down as the messaging traffic across our markets continues to grow, regardless of retail engagement or not, as that may ebb or flow. Messaging volumes continue to go north, that's the direction they've gone for decades really. I'll just mention as well D&A robustness, or we think a lack of risk, even as retail engagement may overflow, is that they tend to use less messaging traffic, which is really where the capacity is focused. And so the marketing [ph] community, the other institutions, there's been a cycling and institutional volume with the higher volatilities. We expect to see demand very, very strong across our products and our markets for Access and Data. And I'll mention as well, again, Cboe Global Cloud. We're really getting after a new user there in different jurisdictions, but using the data across our network. So we think that's doable also.
Kyle Voigt:
Great. Thank you very much.
Operator:
Thank you. And the next question comes from Michael Cyprys with Morgan Stanley.
Unidentified Analyst:
Hi. Good morning. This is Stephanie [ph] on for Mike. I just have a follow up about the progress you've made around 24x5. Just curious if you view the next steps as moving towards 24x7? What are your thoughts around that? And what trends or data points will you be watching to give you confidence if you were to extend to 24x7?
Ed Tilly:
Well, Chris you can handle I think the technology aspect of that. I think really when we look to expansion on access, this has really primarily been in the institutional side. And we know that there's growing interest around the clock access as retail base grows as well. So we think we've got the right product set. And then there's a readiness from our introducing brokers on whether or not to provide access to customers. So that debate going on, not just at Cboe's level. I would say that we've proven that we are ready from a technology perspective, but really accommodating our customers is key. Again, back to my opening remarks, this is about listening and delivering on demand. But Chris, as far as any further expansion on the clock.
Chris Isaacson:
Yes, absolutely. Stephanie, it's a great question. We're a customer driven company here. We as customers bring us demand for access to market. So we'll listen to that demand and then provide it. 24x5 is a great example of that, even the curb session launched this week. I will remind you, so as we look forward to closing the transaction for ErisX that already trades 24x7, I'll also mention that we're expanding our index platform from 24x5 to 24x7 this year. That's part of one of our strategic projects. There's Cathy Clay and the D&A team. So as our customers and the investing community wants more access more around the clock, we'll provide that when the demand's there.
Unidentified Analyst:
Great, thank you.
Operator:
Thank you. And the next question comes from Alex Bolstein with Goldman Sachs.
Alex Bolstein:
Hi. Good morning. Thanks everybody for taking the question. So I was hoping to dig into ErisX and NEO a little bit more. I guess, first, an easy one, maybe just kind of walk us through the sources of lower expenses that you guys expect from both of those for the rest of the year? And then more importantly, bigger picture as you're thinking about integrating these assets over the next two years. Can you provide us with a roadmap of sort of sources of revenues to getting these kind of products into profitability? So sort of like what's kind of the low hanging fruit over the near term and what needs to go really well for you guys to potentially meet or exceed expectations?
Ed Tilly:
It's a great question. Why don't we start Brian the ErisX deal effect on expenses; Chris, the ErisX likely closing before NEO in the very soon category? And then we can move on to NEO.
Brian Schell:
Yes. Alex, good questions as far as when we could use one of Dave's earlier lines, we could go on hours as far as what our plans are for growth for these, but I'll try to be brief here. We've laid out in our guidance as far as what we expect the expense impact to be to obviously our P&L for this year, and then I'll call it that kind of EBITDA contribution when you roll that in. And so it's been more about -- it's not so much an expense story as continuing to grow the revenues. And particularly on the digital side, and I'll let Chris talk a little bit more about that, about our growth plans there specifically. And then around NEO and then with respect to, that has a wonderful growth trajectory and what we're seeing year-over-year growth similar to what Dave mentioned in the Cboe Japan, Cboe Australia and what that has done for us organically even post acquisition. As far as even though there's no comp to last year. That's been our own P&L. So we see NEO playing a very important role as far as growing the revenue synergies within what we're doing around our existing Canadian operations or broadly North American operations around that listing franchise. And with that, I think I'll turn it back to Chris for ErisX.
Chris Isaacson:
Yes. Alex, we're really excited about closing the transaction very soon. And remind you that we -- with the one transaction, we get spot trading platform, data derivatives and clearing. And as you think about the opportunities for revenue there as we scale it and work for the syndication with industry partners, spot trading, we're looking to add new coin listings as soon as we can, protected by data if we built the spot platform and there can be data that comes off of that. Margin futures, we have a margin futures application before the CFTC that's focused on FCMs. So we look forward to growing that derivatives business. And then clearing is maybe something that's not as focused on but a real key asset that we get with ErisX, as we think there may be some bilateral relationships that maybe some of those trades can be cleared over time. It's a real asset for us to grow there. So there could be clearing revenues also. So very excited about this transaction and deeply engaged also in the digital asset regulation conversation right now that's very active. We want to help lead that discussion with many others and help this new asset class grow and mature in a great way, so we can operate these markets in a trusted, regulated transparent way as we do the rest of our markets. With that, I think I'll hand it to Dave to cover NEO.
Dave Howson:
Yes, great. Thanks, Chris. And as a reminder, of course, we already have a foothold in Canada with MATCHNow and enjoy the migration in February to Cboe technology and the introduction of CBOE BIDS Canada really opening up the BIDS network there to Canadian investors and to investors around the world to invest in Canada and vice versa. So with NEO, super excited about a number of things. The different trading mechanisms that NEO brings to the party as we consolidate our place in the Canadian competitive landscape, those different trading protocols really bring a new, diverse customer set to the existing set we welcome and to MATCHNow today. So there's the trading mechanisms. Then there's listings. Listings, NEO has 121 ETFs and 56 corporates, a couple of debentures on those Canadian depository receipts, a great level of innovation already there. And really that gives us a great blueprint to think about how we can expand our listings offerings around the world. We've got over 640 ETPs already, but then how do we think about our listing strategy on top of that global securities network that we've been able to build out? Low hanging fruit, Cboe One Canada is a data product we'll be bringing out. So the additive effect of Canadian data, including those unique listings that NEO enjoys onto our data products, and then later on those data products into the cloud. So you see the repeating patterns here. So really looking forward to getting going with the NEO team as we progress towards a close, which is going according to plan.
Alex Bolstein:
Great, very helpful. Thank you.
Operator:
Thank you. And the next question is a follow up with Alex Kramm of UBS.
Alex Kramm:
Hi. Thanks again. Sorry for dragging out the call. Just one quick follow up on all the Data and Access questions earlier. You don't disclose I don't think retention rates like many of the other data companies in this space do. So can you maybe just give us an update of where retention is and how that's been trending? And when it comes to cancellations, maybe what customer types or products you're seeing the biggest cancellations and why? Thanks.
Ed Tilly:
Alex, we don't -- I think we can look to potentially enhance that disclosure as far as looking at as far as where we are. But right now, I will tell you just at a very, very high level is that some of the growth that we've seen and we indicated this last year on our call when we saw some of the higher growth rate is that we've actually seen fewer cancellations than what we did traditionally model. So we think it's a fairly positive story. And we've been more focused on the continued, I would call it, new and adds. And we've seen fewer cancellations than we've seen historically, call it pre-pandemic. So positive trends there, but again we'll look for that disclosures. Again, we would like to evaluate metrics and items that can enhance I'll call it the investor information.
Alex Kramm:
And do you know where you're seeing the biggest cancels just so we have an idea? I know it seems to be very small, but just curious where is the most turnover in the book of business I guess?
Ed Tilly:
Yes. No, I think we'll just -- I'll defer and wait until I have the firm data there from the team.
Alex Kramm:
Sounds good. The color was helpful. Thank you.
Ed Tilly:
Sure.
Operator:
Thank you. And that was the last question. I would like to turn the floor to management for any closing comments.
Ed Tilly:
Great. So that completes our call for today. Thank you so much for your time and interest in the company. Thank you.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect your lines.
Operator:
Good morning, everyone, and welcome to the Cboe Global Markets Fourth Quarter 2021 Earnings Conference Call. As a reminder, this call is being recorded. At this time, for opening introductions, I would like to turn the call over to Ken Hill, Vice President of Investor Relations.
Ken Hill:
Good morning. Thank you for joining us for our fourth quarter earnings conference call. On the call today, Ed Tilly, our Chairman, President and CEO, will discuss our performance for the quarter and provide an update for our strategic initiatives. Then Brian Schell, our Executive Vice President, CFO and Treasurer, will provide an overview of our financial results for the quarter as well as an update on our 2022 financial outlook. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be Chris Isaacson, our Chief Operating Officer; and John Deters, our Chief Strategy Officer. I'd like to point out that this presentation will include the use of slides. we will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward look statements whether as a result of new information, future events or otherwise after this conference call. During the call this morning, we will be referring to non-GAAP measures as defined and reconciled in our earnings material. Now I'd like to turn the call over to Ed.
Ed Tilly:
Thank you, Ken. Good morning, and thanks for joining us today. I hope the year is off to a good start for all of you, and I hope the year ahead sees us turning the page in this global pandemic. I'm pleased to report on a strong fourth quarter and record full year results for Cboe Global Markets. For the year, we grew net revenue 18% to a record $1.5 billion and adjusted diluted EPS grew by 15%. For the quarter, we reported revenue growth across each of our business segments, reflecting strong year-over-year increases in both transaction and recurring non-transaction revenues. Our results were driven by higher volumes across our businesses, coupled with increased demand from our suite of data and access solutions. In our proprietary products, ADV increased by 50% in VIX futures, 10% in VIX options and 47% in SPX options. We also continue to see strong growth in multi-listed options trading with ADV up 21% year-over-year in the fourth quarter. During the quarter, we also announced key planned acquisitions designed to strategically expand our global network, including ARRIS X, which is expected to provide Cboe with spot trading, data, derivatives and clearing capabilities for digital assets through its regulated futures exchange and clearinghouse and Neo Exchange, which is expected to provide us with a significant presence in the Canadian equities market. We also invested as a limited partner in Trading Technologies, a global provider of professional trading software, connectivity and data solutions. The ARRIS X and Neo deals, which I'll touch on or detail later and are subject to regulatory review and other customary closing conditions, are expected to further expand our ecosystem of market infrastructure and tradable products as we continue to build out 1 of the world's largest and most comprehensive derivatives and securities networks. Turning to our targets and expectations for this year. Similar to last year, we plan to leverage new and recent acquisitions to fuel future investment opportunities across our business in 2022. Our recent expansion into Asia Pacific, Canada and our planned reentry into digital assets further expands our global ecosystem, providing Cboe the ability to drive growth as we innovate, integrate and grow. To highlight a few recent examples. Last week, we reached 2 important milestones for these recent acquisitions. In Canada, we completed our year-long effort to migrate the technology platform of MATCHNow, the largest equities alternative system in Canada to Cboe technology. We also launched Cboe BIDS Canada, bringing BIDS leading block trading capabilities to the Canadian market. We were very pleased and grateful for the strong engagement and widespread support from customers, vendors, regulators and other market participants throughout the migration process. In Asia Pacific, we rebranded the Chi-X businesses to Cboe Australia and Cboe Japan and announced our planned technology migration road map for Cboe Australia, anticipating a February 27, 2023, migration of exchange to Cboe technology pending regulatory review and approval. Brian will do a deeper dive in prepared remarks, but we plan to invest an incremental $23 million to $26 million of organic growth initiatives tied to revenue in 2022. Initiatives we expect to contribute to our top line and annual organic revenue growth target of 5% to 7% over the medium term. Our results from this year reaffirm our view that further investment in our business can help us deliver value for shareholders. Key to the long-term success of Cboe will be the ability to execute on the transformational opportunities we see in 3 core areas of our business
Brian Schell:
As Ed spoke to, fourth quarter was a very strong finish to an exciting and record-setting year at Cboe. Overall adjusted earnings per share were up 41% on a year-over-year basis and 17% sequentially, as both the transaction and nontransaction businesses turned in excellent results. Furthermore, as we look at trends through January, we have seen continued acceleration across our businesses. Quickly looking back at some of the noteworthy takeaways from the fourth quarter, our net revenue increased 27%, matching another quarterly record. Net transaction fees were up 42% and recurring non-transaction revenue was up 21%. Adjusted operating expenses increased 23%. Adjusted EBITDA of $264 million was up 28%. And last, but certainly not least, our adjusted diluted earnings per share was a record $1.70, up 41% compared to last year's quarterly results. Turning to the key drivers by segment. Our press release and the appendix of our slide deck includes information detailing the key metrics from each of our business segments. So I'll just provide summary thoughts. We saw year-over-year growth in all of our segments for the second consecutive quarter. Options delivered exceptional growth of 25%, driven by higher trading volumes in both our proprietary multi-listed options as well as higher revenue per contract, or RPC, and index options. Total auctions ADV was up 23% as we again saw double-digit increases in both index and multi-listed options. RPC moved higher by 9%, given a positive mix shift to index products and a solid increase in our index options RPC, up 5%. And lastly, we continue to benefit from another quarter of double-digit growth in recurring non-transaction revenue, particularly access and capacity fees, which were up 20% as compared to the fourth quarter of 2020. North American Equities net revenue increased 24% year-over-year as industry volumes moved slightly higher, further helped by solid growth in proprietary market data fees and access to capacity fees. Net capture meaningfully improved on a year-over-year basis, somewhat offset by a decline in market share. As we move forward, we continue to look to strike the right balance between market share and pricing, while delivering on quality market data, innovative new order types and functionality to the market. For the quarter, BIDS contributed $8.5 million in net revenue. Lastly, recurring non-transaction organic revenue increased by more than $4 million or 13%. The Europe and APAC segment delivered outsized growth in the fourth quarter of 2021, with net revenue up 46%. The increase was driven by higher volumes and the inclusion of Chi-X Asia-Pacific revenues of $8.5 million. Clearing fee growth outpaced transactions as settlement volumes were up 25%, clearing volumes up 19% and European equity market ADV was up 17%, coupled with market share growth of 230 basis points. Fourth quarter revenue increased in futures by 39%, benefiting from a 44% increase in ADV and a 5% increase in capture. We continue to see steady engagement in our futures business to start the year, with January ADV up 32% from fourth quarter levels. And finally, revenues in the FX segment increased 6% as compared to the fourth quarter of 2020 as net capture moved higher and trading volumes remained steady. During the quarter, Cboe recorded its sixth consecutive record ADV quarter at $725 million versus $135 million in fourth quarter 2020. Cboe's recurring non-transaction revenue growth accelerated from strong third quarter levels, with a year-over-year organic growth reaching 15% in the fourth quarter. Again, the strong growth was primarily driven by additional subscriptions and units as opposed to price increases. More specifically, we saw robust physical and logical port usage in our equities and options businesses driven by increased demand for trading capacity. And on the market data side, the equities top of book and options depth of book products are performing well. As we look to 2022, we see tremendous potential for the Data and Access Solutions business. We are targeting D&A organic net revenue growth to run in the 7% to 10% range for the year, in line with the medium-term guidance we delivered at our November Investor Day. We look to continue to invest strategically in the business to unlock its full potential within the Cboe ecosystem. Turning to expenses. Total adjusted operating expenses were approximately $138 million for the quarter, up 23% compared to last year. Excluding the impact of acquisitions owned less than a year, adjusted operating expenses were up 13% or $15 million for the quarter. Most of the expense variance related to the acquisitions was compensation and benefits. Moving to our expense guidance. We are introducing a full year expense guidance range of $617 million to $625 million for 2022. This guidance incorporates our run rate expenses as of December, coupled with a healthy level of investment spend in the year ahead, a reflection of our conviction in the many high-margin, high-return opportunities ahead of us. Throughout 2021, we have consistently messaged that we would be investing in our business, strengthening our global infrastructure and laying the groundwork to support future growth. We see 2022 as a year where we make many of those investments. We expect $23 million to $26 million of the 2022 investment spend to directly drive incremental revenue growth at for greater levels of activity in the future. I think it's important to spend some time illustrating how some of our recent investments have led to higher levels of revenue growth. Most recently, Cboe has invested purposely in Data and Access Solutions, European clearing and derivatives and the expansion of core product set, with initiatives like 24/5 and a planned launch of Nannos. While we are by no means finished, we are already seeing attractive returns that contribute to today's 41% year-over-year growth in EPS for the fourth quarter and record results for the full year. More specifically, in Data and Access Solutions, we delivered 21% growth and recurring non-transaction revenue for the fourth quarter and 20% growth for the full year. This growth was made possible by investing and integrating recent acquisitions to build a global distribution and sales platform. As we look to take on D&A business to the next level, we are investing in cloud capabilities, hiring senior sales talent and further building out our index franchise to help unlock the full potential of the platform and broadening our potential revenue expansion opportunities in the years ahead. EuroCCP was an investment we made a little over 1.5 years ago that is driving more meaningful revenue at Cboe. Not only has EuroCCP vastly exceeded our initial expectations, but it has also laid the groundwork for European derivatives business that is beginning to take shape. While European derivatives is still a minimal contributor today, we have seen January contract volume and open interest nearly triple from December levels. We will look to expand on that growth with plans to introduce 4 new contracts in April and weekly options later in the second quarter of this year, pending regulatory approval. Lastly, 24/5 trading on the SPX and VIX options contracts went live on November 21. As Ed highlighted, in only a short amount of time, 24/5 has delivered incremental volumes to our platform, not to mention the ancillary benefits of greater market data and access fees and an expanded customer base. We expect to continue to invest in our infrastructure to facilitate greater volumes across our platforms. We believe these initiatives exemplify our philosophy at Cboe, leverage our superior technology, further strengthen our core proprietary products, increase recurring revenue and expand our product line by geography and asset class. While not included in our formal 2022 expense guidance range of $617 million to $625 million, we believe the pending acquisitions of ARRIS X and Neo has the potential to add an incremental $36 million to $42 million of expenses in 2022, contingent on the timing of closings, which are subject to regulatory reviews and other customary closing conditions. We anticipate a potential revenue offset for more than half of the expense in 2022, with an expectation that the additions are EBITDA positive on a combined basis in year 2. The company plans to further update its guidance for 2022 after the acquisitions close, which is expected in the first half of this year. Looking forward, we see numerous opportunities to invest in ways that fuel sustainable earnings growth for years to come. Investments have delivered a double-digit return on invested capital that shareholders have received and they come to expect. Now turning to a summary of full year guidance on the next slide. We are reaffirming many of the elements you've heard us speak to at our Investor Day back in November. Specifically, we anticipate D&A organic net revenue growth will be in the 7% to 10% range. Acquisitions held less than a year are expected to add 1 to 3 percentage points to total net revenue growth this year. Inorganic net revenue growth is expected to be 5% to 7% in 2022. Depreciation and amortization is expected to be in the $40 million to $44 million range. Our CapEx guidance range is $47 million to $52 million for the full year, and we anticipate our tax rate will fall in the 27.5% to 29.5% range for 2022 under the current tax laws. Our interest expense for the fourth quarter of 2021 was $11.1 million. During the first quarter, we anticipate incremental borrowing costs as we put financing in place for the acquisitions of ARIS X and Neo, which includes an expanded and longer-tenured revolving credit facility. Given this expected activity in the debt markets, interest expense is expected to be in the range of $12 million to $12.5 million for 1Q '22. While the investment priorities have taken on a bigger role in our capital allocation strategy, as of late, we remain committed to returning excess cash to shareholders through dividends and share repurchases. In total, we returned $52 million to shareholders through dividends in the fourth quarter. We remain opportunistic around share repurchases, with $319 million in remaining repurchase authorization available. Our leverage ratio decreased slightly versus the prior quarter to 1.3 times at December 31 as our debt levels remained steady on a sequential basis. Given the anticipated funding of Neo and ARRIS X, we expect our leverage ratio to expand in the quarters ahead, but we remain committed to maintaining a flexible balance sheet over time. In summary, Cboe delivered a very strong fourth quarter to close the year, and 2021's record results give us increased confidence that if we continue to invest in the Cboe ecosystem, we can continue to deliver strong long-term results for investors. Now I'd like to turn it back over to Ed for some closing comments before we open it up to Q&A.
Ed Tilly:
Thanks, Brian. In closing, it's an exciting time at Cboe as we continue to execute on our strategy and initiatives, aimed at accelerating growth and value creation as we innovate, integrate and grow. We are extremely proud of the record results we delivered in 2021, and I'm even more excited about the opportunities ahead. The investments we plan to make this year are expected to contribute to our long-term growth in 2022 and beyond. I want to thank the entire Cboe team for their dedication and hard work to continue to put Cboe to new heights. With that, I'll turn it to Ken for instructions on the Q&A portion of the call.
Ken Hill:
Thank you. At this point, we will be happy to take your questions. [Operator Instructions] And my first question comes from Rich Repetto with Piper Sandler.
Rich Repetto:
Good morning, Ed, good morning, Brian. And I guess there's plenty of, what you call it, interesting strategic question, but I'll -- to start off, I'll stick with expenses here. And first, I'm trying to understand the conservatism because you're well below what was implied for the fourth quarter. And then on expense question, I guess, as we look forward, it looks like you're going to invest $70 million to $80 million, half of that in Neo, half of that in other. You gave some revenue impact on Neo and ARRIS. But what about the revenue impact on the other roughly $35 million of investments you're making in 2022?
Brian Schell:
Sure. Thanks, Rich. A couple of things there. As far as the conservative kind of comments on the expense guide overall, what makes the difference, say, '21 versus '22, the '21 guide, as we look back on it is being conservative is obviously not new to the organization. We will make sure we lay out there the expectations what we think we're going to need as far as the investment to execute, particularly to deliver the top line and the bottom line results. Last year was a lot of growth, highly reliant on a lot of incremental headcount resources and some other investments along the way that, frankly, were never in doubt as far as making those high conviction investments. It just took a little longer to get them in place than what was originally anticipated. So the timing is more what drove the amount of investment that was recorded in '21 versus where that effort was and the total where we think the run rate is, and you're seeing a little bit of that bleed into '22. And so as we look at what's different or unique about '22, is it more or less conservative than '21? We're obviously going to put forth what we think is a very achievable plan as far as what we think it will take for investment. But at this point is a little bit more mixed. It still has a -- reflects incremental people to help deliver some of the initiatives that we're looking about. We could talk more and more about those. It has some incremental marketing delivered from some of the initiatives that we're talking about with respect to our growth initiatives around D&A and the derivatives. And you heard about the recent launches of what we're doing around Nannos and the additional weekly expiration. We're doing more around our tech services spend. You talked about cloud and what we're doing to support that. Again, directly back to D&A and the additional offerings over there, I mentioned a little bit around our software development capitalization is a little bit less, say, than the prior year, again adding a little bit more to that expense. And then as we look at December and you say, well, here it is conservative, sandbagging in I look at the December numbers is where we wrap up. And I roll that forward on just a pure annualized rate, that will -- when you look at that number, that's a much healthier growth rate, just looking at those to separate numbers that the gap of the incremental investment that we're laying out is pretty close to what you're seeing there. So if I move in to the second part of your question about revenue expectations -- return expectations on those incremental investments, if you look at those incremental investments, we laid out roughly that $10 million for infrastructure. Again, that's hard to tie it to a specific revenue initiative, but it's all about supporting the broader Cboe global network around -- look -- we've all read about the incremental cyber attacks that are pending and what's going on. And so can you make core investments around the basics there, continues to support around our distribution network, continued integration work that goes again across the entire network that if we're going to be running a trusted marketplace with high reliability, high uptime, working on that next development as far as staying leading edge, that requires that continuous pace of investment and spend. But the specific revenue initiatives that we tied to and specifically around D&A and then derivatives, and it's probably high level D&A, closer to 2/3 of that number, derivatives around 1/3 in the way it's placing out, is that, that D&A numbers as far as what do we look for that is we've talked about cloud, how we rolled that out last year. We talked about incremental people from a sales standpoint, making our platform more robust, making a little bit more around that marketing effort. That return, we envisioned is actually very short. It's high triple digit on that investment as far as achieving that growth rate. As far as the other initiatives around the derivatives, and we've talked about this to last year is the 24/5. Again, that's immediately already returned the investment from '21. It's already a triple-digit return. It's already matched the investment of what we're already seeing this year. European derivatives, again, this guidance hasn't changed with where we talked about that. That's more of a 2 to 3 year, where we expect to see a beneficial higher ROI. Again, approaching triple digit if we hit those revenue targets. We talked about Nanos. As we look at that launch and the incremental investment there, that should be a very high return within a 12-month time frame with that success. And then finally, we mentioned Neo and ARIS. Again, that's going to be a little bit of a -- as we look through those, those will pace back and that ROI will be a little bit longer term. But as we look at those investments, as we look to enhance those platforms, deliver those new products, again, we talked about in our release and our guidance that we expect -- that's a little bit more of a year 2 as far as that EBITDA positive, again, requires some of that initial investment upfront in this first year in 2022.
Rich Repetto:
Okay. Sorry about the cheese for the [indiscernible] guys.
Brian Schell:
Wow. You can't help them sell that.
Ed Tilly:
Rich, that was a little low, but we're thankful for a good season.
Rich Repetto:
Operator:
The next question comes from Ken Worthington with JPMorgan.
Ken Worthington:
We've seen a real surge in engagement from retail over the last 2 years, driven by some combination of maybe COVID commission, zero commissions, market appreciation. I'm sure there's a dozen other things. As you look at Cboe's great 2021 results, what portion of the success you had last year would you actually attribute to the retail effect? So you've got a ton of initiatives. There's a lot of things driving your good results, but really focusing on this retail effect. And given the tech mean sell-off and greater leverage of brokers like Robin Hood, how do you think about this durability of retail engagement? Is it something because options are used to not only speculate but hedge, it's going to be really durable? Or do you think there's some fragility to what we've seen?
Ed Tilly:
So thank you. To start, Ken, and I'll ask Brian to clean up with kind of the percentage of how that's contributed. It's a little opaque in the derivatives world due to kind of a lack of clarity at OCC. But let me frame it a little higher level. We do see this as being able to continue. And because our core has always been an education piece, and once you introduce a retail trader who is used to a pretty simple P&L scheme, right? The longer you're short, the payout's 45-degree angle, you've got to be right or you're wrong. And options -- the versatility at options allows you to customize that payout scheme, customize the risk parameters and exposure and still have the exposure in a given underlying individual stock, the broader market. So our education really focuses on the versatility for retail. Once you teach that, you create a long-term investor. And that's what we're all about and why we think there's some runway here more broadly on retail. So then we look at, we're in the access business. So how do we extend that exposure to uniquely for Cboe? The product set alone is terrific, right? So you start at individual equity exposure, but much many retail want broad U.S. exposure. And we look at our notional size of our most successful contracts with the S&P 500. It's quite expensive notionally for exposure for retail. So we're launching Nanos. Very, very simple, one multiplier concept. If you look at the average notional value of option exposure in the S&P 500, roughly $5,000. Nanos, the premium double $5. That's an incredible way to learn the power and the tools of options trading. We love that. So that's the concept behind that. It will make it simple, make it easy, make it accessible. So then we look at what's the fastest-growing portion of our S&P 500 complex. Well weekly, it's super short dated and low premium. So when they had Tuesdays and Thursdays, another opportunity to be able to be more precised and answer the demand coming from really short-dated exposure. So add Tuesday and Thursday. So all of that to build and the continuation of what we've seen in the last 2 years of the growth in retail, we want to be part of the story, open up access and teach. So Brian, over to you or Chris, for a little bit more color on how we saw that breakdown.
Brian Schell:
Yes. So on the -- I think we'll break it down a little bit by asset class, because I think you see the ebbs and flows. And again, to Ed's earlier points, the opaqueness. So the percentages aren't going to be as precised as we frankly would like as well. But as far as starting with the North American equities franchise, we saw a lot of that lean stock trading, obviously, very retail focus and as strong as even the January numbers as far as overall market volumes of, call it, 12 billion shares. If you recall, January of last year was almost 16 billion ADV. And so we know that was driving mode. But as you look at those retail percentages in the U.S. equities market, you start saw trailing down as we got deeper into the year, such that the third quarter was lower in fourth quarter. I think it was significant lower than where it was in the first quarter. So it was a nice contributor, but I think it's come back to a -- I would say, more a sustainable level, but I'm not sure it's going to going to go anywhere. So was it a nice contributor? Yes, but it wasn't the majority. I would say it was a stronger contributor within the options, as Ed talked, about the various exposures looking for (inaudible) patterns. They've always been a big presence in the multi-list. And now what they're looking for, for a broader community as far as investment alternatives. So we actually are more optimistic that the percentage could grow in our derivatives complex with the retail and the retail channel. So I know we didn't give you a specific percentage. It was solid. We expect to see continued growth in it. We're going to continue to look for to growing that with our retail efforts and with the new product launches, I kind of leave it there. Chris, I don't know if you have anything to add?
Chris Isaacson:
Just a couple of items. Just in January, we've seen incredibly strong volumes a couple of days, all-time records OCC volume with strong retail engagement. As Ed and Brian mentioned in their comments, we're really excited about those 4 retail brokers, and hopefully more that are ready to go day 1 with Nano. So while it drove a lot of growth in 2021, we do see that enduring through '22 and hopefully beyond.
Operator:
And the next question comes from Alex Kramm with UBS. Please go ahead.
Alex Kramm:
I hate to ask a volume and trade environment question on the proprietary products, but it seems like the market environment has changed significantly year-to-date. So maybe it does make sense. I mean, rates are moving higher, much more divergence in asset classes and markets, et cetera. So just wondering if you can talk about what is different -- what you're seeing from customers, strategies, et cetera. And I want you, in particular, to contrast what we've seen over the last few years because I think all of us, we got used to this low vol environment where sometimes you got these spurts of volatility, and then it actually seems like volumes went up and then they actually kind of went down a lot, and it got quiet again. So I know you don't have a crystal ball, but just wondering if what you're seeing out there just maybe seems more sustainable, what you would point to? And is this something that we should get more excited about from a cyclical perspective?
Ed Tilly:
Alex, great question. I'll kick it off. And we share the excitement, weekly does appear from an institutional perspective, much more sustainable than we've seen, as you referenced, the spikes and then the ebb and flow around spikes. But the uncertainty out there that's been driving this of late for institutions now really Russia tension, oil prices, continued supply chain challenges. And then the big one, right, the expectations on rate moves, all impact a portfolio differently. And actually, the value of the components of that portfolio are influenced by all that uncertainty. We see that in both the SPX and VIX and uniquely, as we talked about the rotation in the past. What's different this time, if you look at the second derivative VIX, there's an 8% move yesterday. That is an incredible punch for a relatively inexpensive contract, both the futures level and the options associated with it. And that's not gone unrecognized. 8% move, and then you look at today and maybe there's some follow-through even pre-trade, the market was up, the market is down. That is an amazing tool relatively inexpensive that really takes advantage of these 50-plus point S&P 500 moves. And then in the same week, as you see these moves early in the week, the SPX 1 month at the money vol comes crashing down. Really incredible. So SPX looks cheap in implied volatility compared to what's been realized. So it really is an amazing opportunity in our product set that these products actually deliver. And you're seeing that engagement. It's now -- it's been month-over-month, January really keeping up with December or fourth quarter is truly amazing. Actually surpassing fourth quarter is terrific. So that's the difference, and those risk factors are out there, and there's still uncertainty. So no reason why this isn't going to continue for a bit.
Operator:
And the next question comes from Brian Bedell with Deutsche Bank. Please go ahead.
Brian Bedell:
I appreciate all the granular guidance, Brian. Maybe if you could just talk a little bit about the growth path on D&A? Obviously, you did very well in '21. You're heading in with better momentum relative to that 7% to 10%. Given how we're seeing that volume environment performed pretty well in customer traction, especially in retail, back pretty well, what would you say would be some upside potential drivers to the high end of that 7% to 10% range just for this year? I know you obviously don't want to redo the guidance or anything like that, but just thinking about some -- what would continue that momentum? And then also, just a secondary question, if you could talk about any upside from revenue contribution from the European derivatives effort now that we are seeing that volume increase in January? Just sort of time line to get to that $25 million annual revenue number, I think you have for a couple of years out in euro derivative?
Brian Schell:
Sure. I'll take that. Thanks for the comments, Brian. On the revenue for D&A, I think it's helpful if you look at broadly the 3 main components of how we think about the D&A number. Again, we're coming off of a 2021 year of about $427 million from $21 million of that kind of that group of revenues. And so as we look at each of those components, still the largest component is still that market data and access, right? That's the bulk of that number. And to get any movement on the growth rate, that's where we're -- just mathematically, we're going to have to see some real growth there. I think that's where the upside is going to have to come. But -- and that's going to be a big part of the growth, again, going forward because if its sheer size. So I would say what would be potential upside there is we have a pretty good pipeline right now in market data sales. I think we continue to see nice traction in the U.S. I think the upside will be our incremental traction internationally from -- with our APAC entry, with what we're doing with the Cboe team there and then the incremental international clients there selling the U.S. data and then the local data as well. So I'd say there's -- if there's going to be upside, it would likely have to show there. And then on the -- the second part of that is when we think about our risk and market analytics. Again, we're expecting a nice strong growth rate out of there as well, but that's likely going to -- we think where that opportunity, that's probably EMEA is where we see incremental benefit possibly out of there. And then on that third component of it is the index side. Again, we think there continues to be within the U.S. is a huge opportunity. If the traction around our sales effort, more products. We see more and more ESG, and really trying to leverage our distribution channel with CSMI. So that's where I think that we're going overall. As far as Europe, Chris, I don't know if you want to talk a little bit more about if we see any of the path we're seeing there on the talks around European derivatives?
A – Chris Isaacson:
Yes. So we are seeing strong demand for U.S. data into Europe and APAC and then vice versa. So that's a global network coming together, and we still think we have a lot of room to sell into Europe and APAC with the existing data we have, especially as we add more data sets to the Cboe Global Cloud as we mentioned. We just currently have really North American data there, indices data and futures data, and we'll be adding more data this year, including analytics data and working with Cathy Clay. I just mentioned Europe, the EU derives is going quite well. The onboarding has gone well, and January was very encouraging to us, surpassing all of the volume from last year in a single month. So tracking very well as we build. We told you from the start this would take a bit, and it's tracking on or ahead of schedule. And the team there is doing a wonderful, under Dave and An team and Cecil with your CCP, another investment we made in the last couple of years that is paying off very well and is key to our long-term success there in Europe.
Operator:
And the next question comes from Alex Bolstein with Goldman Sachs. Please go ahead.
Alex Bolstein:
So I was hoping we could spend a minute on sort of like your medium-term expense growth philosophy and sort of the growth algorithm. So the 2022 guidance (inaudible) helpful. You previewed some of that at the end of the year. So the decline in margins is probably not that surprising. But how long do you expect sort of the elevated pace of incremental investments to last it essentially double what your core sort of expense growth is in 2022? So is it just a '22 thing or spillover, not asking you for '23 guidance, obviously, just yet. But just trying to understand when we should expect Cboe to return to sort of positive operating leverage on the comp?
Brian Schell:
Thanks, Alex. But I think I did hear you asked for '23 guidance. But I think it's a very appropriate question as we think about it. And as we look out to '23, you're right, we're not ready to say it's going to be x to x type of range. But as we look forward from what we know today, in the environment where our growth objectives are, we do expect a more moderated expense growth rate in '23 versus what you've seen in '21 and '22. I get independent of the run rates around acquisitions. So if we look at kind of what that core kind of, I'll call it, that more normalized there. So as you think about -- and how do we get that thought process, as you think about '21 and '22 is our investment in our core, our investment in our infrastructure, our investment in the revenue growth initiatives to facilitate and enable that growth. That's what we'll continue to do. And we'll continue to get those as we look into '22 is -- and continue to highlight those return on investment items, right? We've talked about and one of the first questions that we start talking about is of those various initiatives, how are they doing? Can you build a case study for us of why should your investors have confidence around your investments and what you're doing? So we will continue to try and provide as much visibility as we can around how they're performing, what the return looks like and then make adjustments as appropriate. So we're not going to shy away from seeing an opportunity investing in it if we think it is really, like I said, a high conviction, high margin type of opportunity, particularly around data, particularly around the derivatives. And again, we've talked about our excitement around bringing on a digital capability as well. So that is what we're looking towards. So it's a moderated level in '23 without giving you any specific percentage range.
Operator:
And the next question comes from Owen Lau with Oppenheimer. Please go ahead.
Owen Lau:
So for ARIS X, could you please give us an update on your initial thought process about adding new products? And how does the current digital assets trading environment like the Bitcoin price impact your thought process? And then finally, on the $36 million to $42 million additional expense assumption for ARIS X and Neo, could you please also talk about, kind of like on paper, when do you expect Cboe to close these two deals, just in your math in your assumptions? What are the key assumptions baked into this range?
Chris Isaacson:
Yes, I'll take that question. Thanks for the question. On ARIS X, we're moving toward close working through the state and federal approvals. And as we said, we hope to close that here in the first half of this year given previous guidance. Maybe bit earlier than we expected, but working well through that with the ErisX team. Regarding new products, we -- there is a new listing process that ErisX has put together that's very well thought through, and we're looking at new products based on customer demand, understanding that we will need to add new products within the confines of those rules as we grow the business. We're very excited about ErisX, as Ed mentioned in his comments, because it gives us that spot data derivatives and clearing platform in a trusted marketplace that we think is where the market needs to go, and we want to help define that together. So very excited about ErisX going forward and close in transaction here in the first half. I want to make sure I answered all your questions. Was there another segment of your question that I missed?
Owen Lau:
Just the key -- like key assumptions baked into that range, like $36 million to $42 million. Are you assuming like at the beginning of the second quarter or at the end of the second quarter? I just want to make sure we model this correctly.
Chris Isaacson:
Brian, do you want to take that one?
Brian Schell:
Yes. I would say kind of the combination of the 2. It is certainly won't be -- it could be as early as March. But like I said, that could -- and it could be, like I said, into the second quarter as well. So that's why there's a range because we're talking about 2 transactions that we're trying to get, again, a regulatory approval around and multiple regulatory closing conditions. So I guess first half is better, is kind of as close as we are right now. It's highest scenario said is that they're both closed before the start of the second half of the year. So like I said, it could fall at the end of the first quarter. And it's -- again, we'll update, obviously, when -- update the expense guidance when we do have a firm close date and provide that further projection. But for now, unfortunately, we're still reliant on the regulatory approval process, which, again, is not as transparent, not negatively just sometimes they move around pace. John, I think you may have [indiscernible]
Unidentified Company Representative:
This is John. Just on the -- you had a question, I think, in there about how the price of Bitcoin impacts our views to the opportunity. And I just want to drive home. We've seen this before. We've been in the digital asset space going back well prior to our ErisX agreement. And we have a lot of confidence in this space. It's early innings, and we know that because we're out there talking to partners and clients as we speak. We've gotten a really good, strong early jump on those conversations, enthusiasm and the investment that's going on across the ecosystem is as strong as ever. And so we're very optimistic about the opportunity. It also highlights to Chris' point about the product set in ErisX. It highlights the value that we'll be bringing to the market in terms of derivatives products and the ability to hedge some of these price movements going forward. So we're optimistic, and we see great value in the product set.
Operator:
And the next question comes from Kyle Voigt with KBW. Please go ahead.
Kyle Voigt:
Maybe a question on capital management. The second straight quarter, with no buybacks. Just wondering if we should expect those repurchases to remain paused ahead of this -- the ErisX and any deal close? And then just thinking about your capital priorities, your leverage ratio is pretty modest and it's been declining with the EBITDA growth. So I'm just trying to get a better sense of kind of how those -- how buybacks are returning to buybacks ranks versus maybe additional M&A given the current M&A environment you're currently seeing?
Brian Schell:
Sure. So as far as -- I don't want to give a prediction as far as timing of share buyback. Again, we have -- we're very clear that as we want to make sure that, that balance sheet and the leverage ratio, it will spike upon the close of these transactions. Spike up. And -- but a comfortable range or so high investment grade. We still feel good about that. But I think what the pause has put us in a really good shape from a flexibility standpoint to actually allow us to reengage in a share buyback and a much more meaningful way on a go-forward basis. So that little bit of a pause again gives us that flexibility. So I can't predict timing of when we would see that, but we do have expectations that we will return capital to shareholders through a share buyback in 2023. But again, I don't want to predict timing on that. And as far as priority goes, we've always said it's in our capital allocation thought process, and we think it's important to return that excess cash. But I'll tell you, we are very focused on it. And again, this is ultimately with the goal of achieving long-term shareholder value and that highest value that we can. We are very, very focused on growing the enterprise and growing the revenue and earnings capability of this organization. And sometimes when we see those M&A opportunities show up that we think does that, we will invest to grow. And if there's excess after that, we will then deploy it into a share repurchase program.
Operator:
And the next question comes from Michael Cyprys with Morgan Stanley. Please go ahead.
Michael Cyprys:
I just wanted to circle back to the cloud data offering. I was hoping you might be able to elaborate a bit more on that offering and the economics and vision that you have for that? And just more broadly on cloud, I was hoping you might be able to remind us of which of your markets and offerings are on the cloud today. And how do you think about the opportunity for migrating your markets to cloud over time? Maybe talk about some of the pros and cons there? And what might make the most sense to move sooner versus later?
Chris Isaacson:
Great question. There's been a lot of -- this is Chris. There's been a lot of talk about this, but first on the cloud data opportunity. We have our initial customers. We launched November 1. As we mentioned during our Investor Day, we're really excited about the the number of customers that we already have. And these are largely new customers we didn't have before that need this new access method. The current data sets we have are U.S. equities and futures and indices data, as I mentioned previously, we'll be adding other data sets from Europe from other analytics data and then eventually APAC. So all of our markets around the world. The data -- they can collect this data in the U.S. and Europe as well as an APAC today over the AWS cloud. And then as we think beyond the data opportunity, the cloud is ready today for data and it's ready for non-latency-sensitive applications such as clearing and other more back-office things. But as you think about microseconds, nanoseconds and multicast and things like that, the cloud still has some room to grow and there's a lot of effort going in from cloud providers. And we are also working on things like that, but the cloud needs to be ready for what our customers are demanding. So I know there's other exchanges that are working on this, and we're evaluating it. Part of our ethos is we are customer-driven. We're client driven. So as our customers if and when they say they want us to move there, we will be ready to do so. But right now, the data -- the opportunity in the cloud is primarily around data and clearing, and we'll look at matching in due course.
Operator:
And as that was the last question, I would like to return the floor to management for any closing comments.
Ken Hill:
Great. So this completes our call for this morning. We appreciate all the interest and questions on the call today. If you have any follow-ups, please feel free to reach out. Thank you again.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect your lines.+
Operator:
Hello and welcome to the Cboe Global Markets Third Quarter 2021 Financial Results. [Operator Instructions] Please note today’s event is being recorded. I would now like to turn the call over to your host today, Ken Hill. Mr. Hill, please go ahead.
Ken Hill:
Good morning and thank you for joining us for our third quarter earnings conference call. On the call today, Ed Tilly, our Chairman, President and CEO, will discuss our performance for the quarter and provide an update on our strategic initiatives. Then Brian Schell, our Executive Vice President and CFO and Treasurer, will provide an overview of the financial results for the quarter as well as an update on our 2021 financial outlook. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be Chris Isaacson, our Chief Operating Officer and John Deters, our Chief Strategy Officer. I would like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of each slide is available on our Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. During the call this morning, we will be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I would like to turn the call over to Ed.
Ed Tilly:
Thank you, Ken. We are happy to have you on board as Debbie Koopman prepares for retirement next month. Good morning and thank you for joining us today. As we head into year end, I hope that you are doing well and remaining safe and healthy. I am pleased to report on solid financial results for the third quarter of 2021 at Cboe Global Markets. For the quarter, we reported revenue growth across each of our business segments, reflecting strong year-over-year increases in both transaction and recurring non-transaction revenues, with net revenue up 27% and adjusted EPS, up 31%. Our solid third quarter results were driven by higher volumes in our index options and volatility products, increased demand for our suite of data and access solutions, and growth in trading volumes across nearly all our segments. In our proprietary products, ADV increased 29% in VIX futures, 32% in VIX options, and 39% in SPX options. We also continue to see strong growth in multi-listed options trading with ADV, up 20% year-over-year in the third quarter. During the quarter, we also delivered on several strategic milestones to expand our global network, including the successful launch of our European derivatives platform as well as the closing of our acquisition of Chi-X Asia-Pacific. I will touch on both in a moment. But first, I want to discuss our plans to enter the digital asset market through the planned acquisition of ErisX, which we announced last week. ErisX will provide Cboe with spot trading data, derivatives and clearing capabilities for digital assets through its regulated futures exchange and clearinghouse. The past 2 weeks have been a watershed moment for the digital asset industry, with the launch of trading in the first Bitcoin ETF in the U.S. equities market. As the appetite for ownership and digital assets continues to grow, we believe Cboe can play a guiding role in shaping the trajectory of this revolutionary market. Today, we are at a critical inflection point. We are seeing strong retail demand, institutional interest, market growth, streaming of digital assets even with traditional financial firms. As a leading provider of global market infrastructure and tradable products, we can bring the knowledge, structure and transparency of our trusted markets to the digital asset space. The demand and excitement for digital assets is driven by the unique market structure and freedom it affords and we want to maintain that innovative spirit, while providing the regulatory framework and structure that many market participants desire. We have secured support from a tremendous group of industry leaders who are aligned with our vision and want to shape and define this asset class now and for the future. These industry leaders bring different perspectives and expertise from retail brokers, crypto leading firms, global liquidity providers and sell-side banks. They are expected to form a digital advisory committee tasked with advising us on the ongoing development of our digital asset business, CBOE Digital. These industry leaders include DRW, Fidelity Digital Assets, Galaxy Digital, Interactive Brokers, NYDIG, Paxos, Robinhood, Virtu Financial and Webull. Additionally certain members of the digital advisory committee intend to acquire minority ownership interest in CBOE Digital. I am confident that together with ErisX CEO, Tom Chippas and his team and our incredible partner group, we can not only meet the growing demand for institutional and retail trading solutions, but also push the boundaries of digital asset innovation and unlock its next phase of growth. I am extremely pleased with the progress we made during the third quarter, executing on the four key incremental growth drivers I outlined at the beginning of this year
Brian Schell:
Thanks, Ed and good morning, everyone. Let me remind everyone that, unless specifically noted, my comments relate to 3Q ‘21 as compared to 3Q ‘20 and are based on our non-GAAP adjusted results. As Ed just indicated, the third quarter was incredibly strong for Cboe with robust results from both a transaction and non-transaction basis. Overall, adjusted earnings increased 31% versus the third quarter of 2020 and improved off solid second quarter 2021 metrics. As we move forward, we look for the cash, derivatives and data portions of our business to work in unison to enhance revenue opportunities and shareholder value. Now, a quick look at the third quarter. Our net revenue increased 27%, setting a new quarterly record. Net transaction fees were up 39% and recurring non-transaction revenue was up 21%. Adjusted operating expenses increased 29%. Adjusted EBITDA of $240 million was up 25%. And finally, our adjusted diluted earnings per share, was $1.45, up 31% compared to last year’s quarterly results. Turning to the key drivers by segment, our press release and the appendix of our slide deck includes information detailing the key metrics for each of our business segments. So I will just provide summary thoughts. While we saw year-over-year growth in all of our segments, our Options segment produced above average growth for the quarter of 30% driven by higher trading volumes and revenue per contract in both our proprietary and multi-listed options. Total options ADV was up 23% as we saw double-digit increases in both index and multi-listed options. Revenue per contract also moved higher by 16% given positive mix shift to index products and a strong increase in our multi-listed options RPC, up 23% and we continue to benefit from double-digit growth in recurring non-transaction revenue, particularly access and capacity fees. North American equities revenue increased 13% year-over-year as acquisition-related net transaction and clearing fees were further helped by strong proprietary market data fees and access capacity fees. This was offset somewhat by a 1% year-over-year decline in U.S. equity ADV and a 1% year-over-year decline in market share for the quarter. While market share trends have been impacted by aggressive pricing trends from some competitors, we remain focused on optimizing long-term profit in the business through the many initiatives we have introduced or plan to introduce to the market. For the quarter, MATCHNow and BIDS contributed $8.5 million in net revenue. Lastly, recurring non-transaction revenue increased by more than $5 million or 17%, with organic growth of 14%. Third quarter revenue increased in futures by 24% on the back of a 30% increase in ADV and a 6% increase in capture. Looking forward, we were pleased to see the SEC recently approved filings to list and trade shares of two new volatility shares products in inverse and long VIX futures ETF. These new listings are likely to increase the VIX trading ecosystem as the AUM builds on those products. The revenue increase in Europe and APAC primarily reflects the addition of Chi-X Asia-Pacific in July 2021, an $8.2 million contribution as well as growth in European equities and clearing. Underlying trends remained strong in the third quarter as industry average daily notional value traded, market share on Cboe European Equities and net capture, all moved higher on a year-over-year basis. And finally, revenues in the FX segment increased 8% as compared to the third quarter of 2020 as trading volumes and net capture moved higher. During the quarter, global FX market share hit an all-time high of 17%. Cboe’s recurring non-transaction revenue growth remained elevated in the third quarter, with year-over-year organic growth reaching 14%. Again, this strong growth was largely a product of additional subscriptions and units as opposed to price increases. More specifically, we saw both physical and logical port usage remained robust in our equities and options businesses driven by increased demand for trading capacity and on the market data side, the equities top of book and depth of book products continue to perform well. We are increasing our organic outlook by 1 to 2 percentage points to approximately 14%. Our total recurring non-transaction revenue growth is now expected to reach approximately 18% for 2021, up 2 to 3 percentage points versus our prior expectation. Overall, we are very pleased with the continued traction in this business as it’s an important element of Cboe’s ecosystem of products and services. Turning to expenses, total adjusted operating expenses were approximately $140 million for the quarter, up 29% compared to last year. Excluding the impact of acquisitions owned less than a year adjusted operating expenses were up 17% or $19 million for the quarter. Most of the expense variance related to the acquisitions was compensation and benefits. Moving to our expense guidance, we are tightening and raising our expense guidance range for the full year to $536 million to $541 million from $531 million to $539 million. The $4 million increase in the midpoint reflects higher incentive compensation costs, reflecting the strong year-to-date operating results we have posted as well as our plans for increased hiring during the fourth quarter and a slight uptick in our depreciation and amortization forecast. As a firm, we believe in a pay-for-performance culture and not only has our year-to-date financial performance has been strong, we have made significant progress against our longer term growth priorities, especially towards increasing access to Cboe products and services, as Ed noted previously. As you recall from our February earnings meeting, we laid out a path for revenue growth that would be preceded by higher-than-normal expense growth that would slightly compress margins in the short-term to enable longer term growth. We remain focused on investing in key initiatives with attractive returns and we look forward to meeting the current and future market demand by prudently investing organically and inorganically to meet those needs, even if it requires upfront spend. Now, turning to a summary of full year guidance on the next slide, we are raising our guidance for depreciation and amortization to $38 million to $42 million from $34 million to $38 million due to the earlier timing of various products. Our CapEx guidance range moves $8 million lower to $47 million to $52 million and we are reaffirming the higher end of our guided tax range of 27.5% to 29.5% for the full year under the current tax laws. Our interest expense for the third quarter of 2021 was $11.7 million. We expect our fourth quarter interest expense to hold steady in the $11.5 million to $12 million range. In addition to the investment priorities we outlined earlier in the call, we remain committed to returning excess cash to shareholders through dividends and share repurchases. From a capital return perspective, our strong cash flow generation enabled us to raise our quarterly dividend for the 11th straight year, growing 14% on a year-over-year basis. In total, we returned $52 million to shareholders through dividends in the third quarter. Our leverage ratio decreased slightly versus the prior quarter to 1.4x at September 30, as our debt levels remained steady on a sequential basis. Overall, our balance sheet remains unencumbered as we look to put incremental capital to use in value-enhancing ways for shareholders. Our adjusted cash and financial investments balance is elevated, reflecting the planned use of cash to fund a portion of the planned transactions we recently announced as well as a slightly higher requirement for regulatory capital purposes. In summary, Cboe delivered a very strong third quarter, and we’re even more enthusiastic about the number of high-quality growth initiatives we are bringing into our ecosystem, solutions that expand access to global markets for our customers, grow our geographic footprint and breadth of asset classes and diversify our revenue base. We look for these planned additions to fuel continued growth across the Cboe ecosystem. Now I’d like to turn it back over to Ed for some closing comments before we open it up to Q&A.
Ed Tilly:
Thanks, Brian. Before we move to Q&A, I want to provide a further update on our ESG initiatives during the quarter. Earlier this month, Cboe was proud to be named a founding member of the derivatives partner exchanges network of the United Nations Sustainable Stock Exchanges initiative. We look forward to sharing ideas and engaging this network on an important dialogue on how derivative exchanges can support greater sustainability in addition to advancing partnerships with index leaders in this important space. As you can see, we have been extremely busy, and I thank the entire Cboe team for their hard work delivering outstanding results. We look forward to hosting our Investor Day on November 16, where we will dive further into our business, providing more color on these initiatives and how they are helping drive our strategy. We hope you can join us, details for accessing the event or on our IR website. Finally, I’d once again like to thank Debbie Koopman for her service and wish her all the best as she heads into retirement next month. She’d be with us through Investor Day, so it’s not quite farewell yet. But this is her finale for quarterly earnings. She will be dearly missed by me and the entire Cboe team. I’ll now pass it back to Ken for instructions on the Q&A portion of the call.
Ken Hill:
Thanks, Ed. At this point, we would be happy to take questions. [Operator Instructions]
Operator:
Yes. Thank you. [Operator Instructions] And first question comes from Rich Repetto with Piper Sandler.
Rich Repetto:
Good morning, Ed. Good morning, Brian and team. I guess, Ed, we take your acquisition seriously – very seriously now, so the ErisX positions and you talked about it in the prepared remarks. But I guess I wanted to get what does Eris – I know they are trading right now. I know they trade some over-the-counter products. And when do you actually expect them to trade any digital assets? And do you need regulatory sort of clarity to do that? And did it prevent you from buying back shares in the quarter?
Ed Tilly:
So let’s take the first part first on shares, Brian, and the view of just the buyback on shares.
Brian Schell:
Yes. Rich, just as a pipeline as we look at things, we are being more conservative than not as we look at kind of overall leverage, deployment of cash. So it was – like I said, it’s always a balance quarter-over-quarter of do you sit on a little bit more cash in anticipation of a transaction closing in the pipeline. So that was more of a reflection of that than anything else.
Rich Repetto:
Thanks, Brian.
Ed Tilly:
Alright. So let me – Rich, let me take a half a step back on ErisX because I think it’s important to recognize that we didn’t just wake up a couple of months ago and think, gosh, crypto, look what’s happening, it might we need to get into this space. When we launched, if you recall, the first futures contract in 2017 and even before that, we had applications at the SEC for ETNs and ETPs. So at this space, we’ve had our eye on. We thought the ecosystem in this space would have evolved a bit quicker. So we’ve always had an eye on getting back into the space the last couple of calls, I’ve been mentioning that. Importantly, also, we were early investors in ErisX in 2018 when Don Wilson and Tom Chippas saw the opportunity to build out a regulated fair market in spot, derivatives clearing and margining. So long answer to your question, framed that way, we’ve constantly and since the launch of those future, consciously been looking for an opportunity that gets us back into the market. But John, I think importantly, the rollout, what ErisX is trading today and what we have in front of us between now and close.
John Deters:
Yes. Thanks, Ed. Good morning, Rich. This is John. So the mention that you just gave of OTC products, Rich, I think that relates to a separate business. It’s a little confusing. It’s also called Eris but that business offers swap futures. They are traded on a competing exchange. We’re talking about here, ErisX, which is purely a crypto platform. The businesses are completely separate. And what ErisX offers, as Ed mentioned, is a – really a start-to-finish integrated platform for crypto trading, spot clearing and derivatives. And the platform is live today. So there are significant users on the platform depending on the day. Some days, it can be really one of the top three, four in the market. The partners that we’re bringing to the table here, and you see us mentioned in the press release, these partners is forming our digital advisory committee, many of those partners are live today on the platform. So we believe, as we kind of look at the evolution of the space, the partners we’re bringing to the table and the readiness of the platform, that our timing really is pretty much spot on here because the technology platform is built. The regulatory approvals are in place. One thing that we’re really looking forward to, as we move towards close and towards evolving the business is the expansion of the derivatives franchise. So again, the regulatory approvals for that platform were all in place. The technology is in place. But what we intend to do is work with the CFTC in gaining approval for margin futures and then other derivatives products, which we think are – can be game-changing for the industry. There really is nothing like it’s settling into the physical coin in an integrated spot clearing and futures and derivatives platform. So we look forward to that build. But really, that’s the only piece that is yet to come. The rest is live and poised for growth today.
Rich Repetto:
Got. Very, very helpful and we will see at the Analyst Day, Deb.
Deborah Koopman:
Thanks, Rich.
Operator:
Thank you. And the next question comes from Dan Fannon with Jefferies.
Dan Fannon:
Thanks. Good morning. I wanted to ask about the European derivative opportunity. You talked about some of the product launches and more in the pipeline. Are you incenting volume with pricing or how – what is the pricing strategy? And what – how should we think about kind of growth or some of the milestones for success in the kind of coming months and quarters for that business?
Ed Tilly:
Yes. Before I turn it over to Brian for the incentive program, I think, very, very important, the way we look at success starts with operations. And Chris, your observations in the days and since September 6, actually, we could not be happier with not only the execution on our platform, but clearing. So EuroCCP, keeping up with the demands to offer clearing and that’s flowing seamlessly through a couple of words there, Chris, and then Brian on incentives and the stipends for market makers.
Chris Isaacson:
Yes. Good morning. Thanks, Dan, for the question. So we’re very pleased with launching this on time on September 6 on the leadership of Dave Howson and Ed, and Cecil in Europe. Our exchange work just as designed, so to the clearing system, we bought EuroCCP about a year ago, and they have added Clarington to their portfolio as we built the derivatives exchange. So operationally, things are going just as we planned. We’ve communicated that our – we had modest expectations this year as we build the base. And Brian can talk about incentives we have in place for market making and liquidity.
Brian Schell:
Yes. Thanks, Chris. I think it’s a – to frame that is you have to look at the entire ecosystem of who is involved in what makes a product successful. Relative to the clearing members, obviously, we’re bringing the infrastructure soft-copy the exchange and clearing, which was mentioned. But if you think about the clearing members, the market makers, the customers that are going to be trading and putting the right incentives in place, so what we’ve done is we’ve obviously tried to remove those frictional elements to facilitate liquidity and facilitate volume. So there are stipends in place. There are – there is tiering in place with respect to those elements, to – again, to incent those participants. And we will see that continue to build as we add more and more clearing members, as we add more market makers to both the futures and the options side. So stay tuned for that progress. We will put out some targets at our Investor Day as far as where we think this business can go, call it, in a more of a 3 to 5-year time frame. But I would say right now, as the team has already mentioned, the key success here was the operational element of getting people on the platform, getting it traded. The products are successful from that standpoint. We’re achieving the on-screen transparency and liquidity of what we set out to do and then with the expectation of growing that over time.
Dan Fannon:
Thank you.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Ken Worthington:
Hi, thanks for taking my question. I wanted to follow-up on Rich’s comments on ErisX. So how big – you indicated that ErisX might be like a top platform periodically. How big have they been over the last 6 months? Like what sort of volume have they done? And what tokens are offered? And Cboe was, I’d say, first or at the very least, early in building crypto futures in December 2017. You guys had the right call. You were taking a chance. But it seems like CME, I don’t know, somehow were overdue. They were second, but they somehow one. So give us a little context of what happened there. And then maybe lastly, Cboe launched Bitcoin futures at a peak price and then seem to change its mind 15 months later at sort of a Bitcoin price trough. Is this flip-flopping going to make it harder for you to be successful in building a futures platform at Eris given that venue commitment is so important in sort of longer-dated products?
Ed Tilly:
There is a lot there. You’re right. We were first to the market. As I said, we really anticipated a little quicker action on approval in the ETN and ETF space. We do appreciate incenting market makers to post quotes and to trade. But with no end in sight to the regulatory uncertainty, we decided to step back. So I wish we were smart enough to know that the price of Bitcoin was at its top. I probably would have made a trade there instead of pivoting in a way and waiting for regulation and design to be more obvious for us with the ecosystem as we find it today, primed and ready for an exchange like ErisX. And significantly, you didn’t mention the partners that we are entering this with super important. They do see the opportunity to offer their customers access and an experience that they are used to in other asset classes. This is very important. This is not a disintermediated market where we think we should be offering direct to customer customers are used to the platform that they trade on. Those partners that we list, we are not getting in between them and their experience. So if they like to pivot from their exposure in options, Cboe’s proprietary products and on the same platform, be able to trade crypto in a safe, regulated fairway, that’s the experience we’re looking for. So I don’t think we’re chasing any won’t here, Ken. It’s an interesting observation. But John, back to the coins that are on the platform today.
John Deters:
Yes, Ken. So there are five coins in the platform today and the platform is highly extensible. So currently under review additional coins and altcoins. And it’s worth noting that in terms of today’s bond platform is one of the newest out there, given the time frame since launch is relatively short. And we believe that it has all the underpinnings to recognize pretty substantial growth. It’s important to recognize that – this – our involvement in the space is – and the entire space itself is an evolution. And so Ed really kind of described nicely our initial foray into it. We call that product version 1.0, cash settled pretty simple kind of construct. We quickly learned and evolved from those learnings that the industry was demanding something different. They were demanding physical settlement. They were demanding a robust clearing platform that dealt with the underlying spot in conjunction with the derivatives product. And so when we decided to take our original B 1.0 product down, it was really with a mind towards doing something much more comprehensive to meet the demands of the digital asset space as market participants were telling us they wanted. So that process of kind of getting back into it with the right platform, it took some time. We were waiting for the perfect opportunity. I would say that we were attracted to ErisX really because of the comprehensive sort of from spot through clearing and data to derivatives. It conforms very nicely with our strategy across asset classes and geographies. But as we – kind of to the evolution theme, as we started down the path of evaluating a deal with Eris and we sampled the market to ensure that we were thinking about things in a way that really resonate with market participants, this is where another step the evolution came into play, where there was really this obvious demand for participation from market participants to be part of this initiative to be on the cap table to be aligned with value creation. And so we met that demand with the structure that you saw us announce last week. So really evolution and it’s a rapid evolution because the market – the digital asset space is evolving so rapidly. I don’t think we could have really nearly come close to meeting the demand that the market is telling us to have for a particular type of products and services with our prior product in any sense, and this platform does it for us.
Ken Worthington:
Great. Thanks, you gave me a lot to consider there. Appreciate it.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great. Thanks. Good morning, folks. Maybe just continuing on ErisX, just I mean, maybe just to sort of – I know you covered this much more on Investor Day but maybe just to sort of characterize it broadly, if I’m thinking of it right, is the longer term aim here – and I appreciate it’s probably still under development, but to become, say, like a competitor to Coinbase? And – or is it more to really stay in the sort of regulated exchange space with more listed types of contracts, either spot or futures? And I don’t know if you can talk about the investment required in the 2022 outlook, and again, maybe that’s Investor Day coming up. But should we consider this as – I think you said 2 to 3 years for EBITDA profitability? Should we consider this as sort of a drag on earnings initially before it really gets going? Maybe just comment around that?
John Deters:
Yes, I’ll kick off, Brian. It’s a great question. So yes, the ambition of the vision here is that we really do offer a regulatorily compliant product set from spot through clearing and derivatives. And that’s a little bit clear what that means when you talk about derivatives, the CFTC-regulated platform, both clearinghouse and futures market. On the spot side of things, the industry is really hungering for this part of the demand. We’re talking about, hungering for a framework. And so with these partners that we have on board with us, as part of our digital asset advisory committee, we are – we intend to go to the regulators, work together collaboratively with the regulators in an industry to help define what that means product by product, token by token, coin by coin. And we think that initiative and the clarity that, that will potentially bring can unleash the next wave of growth in this space. So that’s the opportunity. It’s very much regulated together with our market participants. And then the liquidity out in the market today is really – it’s – despite the some of the regulatory overhang here, the liquidity is impressive but the growth in the space is so rapid that soon enough, the platforms and the OTC trading that’s occurring out there is going to potentially exceed its capacity. We’re creating really a regulated liquidity catch basin for the entire industry, bringing the right partners to the table to be able to establish that kind of platform. Brian Schell, on the financial implications?
Brian Schell:
Yes, I will go. And I think, Chris, I think will maybe kind of end it all. But as far as the financial elements, the – as we look at that and – the platform is built. So, it’s not so much a CapEx as far as that investment goes. It’s going to be a little more around on OpEx. So yes, and we will give this further guidance as we get closer to close and where we are in the platform. We have already seen increasing activity and things of that. So, it would be premature to give us kind of a run rate versus historical versus where we are. And when we get close to the close date, particularly with – as we mentioned in our announcement that we are going to have our digital advisory committee, those various partners likely taking the various equity positions in that. So, those numbers could move a little bit. So, would only be premature in that overall number. But yes, it’s a slight drag on OpEx as we continue to build and as we continue to get scale. So again, more details on that as we get closer. And then Chris Isaacson, I think is going to wrap it up.
Chris Isaacson:
Yes. Thanks, Brian. So I mean, these are a lot of great questions about ErisX, and it just speaks to how excited we are about it and how much interest there is in the space, and we think the timing is right. As John has mentioned, this – in one step, we get spot, data, derivatives and clearing in a single step, and that’s so consistent with our strategy and what we have done in other asset classes. I would also say, as we looked at this asset, we see that there has a lot been a ton of innovation in the digital asset space, but there still remains a trust, transparency and data gap. And we think with ErisX, we can fill that gap with Tom Chippas and team and the platform they have built and expand on the vision that ErisX started with because of the partners we are bringing to the table. And regarding competition, we won’t just have a spot market. We are having a derivatives market that will allow for physically settled futures, margin futures, as John talked about. There is a big and broad vision here that we think we can fulfill with these partners, not dis-intermediating, but embracing them, so they can access all the customers, both traditional and nontraditional customers, that want to trade digital assets. We will be able to get to them through these intermediaries and this platform that’s going to embrace transparency and regulation as it gets formed and clarified. And I think that Tom and team have built this right. They have got the regulatory approvals that are needed. They have got the money transfer licenses in 50-plus states, CFTC approval for a futures exchange and a designated clearing organization. So, they have got a great chassis, great foundation to build upon.
Brian Bedell:
That’s great color and I really appreciate all the detail.
Operator:
Thank you. And the next question comes from Alex Blostein with Goldman Sachs.
Alex Blostein:
Hi guys, good morning. Thanks for taking the question. I was hoping you could expand a little bit around your plans for Cboe Global Cloud in early November here. What’s the vision ultimately? How do you think it expands the addressable market and sort of consumption of your data across different participants? And maybe I can sneak in one more just since we are talking about recurring data streams. The guidance for the fourth quarter seems to imply a little bit of a decline versus third quarter run rate. So, maybe you can expand on that a little bit as well.
Chris Isaacson:
Great. I will start with the Cboe Global Cloud, which we are very excited about going live here actually next week, next Monday. So, this just furthers the theme that we want to provide better access and more ubiquitous access to our data and our products all around the world. And so we will start with U.S. equities, futures and indices data. And the leadership of Cathy Clay on this new data and access solutions group that we formed earlier this year. This is just the first. We have data sets soon to be across 22 countries in equities plus futures, options data, indices data. We will just keep adding on to the data sets that we will offer. We are starting this with AWS, a great strategic global partner for us. And we want to access not just existing customers, but a lot of customers who may not have a cross-connect in the data center today, but would have an Internet connection to a global cloud provider like AWS. So, we view this as new customer acquisition and also getting them access to data sets that they don’t currently have today. Maybe I will let Brian answer the second question.
Brian Schell:
Yes. Thanks. And then just to put a fine point on that, Alex, is that, that broader, I would say, kind of story and strategy and are really our investment thesis on this whole area has been the increasing need for data analytics, therefore increasing the access, the increasing geography to leverage the global presence and then increasing the methods, which is that last point you just hit on that Chris helped fill in the gap for. And then the overall opportunity as we continue to pursue more and more and then we can talk about that later. As far as the growth rate, we continue to see growth. What you are seeing is you are still going to see growth over – that’s projecting growth into the fourth quarter. Over the third quarter, the rate itself may not be as great. And what we saw also – this is a little bit just kind of more of a math issue is that the fourth quarter in last year started to pick up where we started to see some of this momentum. So, you just have a slightly higher comparison base that it’s just going to move the numbers down. So, the rate is going to appear to be a little bit lower, but the trajectory is still – I would say, is still the same. It’s just – it’s going to look a little different just because we are starting off a slightly hard base last year.
Alex Blostein:
Thanks.
Operator:
Thank you. And the next question comes from Owen Lau with Oppenheimer.
Owen Lau:
Good morning and thank you for taking my question. Could you please talk about if there is any synergy between the extended trading hours of SPX and VIX options as well as Chi-X? And I am just wondering whether you would list some of your proprietary products to the exchanges in Asia to increase your distribution channel. And how should investors think about potential incremental opportunity for Cboe when it’s becoming more like a global company? Thank you.
Ed Tilly:
So, let me start, because we are so excited to extend access to VIX and SPX options to global trading hours. Everything is always subject to regulatory approval. We think we are in a pretty good spot here, but that’s the plan. That’s an answering a demand issue. So, if you think about it, you have got a position on now as the world becomes smaller and information flow is free. The ability to adjust open positions or to open positions round the clock is very, very important. We trade the country’s benchmark here and need to be accessible 24 hours a day for sure. So, that’s answering the demand. We think there is great interest. Our presence in the APAC region, because of our acquisition of Chi-X, really allows us boots on the ground to tell the story and the access kind of completes the demand that we see more globally, but Chris, over to you on the current update on integration and migration of Chi-X APAC?
Chris Isaacson:
Yes. Thanks, Ed. So, great question, Owen. So, we are super excited about our entry into Asia with Chi-X Asia. Integration planning is going very well. We plan to bring bids to the region with in Australia in the second half of 2022. And then the first half of 2022, we would migrate the Cboe technology in Australia. And thereafter, we would do Japan also. So, as Ed mentioned, now we have a bona fide presence in that region and we are able to sell a full suite of our products, including SPX and VIX options and our growing set of data. So, let’s – maybe Brian, if you want to chime in at the end here as well.
Brian Schell:
Yes. So, I just – again, continue to hit that that the boots on the ground is a key element there as we continue to extend that global network. I think it’s important to remember and what that enables us to do across all our network and the proprietary products and everything that we have and then leveraging those learnings and basically, what does it mean to be an exchange operator and the consistency and the reliability of what that brings to the various market participants because our client base largely is a very global client base. The other is that, to mention explicitly, is BIDS, as far as bringing that to market in those geographies, which we talked about, so that’s on the timeline in conjunction with Chris mentioned, the platform migration. And then I will wrap it back up is the broader – going to keep coming back is the broader data opportunity here. We have talked about how we are not only continuing to go after more share of wallet to meet that increasing demand for data analytics. But a big part of that theme also is this international expansion, the incremental analytics, solving for customer capital/margin needs. And then again, in the crypto, which has been brought up a couple of times, is that entire ecosystem of that data need, and it just continues to feed off itself and expand from a data perspective, again, leveraging off the, call it, the cash/equity side of that spot as well as the derivatives and then completing it with the data opportunity.
Owen Lau:
Got it. Thank you very much.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi, good morning. Maybe just a question on retail, obviously, you have had some success with many VIX and XSP products, but it seems like uptake has been a bit more muted relative to some other retail-oriented index product launches we have seen over the past couple of years. So, maybe you can expand upon the Nanos a bit and whether you think this very small contract size will kind of enable you to unlock more growth in that net retail segment. And then also from a fee standpoint, is it fair to think about the fee rate being much higher than SPX or even the XSP relative to the notional contract size?
Ed Tilly:
So, great question. It’s what I was hoping you would ask because we have been talking to you about the exchanges not keeping up with retail demand in our product creation, and this has been in the works for a while. We think simple, accessible and design for all is the theme behind Nano, and it’s really a simple concept. You take the retail size version of the S&P 500, SPDRs, for example, which is what retail is most familiar with, it’s still very expensive. It’s a $460 underlying. What we have done is we have done a one-tenth version and made it super simple if you are looking at a derivative screen. If you see the market at the money, it’s a one week out, it’s $2.50 for a call, you are a retail investor, you are like, “Well, that seems pretty reasonable,” except I have to multiply that by 100. And what we do on Nanos is, no, it’s actually $2.50. And what you see on the screen is what you would be paying for that exposure to the S&P 500. So, that’s really simple. And the other confusion we have noticed in retail and talking to retailer is, gosh, there is 30 different expiration cycles on SPX, which is awesome for institutional and more sophisticated retail. There is 10,000 different strikes or series that, in itself, is confusing. With Nanos, we are still finalizing what we are going to offer day one, but think four different expiration cycles, seven days or less to expiry and maybe 40 or 50 different series, again, really simple. That’s the goal with Nano. It is answering the demand from new retail and we can’t wait to launch this.
Brian Schell:
So yes, a couple of follow-ups then on the pricing and how we think about it. Again, it will be a little bit of a repeat story as we kind of framed up, and we talked about the European derivatives and pricing there, is that you think that it will be obviously notionally adjusted, obviously, from the pricing standpoint. But again, we look at it from the perspective of all the participants engaged again to facilitate with all the partners to be able to incent that trading, making it easier, reducing friction, making it affordable. And the next question is, well, okay, if you really want to put that in perspective, your entire SPX volume was completely replaced by Nano, would you be better off. And the answer is yes, would be even better off because, as you know, there is usually a slight premium as you continue to break contracts down by size. So, as it gets smaller and smaller, they tend to be a little bit more premium versus, call it, the larger size. So, it’s – on a notional value adjusted basis, it’s slightly higher, but again, it’s – the pricing is still TBD, look for progress as we move forward into that launch.
Ed Tilly:
Most important part, I forgot and sorry for that. Importantly, this is a company an education program. So, you think of Cboe when you think of derivatives, we believe in recurring trading at an educated investor. And we have talked now the last few quarters about retooling our Options Institute, specifically for this new retail investor, and bring them along so that derivatives that are designed to reduce risk in a really measured way is for all investors. And our Options Institute is keen on making sure that our new partners were looking at us and our proprietary products with education in mind.
John Deters:
Yes, this is John. Just following up on that, I said that we are a partner. This is we are not creating these products in a vacuum. So and as a theme here, that crosses over to crypto, too. You saw some names there that are really kind of the retail. Vanguard right now, we are creating these products and the educational programs around them in partnership with these really important retail partners of ours.
Kyle Voigt:
It’s great. Thanks for all the color.
Operator:
Thank you. And the next question comes from Michael Cyprys from Morgan Stanley.
Michael Cyprys:
Hi. Good morning. Thanks for taking the question. Maybe just continuing with the retail theme here, just on Webull, it looks like your proprietary products began trading on the Webull platform this month. Just curious what the early feedback has been. Maybe if you could talk a little bit about some of the initiatives in place to drive a broader engagement on the Webull platform. And then just more broadly, how penetrated do you think you are at this point in terms of getting your products on retail platforms? And if you could just maybe talk a little bit about the initiatives there to get on more platforms.
Ed Tilly:
So again, I think we referred to in the past and Chris, I would ask you to jump in, in a second. But when we look at retail that’s been around for a bit more established broker-dealers the ones I would be trading on over the last years. We have – they have access to our proprietary products. And from those platforms, there has been incredible growth into our proprietary product set. We have got months over the past couple of quarters of record penetration in our proprietary complex. So, that has been pretty terrific and we have been watching that, as I say, over quarters. New retail, the one that – probably making headlines the most, Webull, in that group had not offered access to our proprietary products or cash settled indices in general. So Webull, as a first mover here, we are not going to trade at all. And other new retail does not offer access to our products either, so all greenfield for us. And then we look – another measure that’s super important to us is the penetration and the use case for one lot trading, and one lot trading for us makes us think that with the very high notional value of contracts in the S&P 500, even super short dated, really is a restriction for some retail accounts who are not capitalized similarly to maybe more traditional retail, there is the birth of Nano. So, I think we have got a pretty good runway over the next months and watching for the uptake in not only direct access into the products you know, like SPX, but in Nano as we launched Nano. So, Chris, over to you.
Chris Isaacson:
Yes. Just as Ed mentioned, we think we are just at the starting line for a lot of the new retail. Traditional retailer has had access to our products and offered great access for quite a while. But the new retail is just starting and we are excited with – that Webull’s offered access to SPX and VIX, but we still have a lot of room to grow there. I would also mention that they are adding new assets to their platforms and there is an intersection, we think here, over the long-term with digital assets as well. Customers, retail customers are going to want to trade multi-asset not just a single asset on a platform. And so many of them are offering that and we want to provide the ultimate retail investor access to all of our products, but through these great intermediaries, these great partners. We are trying to solve the problem with the intermediary. So, we are just – we are going with the trend here and wanting to provide the access and the products that customers really want.
Michael Cyprys:
Great. Thank you.
Operator:
Thank you. And that concludes the question-and-answer session. I would like to return the floor to management for any closing comments.
Ken Hill:
That completes our call for this morning. We appreciate your time and continued interest in the company. If you have any further questions, feel free to reach out. Thank you.
Operator:
Thank you. The conference has now concluded. Thank you for attending today’s presentation. You may now disconnect your lines.
Operator:
Good morning, everyone, and welcome to the Cboe Global Markets Second Quarter 2021 Earnings Conference Call. At this time for opening introductions, I would like to turn the call over to Debbie Koopman, Vice President of Investor Relations.
Debbie Koopman:
Thanks, Pete. Good morning and thank you for joining us for our second quarter earnings conference call. On the call today, Ed Tilly, our Chairman, President and CEO, will discuss our performance for the quarter and provide an update on our strategic initiatives. Then, Brian Schell, our Executive Vice President, CFO and Treasurer, will provide an overview of our financial results for the quarter as well as an update on our 2021 financial outlook. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our Chief Operating Officer, Chris Isaacson and our Chief Strategy Officer, John Deters. In addition, I want to welcome Ken Hill, who recently joined Cboe as the Vice President of Investor Relations. Ken will take the lead on IR effective August 1 as I support him and transition to retirement later this year. I would like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold, and while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, after this conference call. During the call this morning, we will be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I'd like to turn the call over to Ed.
Edward Tilly:
Thank you, Debbie. Good morning and thank you for joining us today. I hope that you are doing well and remaining safe and healthy. Our purpose is to operate a trusted, inclusive global marketplace supported by our guiding principles, which include active transparency. It is in this spirit that we issued a press release this morning regarding spot volatility indices and I want to comment on that before I dive into the results for the quarter. As outlined in the press release, we recently discovered instances where the spot VIX Index calculation differs from the calculation described in the VIX White Paper, which details the formulas used for deriving values related to VIX. Specifically, in certain instances, an index level was not produced at the applicable interval resulting in the dissemination of the prior index value. These instances relate only to the spot VIX Index, which is not a tradeable product. We believe the VIX tradable futures and options, as well as the NAV of products that track the daily closing prices, such as volatility ETP products, were not impacted. In addition, the calculation of the final settlement value for expiring VIX derivatives, which uses an independent process, was not impacted. We are investigating the degree of impact and the number of instances with respect to which the redissemination occurred, but based on our initial assessment, we believe that in the vast majority of cases, the current VIX index calculation yielded the same result as provided in the VIX White Paper. Now turning to slide 5. I am pleased to report on strong financial results for the second quarter of 2021 at Cboe Global Markets. We continued to deliver on our strategic growth plan, expanding on the foundation we laid over the last year as we build one of the world's largest global derivatives and securities trading networks. For the quarter, we reported year-over-year increases in both transaction and recurring non-transaction revenues, with net revenue up 18%, to over $350 million and adjusted EPS up 5%. Our solid results were driven by continued growth in recurring non-transaction revenues, increased trading volumes, and engagement of institutional clients trading our index options and volatility products. We saw strong year-over-year growth in our proprietary products. ADV increased by 40% in VIX futures, 41% in VIX options and 8% in SPX options. During the second quarter, we made excellent progress executing on the four key incremental growth drivers I outlined at the beginning of this year – the opportunity to grow recurring non-transaction revenue, the upcoming planned launch of Cboe Europe Derivatives, our expansion plans for BIDS Trading, and extending access to our products and services across geographies and market participants. July 1, we also closed our acquisition of Chi-X Asia Pacific. We are very excited to further expand in this new region and I'll share more about our plans later in the call. First, I'll touch on the solid growth of our recurring non-transaction revenue, powered by our Data and Access Solutions business. Similar to the first quarter, we exceeded our growth targets, achieving 21% growth during the second quarter. This increase included organic growth of 19% year-over-year, which was fueled by an equal contribution from both proprietary market data fees and access and capacity fees. As a result of this continued strong performance, we are increasing our 2021 organic growth target for recurring non-transaction revenue to a range of 12% to 13% from a range of 10% to 11%. The growth in non-transaction revenue was driven by new subscribers to Cboe's front-end platforms, such as Silexx, LiveVol Pro and TradeAlert, as well as demand for logical ports and market data, as customers look to gain global market access. Our Data and Access Solutions business provides a suite of data analytics, market intelligence, and execution services, allowing us to interact with and add value for market participants at every step of the trade process. Later this year, we plan to launch Cboe Global Data Cloud, which will provide cloud distribution for certain data products, creating a simple, efficient way for customers to access our data. Our goal is to optimize the efficiency and delivery of our data and access solutions to market participants across the globe. We believe the acquisition of Chi-X creates a tremendous opportunity for this business. Turning to Europe, I'm pleased to report that we received regulatory approvals this month to launch Cboe Europe Derivatives and we are on track to go live with this new market on September 6th. We have key market participants ready to support the exchange from day one, including banks, clearing firms, market makers and proprietary trading firms, who will help contribute to the provision of liquidity and client order flow. I am incredibly proud of our team and their dedication over the last 18 months, working remotely from their homes, to develop this new market designed to address the diverse needs of our customers. We believe that market participants will find tremendous benefit in being able to access a truly pan-European, transparent, efficient, and lit derivatives market. Our overall business in Europe was exceptionally strong in the second quarter and we expect the launch of Cboe Europe Derivatives to build on this momentum. As we've said before, we see a significant opportunity to grow the overall derivatives market in Europe. We are not aiming simply to take market share from incumbent exchanges. We intend to reshape and expand derivatives trading across Europe with a novel market structure designed to attract both new and existing participants. We're excited to get started doing just that in September. Moving to BIDS Trading. Last month, we announced plans to launch Cboe LIS powered by BIDS in Canada in February 2022. Based on our highly successful offering in Europe, our Canadian LIS offering, which is subject to regulatory approval, will combine the industry-leading block trading capabilities from MATCHNow, the Canadian alternative trading system Cboe acquired last year, and BIDS to create an enhanced market center for block-sized liquidity. The launch of BIDS in Canada will be coupled with the planned migration of MATCHNow to Cboe technology, further extending our world-class trading platform. BIDS has established itself as the premier block trading destination in the US and Europe and we are excited about our plans to expand the BIDS network to Canada and Asia Pacific, first into Australia and then Japan, to serve an even broader base of customers. As we broaden our global footprint by entering new markets and launching new products and services, we further our goal of expanding access to a broader base of customers – both institutional and retail. Last month, we announced a November 21st launch for our extended global trading hours for VIX and SPX options, as part of our 24-by-5 initiative, subject to regulatory review. The lengthened global trading hours will complement our entry into Asia Pacific with the Chi-X acquisition and are designed to help meet growing investor demand for the ability to manage risk more efficiently, react to global macroeconomic events as they happen and adjust SPX and VIX options positions around the clock. We've seen steady growth this year in SPX options trading on retail broker platforms as retail engagement across the market continues. Monthly ADV in SPX options on retail platforms has increased more than 50% since the start of the year. We've also continued to see strong growth in multi-listed options trading with ADV increasing 11% year-over-year in the second quarter. We see opportunity with the growing retail audience and remain committed to investing in education and product development to meet their unique needs. Product innovation remains a core focus of the Cboe franchise, and we continue to evaluate opportunities to expand our proprietary product offering with smaller contract sizes that appeal to both retail traders and institutional investors. Enhancing and expanding our education offering from the Options Institute remains a top priority. Last quarter, the Options Institute hosted numerous webcasts and training sessions for market participants and also launched a new learning management system for retail and institutional investors looking to learn more about derivatives. We are currently demoing this system with clients, and plan to make it available for on-demand online education later this year. Additionally, we've cultivated an expert team of derivatives specialists to serve as adjunct faculty instructors for the Options Institute and look forward to hosting classes beginning this fall. These distinguished practitioners specialize in derivatives products, operations and risk management, decision theory, and research and we look forward to engaging with and educating investors on the benefits derivatives can provide to their investment portfolios. And last, we closed our acquisition of Chi-X at the beginning of July, enabling us to establish a significant presence in the Asia-Pacific region. This acquisition marks a pivotal moment in our corporate evolution. We are now a truly global market infrastructure provider, operating markets and delivering products and services around the world every day of the week and around the clock. We plan to migrate Chi-X to Cboe technology over time and the team is busy working through the integration plan and timeline. Offering one, unified technology platform will help provide market participants with greater access to Cboe's diverse product set and more efficiency, resiliency and functionality when trading across Cboe's markets. As we move forward, we see a significant opportunity to expand our ecosystem of market infrastructure and tradable products into one of the world's largest and most comprehensive global derivatives and securities networks. We have proven ourselves as a nimble and efficient operator of securities markets around the globe. But more importantly, we see securities markets as the foundational element in creating products and services that span the equities and derivatives landscape. Our transactional expertise allows us to create, package and distribute a host of market data, analytics and index products. Having recognized benchmark indices allows us to, in turn, develop additional tradable products and new markets for these products to trade, creating a virtuous circle of transaction and non-transaction product growth at Cboe. You only have to look at the success of Cboe Europe, which started out as a small equity market and is now on the cusp of launching a pan-European derivatives market, to realize the power and potential of these relationships. I'm extremely pleased with our performance this quarter and I want to thank all Cboe employees for their hard work and also welcome Chi-X to the Cboe family. We look forward to delivering enhanced value to our customers and our shareholders as we broaden our global network and access to Cboe's unique products and services. With that, I'll turn it over to Brian.
Brian Schell:
Thanks, Ed. And good morning, everyone. Let me remind everyone that unless specifically noted, my comments relate to 2Q 2021 as compared to 2Q 2020 and are based on our non-GAAP adjusted results. As Ed just indicated, we reported strong financial results for the quarter, seeing solid contributions from our proprietary trading products as well as our data and access solutions. Earnings in the second quarter increased on a year-over-year basis as we build a more balanced and diversified company. We remain steadfast in our efforts to become one of the world's largest global derivatives and securities networks, enhancing value to our customers as well as our shareholders. Now, a quick review of the quarter. Our net revenue increased 18%, net transaction fees were up 19% and recurring non-transaction revenue was up 21%. Adjusted operating expenses increased 34%. Adjusted EBITDA of $234 million was up 11%. And finally, our adjusted diluted earnings per share was $1.38, up 5% compared to last year's quarterly results. Turning to the key drivers by segment. Our press release and the appendix of our slide deck includes information detailing the key metrics for each of our business segments, so I'll just provide summary thoughts. The revenue increase in our options segment, which accounted for a majority of our total net revenue growth, was driven by higher trading volumes in both our proprietary and multi-listed options. Total options ADV was up 12% as we saw double-digit increases in both index and multi-listed options. Revenue per contract also moved higher by 5%, given positive mix shift to index products and a strong increase in our multi-listed options RPC, up 31%. And We continued to benefit from solid growth in recurring non-transaction revenue, particularly access and capacity fees, in this segment. North American equities revenue decreased 2% year-over-year as industry equity volumes in the US declined by 15% and Cboe's market share trended lower, primarily reflecting incremental share going off exchange. While our overall market share has trended lower, our continuous trading market share has held up relatively well and we are optimistic about the many innovations we have introduced, and plan to introduce, to the market, including retail priority, Quote Depletion Protection, earlier trading hours and periodic options. The volume declines in 2Q were partially offset by a $10 million contribution from BIDS and MATCHNow for the quarter. Lastly, recurring non-transaction revenue increased by more than $4 million or 15%, with organic growth of 14%. Second quarter revenue increased in futures by 31% on the back of a 49% increase in ADV. The revenue increase in Europe primarily reflects the addition of EuroCCP, which contributed $11.7 million during the quarter and the impact of favorable foreign currency translation. Underlying trends are strong in the business as average daily notional value traded on Cboe European Equities was up 16%, outpacing the broader market's 5% increase. Net capture also rose 7% during the quarter. And finally, the 1% net revenue growth in FX was a result of slightly higher trading activity. Turning to expenses, total adjusted operating expenses were approximately $128 million for the quarter, up 34% compared to last year. Excluding the impact of acquisitions owned less than a year, adjusted operating expenses were up 16% or $16 million for the quarter. Most of the expense variance related to the acquisitions was compensation and benefits. Cboe's recurring non-transaction revenue momentum accelerated in the second quarter with year-over-year organic growth reaching 19%. Again, this strong growth was largely a product of additional subscriptions and units as opposed to price increases. More specifically we are seeing both physical and logical port usage has accelerated in our equities and options businesses, driven by increased demand for trading capacity. On the market data side, we have seen equities also perform well as the strength of Cboe One and top-of-book products have driven market data growth, both domestically and internationally. We are excited to build on our strong organic growth trends with the addition of Chi-X and its revenue base that is approximately two-thirds recurring in nature. We are increasing our organic growth outlook by 2 percentage points to 12% to 13%. As we factor in the Chi-X contribution, our total non-transaction revenue growth is now expected to reach 15% to 16% for 2021, up 4 percentage points versus our prior expectation. Overall, our recurring non-transaction businesses remain a critical component of the Cboe growth story and one that we expect to continue to accelerate and diversify our revenue stream over time. Moving to our expense guidance, we are reaffirming our full year range of $531 million to $539 million. Importantly, our unchanged guidance range now includes the full impact of Chi-X, an incremental $13 million, which is expected to be completely offset by expense reductions related to COVID-19 in 2020 that have continued into 2021 longer than we initially expected, a reduction in facilities overlap given our ability to expand space in one of our existing locations, and lower compensation expenses due to hiring at a slower pace than we initially expected within both our core operating expenses as well as some of our strategic growth initiatives. Note that we expect the incremental Chi-X expenses to be more than offset by its incremental revenues. We expect our expense spend to increase sequentially in 3Q and 4Q, and we expect to see positive returns from the investments we are making. Specifically, our investments reflect our plan to increase access to our existing products and services, especially growth in our index options and futures by developing, listing, and distributing unique products, enhancing our marketing, education, and content, and increasing our efforts to tap into the growing base of retail investors. Turning now to a summary of full-year guidance on the next slide. We are lowering our guidance for depreciation and amortization to $34 million to $38 million from $38 million to $42 million. Our CapEx guidance range moves $5 million lower to $55 million to $60 million, and while our effective tax rate for the second quarter was 30.1%, above last year's rate of 26.7% and above our guided range of 27.5% to 29.5%, we are reaffirming the guidance for the full year under the current tax laws. However, we now expect the adjusted effective tax rate for the full year to be at the higher end of the guidance range given where we are in 2021 through June. While we are not providing full year guidance on interest expense, we note that we drew an additional $110 million on our term loan credit agreement at the end of the second quarter to fund a portion of the Chi-X deal. Going forward, absent any additional borrowing and significant changes to LIBOR, our interest expense for the third quarter of 2021 is expected to be $11.5 million to $12 million, slightly below our second quarter expense of $12.3 million, reflecting more favorable rates associated with amendments to our term loan facility and EuroCCP credit facility that were effective late June and early July, respectively. In addition to the investment priorities we outlined earlier in the call, we remain committed to returning excess cash to shareholders through dividends and share repurchases. From a capital return perspective, our strong cash flow generation enabled us to return $79 million to shareholders through dividends and share repurchases in the second quarter. We plan to continue to use our share repurchase capacity opportunistically. Our leverage ratio increased slightly versus the prior quarter to 1.5 times at June 30 as a result of the additional term loan financing used to partially fund the Chi-X acquisition. Overall, our balance sheet remains unencumbered as we look to put incremental capital to use in the most value enhancing way possible for shareholders. In summary, we are pleased to report solid 2Q results. We are even more excited about the momentum we are carrying into the remainder of this year with an increase in guidance for our non-transaction revenue growth rate, overall, and importantly organic, and our unchanged expense guidance range despite the addition of Chi-X expenses. We believe we have made, and expect to continue to make, investments that are set to deliver growth and increased value to our shareholders. Now, I'd like to turn it back over to Ed for some closing comments before we open it up to Q&A.
Edward Tilly:
Thanks, Brian. Before we turn to Q&A, I wanted to quickly highlight a couple of important corporate developments. As we accelerate our growth and operations on a global scale, we remain focused on our environmental footprint, social responsibilities, and opportunities to make a difference in the communities in which we live and work. To that end, last month, we announced a new community engagement program, Cboe Empowers. This program provides mentorship, scholarships, and guidance to under-resourced students through their educational journey from elementary school to career. Cboe Empowers is our most ambitious philanthropic endeavor to date. We couldn't be more excited to help equip the next generation with opportunity to realize the career choices available to them as they embark on building their future. Additional information about this exciting program, as well as some of the other important initiatives we are focused on regarding environmental, social and corporate governance, is included in our recently-published ESG report. We are committed to doing our part to help ensure we are tackling the important challenges our global community is facing today and in the future. I'd also like to take a minute to express my immense gratitude to Debbie Koopman for her service to Cboe as she will be retiring in November. During her 13 years with us, she has built Cboe's investor relations program from the ground up, played a major role in our transition to a public company through our successful IPO in 2010, and has been pivotal in the execution of our acquisition strategy. She has helped shape and communicate Cboe's vision and mission to the investment community, developing strong relationships with our shareholders, potential investors and research analysts. I have always appreciated her sharp wit, tough questions, friendship and indelible laugh and will miss working with her. We are thrilled to have Ken Hill succeeding Debbie as Vice President of Investor Relations. He joined us last month and is working closely with Debbie to ensure a smooth transition. His experience and expertise in capital markets make him a perfect fit for this role. We wish Debbie all the best in her retirement. I'll now pass it back to Debbie for instructions on the Q&A portion of the call.
Debbie Koopman:
Thanks, Ed. At this point, we would be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue, and if time permits, we'll take a second question. Operator?
Operator:
[Operator Instructions]. And this morning's first question comes from Rich Repetto with Piper Sandler.
Richard Repetto:
I've got to extend my appreciation and thanks to Debbie. You've had a heck of a run. Let me tell you. And it goes all the way back beyond the CBOE to the CBOT as well. But thank you for all the help you've given the investment community. She said this is the last call. She go, you better ask about growth. So, I will ask about growth. On the organic growth going up by 200 basis points and then the non-transactional recurring going up by about 400 basis points, so is it roughly the explanation here 2% organic lift and then 2% from Chi-X on the recurring side? And then, just a little bit more deeper color on it? It seems like Cathy Clay and your reorganization is benefiting you. And then, on the Chi-X side, can you go through once again why that is so high percentage of non-transactional recurring revenue?
Edward Tilly:
Thanks for the call out to Debbie. You're right. She's been an anchor for us long before the IPL. So, thank you for calling that out. As for growth, couldn't be more excited to share with you a little bit more color there. And, yes, Cathy's business is really set up nicely for us. The timing is perfect. We definitely have the right leader there. But, Brian, why don't you take it over?
Brian Schell:
We do love this question, Rich. So, I'll just kind of reiterate a couple of things. One, on the access capacity, we've kind of seen that strength all year long. Again, reflecting, like I said, accelerated demand for basically overall capacity to access our markets, again, showing the quality and depth in what we're doing there. And again, that is across the board. That is options, equities, Europe. Actually, the strongest on a pure growth rate is European equities. From an overall contribution, it's still coming from the options business as well as North American equities. On the market data side, I would say a couple of things I want to hit there as well, is that I hinted that that growth is actually coming also internationally and domestically. If we look at just the market data growth, we're seeing that most of that – not most of it, but the majority of it, I'll say, more than 50% is actually coming internationally. So, we're still seeing really good strength there as far as what's happening. And then, I would say from the incremental guidance that we're seeing is, we look at our pipeline, we have assumptions around attrition, that may or may not happen. I will tell you, what we're seeing is, the things that we've been doing, the continuous enhancements that the team is making, we've seen a decline in the attrition rate. So, we're actually seeing, I'll say, better results than we had actually originally forecasted. So, the attrition rate is actually down from what we've experienced in the past. So, we're seeing it be even stickier than it was in the past. So, that's driving a lot of the, I'll call it, incremental guide on the growth rate in the non-transaction revenue on the tracks. On the Chi-X, yes, that is a bit of a – kind of a little bit more uniqueness to the market structure, say, of Australia and Japan, particularly Australia. If you look at the overall mix, it's roughly a 50/50 between market data and access and capacity fees, a little bit more leaning towards market data. And it's more weighted as a higher percentage of the overall mix within Australia.
Operator:
The next question comes from Alex Kramm with UBS.
Alex Kramm:
Not to ask the same question again on Chi-X, but I know you've given some revenue numbers, specifically in the past, that you said it's a fast growing business. So, can you just update us on current run rates? And then also, maybe a little bit more specifically, in terms of where this is all going to fall from a modeling perspective? Is this going to be a new segment or where it's going to go? Sorry, if you've provided that before. And then, just sorry for the longwinded question here. Can you maybe expand on the immediate plans here for the business in terms of regional expansion or where you think you can make the most impact quickly in terms of enhancing technology or order types? What's really the plan of attack in the next 6, 12 18 months?
Edward Tilly:
Let's go on reverse. Chris, you want to start off with the plan, I think what you and Dave have outlined. So, let's give a little bit more clarity there. Brian, you can fill in that on the first part of the question. So, let's start in reverse if that's okay, Alex, and I appreciate it.
Chris Isaacson:
In the integration plan, as we do normally with integrations, we do plan to migrate to our technology. We plan to first bring bids to the region first in Australia, then in Japan. We haven't put out specific dates, but we're moving swiftly now that we have the transaction closed and working with our new colleagues there. And then, we would migrate likely first Australia and then Japan to Cboe technologies, the same platform we use to run all of our equity options and futures market. So, we're moving very quickly. We'll have more firm dates in the coming months. But really pleased with the initial work with our colleagues. They're very excited about the growth opportunities in Asia, both for those existing equity markets, but also the access and distribution it gives us for our other products around the world.
Edward Tilly:
Chris, why don't you pick up then also on the effort at the end of fourth quarter, end of the year on 24/5, as you say, with existing products and our bigger presence in the region?
Chris Isaacson:
As Ed mentioned in his opening remarks, so November 21, we plan to extend trading hours to nearly 24/5 for SPX and VIX options on our Cboe options market. That will better align with our CFE futures or VIX futures that are already trading 24/5. This is in direct response to customer demand. They want to trade these options products around the clock. And so, we want to provide them that access. We're adding a curb session here in September. It will be right after the market closes US time. And then, full or nearly 24/5 coming in November. So, really excited about that and being able to distribute those to our APAC customers, as well as those in other regions that may want to trade during those hours.
Brian Schell:
Alex, on the growth rate, I think we've historically said that we've seen some of the growth rates in the kind of the 20% ranges and where we are. We see that momentum continuing, whether that's kind of low-20s, mid-teens, as far as we kind of looking forward. And we see that business continuing to grow. We haven't seen the slowdown from, call it, when we started talking with them to where we are today. John, I don't know if you have incremental color as well.
John Deters:
This is John. To Rich's prior question as well, a question of why non-transaction revenues are substantial in this business, when we diligenced the business, it was one of the really interesting things we found about the platforms of the two countries. They're highly connected. They're indispensable platforms in both countries. And as a result, you see reflected, people really needing to take that access, take the data from both platforms. Where you can grow from there, to your question, Alex, we were in – relative to the size of the Chi-X businesses, we see a market opportunity, just looking at the incumbents of 20 times the size of the revenues of these businesses, and our aspiration is always to grow the pie, just like we talk about for European derivatives. It's not just to take share from the incumbent. So, we think it's pretty clear case where we can take the business from its position today.
Operator:
And the next question comes from Alex Blostein with Goldman Sachs.
Alexander Blostein:
I was hoping you could expand a little bit more on this increased subscription and incremental units dynamic for non-transaction revenues you described earlier. So, Brian, sounds like increased demand for access fees really kind of across the board, across all your markets. How much of that is coming from sort of existing customers versus new customers. If it is more of a bit of a new dynamic, it would be helpful if you can sort of characterize who they are. And then, I guess, just secondly, given tremendous amount of volume growth in both equities and options over the last 12 months, how much of that do you guys think could be cyclical versus secular?
Brian Schell:
I don't have the, I'll call it, exact numbers you're looking for. I want to kind of talk high level trends of what we're seeing. And it's going to be primarily – you're going to have some new, but the bulk of that you're going to see the existing and you're going to see a reflection of two things. One is – and some of this has to do with some of the offerings we're also providing. I think it's a little bit of macro. And obviously, we're seeing higher volumes. So, they're going to be pulling in, they want more access, they want more capacity. So, you're definitely seeing some influence from macro. And we won't be able to say, hey, it's coming from X percent from macro and increased volumes versus – as they continue to figure out what their incremental analytics and what they're doing internally and adding incremental ports. So, we're seeing both. And I think we're helping facilitate that with some of our pre trade, at trade, post trade analytics and services and what we're doing with them. So, we're seeing a combination of both. So, to go back to that, I would say the primary growth driver is the existing. We're still seeing some new, but, again, I would say, it's all of the three. I wish I had one particular thing I could point at. It certainly would make it easier. But I think it makes a really nice mix of diversity as we roll forward as we try and touch several levers to keep it moving forward on the momentum.
Operator:
The next question comes from Owen Lau with Oppenheimer.
Owen Lau:
Could you please give us an update of your product roadmap of Cboe, your derivatives after it goes live? Which products you feel very strong about, given your initial conversation with clients? And how should investors expect the pace of your product launch?
Edward Tilly:
We are on time. Right? As I've said in the prepared remarks, regulatory review and approvals are coming along nicely. We're operational ready. So, starting with the six indices that we laid out over the last couple of quarters is how we're starting. And from there, we'll be looking to expand with more country-specific exposure. But I think the model is what I'd like to draw your attention to. If you remember, being able to express interest across Europe, in one CCP, it's really the capital efficiencies that we've been chasing, it's the efficiency of a lit, accessible market, the US model, if you will, for posting liquidity, rewarding liquidity providers who are posting that liquidity with the ability to trade, to be able to cross bid ask. So, it really is the benefit from customers looking at a screen and seeing an accessible market, market makers rewarded for the liquidity that they post from the open to the close, and then the efficiency of having one CCP where cross European exposure can be most optimally cleared. So, again, not a market share play. This is really expanding what we think is the opportunity for pure growth and being able to express an opinion in an individual country and pan-European risk. Chris, anything to add?
Chris Isaacson:
I think you nailed it. We are just super excited about this, Owen. We realize it's a long-term investment. We've said it for many quarters now. So, we recognize the build will be somewhat slow in 2021. That's why we haven't projected massive revenues in 2021. But this is the start of what we think is a long-term growth play for us under the leadership of Dave Howson and team in Europe. We've had good demand across the ecosystem, good readiness. We're right on schedule. And starting with those indices first, six indices first, and then eventually and more country-specific, more single stock options as well, and futures. So, we have a long-term growth path here that our customers are wanting again. Just like 24/5, this is a customer driven effort. We have customers saying we want this exposure in a better market structure than we have today.
Operator:
Our next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Maybe back on to recurring revenue. The updated guidance for the second half of 2021, I guess, either Brian or Chris, is that based on the current subscription value that you have in the ground right now and what Chi-X Asia has right now? Or are there increasing – more penetration of data, especially with the Chi-X business factored into that guidance. And then, as we look into 2022, it's probably early, but given that opportunity, you mentioned the incumbents are 20 times the size of Chi-X Japan – in Japan and Australia and other opportunities, can you just talk about maybe the confidence of potentially also being able to generate double-digit recurring revenue growth on an organic basis, not including acquisitions in 2022?
Chris Isaacson:
Brian, you want to start?
Brian Schell:
Yeah, I'll try to unpack that. As far as the non-transaction revenue growth, we will – in that growth expectation is, we tend to be conservative, as you know. And while there is a pipeline, we have some visibility. We do have some assumptions around it. It's primarily going to reflect, I'll call it, a growth rate of kind of where we are today and what we see and relative to our growth last year as well, right? So, you've seen consecutive quarters of this category continuing to grow. So, we're continuously running against higher and higher comps prior year. But I would say the short answer is, it primarily reflects what we see today, trying to factor in, as I mentioned earlier, to Rich's original question about kind of what are we seeing some of the growth and changing that is the lower attrition rates. And like I said, some slightly stronger pipeline with some percentage of success rates over time. And again, sometimes it's hard to predict when those [indiscernible], but that's somewhat factored in. I think on the Chi-X side, I'm going to let John talk a little bit about that as far as the growth and how we're seeing that relative to the incumbents, and again, a little bit more than – a little bit more color.
John Deters:
Brian, the growth rate, historically, for Chi-X has been double-digits both on the transaction side and the data and access side. But you'll recall, when we framed the strategic benefits of the deal on announcement, we talked about really three levels intrinsic to the opportunity. There's the transaction growth opportunity, and that's about market share. We've done that before in other markets. We look to do that in these two. Two, it's about data distribution. And this opportunity really is a two-way opportunity. So, as Chris mentioned, and Brian touched on, being able to distribute our existing data properties into the Asia-Pacific theater, where we really probably had single-digit representatives in the past and now we've got full teams and platforms, that's a game changer. And going the other direction, being able to distribute data from those markets into our existing markets where we've got significant presence. And then, finally, the third level is on bids and connectivity with bids. And this will drive both of those. It'll drive transaction volume and it will drive the data opportunity in Australia and Japan.
Chris Isaacson:
Brian, I just had more thing on data real quick. It's just – think about, we're adding to the different data sets we're able to offer with the transactions from last year, and also more broad data sets from our markets. So, the what is increasing; the where, we're increasing; where, we're distributing that existing data around the globe, as Brian mentioned, getting a lot of growth outside the US, for instance. And then, the how. Ed mentioned in his remarks around Cboe Global Cloud, the way in which we're distributing that data is also increasing. So, that's what we think this is. This is a secular growth path for us. And we're quite excited about it.
Operator:
Our next question comes from Kyle Voigt with KBW.
Kyle Voigt:
So, you've done several bolt-on type acquisitions over the past 18 months. Just curious, are you seeking out deals specifically in that smaller size range? And I'm just trying to get a better sense. Looking ahead, if there's a strong preference for bolt-on size transactions or whether you'd be open to larger type acquisitions, whether scale or more transformational as well?
Edward Tilly:
The answer has to be yes. We're not afraid to look at a larger deal. We don't have the need. That's not something that we wake up and say we have to go do. But I think more importantly is the type of transaction that we would look at. And if you can put size to the side for a moment, it's really in our core. We believe we've done a pretty good job in M&A with filling out the suite of products and services that help our customers pre, at and post trade. We like that. And we're in a full integration mode. But we look at the asset classes and geographies that we think we have an advantage to compete. If a country or region is open for competition, we want to look how to get in and compete in a way that we operate, so that our customers, when they see Cboe, they see an asset class that Cboe is involved in that there is trust, there's knowledge, there's reliability, there's consistency. So, we'll look across the globe. And if a region is competitive and open for competition, we want to take a good hard look. We're also interested in scale. So, in the regions that we operate today, we'll continue to look for opportunities to expand our presence. So, I hope that gives you a sense of how we view M&A. John, feel free to jump in.
John Deters:
I think, to Ed's point, the smaller scale acquisitions really are something we think of as an extension of our organic capabilities. With all humility, we think we're quite good at it from an integration standpoint. Chris mentioned the team's focus and planning around every opportunity. It really drives the organic growth opportunity for us. And consider this. Just Chi-X alone, relative to the scale of capital that had to be deployed to acquire that business, the returns that you will garner on an aggregate basis with these types of transactions are really, really meaningful. So, again, it's not to say that we favor one versus the other, small versus scale. But small can have a really useful role to play in our organic growth plans.
Operator:
And the next question comes from Michael Cyprys with Morgan Stanley.
Michael Cyprys:
I wanted to ask about market data. You guys have made a number of acquisitions here, maybe you could just update us on your sales strategy on the market data front. How your sales teams are organized? How are you bringing them together? Or to what extent do you operate them separately? And if you could just talk a bit about how you're using the sales teams to accelerate growth.
Edward Tilly:
I'll tee it up and Brian will give you a little bit more detail about how you should be viewing it and where you can find it. I think, importantly, last quarter, we did announce that Cathy Clay will be leading up a new division here with data and access services and solutions, which is very, very important to us. But, Brian, I think how to track that, model that, just a little guidance there would be helpful.
Brian Schell:
I think there's two things that I would say – I think we'd say incremental momentum here with what Ed mentioned as far as with Cathy and pulling this together, one, is what we're doing on the more analytic side and the computational versus the real time. And that's bringing a renewed focus, bringing it all together, and making it more digestible and easier, and meeting outside customer demand for that. And so, that's really helping to accelerate that and enabling, I'll call it, the sales force. And I'll say that word very broadly, to be able to patch that offering in a more integrated way. Again, more work to be done there. But we're working towards that. I would say that, more broadly, though, what is missed, and sometimes oversold, but we're not going to oversell here, is that there is a cross sell effort across the asset classes that's really, really important. We're seeing – continue to see incremental growth coming out of our equities business. And it's not just the market data sales team. It's the team that's actually focused on growing the transaction business, is continuing to talk to the clients about the quality of market data, the different offerings, the depth of book, top of book, whatever might meet those needs from a cost standpoint. So, that cross sell effort across all the asset classes, Europe, Asia, with respect to options, the team has been able to do that. So, it's not just a market data sales team. It's actually the broader sales team across all the businesses, even like I said, those folks in the transaction businesses. So, that rallying, we're seeing a lot more momentum really starting to take hold. And, frankly, we want to incent that behavior. And we do, so that, again, we all grow on a top line basis.
Edward Tilly:
I think importantly, what Brian is hinting to, the combined sales effort of real time and enhanced market data with FT, TradeAlert and the analytics that Hanweck provides, it really is an incredibly powerful, expandable and portable platform at relationship. So, just the beginning stages, as I said. We just started pulling this up a quarter ago. So, keep watching this one. We're excited about it.
Operator:
And the next question is a follow-up from Alex Kramm with UBS.
Alex Kramm:
Actually, two quick follow-ups. One, and sorry if you mentioned this, but on slide 12, when you talk about the non-transaction revenues, I noticed that the proprietary market data subscription, that chart on the bottom right, the percentage of subscriptions in incremental units has declined over the last two quarters. So, am I reading this right as saying, you've been able to take a little bit more pricing? And if so, can you just discuss where you think you've had incremental pricing power or if there's still a lot of upside from pricing, if the environment and pushback has changed? So, just an update on pricing. Sorry, if I missed it earlier. And then, just one very quick one. On one of your summary chart slides, you had a bullet on positive tractions and corporate bond index futures on the futures business. You didn't speak to it. So just curious if there's anything real going on. Quite frankly, we haven't heard about that opportunity in a while.
Brian Schell:
I'll take, Alex, on the pricing. I'm happy to talk a little bit about that. It was, I'll call – it was introduction of some pricing. And so, it wasn't really a strategy shift as an explicit, hey, we're going to try and get some more capture. So, it was a little bit more normalization. So, it was in the equity side of the business. And it was kind of a little bit of new pricing. So, it wasn't anything that you push back. Honestly, it was pretty minor, given the overall mix. It showed up because so much had been – there really hadn't been much pricing action that had been going on, which is why it kind of had a little bit of that blip. So, it really isn't a change in strategy as far as – what we expect to see in the near term. On the futures, thanks for highlighting that. That's been a really strong growth story. If we look at the [indiscernible], we haven't made a large headline out of that yet, although we're incredibly proud of the success and where we are, though. As you look at the overall numbers, relative to the rest of the scale the business, it's not a huge revenue producer yet. But as we know, you have to start from somewhere. So, we've seen a – just if you look at the whole iBoxx complex, we've seen a 90% growth rate or more from where we were before. And we've seen growth not only from last year, but also from the first quarter of, call it, 20% range across that complex. So, it's really nice momentum that we continue to see that that continues to build.
Edward Tilly:
Alex, great question. You're not the only one. So, this is how things start, right? Volume, this kind of growth starts to get the attention. What we're really looking for and where the demand is is in large blocks. And we need to satisfy that. The inbound and the interest, especially in this market, and you can see the growth in high yield, in particular, really looking for block trade size and solving that is what we'll be talking about in the quarters to come. So, thank you for calling that out.
Operator:
And the next question also is a follow-up from Brian Bedell with Deutsche Bank.
Brian Bedell:
Just wanted to ask about market structure – US equity, cash equities market structure. Just maybe your viewpoint on the issue of getting more volume on the lit exchanges that's been mentioned. Whether you think allowing exchanges to [indiscernible] penny price, it's something that would be realistic and helpful for that issuer to reduce the tariff on. And then, any update on the view on market data in terms of regulatory structure on that.
Edward Tilly:
Let me kick it off. Yeah, we do believe any – we think the SEC is looking at the right approach. The chair has called out his desire to look at the review. What role do lit markets play in price formation? Of course, from our perspective, any movement, any discussion that allows for more competition, more price discovery, equal playing field as far as regulatory review oversight, we're all for it. So, just in general, these are really, really healthy discussions. And we're primed and ready to participate in the debate. I think, Chris, from your perspective, another couple of comments on what we think are the low hanging fruit as far as trading increments, transparency would be great.
Chris Isaacson:
Brian, good question. We think now's a good time for the commission to be looking at this under Chair Gensler who's we think focused on the right things, which is better outcomes for investors. We think the market is operating quite well today. But there can be some changes that would even improve the environment. And changes of tick sizes or finer tick sizes on exchange that would match what is allowed to be done off exchange could help level the playing field. Everyone has been watching the growth of off-exchange volume that's – Brian mentioned in his remarks, that's hard to ignore. And so, we are for displayed quotes and markets and transparent markets. And we think tick size reform could help in that effort. And then greater disclosure and transparency, as always, around best execution. So, no dramatic reforms we're pushing for, but we think it's time to review tick sizes for sure.
Brian Bedell:
Any update on the market data issues as well?
Chris Isaacson:
Nothing material to update on market data. We continue to track it closely. But we frankly welcome the focus on what we think are important issues for the retail investors.
Operator:
Thank you. That concludes the question-and-answer session. I would like to return the floor to Debbie Koopman for any closing comments.
Debbie Koopman:
Thanks, Keith. Appreciate it. That concludes the call. But before we end, I just wanted to take a minute to thank everybody for your kind words. It's been extremely gratifying working with all of you over the years. I was going to say more, but I don't know I'm going to be able to. But anyway, it's been great. I appreciate your friendship and working with all of you. And it's a great opportunity to be part of the Cboe team. And I look forward – I'll miss everybody. But I do look forward to my new role I'm going to get in retirement, and that, in December, I'm going to be a grandma. So, that will be my new title going forward.
Edward Tilly:
Thank you, Debbie.
Operator:
Thank you. Thank you. And that does conclude today's teleconference. Thank you so much for attending today's presentation. You may now disconnect your lines.
Operator:
Good morning, everyone and welcome to the Cboe Global Markets First Quarter 2021 Earnings Conference Call. Please note this event is being recorded. At this time for opening introductions. I would now like to turn the call over to Debbie Koopman, Vice President of Investor Relations. Ms. Koopman, please go ahead.
Debbie Koopman:
Good morning and thank you for joining us for our first quarter earnings conference call. On the call today Ed Tilly, our Chairman, President and CEO will discuss our performance for the quarter and provide an update on our strategic initiatives; then Brian Schell, our Executive Vice President, CFO and Treasurer will provide an overview of our financial results for the quarter as well as an update of our 2021 financial outlook. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our Chief Operating Officer, Chris Isaacson and our Chief Strategy Officer, John Deters. In addition, I would like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. During the course of the call this morning, we'll be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I'd like to turn the call over to Ed.
Ed Tilly:
Thank you, Debbie. Good morning and thank you for joining us today. I hope you're all doing well and staying healthy. We reported solid financial results for the first quarter of 2021 at Cboe Global Markets while continuing to successfully execute on a strategical plan to expand our geographic and asset class footprint. Broaden our customer reach, diversify our business mix with recurring revenue and leverage our superior technology. As expected, we have more difficult comparisons this quarter against last year's record first quarter earnings. When we saw exceptionally strong trading as the COVID-19 pandemic began sweeping the globe. For the quarter, net revenue was up 2% and adjusted earnings per share was down 7% throughout the year. However, we saw very strong sequential growth across business segments with net revenue up 19% over the fourth quarter of 2020 and adjusted EPS up 26%. Our solid results were driven by record trading multi-listed options and continued growth and a recurring non-transaction revenues as well as the contribution from the acquisitions we completed in 2020. I want to update you on the progress we made this year on four key incremental growth drivers I highlighted last quarter. Our plans to launch Cboe Europe derivatives the opportunity to grow recurring non-transaction revenue, our plans to expand BIDS trading and efforts to extend across to our products and services including retail. First, I'd like to take a moment to highlight a few market dynamics we saw during the quarter. With increased certainty around the political landscape, progress around the vaccine rollout. The reopening of businesses and various companies returning to work. We've seen institutional investors reengage with our index options involved 20 [ph] products this year. Quarter-over-quarter volume increased by 63% index futures, 29% index options and 15% NSBX [ph] options. In Europe, our successful BREXIT transition and reintroduction of our Swiss trading on our UK market helped us institute some notable records across our Cboe European equity products during the first quarter. Cboe Europe period auctions had record average daily notional value traded of €1.3 billion during the first quarter, up 5% year-over-year. Additionally, Cboe LIS, our European block trading platform powered by BIDS had record market share of 24.1% up from 22.7% market share one year ago. As clients have recalibrated their models and readjusted to the new trading landscape in Europe. We're pleased to see that our overall market share has increased to 17.9% month-to-date in April, our highest since July of 2020. We're maintaining our focus on investing in long-term growth building on a strong foundation last year and are excited about the momentum. We're seeing across our business. Last month, we announced plans to acquire Chi-X Asia Pacific, which will flag Cboe the single point of entry into two of the world's largest securities markets, Australia and Japan. I'll touch on this exciting deal in a moment. But first let me update you on key incremental growth drivers I noted earlier and how this planned acquisition complements several of these growth initiatives. I'll begin with the progress we've made growing our own transaction revenues. During the first quarter, we achieved 17% growth in recurring non-transaction revenues exceeding our expectations. This increase includes organic growth of 14%. Brian will share additional details later in the call. But we're increasing 2021 growth target for organic recurring non-transactional revenues to a range of 10% to 11% from a range of 6% to 7%. One of our top priorities remains the continued global expansion of our data analytics offering and last month we announced the creation of Cboe Data and Access Solutions. A new division that will lead our charge to become a global leader and data and analytics. Led by Catherine Clay, this new division combines our information solutions and market data and access services teams into one route that create an optimized offering, our global client base. This holistic solution is expected to enable customers around the world to seamlessly access all of Cboe's expanded capabilities including global indices, interface solutions, as well as data, market and risk analytics to a unified offering. Additionally, in connection with the planned Chi-X acquisition. Cathy will lead our effort to build the first true and global equities market data platform that has expected to offer data for most major markets around the world. We recognized that if the trading environment becomes more globalized customers [indiscernible] greater efficiency in the market infrastructure services they require and our goal is to align our business to address these client needs for global data and analytics. We're excited about the continued evolution of this business and believe the new data and access solutions suite will create opportunity to further grow our base of recurring non-transaction revenue. Cathy is a tremendous leader with a track record of delivering results and we're excited for her to lead this team. As we look to expand the business and our market data offering globally. Turning to Cboe Europe Derivatives. Yesterday we announced plans to go live with this [indiscernible] market on Monday, September 6 subject to regulatory approval. We originally hope to launch this new venue in June and while we expect to be operational and ready, the regulatory approval process has taken longer than expected. Given this initiative expands our existing including capabilities into a new asset class, we're working closely with regulators and continue to have a very constructive engagement with them. Most importantly, we have a critical mass of key market participants ready to support the exchange from day one including banks, clearing firms, market makers and proprietary trading firms will help contribute to the provision of liquidity and client order flow on the new market. The team has worked incredibly hard to achieve our mission of creating a modern and vibrant Pan-European derivatives market designed to grow the overall derivatives trading landscape while creating new opportunities for customers to express their investment ease and manage their equity exposure. Our Pan-European model will help provide market participants with the ability to access a modern on-screen derivatives market to on single access point creating efficiencies in trading and clearing. As previously noted, while our 2021 revenue expectations for European derivatives are modest. We're investing for long-term growth and looking for gradual revenue build as we gain traction, expand our product offering and unlike the potential we see for considerable growth in this market. Moving to BIDS trading. We see significant opportunity to leverage the plan Chi-X Asia Pacific acquisition to bring BIDS industry leading block trading capabilities to this new geography. With BIDS current network covering major North American and European equities markets. The planned addition of Asia Pacific equities is expected to create a global block trading platform to serve a broader base of customers. The expansion of BIDS in Canada is well underway alongside Cboe's technology integration of MATCHNow that can aiding [ph] ATS required last year. With BIDS extensive global network of more than 460 buy side investment managers and sell side constituents. This innovative platform will play a critical role in achieving Cboe's mission of building one of the world's largest global derivatives and securities trading networks. We also remain committed to extending access to our products and services through product innovation, enhancements of our markets as well as expansion of our customer base both institutional and retail and made solid progress on this initiative in the first quarter. Last month, we extended equity trading hours on our EDGX Exchange to offer trading beginning at 4 AM Eastern Time and the volume we're handling during this early market session has exceeded our expectations. EDGX is now handling more than 11% of the volume during the early trading session. Earlier this month, we also received approval from the SEC to launch our innovative periodic auctions in the US. Paving the way for us to provide customers with an on-exchange alternative to off exchange electronic block trading by enabling them to trade in size while helping to reduce market impact. As I mentioned earlier, we continue to see strong customer adoption of related product in Europe and we're excited to build on its success by providing the new version of this product to the US customer base. This long-waited approval in the US was the result of our steadfast commitment to improving markets for our customers and we look forward to launching this offering in the third quarter of this year. We're also planning to extend global trading hours for VIX and SPX options in the fourth quarter of this year as part of our 24x5 initiative subject to regulatory review. The global trading hours will complement our planned entry into Asia Pacific and are designed to help the growing investor demand for the ability to manage risk more efficiently, react to global macro not economic events as they're happening and adjust SPX index options positions around the clock. The uptick in market engagement from retail and institutional investors alike reinforces the importance of our ongoing commitment to education, our new core derivatives curriculum from The Options Institute has been met with positive feedback from early participants at experience levels. We've expanded derivatives education webinar series to include foundational knowledge on options, pricing models and strategies and we're on track to launch our first set of online demand courses in June to further build on this - derivatives strategies and applications. Additionally, to meet customer demand for even more learning opportunities. The Options Institute is expected to be launching the adjunct faculty program in this June. The program features distinguished practitioners specializing in derivative products, mismanagement decision theory and research. Turning now to our plans to acquire Chi-X Asia Pacific. We believe this deal significantly advances our mission to build one of the world's largest global derivatives and securities trading networks enabling the further expansion of product offerings to global network of customers. We believe this exciting investment will complement our North American and European operations and provide a foothold in a key Asia Pacific region positioning us to become a truly global market place for our customers. Chi - X is one of the most successful alternative market operators in Asia Pacific with core change operations in Australia and Japan and a significant sales presence in the region. Asia - Pacific is an untapped market for Cboe and we're excited about the potential to offer our unique proprietary products and other services to clients in the region. As I noted earlier, the acquisition provides the opportunity for us to expand our global equities business including bringing BIDS to the region. Dave Howson, President of Cboe's European and Asia Pacific Operations will lead our planned expansion into region working closely with the Cboe team and Chi - X local management team. Chi - X leadership has shown an incredible commitment to innovation across market operations, customer service and technology. I look forward to leveraging the expertise of the team to expand Cboe's geographic reach enhance existing capabilities and offer new market solutions to investors in the region. The transaction is expected to close in the second or third quarter of 2021 subject to regulatory review and other customary closing conditions. We look forward to welcoming the Chi - X team into the Cboe global markets family. With that, I'll turn it over to Brian.
Brian Schell:
Thanks Ed and good morning, everyone. I hope all of you and your families are remaining safe and healthy. Let me remind everyone that unless specifically noted my comments relate to 1Q, 2021 as compared to 1Q, 2020 and are based on our non-GAAP adjusted results. As Ed just indicated we reported strong financial results for the quarter. Our third highest quarter on adjusted EPS basis. Earnings were down compared to last year's record high. But we continue to build on the positive momentum we ended the last year with. We also continued to execute on our strategic initiatives and remain laser focused on building one of the world's largest global derivatives and securities networks to deliver enhanced value to our customers as well as our shareholders. Now a quick review of the quarter. Our net revenue increased 2% with net transaction fees down 7% and recurring non-transaction revenue up 17%. Adjusted operating expenses increased 26%. Adjusted EBITDA of $250 million was down 6% and finally, our adjusted diluted earnings per share was $1.53 down 7% compared to last year's record quarterly results. But up 26% quarter-over-quarter. Turning to the key drivers by segment, our press release and the appendix of our slide deck include information detailing the key metrics for each of our business segments. So I'll just provide summary thoughts. The revenue decline in our option segment was driven by lower trading volumes in our proprietary products offset somewhat by a continuation of strong trading and our multi-listed options. Growth and revenue per contract, RPC and our index and multi-listed option and growth in our recurring non-transaction revenue. The increase in North American equities revenue resulted from the addition of BIDS and MATCHNow, which contributed total revenue of $12.4 million. In addition, recurring non-transaction revenue increased nearly $5 million or 16%, organic growth of 15%. The revenue declined in futures resulted from lower trading volumes in VIX futures. The revenue increase in Europe primarily reflects the addition of EuroCCP which contributed $12.1 million. As Ed noted, we achieved some notable records in European equities in the first quarter underscoring our successful BREXIT transition and the reintroduction of Swiss trading on our market and continue to make meaningful progress on the planned launch of European derivative. Overall we're - this quarter given the challenging circumstances and finally in FX. The revenue decline was due to lower ADNV resulting in lower net transaction fees offset slightly by growth in accessing capacity fees. In addition, FX market share grew 80 basis points year-over-year to 16.5%. While not included in our prior year results. I want to point that the businesses we acquired in 2020 achieved double-digit year-over-year revenue growth apart from BIDS which had tougher comparison like our other trading venues. We recently published historical volume and revenue capture metrics for EuroCCP, BIDS trading and MATCHNow, which are available on our website where we post our monthly volume statistics. Turning to expenses, total adjusted expenses were about $125 million for the quarter up 26% against last year's first quarter. Excluding the impact of acquisitions, adjusted operating expenses were up 8% or $8 million for the quarter. Most of the expense variance related to the acquisitions was compensation and benefits. While first quarter expenses annualize, [indiscernible] below our current expense guidance range of $531 million to $539 million most of the variance is due to timing. So we're reaffirming our previous guidance for 2021 expenses. As we mentioned on our last earnings call. Our plans for 2021 and beyond call for continued investments to drive long-term sustainable growth in our business. We started the year strong, achieving 14% organic growth in recurring non-transaction revenue well ahead of our targeted growth rate for the year of 6% to 7%. Like prior quarters, most of this growth was driven by additional units or subscriptions versus pricing changes and as Ed mentioned, we now expect the organic annual growth rate and recurring non-transaction revenue to be 10% to 11% for the year. After incorporating our 2020 acquisition, we similarly now expect the total annual growth rate for this category to be 11% to 12% up from our prior guidance of 7% to 8%. As a reminder, we define recurring, non-transaction revenue as access in capacity fees, plus proprietary market data fees. In the aggregate, we continue to expect the acquisitions closed in 2020 to contribute additional, annual net revenue growth of 4% to 6% in 2021. Moving to our expense guidance. As I noted earlier, we continue to expect adjusted operating expenses to be in the range of $531 million to $539 million. Furthermore, I want to reemphasize our plan to invest approximately $24 million to $26 million this year to drive incremental and sustainable long-term organic revenue growth and high conviction, high return opportunity. This includes our European derivatives build out as well as investments to increase access to our existing products and services especially growth in our index options and futures by developing, listing and distributing unique products, enhancing our marketing education and context and increasing our efforts to tap into the growing base of retail investments. Keep in mind, our current guidance metrics for 2021 do not include the pending acquisition of Chi - X. we will update our guidance accordingly once that transaction has closed. Turning now to summary of full year guidance on the next slide. We're reaffirming our guidance for depreciation and amortization, effective tax rate on adjusted earnings and CapEx. A quite note on our effective tax rate which was 27.9% for the quarter slightly above last year's first quarter rate of 27% and at the lower end of our guidance range of 27.5% to 29.5%. We're reaffirming this guidance under the current tax laws. While we're not providing full year guidance on interest expense absent any additional borrowing and significant changes to LIBOR, our interest expense for the second quarter of 2021 is expected to be $12 million to $12.5 million in line with our first quarter expenses $12.3 million. Moving to capita allocation, our priorities have not changed as we remain committed to investing in our growth strategy while returning excess cash to shareholders through dividends and share repurchases. As you heard from Ed, our recent acquisitions as well as our pending acquisition of Chi - X underscore our conviction and our ability to deploy capital, to help enhance organic growth and strategic value overtime leveraging the robust infrastructure and technology at the core of our strong operating leverage profile. From a capital return perspective, our strong cash flow generation [indiscernible] to return $93 million to shareholders through dividend and share repurchase in the first quarter. We plan to continue being opportunistic with share repurchases. Our leverage ratio was unchanged at 1.4 times at March 31 versus year end 2020. We ended the year with adjusted cash of $264 million reflecting in part higher balances associated with additional regulatory capital supporting growth in Europe. Now I'd like to turn it back over to Ed for some closing comments before we open it up to Q&A.
Ed Tilly:
Thank you, Brian. In closing I'm pleased with the progress we've made as we continue to execute against our strategical plan and focus on building one of the largest global derivatives and securities network. Earlier this week, Cboe celebrated its 48th Anniversary, the pioneering spirit that drove the creation of our company now fuels our leadership as a global multi-asset market operator. While every year has been remarkable on its own right. The unprecedented events of this past year have reaffirmed why I already knew, the entrepreneurial and collaborative team spirit has always defined Cboe has never been stronger. I'm very proud of what we have accomplished as a team as a team and I look forward to delivering on our vision as the year progresses. With that, I'll turn to Debbie for instructions on the Q&A portion of the call.
Debbie Koopman:
Thanks Ed. At this point we'll be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue and if time permits, we'll take a second question. Operator?
Operator:
[Operator Instructions] and the first question comes from Rich Repetto with Piper Sandler.
Rich Repetto:
I'm going to skip the [indiscernible] expense guidance. I like to focus more on and at the organic growth of the non-recurring transaction revenue. So I'm just trying to dig under the covers a little bit more. The guidance increased 50 to almost double and I'm just trying to see what increased the momentum a little bit deeper between when you gave the guidance in February to now. What did you see that was able to align it to increase it so much?
Ed Tilly:
Thanks, Rich. Brian, why don't you jump in?
Brian Schell:
Yes, I'll take that. Thanks. Rich, we're obviously very excited about this - obviously the incremental guidance reflects are increased confidence in that growth rate, which was already strong obviously going in. As you recall the growth rate in the fourth quarter was also kind of that kind of near double-digit team growth rate. I guess just kind of again lay out our investment thesis that we talked about at the end of the fourth quarter results. Basically that growth is not accidental, it reflects our strategic approach and that longer effort and it's starting to bear fruits. When you think about the cash flow generation of the organization and where you deploy that capital which again a common theme that we wanted to make sure we laid out. Part of the expense guidance, part of what we were doing with the cash flow. It's not - let's take the extra cash and let's put in a sock drawer, help it grows. What reflects the investment thesis is that, our global client base as an increasing need for data and analytics and better access. So as you look at the details of where do that growth come from and what we're seeing. Its three parts. It's growth and demand access to our markets, its growth and demand to our data. And it's growth and demand to our analytics and that's suite of products. On the access side and you look across, primarily this is coming from the options North American equities in Europe business is - we're seeing a little bit of the macro effect of that increasing demand, increasing activity. But we're also seeing the feedback that the firms are looking for more and more capacity as they're expanding their trading capacity. On the data side, we're seeing incremental top of book sales particularly on the equities front and 75% of that growth is actually international. There's some US at top of book sales are coming international and then in the US, we're actually seeing more depth of book. I'll call it more share of wallet demand coming through. On the analytics side, is what we're seeing that whole analytics suite is starting to come together? We're seeing increased client demand for access, for having that same provider. We're seeing growth on the Silexx platform. We're seeing growth in LIBOR, [indiscernible] and Tradeweb. All of that's coming together from a similar provider again. We talked about this before, pre-trade, at trade, post trade, helping provide that risk, that analytics framework is really starting to bear fruits and why this is coming out. So on a go forward, the increased guidance reflects the strong pipeline and again confidence in our efforts and we're just going to continue to leverage our global network and we're really excited to grow this part of the business.
Rich Repetto:
Thanks very helpful. I was kidding about the expense.
Operator:
And the next question comes from Dan Fannon with Jefferies.
Dan Fannon:
My question is on M&A and capital allocation. I guess just in general, you've been quite active over the last couple of years. It would help to characterize the current environment and how you're thinking - today and then also do you consider the suite of products within the umbrella, potential divestitures that maybe earned as cord as now as maybe they were when you did or acquired them, just thinking about FX today and kind of way you looked at growth and some of the strategies and outlook that you have, doesn't feel if that's core to some of the things you're focused on today. Growth has been relatively stagnant. So just thinking about holistically parts of the business maybe that aren't strategically important today that maybe later could be sort of funds at some point.
Ed Tilly:
Sure, Dan. Thank you. Let me start with M&A in general. We made comments in the past and yes, you're right. We've been quite active. On the data and analytics solution. We simply kind of like where we are, we're in full integration mode. Brian mentioned that pre, at and post trade solutions for our customers. We like that. That's poised for further movement, growth and globalization. So I kind of like where we are on that respect on M&A. As for the other M&A you noticed, the core business of us matching trades. If a region is open for competition, that makes us sense for us to take a hard look at. And with the Japan and Australia, new to the region. We like going into those regions who are looking for alternatives to the incumbents in an open way. So we'll keep looking in that regard. Nothing imminent but certainly always on our radar. Chris, you want to jump in on FX? Couple comments on FX. We actually like that trajectory by the way, Dan. Chris, couple comments?
Chris Isaacson:
Yes, Dan good question. As I had mentioned, we really like the FX business. We've actually had a really strong growth rate in the last three to four years. While the overall market volumes have not grown that much. Our share of the market has grown, our share of the wallet has grown. We've used data analytics again to grow our share and get closer to our customers. I've also added some non-transactional revenues there. We've launched non-deliverable forward our sets growing nicely and our full amount platform. So we really like the FX business and even as regarding other M&A that we've announced. If you talk about Chi - X Asia's were looking to close that hopefully soon. It opens up opportunities not just in the equities asset classes of those existing businesses. But there's also, we think more opportunity across our other asset classes including FX as we really move into the Asian region.
Dan Fannon:
Thank you.
Operator:
And the next question comes from Alex Kramm with UBS.
Alex Kramm:
Just want to come back to the recurring revenue growth outlook. You sound pretty confident. But I think you just acknowledged earlier a couple questions ago that, there are some macro factors at play. So just wanted to flash out, what the risk is that has massively benefited from the activity we've seen in the first quarter and last year? All these retail upsides and what could come off again? And related to that, I know the SIP revenues are not part of that recurring guidance. But I think SIP revenues for I think the pool really went up a lot in the first quarter. I think some of that was driven by retail. So again, curious how if you have any insights that size of the pool is sustainable or where it's sitting right now? Thank you.
Ed Tilly:
Brian, you want to start with recurring? And Chris, can move into the SIP.
Brian Schell:
Yes, thanks Alex. I would say that, as you think about that retail participation that's not really driving some of the access that we're seeing from the growth. And that's again, that's growing across all the assets classes. It's not just kind of the retail effort, maybe in the equities or the options. So we're seeing again across all again we can't necessarily point. Here's a macro factors, there's the internal kind of the growth driven of the firms themselves. But like I said, as firms have growth this capacity and they continue to execute their trading strategies. They have not indicated any change. Like I said, we still feel confident in sustaining that overall level of participation and access into our market. So like I said, it's hard to predict the growth rates in any one particular quarter. But overtime, we still feel pretty good overall. Again that macro factor we can't ignore it. But we don't think it was the primary driver of our growth.
Chris Isaacson:
Alex just quickly on the SIP as well. We haven't really projected overall SIP market data pool growth for a while. Once quarter-to-quarter there will be some market data recoveries to come through. But as Brian mentioned in a quite a bit of detail already. Our growth in non-transaction revenue has primarily come from access. People needing more capacity to our markets as well as data that's unique to us, that we're selling here and around the world. As you said 75% coming from outside the US. So in certain products. So we're excited about that. Our growth plans and non-transaction aren't dependent on the SIP.
Alex Kramm:
Very helpful. Thank you.
Operator:
Thank you. And the next question comes from Ari Ghosh with Credit Suisse.
Ari Gosh:
It looks like some of your recent transactions like coming together to form more of this cohesive strategy across your business line, like the way you're leveraging BIDS for [indiscernible] for example. So curios, are there other areas where you're seeing similar opportunities with a newly acquired assets? And then Brian, you touched on this a little bit, but curious if you know the higher recurring growth outlets that you now have, that in that potential cross-sell opportunities that could come through some of these assets or is it primarily as a result of a stronger standalone asset run rate since the acquisition. Thanks so much.
Ed Tilly:
Ari, thank you. Let me start - it's great. And I appreciate you pointing that out. Certainly now if we look back over our activity over the last 18 months or so. I hope the story is coming together in your head. So exactly right, we're just so pleased yesterday to announce the launch of European derivatives that was an effort that we began well over a year ago and being able to come to market in September is quite exciting and then taking the incredible leadership that Dave Howson, as he shepherded that effort with Ade Cordell, in Europe being able to take Dave's expertise and have him oversee the integration of Chi - X, makes perfect sense for us on a build out. But importantly, you can see the effect and the vision we had with our purchase of BIDS. Our partner for years in Europe being able to move into Canada with our MATCHNow ATS acquisition and then now moving that network and reach into the APAC region. So it's just terrific and putting Bryan Harkins in charge of that growth and that rollout. I think we're well positioned to take full advantage of all of the deals that we've expressed to you over the past 18 months. So it's great. It is coming together. I appreciate you pointing that out. And let me turn over to Chris.
Chris Isaacson:
Yes, just want to point out again. The demand for BIDS in other regions and other countries is palpable. As we announced our MATCHNow acquisition. Now integration which is coming here February 1 of next year. The demand for BIDS is extremely high there. And we've already seen that and we're not closed yet with Chi - X Asia. But as Ed mentioned, a lot of demand in Asia for BIDS also. So there's 460 buy side participants on BIDS and we think that we can grow substantially trading existing products that BIDS already trades. But also across new securities in different regions. I'll end with, all of this there's data and access related to each of these markets and each of these different trading networks that we have. So that's underpinning or actually that outcome of all this coming together is that, you see the non-transaction over performance.
Ari Gosh:
Got it. Thanks.
Operator:
Thank you. And the next question comes from Chris Harris with Wells Fargo.
Chris Harris:
Ed, you mentioned that customers are beginning to come back to the proprietary product suite in a bigger way. Wondering if you can expand on that a little bit, maybe talk about what you're seeing there. And then related to that, do you think the shape of the VIX curve and other dynamics that were affecting the complex are now healed.
Ed Tilly:
It's a great question and we do I think on the macro level. This is exactly what institutions were telling us in the second half of last year and of course we were passing that information along to you. I think no better place to look is that SPX volume is right around 1.2 million contacts [ph] a day, very consistent for the first four months of the year. What's been interesting is to see the VIX options growth in the first quarter of the year and that's changed a bit in April and really the efficiency of our institutional users who saw an advantage using VIX's option at a time where the difference between realized volatility and applied volatility. Buying VOL [ph] and the exposure of VIX options was relatively cheap and so we saw institutions in a big way move to using VIX's options for hedging purposes that's changed now in April as we're looking at a more normal realized to imply fall [ph] level. So that's exactly the right move from our institution. Really be having at a very logical way and then the overall levels of VIX. In the fourth quarter really, out 25.5% or so. Second quarter about 23% and then if you take out today, right around 20% or just below 20%. So moving to a more normal contango shape which should keep in the roll bound trade that we've seen in years past. So this is exactly what we expect out of our institutions and no reason to think that won't continue. So I appreciate that question.
Operator:
Thank you. And the next question comes from Owen Lau with Oppenheimer.
Owen Lau:
Just a quick one from me. How should we think about the incremental financial and non-financial impact to Cboe, when the hours for SPX and VIX options are expanded potentially in the fourth quarter of this year? Thank you.
Ed Tilly:
Thank you. Chris, you want to back on how we're doing on our year 24x5 effort.
Chris Isaacson:
Yes, Owen great question. So really excited about 24x5. This hits on one of the major themes which is greater access to existing customers. But also access to new customers. So as you said, we plan to launch in the fourth quarter pending regulatory approval. Working very hard on that. We already trade VIX futures 24x5 and this will get us to nearly 24x5 for SPX and VIX options. And we call this global trading hours outside of the US hours. We saw actually more than 100% growth in that segment and SPX options last year, year-over-year and so we're excited a bit. As we increase the access so will the volume come? As a bit of precursor to that, we extended our US equities hours to 4 AM Eastern opening up three hours earlier and we've seen quite an uptick in number of customers in our market share coming there, kind of exceeding our expectation. So the world is 24x7 and in every asset class. We're moving in that direction. We're meeting customer demand as we do. So I'll hand it to Brian for maybe a financial impact here.
Ed Tilly:
Chris, just let me jump in one more time and again I think if you look at the M&A activity and important to note. I think really outperformed particularly on the market data sales in APAC. We were very, very small team. Who works very, very hard? But having a presence with Chi - X now and really sales team on the ground. The timing at 24x5 and the awareness that there is demand for exposure into the US year around the clock, really comes together nicely. If we look at hopefully the approval and closing of Chi - X. so it's coming together for us, pretty nicely. But yes, back to you, Brian.
Brian Schell:
I wanted to just mention, part of that effort is built into our investments that I mentioned up front as far as the revenue expectations again it's been more muted as we roll that out again later in the year. The annualized impact. So again it's part of a building a very broad access again. As Chris mentioned to the global network and people continuing to take advantage, increase access to the overall product suite. Obviously including the proprietary product suite. So more muted on the revenue side in 2021. But the full burden of the expense is shared.
Owen Lau:
All right, got it. Thank you very much.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Maybe just go back to the global data platform concept. And if you could just maybe talk about sort of the timing of developing near the more cohesive platform, which just sounds like what you're trying to leaving in all of the market data that you trade both on the proprietary side and also, I can think of both US and even European markets where you have a lot of data for things that you don't trade. But maybe if you can talk about, how you view this proprietary angle and shifting that sale from individual pieces of the data to a more cohesive global product that you can sell into institutions and whether it's you view that as more of a content sale or do you view yourself as getting into really distribution of that content and starting to compete with some of the distributors of data down the road.
Ed Tilly:
Chris, you want to start?
Chris Isaacson:
Yes, I'd love to. So obviously Brian, you recognized we put together the data and access solutions group under Cathy Clay, tremendous leader. We've recognized this opportunity that we need a cohesive and well packaged data offering globally. Cathy is leading the charge there. And so I would say, we're maybe early to middle innings on this effort. So we bought Hanweck and FT trade alert last year, nearly fully integrated there. We'll be done by the end of this year. Now putting that together with the real-time data coming off of all of our exchanges as Brian mentioned 75% of certain products remained sold outside the US now. So it is coming together. But it's still I think middle innings. Technically we're bringing it together. But from a packaging perspective getting the access and the distribution right is, we're excited about doing that. I had also mentioned, the way in which we're getting to customers. We want to make sure we get to not just the existing customers with more well packaged data in a way that they can act upon. But actually new customers so that may not have current access using the normal means, they might have so. Also exploration of efforts to use cloud and whatnot to get to new customers. So we have an incredible amount of data, a unique position now when we hopefully close the Chi - X Asia acquisition on this global derivatives and securities network with just an unparalleled amount of data coming from the equity platforms, put that together with our deep analytics an we're very excited about this. But early to middle innings as we've just formed this group, all together under Cathy.
John Deters:
This is John also there. You think about the acquisitions we've done over the past 12 to 18 months. Generally, there only the productive of data, producive [ph] of data or their data packaging and distribution platforms. And so, we think about them as a cohesive haul. You've heard a lot of talk about this today. I mean what we're seeing right now in terms of the performance and the raise on the forward guidance and non-transactional revenue, is just. It's increasing return to that scale and scope. We can give you some direct examples of that. For example, this past quarter we had a win, a sizable consulting agreement with a global top tier buy side firm to look at top to bottom there. Their risk systems that is likely to lead to a mandate to sort of look at all of that and replace substantial components of it because we've got a package that really works well together. And we look forward to continuing that globally again as we have a footprint in Europe and Asia and North America, that sales effort should be much more routine for us.
Brian Schell:
It's important, we're on the lookout always for new sources of data as well. CoinRoutes great example of us moving into crypto currency market data that is just incredible opportunity for us to look at the potential derive data in crypto. The analytics associated with it, will be a price data. So there's more to come. We're just getting this up and going.
Brian Bedell:
So as we think of the out years 2022, 2023. I know you're not giving guidance there yet. But it sounds like it will be a good tailwind to that organic recurring revenue growth rate next year and beyond.
Ed Tilly:
Okay, nobody answer that question. It's too forward-looking. Debbie, can be mad at us, Brian.
Operator:
All right, thank you. The next question comes from Ken Hill with Loop Capital.
Ken Hill:
I wanted to ask about ESG. I didn't hear anything in the comments today, I know that's an important initiative within Cboe. Just given the breadth of capabilities and exposure, you guys across Europe or that seems to be a little more important than the US and heading in Asia. Are there any opportunities you're excited about either from a transactional product or maybe something on the data side that could resonate a little bit better going forward?
Ed Tilly:
It's a great question. Before I turn it over to John on the product. I think it's important for us to recognize. It's very top of mind for all of our associates and what that means to Cboe before we even move to what's tradable, what indices are out there and how our customers can take advantage of investing in ESG? So important for me to mention that on the front end. This is a big deal for us. It's a report that's very important to us. I just reviewed the report that we were about to send out and all of our associates, this is top of mind. So I want to start there. John, want to move to what's tradable and some of our index partners and the opportunities, we see.
John Deters:
Yes, thanks Ed. Hi, Ken. To Ed's point it really does start at home. We want to walk the walk and talk the talk. That gives us really insight into the thought process behind ESG. So we can have intelligent conversations with our partners. We will be proceeding forward on ESG product, whether data product or tradable products together with partners. That has always been our forte and if you think about the partners we have today, our deepest partnerships FTSE Russell, MSCI, S&P. those partners are all making substantial investments in ESG and leading the way into the future here. So we fully intend to leverage what they've built and create really interesting value-added products off of those partnerships and you'll see many of those come to light over the next couple of quarters.
Ken Hill:
Got it. Thanks for all the detail there.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Just wondering, if I can ask a follow-up to an earlier question around the customer reengagement and the index options complex. So if I just take a step back, index options volumes been relatively flat since 2017 and that's - long track record of kind of double-digit volume growth. I know in the past your efforts at Cboe to gather more information and data on your end clients. Really trying to understand, who is using your products? Why? I'm wondering if you have any color on how the institutional options client mix has changed over the past few years and whether the reengagement that you're currently seeing is the type of reengagement that you think can really reaccelerate that complex back to that double-digit type of growth rate.
Ed Tilly:
Well that's a terrific question. I think what the biggest of observation we see is, the change in the size of the contracts that are coming into the SPX complex. It's quite remarkable. Those really, really large trades that we saw before the pandemic have been replaced with smaller order size in general which is very telling to us and then in the super short dated and a little premium contracts huge uptick in what will put in a category of traditional retail that is retail, access that's been around for years. But has been missing in the SPX, the VIX auction, mini futures, access [indiscernible] SPX and what we're looking at is it to accommodate new retail, which still does not have access to our proprietary product step. So the rotation to smaller order side, the rotation of more traditional retail is what you see today and at roughly $1.2 million contracts a day and we're still working on providing access to new retail, which we think the more you look at our mini products and the more we allow or they allow access for their clients into SPX. I would predict that you'll see a movement like a traditional retail, out of new retail. So that's our goal. But that's what we're seeing today. That's the biggest change I can tell you, is trade [indiscernible].
Operator:
Thank you. And next we'll follow-up from Rich Repetto with Piper Sandler.
Rich Repetto:
This follows on the last question I guess and the other trading question earlier. That it seems like in April, someone flip the switch. If you look at the VIX chart. You know we're running at 20 in April 1. We just sort of dropped down and volumes had lightened. I guess any color or indication. It seems like we've had this stair step down with VIX and the outlook for the pickup and trading we saw in the first quarter I think there's some concern with the pandemic and people not as exposed to work from home etc. that we may see some lightening of volumes as we go into the summer. So anyway, your outlook on volumes as we hit the sort of patch in April, so far.
Ed Tilly:
I think just volumes overall Rich, we see a little of the volumes we treating a little bit. But a couple weeks just for our opinion, Trendmic [ph] I actually like the momentum particularly out of retail that we kind of spending some time on, not surprisingly individual names. The attention that individual trading has had, has raised volume across the spectrum. So if you're providing that liquidity in the most volatile single names. You're looking for macro layoff as best as you can that has raised the interest for us and what we saw in AUM and ETPs. We can that in VIX options as I said before. Really were buying implied volatility to discount of what the market was trading, that since gone to a more normal relationship again, if we put today out of the mix. But then, what we would expect traditionally is if that VOL [ph] went to a more historical containment shape. We'll see the roll down. We should see the roll down trade again. So from our proprietary product perspective. We do see that as a normal rotation. The single name excitement being replaced with more macro as VOL [ph] contracts a bit and then going back to a short VOL [ph] capture trade or roll down trade and going back to more normal cadence. But it will be interesting to see. I think the uniqueness of Cboe has having a product for many market environment and that's not different. So again and let me, a little more comment on retail. We're after sustainable volume in retail. There's going to be flashes and we're going to have headlines there's going to be interesting stories and shiny objects in the corner. We're after what education can provide for the long-term investor and the retail investor that's going be here year in and year out. So we don't really chase those spikes, we chase sustainable growth and that's what we're after. So I appreciate that.
Rich Repetto:
Got it. Thank you. Very helpful. Thanks.
Operator:
Thank you and then next we also have a follow-up from Alex Kramm with UBS.
Alex Kramm:
I want to ask a question that I feel like I ask every few quarters and it also pertains to the proprietary products. And maybe some of this was addressed already. But Ed and see always [indiscernible] a very good job talking about the macro and what investors are doing or clients are doing and why, what we should be looking for? But I feel like, what I still always miss is, any sort of things you can point to that the underlying customer base is structurally growing? So I don't know if it's like the market data or the access fee is growing as a sign. But with all the efforts that you've been putting and investing into new sales efforts etc. what can you tell us, when you see that there is new clients, new regions, new people that are telling you. We're trading now. We didn't trade a year ago and any sort of indication that still growing at a healthy clip or not. Thank you.
Ed Tilly:
I think Alex; you set me up perfectly with the data and the demand for data. So from an institutional perspective. The data and the back testing is first. Before conversion. So that's - I love that. That's the kind of reflect some of the guidance we've seen, the demand for that data is increasing. But again, I really want to punch the fact that we've seen no conversion from new retail. Zero. There's no access from the most popular new retail sites. So those millions of new retails will engage more broadly in the market are not in our proprietary product set at all. So the low hanging fruit for us is that conversion. We love the story. We like telling how the management of cash settled European style contracts are super easy and so that's the educational effort that's what we're going to be point out. Hopefully in the months and quarters to come. But start with data in your head a we watch those numbers and then we'll look for conversion from new retail, that is a good opportunity for us and one that, we'll be chasing the rest of this year.
John Deters:
This is John. I'll just jump in on one concrete example as well. While the on boarding for many of our proprietary products and the new platforms is a long process. We every quarter, every month work towards extending access. Access is one of our key strategic objectives and the great example of that is the target outcome product set which in the past year or two, went from zero to over $5 billion and asset under management between our partners at First Trust innovator, true market others. That product set is a product set that we really work for the partners to create through the whole chain of mechanics are required Flex options, Silexx entry systems, the NAV calculation and the indexes that guide those products. All of those are things we provide to our partners. So that they can offer access to our proprietary products through the wrapper of target outcome funds. And they've had needless to say in this volatile market great uptake over the last year or so.
Alex Kramm:
Okay and just quick clarification, Ed. You focused very much on retail again just now. That is not; I shouldn't read this as a reflection that you think the institutional opportunities to have doubts, right? Like it's just retail you think it's a lot more low hanging fruit. Is that right?
Ed Tilly:
Sorry, Alex the data reference was institutional. Retail. We've not seen a history of retail back testing, it really it is access to the market. Its super short dated. So that is lower hanging fruit and I referenced traditional retail really being a big mover into the SPX complex over the last quarters. And playing out that the low hanging fruits is the millions of customers who do not have access to our proprietary product set, that is not instead of an effort on institutions. John, I think pointed out that the institutions were lead times longer. It starts with data, back testing and [indiscernible].
Alex Kramm:
Yes, just making sure. Thanks again.
Ed Tilly:
Thanks, Alex, for clarification.
Operator:
Thank you. And the next question comes from Sean Horgan with Rosenblatt Securities.
Sean Horgan:
I just wanted to come back to the CoinRoutes announcement from December 2020. I think RealPrice data was originally expect to be available in the first quarter of 2021. Can you update us on the progress there and expand on your plans to get involved with crypto currency more broadly?
Ed Tilly:
Let me start more broadly, John you can go to CoinRoutes. We know market participants are looking for exposure in crypto. Access cash to be the driver. We've talked in the past. We're trying to build an ecosystem. So we start with access to market data, that's the CoinRoutes agreement. From there you normally have a Vaneck [ph] bitcoin trust ETF in the front of the SEC. so we'd love to deliver in a trusted way, in ETF which are really customer-friendly and easy to understand. And then throughout this effort, we need focus and education. We've not done that in a big way. And then, you take the educated investor and retail access and then you from the ETF into satisfying demand for institutional participants. So all of that pretty early innings if you look at crypto more broadly and we're in it for the long haul. I think John a couple of words on CoinRoutes. Thanks, Sean, great question.
John Deters:
Thanks Ed. Great question, Sean. So we're actually live now on our CCCY Channel and CSMI with the CoinRoutes real price indexes and we're excited about this. A lot of great uptake and to Ed's point, it starts with identifying the price, the accurate prices at which you want to reference your crypto currency trading from there we add all the things we do as an exchange operator. So what we're solving for is at interaction between regulated exchange operator and really revolutionary crypto currency space and offering our broader services beyond just data to those participants.
Sean Horgan:
That's great. Thanks Ed. Thanks John.
Operator:
Thank you and it does conclude the question-and-answer session. I'd like to return the floor to Debbie Koopman for any closing comments.
Debbie Koopman:
Thanks Keith. That completes our call this morning. We appreciate your time and continued interest in our company. Thank you.
Operator:
Thank you. The conference is now concluded. Thank you for attending today's presentation. You may now disconnect your lines.
Operator:
Good morning and welcome to the Cboe Global Markets 2020 Fourth Quarter Financial Results Conference Call. All participants will be in listen-only mode. [Operator Instructions] After today’s presentation, there will be an opportunity to ask questions. [Operator Instructions] Please note, today’s event is being recorded. I would now like to turn the conference over to Debbie Koopman. Ms. Koopman, please go ahead.
Debbie Koopman:
Thanks, Steve. Good morning and thank you for joining us for our fourth quarter earnings conference call. On the call today Ed Tilly, our Chairman, President and CEO will discuss our performance for the quarter and the year and provide an update on our strategic initiatives; then Brian Schell, our Executive Vice President, CFO and Treasurer will provide an overview of our financial results for the quarter and the full year as well as discuss our 2021 financial outlook. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our Chief Operating Officer, Chris Isaacson; and our Chief Strategy Officer, John Deters. In addition, I would like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. During the course of the call this morning, we'll be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I'd like to turn the call over to Ed.
Ed Tilly:
Thank you, Debbie. Good morning, and thank you for joining us today. I hope 2021 is off to a great start for everyone and you're keeping safe and well as we continue to navigate this pandemic. I'm pleased to report that Cboe posted solid fourth quarter and record full year results, highlighting the strength and diversification of our global business. For the year, we grew net revenue by 10% and adjusted earnings per share by 11%. Despite an unprecedented, a macro environment that for much of the year did not favor index trading. Our results were driven by record trading volumes in U.S cash equities, and multi list options, fueled by strong retail trading, growth and recurring non-transactional revenues, and increased efficiency enabled by our fully integrated superior technology. Importantly, while achieving strong growth, we continue to successfully execute key growth initiatives to advance our strategy to leverage product innovation and superior technology, expand our customer base, and diversify our business mix with recurring revenue. We also maintained our commitment to operational excellence in 2020, as evidenced by the continuity and resiliency of our markets, despite the years unrelenting challenges. Our ability to provide reliable and continuous markets in that environment, while continuing to execute key strategic initiatives and post strong growth is a testament to the dedication and expertise of our entire global team. Additionally, our record results and strong cash flow generation enabled us to return $520 million to shareholders in 2020, a new all time high and a 69% increase compared to 2019. Our commitment to returning capital to shareholders will continue in 2021 and beyond reinforced by today's announcement regarding the Board's authorization of additional share buyback capacity. Turning to our targets and expectations for this year. We plan to leverage the deals we closed in 2020 to accelerate organic growth in 2021. Brian will do a deeper dive on this, but we plan to invest approximately $25 million in organic growth initiatives in 2021, which we expect to contribute to an incremental top line compounded average organic growth target of 4% to 6% over the mid-term. As you've seen since our IPO, we have also allocated capital inorganically to help accelerate our strategy while returning capital to shareholders. Over the past 4 years, we have delivered 5% compound annual net revenue growth, while growing adjusted EPS by 19% on a pro forma basis, which reflects the strength of our strategy and our ability to perform in the most challenging cycles. The success of our ongoing diversification reinforces our confidence in continued growth. Additionally, while we're only 5 weeks into the new year, we're beginning to see institutional investors reengage in trading our index options and volatility products. In January, month-over-month volume increased by 77% in VIX futures, 68% index options and 15% in SPX options. As we've noted in previous calls, we expected to see reengagement in these products once there was more clarity around the political and pandemic uncertainty that clouded investors views and where the market was headed. Although much uncertainty remains are on the COVID-19 pandemic, the vaccine rollout has begun. The new U.S administration is in place and the Brexit deal has been executed. We believe we will continue to see increased trading on our index products as the uncertainty of these and other previous market unknowns come into focus. Additionally, in response to customer demand similar to the futures, we are planning to extend the 24x5 trading model to VIX and SPX options in the fourth quarter of this year, subject to regulatory review. Over 15% of trading in VIX futures, which already trade 24x5 took place in non-U.S trading hours last year, up from 13% in 2019. Naturally, we believe 24x5 trading in VIX and SPX options will result in increased trading outside of U.S hours as well. We began the year with a considerable amount of momentum from strategic progress made in 2020. We are excited about both near and long-term opportunities to grow and expand our business driven in part by increases in proprietary product trading, recurring revenue and retail engagement, while continuing to invest in long-term growth. Our ongoing strategy, which has reinforced the value of our unique platform and fueled our strong year-over-year growth, remains consistent, further strengthen our core proprietary products, leverage our superior technology, increase recurring revenue, broaden our geographic footprint and expand our product line by asset class. We have exciting initiatives underway within each of these strategic pillars. But today I'd like to focus on four incremental growth drivers. The opportunity to grow non-transactional revenue through Cboe Information Solutions, our plans to launch Cboe Europe Derivatives, expand BIDS Trading and grow our retail trading base. We're excited about our prospects to further increase recurring revenue to expanding and enhancing CBOE Information Solutions, our comprehensive suite of data solutions, analytics and indices. These products generate recurring revenue by providing market participants with value added trading resources and support transactional growth in our proprietary products with tools that draw users to our markets and drive volume as they reestablish trading positions. As discussed in previous calls, last year's expansion of our Information Solutions offering through key acquisitions accelerate our ability to grow our recurring non-transactional revenue. In 2020, we reported 12% growth in recurring non-transactional revenue and 9% organic growth, and we expect to see incremental sustainable long-term growth as we continue to optimize these integrations in 2021. Importantly, our expansion of information solutions now allows us to interact with an add value to market participants at every step of the trade process. We are looking to enhance these customer support opportunities in 2021 with additional portfolio and risk analytics offered through various delivery mechanisms, including Cboe Silexx, our proprietary order execution management system, and through our APIs. Additionally, we plan to expand our market intelligence analytics and alerts to many market segments including retail traders. We also plan to expand our global indices platform, which provides index calculation development and services with real time distribution channels. Finally, we expect to further expand our offering of unique historical data sets and add high demand data sets like cryptocurrencies to the Information Solutions data suite. Turning now to the upcoming planned launch of Cboe Europe Derivatives. I’m pleased to say we are on track to launch in the second quarter of this year, pending regulatory approval, bringing to fruition our vision to unlock the potential we see for considerable growth in this market. Our highly successful European equities business, global derivatives expertise and ownership of EuroCCP uniquely position us to simplify and bring new efficiencies to pan-European derivatives trading and clearing. We’ve worked closely with market participants in shaping our plans and have received very positive customer feedback and support. During the fourth quarter we made strong progress on the technical build-out of the exchange and clearing platform and toward achieving the necessary regulatory approvals. Customer testing and optimization is ongoing, and we have commitments from clearing firms, order flow providers and market makers to be there on day one. As we’ve said before, we think this market is ripe for significant structural growth. We are not aiming simply to take market share from incumbent exchanges; we intend to reshape and grow overall derivatives trading in Europe with a novel market structure designed to attract both new and existing participants. While our revenue expectations for European derivatives in 2021 are modest, we are investing for long-term growth and looking for a gradual revenue build as we gain traction and expand our product offering to realize what we view as a paradigm shift in European derivatives trading. Our new Amsterdam exchange, which we launched in 2019 in advance of Brexit, will serve as home to our derivatives business in the region. I’ll also note here that the flawless implementation of our Brexit strategy enabled us to seamlessly transition trading from our U.K venue to Amsterdam at the start of the year. Also, as a result of Brexit, we were excited to welcome back trading of Swiss shares on our U.K venue yesterday. We are working with customers to re-establish our market share in Swiss equities trading, which was approximately 8% of Cboe's notional value traded in June 2019 when Swiss trading was last available on our market. Turning now to our acquisition of BIDS Trading, which we completed at the end of the fourth quarter. We are pleased to welcome Tim Mahoney to the team and the Cboe family. We have a successful track record of working with BIDS, which powers Cboe LIS, one of the largest block-trading platforms in Europe. While BIDS will continue to operate as an independently managed venue, the acquisition helps enable us to expand BIDS’ block trading capabilities and services to other products and geographies, including Canada, as we look to further expand our presence in North American equities. We are well underway with our integration of MatchNOW, the Canadian ATS we acquired last year, and the BIDS acquisition provides additional features that we believe will help us disrupt the electronic block market in Canada and other markets in the future. BIDS has an extensive global network of more than 460 buy-side investment managers and sell-side constituents, which differentiates the platform and provides a strong foundation from which to expand into new markets. BIDS also provides us with a foothold in the off-exchange segment of the U.S. equities market, which now accounts for over 45% of overall U.S. equities trading volume. Moving on to retail trading, we believe the resurgence of the retail investor we saw in 2020 is here to stay. We are well-equipped to deliver tailored products and services to meet the needs of this growing customer base and to evolve our education programs with retail-centric content to empower these new investors. Product innovation remains a core focus of the Cboe franchise, and we plan to continue to expand our proprietary product offering with smaller contract sizes that appeal to both sophisticated retail traders and institutional investors. This includes Mini VIX futures and Mini SPX options, our recently announced Mini Russell 2000 index options, as well as additional retail-focused products in our pipeline, which will extend our value add to a broader universe of investors. Our strategy to nurture growth in these products, which is driven by a cross-functional team focused on dedicated client services, targets marketing initiatives and robust investor education, is well underway. Additionally, we continued to see increased retail trading in U.S. equities and record volume in our Retail Priority program, which helps improve execution quality and trading outcomes for individual investors and firms that facilitate their orders. Volume in Retail Priority orders represented over 31% of total volume on Cboe EDGX with the exchange reaching record market share of 7.3% in the fourth quarter. In January, trading on EDGX set a new monthly average daily volume record, as did retail priority orders which were up 56% over December 2020. We’re excited to see growing retail engagement in the marketplace, and are well-positioned to invest in and leverage our core strengths, product and market innovation, technology, strong customer relationships, and investor education to support this growing user base. We believe our investments in this area will benefit retail investors and create another, sustainable, long-term growth opportunity for Cboe. With that, I’ll turn it over to Brian to walk through our 2020 performance and 2021 outlook in greater detail, and then I’ll provide some closing remarks.
Brian Schell:
Thanks Ed, and good morning everyone. I hope all of you and your families remain safe and healthy. Let me remind everyone that unless specifically noted, my comments relate to 4Q20 as compared to 4Q19 and are based on our non-GAAP adjusted results. We reported solid financial results for the quarter, again, highlighting the diversification of our revenue streams and the contributions from our investments and acquisitions, reinforcing our strategic initiatives. Our net revenue increased 10%, with net transaction fees up 8% and revenue from our recurring non-transactional revenue up 16%; adjusted operating expenses increased 17%; adjusted EBITDA of $206 million was up 4%; and finally, our adjusted diluted earnings per share was $1.21, flat to last year. Turning to the key drivers by segment. Our press release and the appendix of our slide deck includes information detailing the key metrics for each of our business segments, so I’ll just provide summary thoughts. The growth in our options segment was driven by a continuation of strong trading in our multilisted options and higher revenue from proprietary market data, offset somewhat by lower volumes in our proprietary products. Revenue from North American equities decreased as a result of lower data, revenue from the SIP, including lower SIP audit recoveries. Off-exchange or TRF volume hit new highs again in the fourth quarter, impacting our market share. In Futures, the revenue decline was caused by lower trading volume in VIX futures. The revenue increase in European Equities primarily reflects the addition of EuroCCP. In FX, increased ADNV drove higher transaction fees and growth in access and capacity fees contributed to higher non-transactional revenue. We’re also proud to announce our market share surged to a new record high of 16.7%. Turning to expenses, total adjusted operating expenses were about $112 million for the quarter, up 17% against last year’s fourth quarter. Excluding the impact of acquisitions, adjusted operating expenses were up 4% for the quarter and actually down 2% for the year. The majority of the expense variance related to the acquisitions was compensation and benefits. Turning now to our 2021 guidance. As Ed noted, our plans for 2021 and beyond call for continued investments to drive long-term sustainable growth in our business. For 2021, our organic revenue target is a growth rate of 6% to 7% from our recurring non-transactional revenue, which we define as access and capacity fees plus proprietary market data fees. Similar to prior years, we anticipate the majority of this growth to be driven by additional units versus pricing changes. After incorporating our ISG acquisitions, we expect the reported or total growth rate for this category to be 7% to 8%. In the aggregate, we expect the acquisitions closed in 2020 to contribute additional growth of 4% to 6% in 2021. Longer to mid-term, we are targeting organic top line compounded average growth of 4% to 6%. Given our growth plans and strategic opportunities, we are planning incremental investment of $24 million to $26 million in 2021 to help increase that growth rate in the future, which I’ll discuss further in a moment. Moving to our expense guidance. We expect adjusted operating expenses to be in a range of $531 million to $539 million versus $416 million in 2020. The projected $115 million to $123 million year-over-year expense increase falls into three main categories, 2020 normalization, core and incremental investment. First, 2020 normalization. Approximately $71 million, or nearly 60% of the increase, is due to incremental expenses from 2020 acquisitions or about $55 million, which will contribute to our long-term growth profile, a non-recurring savings in 2020 that we do not expect to repeat in 2021. The non-recurring savings realized in 2020 include; a, COVID-related savings; b, favorable accrual adjustments related to incentive compensation and facilities expenses; and c, delays in hiring, which were also caused by disruptions related to COVID-19. If you normalize our 2020 expenses for these items, the projected expense increase is approximately 10%. Based on the current market outlook, we expect these costs will recur in 2022 and beyond, although as we demonstrated in 2020, we are able to optimize our costs to preserve our differentiated track record of margin expansion. Second, core expenses. We expect these expenses to increase by approximately $14 million to $18 million, or 3% to 4% growth. This category includes our annual compensation adjustments, incremental infrastructure costs and otherwise general price increases. However, should we remain in a more locked-down state for an extended period of time in 2021, the expected expense growth should be muted. We expect to also incur incremental facility overlap costs of approximately $7 million to $8 million as we transition our Chicago headquarters and other office space. We do not expect the majority of this cost to recur in 2022. And finally, incremental investment. As Ed highlighted earlier, in support of our strategy, we plan to invest approximately $24 million to $26 million in 2021 to drive incremental and sustainable long-term organic revenue growth in high-conviction, high-return opportunities. This includes $9 million to $10 million for our previously announced European Derivatives build out, as well as investments aimed at supporting growth in index options and futures, including developing, listing and distributing unique products and enhancing marketing, education and content as well as our efforts to tap into the growing base of retail investors, among other initiatives. As we have demonstrated in the past, we have the flexibility to adjust the magnitude of our overall spend through the year. Should market conditions for our transaction revenue weaken, there are multiple levers with which we may adjust our investment levels to help realize the strong underlying margin profile of our business model. As the year develops, we will revisit how we are calibrating our investments to the current market reality to optimize both margins and long-term growth potential. Turning to our summary of full year guidance on the next slide, we expect depreciation and amortization to be $38 million to $42 million for 2021, compared to $34 million in 2020. This excludes amortization of intangibles of approximately $116 million. Moving to income taxes, our effective tax rate on adjusted earnings for the quarter was 28.6%, above last year’s fourth quarter rate of 24.7%. Absent the higher tax rate, earnings per share would have increased 6%, which reflects the impact of higher adjusted earnings netted against the incremental benefit of reducing our share count by nearly 3% over the last 12 months. Our full-year 2021 tax rate on adjusted earnings is expected to be in a range of 27.5% to 29.5%, versus 28.1% in 2020. Finally, we expect 2021 capital spending to be in the range of $60 million to $65 million, reflecting expenditures for the build out of a new trading floor and higher investments in technology and infrastructure to support our acquisitions and other growth initiatives. We expect 2021 to be an above trend-line CapEx year due to the various investments noted, and over time, we expect CapEx to return to a more normalized level of $40 million to $45 million. While we are not providing full year guidance on interest expense, we wanted to highlight that absent any additional borrowing and significant changes to LIBOR, our quarterly interest expense for the first quarter of 2021 is expected to be $12 million to $13 million, which is slightly lower than the 4Q 2020 numbers, which include incremental fees related to refinancing costs. Moving to capital allocation. Our priorities have not changed as we remain committed to investing in our growth strategy while returning excess cash to shareholders through dividends and share repurchases. As you heard from Ed, recent acquisitions of EuroCCP and BIDS reflect conviction in our ability to deploy capital, to enhance organic growth and strategic value over time, leveraging the robust technology at the core of our strong operating leverage profile. From a capital return perspective, our record financial results in 2020 and cash flow generation enabled us to return the highest amount of cash to shareholders since becoming a public company. We plan to continue being opportunistic with share repurchases as highlighted by this morning’s announcement of up to an additional $200 million in buyback capacity, bringing our total availability to approximately $400 million as of the end of January 2021. In December, we completed a $500 million bond offering used to fund the BIDS acquisition, repay amounts outstanding under our revolving line of credit and a portion of amounts outstanding under our term loan, as well as other general corporate purposes. Our leverage ratio increased to 1.4x at December 31 from 1.1x at September 30, due to the higher debt outstanding. We ended the year with adjusted cash of $210 million, reflecting in part, higher balances associated with additional regulatory and operating cash needs for EuroCCP. Now I’d like to turn it back to -- over to Ed for some closing comments before we open it up to Q&A.
Ed Tilly:
Thanks, Brian. In closing, we are extremely proud of the results we delivered last year and are optimistic about opportunities to leverage our recent acquisitions to grow our business. Our operating results highlight the strength of our diversified business and our team’s consistent execution of our strategy. By further strengthening our core proprietary products, leveraging our superior technology, increasing recurring revenue, broadening our geographic footprint, and expanding our product line by asset class, we will be well-positioned to achieve our mission to build one of the world’s largest global securities and derivatives trading networks. The investments we plan to make this year are expected to contribute to our long-term growth in 2022 and beyond. We also plan to continue to exercise disciplined expense management and efficient allocation of capital to create long-term shareholder value, and believe we have the people, technology, and expertise to continue to define markets in a very powerful way.
Debbie Koopman:
Thanks, Ed. With that, we would be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue. And if time permits, we'll take a second question. Steve?
Operator:
[Operator Instructions] And the first question comes from Rich Repetto with Piper Sandler.
Rich Repetto:
Yes. Good morning, Ed. Good morning, Brian. I guess my question is on the expenses. And this is on Slide 13 and thanks for the walk or the breakout. But I guess Brian, the two parts is just of the $55 million in -- from M&A, how much revenue offset direct revenue? Because I no BIDS is probably in the 40s in there. And then you're assuming that, I guess the COVID situation, you don't have those savings. Is there a way that you could sort of walk us through if you assume that we're in this lockdown, semi lockdown to midyear, which probably seems more like, what's happening right now anyway. So anyway, those are two questions on it.
Brian Schell:
Sure. Thanks, Rich. I would say that without getting specifically with each expense for each of the transactions from 2020, each deal that we did, I think we announced that they were accretive or neutral. So you would have an expectation, and we gave a broad range of the revenue expectations across the prior year, so that 4% to 6% on prior year. So I think that gives you a pretty good gauge of where we expect the revenue more than offset the expense adjustment to that we've noted here on as you mentioned Slide 13 for the $55 million. So in the aggregate it's going to be accretive as we noted previously. On the $16 million, I think, as a rough framework -- and again, it's your guess is as good as mine and obviously we've got to put a number out there that we're kind of reflecting in our expense guide as far as 2021. Of the three categories I kind of mentioned, I would say high level, it's probably like a third, a third, a third relative to continued savings for -- if there's continues to be some lockdown and we really don't do anything during '21 as far as some of those incremental expenses that we have. Some of that savings delay from the delayed hiring was probably a third of that. And then the one-time savings is about a third that we won't get the benefit. So that kind of gives you a frame of reference of, like I said, with the COVID-19 related expenses and how that might expense -- impact the expenses for '21.
Rich Repetto:
Got it. Thank you. Go Bucs go Brady.
Brian Schell:
Oh, geez.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Ken Worthington:
Hi, good morning. How should we think about the level of additional investments spent embedded in the 2021 guidance, so you call that $25 million. As we get into 2022, what is truly one-time? And what part of that $25 million would be expected to continue or even increase in 2022 and beyond?
Ed Tilly:
Thanks, Ken. Again, really good question. As we think about this, and it's of the first spend of the build out. And again, I don't get too specific on some of this, but I would say that going forward versus '22, certainly a portion of that European Derivative build out will sustain for into '22. So I'd say about a -- could be up to a quarter of that will not repeat as we go forward because there's a incremental investment in the upfront years. Some of that was in '20 and obviously you're seeing our projection for '21, as far as that build out. As far as the strategic growth initiatives, and that will vary based on what we end up spending as far as how much of that is permanent and fixed versus on a go-forward basis. So I think that it's going to be -- and again, we'll provide more guidance to this as we move forward. As we look at where the actual level of investment is, it's -- again, it's looking at the total dollar amount, again, will be geared toward that longer term growth rate of the revenues of where we're seeing it projected. So, again, it's a spend -- I want to remind everyone that that's a spend to really grow that top line revenue for the long-term. And so the upfront investment spend as we said with derivatives, as we said before, will have to occur before the actual revenue show up and certainly in '21 we're planning. So I would say stay tuned, but certainly a portion of that, and I'm hesitant to give you a fixed number right now will be variable and not occur in '22.
Ken Worthington:
Okay, okay. Thank you very much.
Operator:
Thank you. And the next question comes from Dan Fannon with Jefferies.
Dan Fannon:
Thanks. My question is on kind of retail and some of the initiatives you're talking about it from the spend and -- so maybe what percentage of your business today do you think comes from retail. And I guess also what makes you confident that the retail pickup is sustainable to make these levels of investments today?
Ed Tilly:
Good. This is Ed Tilly. Let me start and invite Chris to jump in. But sustainable, I think we've just seen an incredible demand that began last year, it continues, it tends to be in single name options. So our education will be focused on the basics, first. The educated investor is the one that's in day in, day out, year in, year out. And that's really what we will be targeting. So the responsibleness, the suitability, what derivatives and how derivatives can change the risk profile for investors is really what we'll be concentrating on. And I think just even recently, we had 730 participants in our series of 21 for 21, which is 21 invest -- investment strategies for 2021. It's an incredible amount of turnout early on. So we're gauging the continuation by the interest in education, we're committed to it. So the investment we make is for the long-term, and that conversion from Straight Delta One Trading and Derivatives is really where Cboe's effort will be most concentrated. And then Chris, maybe a little bit on the mix, and what we see coming in on various products and how that's different across the uniqueness of our products.
Chris Isaacson:
Sure. Thanks, Ed, and thanks for the question, Dan. So in addition to our education efforts what Ed mentioned, we're also rolling out products. We rolled out retail priority on our EDGX equities market. As Ed mentioned in his script, we had a record volume there above 700 million shares. Retail priorities now 3% -- almost 3% of the entire U.S equities market because retail investors and those who are facilitating those orders are getting better quality execution. So that's an equities. And then as we mentioned also during the script, we're rolling out products of more retail size, with many VIX futures, many SPX or XSP. We just announced [indiscernible] and we have some other things we're thinking about as well to appeal to this new retail investor base, this new wave of new generation of retail investors. So our goal is to empower and educate them about our products across our asset classes to arm them with what they need to be very successful for the long-term. That's why we believe this can be sustainable for years to come.
Dan Fannon:
Great. Thank you.
Operator:
Thank you. And the next question comes from Alex Kramm with UBS.
Alex Kramm:
Hey, good morning, everyone. Hopefully, last question on the expense side and sorry if I missed this in the prepared remarks, but the facilities costs one of those going to go away. So I guess how long is the overlap? And then secondarily, you didn't talk about cost synergies? It's always the M&A number of $55 million, is that a ex synergy number or are these deals really not cost synergy opportunities anyways, given that they’re more bolt-ons? Thanks.
Ed Tilly:
Thanks, Alex. No, you weren't sleeping. So you -- we didn't cover those explicitly. So thanks for the question. As far as the overlap, we participate the majority of that to go away following into '22 as we transition the sites. And on the expense side, as far as the ramp up goes, almost while really those transactions were not a cost play. Those were, I would say, more gaining new capabilities and where we want to be in more on the revenue side. So we don't anticipate any expense synergies there.
Alex Kramm:
Makes sense. Thanks.
Chris Isaacson:
Alex, I might just jump in on the expense side. So there's -- as Brian said, there's different synergy places as we highlighted -- as Ed highlighted, especially Information Solutions is a great example of this where we really those are purchases that we made in order to grow to build what we believe is a world class Information Solutions platform. And so this is about fueling growth, not cost synergies.
Alex Kramm:
Yes. Understood. Thanks again.
Operator:
Thank you. And the next question comes from Ken Hill with Loop Capital.
Kenneth Hill:
Hey, good morning, everyone. Ed you touched on this in your prepared remarks a little bit, but I was hoping you could talk about the long-term aspirations. Cboe has around crypto given you guys have had a product on the future side in the past. The ETF side has been pretty challenging for everyone involved. But overall this is an asset class that continues to grow and standing. It's becoming more important to institutional to retail. So you touched a little bit on the agreement you have with CoinRoutes I think to provide indices and data to an environment that's kind of murky. So I'd love your thoughts on, A, what that kind of will involve, and then kind of how you see that environment ecosystem more broadly growing over time and what role Cboe plays there?
Ed Tilly:
Boy, I love the way you framed that. The ecosystem is really what we were after when we launched, albeit probably a bit early a few years ago. We too saw the potential and the interest and while not a huge asset class as measured by AUM, certainly by turnover in trades. So we know there's a great deal of interest from the trading community and growing interest as you point out institutionally for some exposure. So when I warm up like that, you can tell that we are planning how to reenter the space, very measured and cautiously. But I could not describe it any better that the importance of the ecosystem what we see by vibrant derivatives markets, cash settled markets, retail accessible markets, you mentioned ETPs, and ETNs, all very important for a successful exposure to crypto. So in the planning stages, but we plan on reentering that market over time, and it's just a matter of us right now on prioritization. So stay tuned in development and want to get back into the space.
Kenneth Hill:
Understood. Thanks very much.
John Deters:
Ken, this is John. Just to follow-up on that. It's -- the CoinRoutes you touched on the CoinRoutes partnership. We'll start with transparent pricing and a regulated framework. When we weren't crypto earlier, that was our approach. We think that the ecosystem in crypto is that much further developed, it's a rapidly developing space. And so there's a reason we kind of started on the pricing side is we believe that plays into ultimately any product that we would look to launch. It's critically important that we have a transparent pricing framework for folks to understand the value of those assets.
Kenneth Hill:
Thanks, John. Thanks, Ed.
Operator:
Thank you. And the next question comes from Mike Carrier with Bank of America.
Mike Carrier:
Good morning, and thanks for taking the question. Just on the midterm outlook for organic revenue growth of 4% to 6%. Is that total revenue growth? And then if so, can you just provide a bit of perspective on how that breaks down on the non-transaction side versus the transaction side? And then areas where you're more confident on the transaction front? Thanks.
Brian Schell:
Yes, I'll start with that. Thanks for the question. As we think about that, it's -- we know that first we'll start off with the -- that medium term target. And it's not obviously a next year guide, because we know that sometimes there's unpredictability in transaction revenue quarter-over-quarter or even a few quarters over time. So that's why we want to make sure people understood our view over a called a medium term. And also it's incredibly consistent with actually what we've achieved over the last 4 years as Ed kind of referenced to earlier. I would say that, we -- it's going to be a combination. We already laid out the non-transaction revenue growth expectation. As far as our proprietary products -- excuse me, the proprietary market and access capacity fees, how we laid that out. Obviously, you have -- for us, you have the SIP, the take plans, which is at best probably flat, and then you have the remainder being made up on the transaction revenue side. Again, that is over time, versus any one period of time. So that's I think if you look at the primary drivers of how that looks, and what we've achieved, but again, it's we're looking to -- as you can just see the math and you do the numbers is that, look, there's going to be more recurring revenue as we continue to build that, you're seeing a more diversified revenue base. And frankly, it's just -- it's a higher conviction that over time that we're building that sustainable revenue, and that's how that's growing. And you're going to have the impact of the acquisitions that we talked about, which again, is not in that organic number. But is that rolls into that number over time. Again, we feel good about how that continues to grow as well.
Mike Carrier:
All right. Make sense. Thanks.
Operator:
Thank you. And the next question comes from Ari Ghosh with Credit Suisse.
Ari Ghosh:,:
Ed Tilly:
Thanks, Ari. Great question. I'll start with the first and then invite John and Chris on the ISG, in particular. The products segment, I think if you -- just take a half a step back, and what we discussed primarily for the three quarters of last year after the huge volumes and volatility spike in the first quarter was institutions told us that they’re on the sidelines, there's too much uncertainty out there, right. If you think about this pandemic just being defined U.S elections on the map an uncertainty there, led to a runoff election, Brexit coming, going closing, not closing. And told us once some of those uncertainties were passed, that there'd be reengagement that there needs to be and there's a demand for exposure and more broadly in the U.S market. And that's what we're seeing in January. So just basically a feeding back directly from those institutional users and their plans moving forward, and we're seeing that engagement. So that's really not surprising to us. Stressed, I think, maybe your word probably a little bit too much of a reach. I think we're seeing more broadly, interest in short-term moves and volatility, a lot of that led by the volatility in single names, raising volatility overall. And then we look at VIX options, we see interest in buying puts, when people realize or investors realize cash that spike, don't think that's sustainable. We saw that last week, and we saw put buying, and sure enough, investors in this cycle tended to be right. So we see engagement across now a variety of macro trading cycles, and I like it. The engagement is up and down, our institute -- our proprietary products led by institutions reengagement. So, I don't think I'd call any segments out, or not reengaging, maybe some slower than others, but it's engagement each and every day. And we'd like to see what we're seeing in January, I'd love to see that continue. Chris, and John, maybe on the ISG question.
Chris Isaacson:
Yes, just as we think about engaging with customers, not just institutions, but customers in general, ISG just fits so nicely with our products because usually starts with data. And we have unique data sets to give them. And then once they have data, and they've proved out whatever model they might be looking at our investing strategies in to access, choose invested a lot in Silexx and other tools. And then they need to manage risk once they get positions on and we have what we think is a complete risk management suite for them to manage position. So to get data that access and then managing your portfolio with risks and we feel like we have a full suite for them to really engage and use our products in a very efficient and effective manner. And I'll end with offering unique products, an example would be FLEX there, for instance, which is getting a broad use for target outcome investing. I just think it's an example of us using our products and our tools to offer a product that appeals to certain customers, where they're looking for specific outcomes and really leading and inventing in our space.
John Deters:
Ari, I will jump in as well, this is John. I think on the ISG question, really to Chris's point, when we think about them, it's not just the ISG acquisition. But when we think about M&A, we think very deeply about how the asset fits into the machinery of our broader network. And in this case, really there's a tight fit with those acquisitions because what they do is they drive the decision making process for largely institutional investors on that side. This is a long-term trend. It's not an -- it's not a 1-year trend, not a 2-year trend. We're in the middle phases, I'd say, of institutions automating their decision making processes, especially for complex instruments, like those that drive our proprietary product revenues. And so automating things like the pricing evaluation process, risk mitigation, margin processes, we're giving tools to institutions to allow them to automate their processes and engage more deeply in our product set. So we see a lot of long-term potential. And remember, we're doing this all the while, while we extract revenues because there's value in the product itself. So not only are people trading more as a result of the ISG products, but the ISG products themselves have value and they are contributing to our growing base of recurring revenues.
Ari Ghosh:
Appreciate all the color. Thanks all.
Operator:
Thank you. And the next question comes from Alex Blostein with Goldman Sachs.
Alexander Blostein:
Great. Hey, good morning, everybody. I was hoping we could spend a minute on your capital priorities as you think about '21. I know Brian each had kind of broader strokes, nothing has really changed. But you guys obviously been pretty active on the M&A front in the last couple years. Leverage came up a little bit as well. So maybe help us kind of walk through the use of free cash flow over the next sort of 12 months between deleveraging return to shareholders and anything else on the M&A front?
Brian Schell:
Yes, thanks. Good question. Again, just reiterating, and the strength of the cash flows that we generate will continue to deploy those which, again, with the approach of achieving that long-term shareholder value growth. I think what you have seen is that conviction to deploy the capital to enhance the growth, global network standpoint, from a product, from an access, organically, inorganically, again, trying to make sure we're leveraging our infrastructure to grow for the long-term. And part of the keeping that balance sheet, I'll call it low leverage, is that if there's something that does become attractive is that makes sense. We want to make sure we could potentially deploy that capital. But absent that, again, the prioritization really hasn't changed. It's a continuing dialogue. Again, we have with the Board, we have the management team, you see it reflected in the share repurchase increase with the growing -- with the confidence and outlook for the stock is growing the repurchase authorization. But again, the prioritization of -- look, it's we're going to focus on organic initiatives, as we’ve talked about. It's been the focus of the call today and our guidance going forward. We always continue to have a commitment to that an annual dividend increase. We again -- and then with the share repurchase, as I mentioned, we'll continue to look for that to be opportunistic. Depending on where all those ranks -- excuse me, where that last one the share repurchase and delevering, I personally don't see as much value in delevering today versus say, for example, absent anything else continue to return cash to shareholders. So delevering from where we are today is not, I would say a big focus of that capital deployment.
Alexander Blostein:
Great. Thanks very much.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great. Good morning, folks. Thanks for taking my question. Maybe wanted to tie expenses and revenue together. So just quickly -- just on the expense outlook, is that -- are you considering the January trends in the expense forecasts just, I guess, a flavor of kind of the volume outlook you have for '21. But then on the strategic growth initiatives, Brian, what's the thought on the payback on timing of revenue -- gaining revenue attributable to those expenses? And if you can also talk about the European Derivatives effort in terms of when do you think you'll have positive revenue there after obviously market maker payments?
Brian Schell:
Sure, thanks. I'm not sure I understood the first part of your question about the …
Brian Bedell:
Just on the 531 to 539 expense guide, are you making essentially a strong volume environment that we're seeing here in January, given that you were calling for retail trading to be and institutional investors to come back in the market and -- I get the view was that this would be a sort of more sustainable revenue trading environment.
Brian Schell:
Okay. So if I think I understand that, I would say that January, and I know I may be flip with my response, doesn't make a year. So that has been strong volumes. And so it does certainly play into how we thought about the year and what can be achieved. So having that as a backdrop, we're not using January to inform our entire year and what we're doing, but there's obviously some trends that we're seeing continue on. As Ed talked about, as the rest of the team has talked about from the institutional activity, from the retail activity on a go-forward basis and the various products and the various asset classes. As far as the investments and outlook and where do we expect to see the return, how long, and that will vary by each product as we talked about it, and Ed mentioned the worthy investment priorities were with respect to non-transaction revenue growth, European Derivatives build out, the BIDS expansion, the retail, the 24x5, extended trading hours, all of those things are coming more or less online as we talked about in 2020 and more in the latter half of 2020. And we said these are investments in '20 for a -- excuse me, in '21, for a '22 kind of more significant growth contributions for revenue. So it can't go right now and say it's going to happen in this quarter other than there's a possibility that, yes, we're going to expect to see some revenues in '21. But again, it's later in the year, but the real expectation that I think our investment community should have is that it's a '22 revenue growth delivery. And again, what we're looking to make sure that we're delivering on is, at the end of the day, we're trying to have a secular growth of the business. And, again, we see the increasing need for the data and analytics, a need for better access and addressing that demand with a new product, new geography, which again is represented by I think, the four kind of areas that we're prioritizing. So that's a long winded way of saying, I'm not going to give you a revenue guidance as far as '21, and that we expect to start seeing that in '22 and beyond. And obviously -- and this is true with probably with most firms. We see a really, really large ROI on organic activities that especially if we can leverage the existing infrastructure, and leverage the existing network that we have today, and really meeting the demand and access capacity that we see a -- really high ROI and that's again, that's a 2 to 3 year look. And again, that helps contribute to that medium to long-term growth rate that we talked about upfront.
Ed Tilly:
So let me see if I can just summarize it a bit. What we see happening in January, as predicted is reengagement at the institutional level. That it's eliminating last quarter's headwind when institutions were on the sideline waiting for uncertainty to pass. Separate and apart from the investment we're making for the future and Brian laid them out, I think 24x5, the extension of BIDS, our continued investment in ISG and obviously our midyear launch of European Derivatives, all in queue and ready to make an impact for us in 2022 and beyond. That's the way we're looking at it.
Brian Bedell:
That's great color. Thank you so much.
Brian Schell:
Brian, I just also want to hit European Derivatives. We're super excited about this. And it just bears out the statistics in 2020. We're up 50% in the U.S market in terms of European directives, and the European market is flat to down on equity derivatives. It just highlights the opportunity to grow the pie there. It's going to be a build, but it's a super exciting thing for us.
Brian Bedell:
And that's starting in later -- from a revenue perspective, later in '21 I think it's what you intimated in the first part of the comments. Is that correct?
Ed Tilly:
That's right. So launch midyear, steady build out into the back end of the year.
Brian Bedell:
Okay. Great. Thank you.
Operator:
Thank you. And the next question comes from Chris Harris with Wells Fargo.
Chris Harris:
Great, thanks. Can you guys share your view on what a change in the SEC leadership might mean for the industry and Cboe specifically?
Ed Tilly:
Let me start with more broadly. The SEC and the long-term view and relationship we've had, I would sum it up as an incredibly healthy tension where both the SEC and Cboe put the investor, the retail investor first and foremost in our thinking is in our day to day, it's in our operations, it's in new product development, it's an order handling, it's an all our comment letters. We both have been aligned with trying to do what is best for a market structure wise the investing public. I think that will continue our expectation of the new chair as he's putting together his team will be a very healthy relationship with his frontline, the listed exchanges. We are where price discovery happens. I'm sure this Chairman and his team will understand that. And I'm looking forward to just some incredibly healthy dialogue. So very optimistic going into the change. Chris, operationally, I think what I hope continues is the engagement we've seen in the SEC primarily this year about the lit exchanges and how what an incredible role they've played in maintaining stability in the most uncertain of times. I hope that continues. I think it will, but Chris, I think the amount of time the team at the SEC has spent with us in regular calls, updates and communication is a model for the future. But a couple words from you I think operation is important.
Chris Isaacson:
Yes, Chris. So we've a great dialogue -- continued great dialogue with the commission staff. We look forward to continuing to work with them. Obviously in January, we saw record volumes and across many asset classes, U.S equities, U.S options, just incredible volume really. And really the market structure worked as designed. And I think we will see the SEC focused on investor protection, investor education, which very much aligns with what our goals are as well, which is investor education, empowerment and making sure the market structure is serving the investing public well, and that's really lit markets at the center of it. And those lit markets, and CCPs, et cetera, they showed very well in January despite some kind of unprecedented events.
Chris Harris:
Okay. Thank you.
Operator:
Thank you. And the next question comes from Owen Lau with Oppenheimer.
Owen Lau:
Good morning. Thank you for taking my question. So a quick one from me on Slide 14. Your organic growth for recurring non-transactional revenue was 9% in 2020. What are the factors that make you to guide only to -- 6% to 7% in 2021. So are you being conservative? Or they are like any reasons you want to call that would slow down the growth? Thank you.
Brian Schell:
No, I would say that we actually are still pretty pleased with the kind of that mid to high single-digit growth rate. We -- as that base gets larger, as you know, there were some -- we continue to look at our penetration is where the opportunity is, obviously, coming out of the gate, we look at our pipeline, we look at where we are. We are going to be conservative, where we are. But we're still pretty pleased with that growth rate. We still think there's opportunity. We still look at where we are from a geographic standpoint. As far as where are we seeing growth coming across the asset classes, where they're coming across the U.S., EMEA, APAC and where it's generating those growth targets. You've heard Ed and Chris and John talked about the ISG opportunities that are out there from the index services and the historical data sets to the new data and analytic services and expanding the customer base. So again, we actually liked that growth rate. And some of that is a normalization from the growth rate from where we were from the prior year with some of the acquisitions. But overall, I think it reflects a very, very good expectation for a go-forward basis.
Owen Lau:
All right. Thank you very much.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi, good morning. Kind of just follow-up on the prior SEC question. Market data infrastructure reform was passed in December. Obviously, there's a really long road to potential implementation. But how should investors be thinking about your SIP fees under a competing consolidator model? Or maybe your prop data revenues if there's more depth of book eventually included?
Ed Tilly:
Maybe, Kyle -- there you go, Chris. Thanks.
Chris Isaacson:
Yes, Kyle, I'll jump in on that. So we've made our views on both the governance -- the government's proposal order as well as the infrastructure rule, pretty clear in all of our comments letter. So I'll refer you to those. We have broadly been supportive of increasing the quality of the content of the SIPs. And over the years have been very supportive of improving the technology as well. So -- but we do differ on certain points with the SEC on both the governance and infrastructure proposals. So we think there's opportunity for the SIPs to continue as they are, with some enhancements as well as our proprietary market data that continue to be valuable for those who decide to purchase it. We don't see them as mutually exclusive. We see them as complimentary.
Operator:
Thank you. And the next question comes from Chris Allen with Compass Point.
Chris Allen:
Hey, morning, guys. I wanted to ask about the impact from acquisitions next year. The 4% to 6%, I think equates to about $50 million to $75 million of incremental revenues. Just wondering what was the revenue generation so far this year? And what are the different components? I think BIDS trailing 12-month revenues, we're running about $42 million as of June. Then, Euroclear second half of this year is about $14 million. It's $20 million annualized in equities, another $7.5 million annualized basis. So just wondering what are the different components and getting numbers a little bit higher than what your guidance implies.
Brian Schell:
I'm sorry, Chris. Was your number -- I’m sorry, your question was specifically around '20 or -- I'm not sure I got that.
Chris Allen:
Yes, what was the revenue -- yes, what's the revenue -- what was revenue contribution from deals in 2020? And then what's baked into your expectation for the 2021 impact, which is about $50 million to 75 million. Just because BIDS impact and then the run rates and the current deals that we can see implies about $77.5 million, and that doesn't assume any impact from the derivatives rollout in Europe or any growth.
Brian Schell:
Well, right, the derivatives role, and you're correct, the derivatives role is purely was more of the expense as we roll that off, as far as -- excuse me, as we roll back into the overall -- in expense guidance. I think the 4% to 6% rate for going forward, I mean, I think that's more of a math question. So I think I'm not sure what additional color I can provide there as far as what that looks like. And then as you look at the 2020 numbers, I don't know, if I have the total dollar amount in front of me as far as the specific 2020 contribution. I can certainly get that too, I just don't have that number all aggregated from each of those individual. I'll just say that the run rate on a go-forward basis, again, is we feel good about that 4% to 6% range. And with all the announcements that we've had around, including the BIDS numbers that we gave you, but we can certainly follow-up on the specific detail that's included in the 2020.
Chris Allen:
Okay. Thanks.
Operator:
Thank you. And the next question is a follow-up from Alex Kramm with UBS.
Alex Kramm:
Yes. Hey, thanks. Sorry, just a couple of quick follow-ups to end the call here. These are housekeeping questions. Coming back to the EuroCCP, can you just flesh out what happened there sequentially? In terms of the revenues, I think they were down quarter-over-quarter decent amount, but cleared volume was up. You don't provide a lot of revenue capture metrics there. So anything you can help, so we model that stuff better. And then speaking of BIDS, again, as this comes in now, can you just help us the geography of the -- in your income statement, or rather in your segments, I mean, there's the U.S and the Europe business. You’re going to break this up or where should we be including this for the time being? Thanks.
Ed Tilly:
So the '20 for the -- this is going to roll up into North American equities is where we're going to see that, and we'll provide as much kind of colors we can around the metrics there. So look for that kind of go-forward basis with our volume release. On the overall EuroCCP revenue and the volumes -- and the revenue, we were up. We saw a little bit as you'll see with the capture, and over time we will provide more and more color as far as some of the -- with the capture and the metrics that go there. But anytime we see with some of the volume increases, you're going to see a little bit of mix shift within the fee schedule with respect to tiers, types of clearing, types of settlements. So overall, we're actually pleased with the 3Q to 4Q growth rate. The 3Q actually had a little bit of a lift because of a liquidity credit that we're able to take advantage of in 3Q. But from a pure, I'll call from a transaction basis, we actually had a nice lift overall in revenues.
Alex Kramm:
Okay, thank you.
Operator:
Thank you. And the next question is a follow-up from Rich Repetto with Piper Sandler.
Rich Repetto:
Yes. Good morning again. First, I would just want to say it was a one conscious, I didn't -- can make the connection between Bats in Kansas City, but I didn't mean to offend you might Kansas City friend.
Brian Schell:
We are trying to forgive you, Rich.
Rich Repetto:
Okay, but I do really have a follow-up. And the question is on the -- there's been a number of questions on the retail, frenzy that we've seen in trading and all the issues that are around it. But I guess I wanted to ask you, Ed or Chris, what do you see as potential solutions to it? That is the yes. I don't know that you can do or the SEC or anybody else.
Ed Tilly:
Rich, I don't think …
Rich Repetto:
Do you need a solution, yes.
Ed Tilly:
Great. Good way to put it, I think, I don't know that I categorize as solution, transparency, education, what is the hunger? Why -- what is the motivating factor on some of these investment decisions? What is the duration? What's the goal? I think that my reference to investing in retail is understanding the exposure that retail is looking for, understanding the strategies and being able to bring to market contracts and exposures that are directly focused on what the retail investor of today is looking for, which is different, perhaps in the retail investor of yesterday. So for us, as I've said, we continue to say Rich, and I love the question because it's a great way to wrap this up. We can solve everything with education and transparency, we truly can. And our options institute is armed and ready to engage with new retail, our research and development team are engaged with and we teased that we're looking at contracts to bring to the market that address the needs of the new retail investor. That's what we're going to be focused on. I don't think there's a fixing that needs to be done out there. But education certainly does provide for a day in, day out, year in, year out investor who's engaged trading suitable contracts. And once that we will help them with the basics as I say sophisticated strategies will then follow.
Rich Repetto:
Okay, okay. Thank you very much. Go, Brady.
Operator:
Thank you. And the next question is a follow-up from Kyle Voigt with KBW.
Kyle Voigt:
Hey, thanks for taking my follow-up. Just a modeling question on the -- on other revenues of $13.9 million. Does that increase related to your CCP trade reporting or something else? And then just wondering how sustainable that level is?
Brian Schell:
So that's going to be a collection of any number of things. It does have a little bit of the EuroCCP items in it. It's going to -- and that's when you don't -- we don't always have as much visibility to, but it's going to be a collection of matters. And I would say what we do and I'll be honest with from a modeling standpoint, we kind of look at the aggregate and see where the ebbs and flows have been over prior periods and a roll forward basis. It's just not a material item that we look at, but there is a slightly higher contribution from your CCP.
Kyle Voigt:
Thank you.
Operator:
Thank you. And that does conclude the question-and-answer session. So I would like to return the floor to Debbie Koopman for any closing comments.
Debbie Koopman:
Thank you. That completes our call this morning. We appreciate your time and continued interest in our company. I'll be available for any follow-up. Thank you.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect your lines.
Operator:
Hello, and welcome to the Cboe Global Markets 2020 Third Quarter Financial Results Conference Call. All participants will be in listen-only mode. [Operator Instructions] After today’s presentation, there will be an opportunity to ask questions. [Operator Instructions] Please note, today’s event is being recorded. I would now like to turn the conference over to Debbie Koopman. Ms. Koopman, please go ahead.
Debbie Koopman:
Thank you. Good morning. And thank you for joining us for our third quarter earnings conference call. On the call today Ed Tilly, our Chairman, President and CEO will discuss the quarter and provide an update on our strategic initiatives; then Brian Schell, our Executive Vice President, CFO and Treasurer will provide an overview of our financial results and provide updated 2020 guidance. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our Chief Operating Officer, Chris Isaacson; and our Chief Strategy Officer, John Deters. In addition, I would like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. During the course of the call this morning, we'll be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I'd like to turn the call over to Ed Tilly.
Ed Tilly:
Thank you, Debbie. Good morning, and thank you for joining us today. I hope everyone continues to remain safe and healthy, as the pandemic continues to take its toll around the globe. I'm pleased to report solid financial results for the third quarter of 2020 at Cboe Global Markets, where we continue to advance our strategic growth plan to strengthen our product line across asset classes and geographies, broaden our customer reach, diversify our business mix, with recurring revenue and leverage our superior technology. Thanks to this ongoing disciplined approach, we were well positioned to navigate market conditions that left many institutional investors on the sidelines. Much as we saw in the previous quarter, our third quarter results were driven by increased trading volumes in cash equities and multi-listed options, fueled by growth in retail trading. We also saw continued growth in our recurring proprietary non-transactional revenues. Last quarter, I highlighted our strategy to strengthen our U.S. Equities business through new markets and new trading mechanisms, such as retail priority and periodic auctions. Growing retail participation helped drive a 26% year-over-year increase in U.S. equities trading for the quarter. Volume and retail priority orders which we launched last year on Cboe Edgx, represented nearly 23% of total volume and helped propel the exchange to record market share last quarter of 6.8%. We believe we are uniquely positioned to define the state of the art in Equities trading through product and market innovation. We took significant steps towards realizing that vision with the third quarter completion of our acquisition of MATCHNow and with our recently announced plans to acquire BIDS Trading. MATCHNow you will recall is Canada's largest alternative trading system. I'm pleased to say, we are well on track with its integration, which enables us to expand our equities offering, achieve incremental scale and reach new market participants. Importantly, we also see MATCHNow as a toehold in the Canadian market for additional Cboe products and services. We were delighted this month to announce our planned acquisition of BIDS Trading, which is expected to provide us with meaningful presence in the substantial off exchange U.S. equities market. We received great feedback on the deal from our customers and couldn't be more excited about the opportunities ahead in this growing space. Our successful and innovative partnership with BIDS Trading began in 2016 with the launch of Cboe LIS now one of the largest block trading platforms in Europe. We've since enjoyed a collaborative and fruitful relationship with Tim Mahoney and the entire BIDS team and are pleased that they will remain part of the Cboe family. While BIDS will continue to operate as an independently managed venue separate from our U.S. securities exchanges, we have great faith in their expertise and ability to execute on our shared vision once the deal is approved. Similar to MATCHNow, we view the value of the BIDS transaction in terms of the significant new dimension it brings to equity trading at Cboe and for how it enables us to grow our entire product ecosystem. In addition to expanding our equity trading market and customer base, the acquisition of BIDS and its leading block trading platform provides opportunities for us to bring off exchange trading and services to other products and geographies including Canada. Turning now to multi-listed options trading. This is a fitting point for me to take a moment to note the passing of Joe Sullivan, Cboe's Founding President. His tireless advocacy for a listed options market, helped launch Cboe and with it the entire options industry 47 years ago. Joe was an amazing visionary and I echo my condolences to his family here on behalf of our entire company. Cboe has since become known for other products and services, but we have always remained committed to being a leader in the equity options space. Our recent initiatives have focused on accessing and engaging in broad market through our acquisitions of Hanweck, FT Options and Trade Alert, the expansion of our options institute offering and the introduction of products for sophisticated retail market participants. In the third quarter, retail trading led the way to a 42% increase in equity options trading at Cboe with smaller short-term positioning trades. Each of our four options exchanges are year-over-year increases in average daily volume. Zero broker commissions and free trading apps ushered in a new generation of retail traders, who continue to contribute to record volumes in 2020. Conversely, market uncertainty continues to dampen institutional trading. The ripple effects of the COVID-19 virus continued to be felt as the economy looked to stabilize during the third quarter. Business is reopened and consumers slowly began resuming some semblance of typical activity. But the path forward was and still is marked with massive uncertainty, the lack of progress in negotiations to extend fiscal stimulus programs, combined with the risk of additional shutdowns due to rising COVID-19 cases and the upcoming U.S. elections, kept the VIX index elevated throughout the third quarter when it averaged 25.8, 8.5 points over its five -year average. Election uncertainty continues to be seen in the VIX futures term structure. On August 31, the spread between the September and October VIX futures was more than double the previous three presidential elections. In times of heightened uncertainty, education becomes a key driver to investor adoption. We revamped -- I'm sorry, we ramped up our marketing and educational efforts accordingly. Third quarter initiatives included the launch of product-focused webinars, which we plan to expand in 2021, an ongoing revamp of our education website and enhanced learning tools to optimize investor understanding. And pilot testing of a new core derivatives education curriculum, which we plan to launch in the first quarter of 2021. Additionally, our experienced team continues to work closely with customers, so they may better understand how to leverage our diverse product set and trading resources to navigate changing market conditions. We also continued in the third quarter to enhance our proprietary index product set, most notably with the August 9 launch of Mini VIX futures. The smaller VIX futures contract is designed to provide additional flexibility and volatility risk management and greater precision, when allocating among smaller managed accounts. Mini VIX futures were launched in response to market demand and the growing opportunity we saw among sophisticated retail market participants. Since launch, we surpassed one million contracts traded and fully expect adoption to continue to grow as customers now have access to a smaller notional contract. We have rolled out ongoing marketing and education programs aimed at helping retail participants, better understand how to leverage the benefits of Mini VIX futures trading. We also see opportunity to expand retail adoption of XSP, our Mini SPX Index options product, which has the benefits of cash settlement and potentially better tax treatment than SPY options. Beginning next week, we are moving XSP to our BCX exchange, which employs a make or take or pricing model that incents market makers to provide tighter quotes, which in turn enhance market quality. SXP will also remain available for trading on our C1 hybrid exchange. In other product news, we responded to the growing global demand for investment strategies focused on sustainability, with the launch of options on the S&P 500 ESG index in September. We're pleased to expand our exclusive suite of S&P Dow Jones Index options and to provide market participants with an efficient means to incorporate ESG values into their investment portfolios. We continue to optimize and diversify our business mix with recurring revenue through Cboe Information Solutions, our comprehensive suite of data solutions, analytics and indices. Our information solutions offering provides a value-added recurring revenue stream and supports transactional growth in our suite of proprietary products with tools that draw users to our markets and drive volumes as they reestablish their trading positions. The ongoing expansion of Cboe Information Solutions positioned us to effectively respond to the heightened demand we now see for historical data sales and subscriptions contributing to the strong organic and inorganic growth of our proprietary recurring non-transactional revenue in the third quarter. Last quarter, I provided a detailed update on the integration of the acquisitions made over the past year to further expand our information solutions offering. So I will just add here that those integrations remain on track, and we expect to see greater customer demand as a result. We also remain on track to launch Cboe European derivatives in the first half of next year after making significant progress in its build out during the third quarter. The platform is available for early testing with customers and we have secured commitments from major sell-side firms, market makers and clearing firms to be participants from day one. We're pleased with the progress made thus far, and I look forward to providing ongoing updates. Turning now to our FX business where we leverage the product innovation and technology expertise we deploy across all our markets to bring the benefits of an independent, transparent market structure to institutional, foreign exchange trading. Among its benefits, our FX model provides greater control of the trading process, enabling better trade execution and lower transaction costs for our global customer base. We're excited about the opportunities for organic growth and continue to effectively evolve this market. Over the last few months, we significantly expanded and diversified our FX offering with the launch of Cboe FX Central, our new central limit order book and Cboe Swiss, a new venue for trading non-deliverable forwards. Alongside Cboe set, the launch of Cboe Swiss expands our NAF trading business to meet the diverse needs of a global client base. We see the continued electronification of the NDF market as a unique opportunity for further expansion given our strong technology platform, innovative data-driven approach to liquidity management and robust global footprint. In closing, I would like to thank the entire Cboe team for an extremely productive quarter. Their expertise unwavering focus on the execution of our strategic growth initiatives enables us to launch new products those highly strategic deals, integrate new teams and services and expand our customer base. Clearly each new initiative aims to strengthen at least one pillar of Cboe's diversified product and services offering, but it's important to note that each is also designed to further leverage the entirety of our unique product ecosystem, which powered by superior technology enables us to synergistically shape and capture revenue from every phase of the trading cycle. This past quarter we continued to leverage that unique value proposition and strengthening our leading industry operating efficiency by launching new products, attracting new users to our marketplace, enhancing recurring revenue streams, and setting the stage to expand our products and services into new markets and geographies. Significantly we accomplished all of this while continuing to generate positive financial results amidst unprecedented headwinds in institutional trading. We continue to focus on that, which we can affect. As a result we are confident we are well-positioned to benefit when trading wins change as they inevitably do. Moreover, we are excited by the progress made and the new opportunities created in the third quarter to continue to further define markets, create opportunities for our customers and reward our shareholders. With that, I thank you for your attention and we'll turn back -- turn it over to Brian.
Brian Schell:
Thanks, Ed, and good morning, everyone. I hope everyone and their families are remaining safe and healthy. And I'd also like to thank my fellow Cboe associates for their continued hard work and dedication in advancing Cboe's growth initiatives. Let me remind everyone that unless specifically noted, my comments relate to 3Q 2020 and as compared to 3Q 2019 and are based on our non-GAAP adjusted results. While earnings declined year-over-year, we reported solid financial results for the quarter. Again highlighting the diversification of our revenue streams and the contributions from our investments, reinforcing our strategic initiatives. Our net revenue decreased 1% with net transaction fees down 8% and non-transaction revenue up 1%. Adjusted operating expenses increased 13% driven by our acquisitions. Adjusted EBITDA of $192 million was down 8%. And finally, our adjusted diluted earnings per share decreased 14% to $1.11 reflecting a higher effective tax rate. We grew our quarterly recurring revenue stream of proprietary market data and access to capacity fees by 14% compared to third quarter 2019 exceeding our prior guidance of mid to high single digits. This increase includes organic growth of 10% and $5 million attributed to our acquisitions. The organic growth reflects 11% growth in access capacity fees and 8% in proprietary market data revenue, driven by increased demand for historical data sales and subscriptions. Growth in new accounts and strong uptake on new data set offerings. The organic growth of proprietary market data and access capacity fees continue to be driven by incremental subscriptions and units accounting for 87% and 86% of the growth this quarter respectively. In our last call, we also noted that certain floor broker access capacity fees were reinstated following the reopening of our trading floor on June 15th. This resulted in higher access capacity fees in 3Q '20 compared to 2Q '20 which were offset by lower revenue per contract RPC for index options. Looking ahead to year-end, we now expect the underlying organic growth for proprietary market data and access capacity fee category to be mid to high-single digits versus our prior guidance of mid-single digits. And we now expect the reported growth rate for these non-transaction fees to be low double-digits versus our previous guidance range of mid to high-single digit. Now a review of our segments. In our options segment, the 1% or $2 million increase in net revenue primarily reflects strong trading volumes in our multi-listed options and growth in our market data revenue offset somewhat by lower trading volumes in our index options. Acquisitions contributed $4.5 million and options related to proprietary market data revenue. Additionally, industry market data revenue increased 13% primarily driven by growth in retail engagement. Also driven by strong retail engagement, the average daily volume or ADV for multi-list adoptions rose 42%, while RPC was unchanged. The ADV for index options declined 22% and while RPC increased 12% resulting in a 20% decline in index options in net transaction fees. The index RPC increase was mainly due to a shift in volume mix as well as an SPX fee increase implemented earlier this year. The decline in index RPC in 3Q versus 2Q reflects the reversal of certain second quarter fee changes after reopening the floor. Turning to futures. The 39% or $15 million decrease in net revenue primarily reflects a 38% decline in ADV and a 13% decrease in RPC offset somewhat by lower royalty fees. The RPC variance was driven by two factors
Debbie Koopman:
Thanks Brian. [Operator Instructions] Pete?
Operator:
Yes. Thank you. [Operator Instructions] And the first question comes from Rich Repetto with Piper Sandler.
Rich Repetto:
Good morning, Ed and team. I guess my question is going to be on equities. And you talked about the lower RPC in the third quarter. And I guess we can back into some of the monthly reportings that September was particularly low. Could you talk about I guess what the strategy was with the RPC, MEMEX fully launched yesterday still not even 1%. But -- and can you also update us on what the takeaway so far what you learned in regards to MEMEX and are the two related here the RPC and MEMEX?
Chris Isaacson:
Hey, good morning, Rich. Thanks for joining. Thanks for the question.
Rich Repetto:
Hey, Chris.
Chris Isaacson:
Yes, they just rolled out all their symbols yesterday. So as we've said before, we expect strong competition from them going forward. But as we're always doing, we're optimizing our net revenue capture as well as our market share and the changes we made for September were to grow our market share to better compete with off exchange trading as well as other exchange operators. It's had the desired impact. We're up almost a full percentage point. EDGX is setting new records with retail priority. And we expect MEMEX will continue to be competitive and we're going to be very competitive, but optimizing that revenue capture. And as Brian mentioned in his prepared remarks, we've already adjusted pricing in October and likely will be in November as well. This is as you know a very dynamic market very competitive and we'll be adjusting capture and pricing to remain competitive. We like the business. And we think the innovations we brought to the market with retail priority Quote Depletion Protection, Cboe Market Close. We think we're in great stead there. I'm quite excited about periodic auctions as well. As soon as we get SEC approval.
Rich Repetto:
So we should see a rebound in that RPC in October. Is that what you're saying Chris?
Chris Isaacson:
Yes. We're adjusting always what's the appropriate capture versus the market share. So you can -- not going to predict what the capture will be, but we're going to optimize for net revenue over the long term, which market share and capture obviously are probably two key ingredients.
Rich Repetto:
Okay. Thanks very much, Chris.
Operator:
Thank you. And the next question comes from Dan Fannon with Jefferies.
James Steele:
Hi. This is James Steele filling in for Dan. Good morning. My question is on the access and capacity fees. If I heard correctly, it sounded like you're increasing the growth expectation there. I know that you mentioned investor education and, there're some new products there. So I was just hoping you could distill what you're most excited about and what the reason for the uptick in guidance is?
Brian Schell:
So, this is Brian. I will -- I would say, it's a continuing trend. I mean, I think what we're seeing is, we've been seeing this growth for several years in this category. And it's coming from across the business. It's coming within options; it's coming within equities, as we continue to compete aggressively. I think as people are realizing, both the value of what's coming out of the exchange, as well as the enhanced market data that we're able to drive demand from our customers. I will say that, with the acquisitions within our Information Solutions group is that, we're seeing continued increased demand as we pull that together, that's just continuing that positive momentum and where we see that demand for that data. So it's a continuing trend that we've actually been seeing in the last few years within everything that we've been doing across all the asset classes. And we don't necessarily have a projection for the growth rates beyond this year yet, as we continue to evaluate our pipeline, but we still are very excited about that category. It is relatively small for us, but continuing to grow. And I would say that's definitely something we continue to be excited about.
James Steele:
Thank you.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Ken Worthington:
Hi. Thank you for taking my question. Can you talk about retail distribution for Cboe futures and proprietary options? Are there opportunities to expand distribution for these areas? And you continue to highlight investor education, is this more retail or institutional education and how much does education move the needle in terms of driving trading activity?
Ed Tilly:
Well, great questions. Let me start and then we can -- with the second part of the question on education, always important for us in the options institute in the way we've redesigned that in the reference I had in prepared remarks, was really what we're doing on webinars. We're setting them up. We've had two already. And those are aimed more professional, so it's a financial professional webinar. The first was managing global risk exposure and the second was shielding against downturns. So couldn't be more timely. And we had 550 registered for those two new webinars. So that's kind of the focus. And, of course, we have the opportunity to teach-in real time. And this market know better example of how to use our proprietary mix of products in managing for downturns and global risk. So that's kind of a sense of the focus for us on institutional. And then, retail, super important for us and we've referenced now the last two quarters and it couldn't be more clear in multi-list options, for example, and of course in U.S. equities, just the influence over retail adoption in this new environment. We think there's a great opportunity to take the success and the interest that retail has had in equities and to teach the basic properties of trading derivatives. So if you look at the newest entrants in retail equities, there's no exposure and access for many of those new accounts into Cboe's proprietary product stack. That's not acceptable for us. So with education and making things bite sized, think our small launch of Mini VIX that's the push from now all through next year. So we're going to hit the potential on two fronts. Definitely on the institutional side, with differently constructed educational seminars. In retail, it's back to basics. If you're trading short term low premium products or delta one we can teach you how to change the risk profile by introducing derivatives. That's the goal.
Ken Worthington:
Great. Thank you.
Ed Tilly:
Thanks Ken.
Operator:
Thank you. And the next question comes from Mike Carrier with Bank of America.
Mike Carrier:
Good morning. Thanks for taking the question. Brian, just on the expense update that's helpful. Just given many of the moving parts including the core with just the revenue backdrop you've got the acquisitions and then some possible normalization of T&E post COVID. I know it's early, but can you provide us maybe some early thoughts on just how you're thinking about 2021? Thanks.
Brian Schell:
Yes. No, good question and something that we expect to come up. We're still in the middle of our 2021 business planning process and it really is too early to provide that guidance. But I do leave you with a couple of thoughts though -- as we've done in the past and including this year, we're going to execute against the plan to grow the business and make adjustments along the way as the conditions warrant. And our organization has done a great job of this historically. We know the expense base will grow in 2021 with the run rate of the expenses from the acquisitions as you've noted. And in 2020 we've already said that we are going to grow our derivatives effort in Europe. But again at the end of the day, our goal is to grow the business make the right investments for long-term shareholder value and really balance that expense discipline, while remaining flexible enough to take advantage of a changing environment opportunities that may present themselves. So like I said look for a little bit more clarity on the next call.
Mike Carrier:
Got it. Thanks.
Operator:
Thank you. And the next question comes from Alex Kramm of UBS.
Alex Kramm:
Yeah. Hey. Good morning, everyone. Just quickly on BIDS. You mentioned that you will run this as an independent entity but clearly Cboe should have some sort of vision for this asset. So just wondering what you think you can bring to the table there? What kind of improvements do you think you can make both on the efficiency side on the cost side, but also then where can you maybe impact market structure where they may have been hindered in the past where you can do something better and gain share here? Thanks.
Ed Tilly:
Thanks, Alex. I'll give -- I'll start it off and I'll invite Chris to jump in. When we say independent to be clear it is independent in the U.S. equities market. And so for us that's really access for the first time to the 40% of the U.S. equities market that's trading off exchange. So that's the goal there. So that independent stops at the border. And our ability to continue to work in Europe with BIDS as we have on LIS that is not encumbered, it will not be run separately nor will the expansion beyond the U.S. be run independently. So the strategies that I mentioned in our prepared remarks allows us to move into Canada that will be strategically looking at how block trading and the BIDS offering can move into other geographies. So I want to be really clear. We are very mindful of the guidance that we received from the SEC. That is super important for us to comply with all that guidance and the U.S. operation will be independent. Chris anything to add on BIDS its ability to scale up and now having the technology and influence and all of the history with Dave Howson and the team in Europe any other comments on BIDS?
Chris Isaacson:
Yes. I'd just say, I mean, Alex we're super excited about. There's nearly 500 investment managers that are connected to BIDS. And as I've mentioned it will be an independently run business from a U.S. securities perspective, but we're excited about the opportunities outside of that jurisdiction. As I mentioned Canada, LIS in Europe has been a great success working with Dave Howson. Tim Mahoney has a great team. We also obviously, we highlighted the FX growth we've seen this quarter and over the past years since we purchased that entity back in 2015. So we see Nexus across additional geographies as well as additional asset classes for these nearly 500 investment managers. So quite excited. We're very mindful of the restrictions and the independence we need as it relates to U.S. securities but excited outside of that.
John Deters:
Alex, this is John. One thing I'd just add to that is that this is a network business. And so as we expand internationally with it every new user that we add internationally increases the value of the entire experience for all the other users. We learned that very directly through our relationship in Europe. And we think we have quite a bit of opportunity to continue doing that as we grow the business in other geographies.
Alex Kramm:
Very helpful. Thank you.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great. Thanks. Good morning guys. Just a question going back to the non-transaction revenue growth particularly in the information solutions. Just how should we think about revenue from the analytics capabilities that you list out on slide 11 as a proportion of that proprietary market data on slide 17, is it the $5 million that has come from acquisitions, or is there more than that? And then growing that non-transaction revenue, how should we think about the growth path of access and capacity fees from other new subscriber perspective, you mentioned maybe more access through BIDS trading, for example, or expanding new services to existing customers.
Ed Tilly :
Before Brian jumps in to the first part of the question, I think, Chris an update on the incredible progress we've made on integration on FT, Hanweck and Trade Alert is very important to give that some perspective, while Brian will come back and answer the first part.
Chris Isaacson :
Yes, absolutely. So, obviously we bought Hanweck, FT Options and Trade Alert in the first half of the year. And we knew we were getting great platforms there that we're going to add to our profitability, which Brian will cover. But the people that have stayed on those founders of those firms and added to the Cboe team, we're just extremely pleased with. And even given the pandemic, we've made great progress with our integrations frankly better than I would have expected this year. So we're seeing Hanweck driving market data for Silexx. We're seeing Hanweck data being used across the other entities. There's just a lot of great cross polonization, pollination across those entities that's now providing tremendous value to our customers. And we're just getting started there. We have a full 2021 road map. Under the Information Solutions group as we call it, just great synergies there for that entity as well as being used across Cboe and for our customers. Brian, do you want to cover the rest?
Brian Schell :
Yes. Yes. I mean, I think that's actually linked in perfectly as far as how we're thinking about it and the opportunity that really presents itself on a go-forward basis is as those groups continue to work together not only just on the cost side and how that infrastructure works together. But we're seeing it more and more on the client-facing side about how as these groups come together how we can continue to supplement those services to the clients. So like I said to the earlier question, and we love this focus on like, I said we're very excited about this. And along with the investor education elements of what this can do is we continue to see a really nice growth pattern. On the overall base, you'll see the kind of we put the metrics out as far as the overall growth. But if you look at just that microcosm within that growth we expect to see like, I said, really good growth and we see the expansion in the various analytics activities and then you going to see a real focus there. So you did -- we did note that that growth rate of the $5 million that you talked about broadly within that category, but that was mostly on the market data side from the acquisitions. But again, we're seeing growth within that group on top of the new growth that just adding it from a reporting standpoint to Cboe. You also noted on the access capacity fees. That's come from multiple areas across the organization. That is we've seen that as the demand for trading has continued to climb. And we've seen people continuing to add -- a need to add to their overall capacity. So that's where you're seeing the high 80s as a percentage of the growth coming from, I'll call it we call it subscription or numbers versus pricing changes continuing to drive that. So as people find more and more functionality and use by connecting with our platform, we're seeing that increased demand. Some of that structural say, for example with the Brexit going on in Europe, but you're also just seeing it just from higher volatility and higher volumes.
Ed Tilly:
Let me just -- Brian, let me trickle back also one other point. If you think of that ISG is born here in the U.S. and the modeling that Jerry Hanweck and the team are working on and the platform that we got with Michael Ozaki. Once you solve a financial model it's portable. So it's easy for us to move all the lessons learned for one into Europe and not on an accident and launching derivatives in Europe mid next year. Worst ISG has that top of mind. So once you solve once math is math and it's portable and it's scalable. And so we see great opportunity beyond the work that we've done here. Thanks for that question.
Brian Bedell:
And just a quick follow-up. The guidance that you gave on the organic growth to mid to high-single-digits, was that 2020 for that whole non-transaction side, or was that just the access fees?
Ed Tilly:
That was for the whole category.
Brian Bedell:
The whole category. Okay. Great, thank you.
Operator:
Thank you. And the next question comes from Ari Ghosh with Credit Suisse.
Ari Ghosh:
Hey, good morning, everyone. I guess just another quick follow-up on ISG lines. At the time of the Hanweck and FT deal, I believe there's very little overlap that as you talked about between your core client base and the new acquisitions. So maybe do you have any numbers or stats around -- or just color on what client uptakes look like product cross-sells and other components driving this? Just curious to see how that's trends. How that’s moved over the last few months. And then, in terms of the growth, what portion of that is U.S. versus non-U.S. like you talked about, the opportunity to kind of expand on the referring side within non-U.S. customer base. Thanks, guys.
Chris Isaacson:
Yes, it’s a great question. This is Chris. I mentioned this a little bit in previous remarks. But I guess when we got these platforms, where there was little overlap from the customer base, which is one of the surprises during diligence. And now that we've we're well into integration. We're seeing uptake across the different products within ISG, within Information Solutions. One of the stories here is Trade Alert, which was one of the smaller ones, we -- actually we've seen great uptake in a work-from-home environment, where the demand for data both real-time and historical has been growing dramatically. Also for instance, with the entity we already had LiveVol, we've been able to put more data into DataShop and we've seen DataShop subscriptions grow dramatically also. And then, another thing that would be worth mentioning is here, it's called Cboe fills, which is the one benchmark Cboe co price that we are creating with the new platforms and people that we brought on, especially the likes of Jerry Hanweck and Michael Ozaki to provide that one pristine benchmark Cboe price. So we see great cross-pollination in that group and bringing all of them together. So it's one unified platform presented as information solutions to our customers. But real good growth with additional data sets on DataShop for historical data, real-time alerting data from Trade Alert, and then continued nice uptake with Hanweck and FT. John, what else would you like to add there?
John Deters:
Yeah. Thanks Chris. Thanks Ari. It's a great question. And you think back, I mean we did these three ISG-related acquisitions more or less concurrently with a vision that they fit together fill gaps in our existing offering. And so, to Chris' point, we saw a lot of opportunity not only to weave together the capabilities, to create a comprehensive product offering but to also cross sell. And there are plenty of great examples of that, one quite recent example, a large Boston-based global broker. We're able to get in there consult with them in terms of what their needs are. And then, as a result of that offer, a suite of products -- portfolio analytical products, pricing products with Cboe Fios, market alerts products with Trade Alert, that are just powerful. We don't think they're really matched by anyone else in the business when it comes to equity derivatives. The other thing I'd mention is really interesting that we've seen and it was a thesis we had here is that you grow the ISG product set. And then it grows your legacy capabilities as well. So we've seen, call it, a 16% uptick in the utilization in terms of the user numbers of our legacy LiveVol platform as a result of putting these pieces together.
Ari Ghosh:
Great color guys, thank you.
Operator:
Thank you. And the next question comes from Jeremy Campbell with Barclays.
Jeremy Campbell:
Hey, thanks. Ed, you guys got a lot of irons in the fire. You've been very active around deal flow, developing new products, creating new data and analytics, and expanding geographies. You providing, Chris, all cover quite a bit of ground here with some great color in the prepared remarks and earlier Q&A, but just wanted to kind of maybe zoom out to the highest level here. What parts of the core business or new initiatives are you guys most excited about and would want to highlight to an investor base that seems on the hunt for sustainable or structural top line growth?
Ed Tilly:
Yeah. I think, I'd go back to one of the first questions, and I think what perhaps the industry has not valued highly enough until it became just so obvious this year is the power of retail and the power of the new user. And it always starts in Delta One. And for us in the U.S. that's U.S. equities. So if we look globally at where our reach is and always a little bit better lucky than smart at times. When you start with table stakes as an exchange operator, if you look at equities you've got to be in equity. And from there you're introduced to the first and earliest movers. And if you have derivatives to back it up that's where it gets really exciting, and when we look in the U.S. We've missed that. The new retail came in, came in in a very, very big way letter rally, led new subscriptions, new subscribers, all electronic platforms every boat rises with the new retail. From a derivatives perspective that's completely new, new ground. Those new retail traders are not in the derivatives yet. And as one of the largest growing and fastest-growing doesn't have access yet to Cboe's proprietary product set. For us are we light up, this is absolutely new opportunity and it starts with education and teaching the basics of derivatives. And then we look across, I said, the better lucky than smart, we are obviously moving in from Europe with our base in pan-European equities the ability to launch derivatives in one Clearing house EuroCCP, with broad exposure on country risk across Europe, I think our timing is really, really good. I'm really excited about the way this is coming together and the prospect of converting some of those new retail accounts into derivatives and then showing what we can do by importing, a model that is very successful in U.S. and derivatives into Europe. So I think that's what you'll hear us really focus on over the next months. And all of that is a headwind of institutions being on the sideline. So if we get any normalcy, we get through an election, some clarity on the pandemic and vaccine, I think you'll see institutions reengage, but that's just coming with the territory. That's the macro event that we can't affect, but it all comes together in an ecosystem that's incredibly powerful and we're very excited about the prospects in the months to come.
Jeremy Campbell:
Great. Thank you.
Operator:
Thank you. And the next question comes from Chris Harris with Wells Fargo.
Chris Harris:
A question on M&A. In a number of the exchange deals, we've seen over the years, market share of the acquired asset actually ended up going down after those deals closed. So what are you guys doing or can do to prevent this sort of situation from happening with MATCHNow and BIDS?
Ed Tilly:
Well, let me start with BIDS. And part of the independence in the U.S. we refer to that really from a regulatory perspective. But not being a dis-intermediating platform is super important. So the relationships with the buy side and the sell-side is intact. That's very, very important to us. It is very, very important to the model. It is the success of that model. We are mindful of that relationship and are not getting in the middle of those relationships. That's super important. And I think that goes a long way to maintaining that share. I think with MATCHNow a little different answer picking up the breadth of Cboe and being part of a North American view on equities, really broadens the reach for MATCHNow, but I'll turn it over to Chris for a couple of thoughts on both.
Chris Isaacson:
It's a great question, and not every integration or acquisition has gone well for exchanges, but in our history the Cboe plus Bats combined history. So we've done this a few times with the purchase of CIX in Europe able to maintain and grow market share. The purchase of Direct edge able to maintain and grow market share there. So, we've done this a few times, the most recently last year finishing the Bats integration and all the while maintaining growing market share in multi list. So I think that we have a track record here. If you have to stay close to your customers, it starts with the customer. You can't just simply replace a platform. You need to make sure you're delivering value to them and bringing them along, and they see the value of that platform. So we need to use that same playbook these entities also.
John Deters:
Hi. This is John. I'd just add that, with BIDS in particular, we really do. And this is -- it should be said this is true of all of our M&A activity. We look within that framework of asset class and geographic expansion and getting closer to our customers. We look for areas of clear secular growth. And when you talk about workflow enabled customer-centric networks. That is a clear area of secular growth. So we don't see this being a market share attrition question. This is a question of growing that network like we described earlier. Specifically on MATCHNow that's a business that, is in a more competitive area. We're aware of that. We were aware of it, when we acquired the asset. Market share is down a little bit, this year, because of new rules that IRC implemented up in Canada for small size trades. We were aware of that. A long-term growth prospects, of that business however, really are more centered on larger scale trades. And connectivity with platforms like, BIDS. So we see some real, real strong opportunity for growth and market share, in that platform over time.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi. Good morning. Just maybe a follow-up on the U.S. cash equities discussion. Should we really think about this 14% or 15% market share figure, as being a floor that you're willing to defend with pricing? And can you just talk about, how important is to defend some minimum level of market share? In other words, if you dip below that level, does it start to reduce client demand for data, or connectivity, or other products?
Chris Isaacson:
Yeah. So you can see we were aggressive in changing price in September. And we continue to adjust Kyle, as we move forward. Market share does matter to us. Obviously there's SIP revenue and other things that come along with that and critical mass on the equities business. And we're really pleased with the results of these recent pricing changes. Intraday with continuous trading we're number two in equities, this month of October. So, yeah there is a critical mass of market share, we want to maintain and grow. And we're going to be aggressive. But as I said, in the opening kind of question -- answer to the question was we're going to optimize that revenue in the long-term.
Operator:
Thank you. And the next question comes from Owen Lau with Oppenheimer.
Owen Lau:
Good morning. And thank you for taking my questions. Could you please give us an update of your trading floor situation? What's the progress of adding more capabilities? And getting the approval to allow us to trade complex products remotely? Thank you.
Ed Tilly:
Chris, do you want to start with, what we've just done on expansion?
Chris Isaacson:
Yeah. Yes. So actually in September, we expanded the trading for. We obviously, we reopened it in the latter half of June. And then, we expanded in September. So we're nearly back to 100% capacity of what we had pre-COVID, in a modified format, socially distance, safety first. But pleased with that ready for the obviously election volatility, we expect next week. And we remain committed. We're working with the SEC on a virtual trading floor solution. We have a filing out there. I hope to get approved soon that would allow us to go purely virtual if -- in the hopefully low likelihood that we would have to close the floor again, due to COVID outbreak or other reasons. So, that's truly from a business continuity perspective. And we're quite excited about that, also on the long-term opportunities, as we optimize it.
Owen Lau:
That's great. Thank you.
Operator:
Thank you. And the next question comes from Chris Allen with Compass Point.
Chris Allen:
Good morning, guys. I just wanted to ask another quick one on, BIDS. I understand the opportunity to expand in other asset classes or regions. But I believe BIDS 100% of revenue is driven by the U.S. So I'm just wondering like, what it brings to the table from the U.S. business when you have to run basically separate liquidity pools. Any color on there would be helpful.
Brian Schell:
Chris, I'll just clarify. 100% is actually not driven by the U.S. There's actually with the partnership coming from Europe, there is a substantial portion that's also coming from there. I think the -- I think its 15-ish-percent that's already coming from our European operations. So just -- again, just to clarify that from that perspective.
Ed Tilly:
And can you restate the second part of the question then? Chris?
Chris Allen:
Sure. Yes. No, I was wondering just what it brings to the table in the U.S. and, Brian, I said 100%, because then going off your slide deck it's a $42 million in North American equity. So, apologies, if I got that wrong, but --
Ed Tilly:
No, no. It's okay. So – yes. Go ahead.
Brian Schell:
Just to clarify, Ed, from a reporting segment standpoint, it's going to stay there. But from where it's source working with the European operations, that where it is. So, sorry, that's just a minor clarification. That's going to stay in that North American Equities business as far as how we report it, but a portion of that is actually coming from the work with our European Equities group. So just to clear.
Chris Isaacson:
Yes. And, Chris, in terms of the U.S. I mean this is a platform that operates in the off exchange ATS space. It's a very fragmented space. The competition tends to be, in terms of independent platforms, small subscale platforms. And we believe BIDS is really -- it's the largest. We believe it's the winner there. We believe it will continue to be. One of the drivers behind that? It's not just the great operations that Tim and his team have established, but also the special relationships with the broker community through the sponsored access model, which will continue in place. Effectively, the brokers operate as our distributed sales force for that business and it rewards all parties to the network. So we feel good about its positioning in the U.S. and its ability to expand there, as we work to expand the global penetration.
Chris Allen:
Thanks, Guys
Operator:
Thank you. And the next question is the follow-up, Rich Repetto with Piper Sandler.
Rich Repetto:
Yes. Hi, guys, again. On the very first question, I thought I understood the answer, but I got a couple of emails. I guess, it wasn't clear. But, Chris, are we talking -- in October, are we expecting a rebound in equity RPC?
Chris Isaacson:
Yes, Rich. As I said, we don't -- we're not going to guide to RPC -- exact RPC, but we're optimizing capture, but ultimately optimizing net revenue. So we're adjusting price every – in almost every month, as we want to remain competitive and grow share but optimize net revenue overall. So I'm not going to answer specifically, which way or direction it's going, but we're pleased with the market share growth and we'll optimize capture on net revenue.
Rich Repetto:
Got it. Okay. And I got one other follow-up since we're in the follow-up mode here. Ed, on slide nine you talked about the volatility in September, October being whatever, double that or much higher than prior collection periods, I guess. I guess the question, I think you'd addressed this a little bit. But does this -- I think most expect this will be more volatile. But is this telling us anything about -- afterwards about the situation where we've got sort of a stalemate views. Is there any change to the longer-term outlook, I guess, on the VIX futures the index -- the proprietary products, based on the volatility picture right now?
Ed Tilly:
Yes. Great question. So, yes, the point we made was this is as uncertain as marked by the gap between the first two months if we were back in September and looking at the September October, which was really trying to highlight the election and now with October expired, looking at the next month. And then, over the term structure, the backwardation that you're very familiar with, as unusual as that is, the entire curve is high and very, very high over time. So the election in and out of itself is the short-term cause and there’s big blip until we know what administration, what policies are going to carry us out into the New Year. But, importantly, we're not done with uncertainty. And in my prepared remarks that you referred to, the uncertainty around COVID, its continued effect on the globe and that is going to go to top of mind right after we have an administration in the U.S. So the effect then for us is when do institutions, who have been on the sidelines and looking how to reengage in this market, how do they do that? That uncertainty looks like it's going to persist for some time. But some normalcy after the election, at least, allows you to start preparing for years ahead and reengaging in different ways. So that was really the point of the call out on the election and the unusually high spike between -- in the election effect, if I can rephrase that.
Operator:
Thank you. And as it was the last question I would like to return the floor to management for any closing comments.
Debbie Koopman:
Thanks Keith. That does complete our call this morning. We appreciate your interest in Cboe and we'll be available for any follow-up today. Thank you.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect your lines.
Operator:
Hello. Welcome to the Cboe Global Markets 2020 Second Quarter Financial Results Conference Call. All participants will be in listen-only mode. [Operator Instructions]. After today’s presentation, there will be an opportunity to ask questions. [Operator Instructions]. Please note, today’s event is being recorded. I would now like to turn the conference over to Debbie Koopman. Ms. Koopman, please go ahead.
Deborah Koopman:
Thank you. Good morning and thank you for joining us for our second quarter earnings conference call. On the call today, Ed Tilly, our Chairman, President and CEO will discuss the quarter and provide an update on our strategic initiatives. Then Brian Schell, our Executive Vice President and CFO will provide an overview of our financial results and provide updated 2020 guidance for certain financial metrics. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our Chief Operating Officer, Chris Isaacson; and our Chief Strategy Officer, John Deters. In addition, I would like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our Web site. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. During the course of the call this morning, we will be referring to non-GAAP measures, as defined and reconciled in our earnings materials. Now I'd like to turn the call over to Ed.
Edward Tilly:
Thank you, Debbie. Good morning and thank you for joining us this morning. Before I begin, I would like to extend my sincere best wishes for the ongoing health and well-being of each of you and your loved ones as we continue to navigate these challenging times. I'm pleased to report solid financial results for the second quarter of 2020 at Cboe Global Markets, clearly highlighting the strength of the diversification of our revenues. Our strong results were driven by record trading volumes in U.S. cash equities and multi-listed options, fueled by growth in retail trading activity and by continued growth in market data revenues. You'll note I did not mention our proprietary products. I will cover those in a moment. But I want to pause here to quote a 2016 press release, entitled “Cboe Holdings agrees to acquire Bats Global Markets to strengthen the company’s global position in innovative tradable products and services, and achieve meaningful cost and operational efficiencies. We went on to say in that release that the Bats transaction will significantly expand Cboe Holdings’ product line across asset classes, broaden its geographic reach with Bats’ strong pan-European equities and global FX positions and diversify its business mix with significant non-transactional revenue. And that Cboe expects to utilize Bats’ leading proprietary trading technology by migrating trading in all of the combined company's markets onto a single proven platform.” This brief trip down memory lane will frame today's remarks, because no quarter more emphatically illustrates the fruits of a strategy that began four years ago than the second quarter of 2020, both in terms of our near-term financial results and in enhancing our long-term franchise value. Our proprietary products are key to that strategy, but we have build upon them and created new revenue streams to grow in tandem with them. Our growth strategy has not changed since the close of our transformational deal; expand our product line across asset classes, broaden our geographic reach, diversify our business mix with recurring revenue and leverage our technology advantage. Let’s take a look at the quarter through the lens of those growth drivers. The Bats acquisition enabled us to strengthen our product set with new asset classes for Cboe, including U.S. and European equities and global FX and to expand our market for multi-listed options. Our expanded product line left us well positioned to offset unique challenges to trading in our proprietary products in a truly unprecedented environment with record activity in U.S. cash equities and equity options. Furthermore, these products provided the foundation to invest in scaling our proprietary market data to drive recurring revenue streams, extend our presence further across the value chain into equities clearing and broaden the reach of our core services into a new adjacent geography, examples of investments made just this year-to-date. As discussed on previous calls, we've continued to methodically strengthen equities trading at Cboe through the implementation of new trading mechanisms and market enhancements and by leveraging the ability to cross-sell and competitively price our expanded offerings. We saw those efforts pay off in the second quarter when U.S. equities trading at Cboe increased 82% over the previous year for an all-time quarterly average daily volume high of 2 billion shares traded. Continued uptake in our retail priority program helped drive the record results. You will recall we created retail priority to help improve execution quality and trading outcomes for individual investors and firms that facilitate their orders. Retail priority orders have increased each month since their launch on Cboe EDGX in November of 2019 and represented 12% of shares executed on Cboe EDGX in the last two months. In another example of our focus on equity product innovation, we recently filed a proposal with the SEC to launch periodic auctions on our BYX Exchange similar to our Cboe Europe offering. Cboe Europe periodic auctions, a lit order book that runs auctions throughout the day, is designed to enable investors to quickly find liquidity and trade large quantities of stock with low market impact. It has proved popular among market participants after launching in 2015 and remains the leading European periodic auction accounting for around 2% of daily order book trading in European equities. We believe the U.S. market will also value executing trades in a venue designed to provide minimal market impact. Turning now to record trading and equity options. As you know, multi-listed options trading became highly competitive over the past decade in a market that became increasingly crowded with new entrants. We remained committed to being the leader in this space through the operating leverage inherent in our business model as equity options trading represented both incremental volume and revenue, complementing our proprietary product line. With that backdrop, it was something of a revelation when we were kicking the tires at Bats and saw the enviable profitability they achieved in equity options by leveraging the efficiencies of their superior technology. The addition of EDGX and BZX options to Cboe and C2 meant we cannot only compete with a broader array of market models, but that we could offer all four markets on the same advanced technology, further expanding our profit margin. This operating leverage provides differentiated investment capacity and the flexibility to further capitalize on the opportunities inherent in each of our strategic growth drivers. In addition to expanding our product line by asset class, we continued to expand and leverage our global footprint. As you know, we closed our acquisition of EuroCCP on July 1, which enhances our European equities offering and enables us to extend our business into trading and clearing European derivatives. We plan to launch Cboe Europe Derivatives in the first half of 2021 with futures and options on six key European equity indices. The development of derivatives products and markets is a sweet spot for us, and we see a significant opportunity to expand the market for European equities derivatives with the introduction of a transparent, efficient lit pan-European market. Our entire team is excited to bring our derivatives expertise to the European marketplace. We also announced our plans in Q2 to acquire MATCHNow, Canada's largest alternative trading system, which will enable us to broaden our North American equities business and expand our geographic reach. MATCHNow offers a profitable, innovative equities platform in a key capital market and a strategic pathway to build a more comprehensive equities platform in Canada. As I discussed earlier, this step into Canada demonstrate our commitment to profitable global expansion, thereby strengthening a combined offering contributing to incremental scale and allowing us to reach important new participants. We expect to close the deal this quarter. Another promise we made to the marketplace through our acquisition of Bats was to optimize and diversify our business mix with recurring revenue through trading tools and market data services that help attract repeat users to our markets. We’ve worked to steadily increase the market data revenues afforded us by the Bats deal, while successfully building out Cboe Information Solutions, our comprehensive suite of data solutions, analytics and indices, so much so that non-transactional related services were a key driver of our second quarter revenue growth. Understanding risk has never been more important and the groundwork we laid over the past few years enabled us to effectively respond to the heightened demand for historical datasets and sophisticated analytics, and we continue to expand our tool box. Last quarter, we discussed our recent acquisitions of Hanweck and FT Options, which, similar to our previous Silexx investment, highlight our commitment to investing in tools to grow the utility of our products suite and markets. In June, we acquired Trade Alert, a real-time alerts and order flow analysis service provider, which allows us to deliver real-time trade data, market information and Cboe content directly to customers. Importantly, our integration of Trade Alert along with Hanweck and FT Options now allows us to interact with the client throughout the lifecycle of a transaction; pre-trade, at-trade, post-trade, with insights, alpha opportunities, portfolio optimizations and seamless workflows. Each of these investments complements and strengthens our comprehensive suite of data and analytics solutions, and we’ve made great strides on their integration and optimization. We have enhanced LiveVol and Silexx with Hanweck volatility and Greek data and have demand – and we see increased demand for Trade Alert, especially since our acquisition. We’re also incorporating Hanweck data within our growing indices offering and plan to use Hanweck to drive real-time data in Silexx beginning this quarter. Turning now to our proprietary products. As noted, we grew our quarterly revenues and earnings despite an unprecedented environment that offer institutions limited opportunity to trade volatility or broad-based indexes. The COVID-19 pandemic continues to severely impact the global marketplace. The failure thus far to contain the virus in the U.S., recent increases in unemployment and historic declines in GDP, among other key events continue to drive elevated levels of market uncertainty. The average daily closing price of the VIX Index in 2Q 2020 was 34.5, a higher quarterly value than any quarter over the past five years and levels not observed since the 2008 financial crisis. We are finding that the increased levels of uncertainty that drove institutional investors to derisk and resulted in record volumes in the first quarter are now keeping institutional investors on the sidelines, waiting for more clarity around the longer-term impacts of the COVID-19 virus. This resulted in lower second quarter volumes for most of our proprietary products compared to the first quarter numbers. As we’ve said before, when these participants have clear views on where the market is headed, we expect once again to see elevated volumes. We continue to see uptake, however, in our Cboe iBoxx iShares high yield corporate bond index futures where we've seen gradual but steady market adoptions since their launch in 2018. In response to investor demand, we recently announced our plan launch of Mini-VIX futures on August 10, subject to regulatory review. The smaller VIX futures contract is designed to provide additional flexibility and volatility risk management and greater precision when allocating amongst smaller managed accounts. iBoxx and Mini-VIX futures exemplify our ability to continue to expand our proprietary product offering. In other proprietary product news, Cboe further strengthened its strategic relationship with FTSE Russell by extending its 2015 exclusive licensing agreement through 2030. We are excited to continue to work side-by-side with FTSE Russell and providing exclusive access to a suite of Russell-derived products. The extension of our agreement further solidifies Cboe’s vantage point as the home for every major index provider. Turning now to the trading floor. On June 15, we successfully and safely reopened the C1 trading floor and resumed hybrid trading. The return to Cboe’s best-in-class hybrid trading once again provides investors unparalleled access to liquidity across a wide range of Cboe products. Our ability to quickly transition to an all-electronic trading environment, then to reconfigure our floor for a safe and orderly reopening is a credit to the ongoing collaboration with our trading floor community. I would like to thank them for their efforts and willingness to work with us through these two historic firsts. I would also like to thank the entire Cboe team for a great quarter, despite a backdrop of global pandemic that continued to proliferate alongside a historic uprising against racial injustice. The spotlight on racial inequity past and present has prompted us as a team to listen, reflect and define how Cboe can play a greater role in the solution by supporting organizations that fight for social justice and by redoubling our efforts internally to strengthen our culture of diversity and inclusivity. Our continued ability to generate positive financial results, reward shareholders, create new products and services, close highly strategic deals and integrate new teams and services, all with an environment that we could never have imagined is a testimony to the expertise, discipline and competitive spirit of the Cboe team. Our disciplined approach and technology advantage have enabled us to expand and enhance our products and services, which include additional streams of complementary recurring revenue, reinforce our leading industry operating efficiency and provide the flexibility to invest organically and inorganically in new growth vectors to sustain underlying momentum in the business. Thank you. And with that, I will turn it over to Brian.
Brian Schell:
Thanks, Ed, and good morning, everyone. I hope everyone and their families are remaining safe and healthy, and I'd also like to thank all of the Cboe associates for their hard work and dedication in helping make these results possible. Let me remind everyone that unless specifically noted, my comments relate to 2Q '20 as compared to 2Q '19 and are based on our non-GAAP adjusted results. As Ed noted, we reported strong financial results for the quarter, highlighting diversification of our revenue streams and the contributions from our investments delivering on our strategic initiatives. Our net revenue grew 5% with net transaction fees up 2% and non-transaction revenue up 7%. Adjusted operating expenses decreased 7%, which combined with our revenue growth resulted in adjusted EBITDA growth of 9%, resulting in an expanded margin of over 71%. The adjusted EBITDA margin on the incremental net revenue was 127%. And finally, our adjusted diluted earnings per share increased 16% to $1.31. We grew our quarterly recurring revenue stream of proprietary market data and access capacity fees by 8% compared to second quarter 2019, slightly above our prior guidance. This increase includes over $3 million in market data revenue attributed to our first quarter acquisitions of Hanweck and FT Options. Organic growth was 10%, which excludes the acquisitions and the shift of approximately $1 million in revenue reported in access capacity fees in 2Q '19, which is now reported in transaction fee, as well as a temporary realignment of fees associated with the trading floor closure of over $3 million. The growth of proprietary market data and access capacity fees continue to be driven by incremental subscriptions and units, accounting for 83% and 69% of the growth this quarter, respectively. In our last call, we noted that certain floor broker access capacity fees were suspended due to the temporary foreclosure and that we implemented comparable transaction-related fees targeted to achieve a neutral net revenue impact, all else remaining equal. This action shifted revenue in the second quarter resulting in incremental transaction fee revenue associated with higher revenue per contract, or RPC, for our index options and lower access capacity fees. In conjunction with the floor reopening, certain floor broker fees were reinstated. Looking ahead, we now expect the underlying organic growth for the proprietary market data and access capacity fee category to be mid-single digit. However, we now expect the reported growth rate for these non-transaction fees to be in the mid to high-single digits versus our previous guidance of low to mid-single digits, reflecting the reinstatement of certain fees as well as the acquisition of Trade Alert. Now, a review of our segments. In our options segment, the 7% or $10 million increase in net revenue reflects growth in net transaction fees, driven by our multi-listed options as well as higher market data revenue. Cboe’s expanded suite of information solutions services accounted for the growth in options, market data revenue benefiting from our recent acquisitions. The average daily volume, or ADV, for multi-listed options rose 57%, hitting a new quarterly high while RPC fell 12%. The RPC decline primarily reflects higher volume rebates and a shift in volume mix compared to the second quarter of 2019. ADV for index options declined 18%, while RPC increased by 18% resulting in a 3% decline in index options net transaction fees. The index RPC increase was mainly due to, one, a shift in volume mix as well as, two, the impact of temporary fee alignment, I referenced earlier, and then finally, the SPX fee increase implemented earlier this year. Assuming all else remains equal, we would expect index RPC to decline slightly in the third quarter, reflecting the reversal of certain second quarter fee changes post the floor reopening. Turning to futures. The 36% or $12 million decrease in net revenue primarily reflects a 44% decline in ADV and relatively stable RPC, offset somewhat by lower royalty fees. In U.S. equities, net revenue increased 22% or $17 million, primarily due to higher transaction fees with equities volumes benefiting from the surge in retail trading activity. Our market share also increased year-over-year, reflecting our focus on innovative products with particularly strong response to retail priority as well as enhanced direct marketing programs and greater dialogue with clients. The increase in market data revenue was driven by our higher market share as well as an increase in the total SIP revenue pool. Net revenue for European equities decreased 6% on a U.S. dollar basis and 2% on a local currency basis, reflecting lower market volumes and lower market share offset somewhat by higher net capture. The higher capture resulted from continued strong periodic auction and LAS volume. The net revenue decrease reflects a 13% decrease in transaction fees and a 14% increase in non-transaction revenue. The growth in non-transaction revenue reflects increases in access capacity fees, primarily reflecting incremental connections with the opening of our Amsterdam office in October 2019. Decline in market share was primarily a result of significant market profile shifts and short sale bans, which reduced order flow to Cboe. Net revenue for Global FX increased 5% this quarter, reflecting higher market share and a 5% increase in net capture offsetting a 2% decrease in average daily notional value. The increase in market share primarily resulted from positive response to functionality enhancements and the increase in net capture reflects a mix shift in volume by customer type. We set a new market share high and continued to reach new ADV highs in our full amount offering as well as Cboe SEF for NDS. Turning to expenses. Total adjusted operating expenses were about $96 million for the quarter, down 7% against last year's second quarter. The key expense variances include. One, a $7 million decrease in professional fees and outside services, primarily a result of lower legal fees; two, a $2 million decrease in travel and promotional expenses reflecting the COVID-19 impact on travel and events sponsorships. All this offset these declines somewhat with compensation and benefits increased by $3 million resulting from the net impact of a $4 million increase in bonus expense this quarter, a $3 million increase results from lower capitalized wages relating to software development and a $4 million decline in benefits expense due in part to a decrease in the adjustment of deferred compensation plan assets compared to the second quarter of 2019. Note that there is an offsetting charge in other income resulting in no impact to earnings. Looking ahead to the second half of 2020, we have updated our guidance to include EuroCCP and expenses related to our European derivatives growth initiative. We increased our guidance for 2020 adjusted operating expenses to a range of $436 million to $444 million, up $17 million from our previous range of $419 million to $427 million, reflecting expenses of $24 million predominately relating to our new initiatives in Europe, offset somewhat by expense reductions of $7 million in our existing operations, primarily in compensation and benefits and travel and entertainment. I will also note that the 2020 expense guidance related to EuroCCP and the derivatives build-out includes one-time operating expenses of about $3 million that will not recur next year. We still expect total expenses to ramp up in the second half of the year as we redeploy some the cost savings into marketing and promotional programs and we complete our Chicago headquarters build-out. As a result, we now expect our core expense growth to be down 1% to 2% versus our previous guidance of flat to up 1%. We included in the appendix an updated detailed 2019 to 2020 expense bridge similar to what we’ve provided in our last earnings call. A portion of the decline in the core expense growth is definitely attributable to the COVID-19 environment and its impact on travel and promotional, professional fees and to a certain extent compensation expenses, but it was truly enabled by our migration of the C1 platform in 2019. Turning to income taxes. Our effective tax rate on adjusted earnings for the quarter was 26.7% at the lower end of our guidance range and below last year’s second quarter rate of 27.7%. Year-over-year tax rate decrease was primarily due to higher tax benefits recognized related to foreign derived intangible income in the second quarter of 2020 versus 2019. We are reaffirming our 2020 full year tax rate on adjusted earnings, which is expected to be in the range of 26.5% to 28.5%. However, we expect third quarter to be at the higher end of that range. We’re also reaffirming our capital spending guidance for 2020 of $65 million to $70 million. While our move into the new Chicago headquarters has been delayed due to COVID-19, capital spending for this project is expected to be completed this year. Furthermore, we still expect depreciation and amortization to be $34 million to $38 million for 2020, which excludes amortization of intangibles of approximately $120 million in 2020. Turning to capital allocation. Let me underscore, we remain focused on investing in the growth of our business to build upon our diversified business model while returning excess cash to shareholders through dividends and share repurchases. Our financial position remains strong. We had excellent cash flow generation capabilities and a solid balance sheet. During the quarter, we returned $100 million to shareholders through share repurchases and $39 million through dividends. And at June 30, our share repurchase authorization available was nearly $330 million, reflecting an additional $250 million authorized in June. At quarter end, our debt remained at $875 million and we had $250 million in availability under our revolver if a short-term funding need arises. Our leverage ratio remained at one times at quarter end and we ended the quarter with adjusted cash of $176 million. Summarizing the quarter, we reported very strong quarterly results, including double-digit EPS growth despite muted volumes in our proprietary products. We continue to deploy capital in strategic investments, which Ed previously highlighted. We successfully reopened our trading floor with a modified floor layout and Cboe’s team of associates have shown perseverance and a keen ability to adapt in this extended work-from-home environment, all while continuing to deliver on our long-term growth initiatives. The entire leadership team and I couldn't be prouder of what we've accomplished thus far this year. In closing, Cboe’s financial strength and cash flow generating abilities have positioned us well. We intend to remain opportunistic as we execute on our growth initiatives and focused on serving the needs of our customers and delivering sustainable returns to our shareholders while guarding the health and welfare of our associates. With that, I will turn it over to Debbie for instructions on the Q&A portion of the call.
Deborah Koopman:
Thanks, Brian. At this point, we’d be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue and if time permits, we’ll take a second question. Keith?
Operator:
Yes, very good. Thank you. We’ll now begin the question-and-answer session. [Operator Instructions]. And the first question comes from Rich Repetto with Piper Sandler.
Richard Repetto:
Good morning, Ed. Good morning, Brian and Chris. First, I agree. Cboe is a much more diverse platform than it was five years ago for sure. But the question with investors still gravitates back to the proprietary products and the VIX products, et cetera. So I guess the question, open interest is low. You’ve talked about a little bit the uncertainty, but what do you think will actually get – we’re starting to see a little build in the VIX futures open interest, but what will get investors back? Because – prior we thought the uncertainty is that’s when you use the products I guess. And now we’re seeing the uncertainty is uncertain and we’re in sort of a stalemate position.
Edward Tilly:
Rich, good morning and thanks. It is a great question and it’s one that we continue to ask institutional investors. You're right. The stalemate is probably the best description I would use, I’m with you. We look at a relatively flat vol surface is really the most uncertain of times. There is no conviction either way. And as we said actually last quarter, you need to see the end of the event that's causing the uncertainty and there’s no end in sight quite honestly. We don't know how this pandemic ends, we don't know when it's going to our end and we don't know when institutions will go onto the sidelines more aggressively, actually 2x more greater the move to cash than we saw at the end of the financial crisis. That’s incredible from an institutional perspective. So I don't know. None of us know when the event is going to end. But it is at that point that we think we’ll see institutions reengage. It's when an uncorrelated market finds institutions back and hedging goes back to macro hedging as opposed to micro single-name hedging. So I don't have a clear answer for you, but it’s the same answer I gave you last quarter. When the event – when we can see the end of the event. Now to be clear, the event doesn’t have to end. We have to be able to see through the event and that's when I think we get institutions to reengage off the sidelines out of cash and reengaging in the unique products that we have at Cboe.
Richard Repetto:
Ed, would you agree that we are starting to see some steepness at least between the front – on the VIX curve front and --?
Edward Tilly:
We see an ebb and flow there, Rich, what I think is really interesting and I'm anticipating a pickup more on the interest in and around the October and November – still we have the bump in October and November. That’s going to be interesting too. I think we do turn our attention as most are reading to the election cycle in the beginning in mid-August. So I think we'll see trade around there and just positioning for the long-term. That’s an institutional play. A little bit more color on engagement. We see retail really trading very, very short dated options. In SPY, for example, 20% of the trades in SPY are opened the day the contract expires, 40% of the volumes within two days of expiry. That’s not an institutional trading pattern. I think more likely we will see some positioning around the election and positioning for the longer term regardless of whether or not COVID is behind us or there’s an end in sight. You need to position for this election.
Richard Repetto:
Got it. Thanks, Ed.
Operator:
Thank you. And the next question comes from Michael Carrier with Bank of America.
Michael Carrier:
Good morning and thanks for taking the questions. Brian, thanks for the updated expense guidance. Just two clarifications there. Can you maybe help us out and I know it’s tough to do, but as we think about '21 and you’ve got some of the depressed, like COVID, costs, then you have a lot of the acquisition-related costs, but just some expectation kind of heading there? And then I think on one of the slides you mentioned some of the revenues associated with the deals, but any context around that? Because obviously we’ll price in the expenses, but if you can give us some color on any related revenues, that would be helpful. Thanks a lot.
Brian Schell:
Thanks, Michael. Good questions. And I think you're right. The crystal ball for '21 is a bit of a challenge and we're going through that process now. I think that we've tried to give pretty good color on the acquisition related. So when you get to – I think it will be a little cleaner in the third quarter. We’ll highlight that. So when we get to the third quarter, we’ll see that. But I think you should get a pretty good sense of the acquisition run rate. You should get a pretty good picture now when you look at the quarter and what the incrementality of I would say the largest piece of that kind of on a go-forward right now is the EuroCCP and the European derivatives build-out costs with, I mentioned that. I’ll call it that one-time kind of startup fees with getting that going, but I don't expect to be part of 2021 run rate. The COVID-19 costs, that's also I think is a really good question that a lot of firms are going to look at. There may be a – we’re going to balance the going back to normal, which again what is the new normal and are there things we can actually do as an organization and all organizations can do that actually are probably at a lower cost and get the job done than maybe what we were doing in the past. And so it probably – it does not look like what the structure looked like previously before the pandemic. So, we're going to work our way through that. That’s when we’ll give you more guidance on what does that look like as we’re getting closer to the fourth quarter and what does that run rate look like. On the revenue associated, we try to give some visibility to that with the EuroCCP when we provided the full year financials. And then with the acquisitions within the group, within the Information Services group with Hanweck and FT and Trade Alert, I think you're seeing that run rate effectively now when you look along there. So when you add all those components, that should give you a pretty good sense of that at least base without any incremental growth going into 2021.
Michael Carrier:
Got it. Makes sense. Thanks a lot.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Kenneth Worthington:
Hi. Good morning. I want to follow up on Rich’s question. You mentioned how well the multi-listed options and cash equity volumes are doing, but how poor the environment is for index. And to Rich, you mentioned the micro versus the macro hedging. But we do continue to see high volumes for SPY, which you say is retail. But we also are seeing high volumes for the E-minis which is definitely more institutional and you have weekly options that I believe are designed for short-term hedging. So could there be other explanations here beyond just the uncertainty, because it seems like things still aren’t quite lining up given what we’re seeing at competing products?
Edward Tilly:
I’m sorry. I thought I had explained the SPY. So the SPY in very short term, those are day trades. Of the 20% of the contracts that are traded with a one-day expiry, meaning expiration day, 50% of those are opening. So 50% are closing. So I’d make the leap that those are a day trade in SPY, not an institutional action. The statistics for SPX are a bit different. 40% of those trades – I’m sorry, 20% of those trades are within a few days and that’s just different. And the notional size of the contract for SPX is really then pure institutional and the bite size really retail and SPY. So a little different on the observations of what SPY is being used for. It doesn’t appear to be a macro hedge. It appears to be a day trade. And SPX has not really been a day trade. There has been premium strategies used in the weekly, but those tend to be days and not hours and that’s the difference in the trading pattern that we’ve observed in this cycle. So I don’t know what other insight to give you. Just that notional size being so different in SPX is just not gaining the day trade attraction that small notional SPY is.
Brian Schell:
And Ken, this is not – it’s somewhat obvious, but this is not a Cboe specific issue. When it comes SPX and retail, we’re actually seeing increased activity but it is a more institutional product than others. And when you look across institutional products, I’d look to Europe for example. Great, great example because those exchanges tend to trade and be more levered to institutional market participants. You’ve seen the results there. In the U.S., look, there are not a lot of index options products out there outside of Cboe. There is at least one example you can look to that’s not a Cboe product and you’ll see that the results there are quite similar if not more dramatic. So the evidence is out there everywhere in terms of institutional participants on the sideline and that’s impacting our numbers in terms of SPX and VIX.
Kenneth Worthington:
Yes. I guess my point was, the E-mini is more institutional and that’s seeing very high volumes so that’s why I thought that maybe the institutional was doing well in the U.S. in macro hedging. I was trying to --
Edward Tilly:
I think your observation on the June contract might be right, but as of late it looks like the same pattern we see in SPX. So, love to see – maybe that’s your internal data, but that’s – I’m looking at E-mini volume now and I don’t have the same observation you do, Ken, but we’ll certainly dig into it for you.
Kenneth Worthington:
Thank you.
Operator:
Thank you. And the next question comes from Dan Fannon with Jefferies.
James Steele:
Good morning. This is actually James Steele signing in for Dan. Thanks for taking our question. So just on retail order priority, I’m just curious. What was the genesis of this offering? And kind of how should we think about the market opportunity and where can this take share on EDGX?
Edward Tilly:
Let me talk more broadly. Thank you for the question. Let me speak more broadly and Chris will dive down into retail priority and then periodic auction. This is a continuation to offer a more services and order types to our customers who are looking for differences in trading U.S. equities. We look at the opportunities out there and just launching another exchange that doesn’t have any new value add is interesting, but we think more interesting is offering more order types and solutions for our customers. So with your specific question, let me turn to Chris. But think of our longer-term view as more broadly offering solutions to our customers, whether it’s U.S. equities, U.S. derivatives, European equities, building European derivatives, that’s really what we’re about. So Chris can get a little more specific into customer priority and then perhaps a word or two on periodic auctions in the U.S.
Chris Isaacson:
Yes. Thanks, Ed. James, as Ed mentioned, this is really focusing on the diversity of our business. So if you think about retail priority in U.S. equities, we all know that with zero commissions there’s been a large retail push in our work-from-home environment. Retail trading has really picked up. We’ve seen reports where retail trading or retail percentage of the market’s gone up to maybe 25% of the market. So where retail priority has been above 100 million shares a day for us in ADV, we continue to see growth as more and more retail brokers as well as wholesalers sign on to this, because of the execution quality that is noticeably better. It’s all data driven based on BZX. So we see further growth here for a retail priority as obviously a bunch of this volume that remains elevated despite the high volatility is coming from retail. I’d also mention periodic auctions. As we said in the script, that’s something we created basically out of nothing in Europe in 2015. Dave Howson and team built periodic auctions and now it’s about 2 percentage points of the entire European market. We’d like to bring something very similar here in the U.S. The market structure’s a big different, but we think the opportunity is similar to provide a higher trading size, a lower impact, innovation in our equities markets. These two things are really highlighting the fact that we plan to bring innovation in every market in which we operate, and we operate a lot of markets across five business lines and 15 markets every day and we plan to compete and innovate in each one of them and these are just two examples of that.
James Steele:
Understood. Thank you.
Operator:
Thank you. And the next question comes from Chris Allen with Compass Point.
Chris Allen:
Good morning, guys. I was just wondering if you’d give us some color in terms of what the revenues for EuroCCP were running in the first half of this year. How the outlook there is for the second? And maybe give us some incremental color just in terms of what you’re doing to support the index launches in the first half of next year? We signed up market markers. What are kind of the plans there?
Edward Tilly:
Brian, why don’t you start off with the model and Chris and I can talk about the indices?
Brian Schell:
Yes. Chris, I’m looking to kind of pull the first half numbers so we can certainly update that later. But I would say that the first quarter numbers – excuse me, the first half numbers looked – there was growth versus kind of – because I think we had published the 2019 numbers, but they saw a nice increase in the first quarter as overall volumes increased. So they are running ahead of last year, at least the first six months to date. But we’ll have to get back. We can publish that number for you to get that. I don’t have that right at hand. I don’t know, Debbie, if you have it or not. But it’s certainly running ahead on a year-to-date basis relative to the prior year.
Edward Tilly:
Let me begin. So the indices – and Chris can talk a bit about the model, but we’ll start with six European indices; the Cboe Eurozone 50, Cboe UK 100, Cboe Netherlands 25, Cboe Switzerland 20, Cboe Germany 30 and the Cboe France 40 and will be calculating using Cboe market data with the exception of Cboe Switzerland 20. But the goal is really to light up these markets similar to U.S. market where there’s continuous quoting from the open to the close. That is unique in the European model and it’s something we're really good at. We've got interest from our market makers, liquidity providers who are eager to post markets from the open to the close. And most importantly, the demand for access to Europe in a unified way is coming up pretty broadly. So there's been incredible buzz around our efforts since we announced the plan to offer derivatives. Chris, you want to add anything?
Chris Isaacson:
As Ed said, we’re very excited about European derivatives because we’ve learned a lot of lessons over many decades in the U.S., especially recently, including during while the trading floor was closed and then reopened. We plan to apply in the European derivatives to bring that liquidity to the screen with better tight quotes than there are today where the markets frankly are – our Colorado market with wide quote. So a lot of demand here from market markers and we think the end users will be there as well as they see the quote quality, so very excited about launching European derivatives in the first half next year as we’re integrating EuroCCP and then building upon our technology advantage with utilizing the Cboe technology as we have in the U.S. and Europe to really catapult us into launching that market.
Chris Allen:
Thanks, Chris.
Operator:
Thank you. And the next question comes from Alex Kramm with UBS.
Alex Kramm:
Hi. Good morning. I guess you addressed some of this already a couple of questions ago when you talked about equities and how you differentiate yourself. But considering that MEMEX is starting up here and a couple of other exchanges in the next couple of months before we talk next, any other color you could provide how you prepare yourself for that to be able to compete aggressively day one when these others are going to compete aggressively on day one?
Edward Tilly:
You’re right, Alex. Good morning. We did try to differentiate. We’re going to differentiate by uniqueness in handling customer orders with our customer priority or periodic auction, those are differences. I think you point out with the MEMEX launch, it’s not a new story. MEMEX our guess will be aggressive bordering on irrational pricing in the beginning to earn share. That’s not surprising. We tend not to chase irrational pricing in any of our models, but we anticipate that’s how they’ll begin. We will continue to offer solutions to customers and Chris spent a little bit of time on that, so nothing new to add there. Sorry, if that doesn’t answer your question. We think this is an exchange that’s just coming in on price and really not anything unique on order handling at this point. Now, we could be surprised in the future, but right now that’s the way we look at MEMEX. Chris?
Chris Isaacson:
And Alex, I’d just mention, MEMEX, obviously been a long time in the making. We have respect for their ownership base and then as competitors we welcome the competition. But we feel like we’re well prepared to compete. And as I mentioned previously, we have a lot of innovations we’re bringing to the equities market. It has been very competitive and will remain very competitive and we think we’re well positioned into the future even as MEMEX and others join.
Alex Kramm:
All right, cool. I’ll jump back in the queue. Thanks.
Edward Tilly:
Thanks, Alex.
Operator:
Thank you. And the next question comes from Ari Ghosh with Credit Suisse.
Ari Ghosh:
Hi. Good morning, everyone. So just circling back to the recent deals that you talked about, Hanweck, FT Options, Trade Alert, they fit really nicely into your broader infor services business. But can you maybe talk about the strategic vision for MATCHNow, areas you see right for disruption outside of the acquired market in Canada? And then Brian, any high level color around sort of the magnitude of investment need around this initiative in 2021? Again, I appreciate the fact that you might be limited in what you say, but looking for more just a high-level commentary on those.
Edward Tilly:
Brian, you want to start.
Brian Schell:
Yes. As far as the magnitude of the need, I will say that -- I’ll try to frame that in the context of what we’ve done. I’m not a 100% sure what that question evolves, but I’ll take a shot at the hypothesis of what you’re asking for. The business that we have invested in that are now part of Cboe, the good news is, is they are already profitable, they’re already contributing, they’re already integrated as far as what we have closed. Obviously EuroCCP is a little bit further down the path there. But the ones you mentioned on the information services group, I will mention that. So there’s not a lot of necessarily incremental investment or CapEx or things along those lines. If that was, call it a tangent of one of your questions. From a broader capital allocation perspective, it’s really a very similar story as continuing to look at those things that again continued to help drive the growth of proprietary products, they continue to help our expansion into the new jurisdictions, they continue to leverage the existing asset classes. So with our balance sheet, we have a lot of flexibility. If we have to access the capital markets from a debt perspective, that’s easy to do from where we are. It’s a terrific interest rate environment to be able to do that. So that’s a very broad question, but I’ll just say – I’ll leave you with of what we’ve acquired. It’s fairly well integrated and I think we’ve laid out kind of what is required in the overall investment needs. So I’m not as concerned that that is going to be a big cash draw. And should something that come to fruition that requires more balance sheet leverage, we think we have the capacity to do that.
Edward Tilly:
Then specific to MATCHNow, Chris and John?
Chris Isaacson:
Yes, I’d just say, Ari, that one of our strategic growth drivers as Ed mentioned in his script is obviously geographic expansion as well as asset class diversification. So MATCHNow fits very nicely into our North American equities business. It lets us get into a new geography. If you look in the way in which we expanded to new geographies given the Bats heritage in Europe starting with a relatively footprint and then over time growing to a great scale, we look forward to integrating MATCHNow into Cboe using our world class technology and then over time growing our footprint there potentially beyond where we’re starting. So quite excited about this. And as Brian mentioned, it’s a profitable business which fits very nicely.
John Deters:
Ari, this is John. I’d really emphasize all those points. This is a strategic priority for you. You see it on the very first page of our deck. It’s one of the top, call it seven, global equity markets adjacent to us, very sophisticated market participants. We will continue to look at markets like this and pick our sweet spot for entry. We like this spot for entry because it’s a unique platform in Canada. Very, very strong position in the new and growing dark segment of the market, which is a very different market structure in Canada and this is a new offering to the market. So we like that start point. We like it profitable. And from there we’re creating a map to grow our presence in Canada.
Ari Ghosh:
Got it. Thanks, guys.
Operator:
Thank you. And the next question comes from Ken Hill with Rosenblatt.
Kenneth Hill:
Hi. Good morning, everyone. I had a question on closing auction. I know that kind of got started here in the U.S. at the height of the pandemic beginning in March. I was hoping you can provide an update on what you’re seeing from a volume perspective. And then more broadly, how you would expect that to trend here going forward and maybe what might help bring volumes up a little bit higher? Is it more interaction with customers and are you still able to do that in this COVID environment?
Edward Tilly:
Ken, good question. Thanks for asking. So we did see our first trades on Cboe closing cross or Cboe market close here in the U.S. here this summer, so we’re excited about that. We have seen a lot of our large customers who use this product kind of come out of change freezes as they’ve adapted to this COVID-19 work-from-home environment. So those change freezes have sod. I’d also mention the 3C, the Cboe Closing Cross in Europe has started to see some nice volumes. We’ve seen actually in June almost €20 million a day across Cboe Closing Cross. So we’re still very excited about both products, both in Europe and the U.S. We think there’s demand for this given the relatively very high margins that the primary listing exchange has had here in the Closing Cross and that’s still a large percentage of the market if you look in first quarter and second quarter, it’s still between 5% and 6% of overall volume was happening in the close. So it’s a part of the market that we are competing in and plan to compete in even more aggressively.
Kenneth Hill:
Great. Thank you.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great. Thanks. Good morning, folks. Thanks for taking my questions. Just want to come back to the proprietary trading, a different angle on that. What you can organically do to improve that trading in the near to intermediate term? And that you – things like ask about on that is the trading floor, how is that going? Do you see that actually helping volumes or is that getting overwhelmed by the environment? And the complex order technology, the order type functionality that you were building out for the index options, maybe an update on that and whether you think that will contribute? And then of course on the Mini-VIX that you talked about today, if you think retail will play in that and that could stimulate VIX volumes?
Edward Tilly:
Great questions, Brian. Let me start with the trading floor. No, I don’t think – I know the trading floor is not overwhelmed by any circumstance. As a matter of fact, we think the reopening of the floor and the reconfiguration is highly effective. The feedback from brokers and market makers is they are ready. They are ready for today’s volume and more. So we think we’re well positioned for the eventual return of those most complex orders in a hybrid environment. As to preparing for and what we hinted to last time was we need to be ready should we need to close the floor if the state or the country changes its phasing during this pandemic. Chris will give you an update on that readiness. You may know that publicly we’ve filed rule filings for a virtual approach to trading. A lot of the gaps we noticed in able to access the supply of deep liquidity of SPX market makers was a bit at times encumbered by an all-electronic environment and we struck out and needed to solve for that. So Chris can give you an update on that progress. And then for Mini-VIX, yes, we do think this will be a retail engagement here. That is exactly why we’re launching Mini-VIX at this time. There’s been great interest in smaller sized contracts, smaller notional contracts that is really retail friendly. It goes back to a lot of the observations that Ken had earlier in the Q&A. And we look forward to that launch, again pending regulatory review in August. And then most importantly, education remains the key driver in organic growth. It’s those touch points and engagement with the massive amounts of interest in the broad U.S. market who are still not engaged in derivatives speculation or derivatives hedging. That’s always going to be the target. And finding new ways in this environment to reach out, touch, engage and to teach is what we have been doing over the past months and I think we’re making great progress given the current environment. But I don’t want to leave without Chris’ answer as to how we’ve done in our readiness, pending regulatory approval of our solution for virtual trading floor.
Chris Isaacson:
Yes, absolutely, Brian. So we have been working behind the scenes on this virtual trading floor concept should we need to close the trading floor again because of COVID-19 and if there are any other further outbreaks in the Chicago area. So we’ve been working very closely. We filed with the SEC June 12, so you can look at that filing. And it just gives us another option or another choice if we would have to close. I’d also mention, we learned a lot through going all-electronic when the floor was closed for about three months and we accelerated some of the functionality we had with our Silexx platform in order to effectuate a lot of trading during that time. So it’s not just the virtual trading floor efforts we’re making but also the efforts on our OEMS with Silexx also. And then just one last thing on Mini-VIX, I’d mention the market maker engagement has been tremendous. The commitment there to this product as we believe retail participation will be high and retail interest is high, so we’re very excited about that.
John Deters:
Brian, this is John. Just on retail again, while we see cyclical trough in institutional retail we believe here is a secular catalyst and we’re leaning into it. Mini-VIX is a great example. I think target outcome products are another great example, just an amazing performance over the past 12 months because of retail’s attention to this product. And we’ve done a lot of engineering around that. And then our internal data project that helps us understand what retail is doing and educate, as Ed and Chris mentioned. We are leaning into the secular growth story on retail and we like that quite a bit.
Brian Bedell:
Do you have the online brokers signed up yet or are they just waiting to see the product get launched first before they put that on their platforms?
John Deters:
On Mini-VIX? Is that your question?
Brian Bedell:
On the Mini-VIX, yes.
John Deters:
Yes. The online brokers are very supportive of this. They see quite a bit of demand behind the product.
Brian Bedell:
Okay.
Edward Tilly:
It’s typical of a product launch. We’ve started with the target that we believe and of course the conversations and the design then we bring in exactly the retail online brokers to your point. So yes, there’s been great dialogue and interest expressed in that size contract for VIX.
Brian Bedell:
Great. Thanks very much for all the detail. Thank you.
Edward Tilly:
Sure.
Operator:
Thank you. And the next question comes from Chris Harris with Wells Fargo.
Chris Harris:
Great. Thanks. So we’ve already talked about the COVID-related overhang affecting the VIX, but how are you guys thinking about how the Fed might impact the franchise? And I guess what I’m wondering is, is quantitative easing and zero rates good or bad for the VIX franchise do you think?
Edward Tilly:
I think it’s broader question than the VIX franchise. I think that in low interest rates environments, the search for a return really lends basic overwrite strategies, long positions in equities but the overwrite strategy or a premium harvesting that we’ve seen in past environments in low interest rates really lends well for derivative trading overall. The constant roll in harvesting premium has been a pattern we’ve seen in very low interest rates environments where there’s a search for a yield. It’s just that simple. So we think the continuation of a low environment will be very position for those that will learn how to harvest premium and/or simple overwrite strategy of long equity positions after what has been a bull run in a handful of stocks. We think maintaining those positions with derivatives in a low interest rate environment will continue.
Operator:
Thank you. And the next question comes from Alex Blostein with Goldman Sachs.
Alex Blostein:
Great. Good morning. Thanks, everyone. So a question for you guys around European equities, European cash equity. This is a business that doesn’t get a ton of focus. But curious, what’s been behind recent acceleration in market share losses there and whether or not there are any efforts in place where they’re expecting or market structure-related to call some of that back? And I guess I’m curious whether the efforts you guys are doing on the European derivative side could benefit the European cash business at all? Thanks.
Edward Tilly:
It’s a great question. And yes, there has been incentives in place and of late we’ve had some great success in share. So I’ll turn it over to Chris to describe a little bit of the new program that we’ve put in place to better incent BBO pricing. It’s really an added maker incentive in our lit book. We’ve seen early wins as we’ve begun to roll this out across geographies. But Chris, a little bit more color.
Chris Isaacson:
Yes, absolutely. Alex, we did see a dip in market share in Europe but we’ve seen actually a return, a growth here actually in July. We’re above 18% which is actually above where the Q1 market share was and that is a result of, as Ed said, the additional liquidity provider scheme we put in place. It’s really focused on the CXC lit book there. We’ve rolled that out across most of the European markets and we’ll do it on the remainder very soon. So Dave Howson and team have done a great job of engaging with our clients, putting in a liquidity provider scheme that will help improve market quality and therefore the volume is following. I’d also mention on that that one of the things that was a drag on market share was short sale bands that have since fallen off, but it’s been helpful for our market share and overall volumes.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi. Thanks for taking my questions. Maybe just a question regarding the Credit Suisse delisting of a number of their volatility exchange rated products that happened earlier this month. I think they also noted that they were delisting those to better align their product suite with their strategic growth plan. So I’m just wondering, can you provide some more color there? Obviously they’re a partner of yours. Just wondering if you think them deemphasizing these products and delisting them on the exchange rated product side could have broader implications for the franchise?
Edward Tilly:
Actually what we’ve maintained all along whether it’s an issuer of an ETP or an ETF or a liquidity provider who pivots and changes their focus, there’s always someone and some institution willing to fill the gap if there’s customer demand. So as we anticipated, we’re already seeing inflows from other ETPs and new funds are being created to fill the void created by TVIX. So not surprising, we saw in June 22 I think the TVIX delist announcement where their AUM declined to about 600 million from 1.5 million, but at the same time we saw UVXY, which is a 1.5 levered ETP increase to 1.2 billion in AUM from 700 million and [indiscernible] increase to nearly 700 million from 500 million. So net-net, if you look at the complex of TVIX, UVXY and [indiscernible], if I add those together before launch and today we’re down about 200 million out of 2.5 billion. And that’s all before the new – there’s a new 2x long ETP filed at the SEC from volatility shares that still has not launched. So we always see someone willing to fill the gap if there’s customer demand for products. So I don’t at this point see any long-term effect of one group exiting and others we willing to step up and take the place because there’s customer demand for this kind of exposure. So at the end of the day, I think this – we’ll see nothing to – up to growth because there’s demand for the products.
Kyle Voigt:
Great color. Thanks, Ed.
Edward Tilly:
Thanks.
Operator:
Thank you. And the next question comes from Owen Lau with Oppenheimer.
Owen Lau:
Good morning. Thank you for taking my question. Going back to MATCHNow and I would ask the question slightly differently. Do you think you have the critical mass in calendar right now or maybe after the acquisition? And what kind of metrics and timeline you’re looking at to gauge whether you want to expand further in calendar? Thank you.
Edward Tilly:
It’s a great question. I would say – since we haven’t closed yet, it will learn a lot on integration. As you may or may not recall from our announcement, we’re able to keep the team that’s built MATCHNow which is an incredible addition to us and the entire MATCHNow team will be joining our North American equities division. And it’s with that insight and learning from one another that we’ll be assessing whether or not and how to expand in Canada, whether it’s with MATCHNow growing or if we have to look at other alternatives for growth in Canada. So we’re not done. We haven’t closed and nor have we been able to really seek the incredible insight into the Canadian equities market from the MATCHNow team. So please give us a little patience until we close so we can share with you our vision for Canada. We love the market, a lot of the same customers, but we’re going to be introduced to new customers as well. So let us assess that a little bit more after we close and I think we can be a whole lot more transparent once we get closing and able to share with you some more vision.
Owen Lau:
Okay, will do. Thanks for the color.
Operator:
Thank you. The next question comes from Jeremy Campbell with Barclays.
Jeremy Campbell:
Hi, guys. Thanks. Ed, on a prior call I think you guys had discussed like CME’s launch of micro E-mini futures was kind of oddly correlated with the rise of your XSP option. I’m kind of wondering a couple of things. One, how do you see the pending launch of CME’s options on those micro contracts with the lateral to your options complex? And then maybe just a bigger picture one, now that basically the notional sizes have gotten cut down dramatically in all equity derivatives over this past year, if there’s any kind of network externalities, if you will, from you guys going into Mini-VIX on kind of industry-wide equity derivative participation?
Edward Tilly:
Yes, that’s great. I love the way you framed the question because we do look at the opportunity as really an ecosystem. And the most successful ecosystems and trading environment is one where there’s deep liquidity for institutions. There’s small bite sized liquidity for customers. That interaction is incredibly powerful because you can actually satisfy the demand from any size user. And then from our perspective we’re able to take further advantage by having volatility products linked to both. So it’s that ecosystem that’s the most powerful and we do grow the pie in its entirety, including futures at CME. The big difference really from a retail size micro option is the difference, the huge difference between retail investors who have securities accounts and the very few retail investors that have futures accounts. There just are not that many. They tend to be the most sophisticated that go and continue to click through online retail brokers for futures accounts. What we’ve learned also and it goes back to Ken’s question, the beauty of having a research department here at Cboe is I’ve had people digging for the growth that Ken sees in E-minis and compared to SPX and options on the E-minis, I haven’t seen it. We can’t find it. It looks pretty flat lined to us, but it’s a comparison that we’d like to take up with Ken later. But more to your question, yes, we see the entire product growing when we can attract more customers into the complex and we think – we both will benefit if the pie grows. Love to see futures grow at CME by the way. That means that there’s institutions being satisfied and their derivatives tend to trade with us when prices are set.
Jeremy Campbell:
Great. Thanks a lot.
Operator:
Thank you. And the next question is a follow up from Rich Repetto with Piper Sandler.
Richard Repetto:
Hi. I know the call has been on pretty long, but I do have a – just quickly if you can go through the periodic auction, because in Europe there’s no Reg NMS. So just quickly some of the details on how it will work here? Will you still get SIP market data revenue if you do pick up share and is it lit or dark? I apologize, I haven’t read the filing. These details may be there, but anyway.
Edward Tilly:
Rich, look, as for time, this is our time with you, so please don’t apologize for that. We definitely appreciate the follow-up question. What we do in the U.S. currently in the U.S. market is lit, but I’ll have Chris give you a little bit more color on importing the expertise and what we’ve learned in Europe to our market share in the U.S. But yes, currently we play in the lit market in the U.S.
Chris Isaacson:
So on periodic auctions, Rich, so obviously there’s no trade through rule in Europe but there is in the U.S. We’ll be abiding by that. This is all in the rule filing. But the details are; there will be a certain amount of transparency around periodic auctions but not too much as to create market impact. We’ll be abiding by the trade through rule and there will be – but there will be periodic and kind of randomized option periods so as to minimize that market impact. So we’ve taken what we’ve learned in the market construct in Europe and we’re applying to U.S. market structure under Reg NMS. We especially think this might be useful some securities where some more illiquid securities, frankly they’re harder to trade in a purely continuous market where there’s been a lot of market structure discussion about the best way to facilitate trading in those securities. So this is just one of many things we’re doing across the globe and applying lessons learned in one geography or asset class to another.
Edward Tilly:
And on the SIP question, Chris?
Chris Isaacson:
Yes. On the SIP question, so obviously we will get trade revenue from that for reporting trades that happen through periodic auctions. I don’t believe there are going to be any core revenue.
Richard Repetto:
Understood. And one last quick comment. You brought up the [Technical Difficulty].
Edward Tilly:
Rich, you’re breaking up on us.
Richard Repetto:
Okay. I’ll pass. Thank you, Ed.
Edward Tilly:
Put more quarters in that machine, Rich. We can’t hear you.
Operator:
Thank you. The next question is also a follow up from Kyle Voigt with KBW.
Kyle Voigt:
Hi. Thanks for taking the follow up. Just for Brian on expenses. So last quarter you mentioned that we should annualize the 4Q expenses as a good jumping off point to model 2021 operating expenses. With the updated guidance today, you noted that you have some extra cost, I think 3 million in the back half of the year that are kind of nonrecurring. But if we back those out, is that annualized 4Q expense run rate still the best way to model 2021 or model it as a jumping off point for 2021 expenses?
Brian Schell:
I think that’s still going to be the primary base for being able to model '21, because it’s going to have all of the – our information services group in there, we’ll have hopefully MATCHNow in there, we’ll have EuroCCP in there, we’ll have a better baseline of I’ll call it core or existing in there. So I still think that’s going to be the best jumping off point. The percentage changes the way people have traditionally modeled expenses and say, what was this? And then you have X amount of growth over the prior year, the percentages may look a little tricky just because of the environment that we’re in. And depending on where we are in fourth quarter relative to where we are at the pandemic and what the world looks like from that perspective. So I still think that that’s going to be our best starting point, because it will have everything integrated in there. So hopefully that answers your – Kyle, again a good question. But if not a follow up, please ask. But there was a question earlier on the EuroCCP first half performance. I did have a chance to – people have fed a little bit information back. It looks like the first half performance on revenues, again these are all unaudited and everything else, but it looks like the top line revenue was about a 60% increase over the prior year in the first half for EuroCCP. So I wanted to mention that to folks. And obviously that will fall to the operating leverage to the bottom line impact as well. But again, as I mentioned, they had a very strong first quarter with the activity and that has definitely showed up in their results in the first half of the year.
Kyle Voigt:
Sorry, Brian. Did you say 60%, 6-0?
Brian Schell:
Yes.
Kyle Voigt:
Okay. Thank you.
Operator:
Thank you. And that does conclude the question-and-answer session. I would like to return the floor to management for any closing comments.
Deborah Koopman:
Thanks, Keith. Thanks everybody for calling in this morning. We appreciate your time and continued interest in Cboe. Bye.
Operator:
Thank you. That concludes today’s teleconference. Thank you for attending the presentation. You may now disconnect your lines.
Operator:
Hello, and welcome to the Cboe Global Markets 2020 First Quarter Financial Results. All participants will be in listen-only mode. [Operator Instructions] Please note, today’s event is being recorded. I would now like to turn the conference over to your host today, Debbie Koopman. Please go ahead ma’am.
Deborah Koopman:
Thank you. Good morning, and thank you for joining us for our first quarter earnings call. On the call today, Ed Tilly, our Chairman, President and CEO will discuss the quarter and provide an update on our strategic initiatives; then Brian Schell, Executive Vice President and CFO will provide an overview of our financial results and provide updated 2020 guidance for certain financial metrics. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our Chief Operating Officer, Chris Isaacson; and our Chief Strategy Officer, John Deters. In addition, I would like to point out that the presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our SEC filings for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. During the course of the call this morning, we will be referring to non-GAAP measures, as defined and reconciled in our earnings materials. Today’s speakers are joining from different locations. So we would ask that you please be patient if there are any technical difficulties. Now I'd like to turn the call over to Ed.
Edward Tilly:
Thank you, Debbie. Good morning. I would like to thank you for joining us and to extend my best wishes for your health and the health of your families and colleagues. The first quarter 2020 was a stunning period in the history, encompassing the nascent spread of the COVID-19 virus to a global pandemic, threatening lives, markets and economies. The growing spread of the virus fueled tremendous market uncertainty, as well as concern for the health of our employees, market participants and communities. Our first priority was to help mitigate the risk of potential exposure to our team members and trading floor community, while working closely with our regulators and customers to maintain continuous and orderly markets. We began transitioning employees to work from home ahead of government mandates and at March 16th, we made the very difficult, but necessary decision to temporarily close the trading floor for the first time in our 47 year history and transitioned Cboe Options Exchange to all electronic trading. Cboe’s hybrid trading system has always provided best-in-class liquidity and access through open outcry and electronic trading mechanisms. While the historic action of closing the floor proved to be a short-term distraction, thanks to the collaboration and input from our floor trading community and the responsiveness of our regulators, we were able to complete this transition in a two day period. The SEC’s collaboration and support was critical in enabling us to work quickly through the rule changes needed to close gaps through technology for a seamless transition. Although it remains unclear when and how we may reopen the floor, we are in discussions with our trading floor community and working through various scenarios, so we are well prepared for any eventuality. The health and safety of our trading floor community which includes market participants, and Cboe team members is our highest priority and will dictate when and how we reopen the trading floor. In the mean time, the electronic component of our hybrid system remains industry-leading and we are actively working on electronic solutions to replicate the benefits of floor trading in order to better response the demand for high risk and complex trades that are temporarily more difficult to satisfy. The recent market instability reconfirms the importance of transparent, accessible and regulated markets. Throughout this period of extreme market conditions, our exchanges performed without incident, processing dramatically increased volumes across all of our markets. Turning now to a look at the recent trading environment. The S&P 500 index touched record highs in mid-February with a variety of known unknowns on the horizon combined with initial concerns around the impact and severity of the Coronavirus, hedging was top of mind for most investors. As we have seen before, in the midst of extreme market uncertainty, the world turns to Cboe to leverage the utility of SPX index options and VIX futures to navigate market turbulence. This played out vividly in the first quarter 2020 with year-over-year increases of 43% in index options and 44% in VIX futures as investors repositioned and monetized hedges during the subsequent market sell-off. Higher trading volumes in the first quarter gave way to lower volumes across our proprietary products in April as we look across our diversified product line, we continue to see strong volume in multi-listed options and U.S. equities, as users of our index products dersisk or regrouped. Volumes will ebb and flow as uncertainty plays out. The extended disruption in the market has been colored by record levels in realized and implied equity volatility, while rates have collapsed and oil prices traded negative. Currently, as we have seen before during times of extreme market stress, investors derisk until the event is more clearly defined. When they are better able to assess risk, they reengage. Tragically, this is an ongoing crisis and we expect to see new permutations and volatility as it continues to evolve. No one can say with certainty how this situation will play out, but the path to recovery is unlikely to be linear. We expect investors to continue to deploy and redeploy our unique product set to trade their changing market views and hedge their positions as the crisis evolves. We remain focused on listening to our customers by delivering products and solutions tailored to help them reposition to better navigate this new and extraordinary environment. We are actively redefining how we approach investor education. Two new initiatives include virtual forms for industry experts to share the latest in risk management strategies and webinars covering a broad range of topics designed to increase awareness around the benefits of allocating to CBOE products. Further, we are positioned to assist our customers by offering customized trading resources that address the complexity of managing risk through periods of heightened and prolonged uncertainty. Silexx, Cboe’s proprietary order and execution management system continues to provide critical functionality throughout the challenges presented by the COVID-19 pandemic. In order to facilitate access to an all-electronic environment, we expedited development work on Silexx, which enables floor traders to replicate their work streams in both flex and listed options and remain active in the new virtual environment. In addition, we offered Silexx free to our floor trading permit holders through the end of May to help them adjust and provide continuous liquidity. By facilitating access to our market in an all-electronic environment, we help to ensure the continuation of a fair and orderly marketplace. Along with the growing need for robust customized tools, we saw increased demand for historical datasets and sophisticated analytics as the rule tries to make sense of the current economic environment and prepares for what lies ahead. By offering a comprehensive suite of data solutions, analytics and indices, we provide market participants tools for better understanding risk and accessing Cboe markets. Understanding risk has never been more important than now. It follows that portfolio risk and margin efficiency, rank at the top of what our customers need. This highlights the importance and timeliness of our recent acquisitions of Hanweck, a real-time risk analytics company, and FT Options, a portfolio management platform provider. Similar to our Silexx acquisition 2.5 years ago, our Hanweck and FT Options acquisitions were based on our ongoing commitment to investing in tools to grow the utility of our product suite. The value of these investments may not manifest immediately, but eventually market conditions make clear how these resources draw users to our markets and help us establish higher baselines or product volumes once participants reestablish their views on the market. We also support customers through product innovation that delivers value in a variety of market environments. For example, in our U.S. equities business, we are encouraged by the positive response we have seen to our new retail priority offering with steady increases in ADV each month and representing about 5% of shares executed on Cboe EDGX in April. On March 6th we launched Cboe market close, which enables us to tap into part of the closing auction market buy in, while benefiting the industry with an all exchange price competitive alternative. As expected. The market environment during the quarter limited customer uptake of CMC, but we expect uptake to increase based on recent customer outreach for certification and testing. Meanwhile, our post-close trading service in Europe, Cboe Closing Cross has begun to gain traction and we expect that volume to continue to build as well. In addition, Cboe BZX was the first exchange to list actively managed semi-transparent ETFs for trading, leading the industry and supporting our issues with the approval and listing of this groundbreaking ETF innovation. With other listings of this type in the pipeline, we are focused on establishing as the listing venue of choice in this arena. Turning to Europe. The close of our EuroCCP transaction remains on track and is currently expected to close in the next few months pending regulatory approval and other closing conditions. As we have mentioned, we would expect EuroCCP to enable us to grow our current European business to further diversify our revenue stream by enabling us to bring to market a European derivatives business that leverages our expertise in actively quoted markets to better serve our global customer base. EuroCCP is the central link in the PAN European equity market network and we value the business for the critical role it plays in settlement across Europe. Additionally, as an EU clearing house, we see EuroCCP as a strategic asset in light of the political and regulatory uncertainties surrounding Brexit and the future framework of European capital markets. We look forward to sharing additional details on our European derivatives launch plans in the coming weeks. As a global exchange operator, Cboe is deeply committed to providing orderly markets throughout this crisis. I would like to thank our trading community and regulators for their critical work enabling us to maintain robust and reliable markets during this critical time. I believe the highly collaborative efforts with our regulators throughout this crisis can serve as a model for productive collaboration going forward. Special thanks also to the Cboe team. Our associates are deeply experienced in the business of risk management, which requires prudence, knowledge, flexibility and composure, qualities in abundance across our team. Their collective experience and dedication enabled us to successfully navigate extraordinary short-term challenges, while continuing to execute strategic growth initiatives across all of our business lines. Good citizenship is one of Cboe’s guiding principles and we are also mindful of our role as a global corporate citizen with offices and customers around the world. The giving spirit of our team is inspiring. Our company-wide corporate giving and the generosity of our associates is focused on providing relief to those suffering from the crisis and to containing its spread. We believe the experience of our team, our diversified product line which includes, but extends well beyond our unique proprietary products and the expansion and growing utility of our customized trading resources leaves us well positioned to continue to deliver positive results for customers and investors as we move forward. With that, I will turn it over to Brian.
Brian Schell:
Thanks, Ed, and good morning, everyone. I do hope everyone and their families are remaining safe and healthy and I’d like to echo the thanks to Cboe team and everyone who make this call possible this morning. Let me remind everyone that unless specifically noted, my comments relate to 1Q 2020, as compared to 1Q 2019 and are based on our non-GAAP adjusted results. As Ed noted, we reported record financial results for the quarter underscoring the strength and resiliency of Cboe’s franchise and the utility of our products, particularly in times of market turbulence. Our net revenue increased 28%, with net transaction fees up 43% and non-transaction revenue up 7%. Adjusted operating expenses increased just 5%, which combined with our strong revenue growth resulted in an adjusted EBITDA growth of 42%, resulting in very healthy margin of over 74%. The adjusted EBITDA margin on incremental net revenue was 102%. And finally, our adjusted earnings per share increased 48% to $1.65. Consistent with our prior guidance, we grew our quarterly recurring revenue stream of proprietary market data and accessing capacity fees by 8%, compared to first quarter 2019. This increase includes over $2 million attributed to the acquisitions of Hanweck and FT Options in the quarter. Organic growth was 7%, which excludes these acquisitions and a shift of approximately $1 million and revenue reported in access capacity fees in 1Q 2019, which is now reported in transaction fees. The growth in proprietary market data and access to capacity fees continue to be driven by incremental subscriptions in units accounting for about 86% and 77% of the growth this quarter respectively. At our last call, we noted our expectation that these revenues would grow in the low to mid-single-digits organically, and mid to high-single-digits on a reported basis, which will be inclusive of the acquisitions of Hanweck and FT Options. Looking ahead, the reported growth rate for these non-transaction fees is now expected to be lower in the low to mid-single-digits purely due to the realignment of certain fees as a result of our move to all-electronic trading. Trading floor broker access capacity fees have been suspended due to the temporary floor closing. However, we have implemented comparable transaction-related fees in an attempt to achieve a neutral net revenue impact. All else remaining equal. Having said that, we remain optimistic about achieving the underlying organic growth target of the remaining proprietary and market data and access capacity fee category. This revenue shift will occur in second quarter, again in the form of higher transaction fee revenue associated with higher RPC of our index options and lower access and capacity fees. Now, a review of our segments. In our Options segment, the 36% or $50 million in increase in net revenue was driven by growth in net transaction fees, particularly in our index option where average daily volume declined 44% for the quarter and RPC grew 7%. The RPC lift reflects a mix shift by order execution in time, as well as pricing changes implemented during the quarter. Most notably, a fee increase for SPX options, as well as a fee decrease for VIX. In multi-list options, ADV increased by 55% and RPC fell by 21%, with the latter primarily due to a shift in customer mix, and higher volume rebates versus the first quarter of 2019. Turning to futures, the 36% or $11 million increase in net revenue primarily reflects a 43% increase in ADV and a 1% increase in RPC. The higher RPC year-over-year was primarily due to a mix shift with a greater percentage of volume coming from higher RPC order types including block trades. In U.S. equities, net revenue increased 14% or $11 million, primarily due to higher transaction fees with equities volumes benefiting from the return of volatility to the markets, shifting more trading to on-exchange venues versus off-exchange. More dogs barking in the background. Our market share increased year-over-year and sequentially and it’s been particularly shown on our Cboe BZX exchange where we have benefited from the rise in ETF trading, a key volume growth in U.S. equities. Net revenue for European equities increased 15% on a U.S. dollar basis and 17% on a local currency basis reflecting higher market volumes, and higher captures, offset somewhat by a lower market share. The higher capture resulted from continued strong periodic auction and LAX volumes. The net revenue increase reflects a 17% increase in transaction fees and non-transaction revenue. The growth in non-transaction revenue reflects increases in access and capacity fees, primarily due to incremental connections with the opening of our Amsterdam Networks in October of 2019. And other revenue which includes licensing and trade reporting revenue. The decline in market share was primarily the result of significant market profile shifts to the highly volatile market conditions in the quarter, which saw many participants recalibrate their models. Additionally, volumes were impacted by our loss of ability to offer Swiss securities for trading due to the Swiss equivalency matter. Net revenue for global FX increased 22% for the quarter, pinning a new all-time high reflecting a 19% increase in market volumes and a 3% increase in net capture with the latter reflecting a mix shift in volume by customer type. We maintained strong market share and set new ADV highs in our full amount offerings as well as on Cboe SEF for NDS. Turning to expenses, total adjusted operating expenses were about $99 million for the quarter, up 5% against last year’s first quarter. The key expense variant was in compensation and benefits, reflecting the net impact of a $5 million increase in incentive-based compensation resulting from higher bonus expense this quarter and forfeitures of unvested equity awards in 1Q 2019, a $2 million increase as a result of lower capitalized wages relating to software development and a $2 million decline in benefits due to the adjustment of deferred compensation paying assets. Note that there is an offsetting $2 million charge in other income resulting in no impact to earnings. This adjustment reflects the change in the valuation of certain deferred compensation paying assets and we do not attempt to forecast or include as a part of our overall expense guidance. Looking ahead to the remainder of 2020, while much uncertainty remains around how this pandemic plays out, we remain steadfast in our execution of prudent expense management. In light of the COVID-19 crisis, we have recalibrated our 2020 expense plan with a focus on deploying our resources to have the greatest impact. We are reducing our guidance for 2020, adjusted operating expenses by $16 million to a range of $419 million to $427 million, primarily reflecting lower compensation costs and lower expenses for travel and entertainment and marketing events resulting from the current environment. Expenses are expected to ramp up in the second half of the year as we plan to accelerate our existing growth initiatives and complete our Chicago headquarters build-out. This slide provides an update to the 2019 to 2020 expense bridge we provided in our last earnings call indicating, we now expect core expense growth to be flat to up 1% because of changes to our assumptions. As a result, this guidance does not include our plan. As a reminder, this guidance does not include our planned acquisition of EuroCCP and the build-out of PAN European derivatives trading in clarity. We’ve planned to incorporate that into our 2020 guidance after the acquisition closes, which we still expect to occur in the next few months subject to regulatory approval and other closing conditions. Turning to income taxes, our effective tax rate on adjusted earnings for the quarter was 27% at the low-end of our guidance range, but above last year’s first quarter rate of 25.4%. The year-over-year rate tax increase primarily was due to greater excess tax benefits associated with equity awards in the first quarter of 2019 versus 2020. We are reaffirming our 2020 full year tax rate on adjusted earnings, which is expected to be in a range of 26.5% to 28.5%. We are also reaffirming our capital spending guidance for 2020 to $65 million to $70 million. We are still on track to move into our new Chicago headquarters in early part of the third quarter. However, this could shift based on the availability of our current suppliers. Furthermore, we still expect depreciation and amortization to be $34 million to $38 million for 2020, which excludes amortization of intangibles of approximately $120 million in 2020. Turning to capital allocation, let me underscore, we remain focused on investing in the growth of our business to build upon our strengths, while returning excess cash to shareholders through dividend and share repurchases. Our financial position continues to be very strong. We have very good cash flow generation capability and a solid balance sheet. During the quarter we returned $120 million to shareholders through share repurchases and $40 million through dividends. And at March 31st, our share repurchase authorization available was $180 million. Our debt remains at $875 million and we have $250 million available and availability under our revolver if a short-term funding need arises. Our leverage ratio moved to one-times at quarter end, down from 1.2 times at the end of the year reflecting higher trailing 12 months of earnings and we ended the year with adjusted cash of $137 million. We expect to see approximately $25 million to $30 million of a liquidity benefit primarily from the immediate deductibility of leasehold improvements, expenses from our Chicago headquarters move, deferral of first quarter tax savings and political social security taxes as allowed by the U.S. Cares Act. We do not expect to maintain – we do expect to maintain a more conservative cash position in the near-term and evaluate funding alternatives opportunistically. In closing, these unprecedented times leaves us with many unknowns, but what we do know is, we just reported record quarterly financial results across almost every financial metric. Our technology infrastructure handled messaging volumes that were double prior peaks with no service disruptions. We work collaboratively with our regulators and trading floor community to migrate to an all-electronic exchange and our workforce converted to a work from home environment, all without skipping a beat. The underlying fundamentals of our business are strong and our philosophy of maintaining financial flexibility is in place for times like these. Regardless of marketing conditions, we remain focused on serving the needs of our customers and delivering sustainable returns to our shareholders while guarding the health and wealth of our associates. With that, I will turn over to Debbie for instructions on the Q&A portion of the call.
Deborah Koopman:
Thanks, Brian. At this point, we'd be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue and if time permits, we’ll take a second question. Turn it back to Keith now.
Operator:
Yes, thank you. [Operator Instructions] And today’s first question comes from Richard Repetto with Piper Sandler.
Richard Repetto:
Yes, good morning, Ed, and good morning, Brian. And I hope everybody – you and the Cboe team are all safe and healthy. Congratulations on the outstanding margins reported in the quarter. I guess, the question – my question is on proprietary trading volumes. And just trying to understand the impact of the foreclosures if you can quantify that, at least from the complex trading of the SPX option? And then, just to get more into what you talked about in the prepared remarks, have we seen a more pullback from either speculators or is it the true hedgers? And then, I am just trying to understand how equity volumes in multi-listed options remain elevated, but we seen the proprietary product volumes in April fall back, pull back quite a bit?
Edward Tilly:
Rich, thank you and good morning. A great question. I like the way you combine that. Let me first answer the floor perspective. I think in the kerfuffle of moving to all-electronic, we, I think managed to satisfy the demand for the majority of our customer flow really well. But that said, the most complex trades, those are the most risky. We have not been able to fully satisfy and I think there is pent-up demand. I know, there is pent-up demand and a frustration with some of those more complex trades in their attempt to access the pool of liquidity that is the SPX. So, we are going to work on that. I am going to provide you some detail there. The second part of your question on speculation versus hedging, speculation is alive and well. The activity we see in single name product, I think goes right to that question. There are winners and there are losers in this incredible market move. And even today, with a 60 spool move, I anticipate there'll be a lot of speculative play and we’ll see that in multi-list options and including spiders. The SPX, you are right, institutional base, the hedging tool for hedging U.S.is exposure to the U.S. market period. So I think the hedges are on the sidelines to your observation as well. Let me get back to the question on how then to return the utility that is the floor of the SPX for the experience of those that are still frustrated by access in test backs. We have a two-pronged approach. One, we are preparing the open of the Cboe trading floor, it will be ready in and around June 1st. A safety first is going to be our guideline. We have our own members of the Cboe community going down back down to floor to service our trading community. So the health of both of those groups is first and foremost. We recognize the impact that we potentially going to have on the Chicago community if we act too quickly and recklessly. So it will be safety first, but will be ready operationally June 1 to go back to open outcry trading. The other – the path that we are pursuing is what electronic solutions can we offer to the marketplace that bridges the gap between the experience that was found on the trading floor. The utility that brokers provide, the ability for market makers to trade with market makers, how do we provide that solution electronically? We are well into the design of that technology solution and we’ll be wedding that with the SGC immediately. So, I would say, it’s a two-pronged approach, ready for open outcry June 1, parallel path on electronic solution, so we will return the experience for all of our users to what they are used to gaining access to the S&P 500 complex.
Richard Repetto:
Thank you.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Ken Worthington :
Hi, good morning. Thank you for taking my questions. Can you talk about the damage done to your clients in VIX this financial correction? While firms seem to be positioned very differently this time in VIX versus what they had – where they had been in 2018? There is still seems to have been damage done to those who are short volatility. So, and we see this in – may see this in the multi-year lows and open interest in futures. So, how would you compare the damage done at this time in 2020 versus what we saw in 2018? And to what extent are you seeing signs of recovery?
Edward Tilly:
First I guess, I’d have to see damage done before I can see signs of recovery. I will say that the big volumes change that we see, I think I would point to most that is affecting the volume in VIX futures is the massive reduction in AUM and ETPs. And as a result, the lower required need to rebalance at the end of each and every night and VIX futures. So, most intense in the levered – in inverse ETPs where we are about a tenth of the AUM that we were pre-selloff. So, I don’t think that I would not categorize this at all in the parallel you are drawing to the last major spike in VIX where we did lose flow and strategy. I don’t see the same here and I certainly haven’t heard stories that resemble anything like we’ve seen a couple of years ago. So, I think this is normal. I think the rest of the VIX open interest, there was a great deal of monetization of hedging. So if you had VIX options positions on or if you had the right position in VIX. Not surprisingly, you reach expiration, you hold those positions to expiration. At a mid-30s VIX level is not where you would reengage. You let those options expire and we are at a higher level, we are at a flat line VIX. Right now, we’ve talked about this for years, we’ve seen the market go to flat line. The markets most indecisive when the volatility surface is flat. This does not surprises at all.
John Deters:
Ken, this is John Deters. So, to Ed’s points on the ETP dynamics, just very, very different patterns from what we saw back a couple years ago, in particular, you can track when you look at shorts. One of the important things we look at is the short interest and the long ETPs. And where the short interest really accelerated was after the VIX level started to lift up. So, rather than people being caught short, they went short when VIX was sitting 70, 80. Now that where it’s 30, term structure flat, people don’t have views on where that’s going up or down. The shorts are out of the market. The longs are not back in and you can see that to the inflows, the asset inflows into the ETPs which is generally been negative. So, people are waiting to reestablish their view. That’s simply it.
Brian Schell:
Ken, let me give you a - just a reference point on the March expiry and kind of prove the point a little bit about not rolling and reestablishing. The expiry is at 69 level. So that’s not a roll level. I think it’s a wait and see and that’s exactly what we are observing today. But thank you, It’s a great question.
Operator:
And the next question comes from Dan Fannon with Jefferies.
Dan Fannon:
Thanks. Good morning. The derisking you highlighted across the customer base in, I guess, in March and in April, I guess, without clarity on the pandemic, reengagement is likely to be a bit delayed. But I guess, if you think longer term, the addressable markets for your products in terms of hedging through periods of volatility. Could you talk about kind of the new customers, the new opportunity and how the market might be more broader for the utility of your products kind of post events like the last few months?
Edward Tilly:
Yes, it’s great. And what we are doing is, we told you, this was the year of organic growth. And the team is so fired up. We have the right people on the street with the right people in front of customers, the engagement was solid. And that is still going to be our story. But we are pushing that out a little bit. This is a back to basics. Our existing customers need more information that the volatility environment. And you are right, you cannot see the end of this pandemic yet. And that shows up in the flatness and the elevated nature of the curve right now. So it’s really difficult to look through. So the engagement has to be different. But we are engaging virtually, each and every day with the existing customers. And I’d say, if we were – our goal was, gosh, 60% in 2020 to engage with existing customers and 40% out in getting new, I would see we are probably at an 80:20 right now, reengaging within existing, while still trying to cultivate new. So, it is a bit more of a pivot back to the people we know or who needing more information in this environment and back to the growth story, I would hope by third and fourth quarter of this year.
Operator:
Thank you. And the next question comes from Alex Kramm with UBS.
Alex Kramm :
Yes, hey. Hello everyone. Wanted to just – I guess, a numbers question on what you outlined on the access fee and the price change there. Can you just give us a little bit more color, what the dollar impact is on access fees? And obviously, I guess, you are trying to get an offset on the transaction side. But is that basically a plan for one month now? You just said the floor may reopen in the beginning of June. And then maybe just related to that, I mean, how did you think about that pricing change? I mean, is there a situation where you are introducing higher transaction fee to some clients only who trade electronically. Anyways that you are implementing more friction into the marketplace at a time where you are desperately looking for more volume or how should I think about the puts and takes of the new pricing schedule?
Brian Schell:
Yes, Alex. Happy to provide a little bit more color there. So, the high-level number is about $1.5 million per month, roughly on that fee shift that you would see. And that RPC, like I said is something that we looked at and say, we are not trying to make more money as a result of the change. We are trying to just basically do a neutral offset and it’s not an exact science. But the goal would be to – it won’t be a 100% is that the same folks who would have paid that, call it the access fee would be seeing a slightly higher transaction fee on their trade is the way we tried to structure that. So it’s not across the entire complex. Obviously, it’s not exact, it’s not perfect the way fee schedules work, but I would say, the bulk of that – of what that RPC shift would be on those who are paying the access and capacity fee that I mentioned as far as the shift goes. As far as the – how long and everything else, Ed talked about a potential timing change as far as, obviously there is conditions there have made of local areas, lifting restrictions and a lot of things that go into that. What I was doing, and when we provided that guidance is, we don’t know exactly when that will shift. So, if it’s only a month, and more back, then it’s only a month and we’ll update the guidance. So I think that was a very good question for you to ask to kind of suck that out on a kind of a monthly basis of what we’d expect to see, because we would then go back to flip the fees back to where they were, pre-temporary foreclosure.
Alex Kramm :
Great. Thank you.
Brian Schell:
Yes.
Edward Tilly:
I think we lost the connection, Debbie.
Deborah Koopman:
I am not hearing anything.
Operator:
I am sorry. The next question comes from Mike Carrier with Bank of America.
Edward Tilly:
Excellent.
Mike Carrier:
Hi, thanks guys for taking the question. Hey Brian, just a question on the expense guidance and understand things are so in flux, so it's probably tough to be too precise. But, typically, the range that you provide, that range constitutes a pretty kind of broad, like, outcome in terms of like the bonus and how that gets accrued. I guess, just given this year with the uncertainties on like the pits close versus going back and kind of reengaging and somewhat normal operations and travel. How much of that is included in the range, meaning in terms of it on hold versus going back. And then, I know, you mentioned EuroCCP is not included. I think initially you guys had something around $0.08 to $0.10 dilutive in year one. But then you have that change versus what you know as of now. Thanks.
Brian Schell:
So, I am not – I am going to try and interpret the first question on the bonus impact, I think broadly. So, I’ll try to answer that broadly and then on the EuroCCP, I’ll answer that one because, when we gave that guidance, that was, again meant to be, broadly, I’ll call it a - some of that was a bit of a 12 month perspective. So, if it was delayed, some of that could get shifted a little bit into outside of 2020 and then more into 2021 as we kind of roll that forward. So, it was – when we obviously when doing all of our modeling, look at the impacts, look at when the investment occurs, we have certain expectations of when that would hit in 2021- excuse me – then when that would hit in 2020. So, I would say, stay tuned for when we see that it does get closed and we’ll refresh that. We continue to, obviously, like the U.S. and in Europe, continue to engage those clients or continuing to be very strong interest in what we are doing there. And we haven’t seen anybody back away and say, we don’t want to do this, but realizing the environment we are in, we’ll have to evaluate the timing and whether expenses happen at the exact same time as we had initially indicated. But that’s kind of why we also then are waiting to update that guidance until that closes to get give everybody more clarity as far as the timing goes. On the bonuses and what that reflects, essentially sometimes, that compensation is a little – it basically has to have a full year perspective on it, because essentially, what firms are required to do is, forecast where they expect to make kind of – where they expect to make earnings for the entire year and book an accrual, based on kind we call one quarter of the way through it have expectations along the way. We’ve made what we think our conservative assumptions as far as how our year goes. We have different scenarios that we look at, evaluate the higher or lower volume impacts, and obviously any impacts of those expectations that occur, relative to what we’ve assumed, obviously can change the accrual for the bonus itself. But right now, we feel very comfortable that we are kind of in a solid range of where we are. And as I said I think that if that number goes up, it will be only due to higher volumes. And as it goes down and it’s not as where people – we might expect them to be – that guidance could come down a bit. So, I know you are probably looking for explicit number, but just know that overall, bonus and as you look at the expense structure, compensation is a big driver of the overall expense guidance.
Mike Carrier:
All right. Thanks.
Edward Tilly:
Mike, just a couple additional things on EuroCCP. To Brian’s point, the previous estimate in terms of EPS impact, it wasn’t an estimate in terms of timing, it was also an estimate in terms of where we thought those facility fees would come in and I think one thing that we’ve been pleased about over this period even through the market turmoil is we’ve been able to successfully make progress on the syndication . We now have signed commitments for the full facility, really just waiting for those final regulator approvals and fees have really come in right in the ballpark of where we anticipated even in this environment. So it’s terrific. And just in terms of the longer-term derivatives plan in Europe, we are as excited as ever some things may face delay here and there, but we are finding banks are really engaging with us. They are ready to participate. And we are also – I think in a position to apply some of the lessons we are learning in our markets here in the U.S. in terms of liquidity provision and new ways to electronically source liquidity supply that will really bear fruits in Europe, since we are obviously – I mean, Europe is not going to be a floor environment. But we can still apply some of the electronic lessons we are learning today there.
Operator:
Thank you. And the next question comes from Chris Allen with Compass Point.
Chris Allen :
Good morning everyone. I wanted to revisit Rich's question a little bit, just the answer there. I was wondering if you could help us quantify, how much activity is driven by the complex trades, because what I was trying to parse out is, what level of decline has been driven by, you talked about the flatness of the VIX curve and the elevated VIX versus was what's been driven by the floor closure there. So any color there would be helpful. And also, how is your – the floor participants who are being impacted by the fee shift you just discussed. How did they receive that in terms of, particularly just given what is the likelihood there of lower levels of activity right now?
Edward Tilly:
So, I’ll take them in reverse. Good question. As far as the fee level, look at it this way. It was just primarily SPX issue. If you were trading the at-the-money options before the move and it was $0.63 to $0.68. You are trading the at-the-money options today and it's $40 or $50 premium and there is another dime or so in fees. That is not the friction point. So, while no one wants their fees to go up relative to the options that you are trading. This is not the – this is not an issue, that is affecting at all from our opinion the volumes in the SPX. It is not why you wouldn’t trade the SPX. As for the complexity, I think you are on to it. If we look at the most complex trades with exposure to the S&P 500, or in multi-leg spreads and I define those, it’s the most complex – I think six legs and over, right? So, pretty simple to trade electronically a two leg spread, but if you get into six and over, it becomes more difficult. Before March, that was above 5.5% of the SPX volume and after the major move and we went to all-electronic, that’s about 2.3%, 2.4%. So, that is a massive amount of volume that is been frustrated by an all-electronic environment and it is exactly the benefit we think, we will gain when we return to either open outcry and/or an electronic solution that satisfies those most complex trades. And what we haven’t spent a lot of time on is, the market maker experience, not to entries, but in their ability to continue to reposition their own risk with fellow market makers that may or may not have the same exposure. That is very, very difficult to do in all-electronic environment. It’s very, very easy to do when the most liquid pool of liquidity that SPX pit allows you that interaction with other market makers leading to rebalance and reposition their own portfolios. We will need a solution for that electronically and we have that design. So, as I say, the parallel path we are chasing right now we will provide solutions both all-electronically and a return to open outcry trade.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell :
Great. Thanks. Good morning, folks. Hope everyone safe and well. Just to come back on obviously the topic that you're on the floor. Just maybe different way, just in my own volume calculations here for quarter-to-date across SPX, VIX options and VIX futures, SPX volumes are down, little over 30% while the VIX options are down 60% and futures is 65%, maybe this is too simplistic. But from my understanding the SPX is more heavily – or it has a higher floor to participation where VIX has – traditionally has a higher electronic usage and of course, the futures does, as well. Is that contraction in SPX volume somewhat of a reasonable proxy for the contribution from the volume decline on the floor if we were to look at that way? And then, also on the development of the electronic complex order types that you are working on, I guess, how quickly do you think that would be effective? And then, would people continue to use that if that was effective to the extent that they would in the future be less active on the floor and rather you do electronic version?
Edward Tilly:
So, let me answer the electronic version versus the open outcry a little different way. So, our position on the open outcry trading has not changed since we went hybrid. So, if you can think, 10 to 15 years ago, the expectation was the trading floor would close. Cboe has an electronic solution that should satisfy the majority of its users and no longer find utility in the pit. Our position has always been that when our customers tell us that there is no utility in the trading crowd, when brokers provide no service to their customers, the electronic solution will close the trading floor, not Cboe and not its management team. That position has not changed. We have been adding an improving technology from the moment hybrid was introduced. We’ll continue to do so. Now, in this instance, we have been able to isolate needs that have not been satisfied in an electronic environment with much more clarity. So the focus and the direction is clear. The design is already done and the interaction now will be with our regulators and timing of a launch in our phase one. That is not going to be the last phase. We will have multiple phases of adding technology and solutions to the experience that our customers have today using open outcry. So, I do think there has been an impact in SPX due to the frustration of not being able to get those most risky and most complex orders done. I am not sure if I answered all of your questions. So, please reengage with me if I left something else.
Chris Isaacson :
Brian, this is Chris Isaacson. I would just add here. This is a long history of making technological advancements to satisfy and provide the utility that our customers want including on the floor. So, we went to hybrids for the SPX monthly contract in 2018, massive integration effort to new technology in 2019. We pivoted on a dime when we were forced to close the trading floor. We are working very quickly to satisfy the utility we are trading for whether physically or in a virtual mode. And as I had said, we are all over this. The design is nearly done and subject to regulatory approval and working with them. We will be ready for any outcome here regardless of how COVID-19 progresses.
Brian Bedell :
We would expect a recovery based on the work you are doing there and then secondarily what you mentioned to an earlier question as people put risk back on in the market, that's a whole other dynamic of that recovery, but that’s a little bit more in third – on the second quarter.
Edward Tilly:
Agreed.
Brian Bedell :
Yes, okay. All right. Thank you.
Operator:
Thank you. And the next question comes from Ari Ghosh with Credit Suisse.
Ari Ghosh :
Hey, good morning everyone. So, Brian, just on Hanweck and FT Options. Can you remind us again what the revenue contribution look like in 1Q and the outlook for the remainder of the year? And then just more broadly on, I think about market data and access, additional subs, the new plans have been driving the growth of the year. So, please share any color on what you’ve seen thus far in April and expectation near-term around new client growth just given some of the continued market uncertainty and day-to-day business structure? Thank you.
Brian Schell:
Yes, sure. Thanks for the question, Ari. So, on the Hanweck and FT, we didn’t provide guidance on the acquisition. We just kind of – we’ll continue to let everybody know the incremental amount that’s in our numbers as it’s new, because we want to continue to highlight the organic growth that we’ve been able to experience and continue to drive going forward. So, stay tuned as we continue to report that. It’s about $2.5 million, I think we had in our slide deck. You’ll see that for the first couple of months for February and March in the quarter. As far as the underlying proprietary market data and the access capacity fees and what that looks like, we look at that pipeline. We are in communication with our business development team. Again, we still feel good about that organic growth. You are seeing the really, really strong numbers as far as newness and subscribers driving that growth versus any price changes. With respect the connectivity part of that that actually has probably surprises to the upside as far as strength goes, which is not surprising given the environment the additional need for capacity and the connectivity of it. That’s probably slightly higher than our expectations. And some of that also in line with – as the Amsterdam operations, like I mentioned earlier in prepared remarks have come online. With respect to the proprietary market data, again, if we look at kind of our – some of our, call it, three larger geographic areas of Europe, U.S., and Asia, we continue to see good pipeline. And we still feel good about those sales, granted the in-person contact has slowed, but the interest continues to be strong. And so, while we may have seen a little bit of acceleration than we maybe originally expected in access capacity fee, that’s more than offset than some of the growth that we’ve seen in the pipeline maybe pushed back a quarter or two relative to interest. But we still see a very strong healthy underlying environment for that category.
Edward Tilly:
And Ari, to support that, these are not the proprietary datasets that we sell or not heavy in-person sales cycle type datasets. These are things that are taken electronically by market participants. We started immediately after we closed the Hanweck and FT Options deals. We started really the cross-sell efforts, it’s a very, very small minority of customers across those businesses and across our own existing proprietary part of businesses we are overlapping. And so, I think those efforts continue and we are very positive about the potential for new client uptake across the product sets of the three businesses.
Ari Ghosh :
Great. Thank you very much.
Operator:
Thank you. And the next question comes from Chris Harris of Wells Fargo.
Chris Harris :
Thanks, guys. So, historically, when volumes move from open outcry to electronic, they tend to go up. Could that outcome happen with your electronic solution for complex orders? Or is there something maybe different about that that suggests that won’t occur? And if it does have that potential, why not move away from the floor entirely?
Edward Tilly:
So, I do think it has the potential. But if you can – just, the image you need is, we have excess supply of liquidity. That’s not deployed in the market right now from our traditional market maker group who are global in nature, running their own – primarily running their own book. We have excess demand for access into the SPX that is global in its nature and wanting exposure to U.S. market and no better benchmark than the S&P 500. The frustration is in that the logistics of that pipeline in matching these buyers and sellers. That’s it. So, now can any solution will – we believe, show up in more volume when more buyers can meet more sellers. So, the potential is yes. The electronification in a number of different phases can prove to be show up in volumes that are greater than they would otherwise have been. But when you say when I just close the trading floor, it is the answer that I gave a bit ago, is because our customers haven’t found that satisfaction yet. And still have great utility in the floor. I can’t stress enough the value added by both the brokerage community that we have today, our members of the Cboe that are representing those global customers, and the liquidity providers who are making those lit markets each and every day. What we need to do? What we are challenging ourselves with this not reuniting them on the - just on the floor, but providing solutions that allow them to meet in a new electronic or virtual world.
Chris Harris :
Okay. Thank you.
Operator:
Thank you. And the next question comes from Owen Lau with Oppenheimer.
Owen Lau :
Good morning. And thank you for taking my question. So, in terms of capital return, given where your stock is trading right now, how should investors think about, maybe regular dividend and a special dividend if it’s on the table, and share repurchases this year. And then for, real estate expense longer term, how does COVID-19 changed your operating plan, of your new headquarters and trading floor relocation, maybe in terms of the design and the need of the space, because more people may want to work from home going forward. Anymore color would be helpful. Thank you.
Brian Schell:
Yes, sure. So, I would say the capital allocation story hasn’t changed as far as what we do, what we prioritized and taking a look at that. You saw our activity of returning capital to shareholders in the first quarter and we’ve always said it was a priority to have a increase to the annual dividend and we’ve done that over the last several years. And obviously, we haven’t made a decision, the Board hasn’t made a decision on the dividends as we go forward and what that looks like, but it will continue to take a perspective of our entire capital structure and the preference to return capital. But we’ve always said it’s one of our goals and that the share repurchase once financial flexibility is established, the repurchase continues to be opportunistic. I did say in our prepared remarks that we are going to preference liquidity and credit right now, versus, being aggressive on a share repurchase opportunity. So I think that’s kind of where we are right now, as far as until the environment becomes a little bit more known. I would say that, it’s now a indication of what we think the value of the stock price is. So, we’ll make that clear and again, to make it clear that the dividend growth is continuous and always will be a priority for Cboe. As far as your question on operating expenses and what that looks like from real estate, you don’t expect – obviously, real estate over the long-term is variable and we will adjust accordingly. I think, shorter term, I would stick with our original guidance of where we were. We are actually going to see a slightly uptick during 2020 given the overlap in what we are doing. And the overlap that we have as we transition to a new headquarters. But I wouldn’t look for any significant change to that, what we’ve already guided in 2020, I guess, that over the long-term, if we see less space being used or we need to make it a little bit more efficient and there is more work from home which we all expect. We don’t expect that to see a significant change to our overall expense guidance that we have had. But, good question. Longer term, we expect that to come down over time, but short term, don’t expect to see a material change in what we’ve guided to.
Owen Lau :
Okay. Thank you.
Edward Tilly:
Chris, maybe on the – operationally, the design question on returning to the floor and maybe in a new layout employing the best of safety and practice in social distancing and what our considerations are.
Christopher Harris:
Yes, absolutely. Thanks. And so, on to your question there, when we do return to the office for the trading floor, we are obviously going to employ, everything we need to – or keep everyone safe from the very beginning of our COVID-19 response and now forward planning. It’s about the safety of our associates and our customers. So, when we come back to the trading floor, hopefully as early as June 1, we'll have social distancing in place and likely an alternating plan and more alternating plan with groups coming in to ensure the liquidity the floor can offer, but also the safety of the trading floor community. And then, there are associates of course, who are going to be very cautious in bringing them back to the office to ensure their health and safety also. So, it doesn’t have a long-term change really in our real estate expense as Brian mentioned or nothing notable at this point, but we are proceeding with caution to ensure everyone’s safety.
Owen Lau :
Okay. Thank you very much.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt :
Hi, good morning. And maybe a follow-up for Brian on the expense guidance, I know, you are lowering the core growth rate from 4% to 5% to 1% in 2020 in the updated guidance. Just wondering as we look out to 2021, how should we think about the growth off of this new lower expense base in 2020? And I am just wondering if there will be elevated core growth in 2021 if some projects and other expenses are being pushed back into next year?
Brian Schell:
Yes, I would say that, that’s a very good question as far as the follow-up goes. The way we think about and the way that guidance is built is, as I hand it to and I hand to – I tried to lay out in the prepared remarks is that, we do expect a ramp up of expenses in Q3 and then more fully in Q4. And we – so, I would say that the modeling is likely going to be kind of – absent anything, one-time items or something like that, that would be a little bit more unusual in any one particular quarter. I would expect that the 2021 guide to be more based on a – kind of an annualized, more of a runrate off of Q4, as far as if we’re able to get – able to get more those initiatives up and running into the fourth quarter. You would expect that then to rerun forward, because certainly some of the discretionary expenses and I call them discretionary meaning that the marketing and the promotions, things like that, that just aren’t happening right now because of the events aren’t being done, the sponsorships aren’t there. Some of those are literally being pushed into the fourth quarter or deferring into the year. That’s likely more of a better runrate for 2021, looking at, again, more of the fourth quarter versus kind of an absolute percentage growth rate over the entire 2020.
Kyle Voigt :
It’s helpful. Thank you.
Operator:
Thank you. And that’s lot of time we have for questions. Right now, I would like to return the floor for any closing comments.
Deborah Koopman:
Thank you. I want to thank everybody for their time this morning and I’ll let you know that we will be available for any follow-ups. So please feel free to contact me. Thanks and have a good weekend.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect your phone lines.
Operator:
Good morning, and welcome to the Cboe Global Markets 2019 Fourth Quarter Financial Results Conference Call. [Operator Instructions]. Please note, this event is being recorded. I now would like to turn the call over to your host today, Debbie Koopman. Please go ahead.
Deborah Koopman:
Thanks, Keith. Good morning, and thank you for joining us for our fourth quarter earnings conference call. On the call today, Ed Tilly, Chairman, President and CEO, will discuss the quarter and provide an update on our strategic initiatives; and Brian Schell, our Executive Vice President and CFO, will provide an overview of our fourth quarter 2019 financial results and 2020 guidance for certain financial metrics. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our Chief Operating Officer, Chris Isaacson; and our Chief Strategy Officer, John Deters. In addition, I'd like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. During the course of the call this morning, we will be referring to non-GAAP measures, as defined and reconciled in our earnings materials. Now I'd like to turn the call over to Ed Tilly.
Edward Tilly:
Thank you, Debbie. Good morning, and thank you for joining us today. I'm pleased to report on financial results for the fourth quarter 2019 at Cboe Global Markets. Lower volatility throughout the quarter was reflected in year-over-year declines in trading industry-wide. The comparisons were especially challenging in our proprietary products due to exceptionally strong trading in the fourth quarter of 2018. Despite the unfavorable trading conditions, I'm pleased to note that in the fourth quarter and throughout 2019, we significantly strengthened our foundation for growth in 2020 and beyond. We completed our technology migration while delivering on our synergy targets, expanded our offering of unique trading and educational resources and launched new initiatives, such as our plan to acquire EuroCCP and build out pan-European derivatives trading and clearing. And just this week, we acquired Hanweck, a real-time risk analytics company, and the business of FT Options, a portfolio management platform provider. As a result, we believe we are better positioned to grow our business and to define markets globally to deliver value to our customers and shareholders. Collectively, our team is excited to execute from this enhanced competitive position in 2020. I will highlight our upcoming initiatives today. First, touching on recent market conditions. The fourth quarter capped another year of tremendous market growth. The market continued to grind higher, ending up roughly 10% for the quarter and more than 30% year-over-year, marking one of the best performances in the past 2 decades and sparking debate over how much upside remains. Thus far, in 2020, geopolitical tensions with China and Iran, an aging global expansion, the March primaries and November presidential election, and a potentially global pandemic loom over the economy. As market unknowns increase, we see a greater focus on hedging and risk management. The need for more precision in positioning for potentially significant market events has been a consistent theme from our customers. In response, we provided them with added granularity by accelerating the listing of new terms in both SPX Options and VIX futures and options and have already begun to see growing trading in the new contracts. In fact, we saw stronger trading across the board in January, with increases in ADV month-over-month and year-over-year for SPX options and VIX futures. We had a record month for ADV and access fee options and saw our third highest monthly ADV of all-time and multi-listed options. Turning now to our 2020 strategic initiatives. Our goal is to define markets by being the global leader in innovative tradable products and services. We are focused on the following initiatives aimed at reaching that goal
Brian Schell:
Thanks, Ed, and good morning, everyone. Before I begin, let me remind everyone that unless specifically noted, my comments relate to 4Q '19 as compared to 4Q '18 and are based on our non-GAAP adjusted results. As Ed noted, we had difficult comparisons given the record financial results we achieved in the fourth quarter of 2018 versus weaker trading volumes in 4Q '19. Overall, our net revenue was down 16%, with net transaction fees down 30% and nontransaction revenue up 10%. Adjusted EBITDA declined 18%, but achieved a healthy margin of over 70% compared to the record margin of nearly 72% in last year's fourth quarter. And finally, our adjusted diluted earnings per share decreased 21% to $1.21. Throughout 2019, a consistent theme for Cboe was the growth of our recurring revenue stream, a proprietary market data and access to capacity. Combined, they increased 7% for both the fourth quarter and the full year compared to the same period in 2018, in line with our expectations for mid- to high single digit growth. As it relates to proprietary market data, about 70% of the growth this quarter was a result of incremental subscriptions, and nearly 85% of the growth of our access capacity fees was attributable to incremental units. We continue to see opportunity across all of our asset classes and believe we can grow this revenue stream at low to mid-single digits in 2020 on an organic basis. Note that this revenue growth rate reflects the shift of approximately $4.5 million or 150 basis points previously reported in access to capacity fees in 2019 and transaction fees in 2020. The primary revenue contribution from our acquisitions of Hanweck and FT Options is expected to result in additional market data revenue. Thus, on a reported basis, the growth rate is expected to be in the high single digits. Now I'd like to turn to our segments. In our Options segment, the 20% or $35 million decrease in net revenue was due to lower net transaction fees, particularly in our index options, offset somewhat by lower royalty fees and higher market data fees. Index Options average daily volume, or ADV, was down 31% for the quarter, while revenue per capture, or RPC, was up 2%. The RPC lift reflects a mix shift with SPX options representing a higher percentage of the overall index volume. In multi-listed options, ADV was down 8%, and RPC fell by 34%, with the latter primarily due to a shift in volume mix by order type and higher volume rebates versus the fourth quarter of 2018. Turning to Futures. The 24% or $9 million decrease in net revenue primarily reflects a 33% decrease in ADV, offset somewhat by a 6% increase in RPC and lower royalty fees. The higher RPC year-over-year was primarily due to lower volume-based rebates. In U.S. equities, net revenue was down 7% or $6 million, primarily due to lower transaction fees, a result of a 27% decline in matched ADV and a 15% decline in capture. This decrease was offset somewhat by higher market data revenue and regulatory fees, the latter driven by fines. In third quarter of 2019, we reinvested a portion of our higher-than-expected net capture to attract additional market share, which has shown mixed results as measured by total market share through the fourth quarter of 2019. However, Cboe share of continuous trading has actually increased during the course of 2019, reflecting the impact of the pricing changes. The lower total market share reflects the increasing portion of volumes trading off exchange and during the closing auction, where Cboe has not competed. With the upcoming launch of Cboe Market Close, we'll be able to tap into a part of the closing auction market volume, benefiting the industry with an on-exchange price competitive alternatives. Net revenue for European equities decreased 11% on a U.S. dollar and a local currency basis, reflecting lower market volumes. The net revenue decline reflects a 28% decrease in transaction fees, offset somewhat by a 20% increase in nontransaction revenue. The growth in non-transaction revenue reflects increases in access capacity fees and other revenue, which includes licensing and trade reporting revenue. The decline in net transaction fees was due to lower market volumes and market share, offset somewhat by favorable net capture. The higher capture resulted from continued strong periodic auction and LIS volume. We attribute a portion of the lower volumes and market share to the ongoing uncertainty around the timing and final outcome of Brexit and loss of ability to offer Swiss securities for trading due to Swiss equivalency issues. In addition, we continue to see growing portion of volume trading off-exchange and in closing auctions, driven in part by the low market volume and muted volatility. Net revenue for Global FX decreased 6% this quarter, reflecting a 14% decline in market volumes, offset somewhat by a 6% increase in net capture, with the latter reflecting the impact of lower volumes on our tiered pricing. In addition, market share reached a new high of 16%, up 70 basis points year-over-year, primarily driven by positive customer response to our new full amount offering. Turning to expenses. Total adjusted operating expenses were about $96 million for the quarter, down 14% versus last year's fourth quarter. The key expense variance was in compensation and benefits, primarily resulting from a decrease in incentive-based compensation. The decline in incentive-based compensation is aligned with our full year financial performance versus our targeted performance. Additionally, I'd like to point out two expense items included in our non-GAAP adjustments in the fourth quarter. One, a $23 million provision for notes receivable associated with the funding for the development of the Consolidated Audit Trail, or CAT; and two, a $4.5 million charge for the write-off of Cboe Command following the completion of the C1 technology migration. With respect to our 2020 expense guidance, and I want to be very clear here, absent the recently announced acquisitions of Hanweck and FT Options, our expense guidance for 2020 would be exactly the same as it was when we announced more than a year ago. But with the inclusion of these new operations, we are updating our prior expense guidance of $420 million to $428 million to a range of $435 million to $443 million. Take note that this guidance does not include our planned acquisition of EuroCCP and the buildout of pan-European derivatives in trading and clearing. We plan to update our full year 2020 guidance after the acquisition closes, which is expected to occur in the first half of this year, subject to regulatory approvals and other closing conditions. This slide provides a bridge from our 2019 adjusted operating expense to our 2020 guidance detailing the key expense drivers, which I'd like to review now. Our core expense growth of 4% to 5%, in line with prior years, which reflects continuation of investing to support our organic growth initiatives, which Ed referenced previously; an offset from expense synergies of about $18 million expected to be realized in 2020, primarily from the C1 migration completed last year; a full year of incremental cost for our Brexit readiness of about $3 million; the absence in 2020 of approximately $6 million in favorable expense adjustments in 2019. The transitioning to our new corporate headquarters in 2020 and moving our trading floor in 2021 is expected to result in $7 million to $8 million in duplicate occupancy expense in 2020. We expect these incremental costs to decline to about $3 million in 2021, with cost benefits starting to accrue in 2022. The impact of software development expense versus capitalized of $7 million to $8 million, reflecting the faster cadence at which we implement technology updates and a shift in the scale of our technology projects; the assumption that we will achieve our targeted incentive compensation in 2020, accounting for $10 million to $12 million; and incremental operating expenses of approximately $15 million related to our acquisitions of Hanweck and FT Options, in total, arriving at our guidance for 2020 adjusted operating expense of $435 million to $443 million. Additionally, as we disclosed previously, our pending acquisition of EuroCCP and the build-out of pan-European derivatives trading and clearing are expected to reduce earnings per share by about $0.08 to $0.10 in both 2020 and 2021. About half of the estimated EPS impact in 2020 reflects potential acquisition of EuroCCP, including incremental costs associated with a new EUR 1.5 billion backup line of credit. The remainder relates to our investment in building out the derivatives business. We expect EuroCCP to be neutral to slightly positive to earnings per share in 2021 as it build on growth initiatives. As you can see from this table, EuroCCP generated about EUR 23.8 million in revenue in 2019 based on unaudited and preliminary results, up 12% versus 2018 and generated positive net earnings. We're excited about the opportunity to see -- to grow the market for derivatives trading, particularly in options. While the U.S. and Europe have similar GDPs and wealth levels, the notional value of equity and index options traded in the U.S. is 7 to 8x greater than the notional value traded in Europe. With the final technology migration completed, we exited 2019 with $80 million of run rate synergies and still expect to exit 2020 with $85 million. As noted on our prior earnings call, we expect most of the remaining $5 million of run rate synergies in 2020 to result in reduction in cost of revenues versus expenses reflected in royalty fees. Turning to income taxes. Our effective tax rate on adjusted earnings for the quarter was 24.7%, below our prior guidance, but above last year's fourth quarter rate of 22.1%. The tax rate increase was primarily due to tax benefits associated with remeasuring our net deferred tax liabilities recognized in the fourth quarter of 2018. Our 2020 full year tax rate on adjusted earnings is expected to be in the range of 26.5% to 28.5% versus 25.5% in 2019. The projected increase reflects a reduction in discrete tax adjustments in 2020 versus 2019. Capital spending in 2020 is expected to be $65 million to $70 million, up from $38 million in 2019, primarily due to leasehold improvements and other costs associated with our Chicago headquarters relocation in 2020 and a trading floor move slated for 2021. Furthermore, we expect depreciation and amortization to be $34 million to $38 million for 2020 compared to $38 million in 2019. This excludes amortization of intangibles of approximately $120 million in 2020 versus $139 million in 2019. Turning to capital allocation. We remain committed to a disciplined and consistent capital allocation strategy that includes reinvesting in our business, complementing our organic growth with acquisitions and providing steady distributions to our shareholders through increased dividends and opportunistic share repurchase in order to maximize shareholder value. During the fourth quarter, we returned over $40 million to shareholders through dividends and $70 million through share repurchases. For the full year, we returned over $300 million to shareholders through dividends and share repurchases. And through the first month of this year, we used nearly $27 million to repurchase our shares, leaving approximately $273 million of share repurchase authorization available at January 31, 2020. Our debt remains at $875 million, and we have $250 million in availability under our revolver and if short-term funding need arises. Our leverage ratio is 1.2x at year-end, up from 1.1x at the year-end -- at the end of the third quarter, reflecting a slightly lower trailing 12 months of earnings. And we ended the year with adjusted cash of about $208 million. The $500 million cash balance reflects the anticipated funding of share repurchase activity in January and the recently announced acquisitions. In summary, Cboe is executing on strategic initiatives and setting the stage for both short-term and long-term performance with our continued focus on defining markets globally, growing our proprietary index products, executing on our initiatives of getting closer to our customers pre trade, at trade and post-trade to drive volume; growing and diversifying our recurring revenue streams; leveraging our freed up technology resources to focus on organic growth initiatives; disciplined expense management to leverage the scale of our business and a disciplined capital allocation plan focused on long-term shareholder growth. With that, I will turn it over to Debbie for instructions on the Q&A portion of the call.
Deborah Koopman:
Thanks, Brian. At this point, we'd be happy to take questions. [Operator Instructions]. Keith?
Operator:
[Operator Instructions]. And the first question comes from Rich Repetto with Piper Sandler.
Richard Repetto:
Ed, Brian and Chris, I guess the first is a little bit off-the-wall question. With the higher volatility, we've seen volumes up nearly across the board. I know this makes up a small amount of your revenue, but the multi-listed option volume has been -- I thought you said third month or something like that, we have it as being -- the industry being at record levels. So I'm just trying to see what's driving that. Could it be retail? And could it be affecting your proprietary products, which drive the majority? And then lastly, is there any truth to the rumor that you're going to extend the take or you extended a takeover offer to Match.com?
Brian Schell:
Wow, Rich. I mean, I've found my match with Beth. So we're done with that. So let's take these in order. Sure. I think the retail investors love a rally. And history says that in a rally, we get -- stock pickers are rewarded more than they are in a selloff, where correlations tend to be higher in sell-offs. So coming out of a year of a 30% rise, the retail investors tend to get paid by being really smart stock pickers. And I think if we look at the most recent past, if you look at volumes, Tesla is an incredible driver of volumes in multi-list option classes just over last, I don't know, gosh, 1.5 months or so. 1 million, 2 million Tesla contracts trading in a day. That's incredible. So there is a great deal of interest when there's a breakaway from the norm and rallies to illustrate that. As for its effect on our proprietary products, if you think of correlations then, and we have liquidity providers dedicating liquidity across hundreds of thousands of strikes, the roll-up into macro hedging for our pros is even more important. So we do see the roll-up in more macro hedging from professionals than in our proprietary products. So I think it's always been complementary. We've always talked about the power of the ecosystem. So individual stocks roll up into sectors, roll up into macro hedging. And ultimately, for Cboe, that shows up in SPX options in particular. And then depending on small or large-cap, we can see that across the proprietary suite of products here in Russell and Q. So it's not a bad story for us any way to look at it. That's kind of the view from us from the individual multi-listed names.
Christopher Isaacson:
Rich, let me just add. From a retail perspective and with the 0 commission, that's really more of an uplift, I'd say, in equities than it is in options. But it certainly has at least a neutral to a positive effect on volumes. We think in the long term, we don't see that receding as zero commissions are here likely to say.
Operator:
And the next question comes from Ken Worthington with JPMorgan.
Kenneth Worthington:
Ed, I wanted to dig more into the buildout of the pan-European Option business. You gave us a slide or 2 on it. So maybe what exists now for index options and futures? You kind of highlighted it's small, but what is it? Maybe why you're seeing demand for Cboe to build this product out, maybe you have like an anchor client or something that might help you with launch. And I assume this heavily leverages Chi-X and cash equities. And then maybe give us a rough outline of major milestones of your buildout. And I guess maybe conclude when do you think you might be breakeven? Is it like 3 years away, 5 years away, longer or less? So again, all around this pan-European equity opportunity.
Deborah Koopman:
Breaking the rules again on the question.
Edward Tilly:
No, I like it. That is a great lead-up. It's a great question, and I'm going to have John start to kind of give you the landscape. I'll take over on how we see offering Cboe's unique perspective. Chris can lay out the schedule for you and milestones and Brian will wrap it up with when we see this really taking the benefit of our efforts.
John Deters:
Yes, Ken, this is John. Thanks for those questions. It's an exciting initiative for us. In terms of the current landscape in Europe, I mean, we showed you just the look in terms of notional value traded. There are index options, as everybody who covers our company is aware, in the European landscape. There are index options. There are single-name options. There are single stock futures. So those products do exist. And they're provided by very competent, we think, competitors in the space that we have a lot of respect for. The structure of those markets just serves a different, a more limited universe than our market structure serves. And we're not making judgment about that, there's just -- it's just based on where you grew up as a company. So Cboe for 4 years has been built around the primacy of the quote, the primacy of the quote from a diffused number of market makers. And that's embedded in our technology, so the capacity of our technology. It's embedded in our fees and our rule structure. It's embedded in our relationships, the diversity of our relationships, and it's embedded in our product design, our easily hedgeable product designs, so that you can really encourage this diffused community of market makers to provide robust quoting. You can see this, I mean, there are in dish off it, and we study this stuff all the time, and dish off it in the markets -- market stats. So for example, if you just look at quoting, U.S. versus Europe, the typical quoting amount is less than half in Europe as it is in the U.S. The spreads tend to be about 100 basis points wider. They update less frequently. And yet, at the same time, if you look at the kind of average trade size of what's actually executed, the average trade size is larger. But what does that all mean? It means that people are looking at the quotes. The quotes are really meant to be indications, guidelines of where the market is. And when they go to act on those indicative quotes, they tend to call the relationship banks. You call a handful of them. The best bank wins. And then you post it sort of in block fashion. Our market operates very, very differently where the quote on the top of the book as well as the depth behind that quote makes a large-sized transaction completely actionable through the depth of quoting in the book. And so, ultimately, that filters down to create an environment where a broader number of participants. Retail gets brought in because the quotes are actionable and reliable. Institutions that don't necessarily have those deep bank relationships get brought in because those quotes are deep and reliable. And that builds a virtuous liquidity cycle. One more thing to note about this before I turn it over, because it's going to be a team effort on this question, is just that I think people underappreciate the importance of quotes for the options market, whereas equities are really about last trade. The options market, you've got thousands of actionable points, strikes and maturities. And they don't always trade with frequency. The quotes are really what people use to understand the market. In fact, the 2 deals we just announced this week, those sets of analyses couldn't happen without quotes. And a lot of people -- we've got a really, I think, a world-class options-based strategy benchmark index business. Those indexes are built on quotes. So people need to understand, in order for you to find your way in the options market, you need good quotes because these tools wouldn't exist without it. So that's a little bit of perspective in terms of what we see. We're not just saying we're better. We've done a lot of time, spent a lot of time deeply evaluating differences between these markets. And we think we've got something unique that we can deliver together with our key relationship customers.
Edward Tilly:
So as for an anchor tenant, I think it's tenants. So the inbound to me, after we announced the deal of that years ago was when are you bringing the U.S. model of transparent, deep liquid markets to the European derivatives market? And with Mark Hemsley, it was a dream of his to realize this, and we lacked the solution for clearing. So with EuroCCP, we're able to enact a plan that we've really had on the back burner for many, many years. And it is in response to inbound. And if you think of the global liquidity provider community, there's nothing unique in the U.S. Our liquidity is really formed globally. But to John's point, what we reward is the dedicated liquidity provider. That has always been the model for derivatives. To John's point, there are hundreds of thousands of strikes. And in order to light those strikes up, liquidity providers need to participate in transactions. That's fundamentally the difference. And so I would say there are many of the global liquidity providers asking us and willing to be those tenants, early movers in our derivatives in Europe. Chris, on milestones and timing.
Christopher Isaacson:
Yes. As far as the milestones go, we hope to launch our derivatives market in Europe in the first half of 2021. If you look at that, there's going to be some intermediary milestones. In the second quarter of this year, we plan to have technical specifications for all the customers. And in the fourth quarter, we'll allow them to start testing in a certification environment as well. Obviously, this is all subject to regulatory approvals, both of the acquisition of EuroCCP and the adding of derivatives and clearing of derivatives for both the market and for the EuroCCP. In addition, there's an integration effort, of course, to be done with EuroCCP and the adding of derivatives for clearing and settlement. We look forward to working with our partners there at EuroCCP having them under the tent here at Cboe. And as we've mentioned, this is a customer-driven effort. And therefore, we're going to develop this system, this platform, as we do all of our platforms, to serve the customers. So you could think it's going to be the common platform of use across all of our equities, options and futures markets and, as John mentioned, quote-driven. So for instance, we processed, on C1, 10 billion quotes and orders last Friday. And in order to have an active, vibrant, highly quoted market, you need to have a high capacity system, which we'll bring to Europe.
Edward Tilly:
So let me just add one more on operations. I think what we should probably mention, and this effort is going to be led by Dave Howson. Dave is ready. Dave has been in charge of the technology for Cboe Europe for quite some time. So he will join with Cecile Nagel,who currently leads EuroCCP. The team is ready to deliver. And those milestones that Chris outlined, we are ready to achieve those. So Brian, probability?
Brian Schell:
Yes. So I would say that -- and Ken, you would expect nothing but to be -- us to have, say, a conservative point of view of this. But from a profitability standpoint, we're looking at a 3- to 4-year time frame, roughly. And we'll continuously keep you and everyone in as far as our updates go. And those will be tied to the milestones that we achieve, the regulatory approvals along the way. And just part of that is informed by our experience in launching new products. This is a little bit bigger effort as far as a quote market goes. So again, we've tried to be radically transparent as far as what we believe the costs it will take upfront to invest in the long-term growth of what we think is just an amazing opportunity for us. But we're starting from -- somewhat from ground 0 on, call it, the derivatives end of this. So there is some heavier investment upfront. And so we're looking for that call that 3- to 4-year time frame for profitability. And then after that, as it takes to build scale, then we hope that we'll have meaningful contribution after that.
Operator:
And the next question comes from Chris Allen with Compass Point.
Christopher Allen:
I wanted to dig a little bit on the 2020 expense outlook. The 4% to 5% core expense growth, I'm assuming the main factors there are the continued data buildout, the sales buildout. I'm just wondering, what's the flexibility? If we have a challenging revenue environment, could you separate out an incentive comp of $10 million to $12 million? And also just on the incentive comp, maybe you could give us some color, what was the incentive comp for 2019? And how is that impacted by the outlook for revenue growth moving forward?
Edward Tilly:
So if I can -- so the -- if you look at -- if you think about the overall pool, the incentive comp, we'll call it, as far as for 2019 was roughly $35-ish million at the total base. Relative to the prior year, I think it was closer to $50-ish million in 2018. So you can see the big delta that swung from '18 to '19. And the fact that we did not have positive revenue growth and earnings growth, that was the big change. As far as we talked about expense discipline, that's as much about alignment and structure as it is. Don't take that extra trip or don't buy that extra rim of paper. It's about how do you align the organization so that there's a little bit of a profit-sharing element within the overall incentive plan. And that's certainly -- and with our comp committee and the board, certainly focused at the higher end as far as the senior leadership team, as far as that's where the most dollars are at risk, is this, the people sitting around this table right now. So the big flux is always going to be in that incentive comp as far as where that goes. And you can see that's a direct result of when we laid out the bridge of the $10 million to $12 million. That's the biggest flex point. As you know, in the long term, all expenses are variable. In the shorter term, the key triggers that we have is that incentive compensation. And that's really kind of the biggest thing that we have. Now as we have these growth plans and everything that's going on in the way, we believe they're going to start yielding results. They're going to start generating the positive revenue that we've targeted, which we're not providing guidance on in the aggregate. But that's really the main flex point. And if there are decisions along the way, whether it be within that core growth rate, about -- in that 4% to 5% growth rate assumes some marketing spend around some of the products launched, some different efforts we have around growing those products organically. If some of those things that we factored into our budget and in our plans aren't quite working the way that we thought that they would or in the same time frame, we'll pull that back. So there's a little bit of flex in that as well. But as far as single category, order of magnitude, it's going to be an incentive comp.
Operator:
And the next question comes from Michael Carrier with Bank of America.
Sameer Murukutla:
This is actually Sameer Murukutla on for Michael. So sorry if I missed this, but did you provide any of the revenue contribution from Hanweck and FT Options? And I guess, just maybe a higher level. I know you told us about your strategic rationale, but, Brian, can you just update us on your typical financial rationale that you look for in a deal? And given the growing recurring revenue stream, how much are you willing to raise the leverage in a potential deal? I still think that counts as one question.
Brian Schell:
Not exactly because I'm not even sure I wrote them all down, so you have to remind me if I didn't get them all. So one, we did not provide revenue guidance on the transactions. We did indicate at the announcement that we believe that they are going -- that they are accretive for certainly in the immediate year of 2020. So we did not give explicit revenue guidance for those transactions. I believe that one of the questions was, what is the calculus we use on looking at transactions? And I will say that we look at all the traditional corporate finance metrics that one would think of as far as a pure analytic framework of looking at discounted cash flows and the net present value. What do we believe that return is going to be relative to other opportunities that we have? So we use a lot of the traditional metrics that one would look at as far as, what do we believe the long-term additive benefit is to our -- basically, shareholder value? The accretion dilution, we always, always strive for accretion, but it is not the -- it's not a binary decision based purely on that. It's really about what we think the long-term value is going to create called traditional DCF in those projections. Now obviously within that is our strategic rationale has always got to be part of why we're doing the transaction, which we've talked about, and we spent a lot of time talking about. And I'll reemphasize again, this was done to help supplement our core proprietary product and help leverage that growth. Again, these businesses in and of themselves are profitable and is a wonderful revenue stream that is terrific. It fits very strategically with what we do, continues to add scale to that overall market data business that we have already. But again, we believe that the big strategic focus is, how do we help continue to drive the opportunity to grow that trading in our proprietary products? I believe the last question was, how far, Brian, is Cboe willing to lever up to do a deal? And I think that's what your question was. But these transactions, obviously, are small, and we're just essentially using cash on the balance sheet. I think it's going to depend on the opportunity. The only thing I can point to you, because I can't speak for our Board, but we can look to that. The exchange industry has been given, I would say, the capital markets has given them a fair bit of flexibility to flex up to 3 to 4 -- or 3.5 to 4x within a kind of a typical leverage ratio, given a history of the ability to pay down rapidly, making commitment to maintain an investment-grade rating, and obviously if there's a strategic fit with what we're doing in that overall mix. So that's not an absolute commitment from -- that's what Cboe would do or will be able to do because that's obviously a large Board decision as far as the opportunity comes in front of us. I would just say I would point to what we've seen in the markets of what others have done. We have similar cash flow profiles.
John Deters:
And just to -- this is John. Just a follow-up on the second part. I mean, I think Brian really laid it out well. It's worth repeating, we've said this before and this will not change. We lead with organic growth. And when we look at transactions, those transactions are designed to accelerate our organic growth aspirations. So while we focus on the intrinsic financial benefits of an opportunity, there are also, I'll call it, unseen benefits that occur throughout the business that you'll just see recognized in our continued outsized performance.
Operator:
And the next question comes from Alex Kramm with UBS.
Alexander Kramm:
I think this has been asked a few times over the last few months, but it would be great to have an update on what you've seen since the final, I guess, platform migration was finished. I think there was an expectation that we would hopefully see some customer behavior shifts, maybe some uptick in turnover velocity. So any color there would be great. And any other asset that your customers are giving you now that this is done in terms of new products that you may launch in terms of access to these market data opportunities? Anything else that's new that's come out of that migration now that it's done?
Brian Schell:
Yes. Alex, I'll take that. So we've seen some really positive trends since the migration. Obviously, volumes came right back or market share was right back within a week or two. But since then, I just mentioned earlier in an answer to a question, we've seen great -- good volatility here in January, and the platforms handled 10 billion messages or orders or quotes last Friday. We've seen the mix between electronic and floor trading has stayed largely the same. I'd say it's upticked a bit, especially in SPXW. Slightly more electronic, but we're still seeing very vibrant for trading. FLEX and XSP continue to grow. We've invested quite a bit in the FLEX product and we'll continue to do that. We have planned enhancements for FLEX for the remainder of 2020 based on demand we're seeing from customers. And then I'd also say the volatility settlement enhancements that we made, we've seen 4 very successful settlements since migration. Participation -- number of participants has increased. The number of replicating orders has increased, and the quoted spreads at the time of the settlement are down about 40%. So we're really quite encouraged by what we're seeing from a settlement perspective, is that monthly settlement especially is so vital for our customers to achieve convergence for our proprietary products.
Operator:
And next question comes from Ari Ghosh with Crédit Suisse.
Arinash Ghosh:
Just a quick one on the market close initiative. I think the volume that you'll potentially interact with, I think you mentioned a 7% number, but what you could potentially touch is closer to 4 to 5-ish. So just would love to get your thoughts on expectations around either volume share capture or what the updated economics might look like on this initiative. If there's anything that you could provide, that would be great. And then just in addition to that, like based on your conversations with your customers, is the value proposition here around pricing or added functionality that you think could get you to win some of this share?
Edward Tilly:
Yes, thanks for the question. We're quite excited about Cboe Maket Close given the multiyear effort we've had with the SEC and customers and comment period. So very excited to launch on March 6. As we've laid out here, the overall closing volume or market share is about 7% in the U.S. It's about 20% in Europe, actually. So it's been trending up year-over-year. So we're very excited to compete in this area of the market. The addressable market for a market on close is roughly half of that. We don't have exact visibility into every single trade that occurs at the close. But roughly half of it, we think, is addressable. We won't be announcing pricing quite yet. That will be closer to the March 6 launch. But I can just tell you, it would be very aggressive, and we look forward to competing very aggressively in this space. This is something our customers -- they've asked for us to bring this to market for many years. In fact, there are many dark pools or ATSs that offer similar off-exchange facilities. And they're excited for us to bring this to the exchange space. So more to come on pricing. The functionality, we think, is well designed, and the demand from our customers is quite exciting. We expect to have people there March 6.
Operator:
And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great. With respect to Hanweck and FT Options, just by the way, of your guidance on the market data and access fees, with and without the deal, I'm getting to around $25 million of revenue for Hanweck and FT, give or take a few million, depending on the range. So I just wanted to see if that's a reasonable calculation. And then, also, if you could talk about the growth of Hanweck and FT given what overlap there is with Cboe users now and new users coming on. And then just if you can just comment on the revenue capture across most of the areas, where it was pretty strong sequentially and year-over-year, whether you think that's sort of sustainable into 2020.
Brian Schell:
So on the revenue guide, I don't want to provide the specific guidance, but I think your calculus is a little high as far as the contribution goes. And because I know that's -- when you're backing into it, you've got ranges that you're working with. So I think it feels like you've chosen maybe the higher points of some of those ranges. And I know they can move back and forth. So I just want to give you that. That feels heavy when you look at it overall, as I think it was the first question.
John Deters:
And then the second one, Brian, was -- this is John. The second one was on the customer question. I think there are 2 ways to look at the opportunity set. One is just in terms of the value add of the product set. And two, the other is the customer question. The first one, so I think you can go back to the slide we showed where we've got pre-trade, at trade and pos-trade. The transaction revenues we earn from our Options business are that single moment in time. It's people are compensating us for the value we provide at that moment in time. People are putting on positions that could last a day, a week, a month, a year. And for the duration of that holding, and even leading up to in the pre-trade period, people are going to want to risk analyze. People are going to want to mark using theoretical prices. People are going to want a portfolio evaluate. So you think about those things as sort of being buckets of value you provide, the transaction being at that moment in time and these other services for the lifetime of the holding. I think what we're really trying to describe is significant opportunity to grow that non-transaction revenue stream because people find similar value in those non-transaction services. And then secondly, in terms of the customers, so you can think about these 2 businesses as having -- I mean, customer numbers really in the low -- very low 100 range. Very, very marquee customers, great customers. But if you're smaller businesses like this, you face some challenges. One, you don't have the sort of the diversity of distribution channels that we have at Cboe already in place. Two, you're facing a client base that wants fuel rather than more vendors. And three, you're just facing questions about who you are. It's -- you're a new name. And so even before you really start in earnest the sales cycle, you're describing that. And out of the gate, we sort of overcome that. So you -- now you match up these, call it, 100-plus customers that these 2 businesses come to us with, with our thousand plus customers, who all, because they trade our products, will find some utility in this suite of offerings. We think that there is obviously significant upside there to grow the businesses.
Brian Schell:
And the last thing I'd mention here is that with Hanweck and FT, it really -- we mentioned on the call the capital efficiency during the script. And these 2 have the potential to help us really unlock greater capital efficiencies for our customers. So in addition to the non-transactional revenue that they do produce in our profitable companies today, we think we can dramatically help customers unlock that capital, which would improve liquidity and ultimately increase trading, as we've mentioned earlier. But this is -- we feel like this is a double win, both of these. It's not just about the revenue and the contribution themselves, it's how they can help our customers better use our products.
Brian Bedell:
And your revenue guide does not include that growth potential, I assume. It's really the run rate of the business currently in terms of the debt revenue guide of...
Deborah Koopman:
Right.
Brian Schell:
Correct. And then I think your last question was just kind of on a net capture kind of broadly across the -- as far as the trending goes. And it's also an asset-by-asset class dialogue. But as you look at why were some of those captures stronger than where they were previously, I'm hoping that a lot of that doesn't necessarily repeat. Because some of that was either volume-related or a slightly lower market share than what we were achieving. Particularly if you look around U.S. equity, some of the futures and the FX volumes were generally lower. So without hitting the certain thresholds, you're going to see a slightly higher capture. I think, obviously, the Index business, you're always going to see where is that mix shift within that proprietary mix. And as you know, we view that as a suite of products and utilization with whatever the environment calls for. And the customers are going to find mass utilization versus us kind of "managing that RPC" in and of itself. So again, the outcome of where we saw those -- that captures are more in line with what we expected, and, again, are going to continue to be driven by market share as well as somewhat by volumes.
Operator:
And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Maybe just another -- just a follow-up question related to the Hanweck acquisition, FT acquisition. I was wondering, with respect to the strategic fit, you went over a lot of strategic benefits, but one thing that does come to mind is they do have relationships with a lot of these buy side firms. I think there's been some frustration in the past at Cboe and within your Options business that you're kind of intermediated between you and the end client by the dealer community. Does -- do these acquisitions in any way help you get better insight into what your clients are doing? Or to be closer to your clients, could it help your Options business in terms of new product development or just better understanding what the end clients are doing and how they're positioned, et cetera? Is that a part of the strategic rationale? Or am I off base?
Brian Schell:
No. Look, you're not off base in general. I mean, any tool we can provide to our end users to make more efficient pre, at, or post-trade is really what we're after. So this is really designed for at-trade, if you think of the combination of Hanweck and FT, real-time risk analytics adding to a portfolio solution in theoretical pricing, that's a huge add for us. It really isn't a disintermediation counterstrategy. Our customers tend to share with us their strategies. And whether or not there's an obstacle for them, ultimately trading on exchange, looking for another solution, this really isn't the -- so this really isn't trying to fix or supplement their access to Cboe. It really is to arm them with the moment of trade, with all of the tools they need to know exactly what the impact of the next trade would mean for them and/or their portfolio. And then when we talked about the capital efficiencies, and John said it, any dollar that we can become more efficient in the overall marketplace in a portfolio at the point of trade, we would assume that there's going to be the deployment of that extra dollar back into the market. Cboe will get its share or outsized share because of the unique product set, but it's really arming our customers with more tools to be more efficient at the moment of trade. So yes, I wouldn't look at this as a solution for this remediation at all. I'd really -- this is just arming our customers at trade with much more at their fingertips.
John Deters:
And Kyle, yes, we hope the intermediaries continue to make -- have quite profitable business with us, bringing their customers to our marketplace. We -- if you look at the -- back to that customer profile of these businesses, about half of them are current direct customers of ours, and about half are not. So to Ed's point, we are half of those. And that will probably -- that ratio may continue as we grow the number of customers. So half of those will be customers that we're providing services to, so they can better understand our products and then go through the intermediaries to reach our market. So everybody continues to grow the ecosystem together.
Edward Tilly:
Yes. I think just to punch it a little bit. The effort we have in customer portfolio margining, that's actually our argument. And if we can put futures and securities accounts, that's a big deal. And it takes away the argument where I will just go and trade upstairs. Counterparty would be my bank. We continue to pitch, if you can bring somebody to OCC, the offset is immediate. And the hedging around that initial position is ongoing with the appropriate margin offset. That's incredibly powerful. So that's why we continue to stress in all of these calls our efforts to be an advocate for margin and capital efficiencies.
Operator:
And the next question comes from Chris Harris with Wells Fargo.
Christopher Harris:
Great. Pan-European derivatives, we've seen efforts by some of your peers over the years that try to take away market share from incumbents, and I think you guys probably know who we're talking about here. And those efforts never seem to work because of the protective moat around those volumes. So why is this initiative different? What gives you the confidence that you're going to be able to take a decent amount of market share away from the existing players?
Edward Tilly:
It is plain and simple, not a share play. Cboe, we grow pies. And for us, there's unsatisfied demand for liquidity providers in Europe to have transparency into the marketplace. And the slide we had in the prepared remarks show the difference between the potential and the average daily notional turnover. This is adding access or giving access to those that are not satisfied today. So it really isn't a share play. We know there's global demand for the model that has been successful here in the U.S. And again, to the points we've made, this is not saying the European model is wrong or incorrect. It is just not answering the demand from global users today. And that's the play.
Christopher Isaacson:
And Chris, there's -- I mean, there are a lot of examples. But one specific example, we have retail electronic brokers in Europe coming to us, asking us to help them establish connectivity with the U.S. options market because their customers want to trade options. But the structure in Europe isn't conducive to smaller granular retail electronic trading. So that's just one example of a customer segment whose needs are just -- are not being fully met by the services provided in Europe today. And that's the pie we're trying to go that I described. That's the pie we're trying to grow rather than head on trying to slice up an existing pie in an ever smaller piece.
Operator:
And the next question comes from Owen Lau with Oppenheimer.
Owen Lau:
First of all, thank you for all the slides and explanation. We appreciate it. So a broader question related to your data and Information Solutions strategy. Is Hanweck and FT just a start of something big in data analytics for Cboe? Do you have all the pieces that you like, in particular, in real-time analytics? Given your strong balance sheet, how should we think about the data and analytics strategy for Cboe going forward?,
Edward Tilly:
So to be clear, Hanweck and FT -- and thank you. Great question. The Hanweck and FT are really the addition to LiveVol, which is a 2015 initiative, and then the follow-up of Silexx in 2017. So it's a continued build on what we think are tools in information services. But John, let me turn over to you.
John Deters:
Yes. So I mean, we -- and I think we described this. We actually looked at our gaps in Information Solutions, in Cboe Information Solutions. And then we married opportunities with those gaps instead of the other way around. So we're still doing that. There are gaps. There are fewer and fewer of them as we build this business. So I wouldn't expect anything that's capital-intensive for us to go after. But you will see us fill in those gaps because our customers want us to be providing these real-time analytical services.
Operator:
And the next question is a follow-up from Alex Kramm with UBS.
Alexander Kramm:
Just had a couple of housekeeping questions. One, I think, Brian, you talked about some shifts from recurring to transaction revenues. Maybe this was said before, but what exactly is going on there? What buckets? So that would be great. And then secondly, regulatory fees really spiked this quarter and this year, I mean, it's $10 million incremental almost on a run rate basis. So how should we be thinking about that line item? Because it obviously seems to be swinging around a lot more. So I guess, what should I think about there?
Brian Schell:
Yes. So the way -- and I'll tell you just I'll be very transparent about how we look at it. We don't -- it's impossible to predict and to forecast. So we -- generally, we go into our overall budgeting, forecasting process. We don't assume there's anything material. And so that's very -- as you might imagine, any of the work. And as an exchange, we don't have any visibility to what the regulatory team necessarily is working on or what the plan finds or anything that potentially is going on there. So that's going to happen, and that's -- I would not forecast that as a recurring revenue stream. So I would -- that's the way we think about it, and I would encourage you to think about it that way as well. As far as the shift goes, that is -- goes back to -- if you were looking at the volume release that we issued, I believe it was in December, about where we're looking and what that -- as far as kind of looking at where we thought the capture is going to be as we ended the year for that particular set of volumes, we wanted to highlight there was a previous fee, call it our trade processing fee, that was previously in access capacity fees, that after the migration and how we were looking at it, it's really mapping now to transaction fees. And that started in October, essentially mid-October, with the migration. And so the -- if you look at how much of that was built as access capacity fees in 2019, it was $4.5 million, which will now, going forward, be reported in transaction fees as part of that capture. So we highlighted that because it showed a slight uptick in the net capture. And we didn't want analysts and the investment community to overforecast revenues because it was going slightly take away from the existing nonrecurring revenue stream.
Operator:
And next question is also a follow-up from Chris Allen with Compass Point.
Christopher Allen:
Just wanted to ask a quick one on access capacity fees, just the kind of sequential uptick we saw in European equities. Apologies if I missed that. And then I think you talked about incremental units coming on board. Is there any color just in terms of how we think about that from maybe a client perspective, where it's coming from a regional perspective?
Brian Schell:
So that's, I guess, an ongoing effort. You're going to see -- when you saw the uptick in Europe, that's essentially the -- I'll call it our Brexit kind of continuity plan. So when the Amsterdam Exchange came online, you're seeing those fees coming online. There could be some rationalization going forward depending on where you're seeing the negotiation and that transition agreement come out. So there's a little bit of uncertainty of how much that will stick and how much of that will move. And as people continue to rationalize, the team in Europe was very, very thoughtful and worked very closely with the clients as far as understanding capacities, understanding the incremental costs of then also having to have an alternative, I'll call it, an EU -- a comprehensive EU solution versus just what they were dealing with the whole Brexit scenario. So you're seeing an uptick from that as part of it. I certainly don't think that's going to necessarily -- that rate of growth is not necessarily going to be continuing. As far as the units continue to come online, we've continued to see clients coming online, adding capacity. Chris talked about earlier like the Friday volumes that we're seeing. So as those firms continue to push those through, they need additional capacity, obviously, to make that happen. And so they hit a tipping point where, okay, it's a step-level function. They need that next level of access. So you're seeing that kind of across the board, but you did see the spike in Europe, again, distributed to the Amsterdam Exchange coming online.
Operator:
And that does conclude the question-and-answer session. I would like to return the floor to management for any closing comments.
Deborah Koopman:
Thanks, Keith. That completes our call this morning. We appreciate your time and continued interest in Cboe. Have a good day.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect your lines.
Operator:
Good morning, and welcome to the Cboe Global Markets 2019 Third Quarter Financial Results Conference Call. All participants will be in listen-only mode. [Operator Instructions] After today's presentation, there will be an opportunity to ask questions. [Operator Instructions] Please note this event is being recorded. I'd now like to turn the call over to Debbie Koopman. Please go ahead ma'am.
Debbie Koopman:
Thank you. Good morning and thank you for joining us for our third quarter earnings conference call. On the call today, Ed Tilly, our Chairman, President and CEO will discuss the quarter and provide an update on our strategic initiatives. Then Brian Schell, our Executive Vice President and CFO will provide an overview on our third quarter financial results and updated guidance for certain financial metrics. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our Chief Operating Officer, Chris Isaacson and our Chief Strategy Officer, John Deters. In addition, I'd like to point out that, this presentation will include the use of slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. During the course of this call this morning we will be referring to non-GAAP measures as defined and reconciled in our earnings material. Now, I'd like to turn the call over to Ed Tilly.
Ed Tilly:
Thank you, Debbie. Good morning and thank you for joining us today. I'm pleased to report on financial results for the third quarter 2019 at Cboe Global Markets where we continue to focus on executing our strategic initiatives to drive long-term growth including the migration of Cboe options exchange to our proprietary technology. That migration which marked the final step on our company's multi exchange technology integration was completed on October 7. The successful completion of the integration provides our customers with a single world-class trading experience across our markets enhancing our value proposition for customers and shareholders alike. This major step forward also enables us to redirect our technology efforts toward accelerating our organic growth as we pivot from integration to building new technologies including the development of a state-of-the-art research and data platform and enhancing the global distribution of our products. We're grateful to our customers for their loyalty and assistance. I thank them for working with us throughout this major effort. In return we are committed to continually upgrading our technology to meet their evolving needs and to provide them with unparalleled service. With that I will turn to our an overview of the trading and volatility landscape with an update on strategic growth initiatives to increase trading and our proprietary products. Equity markets remain strong and volatile in the third quarter as ongoing global growth concerns continued. The Federal Reserve responded with rate cuts in July, September and earlier this week but in each instance remained non-committal regarding further easing going forward. We believe this uncertainty combined with a lack of concrete plans to resolve the U.S.-China trade war continued to drive hedging activity. Index options and futures volume at Cboe climbed higher in the third quarter. Index options volume rose 13% year-over-year led by a 23% increase in VIX options trading and a 6% increase in SPX options. SPX flex open interest also hit a new all-time record high of more than 925,000 contracts. Cboe trade FLEX options to provide investors with a customizable way to manage risk and a centrally cleared alternative to the OTC market. Auction based strategies used by mutual funds and ETFs continued to be a key growth driver. According to Morningstar data assets under management tied to options based strategies at a record $22 billion at the end of August an increase of 24% this year and is on track for one of the biggest advances of the past decade. Looking ahead an index options trading we responded to customer demand by adding Monday expiring options to XSP our mini SPX contract which provides our customers with a smaller notional contract able to address their more granular risk management needs. In addition we listed October 20 and November 20 Friday SPX options explorations providing greater precision around options positioning going into the 2020 presidential election. Open interest grew to over 30,000 contracts in just the first four weeks of trading. Turning now to 3Q, 19 VIX futures volume which increased 19% year-over-year primarily driven by robust volumes in August and continued growth in the volatility linked to ETP complex. Volatility linked ETP AUM reached 4.8 billion in early October its highest level since January 2018 and continues to be driven by growth in both long and levered long funds. Long and levered long AUM represented over 90% of total AUM versus its previous high of just under 40% in January 2018. Education and client outreach is key to increasing trading in and expanding the customer base for all of our proprietary products. In September we hosted our 8th Annual European Risk Management conference held this year in Munich. The event drew a near record number of participants from 16 countries to explore the latest in derivatives strategy and risk management. Industry experts delivered over 20 different presentations with themes ranging from how changes in margin and capital requirements will affect portfolios to how institutional investors use option strategies to manage risk. Organic growth remains our primary focus. We continue to evolve our sales and coverage teams including adding top industry talent to better address our client's needs and deliver best-in-class risk management solutions. Now turning to European equities. As announced this morning Mark Hemsley President of Cboe Europe is expected to retire at the end of February 2020 after 11 successful years of the company. Mark's many contributions include positioning Cboe Europe for future success by establishing a strong team of trading, technology and capital markets experts while Mark remains in Cboe for several more months I would like to take this opportunity to offer my sincere thanks for his outstanding leadership, deep industry expertise and valued counsel. David Howson currently CEO of Cboe Europe is expected to succeed Mark. Since joining the company in 2013 Dave has worked closely with Mark to shape and drive our Europe strategy and has been to the driving force behind many of our successful product launches and technology initiatives. Dave's appointment is part of a long-established succession plan and he has the full support of the Cboe global markets board and management team. In other Cboe Europe developments we recently launched our Netherlands-based trade reporting facility and trading venue to provide customers with an EU venue to conduct equities trading and trade reporting activities for European Economic Area stocks. Our fully operational Dutch venue enables us to continue to service our PAN- European customer base should future political and regulatory developments hamper cross-border equity trading while also positioning us to further expand our business. While overall European equities volume remain light in the third quarter closing auction volume continued to rise in Europe. In response this past August we’ve launched Cboe closing cross which we designed to bring needed competition to the post closed trading session. The new service is intended to provide a cost effective one-stop solution for customers looking to execute their post trade trading activities across 17 European markets. In closing I'd like to thank our team for the progress made throughout the third quarter and laying the foundation for our company's ongoing growth. Their ability to successfully conclude a massive technology integration and upgrade on time and with little to no disruption to our customers is to be commended. Our unique and expansive products set now trades on one world-class platform. With this foundation in place we are redoubling our efforts to mine the considerable opportunities we see for continued organic growth at Cboe global markets. We will leverage our technology and efficiently focus salesforce and a new initiative to revamp our educational efforts to expand our customer reach to set new standards and trading resources and with our customers to define the marketplace of tomorrow. With that I will now turn it over to Brian.
Brian Schell:
Thanks Ed and good morning everyone. Before I begin I want to remind everyone that unless specifically noted my comments relate to third quarter 2019 as compared to third quarter 2018 and are based on our non-GAAP adjusted results. Overall our net revenue is up 9% with net transaction fees up 7% and non-transaction revenue up 11%. Adjusted EBITDA rose 15% with margin increasing 380 basis points to nearly 71% and finally our adjusted diluted earnings per share increased 22% to $1.29. The press release we issued this morning in our slide deck provides the key operating metrics on volume and revenue capture for each of our segments as well as an overview of key revenue variances. I'd like to briefly highlight some of the key drivers influencing our performance in each business segment. A consistent theme for Cboe this year has been the growth of our recurring revenue streams, a proprietary market data and access and capacity fees. Combined they increased 6% in the quarter and 7% year-to-date compared to the same period last year in line with our expectations for mid to high single digit growth in 2019. We continue to see opportunity across all of our asset classes and believe that the completion of our technology migration will provide additional revenue opportunity over the long term as it relates to the proprietary market data about 75% of this growth this quarter was a result of incremental subscriptions and nearly 85% of the growth of our access capacity fees was also attributable to incremental units. Now I'd like to turn to our segments. In our option segment the 10% or $13 million increase in net revenue was primarily driven by growth in net transaction fees and market data fees with non-transaction fees up 10%. Index options average daily volume or ADV was up 13% for the quarter and revenue per contractor RPC was up 2%. With the latter reflecting a change in mix within our SPX products. In multi lift options a 15% increase in ADV was offset by an 18% decline in RPC reflecting higher volume based rebates as our market share moved up over 200 basis points year-over-year and 130 basis points compared to second quarter 2019 driven by increased member order flow. Turning to futures. 28% or $8 million increase in net revenue primarily resulted from a 17% increase in ADV and 2% increase in RPC. The higher RPC year-over-year primarily reflects the impact of new pricing implemented in the latter part of 2018 as well as lower volume based rebates. Futures revenue also included $2.7 million from incremental equity received as a result of an agreement with American financial exchange related to the launch of FX futures on CFE. This income was included in other revenue and is not expected to be a recurring item. Turn to U.S. equities. Net revenue was up 6% or $4 million primarily due to higher sip market data revenue as a result of audit recoveries of a similar amount. This increase was offset somewhat by a decrease in net transaction fees resulting from a 23% decline in net capture on flat [indiscernible] ADV. The net capture decline reflects fee changes implemented in the second quarter aimed at capturing additional market share. Market share with third quarter increased to 17.2% from 15.7% in the second quarter of 2019 and was down just slightly from last year's third quarter. Net revenue for European equities decreased 7% on a U.S. dollar basis reflecting the unfavorable impact of foreign currency translation and lower market volumes. On a local currency basis net revenue was down only 2% reflecting a 13% decrease in transaction fees offset somewhat by a 16% increase in non-transaction revenue. The growth of non transaction revenue reflects increases in access to capacity fees and other revenue which includes licensing and trade reporting revenue. Decline in net transaction fees was due to lower market volumes and market share offset somewhat by favorable net capture. The higher capture resulted from continued strong periodic auction and LAS volume. We attributed portion of the lower volumes and market share to the ongoing uncertainty around the timing and final outcome of Brexit and Swiss equivalency. Net revenue global FX decreased 4% this quarter reflecting a 12% decline in market volumes offset somewhat by a 7% increase in net capture primarily reflecting the impact of fee changes made in 2018. In addition market share of 14.9% was down 70 basis points year-over-year. Turning to expenses. Total adjusted operating expenses were about $97 million for the quarter down 3% versus last year's third quarter. The key expense variance was in compensation and benefits primarily resulting from a decrease in incentive and equity based compensation. Decline in incentive based compensation is aligned with our year-to-date financial performance versus targeted performance. As a result of the year-to-date decrease primarily in compensation and benefits relative to our original expectations we are adjusting our full year 2019 expense guidance to be in the range of $390 million to $395 million down $15 million to $18 million from our previous guidance range. With respect to our 2020 expense guidance we still expect a range of $420 million to $428 million which it takes into account among other things achieving our targeted incentive compensation in 2020, the absence of approximately $6 million in favorable expensive adjustments in 2019, transitioning to our new corporate headquarters in 2020 and moving our trading floor in 2021 which creates some short-term duplicate expenses. The benefit of synergies expected to be realized in 2020 from the C1 technology migration and the continuation of investing to support organic growth initiatives which Ed referenced to earlier. We plan to finalize our 2020 expense guidance on the next earnings call once we have completed our 2020 business plan including any potential negative P&L impact from the amount of software development expense versus capitalized. With the final technology migration complete we are reaffirming our run rates energy target with a high degree of confidence. Chris Isaacson and his team concluded the technology of migration in line with the updated plan established in May of 2018. We expect to exit 2019 with $80 million of run rate synergies indexed to 2020 with $85 million. Note that the remaining $5 million of run rate synergies in 2020 will be reflected in a reduction in cost of revenues versus operating expenses. Turning to income taxes. Our effective tax rate on adjusted earnings for the quarter was 24.1% below our prior guidance and lower than last year's third quarter rate of 26.4%. The tax rate decrease was primarily due to benefits related to tax reform and recognized upon the completion of our 2018 U.S. federal income tax return. We are adjusting our full year 2019 tax rate on adjusted earnings guidance to be in a range of 25.5% to 27.5% down from 27% to 29%. We are also adjusting our guidance for capital spending to $35 million to $40 million down from $50 million to $55 million due to a shift in timing for leasehold improvements associated with their Chicago headquarters relocation. We now expect those dollars to move into 2020. Furthermore we are reaffirming our guidance range for depreciation, amortization of $35 million to $40 million for 2019. Before I review our capital allocation activities we discussed the potential sale of our headquarters building in our last earnings call. I'd like to note that the cash proceeds from the sale the potential sale is expected to be less than $30 million and are not likely to be received until sometime in 2021. Turning to capital allocation we remain committed to a disciplined and consistent capital allocation strategy that includes reinvesting in our business complimenting our organic growth, potential acquisitions and providing steady distributions to our shareholders through increased dividends and opportunistic share repurchases in order to maximize shareholder value. During the third quarter we returned over $40 million to shareholders through dividends and $52 million through sharing purchases. Furthermore, earlier this week our board increased our share repurchase authorization by $250 million including this new authorization and share repurchase of over $55 million in October we had approximately $313 million of share repurchase authorization available at October 30th, 2019. During the quarter we also used $50 million to reduced debt under our term loan agreement. Our debt now stands at $875 million and we have $250 million in availability under our revolver if a short-term funding need arises. At quarter end our leverage ratio stands at 1.1 times down from 1.2 times at the end of the second quarter and we ended the quarter with adjusted cash of $151 million. In summary, Cboe is executing on a strategic initiatives and setting the stage for both short term and long term performance with our continued focus on defining markets globally, growing our proprietary index products, growing our recurring revenue streams, leveraging our freedom technology resources to focus on organic growth initiatives, disciplined expense management to leverage the scale of our business, delivering on our synergy targets, maintaining balance sheet flexibility and the capital allocation plan that allows us to invest in the growth of our business by returning capital shareholders through dividends and opportunistic share repurchases. With that I will turn it over to Debbie for instructions on the Q&A portion of the call.
Debbie Koopman:
Thanks Brian. At this point we are happy to take your questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue and if time permits we'll take a second question. Keith?
Operator:
Yes. Thank you. [Operator Instructions] And the first question comes from Richard Repetto with Sandler O'Neill.
Richard Repetto:
Yes. Good morning Ed. Good morning Brian. First I want to give a shout out to Mark. I know he's been a big contributor to the European success over a decade now. So we're going to miss some. Next --
Ed Tilly:
Thank you.
Richard Repetto:
Next I guess Brian on the expense guidance you certainly outperform this quarter your load guidance for the year when we run through the numbers and take a look at what the guidance for next year that 420 to 428 compared to the midpoint of this year, I mean it still looks like an 8% increase at the midpoint. I mean it's and I would expect you'd still get some what you call carryover synergies. So could you walk us through how you're looking at where these the expense increases at least initially right now that you got a in those numbers?
Brian Schell:
Richard just to clarify you are talking about for 2020?
Richard Repetto:
Yes.
Ed Tilly:
So as you look through the if you think about the math of how we're kind of getting to kind of that consistent kind of range that we put out there for 2020 when we walk back through I kind of gave you a list of items that you need to factor in your calculus for 2020 is and I'll walk through just briefly again is when you look at some of the items that we had a favorable impact of with a senior leadership departure there were some accounting adjustments there. I think we quantified that to $6 million, $7 million previously. When I personally like to add back what I'm hoping to target to make on incentive compensation for the entire organization. That's another you know quantify that call it $10 million to $15 million that would just rehab right back on to the expense base rolling forward. When you look at the impact of the and we've laid out a table and thanks to Debbie Koopman working with the finance team and helping the analysts and the investment in you understand laying that table out today fully understand the timing and how those expense synergies hit our income statement is we're looking for all round here roughly $20 million of benefit coming into 2020 that we didn't get the run rate benefit of in 2019. That's largely offset if you look at our historical core growth expense rate growth of roughly it's been ranging over 4% to 6% over time and if you take even at the low end of that roughly the 4% on a base of roughly $400 million that's largely offset the synergies that we incremental synergies back to realize. So that puts us in the low for ten to fifteen range of expenses into 2020 and then we've as you've heard us talk about with the incremental investments that we're focusing on what we want to do as far as continuing to plow our efforts back into the organic growth of the business that's going to require additional operating expense. We've talked about some of the duplicate short term expenses of some of the occupancy that we have and a little bit of a wild card there is and this is a really high-class problem to have with the wonderful world-class technology team that we have is that the efficiency of which they develop technology and how we look at our software capitalization process we do follow GAAP. We absolutely follow GAAP but the spend that they have is such a smaller footprint and the speed of which they develop and implement it doesn't allow for a large accumulation of dollars on any one project such that it triggers our software capitalization development threshold. So that it enters the balance sheet and therefore it's just immediately expensed. So while on a cash flow basis it's much much more efficient over time. It doesn't show up and it shows up as a short-term GAAP expense issue as if we're spending more money where in reality the benefit the organization is actually better from a cash flow standpoint and it just doesn't show up in a P&L basis until say 5-6-7 years down the road when the amortization of what has been capitalized eventually runs off. So it's a wonderful problem to have and we'll highlight it for everyone and try and model that out but I shake my head look at Chris you're killing me but anyway so but it's a wonderful problem to have again with the efficiency and so that very quickly as you add those four, five, six items back into the run rate from 2019 we very easily get back to that range.
Richard Repetto:
Okay. Thanks for running through that and I won't make any smart guy comments about Alan being conservative.
Brian Schell:
I am sure he is listening.
Richard Repetto:
I am sure he is. He is proud right now.
Operator:
Thank you and the next question comes from Kenneth Worthington with JPMorgan.
Kenneth Worthington:
Hi, good morning. With the new technology launch for C1 what changes have you seen in trading metrics thus far and are the changes to trading functionality protocol that are now being implemented or contemplated for SPX or VIX as a result of the migration and then you mentioned the opportunity for new data access and other products as a result of the migration. So can you update us on your thoughts or even timing here?
Brian Schell:
Yes good morning Ken. Thanks for the question. I'm extremely pleased to report on the successful migration and what we've seen thus far. As Ed mentioned we're now at a common world-class platform across our equity options and futures exchanges and what we've seen in the first four weeks today is the end of the fourth week post migration what we've seen thus far is the more deterministic platform. As Brian mentioned we're actually now already on weekly software releases. So we've now found a new normal operations which allows us to better respond to our customers in a more agile way. There's better capacity, better risk controls and improved complex order handling as a major part of this integration we also made some pretty material enhancements to the VIX settlement process to improve liquidity. You're asking about SPX and VIX, very pleased to report October 16, we had our first monthly VIX settlement as a result of those changes we traded almost 128,000 contracts right at the mid market. Those changes included providing better certainty for convergence of a traded settlement. We have a lot better visibility and access into the auction because we're providing more granular market data to market participants. We improved the clarity of the rules around settlement and we are enforcing them systematically and this has all led to increased participation by members resulting in about a 40% tighter spread around the auction and so as a global leader and volatility we'll continue to engage with customers to see how we can continue to improve this process but extremely pleased about the overall migration what we're seeing thus far as well as that first VIX settlement. You asked also about 2020 in the data platform. The data platform is really the one of the key initiatives we very excited about for 2020. Let's say we have really five goals with that platform. One to enable better data-driven decision making for us and our customers. Two to provide actionable insight within across all of our markets. We want to standardize and monetize our historical data in a better way. We want to facilitate new tradable products and finally better define and measure our increased sales and distribution efforts that Ed and Brian both talked about across our customer segments and geographies but especially in our products. So that data platform we're just getting started and we just finished migration. So we're in the design phase right now but we think this data platform is going to give us better visibility and the product usage, highlight capital and efficiencies that we can help solve and give us better cross market analytics and this is really us doubling down on previous investments we've made. Smaller investments if you think about investments that Cboe made with Livevol for enhanced derived data and even a previous effort in our FX market around liquidity management that has driven growth in that business line. We're extremely excited about this for 2020.
Kenneth Worthington:
Chris I think you left out the Silexx and FLEX integration and we called out flex and the growth of open interest. So maybe if you can touch on that a bit too because it does add color to enhancements for SPX and the product offering in a much bigger way. So maybe just a couple words on that.
Brian Schell:
Yes. Part of the integration came we obviously bought Silexx about two years ago 2017 and we immediately saw the opportunity there to have Silexx as the front end to be used to enter flex orders and we showed you the flex growth this year that's been tremendous and with the migration Silexx is now the front end for all flex for our customers and on the first day on the first week we traded more than 100,000 contracts through the Silexx platform on FLEX and where we expect that we'll continue to add more features and functionality for FLEX. There's already a laundry list that folks have brought forward and we're excited to work through that list as we enter 2020.
Kenneth Worthington:
And then I'd like to want punch one more of the points you made and I can't stress enough how capital efficiencies in recognizing potential offsets among our product sets that make or break the adoption of a new product and certainly we expect with capital efficiencies and identifying those margin offsets should increase existing customers being able to engage with new ways of our existing products in much bigger ways. So a lot of information coming as a result of the completion of this platform but it is a 2020 effort and it's what we want to deliver to the marketplace.
Kenneth Worthington:
Okay. Great. Thank you very much.
Operator:
Thank you. And the next question comes from Michael Carrier with Bank of America Merrill Lynch.
Michael Carrier:
Good morning and thanks for taking the question. Hey Brian just two clarifications on the guidance in 20. So you mentioned that 10 to 15 million in incentive comp. I guess just not wanting you to predict volumes but just what environment or maybe metrics do you need to meet or hit that level just given that obviously 2019 was tougher for the whole industry and it seems like incentive comp is on the low side. So just want to make sure that's tied into like a similar kind of revenue environment for your expectations and then just on your tax guide, you mentioned the lower for 19 does that flow into 20 or too early to tell but any guidance there would be helpful. Thanks.
Brian Schell:
Thanks. Good questions for clarification for 20 and so on the 2020 I would just say that again this is all contingent upon a 2020 business plan and what we work with our board as far as where we are and what are those targets and as we set our compensation and what our target should be that is not final and obviously the extent that we can disclose things that we will and we can in our proxy things of that nature but broadly I would just say that it will have to be, it will be a better environment growth. We are largely focused on growth and that incentive comp is there to be make sure it's an alignment with growth. So I can't really provide you the clarity on what those numbers are other than I can assure you that as [indiscernible] this sounds we are paid to grow this business and net shareholder value and so there's an expectation that the numbers that we deliver are better than where they were previously. So I don't mean to be flipped but I just don't have a specific metrics to give you on that number as far as those metrics go.
Ed Tilly:
Let me take it a little higher though Brian and kind of answer the question a little bit repeating what we said last quarter and well we've identified the demand from our customer base for more knowledge and product use case that investment in our team has already started and so the restructure redefined global client services team is really built and has been built over the last six months to better align the sales and coverage with our customers’ needs. That's where it starts. If we align and we're going to tell our board that there's an organic growth story for 2020 and we have the team on the field ready to go that's how the incentive comp and that's how the structure changes and that's what we're going to be presenting to our board in the December cycle for a business plan for 2020 but it is an organic growth story that's already started with the people.
John Deters:
Michael this is John and just while we're on that topic also there's a an intentional tie-in here with what Chris was talking about in terms of our data platform build out in 2020 which is that we need to be able to understand very precisely where to target our global client services teams efforts and then once they've targeted those efforts in a particular area to benchmark our performance how are we doing reaching those clients and educating them. So all of this is really a kind of a holistic effort to accelerate our organic growth into 2020.
Ed Tilly:
The follow-up on the tax rate if you look at our tax rate and what's driving the lower numbers lower effective tax rate and I think if you look at in context for where we were in 18 where we've guided for 19 and then just a peak at 2020 and think about that the the lower numbers of what you've seen have largely been driven by discrete items that aren't necessarily as predictable clearly year-over-year and if you look at 2018 for example we had close to 4% of discrete items that kind of lowered our rate and if you look if you back that out that was roughly 29% an effective tax rate. If you look at the midpoint of 2019 and where we are and you look at the discrete items of where we are and we back those out we get close to that 28% - 29% level as far as where that kind of run rate goes. 2020 will largely be indicative of the level of discrete items that we have but I would say it's anchors around closer to that 28% - 29% range of what we've seen in 18 and 19 I know some of the other exchanges have talked about the foreign derived intangible income benefit that they've received and they recognize that benefit with some clarity around the 2018 tax return as they've updated their returns and received some final technical guidance. We do not have as large of a benefit from that just given the relative composition of our revenue base. There is some. It's marginal and it's just not the same order of magnitude as the other exchanges. So we don't expect that same continuation similar to what others have reported going into the 2020 rate.
Michael Carrier:
Alright. Thanks for all the color.
Operator:
Thank you and the next question comes from [indiscernible].
Unidentified Analyst:
Good morning everyone. I just wanted to follow up on Ken's question earlier about the C1 impact of the migration. In any color in terms of what the impacts may be from a depth of book perspective impact on spreads in the market just looking for something to kind of quantify market quality impact and also can you give us an update in terms of the key products for the trade continue to trade on the floor where they currently stand in terms of percentage of for based trading whether you've seen any impact from the initial migration? Thanks.
Ed Tilly:
Yes. Thanks Chris. I'll take that question. So yes I'd say it's a little early to draw any firm conclusions given we're just four weeks in and but it will just I want to offer thanks to our customers on the day after migration we all the customers are traded on Friday traded on Monday. So liquidity metrics I don't have any hard and firm market quality metrics to give you. All I can say is that the break between floor and electronic trading is roughly the same maybe a percentage or two higher or lower depending upon the day. We continue to see market share and volumes that are basically identical to what they were. For instance if you look at October the 11th the Friday after migrations of five days in our market share and our volume were basically identical to what they were on October the fourth which was pretty amazing from my perspective. Thanks to our customers engagement and a great effort by the Cboe associates. So a little early to say on exactly how market quality metrics are going to be going forward. We can probably provide a lot more color on the next call on that. I did provide some quality metrics around the VIX settlement as I said 40% tighter spreads leading into that critical settlement. So what we've seen as far as positive but too early to have any firm conclusions.
Operator:
Thank you and the next question comes from Alex Kramm with UBS.
Alex Kramm:
Hey good morning everyone. Just wanted to shift gears to equity business for second. I think you gave a decent amount of color on kind of like the quarter-over-quarter pricing decline and the net capture decline. I just wanted you to flush it out maybe a little bit more and the reason why I ask is I mean obviously third quarter is a good volume quarter. Your volumes were up 11% quarter-over-quarter. But if you look at it in terms of the revenues for the whole segment even including the pickup and market data revenues to back out the orders I mean I think you may $3 million left quarter-over-quarter. So just wondering what you are doing exactly there because the math doesn't seem to make sense.
Brian Schell:
Alex that's a fair point and we knew that going in that this is a versus managing it I'll call it quarter-over-quarter or either consecutive or year-over-year is that we announced we were very clear that we were not happy with the market share that where we were call it the second quarter of the prior year and we made those pricing changes and it was a series of pricing changes on the various exchange medallions and where we wanted to reestablish a higher number than where we were sitting and we looked at that as a long-term play is that we know that shorter term we could potentially have a slip in the overall net revenue number with some of the pricing changes we're making but we believe that the long term value of that business requires a level of market share that's closer to where we are today and such that it continues to promote the value of our market data, the value of our access capacity fees. So you have to look at it in combination over a longer term trend versus a quarter-over-quarter change is the way I'd encourage. It's certainly why we look at it so we encourage people to hopefully take that same point of view and they're looking at the value overall of what we're doing to manage that business.
Ed Tilly:
and Alex Brian covered it well but even today this was all in preparation for we would launch a retail priority today on the edge X book. The market share gain has primarily come on edge X where we're trying to invite retail back to that market now with this new feature that's not really based on lower net capture or buying the market shares based on functionality and priority. We're quite pleased with the progress we made in the third quarter exactly as we intended to do and as Brian said this is a long term investment in a business that we're committed to and we will continue to compete for that market share and to capture as we go along.
Alex Kramm:
Make sense. It is competitive. Thank you.
Operator:
Thank you. The next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great. Thanks. Good morning guys. Maybe just to go back on the expenses for 2020 and think about it in a different lens adjusted operating margin lens. So solid margin this quarter as we think about 2020 in that expense outlook is it possible to improve on this margin or do you view this third quarter as a high point and then just the different components of that maybe if you can comment on to what extent you think trading volume could improve as the results of the better liquidity and functionality of the new system and then Brian I just wanted to talk about the duplicate expenses from the headquarters transition that's in the 2020 number.
Brian Schell:
Okay. I think there were [indiscernible] so I am going to try and maybe duplicate [indiscernible] I will try to group the expense questions together hopefully at those and then I think we'll move the trading volume/improvement to liquidity as the last item will try to address and I'm sure the team look at me and they probably don't want me to but anyway. so we'll let's talk about the improve margin. So the margin that we have is that we have a margin threshold and we don't manage the business by I have to have X percent of EBITDA margin. Again they are a short-term measure of how effective you were and maybe a particular quarter over a period of time and so we're looking at that, I think it's better to look at margins over at least on an annual basis versus any one quarter we had some if you look at for example we had some other income that hit this quarter that aren't kind of always part of the core run rate of what we're doing. There were certainly activities that we did to earn that that income and if you back out some of those items the EBITDA margin was probably closer to that. It probably declines by a 150 basis points roughly of that 68.5% to 69% versus closer to 71 that we reported and a measure I do like to look at is as you look at performances what is the margin on the incremental revenues over different periods and in this particular quarter and you see this a lot or certainly we've seeing this when you introduce synergies and you're becoming more efficient a lot of times the margin on an incremental revenue is in excess of a 100% which we did in this quarter and that is reflective of the activities that we're doing, the cost discipline and a bunch of different circumstances but again that's nice to claim in any one quarter when it goes up like this and again that is not something it is inconsistent or said a better way it is something we would expect to see in an environment where we're seeing synergies starting to show up in an organization over the long term. So are we targeting a excess of 70% margin in the future that would be great to achieve but that's not something we're driving. When we go into growth mode and we put in investment mode there may be some quarters where that margin may be slightly lower but as with all scale businesses when you see that incremental check up in volume at any one period of time you better see a very efficient margin on that incremental revenue which I think we've been able to continue to demonstrate over time. On the duplicate expenses we'll provide a little bit more guidance to that as we roll in on the next earnings call as far as the overall order of magnitude and how that impacts the run rate but again that's just something that we want to provide some clarity on as far as that reconciliation coming out of 19 into 20 and again that's a short-term impact of more of a 2020 as we carry some of the costs of both locations really preparing ourselves for much more efficient 21 and 22 which is actually one of the primary reasons of moving the headquarters location and the trading floor is that this is a long-term benefit that we will achieve that won't show up on the expense side in 2020.
Ed Tilly:
So before I turn over to Chris for another comment I think on the system enhancements in the migration to one common platform I think it's important for us to look at volume doesn't originate with a technology upgrade. It really allows our customers to express their best market and to express how it is they like to be represented in the marketplace know better I think than this technology integration. So I think we'll get the best of their desires and their expression of risk going forward. More importantly I think if you refer back to our prepared remarks is the street the world is looking for us to provide with them the ability to hedge what is going to be certainly at this point looking forward and uncertain 2020 the listing and the open interest in November, October and November SPX series that's a first, first the demand to list and second the adoption of a new cycle and series around a presidential election and answering that need. That's more telling to us and how we look at a potential evolve 2020. I'd also say there's a pickup an interest around the primary which we've never seen. So we're going into 2020 ready and I want Chris actually to be able to punch the readiness from a systems perspective but most importantly the team on the street as I said we've got the team who's going to be out in front of our customers explaining to them the opportunities the products use case is in what is already setting up to be uncertainty but Chris really I don't want to minimize though the importance of having this upgrade and having it completed.
Brian Schell:
Yes. I mean as that mentioned it's all about customers being able to manage their risk and represent their best interests and the technology should facilitate that. We believe it will facilitate that better over the long term with the massive migration as this was for us and our customers. Honestly they are still adjusting. These are the first few weeks. The new system feels a lot different to them than the old system and so they're still tuning on their side and I honestly expect that through probably the next month or two as they get the feel for it but ultimately I mentioned the hence risk controls better complex who are handling we believe it the functionality the technology is going to facilitate more trading over the long term and I mentioned already with those better risk controls, better safety also new features and functionality such as with flex to help facilitate those new products that are really catching on.
Brian Bedell:
That's great color. Thank you so much.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi, good morning. Maybe just sorry to do this but just one more on expenses. Just the long term organic expense growth rate that you mentioned that 4% to 6% historically and that's also kind of shaping that 2020 guidance but look at your peers globally most of them growing expenses in the 4% organic expense growth range just wondering if you could provide more color as to whether or not that that's 4% to 6% long-term growth rate is the right range going forward. How often that is that's under review by the management team and then also if you think it is yes where is the incremental expense been going versus your global [indiscernible] or a certain segment that requires more investment.
Ed Tilly:
I mean that's a great question and I think that over time is that I don't think I have necessarily any incremental insight into “that longer-term nature of it” I think that what we do focus on is I just go back to our strategy of what and I don't think that's a strategy all of a sudden it changes in 21 or 22 and I think it's been a consistent theme of this organization is driving our investment, driving our efforts into the growth of the proprietary product suite of what we do today and whether that's going to come in the form of technology, whether it's going to the form of and whether that's through a incremental hardware spend but we have such an efficient hardware footprint right now but that typically has not been a big expense driver as far as that growth rate goes. If I look at the impact of our technology refresh from that hardware standpoint again that's not necessarily a big driver that's going to continue to contribute to a higher 4% to 6% growth rate in the long term. So I would say it's more around the activities that we have versus being able to identify that's going to show up in compensation cost. It's going to show up in facilities or it's going to show up in XY and Z it's more of I think what you would we look at it is what are the activities initiatives and projects around growing that core growth rate versus looking at specific line item is here's where I would expect it to see.
Ed Tilly:
I think there's also a penetration aspect to the expense Brian and kind of touched on it a bit. We're distributing this unique product set way more broadly this is not a mature product and in order we want that face time. We want that interaction and we're willing to go out there as Brian points out and spend the money and the time to grow this product. We are not at the end of a life cycle in SPX VIX futures or VIX options and I think it's a big difference when you compare us to our competitors and what it is they look to a long term organic growth. It's a little bit puzzling to us. Organic growth for us is truly that we are growing this product.
Brian Schell:
Yes. Again I think the point there is that it's you have to have that longer-term perspective. So, is that if there is something that we believe has a real strong growth potential that we need to pursue. You could potentially see that expense number tick up in any one particular year but we have to hold ourselves accountable and make sure that has the appropriate return on that investment.
Ed Tilly:
And by the way I think that growth profile, organic growth crop profile and our I think our performance goes beyond strictly the proprietary products are the way we look at data and growth and data when we target mid to high single digits that requires some investment. And we do that because that data typically the data we sell supports incremental trading in our venues and our proprietary products. So, it's this beneficial cycle. If we were looking at the whole complex in a low to mid single digits growth trajectory, that just implies very different expense growth profile.
Kyle Voigt:
That's really helpful, thank you so much.
Operator:
Thank you and the next question comes from f
Alex Blostein:
Hey, good morning everyone. I was hoping to get your perspective on trends we've seen in October quite a challenging month for the industry as a whole but when I look at the proprietary products at Cboe big features, exceptions, SPX options. Things seem to be underperforming whether the cash markets or sort of other derivative buckets. So, looking to get a little more color sort of what's going on underneath the hood whether the migration has caused any sort of temporary slowdown because if we look at kind of external metrics whether it's like ETP AUM or VIX term structure. It doesn't feel particularly different than what we've seen in the past but the volumes look a lot weaker. So, kind of trying to get a sense what's going on. Thanks.
Ed Tilly:
Hey Alex, I can't believe we made it this far into the call without a macro market observation from us. It's what we live every day we absolutely love it. So, happy to do that and I think you're right. So, let's take the last week Monday and Tuesday of this week and compare those proprietary products the ones you outlined and we stack them together. You comparing them to Wednesday and yesterday and we see the effect in our volumes and just a small change or small adjustment in the market. So, to your point 1.5 million to 1.6 million that product stack compared to yesterday 2.5 to 2.6 million contracts. It's a massive change in a short period of time and it's just a small change in the perception of the market. And it's whether or not this upward trend that we've observed over the last months will continue or not and what happens on a small and slight correction. Liken this to the observations that we had in the probably the second quarter call when we were looking back on the January and February volumes, this is the same. If you missed the rally at the end of last year started around Christmas Eve and continued through February, you played catch-up in the entire month of January and there was very little interest in hedging. You're chasing the upside and how we measure that and what our observations is we look at the interest in buying upside calls as opposed to hedging and the engagement in our VIX complex and as SPX how the money puts. So, three weeks ago call buying was at a one-year low everyone was focused on downside and since then call volume demand insures to a one-year high. So, that's that catch up. We look at the trends in the marketplace and we understand what how our customers are engaging and while no model can predict the future, we do see patterns in the past and we look how our customers are engaging going forward. So, I go back to the observation in the demand and in and around the anticipated uncertainty for 2020 and I am very comfortable after watching yesterday and the day before that there is customers ready to engage back into hedging when you're done chasing. And so, that's the color over the last two weeks or so and more to comment in real-time is as often as we can update you we'll be happy to do that but that's what we do.
Alex Blostein:
Got it. But that migration itself didn't really have much to do with the protocol.
Ed Tilly:
I would say it had nothing to do with volumes because you just see the engagement, it's instant, when there's a need to come back and hedge and if again if it's global risk dollar-denominated you come to Cboe period.
Alex Blostein:
Got it, thanks.
Operator:
Thank you. And then next question comes from Chris Harris with Wells Fargo.
Chris Harris:
Thank you. Can you guys give us your thoughts on the outlook for RPC kind of across the complex and then related to that with a migration of C1 might we see better stability in multi-list RPC.
Ed Tilly:
So, I would look at let's start with we'll start with U.S. equities. We've already talked about you heard it earlier comments about the competitive nature of that. And so, and with we don't see that competitive environment changing in any way. Chris Isaacson highlighted our continued focus on continuing to bring functionality and in competitive and we talked about the retail priority and things that we are doing to continue to enhance our position and what we do and the benefits we provide to our customers not just through a pricing change. So, but we don't expect that pricing environment to necessarily change or be radically different from the U.S. equity standpoint. From the U.S. options, we will talk it from the multi-list standpoint that is also obviously an equally competitive environment. We've seen some of the benefits of I would say the various technology of what we're doing to where we are with respect to the Cboe migration platform and particularly when we see the multi-list we've actually seen an improvement on there. But when we look at the factors influencing RPC or we look back in the third quarter, we have seen an increased concentration of the larger participants and the mix changes and market share on BCX, Ajax and C2 and we've seen a little bit of a shift in mix. Also on the with when we saw the slight decline in the multi-list, you see the higher volume with the market maker rebate years resolving an increased volume based rebate. So, we've seen that happen and that's not a bad thing that's a good thing as far as --.
Brian Schell:
Very hard to predict.
Ed Tilly:
And very hard to predict as far as where that goes. So, have we potentially bottomed out? I think that we probably hit that bottom a while ago with respect to that whether it's a $0.05 or $0.06 net capture but it's obviously offset by incremental volumes and market share that we see within the multi-list. With respect to FX, that's also a very competitive environment and we will see some ebbs and flows quarter-over-quarter. Again that's we've seen some growth in that business due to what we've done uniquely as far as our curated liquidity, the different products that we're bringing. We've talked about full amount and what that's done and the different pricing around that. So, that's been a very nice growth story traditionally as well even though we may see some macro ebbs and flows that may depress some of the volumes. We continue to see reasonable efforts there from that standpoint.
John Deters:
I just add on European equities as we've introduced new trading mechanisms like periodic auctions and Cboe LIS. The larger the trade size the less frequent the trades, the higher the capture is on that and that's helped us even as people are waiting for what's going to happen with Brexit though the RPC has gone up in the European equities business. So, as we think about capture, yes we're definitely very competitive in the multi-list or competitive markets. But we're also looking at introducing and trading mechanisms that potentially can offer higher capture because they're providing more value in those trading situations to our customers.
Brian Schell:
And then to wrap up on the proprietary. As Ed mentioned earlier, as far as where we believe where we are as far as our growth cycle, again this is not a ratchet up the price because we need incremental revenue and show that growth. This is a unit story, this is a volume story, this is a secular story of how do we move that organic needle and it's not to RPC as far as a revenue standpoint. So, that's not a lever that we anticipate being a big driver for us going forward showing up in the revenue line item. There may be adjustments due to some volume rebates and things that we've mentioned that would show up. There might be some mix shifts that might show up but largely it's not something that we're specifically planning on driving incremental revenues through price adjustments at the RPC line-item.
Operator:
Thank you. And then the next question comes from Owen Lau with Oppenheimer & Company.
Owen Lau:
Good morning and thank you for taking my question. Just following up Chris's comments related to ethics and retail priority program. Given the backdrop of zero trading commission, what has your conversation with the online brokers and other bookish firms like have been like over the past month? So, in terms of allocating resources, do you think rebate would be more important than execution quality going forward in terms of getting the trade? And then finally, how are you going to position Cboe to capture any additional opportunity if there's any. Thank you.
Chris Isaacson:
Yes. Well, and thanks for the question very astute questioning there. So, I think retail brokers are very focused on execution quality and that's the reason that we're bringing out retail priority today is they want a faster time to execution for their retail limit orders. The marketable limit orders are already going to wholesalers but the retail limit orders can come back to the exchanges with the enhanced priority which will improve their time to execution. The zero commissions and how will impact those retail brokers and their order routing, I think they're going to continue to be very focused on execution quality. In fact, in 2020 there's additional disclosure regime coming out around a rule called rule 606 that will demand more disclosure about routing practices which I think is a positive development. And there may be more scrutiny or focused on payment for order flow. But this is why we are excited about retail priority. We think it's a win for retail brokers. It's a win for retail customers that they'll get a better trading outcome and we also look forward to bringing potentially in 2020 some newer type of functionality for institutional orders as well.
John Deters:
Owen, I just -- this is John. I just I'd add it's a great points by Chris and I think a high level the way we think about this trend playing out. It's sort of a natural progression and it is a step zero is quite an absolute number. So, it takes people by surprise. But if you wind the clock back 10 years 15 years, this has been going on. And we were sort of we meeting exchanges broadly, we were some of the first to feel the impact of competitive pressures. And our execution fees and equities have come down quite dramatically to a point where that's not the really the crux of economic conversation with the retail brokers. More to Chris's point, it's around execution quality. Because if you're getting compensated through basically monetizing the bid-as spread, you have to make absolutely sure that your customers aren't in some way being disadvantaged. So, you have to have the right algorithms in place, you have to have the right data to back up that analysis, and that's where we really help about the retail brokers. They're great friends of ours overall. They're democratizing finance that should grow the pie and that's what we like to see over time.
Owen Lau:
Thank you very much, that's very helpful.
Operator:
Thank you. And as there are no more questions to present, now I would like to return the floor to management for any closing comments.
Debbie Koopman:
Thanks. The second bit of call this morning. We appreciate your time and continued interest in Cboe Global Markets.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect your lines.
Operator:
Good morning, and welcome to the Cboe Global Markets 2019 Second Quarter Financial Results Conference Call. All participants will be in listen-only mode. [Operator Instructions] After today's presentation, there will be an opportunity to ask questions. [Operator Instructions] Please note today's event is being recorded. I'd now like to turn the call over to Debbie Koopman. Ms. Koopman, please go ahead.
Debbie Koopman:
Thank you, Keith. Good morning and thank you for joining us for our second quarter earnings conference call. On the call today, Ed Tilly, our Chairman, President and CEO will discuss the quarter and provide an update on our strategic initiatives. Then Brian Schell, our Executive Vice President and CFO will provide an overview on our second quarter financial results and updated guidance for certain financial metrics. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our Chief Operating Officer, Chris Isaacson and our Chief Strategy Officer, John Deters. In addition, I'd like to point out that, this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. Also note that references made to the planned migration of the Cboe Options Exchange is subject to regulatory review. During the course of the call this morning, we will be referencing non-GAAP measures as defined and reconciled in our earnings material. Now, I'd like to turn the call over to Ed Tilly.
Ed Tilly:
Thank you, Debbie. Good morning and thank you for joining us today. I'm pleased to report on financial results for the second quarter 2019 at Cboe Global Markets, which were primarily driven by higher trading volume and proprietary products compared to the second quarter of 2018 offset by flat to lower trading volumes industry wide in U.S. equities, European equities and global FX. We remained focused throughout the quarter on executing our strategic initiatives to drive long-term growth and value to our customers and shareholders. I will highlight those efforts after touching on the trading and market volatility landscapes. Despite an almost 6% selloff in May, the S&P 500 pared losses in June to end the quarter up a modest 4%. The June rally continued into July, touching new highs on July 26, representing a 20% gain year-to-date. The VIX futures near record volume in May, the fifth highest month in its 15-year history, was offset by a slow April and June as traders lacked conviction during the markets grind higher. In July, short-term consumer confidence remained cautiously optimistic, but we believe concerns over global slowdown in growth and escalating U.S.-China trade tension had investors revaluating risk. Rising long-term uncertainty led to a steepening in the VIX term structure in July and a renewed focus on hedging. Downside protection became a notable theme, and while the VIX index hovered around year-to-date lows, and VVIX neared five-year lows, many investors were looking to VIX holds [ph] and SPX puts as cheap portfolio protection. Further demand from retail investors to hedge downside risk was seen in volatility linked ETPs. Average AUM and volatility linked ETPs increased 42% in the second quarter averaging $3.7 billion versus $2.6 billion in the first quarter. A significant portion of this increase came from the continued growth of ETPs based in the APAC region. This contributed to a quarter-over-quarter increase in VIX futures open interest and VIX futures volume during global trading hours. Expanding our global footprint, continues to be a main focus and I'm happy to report that in June we received jurisdictional approval in Switzerland allowing Swiss trading privilege holders direct market access to CFE. Direct market access is an important step in increasing accessibility to our products in regions outside the U.S. Turning to XSP, our many SPX options contract, which is 1/10th the size of SPX and the same size as SPY, continues to demonstrate the value of our SPX products suite. Q2 2019 ADV is up 119% from Q1 2019 and up 314% from Q2 2018. Demand continues to build from investors looking for the increased risk management granularity provided by a smaller notional contract. Post jurisdictional approval and the growth in XSP are a direct result of customers' feedback as we continue to focus on the needs of our customers with a goal of providing solutions for all of their risk management needs. Turning now to the U.S. equities market, I'm pleased to note that Adam Inzirillo, a long time veteran of the U.S. equities trading is joining Cboe to head our U.S. equities business, which at present is a very dynamic segment of our company. At our last earnings call, we described our plans to increase trading on Cboe EDGX Exchange with fee changes aimed at attracting additional order flow and with the introduction of execution party to retail limit orders. I'm pleased to note that after the implementation of some recent fee changes, our U.S. equities market share rose above 17% in July from 15.7% until the second quarter and we are prepared to launch retail priority on EDGX pending regulatory approval and customer readiness. Both changes are designed to benefit individual investors and make EDGX the go to place for retail trading. Now turning to European equities, where overall market volumes were lighter during the second quarter compared to the previous year's quarter, we believe the lower volatility globally compounded with the shifting political and regulatory landscape in light of Brexit left many market participants on the sidelines. Brexit preparations remain a top priority. In light of the ongoing political developments, we have shifted our strategy to ensure we are well prepared for any potential political and regulatory outcome. In May we announced plans to launch our Dutch venue on October 1, with all European Economic Area stocks available for trading. Additionally, our UK venue will continue to trade UK as well as EEA stocks. This week we announced plans to launch Cboe Closing Cross, a new post-close trading service that will bring valuable competition to the post-close trading session in Europe. The new service is scheduled to launch on October 16, and will serve as a cost-effective one-stop-shop for customers to execute their post-trading activities across 18 European markets. Much as our Cboe market close proposal was developed in response to customer demand for an alternative closing option in the U.S. equities market, European market participants have also long expressed a need for a trading alternative giving their increasing closing costs, option costs and volume. We are pleased that Cboe closing costs will bring much needed choice and competition to this growing segment of the European market and we are prepared to bring similar benefits to the U.S. equities market through Cboe market close pending regulatory approval. Turning now to technology, we are now nearing the planned completion of our migration of all Cboe exchanges to BATS technology on October 7, which will allow us to maximize our value proposition of providing a superior, unified trading experience across all our equities, options, and futures markets. The completion of the migration is expected to also provide our customers with a more efficient and user-friendly trading experience that includes greater bandwidth, significant latency reduction, enhanced risk controls, and improved complex order handling. Just as we have with every successful phase of the migration to date, we continue to work very closely with our customers on the integration of our C1 exchange and remain laser focused on the execution of a seamless technical and operational integration of this final platform migration. Completion of this major undertaking not only enhances our efficiency and value proposition, but will also enable us to focus the considerable talent of our technology team on new growth initiatives. One such initiative is the development of a state-of-the-art research and data platform that we believe will help fuel the long-term growth of our company. We intend for the new platform to combine data derived from existing Cboe assets with new functionality created in-house to glean actionable trading insights for our customers across all of our business lines. This is a very exciting project for our team and one that leverages unique Cboe strengths, technology, research and development, to provide tailored trading strategies for our customers and to inform the creation of new Cboe proprietary products. We view the platform as a natural area of innovation for us and we look forward to moving from concept to design and build phase upon the completion of the C1 migration. In closing, I would like to thank our team for the progress made throughout the second quarter in laying the foundation for future growth. We continue to tackle market defining initiatives as we rolled out unique equity trading services, made headway on the final migration of all of our markets onto a unifying state-of-the-art platform expanded our global footprint and began design of a unique research and data platform, all of which we believe will create growth opportunities going forward. With that, I will now turn it over to Brian.
Brian Schell:
Thank you, Ed and good morning everyone. Before I begin, I want to remind everyone that unless specifically noted, my comments relate to the second quarter of 2019 as compared to the second quarter of 2018 and are based on our non-GAAP adjusted results. Overall, our net revenue was relatively unchanged with net transaction fees down 1% and non-transaction revenue up 1%. Adjusted EBITDA grew 3% with margin increasing 230 basis points to 68.4%, and finally our adjusted diluted earnings per share increased 8% to $1.13. The press release we issued this morning and our slide deck provide the key operating metrics on volume and revenue capture of each of our segments as well as an overview of key revenue variances. I'd like to briefly highlight some of the key drivers influencing our performance in each business segment. Our recurring revenue stream of proprietary market data and access and capacity fees combined increased 6% in the quarter and 8% year-to-date compared to the same period last year, in line with our expectations for mid-to high single-digit growth in 2019. We continue to see opportunity across all of our asset classes and believe that our migration to BATS technology will provide additional revenue opportunities over the long-term. As it relates to proprietary market data, about two thirds of the growth this quarter was a result of incremental subscriptions and nearly 100% of the growth of our access capacity fees was also attributable to incremental units. Now I'd like to turn to our segments. In our Options segment, the 3% or $4 million increase in net revenue was primarily driven by higher revenue in market data and access and capacity fees, with non-transaction fees up 10% net transaction fees and options were flat with index options up 2% offset by 9% decrease in multi listed options. Index options average daily volume or ADV was up 6% for the quarter, offset somewhat by 2% decline in revenue per contract or RPC. The RPC decrease was primarily due to a mix shift with many SPX options accounting for a higher percentage of volume. In our multi-listed options ADV was up slightly, but RPC was down 8% reflecting higher volume-based rebates. Turning to futures, the 4% or $1 million increase in net revenue resulted from a 7% increase in RPC and relatively flat ADV. The higher RPC year-over-year primarily reflects the impact of new pricing implemented in the latter part of 2018 as well as lower volume-based rebates. Turning to U.S. equities, net revenue was down 5% or nearly $4 million, primarily due to lower SIP market data revenue offset somewhat by an increase in access and capacity fees. The lack of growth in net transaction fees reflects flat industry ADV and lower market share offset by higher net capture. SIP market data revenues fell 14% in the quarter, while our proprietary market data revenue was up 1%. SIP revenues fell due to lower market share as well as a decline in audit recoveries versus last year's second quarter. Net revenue for European equities decreased 4% on a U.S. dollar basis, primarily reflecting the unfavorable impact of foreign currency translation. On a local currency basis, net revenue was up 1% reflecting a 6% decrease in transaction fees offset by 14% increase in non-transaction revenue. The growth in non transaction revenue reflects increases in access and capacity fees and other revenue which includes licensing and trade reporting revenue. The decline in net transaction fees was due to lower market volumes and market share offset somewhat by favorable net capture. The higher capture resulted from continued strong periodic auctions and LIS volume. Net revenue for Global FX decreased 10% this quarter reflecting a 15% decline in volumes offset somewhat by higher net capture, which was up 4%, primarily reflecting the impact of fee changes made in 2018. In addition, we grew market share to 15.2%, up 30 basis points year-over-year. Before I move to adjusted operating expense, I'd like to point out two acquisition related expenses incurred in the second quarter, which are included in non-GAAP adjustments. First, we classified our Chicago headquarters location as property held-for-sale and based on our valuation analysis recorded an impairment charge of $6.1 million. The marketing of our headquarters building and planned relocation is a result of a reduction of Cboe's employee workspace requirements in Chicago close to BATS acquisition and is projected to be completed in the second or third quarter of 2020. Second, based on an anticipated restructuring of Cboe Vest, we recorded an impairment charge of $10.5 million. We are in the process of negotiating a sale of the majority of our shares in Vest, which will result in Cboe's ownership changing from 60% to approximately 25%. Please note that there are no assurances that the potential transactions will ultimately occur. Turning to expenses, total adjusted operating expenses were just over $103 million for the quarter, down 3% versus last year's second quarter. The key expense variance was in compensation and benefits, primarily resulting from a decrease of over $6 million in incentive and equity-based compensation and about a $2 million decrease in wages and payroll taxes, offset somewhat by an increase of about $4 million in deferred compensation plan expense. Decline in incentive-based compensation is in line with our year-to-date financial performance. The deferred compensation expense is directly offset by deferred compensation income reported in other income, so there is no impact to net earnings. This expense on income is based on the change in valuation of our deferred compensation plans. As a result of the year-to-date decrease primarily in compensation and benefits relative to our original expectations, we are adjusting our full year 2019 expense guidance to be in the range of $405 million to $413 million, down $10 million from our previous guidance range. With respect to our 2020 expense guidance, we still expect a range of $420 million to $428 million which takes into account the benefit of the synergies expected to be realized in 2020 from the C1 migration later this year and a continuation we are investing to support the growth of our business. We plan to continue to invest in enhancing our customer facing business development team to drive greater engagement in our proprietary products, as well as development of an enhanced research and data platform which Ed referenced previously. We are maintaining our run rate expense synergy targets as we expect to exit 2019 with $80 million of run rate synergies and exit 2020 with $85 million. Turning to income taxes, our effective tax rate on adjusted earnings for the quarter was 27.7%, below our prior guidance of being at the higher end of the annual guidance range of 27% to 29% and lower than last year's second quarter rate of over 29%. The tax rate decrease was primarily due to excess tax benefits related to equity awards. We are reaffirming our full-year tax rate on adjusted earnings guidance to be in a range of 27% to 29%, but we now expect the rate to be at the lower end of the 2019 guidance range. We are also reaffirming our guidance for depreciation and amortization and capital spending. For capital spending we now expect to be at the lower end of our guidance range of $50 million to $55 million reflecting a shift in the timing of expenditures associated with our pending headquarters relocation. Turning to capital allocation, we remain committed to a disciplined and balanced capital allocation strategy that includes reinvesting in our business, complementing our organic growth with potential acquisitions and providing steady distributions to our shoulders through dividends and opportunistic share repurchases in order to maximize shareholder value. During the second quarter, we returned nearly $35 million to shareholders through dividends and earlier this week our Board increased our third quarter dividend by 16% to $0.36 per share from $0.31 per share. In addition, we utilized cash on hand to repay the $300 million senior notes, which matured on June 28, 2019. Our debt now stands at $925 million and we have $250 million available and availability under our revolver if the need arises. At quarter end, our leverage ratio stands at 1.2 times down from 1.5 times at the end of the first quarter. We ended this quarter with adjusted cash of nearly $136 million. Our remaining share repurchase authorization in the third quarter dividend increase reinforced our continued commitment to returning capital to shareholders and to increasing shareholder value. We remain committed to maintaining investment-grade balance sheet and strong financial positions that enables us to continue to make prudent investments in our business to drive long-term profitable growth. In summary, Cboe is executing on our strategic initiatives and setting the stage for both short-term and long-term performance with our continued focus on defining markets globally, growing our proprietary index products, growing our recurring revenue streams, disciplined expense management to leverage the scale of our business, completing our integration plan and delivering on our synergy targets, maintaining balance sheet flexibility and a capital allocation plan that allows us to invest in the growth of our business while returning capital to shareholders through an increased quarterly dividend and potential share repurchases. With that, I will return it over to Debbie for instructions on the Q&A portion of the call.
Debbie Koopman:
Thanks, Brian. At this point, we'd be happy to take your questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue and if time permits, we'll take the second question. Keith, we're ready for Q&A
Operator:
Yes, thank you. [Operator Instructions] And the first question comes from Rick Repetto with Sandler O'Neill.
Richard Repetto:
Yes, good morning, Ed and Brian and I believe Chris is there as well. First, I want to congratulate you on adding Fred Tomczyk to the Board. He's got a lot of experience in the retail industry and a good leader.
Ed Tilly:
Thanks Rich.
Richard Repetto:
Anyway, so my question, I guess, is that one, will be broad on the new research and data platform, it seems like you're going to dedicate some resources there. And of course, you've heard the LSE [ph] repetitive deal, I guess the question is, are you able to compete on these - from a market data standpoint with a larger platform that sort of aggregates market data across a number of content providers? And how important is, sort of, market data initiative? I guess, is this going to be where we see more focus on it from exchanges going forward or is this just the beginning of a trend, the trend has already been going on for several years?
Chris Isaacson:
Yes, Rich, this is Chris, good morning. We just -- there's the new data analytics platform that we're going to be focused on post C1 migrations is just a recognition that we have been very focused on the trading platform for the last two-and-half years, and now we will have the time and resources to invest in research and data platform. They'll primarily be focused on helping us launch new products and better understand our current markets and our current customers in a much more data driven way than we do today. As you know, we've made investments, both in raw data and the market - real time market data and new products we brought out across our exchanges, as well as derive data with offerings like Livevol. But this is us going to really invest more into a data platform to make that data available, first, internally to all the business units to make better data driven decisions, and then ultimately enhance our derived data offerings for those across the street, for those of our customers, both existing, as well as new customers that we may not touch directly today. So this is still in the early phases. As Ed mentioned in his comments, this is really in the concept phase and now we'll get into design and build post C1, but we're quite excited about it.
Ed Tilly:
Rich, think of - you've asked us and you've asked Debbie to help you understand the size and the potential of the market out there. Knowing our customer and any more transparency we can have into their strategies, use case, penetration globally, that's really what we're after. So it's a little different effort for us. We have such a unique product set and we've always told you and tried to describe to all of you how these contracts are used interchangeably when one contract is used over the other. All of that transparency helps us pinpoint the direction of our sales effort going forward. So it's all the things and the metrics that you've been looking for over the years. We're going to get better at that and that is what we're out to accomplish with our new effort.
John Deters:
Rich, this is John. I'll follow-up on Chris and Ed's comments just with the strategic perspective. You mentioned the LSE [ph] deal; great deal, bold deal. A lot of diverse data there, that all makes sense given the footprint, LSE's [ph] existing footprint in data services. We're a different kind of Company. We're interested in data, but we're interested in data that relates directly to our markets, either as inputs or outputs, so that it has relevance to our existing customer base and that will continue to be our focus. We're market operators and the data that we provide to the marketplace relates to those markets.
Richard Repetto:
Thank you, very helpful, thank you.
Operator:
Thank you. And the next question comes from Alex Kramm with UBS.
Alex Kramm:
Yes, hey, good morning everyone. I would love for you guys to flush out your closing cross announcement in Europe a little bit more, I have to admit, I'm not as familiar with the lay of the land over there. So obviously, what are the incumbents doing in terms of pricing and economics they're getting? What exactly are you planning here? And then, what's the lay of the land in terms of brokers already offering something like this over there which in the U.S., I don't think it's as big in Europe. I think there's another exchange that has an offering already out there. So, I know it's a long question, but I think you know what I'm getting at. Just give us what are you thinking about - and how are you going to undercut pricing, et cetera?
Chris Isaacson:
Hey, good morning Alex, this is Chris. I'll take this one as well. So we're quite excited about this. I mean, this is really a parallel effort we've been going on in the U.S. with our Cboe market close. But Cboe closing cross in Europe is we think a very good opportunity for us given the - as we shared on this slide the percentage of volumes going off at the close in Europe in the high teens. They're actually 20% percent now. So, there likely are offerings already off exchange and we're not sure exactly all of the offerings in there, some from competitors. But we think we're quite excited about this one we're doing, because it's very simple and involves an at-limit order type, firms enter the prices at which they want to execute and all the details of how that will operate, we announced yesterday. And this, really just is a recognition of our customers coming to us in typical fashion which we operate. They view this as a problem, as prices around executions at the close are going up. The domestic or home exchanges are charging more for that monopoly event. And so, we think we can compete in this area with a very elegant and simple solution that we launch on August 16th. There will likely be other competitive solutions; that's okay. We embrace competition here. But we think the elegance of our solution, as well as our incredible network of trading 18 markets in Europe as well as the massive amount of customer connections will make the uptake of this pretty strong from the start.
Ed Tilly:
But our motivation really simply as we've said in the prepared remarks, the Cboe market close in the U.S., this is really where CCC was born. It was customer demand to have an alternative, plain and simple. So when the SEC, hopefully when the SEC ultimately approves our U.S. version, we'll be off in all of our venues offering an alternative to the existing. So, looking forward to it.
Chris Isaacson:
One more point on Europe as well. I think it's important to understand brokers are restricted by MiFID II from crossing on their own books. And so this is an offering that is being requested by our customers, and we think it will have pretty immediate relevance.
Alex Kramm:
And then no, sorry color yet on kind of like fees or how much relative to the whole market the fees are going to be or how much your revenue captures maybe you are going to be different in the auctions versus your - during the market time?
Chris Isaacson:
Yes, this is Chris. So, we said in the announcement, we plan for it to be free of charge till the end of the year, and then we'll reevaluate from there. We think we expect an uptick, but we want to make sure we facilitate that with the right pricing at the start.
Alex Kramm:
All right, thanks again.
Ed Tilly:
Thanks Alex.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan?
Kenneth Worthington:
Hi, good morning. You've been highlighting your pursuit of a big deal for at least the last six months, and you've given us updates on whether it's live or not. So I guess part one is, do you still have a live deal? And more broadly, maybe given LSE [ph] Refinitiv, how are you thinking about the need of size and scale? So exchange consolidation continues, they're getting bigger, they're getting more efficient, they're broadening their foot prints; how important is size and scale today versus a couple of years ago? And where does M&A stand as a Cboe priority today versus where M&A maybe stood a few years ago?
Ed Tilly:
So let me -- I don't want to correct you, but I don't think we've got it on large deals. I think what we've been referring to is we are always looking at things and ways to touch our customers earlier in their trade process or later in their trade process. And tuck-in or bolt-on deals are always important to us. That's a bull [ph] versus buy. Broadly speaking, when we talked about M&A over the last quarters, it was responding to questions; has Cbeo's view on M&A changed? We said; well, in light of the completion of a systems migration and full integration of BATS, our Board, our balance sheet are in a different position to be still same outlook, very choosy and looking at any global deal not needing to engage like perhaps all of our other competitors, our growth still best potential is our organic growth story, our penetration in the U.S. market and existing products and the globalization of these incredible benchmarks and brush [ph] for any exposure to the U.S. So that remains our number one focus. We do look at larger scale M&A, but it was with a much more -- I don't to presume anybody else is not a disciplined approach, but we just don't need to engage in large scale M&A. So we're really-really choosy. But, John, specific to Refinitiv we gave a couple opening comments on that and then we'll come back to scale and answer that question.
John Deters:
Yes Ed, Ken, thanks for the question, so this is John. I think in terms of scale with respect to our business, you've seen the quarter, the expense discipline, the performance with a very clearly defined business plan and a very tightly controlled organization expense wise, I don't think that scale really is necessary in that context. I hear it referred to often and as an enabler of the next big deal, and that just becomes really a kind of self-perpetuating cycle where you get scale so you can do the next big deal and potentially lose focus on really what it is you do well at your core. The compensation and benefits line that Brian talked about and how that may vary with our performance, you can't have that kind of performance based culture and alignment unless you have a very-very clear vision of what your business is about. And so, that's incredibly important to us and it will continue to be important to us. Again, the LSE [ph] deal from our perspective makes a lot of sense for them. We're happy to see them continue to strengthen their business because we're partners with them on many levels. Cboe Global [ph], FTSE Russell even in Europe where we utilize their clearing facilities, but we've got a different approach.
Kenneth Worthington:
Okay, thank you.
Operator:
Thank you. And the next question comes from Michael Carrier of Bank of America Merrill Lynch.
Michael Carrier:
All right, thanks and good morning. May be just given the Vest impairment in multiple like passing current investments and growth initiatives that you guys have in place; can you maybe just provide, like an update on some of the key investments and initiatives, maybe which you're seeing good traction which are maybe playing out less than expected, maybe just how you track some of those initiatives and investments over time?
Brian Schell:
Well, we can start with Vest, but I'm directly [indiscernible]. I mean, some of these that we've kind of highlighted, Vest was a little bit of a – the effort that we talked about, and I'll let John talk about this more, was say a little bit more of a stand outside and fully integrated Cboe. The couple that we've - the smaller ones that we've done more recently respective to Silexx and with Livevol, we're seeing the fruits of that actually showing up in, I've mentioned it now over the last couple of calls, you see the increases in our market data. You're seeing some of the increases in our - although bulk of these are more of the capacity and access fees with Silexx and some of the things we're doing there and everything else. But that is integrated in our business. So there isn't really a separate, call it, segment that I'm tracking that separately. And so it's literally embedded, integrated within the operating segment such that it would be hard for me if you pressed me and say, well, tell me exactly what was the financials on Livevol only or Silexx only? So those are two instances where it's literally embedded and we're very pleased with the ROI on those, except that we could measure, because they have been fully integrated and we're seeing that incremental revenue showing up in our financials right now.
John Deters:
And Michael, further to Brian's point, we're quite excited for instance about Silexx, purchasing made in late 2017. As we're going through this massive integration process and finishing it up with BATS technology, we're also integrating Livevol and Silexx. And Silexx will be the avenue through which people will trade FLEX options. FLEX options has seen a very nice uptick in the first half of this year and that will go along with the platform migration in October. So we're fully integrating these smaller acquisitions as we integrate the larger ones for one cohesive strategy of organic growth.
Ed Tilly:
And this I'll followup with one more point on Vest to just to sort of put that in perspective. So that investment really was meant to catalyze the development of a new segment in the fund industry within options, with options based strategies. We saw this trend was just emerging and we wanted to apply our product development expertise to catalyze the growth of that business. We've done that. The products have been defined and now we're on to the phase where really distribution is the critical next step. We're not equipped to do that. We obviously have a different business model, others are. And so we'll look to rationalize the partners who are in the business. That's a very different type of approach than what Brian and Chris talked about was Silexx and Livevol were those acquisitions were full acquisitions, completely integrated, thoroughly complementary with the rest of our business and enables our proprietary products suite and trading capabilities.
Michael Carrier:
All right, thanks. That's helpful color.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi, good morning. Maybe just on the Mini-SPX contract, maybe this is completely unrelated, but it looks like the growth in XSP really coincided with CMEs, S&P Micro Futures launch. Do you think there's some benefit that you're seeing from that product launch and if so, if you can just kind of further describe the kind of relationship between the futures and options products? And then maybe just a little bit on the fee capture that you're seeing from that XSP in the risk adjusted fee capture?
Ed Tilly:
Sure, that's a great question and we always, we appreciate any visibility, any more exposure of any S&P 500 products. We love to take our share when we talk about futures at CME. So, yes, there's been an incredible amount of attention on their Micro. And while we've had XSP out in the marketplace for years, really if you can just imagine us continuing to pound the table on the utility and use cases for the S&P 500 and primarily it's been SPX. But what it has left short and what's left wanting are investors who love the benefits of cash settled options, European exercise; and for many, the ability to take advantage of a 60:40 long versus short term tax rate, this is the answer. So if you're looking at the SPX with that huge notional value of that contract, think 1/10. And these contracts and the trades that we've been seeing go up in XSP would be odd lots in SPX. So for managing strategies where 1,340 X-line and 580 Y-line, you can't do that in SPX. You'd be in fractions of contracts. This is extremely user friendly when the granularity or notional value is needed. So, coinciding with the visibility of a Micro, fantastic. All of the benefits of our SPX and the small notional contract, that's what we're out there sharing with our investors.
Brian Schell:
So on the RPC, the guidance, I'll kind of give you and it's all we've done is help to make your job to figure out what the RPC is going to be on a quarterly basis going forward is a little bit more challenging. Previously, we obviously dealt with as we looked at the RPC for the index options, yes obviously is going to be influenced by the mix of the SPX and the fixed options contracts, and that's always going to be – going to impact the overall average when you see a quarterly number. While throw in with our many contracts here, while Ed mentioned the 10th size, the pricing of that is actually it's not proportions actually greater than the 10th, if you just kind of did a pro rata adjustment, it's greater than that. So even if they were and we don't believe this is the case, Ed talked about the incremental usage of it to be able to - for the increased utilization, it's not really cannibalization. And even if it were, if you get hung up on that or anyone gets hung up on that, the incremental pricing is actually more favorable on a total transaction basis, broadly speaking. But it will have a -- it will look on a pure RPC basis, slightly lower, just because of the size. So that's kind of the context to think about it. Again, so it's going to influence the overall kind of averages. But again, because we haven't really dug in too much of providing explicit guidance on a contract-by-contract basis other than kind of what we've listed as far as overall filing fees.
Kyle Voigt:
And maybe around $0.10 a contract or higher?
Debbie Koopman:
Good try, Kyle.
Ed Tilly:
That's a good question.
Brian Schell:
Kyle, usually our displayed fee schedule is out there multiply by 10. And while there's going to be blends difference in customer, in the mix, you kind of understand our mix and how that bounces around, but that's the way to kind of look at it. We're very transparent as we are in everything that we do. These schedules out there, you understand the blend and the mix. It's going to change, there is evidence [indiscernible] that will give you some help into seeing what we're doing in XSP. But think, you know, this is just a great appeal for those looking for smaller notional contract. Strategies will probably not be unique to XSP, they're really just thinking S&P 500 exposure in bite size contracts.
Kyle Voigt:
Thanks.
Operator:
Thank you. And the next question comes from Chris Harris with Wells Fargo.
Christopher Harris:
Thanks, good morning.
Ed Tilly:
Good morning.
Christopher Harris:
If you guys are affirming the expense guide for 2020, I guess at the mid-point that's implying nearly 4% growth. That seems - it seems a little high given the synergies you still are expecting coming through that year. So maybe you can talk a little bit about why the expense growth is expected to be so high and maybe what kind of revenue assumptions are you building around that expectation?
Brian Schell:
Sure. And I think that I'll start with kind of what's driving the -- where we expect to land call it in 2019. And whilst the results of kind of the expenses that we're seeing there, we're not really - it's not like we're putting our employees under the hammer and say
Operator:
Thank you. And the next question comes from Alex Blostein with Goldman Sachs.
Unidentified Analyst:
Hi, this is [indiscernible] filling in for Alex. Thanks for taking the question. On the Chicago headquarters, can you help us understand the expense impact of this move to the new location in 2020 and what are your plans for using the proceeds from this sale?
Brian Schell:
So on the OpEx side of it, right now the immediate impact is, it's not going to be material. Obviously, there'll be a little bit of, you'll see a little bit of a shrinkage in the depreciation as we highlighted. That will be a slightly smaller number, but kind of factor that into overall guidance as to something we thought would happen during the year. So you won't see anything material in 2019. So think about 2020. As we transition into a potentially new location, the operating expenses should be slightly better to neutral in 2020. Over time, as we actually expect this to be even more positive because there's a significant amount of deferred maintenance that we know will ultimately need to occur in the existing building that we're in just given the age, given where we are. So it's somewhat of a cost avoidance next year down the line or call it two, three, four, five years. But the efficiency of the new space that we're going into, with the lease rates and everything that we're kind of trying to finalize, we expect it to be somewhat neutral. So we do not expect to see an increase. And actually over time, we actually expect to see a decrease, again not material in facilities. If nothing else, probably more flat, and really through the minimization of a lot of deferred maintenance that we know this building will need and such we've taken this approach. Again, that's just from a pure P&L standpoint. I will tell you though that some of the spaces that we're looking at from a culturally, efficiency and everything that we're looking for, I think it's actually going to be quite exciting for our overall associate base as far as a new space here in the Downtown Chicago area. So for that point we're very excited for our employees, for our clients and for our shareholders overall for that transition to happen. And ultimately we'll be very excited when we can make that announcement more public about specifically what we're doing.
Unidentified Analyst:
And any plans for the proceeds from the sale?
Brian Schell:
Oh, thank you. So it's going to be relatively immaterial for the proceeds. But we were just – we'll roll them in. It's not going to be something that you'll necessarily notice, that's like, oh my gosh, what are you going to do with a big chunk of cash. There will be cash obviously, but we would just roll it into our - I'll give you the same - and I know you don't want me to launch into 70's rock song ballet about capitalization allocation of how we look at that, but we would basically just, again, roll that into our normal use of funds and it's all funds as far as where we've applied that capital allocation broadly.
Unidentified Analyst:
Got it, thank you.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great, thanks, good morning folks. Maybe if you could dive into the retail strategy in U.S. equities. Obviously you brought Fred Tomczyk on the Board and make new hire in U.S. equities. And then maybe tie that into your expectations for the market on closed proposals, whether you think the SEC may be closer to approving that given that you're launching it in Europe? And kind of any sense of to what extent you think you're going to increase market share in U.S. equities as result of these efforts?
Ed Tilly:
So let me start with market close. With each quarter, we're in front of you, we're hopeful that this is the quarter that we're going to share with you that the SEC is reaffirming the approval, we received cash about a year ago. So, we're still hopeful and from Chris Isaacson and operational team is ready to go and our customers, as I spend time with them, that is one of the first questions is when do I get to use Cboe's market close? So the demand is still there, the readiness is there. It is amazing when we look at the approval process and our 3C approach Europe versus the extended approval process here in the U.S. But nonetheless, we're still optimistic and ready. So as far as the share, Chris, is going to do some detail, but remember, in the last call we said there is a balance always between our capture and our share and we set out to affect that balance in a positive way on share. We executed on that plan of late, but Chris, I invite you to give some more color.
Chris Isaacson:
Yes, just as we said on the last call, we had - our capture was higher than we expected, while our market share was lower than we had expected in the last call. And so we said we're going to reinvest some of that capture raised market share and Bryan Harkins' team have done exactly that. Market share as you saw on the slides is, for July was little over 17%. And we're eagerly awaiting the approval of retail priority on EDGX as well, getting ready to approval and the customer readiness. Hope to launch that very soon, which we hope will grow market share even further as we don't just add economic incentives, but actually execution priority incentives for retail customers to put their order flow there. Another thing we're doing overall to hopefully improve market share or equities markets is a new lead Market Maker program that we rolled out actually just yesterday to try to attract more ETP listings, especially large transfers. We're very excited about that. And so, that's a full core press. It's a very competitive business, U.S. Equities, which we're fully committed to and we're going to try a lot of things as we are always balancing net capture as well as market share, but we like the trajectory we're on.
Ed Tilly:
And thanks for recognizing the addition of Adam and Fred. So the way we approach this talent does go all the way up to the Board. We have an incredibly engaged Board and you're right, adding Fred Tomczyk and having the Board, have the perspective of a dynamic leader who's very familiar with the retail space will be helpful as we lay out our plans going forward. Thank you.
Brian Bedell:
And it sounds like with your initiative, you're able to potentially grow that share with Vest with revenue capture decline. And if you kind of it is balance, but is it fair to think that you might be able to achieve that?
Ed Tilly:
It's always a balance, Brian, but our goal is to obviously grow revenues over the long-term, our net revenues over the long-term. Some of that has to do with providing better functionality that will increase execution quality for our customers.
Brian Bedell:
Okay, great, thank you.
Operator:
Thank you. And next we have a followup from Alex Kramm with UBS.
Alex Kramm:
Yes, hey guys. Just want to rattle off a couple of follow-ups if that's okay. One, regular fees have been running a lot higher this year and as though, I don’t know if you've talked about this, but can you just - is this a good run rate, I think $9.4 million or something? And why is this higher? And then if you can just talk about the equities market share gain, I'll try as well on that one on the revenue capture, I mean, any sort of help you can provide from what you've seen so far in July you obviously left that pie chart very empty on that slide? And then I have another follow-up, but go ahead on those two first.
Debbie Koopman:
You are breaking up a little bit…
Ed Tilly:
Give us a while, Alex, because we're out of bounds anyway. So what's the third?
Alex Kramm:
It's not a quick line one, I just wanted to, since you obviously launched new sales effort on the co-options business or proprietary product business with some key hires a few months ago?
Ed Tilly:
Yes.
Alex Kramm:
Just wondering if you have update in terms of something that you're seeing already moving in the direction where even how you would be measuring success of some of those key hires making an impact I guess with new client gains, et cetera?
Ed Tilly:
Cool, I will take the last. Why don't we start with regulatory fees and equity rev capture as much as we can?
Brian Schell:
Sure. So, again, I assume you're looking on a kind of net basis versus in an obviously taking up Section 31, which obviously is influenced by the rates that SEC sets. So on the regulatory fees, I think if you look at year-over-year, yes, it's an increase. But that sometimes is influenced by fines, sometimes it's influenced by a number of things that obviously is not anything you can run rate project. But if you look at it sequentially versus the first quarter, it's actually down. So I didn't – don't look at that anything more than noise, which is one of the reasons why we didn't highlight it. And again, on the options side, it may have been a little bit higher as we continue to - some of the expenses that we are working through with, some are related to the migration as well on our reg side with the Org [ph] fees. They are slightly higher expense as we ramp up. Some of the expenses as we deliver some of that, which first line we would expect to [indiscernible] be decline going forward which you see as declining expense also on our income statement that the clients would get the benefit of as well. So I wouldn't read too much into that as far as the run rate goes given the variability to it. On the revenue capture and equities, we intentionally didn't include that for July only because the data was incomplete and we just hadn't finalized that and we hadn't gone through our QA just to make sure it was there. So we just didn't want to put out a number too prematurely. It wasn’t – we weren't really trying to hide it, we just - we have a cycle and a cadence of releasing that. So we just didn't issue that. So we will be issuing that guidance in our normal process.
Ed Tilly:
So then, if you think about the Global Client Services team and the way of what we've outlined for you on the last call, it really is taking -- somewhat looking at the market, imagine yesterday, right? You have a 60 point move in the S&P 500. You've got a confused or a scrunchie faced user/investor looking at that move in the market, saying, "How do I derisk the situation that I find myself in?" We need a sales team who is completely armed and looking at our user team across the globe and different segments in customer use case. That's what we're gearing up for. We're about - I would say 40% of the way on the new hire and appreciating those that have – of our client services team that have brought us to where we are today, who've done an incredible job getting us to today. But tomorrow, the sophistication, the use cases, the change in the market is so fast, so violent and we are the go-to exchange when those market events happen. Yesterday is a perfect example. We had 30 days leading up to an announcement that everyone knew we had low - almost 5-year lows in VVIX. The increase in large block calls in VIX, those were all on the uptake. We need a team out there that can articulate the why's and the history of what happens when we see a large move. So that's the goal. So about 40% there on the hires and we can't wait to keep you up-to-date. And then of course, the new data analytics platform really getting to know those customers better is the goal for everything we're building for the organic growth story and can't wait to tell you more.
Alex Kramm:
All right, thanks again guys.
Ed Tilly:
Thanks Alex.
Operator:
Thank you. And as there are no more questions, I would like to return the floor to Management for any closing comments.
Debbie Koopman:
Thank you. This completes the call this morning. We appreciate your time and continued interest in Cboe Global Markets. Thank you.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect your lines.
Operator:
Good morning, and welcome to the Cboe Global Markets 2019 First Quarter Financial Results Conference Call. All participants will be in listen-only mode. [Operator Instructions] After today's presentation, there will be an opportunity to ask questions. [Operator Instructions] Please note this event is being recorded. Now, I'd like to turn the conference over to your host today, Debbie Koopman. Please go ahead.
Debbie Koopman:
Thank you, Keith. Good morning and thank you for joining us for our first quarter earnings conference call. On the call today, Ed Tilly, our Chairman, President and CEO will discuss the quarter and provide an update on our strategic initiative. Then Brian Schell, our Executive Vice President and CFO will provide an overview of our first quarter 2019 financial results and updated guidance for certain financial metrics. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our Chief Operating Officer, Chris Isaacson and our Chief Strategy Officer, John Deters. In addition, I'd like to point out that, this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. Also note that references made to the planned migration of Cboe Options Exchange is subject to regulatory review. During the course of the call, this morning we will be referring to non-GAAP measures as defined and reconciled in our earnings material. Now, I'd like to turn the call over to Ed Tilly.
Ed Tilly:
Thank you, Debbie. Good morning and thank you for joining us today. I'm pleased to report on the financial results for the first quarter 2019 at Cboe Global Markets. As you know, market conditions were challenging throughout the quarter, negatively impacting volume across our business lines. As we have in previous low-volume cycles, we have used this less-volatile period to seed potential future growth in our proprietary index products through increased customer outreach and education efforts. As a result, we are confident we are even better positioned to grow our business and to define markets globally to deliver value to our customers and shareholders. I will highlight those initiatives today after touching on market volatility. In a reversal from the sharp downturn in fourth quarter 2018, the S&P 500 rallied more than 12% in the first quarter and is now up more than 16% year-to-date. We believe the rally was led by the Federal Reserve's shift away from monetary tightening, generally positive corporate earnings and growing stability in U.S.-China trade talks. As the markets are once again hitting all-time highs implied volatility levels have fallen across all asset classes and the VIX term structure has steepened. We see that investors are looking for ways to reestablish upside positions. And with realized volatility levels back near eight-month lows, industry strategists are pointing to trades in SPX and VIX, as ways to take a position in the market. Others are turning to VIX futures and volatility-linked ETPs to express a view on implied volatility. Volatility-linked ETP, AUM which bottomed out at the start of 2019 has been steadily building and is now back over $3.5 billion quickly approaching pre-February 5, 2018 levels. In the last three months, the ETP complex has gained approximately $130 million of long vega exposure. This has translated to hedging in VIX futures and according to the most recent CFTC data has resulted in the largest net short position in VIX futures on record, yet another example of the utility of the VIX complex has to offer. Whether record market highs or market sell-offs, spikes in volatility or extended periods of market calm The Street continues to reference, our proprietary product set as the preferred tools for managing risk. We remain keenly focused on the significant opportunity we see to further grow the customer base for our proprietary products. In the interest of better serving our customers, we have aligned our sales and coverage teams across regions and products to promote greater collaboration and cross-selling. Additionally, we developed a buy-side sales team focused on growing usage of our proprietary products in the insurance asset manager and pension fund communities. While we believe our greatest opportunity for growth remains in the domestic market, we also recognize that investors around the globe have U.S. exposure. We continue to make inroads into new markets and to enhance the customer experience in regions, where we already have a greater foothold. We are exploring new markets such as the Middle East, Scandinavia and Asia while also pursuing jurisdictional approval in more established markets including Switzerland and Israel. Turning now to the U.S. Equities market where this week we made fee changes aimed at attracting additional order flow to Cboe EDGX Exchange. We believe these changes in addition to our plans to introduce execution priority to retail limit orders on EDGX pending regulatory approval will benefit individual investors while further enhancing EDGX as a destination of choice for retail trading. We continue to advocate for adoption of our Cboe Market Close proposal which was initially approved by the SEC in January 2018, but has been stalled by appeals. We are optimistic that the original approval order will be reaffirmed by the commissioners and are positioned to launch upon approval. You will recall that Cboe worked closely with customers to develop CMC to provide them with significant cost benefits. Our commitment to being a leading advocate in the equities marketplace has never been stronger. We are crafting numerous other proposals and rule filings based on feedback from our customers. You'll hear more about these initiatives as they develop. Now turning to European Equities where our market share remains strong one year into MiFID II. We continue to retain our number one position in the European Equities market as we increased our market share year-over-year to 22.1% for the quarter, up from 21.2%. Our periodic auctions book continues to receive positive feedback from both buy-side and sell-side firms and remains the leading periodic auction solution. Cboe LIS, our block-trading platform powered by BIDS technology logged another strong quarter. Our primary focus during the first quarter was finalizing our plans to operate in a post-Brexit environment. In March, we received the authorization from the Dutch Ministry of Finance to operate a new venue in the Netherlands. Given the recent political developments and the extension of the Brexit deadline until the end of October 2019, we now plan to launch the new venue later this year. We continue to work with our regulators and customers on launch timing. In closing, I would like to thank our team for the progress made throughout the first quarter in laying the foundation for future growth. In addition to the initiatives outlined here, our team continues to hit key milestones on our migration of Cboe exchanges to Bats technology keeping us on track for our planned completion date of October 7. We've seen ebbs in trading before. They come with the territory. But our experienced and disciplined team continues to execute on strategic growth initiatives, so that our company is well positioned to weather difficult trading conditions and to benefit when they change. With that, I'll now turn it over to Brian.
Brian Schell:
Thanks, Ed, and good morning everyone. Before I begin I want to remind everyone that unless specifically noted, my comments relate to 1Q 2019 as compared to 1Q 2018 and are based on our non-GAAP adjusted results. As Ed mentioned, we had difficult comparisons given the strength of the first quarter last year and weaker trading volumes this year. Overall, our net revenue was down 15% with net transaction fees down 24%, non-transaction revenue, up 2%.; adjusted operating expenses decreased 14%; adjusted operating margin of 66.5% was unchanged; and finally our adjusted diluted earnings per share declined 20% to $1.11. Our first quarter results reflect lower trading volume industry-wide and across each of our business segments. In addition, our results included an $8.8 million charge, the equivalent of a $0.06 EPS impact to reverse the OCC dividend we recognized in 4Q 2018 due to the SEC's rejection of the OCC capital plan. Despite the tough environment and comparisons, our focus on disciplined expense management allowed us to achieve solid margins matching 1Q 2018's adjusted operating margin. The press release we issued this morning and our slide deck provide the key operating metrics on volume and revenue capture for each of our segments as well as an overview of key revenue variances. I'd like to briefly highlight some of the key revenue -- key drivers influencing our performance in each segment. Before I get started, let me point out a change we made in our income statement reporting. We combined access fees and exchange services and other fees into one line item access and capacity fees. We believe this enhances comparability and better captures the overall revenue associated with accessing and obtaining desired level of capacity to trade in our markets. Despite the lower trading volume in the first quarter, our recurring revenue stream of proprietary market data and access capacity fees combined increased 10% year-over-year, which is slightly higher than we originally projected and believe we can grow this at mid- to high single digits in 2019. We continue to see opportunity across all of our asset classes and believe our migration to Bats technology will provide additional revenue opportunity over the long term. As it relates to proprietary market data, about 70% of that growth was the result of incremental subscriptions. Now I'd like to turn to our segments. In our options segment the 17% or nearly $29 million decrease in net revenue was primarily driven by a $40 million decline in net transaction fees, reflecting lower trading volume and lower revenue per contract or RPC. Net transaction fees in index options fell $39 million and multi-listed options were down just $1 million. Index options average daily volume or ADV declined 34% for the quarter, offset slightly by a 3% increase in RPC. The RPC increase was primarily due to a mix shift with SPX options accounting for a higher percentage of volume as well as fee changes implemented in the first quarter of 2019. The 17% ADV decrease in our multi-listed options was primarily driven by lower industry volumes and lower market share. Our multi-list market share was down from last year's first quarter as we continued to focus on optimizing our overall net transaction fees as reflected in a 13% increase in RPC for multi-listed options for the quarter. The RPC increase was driven by fee changes implemented in 2018 as well as lower volume based discounts. Turning to futures. The 30% or nearly $13 million decrease in net revenue, primarily resulted from a 37% decline in ADV and a 1% increase in RPC. The higher RPC year-over-year primarily reflects the impact of new pricing implemented in the latter part of 2018 and lower volume-based rebates. CFE posted growth in non-transaction revenue of 16%, driven by higher market data revenue and regulatory fines. If you exclude the increase in regulatory fines, which may not recur, the increase is 6%. Turning to U.S. equities. Net revenue was down 5% or nearly $4 million, primarily due to lower SIP market data revenue, offset somewhat by increases in net transaction fees and access and capacity fees. The growth in net transaction fees was driven by higher net capture, offset somewhat by a lower industry ADV and lower market share. SIP market data revenue fell 20% in the quarter, while our proprietary market data revenue increased 2%. SIP revenue fell due to lower market share as well as a decline in auto recoveries versus last year's first quarter. We still expect the SIP revenue pool to remain relatively unchanged in 2019 versus 2018 and expect our SIP revenue to be primarily influenced by changes in market share and any audit recoveries. Net revenue for European Equities decreased 7% on a U.S. dollar basis, primarily reflecting the unfavorable impact of foreign currency translation. On a local currency basis, net revenue was only down 1%. While net transaction fees were down, the decline was mostly offset by growth in non-transaction revenue. Decline in net transaction fees was due to lower market volumes, offset somewhat by favorable net capture and higher market share. The higher net capture resulted from combined strong periodic auction and LIS volume, which have higher relative net captures. Net revenue for Global FX decreased 5% this quarter, reflecting a 12% decline in market volumes, offset significantly by higher net capture, which was up 7%, primarily reflecting the impact of fee changes made in 2018. In addition, we grew market share to a new high of 15.8%, up nearly 50 basis points year-over-year. Turning to expenses. Total adjusted operating expenses were just over $94 million for the quarter, down 14% compared with last year's first quarter. While expenses were down in nearly every category, the key expense variance was in compensation and benefits primarily resulting from decreases of nearly $7 million in incentive-based compensation and $3 million in equity compensation. The decrease in equity compensation reflects the forfeiture of unvested equity awards in the quarter and is not expected to be a recurring benefit in the future quarters. The decline in incentive-based compensation is aligned with our overall decline in financial performance. As we've discussed previously, this is our largest variable expense and is self-adjusting based on financial results. Given our first quarter expense decline, we are lowering our full year 2019 expense guidance to be in the range of $415 million to $423 million, down $5 million versus our previous guidance. In the first quarter we had about $6 million in favorable net expense adjustments that we don't expect to recur in subsequent quarters. Additionally, as I discussed, we plan to continue to invest in enhancing our customer-facing business development team, to drive greater engagement in our proprietary products. With respect to our 2010 expense guidance, we still expect a range of $420 million to $428 million, which takes into account the benefit of the synergies expected to be realized in 2020 from the C1 migration later this year and a continuation of investing to support the growth of our business. We are maintaining our run rate synergy targets, as we expect to exit 2019 with $80 million of run rate synergies and exit 2020 with $85 million. Turning to income taxes. Our effective tax rate on adjusted earnings for the quarter was 25.4%, below our annual guidance range and last year's first quarter rate of nearly 26%. The tax rate decrease was primarily due to excess tax benefit, related to equity awards exercised in the first quarter of 2019. We are reaffirming our full year tax rate guidance to be in the range of 27% to 29%, as we expect the rate to be at the higher end of the guidance range in each subsequent quarter for the remainder of the year. We are also reaffirming our guidance for depreciation and amortization and capital spending with the amount as noted on the slide. Turning to capital allocation. We remain focused on allocating capital in the most efficient manner to create long-term shareholder value. During the quarter our cash flow generation and financial position enabled us to continue to invest in the growth of our business, while also returning nearly $70 million to shareholders through dividends and share repurchases. We currently have $171 million of availability under our share repurchase program and we plan to continue to evaluate share repurchases as part of our overall capital allocation. We ended the quarter with adjusted cash of nearly $348 million. Our cash balance is elevated versus historical levels for a couple of reasons. First, working capital needs are typically higher at the end of the first quarter, due to tax-related liabilities that are due in the second quarter. The second and most significant reason is potential strategic acquisition we referenced in our last earnings call, remains under consideration. While we are still unable to provide any specifics relating to this potential deal, there is no assurance it will ultimately occur. I want to point out again that, if we are successful in completing the transaction, we do not anticipate a significant change to our current leverage ratio or issuing any stock with respect to its funding. At quarter end our leverage ratio was unchanged from year-end 2018 at 1.5 times. Our cash and capital positions remain strong. And we remain confident that the actions we are taking to implement our strategic initiatives will drive free cash flow and create long-term, sustainable value to our shareholders. In summary, Cboe delivered solid results amid a challenging operating environment and continued to focus on defining markets globally, growing our proprietary index products, growing our recurring revenue streams, disciplined expense management to leverage the scale of our business, completing our integration plan and delivering on our synergy targets, maintaining balance sheet flexibility and a capital allocation plan that allows us to invest in the growth of our business, while returning capital to shareholders through quarterly dividends and share repurchases. With that, I will return it over to Debbie for instructions on the Q&A portion of the call.
Debbie Koopman:
Thanks Brian. At this point, we’d be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue and if time permits, we’ll take your second question. Keith?
Operator:
Thank you. We will now begin the question and answer session. [Operator Instructions] And this morning's first question comes from Richard Repetto with Sandler O'Neill.
Q – Richard Repetto:
Yeah, good morning Ed, good morning Brian and I saw the comp decreased quarter-to-quarter the $13 million. I didn't know we paid Chris Concannon that much this quarter. Anyway, my question is again, you mentioned M&A right at the end of the prepared remarks, Brian. It sort of brings out fodder or more questions on it. And I guess I would say can you give us any more color since it has been mentioned again publicly in prepared remarks? Are we looking to expand it in new -- from what we got from priors it's not as small transaction? It's a sizable. Is it some additive? Can you talk about what the strategic -- is it the expand asset classes or added on to asset classes? Can you give us any more details since it was brought up earlier?
A – Brian Schell:
So I think there were multiple questions there. So let me talk about -- and this will probably address -- and I apologize for anyone else in the queue who will have a related question that might be a slightly different take, but I'll answer it more broadly around capital allocation and this. I don't really want to -- we don't really have any additional comments or color around any specific transaction that may or may not occur that was stated other than in the prepared remarks. But in the context of capital allocation, let me address that and I think John will maybe cover some of the other kind of our thoughts around strategic investment and considerations and our overall approach broadly. But at the end of the day, our overall goal is always the efficient deployment of capital and just -- and to not just sit on that cash. We do have a philosophy and a long-term track record of returning that cash to our shareholders and we want to balance that with achieving appropriate balance sheet flexibility. As we do every quarter and we're planning to do later this month, we discussed this topic with our Board on a very regular basis. And beyond the working capital needs, making those investments to grow the core business and achieving that flexibility, as we stated many times our goal is to grow that annual dividend as we've done since 2010 and using that capital opportunistically to repurchase the shares. As such, it was unusual for us to hold that much cash at the end of the quarter as we did this quarter. And we don't necessarily expect to hold that level of cash going forward. And again, as we noted, it was anticipation of that higher seasonal working capital needs in that potential transaction, but we also were in the market-purchasing shares, demonstrating that ability to balance that relatively small strategic investment with a direct return to shareholders. So we'll continue to evaluate capital allocation decisions with that type of discipline.
A – John Deters:
Hi Rich, this is John. So just on the strategic points. We've said this before. I think, we think about things in three ways strategically, greater access to end users, extending our geographic reach and adding to our asset class coverage. And expect any good deal to hit at least one and we like them to hit multiple of those points. And then expect any good deal to be a solid contributor financially.
Q – Richard Repetto:
Thank you.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Q – Ken Worthington:
Hi, good morning. Thanks for taking my question. On the VIX side we can see the ETP vega exposure increasing, thank you for that information. And it's definitely helping the future side as we can see. The VIX options side has fared maybe less well more recently. Can you flesh out maybe why the more -- or maybe the less robust results on the options side relative to the future side? Thanks.
A – Ed Tilly:
Sure. I think it -- it's Ed Tilly. Thank you, Ken. I think it really -- if we take a half a step back and we look at the psychology going on now in hedging and traders as we know and investors as we know are most influenced by the most recent past. And you're coming out of a fourth quarter last year with very, very high volatility, a huge market sell-off; you entered the first quarter of this year either in a market or in a long position that has been hedged. And you're faced with a couple of options and we kind of set that stage at the last time we spoke where we saw hedging opportunity and remaining in a long position in the market you're forced with basically two choices to hedge that position; out-of-the-money puts in the S&P 500 out-of-the-money calls in VIX. And we referenced the really, really low VVIX making out-of-the-money calls in VIX relatively inexpensive compared to other money puts in the S&P 500. Now, while that scenario continues and VVIX is at a relatively historic lows all of the influences in the first quarter that very volatile fourth quarter is in the rearview mirror. What we've had now is three or four months of relative calm, uncertainties like -- uncertainty around Brexit, trade wars, government, shutdown corporate earnings. Remember we weren't even talking about raising fed rates back in the early first quarter. All of those uncertainties are kicked now well into the third quarter maybe the fourth quarter. So, you're faced with that same decision. Do I spend that money to hedge my portfolio by using out-of-the-money calls even though they're cheap? Or do I look 30 or 60 days in the future and say, maybe I need half as much hedge or maybe I'm going to let April just rest on its own. That's what's going on now in the marketplace. And we see that we're informed by our investors' perception of risk by the volume in each of these proprietary classes. But here is what's different. If you read the commentary that's issued by the sell side each and every day I'll give you just a couple from the last few days. And these are all from banks and this is all of the commentary in the market. S&P-implied vol of vol as measured by VVIX index was roughly unchanged last week at 84%. We continue to see interest in cheap upside call it convexed etrades which has driven VIX call wing to record highs. To protect against the squeeze and higher VIX as SPX corrects from record highs consider buying VIX call spreads. So, the commentary is reinforcing when you're looking to hedge these are the products. Cboe's products are the ones you're looking to hedge in any market environment. We've seen the ebbs and flows and I -- we think the psychology of that trade now is establishing and looking forward through now the recent really calm environment to when this uncertainty comes back how do I position myself to continue to enjoy the upside run but to have a hedge position. So, I think that shows up first in those out-of-the-money VIX calls and taking more vertical position in the S&P 500 to maintain loss.
Ken Worthington:
Okay. Thank you very much.
Operator:
Thank you. And the next question comes from Alex Kramm with UBS.
Alex Kramm:
Hey, good morning everyone. I don't usually like to ask about expenses, but I guess it would be great if you can just run through some of this and the expense -- and the expectations for the rest of the year a little bit more Brian. If I heard you correctly the equities side of the comp line was $3 million better than I think $6 million from something else. I don't know if you said what it exactly was. But -- so I guess its $9 million so the real core expenses if I'm looking at this correctly are more like $103 million so at a 4, 12 run rate. So, the question I guess is do you expect expenses -- where do you expect expenses to ramp in an environment where you're still taking those costs because of the integration? And then secondly, can you give us a little bit more color around the kind of like incentive fees -- or incentive compensation? How that's working? In terms of what are you accruing right now? What is the environment you're kind of budgeting for? How could this look going forward if we're staying in this kind of volume environment going forward? Hopefully that made sense. Thank you.
Brian Schell:
Sure. So, let me take the first part of that as far as the ramp and why do we expect the slightly higher run rate in Q2, Q3, and Q4. As we look out I mentioned -- we mentioned a couple of times about our continuing investment that we need to do. And that will primarily show up in people and different things that we're doing as far as how do we continue to invest in that client-facing approach. So, that's one of the areas of investment. We'll continue to see that it could show up in the comp line end for example. We also see -- with respect to various initiatives that are going on, we see some increases coming on potentially in professional fees. We know that we have some of our software tech that's rolling on so we're starting to see a little bit slightly higher increase in some of the depreciation and amortization. Again offsetting -- some of that offset is the synergies that are coming in. But again there is not going to be a material change from synergies showing up until the very end of the year. So, there's not really that offset as we try to kind of profile a little bit in the last call of like hey, we're still on track and we still think this is a big number on a run rate basis. But unfortunately the realization of that -- those kind of direct-offsetting expenses during the year are just not going to happen in these early quarters. So, we expect to see a slight ramp-up in comp and I'll come back to incentive in a second. Slight increase in professional fees, slight increase a little bit of a D&A depreciation, and amortization that I mentioned. And along with that sometimes as we ramp up some of this some of our tech support expenses are also going to slightly tick up a little bit. Again, it's kind of across the Board, so I wish I could point to something specifically to that. So, your analysis I think is the right way to think about that. And that number is still less than that kind of that number of what we had in a quarterly basis last year as far as that adjusted operating expense number. So, it does reflect a continued benefit from the synergy savings with the investments that we mentioned. As far as the incentives go I'm obviously not getting it into, hey we're setting a new cool rate at this and that. We do factor in multiple financial metrics and operational metrics, but primarily, financial as a way to make sure that we're appropriately funding incentive comp with our shareholders so that we are completely aligned. And we have a perspective on the environment of what that looks like. Our accruals reflect that. I'm not necessarily going to sit down and say, here’s what we think that volume looks like. But if you think about the incentives and the variable piece of comp, it's roughly 25% of that comp line item. If it's going great it's going to be higher than that because it's not just the incentive comp, it's also the associated payroll taxes and benefits and all the other stuff that nobody likes talk to about, but it's cost money. And then if it's lower than that it's because, hey, the financial performance shows what is there. So as a benchmark 25% of the overall comp is going to be driven by that variable incentive comp number.
Alex Kramm:
Excellent. Thanks for the color.
Brian Schell:
Yes.
Operator:
Thank you. And the next question comes from Michael Carrier with Bank of America Merrill Lynch.
Michael Carrier:
Hi. Thanks and good morning. Maybe just given some of the investments that you mentioned given some of the expense guidance, what has been your traction with the new clients and international users? And maybe any stat that you can provide over the past few years and what you see as the opportunity ahead given some of these investments?
Ed Tilly:
Yes. I don't -- as far as statistics that's very, very difficult. But I will tell you coming out of our Risk Management Conference in March and the hunger for updated and the continued exposure to white papers and neutral papers so for example, we updated the Wilshire report on option-based benchmarks performance and risks and updated that through December of 2018. Those types of engagements because they're demand-driven is why we're focusing and continue to focus in the pension and insurance space where that exposure is non-stop. Those customers need the information. They need third-party validation before they can go and convert funds that don't use our basic strategies to employ those strategies. So it's really now we're in the knowledge and gathering phase after a year like last year. And the sophistication level and the engagement, I would say that this Risk Management Conference was at an all-time high. I saw all of our client-facing folks engaged in conversations that years ago I could only have imagined from a sophistication level. We need to invest and keep up not only on the client-facing customer interaction from our team, but going out and commissioning papers and having things written by third-parties. That's what we're doing now. And again it's fueled by a year like last year. And run-ups like this where gosh, I haven't seen an all-time high before. Well I did. I've seen them over the cycles in the past. What do I do this time? And why is it different? And these basic strategies these basic -- these white papers that are educating our users that's how we start.
John Deters :
Michael, this is John. I'd add one more thing. So Ed spoke to the sophisticated end of the user base spectrum. And we see -- because it's a little more visible, we see some pretty interesting momentum in the more entry level of the user base spectrum. And you see that around things like some of the packaged products that incorporate our strategies. So for example Global X has recently announced they'd be launching a Russell 2000 covered call ETF -- that joins a family of ETFs from a variety of distributors including Invesco and WisdomTree and others. So we -- those are visible launches. The asset accumulation there has been really robust. We talk about VIX ETPs, but I think the story around ETPs that incorporate all of our product strategies is a really compelling story for us.
Michael Carrier:
Okay. That’s helpful. Thanks a lot.
Operator:
Thank you. And the next question comes from Alex Blostein with Goldman Sachs.
Alex Blostein:
Hey, good morning, guys. I wanted to ask you about dynamic in equity market share trends. So obviously, it looks like you've been losing pretty meaningful share. And I know you highlighted EDGX and that's the one we tend to focus on more. But it looks like there have been some losses on the Bats side as well. So maybe expand a little bit on why you're seeing incremental share losses now? What sort of pricing changes you have made? I think you alluded to something on EDGX side, but curious any plans for the rest of the cash equity franchise. And ultimately how is that going to shake out and the blended capture rate we should be thinking about on U.S. cash equity side from here?
Chris Isaacson :
Yes, Alex. Good morning. This is Chris Isaacson. I'll take that one. Yes, as you can see we have had higher-than-expected capture in U.S. Equities. And we made a decision in May we're going to reinvest some of that higher capture into the EDGX book where we've seen most of the market share attrition. So we made quite a change there and we've seen some early results that are positive, but it's just a couple of days in. We intend to be very, very competitive in this space and we're going to reinvest that capture. We think this change on EDGX will work very nicely with the retail priority that we have before the commission and hope to get approval this summer on that will -- we think put retail orders earlier in a market queue position for them and hopefully improve fulfillment rates. For the rest of the exchanges, it's month-by-month we're looking at market share and capture. And so I think as we reinvest some of that capture you can expect the capture to come down as the market share goes up. We've -- we made a choice here that we think it's better for us and for our shareholders and customers if our market share is higher than where it's at now so we're going to reinvest to capture.
Alex Blostein:
So just net-net between the SIP and the trading revenues there, should we be thinking about kind of that whole bucket being flattish? You lose in trading you gain on market data and that's kind of the framework?
Chris Isaacson:
Yes. The framework is I think at least net revenue neutral for the entire complex for U.S. Equities, but we want higher market share.
Alex Blostein:
Great. Thanks very much.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Hi. Thanks very much. So, just to follow-up on two prior questions. Just on that last one the market share we're tracking. It looks like the improvements starting on May 1, I know it's just a couple of days in May, but it looks like it's coming in the Bats area mostly rather than EDGX. So maybe just talk about that. And then a follow-up to the question on the expenses earlier, I guess, if volumes in general broadly for the whole firm remain at sort of 1Q levels not that we think it would, but if they were to do that would you have more flexibility on that incentive comp side to come in closer to that $100 million quarterly run rate on expenses this year?
Chris Isaacson:
Yes. I'll take the -- this is Chris, again. I'll take the question on the market share. For BZX equities market share there were no material changes made in May for BZX equities. So that's probably just movement, natural movement that comes and goes each and every month. The major changes were made on EDGX and that's what we're watching very closely, but no more color there. And then Brian, if you want to cover the expenses?
Brian Schell:
Yes. Brian, on the expenses -- and there would be nobody in this room nor probably anybody on the phone rooting for the scenario you just mentioned. But that would show up in incentive comp. I mean, as far as there would be a lower number, it would reflect a lower-volume environment if the first quarter volumes were to repeat itself.
Brian Bedell:
Yes. Thank you.
Chris Isaacson :
I've made a follow-up on the last question about BZX equities. I haven't looked at the statistics yet. But I will note that we are listing VXXB and now actually VXXB migrated to VXX as of I believe it was two days ago seamlessly. So we're watching that closely. That's the listing venue for VXX. And remind you all, we talked about VXXB last time there was a transition from VXX to VXXB and now there's a -- there was name change back to VXX where its full transition is finally complete.
Brian Bedell:
Okay. Yes. Maybe that's the driver. Okay. Thank you.
Operator:
Thank you. And the next question comes from Chris Harris with Wells Fargo.
Chris Harris:
Thanks. With respect to VIX, it seems like the shape of the VIX curve has more anomalies in the recent quarters in recent years than it used to which I think has perhaps led to some of the uneven volume outcomes, we're seeing. Would you guys agree with that? And if so why do you think that's the case?
Ed Tilly:
Anomalies, I think that's right. If you look at statistically, the current shape, while there are -- making of the steepness of the front month versus second while that bounces a bit, the amount of flat days that we've seen in January and February is very unusual. And why would I think that is? I think that it's just a reflection as my original comments it's just the perception of risk over that very short period of time. And that curve is most influenced as I've said by the most recent events. I think when you have the volatility and the spikes involved like you saw last year that front month is weighed more volatile than it has been historically, which obviously changes the shape of that curve. The roll-down trade it's difficult when that front month is as volatile as it is. If we're going from 16 to 15, 13 back to 15 you're not as likely to engage in what has been a pretty consistent shape of the curve as you had like in 2017. So my reasons for the shape of that curve were not my own. It is basically just watching the customers' perception of that 30-day versus 60-day and all of those drivers of uncertainty. Where is the timing and the spectrum? And as I said, we've seen the steepness today because all of those four big drivers on the end of the fourth quarter are kicked out into the June through October timeframe. But that's -- there will be something new. There will be more uncertainty. I guarantee it. We've seen it every cycle, but we just don't know what it is yet.
Chris Harris:
Okay. Thank you.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi. Good morning. Just on the slide regarding the proprietary non-transaction revenue in the mid to high single-digit growth guidance, you note that 70% of the market data growth is being driven by additional subscriptions. I guess, focusing on the access and capacity fees, can you give more color as to what's driving the growth there? I'm just trying to get a sense of how much of that is being driven by pricing changes. And then moving forward, are there any meaningful pricing adjustments that are planned for the remainder of the year maybe as that tech migration occurs in October?
Brian Schell :
Yes. So that one is a little bit harder to break out, because, for example, as you think about pricing versus kind of new ports, you'll see movement a lot as far as people, as they test different strategies increasing say, folks maybe on ports because -- maybe I'll use the example of increasing capacity that are not to increase or decrease depending on the things they do. But one of the reasons it's hard to segregate price versus, I'll call it subscription is for example the CFE tech that was just rolled out. With that platform migration, there was significantly more amount of capacity that was rolled out as part of that platform. And so, as kind of the entire environment changed, and so the pricing changed. And so there was hard way to say well, this number changes because the throughput was different. And so that's an example of why it's hard to necessarily measure that. And we expect that some changes -- sometimes when you do have a price change, of what happens to capacity do we see the numbers fall? With any of the price changes we have seen we really haven't seen any material reduction in it. So it's really across the board. As I look across the segments, of the proprietary market data it's pretty solid across the board up. The biggest one is -- I guess we mentioned the -- some of the futures. We mentioned some of the options. So, it's kind of across the board of what we're seeing. So it's not any one thing. So again, long-winded way of saying that it's hard to tease out. But again we continue to monitor and take a look at it. And Chris, I think you –
A – Chris Isaacson:
Yeah.
Q – Kyle Voigt:
…you're directly involved on a lot of that as well.
A – Chris Isaacson:
Yeah, Kyle, so we assume some attrition of capacity or port fees with a tech migration. But in fact we've seen lower attrition than we expected, as people need in fact more capacity once the platform is faster and they want to move their interest around. On the market data front, with each platform migration we have new data products order-by-order fees, things that weren't available on the old platform. And with new data feeds people have demand for that so.
A – Brian Schell:
And Chris makes a really good point that I just want to follow-up on, which I didn't make earlier about the proprietary market data. That is -- and we've talked about the growth that we've seen in the U.S. Equities side in respect to Cboe one. And what we're doing and growing that and basically all the shoe-leather, that we're doing to continue to drive that subscriber. It's -- generally it can be a long lead time. But we're starting to see the efforts pay off. Actually the biggest growth that we've seen is, actually on the options side. And as far as some of that growth so we're seeing -- actually on the enhanced market data side, coming through with Livevol transaction we did, so multiple years ago we're starting to see the fruits of that coming through. So we're starting to see more and more traction around other parts of this market data story, that are now starting to like I said, show up in the results incremental year-over-year. So again, it's the biggest growth actually came from that options group. But again, we saw positive numbers across each of the asset classes.
A – John Deters:
Kyle this is John. Just on the point of the philosophy behind how we run our business on the options market data side. We think about that in terms of the revenue opportunity in and of itself, but almost as importantly the way those tools those data tools can support trading in our markets. So, we focus on this reinforcing feedback loop. They're not separate businesses philosophically. And so we like to see the -- I like to see market data line increase. But ultimately that's a seed. We talk a lot about seeds in this call. That's a seed that's being planted for future volume.
Q – Kyle Voigt:
Got it, thank you.
Operator:
Thank you. And the next question comes from Chris Allen with Compass Point.
Q – Chris Allen:
Morning guys, most of my questions have been asked and answered. I guess just a quick one. On the regulatory fees jumped up a bit this quarter. I wonder if there's any one timers there. Or is this a good run rate going forward?
A – Brian Schell:
Yeah. The only thing I think that we have is, it would be the -- if there was a -- in the futures where there was I think the fine that we reported. But otherwise noise sometimes you get rate adjustments from checks they're on. So there's just going to be some noise. There is nothing there that I would say that we see a continuing trend or anything to model.
Q – Chris Allen:
Got you.
Operator:
Thank you. And the next question is a follow-up from Alex Kramm with UBS.
Q – Alex Kramm:
Oh! Hey! Hello again. Just on the VIX ETP side you had that slide in the growth and I think there was a question about this earlier. And I think you gave a lot of color around like VIX trading strategy. You don't know what people are doing. But I think that discussion was a little bit more about sophisticated people using your options and your futures directly. So, just trying to see what is driving the VIX ETP interest again. I know it's difficult to see. But what are you hearing in the marketplace? Is this retail coming back? Are there people asking -- I think people are asking for leverage products again. Like what's going on in the ETF space because historically that's been a big driver of growth I think?
A – Ed Tilly:
It has. And with the CFTC the largest position in short VIX futures as a result of, the long positions in ETPs. And you got to sit back and scratch your head well how does that happen? So retail yes engaging and taking long positions and whether it's VXX or levered TVIX the result is -- when you're taking the long positions in the ETP, someone's selling those long positions and looking to our VIX futures to hedge. And they're buying VIX futures. There is a liquidity provider that has to sell those VIX futures. And that record short interest in VIX futures is as a result of the retail and the small investor taking long positions in ETPs.
Q – Alex Kramm:
Okay. I guess the question is like are those all -- is this all retail? Are they semiprofessionals? I guess when you go to your Risk Management Conference are there a lot of people running around using the ETPs? Or is this is more a marketplace that you don't directly touch I guess is the question? Like because, it seems like, in the -- in previous periods when retail got hurt by something like this was similar it goes away for quite some time. So just wondering if you're hearing seeing more retail coming back is the question really?
Ed Tilly:
Yeah. But if we look at that by contract size, because we don't -- obviously as you know – Alex, you know us well enough. We don't have transparency into clearing and where are the ETPs and the interest clears. If we look at contract size, it's pretty balanced. The more sophisticated trader tends to use the roll-down effect of an ETP to their advantage, and offset the ETP exposure with pure-play into VIX futures options. Retail, because it's so easy. It's easy to track parity with an ETP and options on those ETPs that tends to be more retail-friendly. But by size, it's pretty balanced on size. And the complex -- I think it's important to look at the entire complex. Our users look at the complex in its entirety. ETPs are just one extension to volatility exposure, but tends to be way more retail-friendly in general.
Alex Kramm:
Okay. That’s helpful. Thank you.
Operator:
Thank you. And the next question also is a follow-up from Richard Repetto with Sandler O'Neill.
Richard Repetto:
Yeah. Hi, guys. Just a brief follow-up just on, I think an interesting area that you're looking at the retail, that's on slide 8. When you -- Chris you talked about. You're trying to give some execution priority to retail limit orders. And I guess the question is can you describe that? Or how are you doing that? Because, at least, I thought that you had to treat all classes of customers of the exchange level the same. I know, there's been some -- it's a fine line with the N.Y.C. has done things in the past to give. But could you explain how you've given retail a priority on EDGX?
Chris Isaacson:
Yeah. Sure, Rich. So, this has some precedent in the options market where you have, let's call it customer priority, and customers or "retailer" or given priorities. So we're using that as precedent. And as you mentioned, there's been retail programs in the U.S. Equities market kind of, on the aggressive or marketable side to give priority to them. But, yeah, this is just us giving retail priority for retail orders or orders that are clearly from retail. If they're at the same price level as other interests from market makers or non-retail customers, they would go to the front of the line and time priority for retail orders. So, it's very similar to what we see in multi-listed options. And that's just what we're planning to do. Of course, the SEC has to approve this, and it seemed that there may be a comment period. But, we've canvassed our customers, and by and large people are quite supportive of this retail and non-retail.
Richard Repetto:
Is this the first of its kind priority in equities also straight equities?
Chris Isaacson:
This would be the first one on the non-marketable side for resting limit orders. This is an idea that we frankly, Bryan Harkins, who runs that business, and us -- internally we've talked about for many years, and we feel like this is the right time to bring it to market.
Richard Repetto:
Thank you.
Operator:
Thank you. And as there are no more questions, I would like to return the floor to management for any closing comments.
Debbie Koopman:
Thank you. That completes our call this morning. We appreciate your time and continued interest in our company.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect your lines.
Operator:
Good morning and welcome to Cboe Global Markets 2018 Fourth Quarter Financial Results Conference Call. All participants will be in listen-only mode. [Operator Instructions] After today’s presentation, there will be an opportunity to ask questions. Please note this event is being recorded. And now I'd like to turn the call over to your host today, Debbie Koopman. Please go ahead, ma'am.
Debbie Koopman:
Thank you. Good morning and thank you for joining us for our fourth quarter earnings conference call. On the call today Ed Tilly, our Chairman, President and CEO, will discuss the quarter and provide an update on our strategic initiatives. Then Brian Schell, our Executive Vice President and CFO, will provide an overview of our fourth quarter 2018 financial results and updated guidance for 2019. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our Chief Operating Officer, Chris Isaacson; and our Chief Strategy Officer, John Deters. In addition, I'd like to point out that this presentation will include the use of several slides. We will be showing the slides, and providing commentary on each. A downloadable copy of the slide presentation is available in the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements whether as a result of new information, future events or otherwise after this conference call. Also note that references made to the planned migration of Cboe Options Exchange is subject to regulatory review. During the course of the call this morning, we'll be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I'd like to turn the call over to Ed Tilly.
Ed Tilly:
Thank you, Debbie, and good morning, and thank you for joining us today. I'm pleased to report record financial results for the fourth quarter and year in 2018 at Cboe Global Markets, fueled by increased trading across all of our business lines and most notably record trading in our proprietary products. Our strong performance in 2018 demonstrated our ability to effectively leverage our increased global reach and expanded product line. After a brief overview on market volatility, I will touch on high-level results for each of our business lines and highlight how we plan to build on those results in 2019. After hitting an all-time high in September, the stock market fell sharply during the fourth quarter, fueled in part by investor fears of rising interest rates, escalating trade tensions and the risk of a global recession. In December, stocks briefly entered bear market territory before rallying to close out 2018. For the year, the S&P 500 index suffered its largest annual decline since the 2008 financial crisis falling by more than 6%. Large daily moves and rapidly changing perceptions of risk marked the fourth quarter, which was the most volatile since 2011 and was the backdrop for record trading activity in our proprietary products. Realized volatility for the period was 24, while the VIX Index, which reflects the implied volatility of SPX options, averaged 21, an unusual inverted condition that made SPX options an especially attractive and cost-effective hedging and trading tool. Despite an 8% increase in the S&P 500 and a 35% decline in VIX Index since year-end, market observers generally agree that the higher volatility will become the new normal for stocks. They point to the same risk factors that fueled the market correction in 2018, and warned that the robust equity returns investors enjoyed over the past 10 years are unlikely to continue. As such, we expect that demand for equity hedges using SPX options and VIX options in futures will increase in 2019. As we frequently noted, our suite of proprietary index products provide unique and complementary tools to help investors manage risk in most any market environment. And many customers use VIX options in futures and SPX options in tandem depending on market conditions. Given increased volatility, year-over-year trading in VIX futures rose 18% in the fourth quarter fueling the 14th consecutive record volume year in VIX futures. Fourth quarter VIX options volume, while down from the previous year increased over the previous quarter. And SPX options reached a record volume high for the sixth consecutive year and set a new record in global trading hours. Whether branching out into new markets such as the Middle East, Scandinavia and Asia or further penetrating existing markets. The demand for education around our proprietary products has never been greater. In response, we've revamped our sales and marketing teams to better respond to key market segments and geographies with an emphasis on education. Specific user groups we've target include commodity trading advisers, where we've seen growing use of VIX futures, but not widespread adoption. Similarly, we continue to identify asset managers and hedge funds with diversified portfolios of investments yet no allocation to volatility. We are working closely with these communities to demonstrate the powerful impact that a small allocation to volatility can have on a broad portfolio. We saw increased demand in VIX options from the buy side in 2018 and intend to build on that trend with a focused sales campaign in 2019. Efforts are also underway to partner with sell-side banks to provide further incentives to increase VIX trading. We also plan to run a directed sales campaign focused on new and existing institutions and hedge fund community, which actively participates in the VIX complex, but where we see considerable room for growth. In 2019, we remain committed to what has been a very successful playbook in growing the use of SPX options globally, educating new users both retail and institutional on the utility of SPX in virtually any market climate. We will continue to actively educate and market to our retail client segment including through partnerships with key retail firms and to our institutional base where we still see considerable opportunity among large pensions and global asset managers. And while, we continue to see increased trading during global trading hours we believe there's significant untapped potential for growth in non-U.S. regions and are increasing our overseas educational efforts accordingly. Turning now to our overall Options business. Options average daily volume increased 23% for the quarter and 14% for the year at Cboe Global Markets the number one U.S. options marketplace. Multi-list options increased 22% in the fourth quarter and 14% for the year, while index options trading rose 24% in the fourth quarter making 2018, the sixth consecutive record year in that category. In addition to growing our options market through the aforementioned VIX and SPX options initiatives in 2019, we look to increase trading XSP, our Mini-SPX options which trade on Cboe by also adding them to our EDGX Exchange subject to regulatory review. We also plan to continue to grow our index marketplace through product innovation. We are pleased to expand our suite of products type to S&P Dow Jones Indices with the rollout of Options on 11 Select Sector Indices. We launched Options on a material Select Sector Index yesterday, and plan to launch Options on the 10 remaining indices next week. We expect the new Options to have particular utility for investors seeking an alternative to Options on exchange-traded funds, including European customers seeking an alternative due to certain European regulations. Turning now to the positive results in our equities marketplace. Growth in U.S. equities was fueled by a 33% increase in industry ADV for the quarter, and 12% over the previous year. Our ETP business also grew in the fourth quarter, bringing our total number of ETP listings to 290 at year's end, an increase of 16% over 2017's total. Our ETP offering now includes VXXB, the largest volatility [REIT] [ph] ETP, which replaces VXX. We are excited about the potential for ongoing data sales growth in 2019, as we continue to distribute our products, including our flagship Cboe One Feed around the globe. Cboe's growth strategy as it relates to market data revenue remains focused on expanding users and providing products that meet client needs while leveraging our position as an industry low-cost provider. And while we believe that the SEC exceeded its authority in issuing its recent market data order, and we filed a motion to reconsider the order, I should reiterate that the order has no impact on our existing market data feeds and that our fee schedules remain unchanged. We are confident in the value proposition offered by our suite of market data offerings, which are tailored to meet the needs of our customers. And we remain fully committed to offering these products. With regard to new competitors in the U.S. equity space, it should be noted that we've always been priced at a relative discount to our competitors for data and capacity feeds and that today's equities landscape is much different than it was in 2007 when Bats entered the marketplace and trading fees subsequently compressed materially. Rules relating to the order routing and Bats execution also changed and associated costs are down considerably. We don't see much room for lower prices on any front. Further, we believe our operational efficiencies, cross asset product mix, and four exchange medallions enable us to bring unique value to our customers and leave us well-positioned in this hybrid competitive market. We also believe the unique benefits of our equities business model and our ability to be nimble will leave us well-positioned with regard to the U.S. equities transaction feed pilot. Evolving our business model to meet industry and customer needs is in our DNA. We remain fiercely opposed to the pilot and will fight against it at every possible turn, but we are confident we will continue to compete aggressively should the pilot be inactive. Turning now to European equities. Trading increased 19% for the quarter and 11% over 2017. Cboe LIS, our European block trading platform powered by BIDS technology logged another record quarter. Our strong results were a result of the rapid adoption of the services we put in place to meet the market needs under MiFID II. We are now positioning our business to continue to grow in a post-Brexit environment and are in the final stages of preparing to launch our new EU venue in Amsterdam subject to regulatory review. Global FX average daily notional value was up 8% in the fourth quarter and 27% for the year leading to another record year in 2018. We plan to build on that success by improving our customers' experience through advanced data and analytics combined with industry-leading liquidity. In closing I would like to thank our team for a great fourth quarter and for making 2018 a year for the record books. It is a credit to the entire team that we're able to deliver strong results across a greatly expanded product line. We plan to build on those results in 2019 not only with the initiatives outlined here, but with the planned completion of the migration of Cboe exchanges to Bats technology October 7th when all of Cboe's options futures and equities markets will trade on a single world-class platform. Moreover, we will continue to redefine markets through our commitment to relentless product innovation, leading-edge technology, and seamless trading solution in ways that benefit our customers and shareholders alike. With that, I will turn it over to Brian.
Brian Schell:
Thanks, Ed, and good morning everyone. And let me add my thank you for joining us this morning. Before I begin, I want to remind everyone that unless specifically noted, my comments relate to 4Q 2018 as compared to 4Q 2017 and are based on our non-GAAP adjusted results. As Ed mentioned, Cboe had a record quarter. Our net revenue was up 26% with net transaction fees up 37%, non-transaction revenue up 8%, adjusted operating expenses increased 6%, adjusted operating margin of 66.6%, up 610 basis points. And finally, our adjusted diluted earnings per share grew 77% to $1.54. Our record results were driven by revenue growth across each of our business segments. This growth combined with our focus on disciplined expense management allowed us to achieve the operating leverage reflected in our margin expansion which is inherent in our operating model. The press release we issued this morning and our slide deck provide the key operating metrics on volume and revenue capture for each of our segments as well as an overview of key revenue variances. I'd like to briefly highlight some of the key drivers influencing our performance in each segments. In our Options segment, the 34% or nearly $45 million increase in net revenue was primarily driven by increase of $46 million in net transaction fees, reflecting growth in trading volume and revenue per contract in both index options and multi-listed options, with index options up $32 million and multi-listed options up $14 million. The growth in net transaction fees for index options resulted from an increase in average daily volume of 24% for the quarter reflecting a 38% increase in SPX options, offset somewhat by a 2% decrease in VIX options, and a 10% increase in RPC, resulting from a mix shift with SPX options accounting for a higher percentage of volume as well as pricing changes implemented at the beginning of the year. The 22% ADV increase in our multi-listed Options business was primarily driven by higher industry volumes. Industry option volume reached a new high in 2018 surpassing the previous record set in 2011. Our market share was down from last year's fourth quarter as we continue to focus on optimizing our overall net transaction fees in 2018, which is reflected in a 48% increase in RPC for multi-listed Options for the quarter and 17% for the year. Turning to futures, the 13% increase in net revenue primarily resulted from a 19% increase in ADV, offset somewhat by a 6% decline in RPC. RPC was lower year-over-year, primarily due to a shift in the volume mix with fewer block trades which have a higher revenue capture. CFE also posted growth in non-transaction fees for the quarter and the year driven by demand for market data and connectivity or capacity fees, which were modified in May of 2018 following CFE's technology migration in February of 2018. Turning to U.S. equities, net revenue growth -- net revenue grew 18%, primarily driven by increases in net transaction fees and exchange services and other fees. Net transactions fees were driven by higher net capture and industry ADV, offset somewhat by lower market share. SIP market data revenue fell 4% in the quarter and the proprietary market data increased 28%. We expect SIP market data revenue to be relatively unchanged year-over-year in 2019, absent auto recoveries and assuming no significant changes in market share. Net revenue for European equities increased 29% on a U.S. dollar basis and was up 31% on a local currency basis, reflecting growth in both net transaction and non-transaction revenues. Net transaction fees were the key growth driver, reflecting favorable net capture and higher market share on stronger market volumes. The higher capture resulted from strong periodic option and LIS volumes, which have higher relative net captures. Net revenue for Global FX increased 14% this quarter, as we grew market share to 15.3%, up nearly 40 basis points year-over-year. The growth reflects favorable market volumes and stronger net capture. Turning to expenses
Debbie Koopman:
Thanks, Brian. At this point, we'd be happy to take your questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue and if time permits we’ll take a second question. Keith?
Operator:
Yes. All right. We will now begin the question-and-answer session. [Operator Instructions] And this morning's first question comes from Rich Repetto with Sandler O'Neill.
Rich Repetto:
Good morning, Ed. Good morning, Brian. And first congrats on the strong quarter and strong year. But everybody's asking about, I think the question that we get most often right now is on volumes to-date in 2019 and more specifically in the latter half of January and February, Ed. I guess, if you could expound again on what you see happening what conditions -- market conditions you would need to see a return to the higher volumes that we saw in December and November.
Ed Tilly:
Thanks, Rich. Thanks for not mentioning either the pat or Brady to start…
Rich Repetto:
It was good. That was going to be Mike.
Ed Tilly:
I am - I am sure. It was. The question is great and we get that question as does every exchange operator after we're coming off a record-setting quarter followed up by a market environment where our customers are reassessing risk, the strategies that were successful in that record-setting quarter and the changing market environment. So that's not unusual for us. You've seen that ebb and flow. But more specifically, I think what I'd call out is that rally that began in late December and continued through early January did lead to a lot of changes for us and as we look at the marketplace, the level and the flatness of the volatility surface. We've talked about in the past, certain strategies rest when that surface is flat. You know that. The change in the VVIX that is the cost of using VIX options as a hedge only the cheapest that I can recall that change as we've seen the return over the last weeks into using VIX calls as a hedge. So as perceptions change so does the volume. And we've seen it building on that base in January and early February. That's not surprising. Look back and you'll see what market environment really serves us well. It's the one we're in now and that January readjustment is just part of the story. What we've seen over the last few days, obviously, now is the return to uncertainty. All of those same risk factors that drove market volumes starting in September through the rest of the year are still out there. So we find ourselves really well-positioned. The liquidity in our products are ready to take on changing perception. And looking over the last week we already see a shift in rebuilding of the volumes that we were used to perhaps at the beginning of the correction in early fall. So we like the market. We see it coming back. The Street says that they're reassessing. And we can see that show up in our volumes and the shift already. So hope that answers and I can get -- we can go pretty weedy in surface and the other Greeks and happy to get there if there's a follow-up question.
John Deters:
And Rich, this is John, not to take it too deep in the weeds, but I know you've asked a lot in the past about the ETP ecosystem behind VIX. And we like what we see there particularly with the transition to VXXB. We think that's been orderly. The fact that AUM is somewhat down recently is just indicative of the fact that those products are really all about taking directional views in the level of VIX. And the case we're taking directional views right now is somewhat for GLA as they say. So I think really the – where we see the opportunity here is in the options with the low level of VVIX and a low relative cost.
Ed Tilly:
I think it's -- John, to point out and it's following up on Rich's question, the change in AUM, Rich, and those ETP trackers just coming off of the last day in January to a day or two ago went from about $1.7 billion to about $2.1 billion. So you do see a return to those strategies that have worked. But this resetting from our customers' perspective is not that unusual.
Rich Repetto:
Got it. That helps a lot, Ed. And thanks for the congrats and the pats.
Ed Tilly:
Right, Rich.
Operator:
Thank you. And the next question comes from Alex Blostein with Goldman Sachs.
Alex Blostein:
Hey, guys. Good morning. I want to go to your guidance on expenses and that's -- 2019 makes sense, obviously, with the transition of timing and the synergies. Can you talk about why your core expense base is accelerating by over 2x? So it sounds like net x synergies, I think Brian you talked about 2% in 2019 and 4% to 6% in 2020. And what's your ability, I guess, to ultimately flex that if the revenue environment is a little softer?
Brian Schell:
Yes. So a little bit of that is, if you look at kind of historical and we looked at, say, from -- and I'll call this new environment of this combined Cboe as far as being a large organization operating in multiple markets. If you look at kind of that core expense base without of the -- all of the other noise going on. If you look at 2017 -- 2016 and 2017, I think, we saw some of that core expense may grow though that, call that 4% to 6% range. I know, traditionally, we tried to be more in that 3% to 5%. So I think we saw it creep up just a little bit. I think we're going to have a very strong year as far as 2018 to 2019 essentially having that lower number here, implicit of roughly, call it, 1% to 3% as far as where that guidance goes. And then, I think we're going to start to return to some of that -- part of that is that, we provided that slightly higher range, again, because it's almost two years out. So we're being a little bit conservative. Some things could happen, but it's not outside the range of where we have been before as a larger entity.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Ken Worthington:
Hi. Good morning. I'd love to hear your comments about the consortium at MEMEX. You mentioned in your prepared remarks that the business has always been competitive. I think you're priced below peers. What are your thoughts maybe broadly on the brokers and dealers exchange frustration, leading to greater action here? And specifically, to what extent do you think their actions taken here are a direct threat to Cboe?
Ed Tilly:
It's a great question. And up front and we've said -- in the competition in a transparent market, that's what we're used to. The Cboe competing in -- its history of multi-list options and Bats in [U.S.] [ph] equities when we can see the competition we do quite well. And what I'm referring to is this is competition in a lit market as opposed to competition in the dark market, where there may or may not be regulatory arb and less clarity to what's happening in dark pool. So facing a new entrant head on, it's really what we're used to. We are the low-cost provider -- leading in the low-cost provider on many fronts. The market is different from the last time we had a new entrant. And Chris Isaacson has joined our call this morning. And I think his perspective on -- this is what we refer to as Bats 2.0, we don't believe that. The market structure has changed. Fees have changed. So I'm going to let him talk about what's different from his perspective. But I will comment that is a formidable group that has come together. I know we don't take any competition lightly and you refer to that name and the liquidity providers who are committed to NYMEX. There are some issues I think that we will compete head-on. And there are others as a low-cost provider today that I think is going to be very, very difficult for that new entrant. But I'll ask for Chris' perspective who's been through this from 2007.
Chris Isaacson:
Thanks Ed. Appreciate the question Ken. So, I was one of the founding employees of Bats and this has been phrased as Bats 2.0. As Ed mentioned in his prepared remarks and just now that the market is different. Transaction fees at that time that Bats started were say roughly $0.10 per 100 shares of capture on transaction fees. And they've been compressed substantially since then. Reg NMS was a tailwind for Bats and all the effects of Reg NMS are really borne out now. There's frankly many calls to revisit NMS. And there's -- obviously, there's focus on non-transaction fees. But as Ed mentioned, we are the low-cost provider here. And the growth of our non-transaction fee revenue is really based on customer growth and new products and not on raising fees. So, we think we're positioned extraordinarily well. I mean if you look at the rationale around this integration between Cboe and Bats, it was about making a lean mean fighting machine as far as an exchange operator that also has incredible proprietary products. And we -- we're fulfilling that promise to that deal and we're ready to compete against what could be a formidable competitor. But we think we're well-positioned.
Ed Tilly:
Ken I think we'll learn more also if we ever hear of a management team or see a filing or understand which fees that group is going against. It's been a wonderful headline. They've way outkicked the coverage. That's for you Rich so far. So, we really don't have many details. But when we do, we -- because it's transparent and needs to be filed, we will compete.
Ken Worthington:
Great. Thanks very much.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi, good morning. Maybe just a broad one for me. If we go back let's say five years ago, it felt like VIX was a product where we felt there was the most opportunity for further customer geographic penetration, the longest runway for growth. But just looking over the past four years, SPX has actually been your fastest-growing product followed by VIX futures and then followed by VIX options. So, I guess the question is has your view changed at all with respect to what inning we are in for VIX and SPX? And which product kind of do you see the bigger runway for growth going forward?
Ed Tilly:
Yes, I think what's changed and we began mentioning this on the call. I would say its three years now is I left the Risk Management Conference and was really in awe at how our users changed our story from a VIX one to their ability to pivot and use these products depending on their change in the perception of risk. Meaning they now have fine-tuned which market environment they expect to use our products to hedge. That's the bigger change. And the reason we stack the proprietary products the way we do is because using these products in tandem based on your perception of risk does change in every market environment. When realized volatility is higher than implied, there's a great focus on SPX implied over realized strategies focused on VIX futures. We've talked about term structure, the effect of term structure. Those talks never happened five years ago. It was -- I'm getting some volatility exposure. I'll use VIX futures or VIX options. I have a basket of the S&P 500. I'm going to use out the money options in the S&P 500 as a hedge. It is different today. It's evolved. It's much more sophisticated. And it's rewarding for us to see that any market environment, one of these products is the go-to hedge globally. And also in the prepared remarks, the increased demand inbound we have from other geographies is where we're going to focus. But I really wouldn't re-rank them as you're asking me to do but rather stress how users use these in tandem depending on how the risk perception changes.
Kyle Voigt:
Great. Thank you.
Operator:
Thank you. And the next question is from Jeremy Campbell with Barclays.
Jeremy Campbell:
Hey, thank you. So just looking at the RPCs and revenue captured during the quarter, obviously, they were pretty strong and up pretty materially sequentially across the board. But specifically looking at the multi-listed option there, Brian, I think you noted that market share came down a bit. Was this you guys being selective? And then I'm also just kind of wondering if there's something around volatility that is in RPCs here. Just trying to get like a sense of the underlying dynamics and where these capture rates go in 2019.
Brian Schell:
So I think it was a combination of several things as far as what you saw in the fourth quarter. As we looked at the volume and you look at market participation, I wouldn't call so much as a selectively trying to move tiers away. I think some of that reflects certain tiers being hit not being tiered. And again you're going to get noise quarter-over-quarter with certain larger firms that may or may not hit tiers depending on maybe whether strategy may have changed. So you're seeing some of that in the fourth quarter, which Cboe benefited on the RPC side. Maybe they lost it on the market share side. Again you saw a very, very strong net transaction outcome, which, again, was very pleased with. And so you're going to see some of that noise. So what I potentially expect to see that strong of an RPC on a quarter-to-quarter basis going into 2019, probably not. So it's not trying to exclude certain flow, but we're also -- and we make it -- try to be very disciplined about our pricing of not chasing unprofitable flow to make sure just because we want to gather market share because it just doesn't have any meaningful impact to the bottom line. So we try to be -- maintain some consistency across that schedule. And ultimately we see competitors doing different things that may try to enhance their market share, trying to create some -- make it sticky or not. Again, we see that over time. But like I said, our focus has been being very disciplined on our price schedule, looking at that top line and not so much focusing on the noise around the market share and the RPC at any one quarter.
Ed Tilly:
And more of maximizing revenue, when balancing the capture with market share that's always been the playbook. We've got all the tools. We can respond if one of our competitors acts in a rational way. But to Brian's point, we don't chase share for the sake of share. We look at this as a blend in total revenue opportunity. So to Brian's point, I expect that capture to come back down to its -- closer to its average and then outlier as a result of really, really high volumes in that fourth quarter and some key players missing a couple of tiers.
Jeremy Campbell:
Great. Thank you.
Operator:
Thank you. And the next question comes from Alex Kramm with UBS.
Alex Kramm:
Hi. Good morning everyone. Wanted to just come back to the expense side here for a minute, but more from the synergy opportunity here. I look at that slide 29 which is -- I think is new and is actually super helpful. But I also look at it and I say Well it looks like Brian and Chris and the rest of the team really got this down to a T in terms of like by week, by month, what's coming out, and what projects are happening and what cost will be realized. So I look at it and I wonder well, what is that stone that they haven't turned over? Will they all of a sudden find something surprising that they haven't seen before? It seems like you got a very, very detailed handle already. Or do you think there could be still something that we haven't discovered yet?
Ed Tilly:
I'll let Chris do it.
Chris Isaacson:
I'll take that. This is Chris Isaacson. I mean, I think we try to be very, very disciplined when we were looking at expenses. And as we put together this integration plan, as we hit closer to the end of it in October, the clarity does get much more clear for us. So, as we -- Brian and I work together along with the team, we have -- think we have a really good feel for what we're going to realize as far as synergies in 2019 what we're going to experience for run rate going forward. And we're quite excited about finishing this migration. And frankly, not just the cost -- taking the cost out of the organization where needed, but also about the opportunities we're going to have on the new platform that's going to give us more agility as we're doing weekly software releases across all of our platforms.
Brian Schell:
I'd just add to that. As we continue to evaluate through there as -- and we've always said that when we had -- to enhance Chris point when we had any incremental visibility to a certain project or a key initiative that was going to drive down or change expenses, we will provide that. And as we obviously progress into the year and that becomes firmer or whatever and we can refine those guidance we will. And like I said and going out to 2020, obviously that's a little less. We felt confident that obviously you saw the schedule that Debbie beat us up on to make sure that we are providing this, because we again had a pretty good sense of confidence on where that was. And whether that's looking at the various expenses and our people getting reimbursed for Chick-fil-A sandwiches or are they going out to the expensive steakhouses. So it's all those little things that we continue to look on be very disciplined about and take a good look at.
Alex Kramm:
All right. Thank you.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great. Thanks very much. If you could just come back to the revenue capture rates, especially in European equities and Global FX, looks like they're having a very nice sort of structural sequential increase for several quarters. So I think when you've -- just refocused your comments on coming back to averages are we expecting that to sort of pull back earlier in the year? Or do you see that sustaining? And then on the European side, if you can comment on sort of any impact from Brexit on the way you're operating that from a revenue capture perspective. And then just maybe an outlook on the market data proprietary side….
Debbie Koopman:
I think you're breaking the rules on the questions there Brian.
Brian Bedell:
All right. I'll stop there.
Ed Tilly:
Brian, let me take one of the four. So Brexit is really the goal that Mark and the team have set out. It's no disruption for our customers and their need to have access in pan-European access. That's the goal. That's what we've set up. And then mindful from a governance perspective and certainty around working and cooperating with the new regulator and that process is underway, but the heart of it was really the continuation of operation what our customers in Europe are used to expecting from us as a successful seizing opportunities that MiFID II gave to the marketplace. Similarly that was based around continuation of business and that is what Brexit is. So if we could just put that aside, we don't know what the opportunities look like. We really don't know at the end of the day any more clearly than any other operator that's dealing with Brexit, but continuation of the operation is really what we're after right now. And that's what the team is focused on. So I'll turn it over for the other three questions to Brian and Chris.
Brian Norman:
So, on the -- talk about a little bit just the observations when you think about the segments and you look at the overall growth. When you looked at the Global FX and European equities while overall industry volumes did enhance those businesses not as much of their growth came from an overall higher tide. You saw stronger I'll call it kind of almost organic or driven growth by increased market share by both of those businesses both European equities and Global FX for the things that we're doing. Now, again they had solid fourth quarter last year as well particularly FX. I think you saw its initial significant ramp-up in growth beginning fourth quarter of 2017 and you saw that continuing to enhance into 2018. So you're seeing that disciplined management. You see around the liquidity initiatives and the analytics that they're using to continue to grow that business. On the European equities side, it's a mix of the higher capture with the periodic options and LIS. And so that was actually the bigger driver and then the market share on top of it. So, the overall industry volume just wasn't as big of a component of that growth. So that's something that from a capture standpoint we would continue to expect to see higher than historical levels as far as capture goes, because of what that team has been able to do and launching those value-added products that their customers are seeking and really find a lot of utilization out of.
Chris Isaacson:
Yeah. And I would just add to Brian's point, I think in Europe with periodic options, LIS partnership with BIDS, we think we have a full suite of trading products for our customers there, some at a higher capture but certainly a greater utility for them that have been very well received by both buy-side and sell-side and great work by Mark Hemsley and the team there to not just be ready for MiFID a year ago but to be ready to seize on that opportunity that MiFID presented us many opportunities and we see follow-through for that in 2019. As Ed said, Brexit is more about business continuity, because we don't know any better necessarily than anyone else. But we do think eventually change will create opportunity for us. And as Brian said on FX, an amazing story in 2018. This is truly about getting closer to your customer, having better data and analytics so that you can have more intelligent conversations with them so they can improve their trading experience on your platform. And we think there's still room to run their as well as we get closer to our customers and provide them more value.
Ed Tilly:
And I think the last one was market data. And just to remind you that the SEC's opinion really doesn't have any impact on our strategy and that is to get new users and grow the user base. But we do believe the SEC has ceded its authorities as I said in my prepared remarks. We filed a motion for reconsideration in October and the SEC is considering the motion. We don't know when they're going to act but they've stayed -- the compliance they set forth in the original order. So in the meantime our fees remain intact. And we're out trying to bring in new users to our feed. So we -- nothing new there other than the fees remain intact. And as things change and involve with the regulator, we'll keep you up to date on our strategy.
Brian Bedell:
Great. Thanks very much. I’ll get back in the queue for one more.
Ed Tilly:
Looking forward to it Brian.
Brian Schell:
We're six through 10.
Operator:
Thank you. And the next question comes from Michael Carrier with Bank of America Merrill Lynch.
Michael Carrier:
Hey thanks. Good morning. Brian just a question on your capital and tax comments. So, you mentioned in the quarter no buyer has given a potential deal. I guess just given the kind of bigger picture when you're thinking about M&A, you guys more recently like over the past year or so have done some transactions not necessarily M&A, but maybe investments that were more long-term strategic maybe create some future optionality. Is that still kind of where the focus is? Or are there also opportunities out there that can actually bring more near-term like financial benefits? And when could we like potentially see maybe some like conclusion around that and buybacks to resume?
Brian Schell:
So, let me talk about the -- just -- specifically address kind of the buyback. So, as we've said in the past buyback is obviously one of our broader capital allocation alternatives that we'll pursue. At any one point in time we've made a habit of -- a policy of not saying hey we're in or we're out or this is where we are. So, just to continue to reemphasize that we're not going to say, hey we're now in kind of approach. But like I said it's something that we do think is very valuable with the right price. And again, we weigh that against all the alternatives we have whether that's continuing to invest in organic opportunities or we might see something that's sitting right now outside of Cboe Global Markets portfolio that we think actually makes sense strategically that we want to add and that has a long-term growth impact that we think we can manage as well whether it be a topline growth or something to add to cost reduction synergy approach as well. As far as some of the other kind of investment opportunities, I'm going to turn it over to John have a few more thoughts about kind of some of the -- how we're thinking a little bit about that.
John Deters:
Yes. So -- and I think Michael your observation is generally correct. And I think we can draw a line directly back to the integration of Cboe and Bats. I mean we as a management team are laser-focused on sticking the landing there. And I think you've heard us talk consistently about that for many quarters now. We see the light at the end of the tunnel. We're coming up on October here just in a few short months. And that gives us opportunity to start looking at things that are in the market. We're always going to be opportunistic. What do we like we like and this is consistent with what we've talked about before. We love being an exchange operator. I'll say it very categorically. And so platforms that we know or familiar with that bring us potentially closer to the end customer, that help us realize efficiencies, and in some cases, you'll see platforms like that also produce interesting data sets that are complementary. Those are the types of platforms we'll think about.
Michael Carrier:
Okay. Thanks a lot.
Operator:
Thank you. The next question comes from Chris Harris with Wells Fargo.
Chris Harris:
Hey guys. It was a good year for growth and access in exchange fees. Just wondered if you can talk about the outlook for those revenue categories in 2019 and beyond.
Brian Schell:
So, I would say that we continue to take a look at those and optimize across the broad category. We continue to see -- like -- I think that Ed mentioned earlier about from the market data side we continue to look at growing that organically. We're seeing a -- continue to try and build that pipeline just even into new year as far as new clients, new geographies, primarily on the equity side, top of book which we think is the -- kind of the largest upside for us at this point. And again, it's not just the equity side. It's also – we think there continue to be opportunities around whether it be the futures data the index data and across all the asset classes. We continue to see opportunity there. As far as the other call it the access fees exchange services as we continue to look at those and align those and gear those to look at more and more about capacity and access to our markets and all the things that we're doing on the tech side you'll – you potentially could see some noise as to any one category, how they're classified, again, because the technology is different and how they're using it, and we're aligning it. And sometimes, you see the name changes, but it's not just a simple name change, but it's really reflective of again, how we're building the systems, and like I said, how the clients are consuming the data. So I will look for continued growth there. It's been lower to single digit numbers versus what we've seen on the transaction side for 2018. But we're still optimistic that there's still opportunity there and we – and we're continuing to be very disciplined about any changes to our pricing.
Ed Tilly:
Yes. I think also maybe, Chris the change that we will file and we submitted at BZX equities and how we're looking at capacity fees rather than connectivity fees I think as to Brian's point, how you may see things that are different. So, maybe just a couple of words.
Brian Schell:
Yeah. So on that Chris, really the customers pay for access to our markets and they pay for that in the form of really physical port fees as well as would have been logical port fees, but it has kind of been a misnomer. And really, what they're paying for is capacity. And so think about it as somebody is going to use AWS or some cloud provider they're paying for what they use. And that's effectively what they're doing on our markets as well. So we just put in a rule filing on BZX equities for effectively capacity fees for a logical port. So as our customers need for capacity increases, so will our charges related so will the incremental charges related to their access. But that, we just view that as part of operating the markets. And as they need more capacity, they'll buy more. And if they need less, they'll buy less, but yeah that's the story there.
Operator:
Thank you. And the next question comes from Ken Hill with Rosenblatt.
Ken Hill:
Hey, good morning, everyone. I just wanted to circle back to some of the M&A comments you guys have made. One of the deals kind of rumored out there right now is BIDS. And I know, you guys can't comment on that probably specifically, but I was hoping you could provide a little bit of color or speak more generally about how you could get some regulatory comfort with the deal of that nature, where you have an exchange actually owning a broker-dealer given a lot of the regulation that largely precludes that.
Ed Tilly:
Well, I think it's heated up right. We can't comment on that, but we will introduce as we pointed out in the prepared remarks this is – we forget the M&A aspect. BIDS is our partner in Europe, and we've had a very successful relationship. But specifically, to that question, we really don't comment on any rumors specifically as you point out with BIDS. So I really don't have anything further on that today.
Ken Hill:
Thanks.
Operator:
Thank you. And the next question comes from Ben Herbert with Citigroup.
Ben Herbert:
Hey, good morning. Just wanted to follow up on capital return, and as we look at continued deleveraging likely over the course of 2019 are you thinking about any sort of substantial increase either the buyback or maybe a potential variable dividend return excess capital maybe looking further out to 2020?
Brian Schell:
Like I said, we haven't made any definitive plan to say one way or the other so that here's what we're going to allocate specifically to the various options that we have. I'll just again reiterate kind of my earlier comments is that this is a conversation we have on a very, very frequent quarterly basis at a minimum with our board and various committees about our approach to capital allocation for the coming year and changing to market circumstances or opportunities whether they'd be from a debt capacity side, whether they be at dividend side or share repurchase activity given where the stock may be trading. Or again, I know there's been some -- or an inorganic activity that we want to pursue. So I think it's too early to provide that kind of guidance at this point other than we'll continue to evaluate and try to deliver what we think is -- makes the most sense for returning cash to the shareholder because we -- it's not ours. We don't want to sit on it. And we think it's appropriate to either put it to use or give it back to you.
Ben Herbert:
Thank you.
Operator:
Thank you. And the next question comes from Patrick O'Shaughnessy with Raymond James.
Q – Patrick O'Shaughnessy:
Hey good morning. So volume and open interest in your corporate bond ETF futures has remained pretty scant so far despite an uptick in credit market volatility in an environment where credit and hedging vehicles should theoretically be more in demand. Can you provide an update on your sales and client education efforts for that product and your expectations going forward?
A – John Deters:
Yeah Patrick, this is John. It's a great question. I know you're familiar with the use case behind those products. So I'd start with saying that, overall we're really pleased with the trend that we see in that marketplace. What do we look at for a brand-new product like that? We look at things like the customer dialogue in the first instance, what are our teams hearing out there and how engaged are the end users -- potential end users for this product. Next, we look at the user connectivity. So our brokers connecting to this product setting up their risk models and then beginning to facilitate customer transactions and you want to see progress there. You're not going to see a big bang. You're going to see slow and steady progress and we're seeing that. And then third and only third, only last then come the volume numbers. So while they've been -- I think kind of what we would expect for a brand-new product like this, the volume numbers aren't going to come for some time yet. This product did not -- in the case of this product that dynamic is even clear because this is a brand-new asset class for us, a brand-new user base. Even beyond our own level of connectivity with that user base is the question of this user base is familiarity with products like this. So what are they doing today? Well largely the end user base for hedging or gaining exposure to this type of asset class is through swaps. And the futures product is an entirely new world for them. So part of the education is beyond just here's what the instrument is. It's how do you use futures. Once we have those conversations, the light bulb goes off and people are really intrigued because the benefits in terms of margin, in terms of cost and transparency, in terms of the ability to shift your positions in the market once you put it on, they're just -- they're so evident. But you have to have all these conversations and get people there. So it'll be a trajectory that we'll see play out over time.
Q – Patrick O'Shaughnessy:
Great. Thanks John.
Operator:
Thank you. And the next question is a follow-up from Alex Kramm with UBS.
Alex Kramm:
Thank you. I guess, very quick since we're on new products as with the prior question or new initiatives. Can you just give us an update on what's going on, on the MSCI option side? I don't think we've heard a lot about this in recent calls. And you look at what the futures are doing over at ICE and the environment last year I think very successful. So, just wondering, if that's still something we should be paying attention in - on, or what's happening on that side?
John Deters:
So, Alex this is John. That's a really good question. Interestingly earlier we had a comment for one of the questioners about the relative growth in our product set just referring to SPX and VIX. And the statement was that SPX is our fastest-growing product in the past year. It's actually a misnomer. It's actually the MSCI product set albeit from a low base. So that will be something that evolves over time. But we had a 250% increase from January 18 to January 19 in terms of volume traded. And you see a similar trend in terms of the open interest for those -- these two products. So this is a long-term build. This is how new products evolve in our market. You commit to them. Day one when volume is -- never mind where it is today when volume is when -- where it was when we launched it three years ago these are accretive for us. It's not we make money off of every trade. But the key here is sticking to the products, sticking to the promotional effort and over time seeing customers really adopt the products in their workflows to the point that you get this virtuous cycle of liquidity. So, we're seeing that play out right now as we speak. But again it's from a low base.
Alex Kramm:
All right, very helpful. Thanks.
Operator:
Thank you. And the next question is also a follow-up from Rich Repetto with Sandler O'Neill.
Rich Repetto:
Yeah. Hi, Ed. I'm going to be transparent. I got two brief questions. You can pick, which one you want to answer. First, just on the non-transaction revenue items. Can you just give us -- do you expect it to be single-digit percentage grower or high single digit? What kind of modeling? Or what should we think about there? Or on the M&A side, have you ever stated what like the guidelines for an M&A transaction for the Cboe would need to be as far as accretion, time frame, et cetera?
Ed Tilly:
Let me take the second question, Rich. We love to answer them both. We have given guidelines in the past, not as specific as you're asking at the level of accretion and over what time. But as -- even as John's words today, we can touch a customer either earlier in the trade process or later in the trade process. We love that and that's evidenced -- you've seen us with Livevol and Silexx in the past and even transformative deals. Obviously this board when we set out on our first major acquisition of Bats that was a game changer, executing on a successful integration. And then ultimately in October on the migration our board is comfortable with large scale M&A. So we are still interested in the spectrum as far as size. The board has gotten very comfortable with our ability to delever after a deal. So, I just keep an open mind on the size. As for timing on accretion, we have not given that guideline. We like accretive deals. So, put -- just put that in the back of your head. I won't get any more specific than that. But our goal and the board's goal is to deliver to the shareholders what we promised in our first major M&A. You will see tack-ons and bolt-ons along the way, but very comfortable with larger-scale M&A. And I will need to turn it over to Brian on non-trans revenue question.
Brian Schell:
Yeah. So I would say that the growth rate as you look at all the dynamics of what's going on. And largely due to the SIP being a – such a large base of overall non-transaction fees, and if you look at it from a drag on growth rate that's probably one of the biggest reasons that we would expect a call it low to mid-single-digit growth rate in non-transaction revenue. And I also say back to Chris earlier comments that, we kind of addressed as we have delivered – when we've delivered the new technology platforms then you'll potentially see a – either a changing structure or kind of how we basically provide those services whether it be the port fees, the capacity, things like that. That tends to necessarily get re-priced or adjusted to reflect how the users are using those services, as well as the greater capacity or whatever the benefits that are associated with it. And so we would expect to see a lot of change, during 2019 with C1. And so there's going to more substantial changes more likely be 2019 from a change in that growth rate.
Rich Repetto:
Got it. Thank you very much.
Operator:
We also have a follow-up this one from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great. Thanks for the patience, guys. Rich got my non-recurring question – recurring revenue question, but I will add one more. I think Ed, you mentioned as part of the organic growth opportunity for the volatility franchise the penetration or the effort to target commodity trading advisers maybe if you can just talk about what you think your penetration is there currently and how large the opportunity is. And is it getting new CTAs to use it for the first time? Or is it more about getting them to embrace the strategies and use it more frequently?
Ed Tilly:
It's a little of both. So, if we look over the past three years or so we've seen some CTAs entering the space, that certainly have embedded volatility strategies that they'd like to put in place and really being able to express the position in the U.S. market by using long or short VIX futures strategy that's really the story. We had a very large futures user coming in from Europe expressing a short exposure in the U.S. market by a long – continuing to roll a long VIX futures position. So that's the target. We understand there's a demand out there, so focusing on that group will be relatively new for us. And that's why I think what our team – our newly designed biz dev team is out focusing on among the new users.
Brian Bedell:
And is it targeting basically trying to get them to not use and displace another strategy on that? Or is it really more of an end-use a new way?
Ed Tilly:
No, no. It's not replacing. Again, if you think of the use case for all of these products and if you have one exposure to express a short position in the U.S. market it's really strike specific or level-specific on the S&P 500. And if you're wrong that is linear in its losses. But to maintain a constant exposure to VIX futures is a small – well in this case zero roll-down risk, but historically a small roll-down risk to still maintain that same long exposure in VIX looking for a soft in the U.S. market. So no it really wouldn't replace. It's just a different way to express long or short positions in the U.S. market. We don't think they would replace but enhance. That's really the beauty of these products.
Brian Bedell:
Great. Thanks very much.
Ed Tilly:
Sure.
Operator:
Thank you. And as there are no more questions at present, I'd like to return the floor to Debbie Koopman for any closing comments.
Debbie Koopman:
Thanks. That completes our call this morning. We appreciate your time and continued interest in Cboe. Thank you.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect your lines.
Executives:
Debbie Koopman - Vice President-Investor Relations Ed Tilly - Chairman and Chief Executive Officer Brian Schell - Executive Vice President and Chief Financial Officer Chris Concannon - President and Chief Operating Officer John Deters - Chief Strategy Officer
Analysts:
Richard Repetto - Sandler O'Neill Daniel Fannon - Jefferies & Company Brian Bedell - Deutsche Bank Michael Carrier - Bank of America Ben Herbert - Citigroup Ken Worthington - JPMorgan Chris Harris - Wells Fargo Alex Blostein - Goldman Sachs Kyle Voigt - KBW Vincent Hung - Autonomous Patrick O'Shaughnessy - Raymond James
Operator:
Good morning and welcome to the Cboe Global Markets' 2018 Third Quarter Financial Results Conference Call. All participants will be in a listen-only mode. [Operator Instructions] After today's presentation there will be an opportunity to ask questions. [Operator Instructions] Please note this event is being recorded. Now, I’d like to turn the conference over to Debbie Koopman. Please go ahead, Ma'am.
Debbie Koopman:
Thank you. Good morning, and thank you for joining us for our third quarter earnings conference call. On the call today, Ed Tilly, our Chairman and CEO, will discuss the quarter and provide an update on our strategic initiatives. Then, Brian Schell, our Executive Vice President and CFO, will provide an overview of our third quarter 2018 financial results. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our President and COO, Chris Concannon and our Chief Strategy Officer, John Deters. In addition, I’d like to point out that this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold, and while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, after this conference call. Also note that references made to the planned migration of the Cboe Options Exchange is subject to regulatory review. During the course of the call this morning, we will be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I’d like to turn the call over to Ed Tilly.
Ed Tilly:
Thank you, Debbie, and good morning and thank you for joining us today. I'm pleased to report on our strong third quarter of 2018 at Cboe Global Markets where we increased our adjusted earnings per share by 19% year-over-year to $1.6 with net revenue of $271 million. Our solid financial results enable us to continue to invest in our long-term growth while returning nearly $84 million of capital to our shareholders through dividends and share repurchases. Trading and SPX options continue to grow at a double-digit pace, increasing 12% for the quarter over Q3 2017. We saw trading volume in VIX options and futures slowly build month over month throughout the quarter then surge in October as volatility increased. And investors around the world turned to Cboe to manage the risk. Other volume highlights for the quarter included ongoing success in our FX market where average daily notional value for the third quarter rose 19% from the prior year. We also saw continued growth in our European equities business with increase in market share and volume. I’ll look now at the volatility landscape throughout the quarter and beyond. As major stock market averages hit all-time highs and we are now in the longest running bull market in history, we saw the VIX futures term structure returned to its normal upward sloping shape along with steady volume increases in our VIX product complex. As we expected, the lingering effect of the February market shock that led to a flat VIX term structure in the second quarter was unsustainable. And we began to see growth in trading strategies used to capture volatility risk premium, volatility hedges and return of large trades in VIX options. The return of higher volatility in October that led to record volumes in SPX options and VIX futures was fueled by an 11% decline in the S&P 500 comparable to the move we saw in February. Yet the VIX index and VIX futures suggest that the current volatility environment is substantially different than what we experienced earlier this year. We expect to see changes in the VIX index when markets move and risk expectations change. We believe the difference this time is that the correction was not compressed over just a few days as it was in February, rather we saw an orderly repricing of risk that has occurred over a period of weeks allowing traders to monetize hedges in both SPX and VIX options and reposition their exposures tactically. Regardless of market conditions, we remain focused on our commitments to product innovation, seamless training solutions and leading-edge technology. Product innovation remains the cornerstone of our growth strategy. I’m pleased to report on our entry into the growing corporate bond marketplace with the successful launch of futures on Cboe iBoxx iShares High Yield Corporate Bond Index IBHY on September 10, and Investment-Grade Corporate Bond Index IB on October 8. Cboe Corporate Bond Index features were designed in collaboration with Markit and Blackrock to enable Markit participants worldwide to hedge positions and gain exposure to key segments of the roughly $8.8 trillion Corporate Bond market. We were encouraged by the strong market quality we saw right out of the gate which we see as a testament of its design and utility of the products and to our close collaboration with our liquidity providing community. Volume and open interest continue to build in line with our expectations for these early days of trading. We are enthusiastic about our prospects to steadily increase use of these products and look forward to further expanding our presence in the space with additional products going forward. Turning now to Cboe Europe where we are 10 months into MiFID II and the solutions we put in place for this new regulatory regime continue to see strong adoption. Our periodic auctions book has established itself as a leading non-continuous platform while our relationship with BIDS Trading continues to blossom. Our Block Trading platform, Cboe LIS powered by BIDS technology logged another record quarter with €200 million and daily volume. We continue to diligently prepare for a Post-Brexit World. We are in the process of establishing an EU venue in Amsterdam which will allow us to effectively serve our customers in the absence of an agreed exit deal between the UK and the EU. We’re currently working with the Dutch regulators and preparing to onboard customers to our new venue. We are also monitoring Brexit negotiations and will be prepared to respond as quickly as possible to any developments that can cause us to alter our strengths. Turning now to the final migration of Cboe exchanges onto Bats proprietary technology, we are now fully engaged in a multi-phased migration of Cboe options exchange and are on track to reach our migration target date of October 7, 2019. We are pleased that we are now less than one year away from our ultimate goal of providing our customers with a single world class trading experience across all our equities, options, and futures markets. Given the recent attention on equity market data fees, I’ll take a moment to provide our views on an important matter before closing. First, I would like to reiterate that Cboe’s growth strategy as it relates to market data revenue has been and remains focused on expanding our user base. We are confident in the value proposition offered by our suite of competitively priced market data products across asset classes. These offerings are tailored to meet the needs of our customers and we will continue to innovate in this arena to meet customer demand. With regard to the recent SEC opinion which did not involve Cboe directly and the SEC order which implicates some Cboe filings, we believe the SEC exceeded its authority in issuing the order and last week filed a motion requesting the SEC to vacate its order. We stand by our products and our fees and are hopeful the SEC roundtables clarified some of the misunderstanding concerning exchange market data fees and that our motion requesting the SEC to vacate the order will prevail. While litigation could likely take years to resolve, we remain focused on building upon the product development and growth initiatives that drove our strong third quarter and our continued strong volume through October. In closing, I would like to thank our team for continuing to lay the groundwork for future growth with a successful rollout of Cboe Corporate Bond Futures by continuing to provide seamless trading solutions for our customers and by advancing our technology integration. I look forward to all that we can accomplish to power of the potential of our customers and shareholders in the months and the quarters to come. With that, I will turn it over to Brian.
Brian Schell:
Thanks Ed and good morning everyone. Before I begin, I want to remind everyone that unless specifically noted, my comments relate to third quarter 2018 as compared to third quarter 2017 and are based on our non-GAAP adjusted results. We report another quarter of solid financial results. In summary, our net revenue was up nominally with net transaction fees down 3% and non-transaction revenue up 5%. Adjusted operating expenses declined 3%, adjusted operating income of $171 million grew 2%. And finally, our adjusted diluted earnings per share grew 19% to $1.6. It’s worth noting that these results were achieved despite a decline in volumes in our proprietary products reflecting our more diversified mix of revenue. The press release we issued this morning and our slide deck provide the key operating metrics on volume and revenue capture for each of our segments as well as an overview of key revenue variances. I'd like to briefly highlight some of the key drivers influencing our performance in each segment. In our options segment 2% or $2.5 million increase in net revenue was primarily driven by increases of $3.4 million in net transaction fees from our multi-listed options and $2.4 million in access fees offset somewhat by $4.9 million decline in net transaction fees from index options. Index options average daily volume decreased 14% for the quarter reflecting a 47% decline in fixed options of offset somewhat by a 12% increase in SPX options. However, as Ed mentioned, Index options volume improved month over month throughout the quarter in both VIX and SPX. The impact of a decline in index options ADV was offset somewhat by a 10% increase in RPC resulting from a shift in the mix with SPX options accounting for a higher percentage of volume as well as pricing changes implemented at the beginning of the year. The 6% ADV increase in our multi-listed options business was primarily driven by higher industry volumes. Our market share was down from last year’s third quarter as we continued to focus on optimizing our overall net transaction fees reflected in an 11% increase in RPC for multi-listed options for the quarter. Turning to futures, the decline in net revenue resulted from a 28% decrease in ADV and a 3% decline in RPC, offset also somewhat by growth in non-transaction revenue. RPC was lower year-over-year due to a shift in the volume mix with fewer block trades which have a higher revenue capture. However, third quarter RPC was up 4% compared to the second quarter, reflecting the impact of fee changes implemented on August 1, as well as a more favorable overall mix. VIX futures volume picked up in the second half of the third quarter and surged in October as volatility heightened setting a monthly volume record for October. VIX futures had ADV of 420,000 contracts in October up 79% versus the third quarter and 58% above October of last year. Turning to U.S. Equities net revenue grew 2% primarily driven by increases in net transaction fees and exchange services and other fees. As we expected, SIP market data revenue fell 12% and proprietary market data increased 27%. As an industry los cost provider we plan to continue our focus on efforts on growing our proprietary market data by attracting new customers and innovating to meet client needs. We continue to expect downward pressure on SIP market data revenue, apps and auto recoveries due to initial consolidation and historical trends. Net revenue for European equities increased 21% on the U.S. dollar basis and up 22% on a local currency basis reflecting growth in both net transaction and non-transaction revenues. Debt transaction fees were the key growth driver reflecting favorable net capture and higher market share on relatively flat market volumes. The higher capture resulted from strong periodic auctions volume and LIS volumes which have higher relative net captures as well as price changes implemented January 1, this year. Net revenue for Global FX grew 20% this quarter as we maintained our strong market share at 14.8%, up nearly 2 percentage points year-over-year. The growth reflects favorable market volumes, stronger market share, and a disciplined pricing schedule. Turning to expenses, total adjusted operating expenses were $99 million for the quarter down 3% compared with last year’s third quarter. The key expense variances or one lower depreciation and amortization primarily result of the accelerated pace recognized in 2017 and the retirement of certain assets in 2018 and two, lower travel and promotional expenses due to target reduction and advertising related expenses. We are reconfirming our full-year expense guidance to be in the range of $420 million to $428 million. While we expect to be at the lower end of that range, it will depend on fourth quarter volume levels as about a third of our compensation and benefits expense is variable and will suffer just based on our financial performance and other metrics. For the third quarter we realized $5 million in pretax expense synergies primarily from compensation and benefits bringing year-to-date expense synergies to $12.2 million. Turning to income taxes our effective tax rate on adjusted earnings for the quarter was approximately 26% slightly below the low end of our annual guidance range of 26.5% to 28.5%. The effective tax rate on adjusted earnings in the third quarter of 2017 was about 36%. The decline primarily reflects the favourable impact of corporate tax reform. We are reaffirming we expect the annual effective tax rate on adjusted earnings to be within our guidance range of 26.5% to 28.5% for the year with the tax rate for the fourth quarter expected to be at the higher end of that range. In addition, we are reaffirming our guidance for CapEx of $35 million to $40 million and for depreciation and amortization of $43 million to $48 million. Moving to capital allocation, our strong financial results, cash flow generation and financial position enabled us to continue to invest in the growth of our business while also returning capital to the shareholders. We returned nearly $84 million to shareholders this quarter to nearly $49 million of share repurchases of our common stock and $35 million of dividends. Year-to-date through September we have repurchased approximately $1.3 million shares of Cboe common stock under our share repurchase program for nearly $141 million representing 1% of shares outstanding. We ended the quarter with adjusted cash and investments of $138 million and our leverage ratio was unchanged from last quarter at 1.6 times. In summary, Cboe delivered solid quarterly results and continued to demonstrate our focus on growing proprietary index products, expanding into new asset class by launching the first broad-based U.S. corporate bond index futures, growth in a diverse set of revenue streams, disciplined expense management, leveraging the scale of our business producing higher profit margins and integration plans that continue to be on track and ongoing focus on capital allocation by continuing to return capital to shareholders to quarterly dividends and share repurchases. We look forward to sharing our fourth quarter results in our outlook for 2019 on our fourth quarter earnings call in February. With that, I will turn the call over to Debbie for instructions on the Q&A portion of the call.
Debbie Koopman:
Thanks Brian. At this point we’d be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue and if time permits we’ll take your second question. Operator?
Operator:
Yes, thank you. [Operator Instructions] And the first question comes from Rich Repetto with Sandler O’Neill.
Richard Repetto:
Yes, good morning Ed, good morning Chris, and Brian and Red Sox, Ed did you mention the Red Sox?
Ed Tilly:
Rich I was about to, outstanding, what a season man. Okay can we take the next question please?
Richard Repetto:
I wanted to start off positively and I guess, the first, I know you are going to get a lot on market data questions, but I guess I’ll start off on the volume and the sustainability of volume. Is that what you are pointing to on Slide 6 and 7 that increased volume that the VIX spike was different, much different than February? And then can you point us to any other anecdotal, or factors that would say that, hey, you know that the stuff we saw in October might be a little more sustainable than the drop off we've seen after February? Thank you.
Ed Tilly:
Yes, thanks Rich, great question. So 6 and 7 are exactly to your point. The difference is you look at that spike and in the prepared remarks really happened in a short period of time and did not give the market time to adjust in an orderly way as risk was being repriced. So yes, those two charts warn just a big spike and the difference and then the term structure difference as a result. What’s different this time aside from a 30 or 40 day reprising risk going forward is the shift in the term structure in the back months. That indicates to us that the market is saying that the events that caused the correction in October, that 11% correction or so, we’re not through that information. We haven’t digested all that information yet. So Fed language around rates going forward haven’t fully absorbed what that means, elections and the outcome and the uncertainty around a shift perhaps in partisan power. Trade talks and the President's continuing making comments in the marketplace around trade, we don’t know, the market is saying, I haven’t seen past these events, I’m shifting the cost of risk over time. That is a more sustainable and orderly adjustment to the market. What we then look for and what we hear from our customers are a shift from, hey, I’m going to capture roll down premium as a normal market environment to, I mean strategies that will employ strategies at an elevated VIX level between 17 and 22. What am I going to do differently this time that I wouldn’t have done in a spike scenario in February? So we think that this is a much more healthy move in the market, more sustainable and the months to come as certainly returns to the marketplace perhaps we’ll see another shift in the VIX term structure. But for now, I think that this uncertainty an elevated follows here to stay. Let me go one more step into the weaves and if we look at single stock volatility, single stock volatility is at a really a high we haven’t seen since August of 2015. What does that imply? Correlations are low and individual stocks that worry about EPS has raised volume. So the entire marketplace is in a higher volatility environment than it has been in the past. Hope that helps Rich.
Richard Repetto:
Yes, very helpful Ed, thank you.
Operator:
Thank you and the next question comes from Daniel Fannon with Jefferies & Company.
Daniel Fannon:
Thanks, good morning. I guess to start with market data, you mentioned the SIP revenue being down in the quarter and kind of continued to be down going forward. I mean, just thinking about volumes in the fourth quarter and shouldn’t that be somewhat of an offset to that trend? And then I guess just looking at the rest of your market data, could you give us a sense of kind of how you’re thinking about growth in those businesses beyond some of the headwinds I guess as we think about the traditional kind of equity side?
Chris Concannon:
Sure, it's Chris, I’ll take that. So with regard to the SIP I think we’ve always mentioned that the SIP is relatively flat to down over the last ten years actually. So we don’t look at the SIP as a growth engine of market data revenue. Obviously fluctuations of market share does determine our share of the SIP based on the SIP formula, so as market share moves the sharing of the revenue in the SIP will move with it. Now in higher vol. we tend to see a higher market share for the exchanges versus the over-the-counter market and that can lead to higher revenue as a result of the formula and sharing of the SIP revenue. Looking at our market data across the entire complex and I'm including our FX strategy, our European strategy, our future strategy, our proprietary product strategy, and equities, we are looking at a very competitively priced market data offering with multiple types of offering from top a book [ph] to depth of book [ph] products all of which are in large demand by our clients and priced we think highly competitive in the market. So it's really a growth strategy by adding users not a pricing strategy unlike some other competitors that we see in this space. So we continue to use the competitively priced offering that we have both in equities and options and we see hopefully adding users as a result of those competitive prices.
Daniel Fannon:
Great, thank you.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great, thanks good morning folks. May be just to get back on to the October trends on the volatility, maybe just a different way of looking at it, can you talk about the customer usage dynamics as opposed to sort of the market conditions but more of to, what extent you've seen a shift in the types of customers and types of strategies that are being used and are you seeing more people come back to it that were previously dormant during the summer? And then looks like we're seeing a mix shift towards SPX options from VIX options in October compared with what we saw in the first quarter, so if you're sort of weaving that in as well.
Ed Tilly:
Sure, so really I think you laid it out right. If you look at the different products and what are the users doing, I think in VIX options we saw a great monetization of long haul positions that have been put on in the months prior to October. Again hedging, using the increase in large VIX trades that we saw basically after the last earnings call, what a great time to monetize those positions. So we saw a lot of that in the VIX option complex. We also see just the outright buying of VIX puts, this is a mean reverting contract and a term structure that is in backwardation which is really on not a normal state. So we see a lot of the outright buying and puts and saying look at I am going to take a position and just selling this asset that seems to be elevated well beyond its mean. So that's a difference that we had not seen over the last quarter. SPX options to your point are - this is the easiest market to monetize a hedge in SPX options. Not surprisingly, you've seen the open and close in the range and even the overnight range. That makes it really, really a market that's easy to monetize hedging positions in SPX. And then in the VIX futures, again, if you look at VIX options just look at the asset class vol when we're in this backwardation selling that front month is a strategy. VIX is beyond, VIX futures are above its mean taking a position we see our customers doing just that, and then also rolling out of that front month into back month when back month is cheaper. So, there's a lot of strategies that we have not seen over the last quarter that our customers are employing now. As for the mix shift, SPX has continued to grow all year and VIX options have really picked up what we did to everybody 800,000 contracts in October. That's pretty remarkable return to VIX option strategies. So all in all the complex is very healthy, but we will see that rotation in and out of SPX and VIX as market conditions and expectations of risk change.
Brian Bedell:
I mean even if the curve inverts a little bit here like it had done in late October just a little bit, you don't see that as impacting a flat curve or inverted curve instead if that's a headwind on the futures?
Ed Tilly:
We haven't got there yet, we're still. You're right. These last three or four days of an upward move in the market has lessened the backwardation. We'll, go to flat, flat if you recall from the last earnings call is the most uncertain market from a trader's perspective, really no long lasting opinion on vol. The difference this time again back to Rich's question is the shift in the back month. We think that the market's saying the uncertainty is sustainable. So again strategies around 17 to 22 will become really interesting and we think we'll hear a lot about that in our risk management conferences in the next few months as opposed to roll down premium strategies from front month 13 and mid-month up in 15 and 16.
John Deters:
In terms of VIX, this is John in terms of VIX options. A lot of the strategies Ed was just describing are incremental in this market environment. So the strategies that we've been seeing people employing long VIX calls they just still alive out of the money VIX calls are still reasonably priced because of the orderly move we've seen. So that's still an impactful strategy people are using for hedging their exposures to equity baskets.
Chris Concannon:
Yes, and this Chris. I'll just add that not only did we see a record VIX futures month in October, but we're also seeing growth in the ETP complex during the month of October. So we're growing AUM in that complex as well as seeing added futures volume in the complex and really comparing October and higher vol that we've seen versus February. February was like a bird strike, it was a real spike in the VIX complex that is much harder for traders to handle versus a much more orderly increase in VIX throughout the month of October.
Brian Bedell:
Okay, that's great color. Thanks, I'll just get back in queue for a different question. Thanks.
Operator:
Thank you. And the next question comes from Michael Carrier with Bank of America.
Michael Carrier:
Hi, thanks a lot. Maybe just a question on the European equities, so you guys are seeing good strength both on the revenue side, the market share I just want to o get your sense, when you look at the outlook, I guess you view the sustainable as some of the competition come back in or are some of the changes with method, you are just making it like the haves and have nots and you think that, you can continue to opportunistically gain in this environment?
Ed Tilly:
All right, it’s a great question. We're very excited about our opportunity in Europe. It took us several years and hundreds of thousands of man hours to build out our method solutions and our partnership with BIDS was built out took us at least a year to build that strategy out. So it would take substantial investment by the competition in Europe to build out all of the various offerings that we have that provide literally MiFID solutions for our members. And that's part of the growth that we're seeing in Europe, but also the continued growth is in our LIS exchange book we're seeing higher market share, at higher capture rates as well. So, in terms of MiFID's overall goal of moving flow from the over-the-counter market to the exchange market, that has been successful and we're seeing and feeling the benefits of that. I don't see many of our competitor, I'll call it our exchange competitors with offerings any new offerings that will come into the market. Many of them have offerings that compete with our products while we continue to grow market share against those offerings, so our large in scale offering or periodic auction, they are our alternatives in the market and we continue to grow against those alternatives. So we're excited about Europe. We do have as Ed mentioned on his prepared remarks, we do have a Brexit strategy laying in wait. We can execute when we get clarity around Brexit. But we feel good about even with a Brexit, a hard Brexit we'll be prepared with our method strategy to go forward.
Michael Carrier:
Alright, thanks a lot. Operator Thank you, a nd the next question comes from Ben Herbert with Citigroup.
Ben Herbert:
Hi, good morning. Thanks for taking the question. Just wanted to touch on non-U.S. customer growth and particularly volatility products, just if you're seeing any pickup in interest there or the pace of the education cycle?
Ed Tilly:
I think the first look we get at is really in the European trading hours and the direction from where that floor originates difficult. Some of our European customers come through a New York trading desk, but I think what is most useful for us, most telling for us when there's market uncertainty, perhaps in the European hours or even the Asian trading hours are extended trading hours VIX futures really spike. We've had some amazing days in October in excess of 40 and 50,000 contracts before the U.S. market opens, difficult to track origination other than the conversations we have with our customers because as I say some of the European desks some of the Asian desks come through a New York route. But key to us is the utility of this product being open near 24 hours a day and I think from our perspective that just shows the reach of the liquidity and the usefulness of being open near 24 hours a day. What I will tell you is we'll get some firsthand feedback we're having our first risk management conference in Tel Aviv next week, so hearing directly from those that are making their trading decisions primarily outside of the U.S. trading day will be very telling. We have a very, very big turnout in excess of 130 people signed up for our first ever risk management conference in Tel Aviv. Chris, anything to add?
Chris Concannon:
Yes, I would just add, when we look at Europe and our growth opportunity we're fairly excited about our current user base in the VIX complex. We just had a risk management conference in September in Dublin, where we got to have intimate conversations with those users and some of our new users in the complex and they were unfazed by the February events. And really looking at the end of a bull market a true 10 year bull market and looking to put on hedges on their portfolio and lock in some of the long years of return. So, very encouraged by our growth opportunities throughout Europe and some of the current users in Europe.
Ben Herbert:
Thank you.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Ken Worthington:
Hi good morning. Thanks for taking my question. I wanted to kind of dig into pricing power, a topic we talked about in the past. You called out again some areas where you've changed prices. Behind the scenes we've seen a bunch of others as well. Maybe talk about how you're approaching the leveraging of pricing power and what I'm really curious to hear is, how much revenue growth we might expect in a typical year all else being equal from price increases?
Chris Concannon:
Hey Ken, it's Chris. I'll take that question. I appreciate the question, a little bit sensitive about the word pricing power. We certainly don't exercise pricing power in the market data world. We offer a very competitively priced product. If you're, I think you're referring to some of the pricing moves that we've made this year across our complex. We have made some pricing moves in equities where we certainly don't have any pricing power and our market share declines that you've seen in 2018 are a result of us not moving price, not moving on capture, but we have had the benefit of higher volumes and higher revenue across our active equities complex. If you look at our recent pricing in VIX futures and our recently announced pricing in VIX futures for customers, the customer range, we did make some adjustments in our VIX futures complex. Those adjustments have been optimal for us in terms of repricing a number of our clients that we're on an old pricing schedule on putting in tiers, so people have incentives and we've seen the benefit of those incentives certainly in October. And the recent pricing for customers was really trying to match our customer fee schedule to our member fee schedule introducing frequent trader. So, some of our larger clients, our larger customers will have incentives volume incentives that are built in similar to our member fees.
Ed Tilly:
And then I think specifically to the second part of the question, we've always anticipate that the greatest increase in revenue will come from new customers and the expansion of adoption of our products going forward rarely, and I can't even historically I look back that we don't count on our growth coming from a pricing power certainly, but even from the movement upward in price it really is further adoption.
Chris Concannon:
And if you look at our VIX option strategy, where we compete aggressively with the over the counter market, the swap market in particular, we have repriced to capture large blocks. We did that in 2017. We continue to look at that opportunity. We've had the benefit of that pricing here in both October and now in November. So we are using price as a leverage to increase volume and not leverage to increase our capture.
Ken Worthington:
Okay great, thank you very much.
Operator:
Thank you. And the next question comes from Chris Harris with Wells Fargo.
Chris Harris:
Thanks, hey guys. Can you give us an update on the improvements you've made to the VIX settlement process and in particular wondering whether there's still more work to be done there, and then related to that, have you noticed any volume leakage from certain customers as a result of the new settlement process?
Chris Concannon:
So great question, because we've put a lot of work into this area, really focused on increasing the liquidity of the auction. When we looked at the liquidity in the auction earlier in the year we wanted to increase not only the participation of our members but also the levels of liquidities that they were providing into the auction. Most of our work was around transparency in the auction, where the imbalance information was being disseminated, how it was being disseminated, and then putting in place certain rules that we worked closely with the SEC on to ensure that clarity around our market makers participation and providing liquidity into the auction. Providing offsets to published imbalances was a key, and so not only did we work on the transparency of the imbalance, but also rules that assisted our market makers to come in and offset those imbalances. We've seen, what I'll call healthy settlement auctions over the last several months as a result of some of these moves and as a result really the most material change was moving SPX to hybrid and providing for an electronic market maker offering where we saw more market makers moving in with streaming prices during the auction, so that that was a huge assist to the liquidity that we needed in the auction. And with respect to what's coming, the largest change to our auction will come with the migration to the C1 platform where we will be using Bats technology to run the auction. We'll be publishing the specs and discussing those recent changes in the coming future, but we think the enhancements that we've made to our liquidity and our liquidity providers has helped a great deal in the most recent auctions.
Chris Harris:
Thank you.
Operator:
Thank you. And the next question comes from Alex Blostein with Goldman Sachs.
Alex Blostein:
Hey, good morning guys. I was hoping to learn a little bit on what's going on in the non-transactional side of the options business. I think, legacy Bats talked about opportunity grow market data in that part of the market, that part of the business and it's been kind of flattish over the last couple of quarters. I guess so what's going on there and do you guys still expect to see some growth there? And on the flip side the active season multi visitor options have actually been growing pretty nicely. So maybe kind of dissect the trends in both buckets and what should we expect going forward?
Chris Concannon:
Alex, can you repeat the second part of the question?
Alex Blostein:
Yes, so the access fees in the multi visit options was kind of the opposite of what we've seen in market data, that’s actually been growing, so what's kind of been driving the growth there?
Chris Concannon:
Great, it's great question, so as it's a healthy balance of growing share and charging for people to show up to put share on your platform. So we've had a, I can think a very healthy balance of trying to grow share and making our platforms attractive as far as they compared to some of the other platforms in this space and you have to appreciate that we are doing migrations at the same time. So when it comes to charging for non transaction revenue we're very sensitive, when we're trying to have our clients migrate platforms. So we've been hesitant to be very aggressive in the non-transaction space in options while we go through these very large migrations. With regard to the transaction fees, we made a decision to whole price and not be as competitive on price. And we've seen some market share decline in the multi list options space, but that's obviously offset by higher volumes and higher capture. So we were happy with our strategy in our multi list options business as we did reap the benefits of the higher volumes that we're seeing in 2018 as compared to 2017. But again you have to appreciate we're in a migration strategy here in 2018 going into 2019 and we've been very cautious on how we're charging for not only market data, but also access to those platforms.
John Deters:
Alex, this is John. I think, when you look at options market data really opera's is the big driver there and that’s the Chris’s perspective on market share. But let's say Opera has been a data stream that hasn't been growing in value as robustly as the SIP data on the equity side. It's another reason I think why we're very encouraged by the trends thus far 2018 year-to-date in terms of multi list and overall options volumes when you have OCC clearing over 550 million options contracts in a month in October, the whole market is appreciating the value of options a lot more and while it's a lagging metric, I think we'll see options market data becoming more valuable to the market.
Alex Blostein:
That's helpful thanks.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi, good morning and maybe just another question on VIX, when you're thinking about the ability for Cboe to drive adoption of all trade from here, I know you have your big risk management conferences, but outside of that can you talk about selling more directly into end clients instead of more relying on your bank partners to drive adoption? And I guess more client segment of the VIX user base, do you see as having the longest runway for growth from here?
Ed Tilly:
I think it's a great question and before I turn it over to Chris just on the business development plan going forward. I think if you look at the easiest conversion for us are those that already employ basic overwrite strategy. When I say those, these are not small individual customers, but rather they are funds that already are engaged in the SPX complex. That is really - the lowest hanging fruit for a conversion into and recognizing the benefits of having a multi approach and strategy to hedging, one that doesn't involve direct hedging into a ball complex and not just the SPX. We've talked about that rotation, but that's the easiest. So we're really talking about advisors and really in the insurance industry that has S&P 500 exposure embedded in many of the contracts. Those are the easiest to convert because they get the power and the utility of derivatives to begin with.
Chris Concannon:
I mean, I think that it’s we are dependent on our relationship with our bank partners. They are a wonderful sales force in the VIX complex, in the vault complex, so we will continue to rely on our bank partners in the distribution of the product. But we have taken a direct distribution. We do think it's critical to our long term strategy to have direct distribution, so whether it's here in the U.S. talking to pension funds, insurance companies or even the consultants that are employed by those pension funds, we are now actively engaged in conversations with those users. When you go and look at Europe we are having direct dialogue with the end users throughout Europe. It's a wonderful opportunity for us because we are talking to the same institutional clients with our large in scale offering through our partnership with BIDS. So we are establishing direct relationships for both equities and now our VIX complex and our SPX complex in Europe and so it is a direct sale. We do that sale with our bank partners. They ultimately are bringing the products to our exchanges but we are now engaged in the direct sale of our products to the end user.
Kyle Voigt:
Thank you.
Operator:
Thank you and the next question comes from Vincent Hung with Autonomous.
Vincent Hung:
Hey, so I don't want to bring back the angry Chris from last week, but anything, what issue if you think resonated with the commission at the round table based in the way you saw things play out? One of the issues is that these debates sound really new to the commission. They have probably hurt their soul behind closed doors over the years, so it's hard to get a sense for what is incremental to this debate?
Ed Tilly:
Chris, I think maybe you can start with the willy-nilly approach that SIFMA taken in their attack on the industry?
Chris Concannon:
Great, thanks. Great question. I was expecting a market data question, so I might be prepared. So yes as you point out this is a long running debate. This debate goes back over a decade and it has been obviously engaged at the commission level and with our clients. It likely won’t be resolved in the near term because of the litigation that's involved NASDAQ and NYC litigation is underway already, so it could take several years to resolve the specific market data debate. So we have a long road ahead. As you think about it, SIFMA was hired by large investment banks, by HFTs by dark pool operators, internalizers, people that compete directly with us to challenge all of our filings or a handful of our filings, those challenges were quite random. While half of the filings were market data related, the other half were largely related to access services and products that we offer connectivity on. Some of those filings included filings that actually lowered fees and some of them include filings that we had no fees associated with it. In fact some of our filings were renaming products specifically. So as we look at it we sit in a fairly unique industry, I've spent most of my career in the exchange space. It's quite laughable when I hear someone say it's not a competitive space, it's a space where you have your own competitors, can see what you're doing through SEC filings, you have your regulator that can influence what your strategic direction is. You have your largest clients, competing against you by offering dark pool and internalization strategies. And you have your largest clients every five to eight years introducing a new consortium an exchange or a new consortium to directly compete against you. So when you think about a brute ECN [ph] back in 2002 and Bats itself was a consortium, Direct Edge was a consortium, Philadelphia Stock Exchange was a consortium, NSX was a consortium. So you can see there's random new entry into this space and the Justice Department ironically finds the level of competition to be fierce and approves the consolidation of exchanges on a regular basis. So you’d really have to be an ostrich with your head in the sand to conclude that there was no competition in this space. As I think about the roundtable, the roundtable was actually quite helpful because it was the first time really in the debate where the exchanges were able to provide unique information and data that really laid out the competitive offerings of these products and really the optionality of many of the products that the clients have. So I thought the roundtables were helpful for the exchanges given the unique information that was provided. Ironically, much of the data that we are able to provide will assist NASDAQ in New York in laying out their groundwork for their litigation that there is in fact competitive pressures on price and on the offering. And now if you take a step back and look at the economic rents involved here, you have some of the largest investment banks having record revenues, you have some of the largest brokers enjoying record earnings and margins as a result of consolidation and you have with higher volatility HFT's enjoying unique margin growth as a result. So when you look at our fees, really what the analogy that comes to mind is a bunch of golfers sitting around drinking gin and tonics complaining about the tips they have to pay the caddies at the Country Club. So it's a unique debate that we're having given the economic rents that our clients are enjoying in this quarter. So when I take a step back and look at this, this is a debate that will continue, a debate that will go on and on, and my answer has gone on longer than necessary. Ed is starting to look like Rip Van Winkle at this point, so I'll end it right there.
Ed Tilly:
And just shy of angry Chris which was really good.
Vincent Hung:
Thanks.
Operator:
Thank you. And the next question comes from Patrick O'Shaughnessy with Raymond James.
Patrick O'Shaughnessy:
Hey maybe a follow up to that last one, when you think about the market's data. When you think about the market data debate is there a risk that you could win the battle but lose the war in terms of alienating the broker dealer community that you depend on for distribution in order flow and not just in U.S. Equities, but all of your other contracts and you were just talking about how you, they are a partner kind of distributing and educating people on VIX, so is there that risk that you might come up against?
Chris Concannon:
It's a great question, one that we are careful about. When you think about the pricing that we have in our offering, we are one of the most competitively priced exchanges in the space. Our prices are lower than the competition. Many of the filings that have been challenged where we had no price and we are offering a small price increase for the first time. So when I think about our offering, when I think about the size of our markets and the efficiencies that we provide, I'm confident that our clients aren't terribly offended by our taking a position that we have some rights to charge for these offerings. Recently we're able to get a product offering through the SECs process approach for that is a wonderful offering for our options clients and our options market makers. It is priced and it's priced competitively, but it allows for risk management, buying options, market maker, a critical risk management for an options market maker. So, many of our offerings were offerings that were provided by client demand, priced very reasonable. I think we were caught up in what was really a SIFMA challenge of all exchange filings across the board somewhat indiscriminately. So when I think about the battle, it's a battle of exchanges that are trying to defend their ability to price product. But it is as you pointed out a battle with some of our largest clients, but we're very confident in the competitively priced products that we offer on the transaction side and on the non-transaction side.
Patrick O'Shaughnessy:
That's helpful. Thank you.
Operator:
Thank you. And the next question is a followup from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great, thanks very much. My follow up is for happy Chris actually. Just on the market data, maybe if we just looked past the litigation, let's say the litigation gets resolved favorably for the exchange industry, I've just making that assumption and everyone sort of comes back to the table and looks at the long term picture of the SIP versus proprietary data. I mean what's your view of how the SIP could potentially be restructured? I guess if you were to think about a way that could be restructured, how would you envision that happening or just you know more realistically, the interplay between SIP and proprietary market data for the industry in the long term?
Chris Concannon:
Sure, it's a great question and one that was obviously the roundtable spent a lot of time talking about. As I think about the SIP, you have a congressionally required offering through statute that the SEC has to wrestle with and will wrestle with for years to come. It would require major SEC rule writing to change the structure of the SIP that's one option. The second option is, the industry and the exchanges come to the table and achieve some compromise on a new structure whether it's new offerings within the SIP or structure of the governance of the SIP, that would require all the exchanges to file NMF [ph] filings under the plan for the SIP, so each exchange would have to agree to that, those new structures and make filings. I think there is an opportunity to do something on the SIP. We had for a long time been expressing our willingness to be very flexible with regard to the SIP governance. Certainly if you'll listen to the roundtable, there was I think an openness among the exchanges to think about adding additional information to the SIP or thinking of new ways to structure the SIP. So I do think I'm encouraged by exchanges coming to the table and making offerings of compromise in light of, what I'd call a fairly public attack on exchanges that is coming from DC. And so, I do think there's an opportunity for compromise on SIP structure down the road. Unfortunately, the litigation puts us all in a position where it's difficult to negotiate when you're involved in litigation which could take many years.
Brian Bedell:
It's interesting so it will be really pushed down the road quite a bit until litigation gets resolved effectively?
Chris Concannon:
No, not necessarily, but if you're involved in litigation, you're going to be very cautious where you compromise with the same parties that are filing briefs against you in litigation. So I do think, it's a difficult time and if there are continued public assaults on the exchanges, it's hard for us to come to the table feeling in the mood of compromise. And so, I think we're in a difficult time. I think we’re passing the difficult time when it comes to public debate and hopefully go behind closed doors and have an open dialogue around SIP structure and things that we can do creatively on the SIP. Again, I don’t think any of the exchanges except maybe IEX who is new to the SIP, looks at that revenue and thinks it’s a long term growth driver for our businesses and the SIPs are moving it faster speeds than ever before, so when it comes to this notion that there is a two tiered market, there is really not when you’re talking about SIPs moving at 30 mics again that’s faster than IEX moves, so the SIPs are faster than IEX. So I think, when we think about the two tier market it doesn’t exist at that level. But again, I think the exchanges expressed a willingness to compromise, I’m encouraged by that. I just hope that the public assault gets turned down a notch.
Brian Bedell:
Okay then just quickly on the spikes contract by Miami options exchange, and Chris you tried to launch a volatility lookalike at when you were at Bats just a quick comment on whether you think that has any potential to get going and challenge the VIX or not so much?
Ed Tilly:
So this ED, let me start with that and spikes actually is the contract that you’re referring to that that Bats was going to bring to the marketplace. But really as the recognized leader in listed volatility trading with our futures contract it's a bit puzzling this late in the game after an approval what exactly the VIX, I'm sorry, the spikes contract would be using for hedge. There is not a futures contract, so that's not the first time in the industry that there's a VIX lookalike introduced to the marketplace. We've got very successful ETP products we commented on that earlier. Hedging in those ETP products really it fuels our VIX futures complex today. So if there's any success in spikes absence futures contract, I would expect hedging to incur in our VIX futures complex similar to ETPs.
Chris Concannon:
I think there's only going to be more VIX lookalikes that doesn't raise any concerns for us. We benefited by the adoption in any and in a variety of ways to volatile exposure.
Ed Tilly:
We're all for our customers recognize the utility of mixing in volatility into their hedging strategies I think we will benefit as a result.
Brian Bedell:
Great, thanks very much.
Operator:
Thank you and the next question also is a follow from Rich Repetto with Sandler O’Neill.
Richard Repetto:
Yes, I know the call has gone on quite long and at the risk of let nagging Chris out of his cave again, I got a question, there's a certain SEC Commissioner has made comments about exchanges and a number of the licenses, the medallions you hold, could you just briefly go through the reasons why you have as many medallions as you do?
Ed Tilly:
Sure, there is a really good analyst that wrote a piece on this Chris.
Chris Concannon:
I think I read it. So Rich, it is a great question. Look, if you think about the way exchanges are regulated in the U.S., it is a fairly unique business model unlike most businesses. We have a standard pricing and a standard model that we have to deliver in a single exchange license. The SEC has really never allowed unique pricing by client and really never allowed unique structures within the exchange, same exchange model. So we are building exchanges for certain client demands, certain market models and certain pricing models by exchange and that's really part of the development of exchanges. Obviously the SEC chose to introduce Reg MS [ph] and its top of book protection and that has certainly influenced the value of introducing another exchange on top of a single exchange model. So as exchanges consolidate, they don't migrate on to one platform and one exchange because each exchange has a unique business mix, each exchange has a unique client demand imbedded in it, and each exchange has a unique pricing model as you can see across all the different exchanges that we operate. Now in light of the transaction fee pilot, we have talked about introducing a fifth exchange and we obviously have six medallions that we can use. Again, it would be, we view the transaction fee pilot as a price control pilot that would once again restrict pricing of exchanges requiring us to introduce an additional exchange book to have additional flexibility on how we price. And then last, I'll mention a commentary around exchanges. I've been in this space for a while and going back, probably in 2005, I don't - this might come as a surprise to you Rich, but sometimes I don't have a great filter on what comes out of my mouth.
Richard Repetto:
That doesn't surprise me.
Chris Concannon:
In fierce competition, someone at the SEC called and said that it is important to compete but it's important also to remember investor confidence and the integrity of the national exchanges is the most important piece of this investor confidence. So when I think about the public debate and the dialogue, we have to take into account investor confidence in our national markets because it's just not appropriate to attack so aggressively that we damage that investor confidence.
Richard Repetto:
Understood, thank you.
Operator:
Thank you. And as there are no more questions, I would like to return the floor to management for any closing comments.
Debbie Koopman:
Thank you. That completes the call this morning. We appreciate your time and continued interest in our company. Thank you.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect your lines.
Executives:
Debbie Koopman – Vice President-Investor Relations Ed Tilly – Chairman and Chief Executive Officer Brian Schell – Executive Vice President and Chief Financial Officer Chris Concannon – President and Chief Operating Officer John Deters – Chief Strategy Officer
Analysts:
Rich Repetto – Sandler O’Neill Ken Worthington – JPMorgan Alex Kramm – UBS Ben Herbert – Citi Jeremy Campbell – Barclays Michael Carrier – Bank of America Brian Bedell – Deutsche Bank Alex Blostein – Goldman Sachs Chris Harris – Wells Fargo Kyle Voigt – KBW Patrick O’Shaughnessy – Raymond James
Operator:
Hello, and welcome to Cboe Global Market’s 2018 Second Quarter Financial Results Conference Call. All participants will be in a listen-only mode. [Operator Instructions] Please note this event is being recorded. Now, I’ll turn the conference over to Debbie Koopman. please go ahead.
Debbie Koopman:
Thank you. Good morning, and thank you for joining us for our second quarter earnings conference call. On the call today, Ed Tilly, our Chairman and CEO, will discuss the quarter and provide an update on our strategic initiatives. Then, Brian Schell, our Executive Vice President and CFO, will provide an overview of our second quarter 2018 financial results and updated guidance for certain financial metrics. Following their comments, we will open the call for Q&A. Also joining us for Q&A will be our President and COO, Chris Concannon and our Chief Strategy Officer, John Deters. In addition, I’d like to point out that this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the investor relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold, and while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, after this conference call. Also note that references made to the planned migration of the Cboe Options Exchange is subject to regulatory review. During the course of the call this morning, we will be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I’d like to turn the call over to Ed Tilly.
Ed Tilly:
Thank you, Debbie, and good morning and thank you for joining us today. Before jumping into our quarterly report, I’ll touch on yesterday’s announcement of our plans to transfer the primary listing of our company’s stock on our own exchange on September 17, 2018 under our existing ticker symbol, “CBOE.” The move leverages the strengths of Cboe Global Markets and, as a leading equities market operator, it is a point of pride internally to exclusively list our stock on our own venue. I’m pleased now to report on a strong second quarter 2018 at Cboe Global Markets, where we increased our adjusted earnings per share by 21% year-over-year to $1.05, with net revenue of $284 million, which was up 6%. Additionally, as we announced earlier this week, our board increased our share repurchase authorization by $100 million and raised the third quarter cash dividend by 15%, to $0.31 per share. This marks the eighth consecutive year that our Board has raised our dividend and the second time this year we increased our share repurchase authorization, reflecting our confidence in the future cash flow generating capabilities of our business and our ongoing focus on efficiently allocating capital to create long-term shareholder value. Turning now to volume in the second quarter and a look at the environment going forward. We continued to see notable success in our FX market, growing average daily notional value for the second quarter by 38% from the prior year. In addition, we saw healthy growth in our European Equities, driven primarily by stronger revenue capture. The major growth story for the quarter, of course, was the ongoing double-digit growth in SPX options. Trading in SPX options, the most widely-traded index options complex in the world, increased 18% for the quarter. Together VIX and SPX form a powerful set of risk management tools for investors globally. As we’ve said in the past, traders are becoming increasingly attuned to the unique properties of our products and use them opportunistically to hedge, generate alpha or simply take a position on the direction and volatility in the U.S. stock market. Clearly, market conditions in the second quarter favored SPX options as a more cost effective way to hedge market exposure and to monetize market moves than VIX options on a relative basis. The choppy trading we saw in the weeks following February 5 continued into the second quarter. Daily close-to-close and intraday moves in the S&P 500 were, on average, two times greater than before February, and created opportunities for SPX option traders looking to monetize those price swings. At the same time, our VVIX Index – which reflects the cost of VIX options – continued to trade at historically elevated levels. While market conditions were favorable for SPX trading in the second quarter, the lingering instability in the VIX futures term structure made it difficult for traders to consistently harvest the roll-down premium, measured by the difference between first-and second-month VIX futures prices. This premium is important because it generates returns for short volatility strategies using VIX futures and volatility-related ETPs. As the VIX futures curve moved back and forth between upward-sloping and flat, the average roll-down premium was only about a third of what it was in 2017. Recently, though, we have seen a return to the stable, upward-sloping pattern that is more conducive to short volatility strategies. In July, the VIX futures curve was in contango every day, and the average roll-down premium recovered to just under 2017 levels. With stock prices largely recovering from their February lows, and the ever-present threat of a global trade war, we are seeing growing demand for market hedges. Not only has SPX options volume remained solid, but in May and June, we began to see more large trades in VIX options, as the VIX Index trended below 15 for the first time since February and averaging just over 13 in July. We’ve said many times before that we expect market conditions to change, and we expect a shift in how traders use our products when markets move and opportunities change. We are confident that our SPX and VIX products offer a complementary set of trading tools to manage risk in any market environment. I’ll note here that, in the face of recent liquidity challenge in other global markets, we are particularly encouraged by growth in the displayed size in our proprietary SPX and VIX options, which in each of the past two months has exceeded every month in 2017. Since moving SPX options to our hybrid trading platform at the end of April, displayed size has increased significantly, and currently averages over 500 contracts. With consistent volume growth, and now displayed size of $150 million notional value on average, our SPX option complex offers a robust set of trading tools for traders around the world, and continues to be the go-to market for hedging U.S. equities. Regardless of market conditions, we remain laser focused on our commitments to product innovation, seamless trading solutions and leading-edge technology. I’ll take a few moments here to provide an update on strategic initiatives. As traders regroup on the volatility front and as we come out of a typically quieter summer trading season, we are gearing up to expand our Risk Management Conference program this fall with the addition of a mini-RMC to be held in Tel Aviv in November. Our Tel Aviv event will follow this year’s annual RMC Europe in Ireland and will precede our annual RMC Asia in Hong Kong. We have seen strong trading and growing interest in VIX futures and options in the Israeli market and look forward to introducing RMC to the region. We will continue to use this one-day mini-RMC format based on customer demand and where we see strong potential to increase trading in our proprietary products around the globe. We leveraged our product innovation expertise to tap into the growing corporate bond marketplace with the creation of Cboe iBoxx futures, which we plan to launch later this quarter, subject to regulatory review. Cboe iBoxx futures are expected to allow market participants globally to efficiently participate in the $8.5 trillion U.S. corporate bond market and to hedge the corporate bond credit risk of ETFs or U.S. Treasury bonds with a standardized, centrally-cleared trading vehicle. We have received very positive customer feedback on this product, which will be the first exchange-listed futures product linked to a broad-based corporate bond index. We are pleased to be working with BlackRock and Markit to take iBoxx futures from product concept to tradable reality. IBHY futures represent a significant first step for Cboe into the credit space, and we intend to further expand our presence in that space through ongoing collaboration with Markit. We are also working diligently to prepare our business for a post-Brexit world. On July 3rd, we announced plans to establish a new venue in Amsterdam, which leaves us well positioned to continue to serve customers across Europe after the UK’s planned exit from the European Union. We believe the Netherlands is supportive of competitive and open financial market infrastructures, and Amsterdam is a well-known location for us given our ownership stake in pan-European clearinghouse EuroCCP, which is also based there. Additionally, we have longstanding, good relations with the Dutch Authority for the Financial Markets (AFM) and central bank, which we believe share a deep understanding of the equities and derivatives markets. We will continue to operate our existing Recognised Investment Exchange in the UK, and our intention is to offer similar services in both the UK and EU venues. Mark Hemsley and team are working closely with our European customers, who are also busy executing Brexit plans, to ensure preparedness. Turning now to the migration of Cboe exchanges onto Bats proprietary technology. We successfully completed our on-time migration of C2 Options Exchange on May 14th and are now fully engaged in our migration of Cboe Options Exchange, targeted for October 7, 2019. The completion of the CFE and C2 migrations, and the introduction of several technical enhancements in preparation for the Cboe migration, leave us well on track to our ultimate goal of providing our customers with a common, world-class trading experience across all our equities, options and futures markets. In closing, I would like thank our team for another strong quarter. We continued to lay the groundwork for future growth with our planned roll out of Cboe iBoxx futures, by expanding our global educational efforts and by advancing our technology integration. I look forward to all that we can accomplish to power the potential of our customers and shareholders in the coming months and quarters. With that, I will now turn it over to Brian.
Brian Schell:
Thanks Ed. And good morning, everyone. Before I begin, I want to remind everyone that unless specifically noted, my comments relate to 2Q18 as compared to 2Q17 and are based on our non-GAAP adjusted results. As Ed already noted, we reported solid financial results for the quarter. In summary, our net revenue grew 6%, with net transaction fees up 5% and non-transaction revenue up 8%; adjusted operating expenses increased 5%, adjusted EBITDA of $188 million grew 5%. And finally, our adjusted diluted earnings per share grew 21% to $1.05. The press release we issued this morning and our slide deck provide the key operating metrics on volume and revenue capture for each of our segments, as well as an overview of key revenue variances. Additional disclosures can also be found in our Form 10-Q filed this morning. At this point, I’d like to briefly highlight some of the key drivers influencing our performance in each segment. In our options segment, the 8% increase in net revenue was primarily driven by higher net transaction fees from our index options, which resulted from a 9% increase in revenue per contract, offset slightly by a 1% decrease in average daily volume. The increased RPC primarily reflects a shift in the mix of index products traded – with more coming from SPX options, as well as pricing changes implemented at the beginning of the year. While market share was down in our multiply-listed options business, this was more than offset primarily by higher RPC, as we attracted more profitable flow to our options market; as well as, higher industry volumes. Turning to futures, the 13% decrease in net revenue resulted from a 16% decrease in ADV and a 7% decline in RPC – with the latter reflecting a shift in the volume mix towards participants qualifying for lower trading fees. To enhance revenue capture, we recently modified the fee schedule for VIX Futures, with changes effective August 1st. Turning to U.S. Equities, net revenue grew 4%, primarily driven by higher market data revenues, which was up 8% in the second quarter, with SIP market data revenue up 4% and proprietary market data up 22%. The increase in SIP revenue was primarily due to audit recoveries. Looking at the growth in our proprietary market data revenue, the majority came from pricing changes implemented at the beginning of the year; however, about 20% of the increase this quarter came from subscription growth. We expect continued growth in proprietary market data in 2018 as we benefit from pricing changes and customer response to our Cboe One product and, absent any additional audit recoveries, which are unpredictable, as well as any pricing changes, we expect downward pressure on SIP market data revenue due to industry consolidation. Net revenue for European Equities increased 26% on a U.S. dollar basis, reflecting growth in both net transaction and non-transaction revenues, as well as strength of the pound sterling versus the U.S. dollar. On a local currency basis, net revenue increased a healthy 12%. Higher net transaction fees were the key growth driver, reflecting favorable net capture, despite a 2% decline in market volumes. The higher capture resulted from strong periodic auctions volume, which has a higher relative net capture as well as price changes implemented January 1st. And given the better-than-expected response to our periodic auctions and assuming no significant mix shift, we do expect the capture rate for the second half of the year to be in line with the strong rate we reported for the second quarter. The increase in market data fees and access fees was primarily due to price changes implemented on January 1st. Net revenue for Global FX grew 33% this quarter, with revenue nearly matching our record first quarter. While second quarter volumes declined modestly versus the first quarter, it grew 38% year-over-year and our market share remained strong at 14.9%. While growth in the overall FX spot market has been favorable, we continue to believe our market share is the result of our ongoing technology enhancements as well as more effective liquidity provisioning. Turning to expenses, total adjusted operating expenses were $106 million for the quarter, up 5% compared with last year’s second quarter. The key expense variance was in compensation and benefits, resulting from 1) higher salaries, primarily a result of annual salary adjustments and lower capitalization of wages relating to software development; and 2) higher incentive compensation, which is aligned with our year-to-date financial performance and differences in the timing of expense recognition versus last year as we harmonized bonus programs under the combined company. As we pointed out on our last earnings call, there are several incremental expenses impacting our year-over-year comparability, such as expenses associated with the Silexx acquisition, the increased strength of the pound sterling and the gross-up of OPRA-related expenses. In total, these items accounted for about $3.5 million in incremental expenses this quarter, with the currency impact being the largest. If you also adjust for those items, expenses would be up about 1%. We are reconfirming our full-year expense guidance to be in the range of $420 million to $428 million. For the second quarter, we realized $4.2 million in pre-tax expense synergies, primarily from compensation and benefits, bringing year-to-date expense synergies to $7.2 million. Turning to income taxes, our effective tax rate on adjusted earnings in the quarter was approximately 29%, above the high end of our annual guidance range of 26.5% to 28.5%, but in line with guidance we provided on our last earnings call. The effective tax rate on adjusted earnings in the second quarter of 2017 was 36.2%. The decline primarily reflects the favorable impact of corporate tax reform. We are reaffirming that we expect the annual effective tax rate on adjusted earnings to be in a range of 26.5% to 28.5% for 2018, with the tax rate for the third and fourth quarters expected to be at the higher end, but within our guidance range. In addition, we are lowering our guidance for CapEx and for depreciation and amortization. We now expect CapEx to be $35 million to $40 million versus our previous guidance of $45 million to $50 million. This change reflects more efficient technology spending and lower software development capitalization. We are also lowering our guidance for depreciation and amortization to $43 million to $48 million, versus our previous guidance of $53 million to $58 million, reflecting, in part, the lower CapEx. Moving to capital allocation, our strong financial results, cash flow generation and financial position enabled us to reprioritize our capital deployment this quarter in favor of share repurchases, while also investing in the growth of business and making dividend payments. We returned nearly $79 million to our shareholders this quarter through more than $48 million of share repurchases of our common stock and $31 million of dividends. In addition, as Ed mentioned, our Board increased our share repurchase authorization by $100 million and raised our third quarter cash dividend by 15% to $0.31 per share, underscoring our unwavering commitment to enhancing value for our shareholders – in part by returning capital directly to them. Year-to-date through July 31st, we have repurchased approximately 1.1 million shares of Cboe common stock for nearly $122 million. We ended the quarter with adjusted cash and investments of $116 million with our leverage ratio – and our leverage ratio was unchanged from last quarter at 1.6 times. In summary, Cboe delivered solid quarterly results and continued to demonstrate our focus on growing our proprietary index products, as we prepare to expand into a new asset class by launching the first broad-based U.S. corporate bond index futures, growth in a diverse set of revenue streams, disciplined expense management, leveraging the scale of our business, producing higher profit margins, an integration plan on track, and ongoing focus on capital allocation by continuing to return capital to shareholders though quarterly dividends and share repurchases and even raising the quarterly dividend. And with that, I’ll turn it over to Debbie, for instructions on the Q&A portion of the call.
Debbie Koopman:
Thanks, Brian. At this point, we would be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue and if time permits, we’ll take a second question. Operator?
Operator:
Yes, thank you. [Operator Instructions]. And this morning, first question comes from Rich Repetto with Sandler O’Neill.
Rich Repetto:
Yes. Good morning, guys. I guess the first question is what is on everybody’s mind, but can you give us comfort that the volume slowdown, I guess, in July, is seasonal or cyclical rather than anything that’s more permanent? And I guess how do you – can you give us any anecdotal what you’re hearing from clients et cetera, because we’re seeing this across the board, I guess the low volumes?
Ed Tilly:
Yes, Rich. Thanks. It’s Ed, and good morning. Thanks for the question. We have seen across the board, I think for us and what we’re hearing from the marketplace and feedback is the strategies that have been employed over the last couple of years and this really gets to, Rich, probably a second part that you’re thinking how much of this is just the major market in cyclical and how much of this is actually structural in the marketplace. I’d point out a bright spot right out of the gate and SPX continues to really draw the attention of those hedgers and those who are looking for position in the U.S. market. So, if we kind of keep SPX to the side and just talk about volumes in general, I think what we’re expecting in this market is a return to a lot of the strategies that were present prior to February 5. And what do I mean by that? We purposely showed you roll-down strategies in premium harvesting that have just basically gone away and are now with the structure, in the VIX terms structure coming back. I would expect to see those trades coming back into our marketplace showing off in VIX options and VIX Futures. I can’t guarantee it, but the market is setting up for the reemployment of those cyclical strategies that are really coming to market when we have a term structure, a risk profile that our customers are used to seeing. So, I would expect in this market condition to see a return on that. As for the market in general, we’ve seen some shifting in volume. We’ve seen some pretty good uptake in multi-list options. I think that shows where the retail heart is, basic option strategies that perform well in any marketplace. Retailers going back to the basics with pure and simple override strategies. So while we can’t predict exactly what will happen in the months to come, the way the market is setting up is favorable to trades that we have seen in the past. So again, impossible for us to predict volumes going forward. We’ve never been good at it, but we will tell you that this – the structure of the marketplace is setting up for a continuation or further – some of the strategies that we’ve seen in the past. Chris, anything to add?
Chris Concannon:
No. Just I think the SPX growth that we’ve seen year-over-year in the quarter and then year-over-year even in July is reflective of the liquidity in the SPX and some of that is related to the re-platforming to hybrid. So, I think it’s important to point out that we have made structural changes to the product and we’re really feeling the benefit of those structural changes.
Ed Tilly:
And I think those changes cause to your point; it really shows up in that liquidity. And so when there is a need to employ the strategies, various strategies, the liquidity is in the marketplace, it’s certainly in SPX, to Chris’ point, and we see it also in VIX options. So, there is liquidity ready and when there is the demand coming from the customers, we’re confident that our market will be able to satisfy those needs.
Rich Repetto:
Thank you. I know Chris is working on his volume generation machine. You’ve got to get that cranked up as well.
Ed Tilly:
Yes. If he can make it so, he would, Rich.
Rich Repetto:
Thank you.
Chris Concannon:
It’s working in FX, Rich.
Rich Repetto:
Definitely.
Operator:
Yes, thank you. And the next question comes from Ken Worthington with JPMorgan.
Ken Worthington:
Hi, thank you for taking the question, and I apologize for the background noise. You’ve pursued a number of pricing changes this quarter, and I guess you are always producing – pursuing pricing changes. But you changed prices for permanent holders in VIX. I apologize if I missed it, what’s the impact do you see on RPC there? And in the past, I think you said that VIX was working well and you didn’t want to muck with the pricing. Why is now the right time to make changes there? And then you made changes in core in disaster recovery fees. As you think about the pricing power you have in connectivity and data, and given the press activity levels broadly, what are your thoughts on now being the right time to be more aggressive on pricing there? Thank you.
Brian Schell:
So, Ken, it’s Brian. The first part is obviously, we can’t give a prediction on the pricing, where that will look. I think what we talked about as far as the second quarter reflects were a couple of things as far as the dynamics of a lower RPC during the quarter with seeing some of the block trading volume going away, somewhat related to some of the ETPs that were associated with some of that volume in the VIX Futures market, which without that can generate a lower capture of what we’ll see. And we also saw with some of the volume mix we saw some of those more significant players, who were actually qualified at the lower tier. So that was the mix. The overall change absent some of that, we would expect to see an increase to recall that some level of baseline up from where we saw obviously in the last quarter. But absent some of the other mix changes that I’ve previously referenced, I wouldn’t set the expectation that we’ll be back to where we were, say, 2Q of last year when we had that different mix of client volumes.
Chris Concannon:
And Ken, it’s Chris. I’ll just add, we have been looking to change the VIX pricing – VIX Futures pricing. We looked originally to change it at the beginning of the year with some of our other annual pricing adjustments. We chose to delay that, because we were migrating the VIX platform on COC. We wanted to look at the behavioral changes post that migration and what we saw was quite attractive for a pricing adjustment. So this pricing adjustment is, I would say, long overdue. It was really to eliminate the day-trader rebate that we had that would create some of the mix from quarter-to-quarter. So this should create a much more stable RPC, a much more attractive RPC overtime. And more importantly, it – we paused because of that migration and now we’re happy with the results of that migration. With regard to your question around what I call non-transaction revenue, we have a very healthy balance with our clients to not overcharge, but continue to grow that business – that area of our business, where we charge for access, we charge for data, and we charge for connectivity. So it’s a careful balance that we have. Certainly, our proprietary market data continues to outperform in terms of growth, new clients, new subscriptions and that’s the best way to grow that revenue is really adding new clients. And so we’re very excited about that.
John Deters :
Ken, this is John. I’d definitely look at Page 31 when we break out that mix that Chris was talking about in terms of our segments and for the segment that has kind of the greatest volume headwinds of Futures segment, really mark non-transaction revenue with more opportunity than it is risk.
Ken Worthington:
Great. Thank you very much.
Operator:
Thank you. And the next question comes from Alex Kramm with UBS.
Alex Kramm:
Yes. Hey, good morning, everyone. Actually, thanks for the segue just there, because I – the one thing I wanted to ask about is actually on Page 31. Maybe to small number to do harp on, but in the Futures segment, I did notice that the exchange services and other fees, which are only $1.7 million, but they were down 50% quarter-over-quarter. So, when I look at that number and I look at what’s going on in your VIX franchise, it looks like some clients are massively paying you less for something, which is quite connectivity or whatever. So maybe, if you just flush it out a little bit and maybe, in particular, say, what client types of scene pull back in that area, because, obviously, that’s something that people has been wondering about for a while. Thank you.
Brian Schell:
So, Alex, it’s Brian. So, I think that to Chris, it’s kind of a – it is a nice segue from Chris’s earlier point about. We look at different parts of the business collectively to look at non-transaction fees and as we’ve looked in a shifting of the new technologies implemented and the services we provide and with the underlying Bats technology, some of that non-transaction revenue may fall in the different buckets of where we’d categorize it from just kind of a pure accounting standpoint. So in a way, we look at access fees and exchange services and other fees very collectively. So I wouldn’t get too focused on the differentiation of growth from one category to another. So, this is really of how we ended up implementing some of the tech and how we charge for it kind of falling into the different bucket, shifting more into the access fees and how we deliver that value. If you look at the stats and look at the capacity that our clients now have on the CFE platform and the speed, and what they’re able to do, some of that is reflective in those services. So that’s showing up more in access fees versus a decline of people running away from exchange services and other fees.
Chris Concannon:
You really just need to look at that page and add together at least the two access fees and exchange services, I even add together market data fees to point out again that there’s more opportunity than risk in these items for CFE.
Alex Kramm:
Okay. Thank you.
Operator:
Thank you. And the next question comes from Ben Herbert with Citi.
Ben Herbert:
Hey, good morning. Thanks for taking my question. I appreciate a lot of the discussion around mix in VIX Futures complex, but I just wanted to go back to there was a slide last quarter on CFE new user accounts, and if you could just kind of give us some update around growth there quarter-over-quarter and then anything you’re seeing there?
Chris Concannon:
Thanks. It’s Chris, I’ll take this. Obviously, we’ve focused on the user accounts, really the active user accounts in and around our migration. The most important thing we were studying was making sure that the story continued from the active users prior to migration and active users post-migration. So that’s why – that was the story that we were trying to convey in the last quarter, because it was strictly around the CFE migration. We also looked at our activity on the C2 migration and the mix certainly was successful in the migration of C2. So that it was really more focused around the immigration and continuing the activity around that migration.
Ed Tilly:
I think Chris, to your point, bringing that up was very important. We had a lot of CFE users, who had never written to Bats tech different than C2. So, very important and mindful of that number as for the first time, some of those customers were writing to and using Bats tech.
Ben Herbert:
Thank you.
Operator:
And the next question comes from Jeremy Campbell with Barclays.
Jeremy Campbell:
Hey, thanks. Just back to VIX, I guess for a second here. And we've talked that in all of them, about a lot of the issues happened in February. but if we kind of put some of the structural issues around ETPs and the shape of the curve aside, where there’s kind of visibility in volumes, I guess, how do you think about the secular demand for your VIX products that will kind of move volumes higher? And where do you think – where do you see that next level of kind of incremental demand coming from? Is it global users? Retail adoption now that ETP has been delevered a little bit or something else? How are you thinking about that?
Ed Tilly:
Well, it’s a great question. I think what we’ll see in these marketplaces, and I’d say it’s, we’re setting up and have begun to see, if you remember, the $0.50 premium option hedging strategy that was really, really, common for us last year. Those trades are coming back into the marketplace, where – and I reference VVIX is a really good look for you all into the relative price of hedging with VIX versus a SKU, which might give you a pretty good look of the relative cost of hedging with SPX. We see the VVIX lining up and then we’ve seen the 50,000 lot trader come back into the marketplace. What still missing is that million contract trade that we saw at the end of last year and into and up to February. The market’s setting up for that trade as well. I don’t know if they’ll come back, but I would anticipate in this market environment that the structure is perfect for those strategies. And as you know, there are tagalong or copycat strategies that go along with the 50,000 lot trade and a smaller version of the million contract hedge for the unknown unknowns. So, I expect to see that volume either come back and then grow as a result. As for structurally in retail, what we’re noticing with a really simple strategy and that rolled down, I’ll go back to that roll-down premium and how that’s changed, really easy to take a position that you collect money, that roll-down collection and inverse ETPs, that was really simple. The ETP that won’t be named that went away and then the delevered S60 [ph], it was really a buy, forget and take advantage of the roll down. What we’re noticing is the most sophisticated ETP traders, that retail customer base showing up and shorting VXX. It’s the same position and collection opportunity in the roll down is being wrongly inverted. So, as the user is looking to employ the same strategies that were very successful in a normal volatility structure that you pointed out, that pivot in the VXX is the same exposure to roll down and we’ve seen the short interest in VXX grow. So that’s our answer. It takes education and persistence and we’re best at what out there doing, but we need a marketplace that’s something to point to and we’re finally coming into the market, where we can go back to the street and say, “hey, this is pretty familiar. It’s what you are used to.” And from there, I think, I would expect to see some of those strategies coming back.
John Deters:
I think – this is John, to the point of secular shift, this is the way to think about our – this premium captured that Ed was talking about. It’s an insurance marketplace. So, you’ve got insurers, who are buying insurance and you’ve got insurance writers, and we had a hurricane event in February and Ed used the word regroup earlier in the prepared remarks. And you’ve got always after an event like that, there’s a regrouping, where the insurance writers assess their participation in the marketplace, the insurer reads, asses their needs for insurance, but the risk, the volatility risk that our traders hedge in our marketplace, that is a constant. There’s nothing secular about that and we’ve got every confidence that when people do go through the regrouping process, the needs that we provide in the marketplace exclusively will really resonate.
Jeremy Campbell:
Great. Thanks a lot.
Operator:
Thank you. And the next question comes from Michael Carrier with Bank of America.
Michael Carrier:
Hi. Thanks guys. Brian, maybe starting to some of the guidance you gave, two maybe clarifications. So, first, just on the market data. You mentioned the SIP will be likely trending lower, but proprietary, you’re still seeing growth. I guess, just on a net basis, do you still see some growth in that overall business? And then on the expense guidance, you guys kept the same, but depreciation and amortization was slower. So I just wanted to understand sort of what was the offset to that and if we do remain in a kind of a muted volume backdrop, do you have some flexibility, I guess, particularly on the comp, just given that we saw some increase there.
Brian Schell:
All right. Good question. So, let’s talk about the market data first. So, the big unknown, obviously, with the SIP is – are there – what’s been somewhat of a variance has been in the auto recovers that have, like I said earlier in the comments that they are somewhat unpredictable. But overall, we’d still be optimistic about that growth just given the success of the proprietary and that’s actually been kind of outpacing, obviously, outpacing on a percentage basis in the overall dollar contribution on the quarter. Our year- over-year basis for each quarter has been actually helping to carry that category, even though the SIP revenues may be flattish and given where they are. So, we still remain optimistic given the both subscriptions, flash user growth and the pricing changes that have been implemented. So, we still see the growth there. We’re still optimistic and that really hasn’t changed. Any variance on the upside has been the audit recoveries and certainly that we’ve seen so far in 2018. On the expense guidance, and again, the proprietary, like I said, is with that 22% growth rate we had, that’s been the trend the last several quarters. So like I said, we continue to be excited about the work that we’re doing there as that expands geographically and across other asset classes. On the expense side, a couple of dynamics that are going on there. With respect to the comp, if volumes, say, for example, in that scenario, talked about our muted, they don’t necessarily grow to the level of expectations, one of the self-correcting mechanisms we have within comp is the bonus element, which a lot of times is based on expectations at the beginning of the year of how we're going to do and various measures with respect to revenue growth or earnings growth. And as that becomes potentially more muted, that amount will fall. And so that accrual will be less and actually may even reverse itself. So you will see some – you would see some contraction in that number. The other thing that's actually potentially driving it up a little bit is the capitalized wages that I mentioned earlier is – the technology team on the upside is as if they are doing a very good job from an efficiency standpoint of spending less dollars from a cash flow standpoint. But some that goes into how they're actually capitalizing and how we look at, they're actually capitalizing less wages than they did last year. So it has a slightly negative GAAP impact, but it shows up, obviously, in a slightly higher expense. But net-net, as far as overall results, it ends up being a more efficient cash flow spend. So that's maybe elevating that a little bit more than what you might have expected as well.
Michael Carrier:
Okay. Thanks a lot.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great. Thanks. Good morning folks. Maybe just to go back to the set up that you talked about, Ed, in terms of the increasing usage of short- vol strategies. We are seeing a little bit of pickup in VIX futures just in the last few days. But if you can talk about maybe the interplay between the SPX options complex and the VIX options complex and whether all of the RPC increase in the second quarter versus the first quarter was due to the premium RPC on the SPX. And then I guess, as we move forward into this quarter, to the extent people embrace VIX options more, will we see a substitution effect back to the VIX options? Or do you think – a lot of things you talked about, Chris, with the SPX options, do you think that would be independent and we could see an environment where we could see an improvement in SPX options volumes this quarter in conjunction with increasing usage of the short-vol strategies?
Ed Tilly:
So, let me try to maybe ask it one other way and see if I'm capturing your intention. I'll ask Brian to speak to specifically the mix and how we benefited from a pivot on some of the S&P 500 hedging moving into SPX and the difference there. But I think if I can maybe make it – what I'm hearing is, if we see a change to the normal-term structure, does all of the increased volume we see in SPX, does that just go back into VIX and the entire complex just remain flat? Is that kind of a simple way…
Brian Bedell:
Yes. It's a two-part question. It's one on the durability of the short- vol strategies and then yes, exactly what you just said on – in terms of that mix.
Ed Tilly:
Good. So I do expect some movement. If you're hedging the S&P 500 today with SPX and you've not gone into VIX basically because VIX call options are historically at a higher level than they have been, so you need to hedge your 500 and you've gone into the SPX, I think we will see some shift back into VIX. But what is completely missing – so it is just the opinion on volatility and the strategies around vol, those come back and they don't come from typical SPX users. That is an opinion on the term structure. There is a trade up and down the term structure that just goes away when it's flat. So there are those strategies that are now sidelined or have been on the sideline, and that is taking a position in the difference between a front month that might be 13 and that month that's trending to the average trending to the average of roughly 17.5. So all of that trade is not dependent on the 500. That this – those are rolled down in premium harvesting strategies found in the term structure, found in option positions in the VIX complex. So there are strategies that are just not in the market today. So I hope that gives you a little look in what – and the $0.50 is a great example of that, right? And so is the $1 million contract trade that is using volatility to express – to take an expression in a look forward in vol. As for the mix shift in the benefits, Brian, I think maybe you can take the second part of the question.
Brian Schell:
Yes. And that may have been whether – I think when people looked at the results and the kind of the growth in the Options segment, while some of the index options volume was somewhat muted from a year-over- year contract growth rate, you saw the RPC increase 9%, largely reflecting – and all this will become a high level of numbers. If you think about the – just the pure VIX, SPX mix of going 60% SPX and VIX being roughly 40% from a year ago period to this period of more of a 70-30 mix, SPX to VIX, you'll see that 9% improvement or roughly a $0.06 improvement on a rate per contract. So you can see how just that pure mix shift was very favorable, obviously, to the top line and bottom line results as well I think it can be very powerful from that extent despite the, we'll call it, more of the flattish volume on a year-over-year basis.
Brian Bedell:
Great. Yes, that’s perfect. Thanks.
Operator:
Thank you. Our next question comes from Alex Blostein with Goldman Sachs.
Alex Blostein:
Thanks. Hey, good morning, guys. Question for you around the multi-listed options business. So it looks like the volume there really kind of buck into trend year-over-year if you kind of look at third quarter results so far. Any sense what's driving that? Is it retail or is it something else? And then maybe hit on the Cboe Bats combined market share is still slipping, in particular, on the Cboe side. What's driving that?
Chris Concannon:
Great, question. Really in the multi-list we’ve been very excited about seeing the overall market grow for the first time in a number of years. And it's really driven by retail demand, retail stepping back into options and the use of options, even in this environment. That's impressive to see given global volume challenges that we're seeing in other markets. So we're excited about multi-list. We made a capture decision at the beginning of 2018 around our various markets. Obviously, we have four of them all offering very different products to our clients. That capture did impact our market share relative to the market. But overall, I'm very happy with the outcome of adjusting capture up to the detriment of market share. And we're very comfortable with our position going forward. And obviously, we have one major migration left. That's our C1 platform. We're excited about what the performance of C2 and EDGX because it's carrying many of the different features and functionalities. So we continue to be excited around our market share and our capture prior to our migration in 2019.
Operator:
Thank you. And the next question comes from Chris Harris with Wells Fargo.
Chris Harris:
OCC is under investigation by a few regulatory agencies. I wonder if you guys could comment as to whether there's any potential negative implications for Cboe?
Ed Tilly:
We obviously, as is on the board of OCC, we're not going to comment on any speculation around investigations from a regulator, just in general. So until there's actually print from a regulator, we'll have no opinion on articles written in speculation around OCC.
Brian Schell:
And I'll just add. I think it's important, we just recently saw an SEC approval of an OCC clearing fund filing, which is an important indicator that the SEC has recognized how the formula works. And there is a reduction – an expected reduction in the clearing fund going forward. That is beneficial to all of our products, our multi-list products as well as our proprietary products.
Chris Harris:
Okay. Thank you.
Operator:
And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi, good morning. Sorry if I missed this, but just a question on moving your listing from NASDAQ to your own exchange. I think Bats previously targeted entering the corporate listing space at one point, but then shelved those ambitions and focused on ETP listings. Should we be correct in thinking that Cboe Global Markets isn't the only corporate listing you'd expect to eventually list on your exchange? And maybe just some updated thoughts on strategy. Thanks. A - Chris Concannon No, it's great question. Look, we've been highly focused on the ETP listing market. We think our opportunity to continue to grow that market and continue the success we've had in listing ETPs we now count some of the largest issuers of ETPs across our market. We just recently added First Trust, one of the larger ETP issuers. So we're excited about the ETP listing business being listed on both Cboe’s exchange as well as NASDAQ isn’t the way we wanted to sell our ETP listings to our favorite issuers. We wanted to reflect our belief in our ability to be a primary listing by switching our listing to be primary with Cboe Exchange. As we look at the lack of success that IEX has had in the corporate listing area, we would expect a very challenging business opportunity in corporate listings. We don’t sit here very excited about corporate listings, and all of our focus is on ETP listings and the success, just the continued success we can have there.
Ed Tilly:
But we’re happy to list NASDAQ if they’d like us.
Chris Concannon:
True.
Brian Schell:
Hope that answers your question?
Kyle Voigt:
Okay. Yes, thanks.
Operator:
Thank you. And the next question comes from Patrick O’Shaughnessy with Raymond James.
Patrick O’Shaughnessy:
Hey, good morning. Can you speak to the feedback you’ve received from market participants on your planned corporate bond index futures contract? And on a somewhat related note, whether you have plans to build a presence from the credit space or whether your plans to build a presence in the credit space extend to play a role in the cash credit market?
Chris Concannon:
Great question, because you brought up our – one of our favorite recent products, the iBoxx futures – iBoxx iShares futures product. The feedback we’ve gotten since the announcement has been exceptional. It’s the first time that Cboe is talking to some of the credit funds in the market. So it’s a very exciting conversation for us. The demand has been quite high from, not only the end users finding some benefit to the product, but also our bank partners seeing a great opportunity in having a cleared corporate bond of index futures. So overall, we also – the other benefit that we’ve seen and demand we’ve seen is proprietary market makers that are making markets in the iBoxx ETFs are excited about having a hedging instrument in the futures market as well. And these are really the identical players that are in our VIX futures and in the VIX ETPs. So we know them quite well, and they see it as a huge benefit. John, do you want to add anything?
John Deters:
Yes, yes. Thanks, Chris. Patrick, I think this is a – I’m glad you asked about it, because it’s an interesting one for us. It’s been inspiring for the team, for the product development team to receive the feedback they have. I think it’s different and contrast quite markedly from our ETP futures launch, where the word spread largely through a press-driven process. Here, word is really spread by word-of-mouth. It’s almost been viral in its distribution in terms of how people learned about it because this is – there hadn’t been a lot of pickup in the press. And it’s, I think, because we’ve created a very elegant structure that taps into the ETP ecosystem, and we’re catering to a massive underserved credit market. And so I think we’ve tapped into something really special with this product design. And we look forward to launching it this summer. We’re right on track with development. As we said during our announcement, we expect a summer launch.
Chris Concannon:
I’ll just add Our partners have been exceptional in this launch, both market as well as iShares, BlackRock. They’re excited about the product. They’re side by side with us reaching out to the clients. Their distribution network is quite impressive, and certainly, our early days of discussion through their distribution network and the skill set of their sales force is quite helpful. So we’re excited about the partnership, we’re excited about the product and we’re very excited about stepping into this space, this credit space that today, we haven’t really dabbled in, in a big way.
Operator:
Okay. Thank you. And the next question is a follow-up from Brian Bedell.
Brian Bedell:
Great, thanks very much. Maybe, just moving to the stock buyback, just looking at your evaluation, it’s the cheapest I’ve seen in almost ever. It looks like about two standard deviations below it’s average on a relative PE basis, say, with S&P, certainly, the peers. Maybe, if you can just talk, Brian, about the capacity to accelerate the pace of the buyback into that $225 million remaining authorization and particularly, if you think the volume story on the VIX and the index side might actually improve in the near-term?
Brian Schell:
Yes. So, on the buyback, I think we’ve been very clear certainly reflective of the first quarter and second quarter as well as dialogue conversations we have with our board as far as their point of view. We do think that the share repurchase is a very good opportunity to deploy capital, certainly at these levels. So absent anything else or something that we’d expect, we continue to see that trend continue. I will say though that – and we’ve been, from a kind of leverage standpoint, as far as with the aggressiveness and accelerating it, we’ve obviously done it with, obviously, cash on hand that we – as we’ve been able to grow it and cash flow from operations. So, I don’t think there’s any expectations unless you’d see something differently that we’d go out and borrow, significantly increasing our leverage to be able to do that, all else being equal. But like I said, we’ve said and consistent with what we’ve said and what you’ve seen also in the first couple of quarters is that this is a good place to deploy the capital. And certainly at this level, that would be no change.
Brian Bedell:
Okay, great. thank you.
Operator:
Thank you. And the next question comes from Chris Allen with Compass Point.
Chris Allen:
Good morning, everyone. I wanted to ask on some recent SEC actions on July 31, they issued a stay against the fee changes proposed by the consolidated tape. And this, I think, follows June when they pushed back on a fee increase request, asking for more information. So I was wondering how you’re thinking about – your view on how the SEC’s thinking about market data fees. Is that factored into how you’re thinking about SIP data moving forward? And is there any impact for proprietary data fees as well?
Chris Concannon:
Chris, it’s Chris. I’ll answer that. Really, as we think about it, first, we look at our proprietary market data and continue to see organic growth there. That’s the result of zero fee adjustments. So we’re excited that our fees set a while ago, which is an aggressive fee, much lower than the competition continues to attract new users and new subscribers, not only here in the U.S., but obviously, internationally as well. So when we think about our growth prospects in market data, we first look at the proprietary and really think about the proprietary market data across all of our platforms, both futures, options, European and FX. Really, with regard to the SEC and their activity around the SIP, there continues to be discussions around the prior rule filing that is being discussed with the SEC on the SIP. The recent action around the CTA, it’s really around an interpretation around an interpretation, kind of in the weeds interpretation of the CTA and how you interpret around display and non-display functions in the CTA plan. So I don’t – we don’t look at the CTA and the SIP as being a huge growth engine for market data. We certainly see them as flat to down over time. And all of our focus is on the proprietary data side. But really, the stress is the proprietary data from all of our platforms across all the various asset classes. We continue to see healthy growth across all those platforms. But back to the SEC discussion, I think those discussions will continue to play out. But again, the recent action on the CTA is really around an interpretation on how to treat certain platforms that distribute the CTA market data.
Chris Allen:
Got it. Thanks, guys.
Operator:
Thank you. And as that was the last question, I would like to return the floor to Debbie Koopman for any closing comments.
Debbie Koopman:
Thank you, Keith. That concludes our call this morning. We appreciate your continued interest in our company. Thank you.
Operator:
Thank you. The conference has now concluded. Thank you for attending today’s presentation. You may now disconnect your lines.
Executives:
Debbie Koopman - IR Ed Tilly - Chairman and CEO Brian Schell - EVP and CFO Chris Concannon - President and COO John Deters - Chief Strategy Officer
Analysts:
Richard Repetto - Sandler O'Neill Ken Worthington - JPMorgan Sameer Murukutla - Bank of America Merrill Lynch Brian Bedell - Deutsche Bank Ben Herbert - Citigroup Kyle Voigt - KBW Chris Harris - Wells Fargo Chris Allen - Rosenblatt
Operator:
Good morning, and welcome to Cboe Global Market's 2018 First Quarter Financial Results Conference Call. All participants will be in a listen-only mode. [Operator Instructions] Please note this event is being recorded. I'd now like to turn the conference over to Debbie Koopman. Ms. Koopman, please go ahead.
Debbie Koopman:
Thank you. Good morning. Thank You for joining us for our first quarter earnings conference call. On the call today, Ed Tilly, our Chairman and CEO, will discuss the quarter and provide an update on our strategic initiatives. Then, Brian Schell, our Executive Vice President and CFO, will provide an overview of our first quarter 2018 financial results and guidance for certain financial metrics. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our President and COO, Chris Concannon; and our Chief Strategy Officer, John Deters. In addition, I'd like to point out that this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our Web site. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold, and while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks, and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, after this conference call. Also note that references made to the planned migration of C2 Option Exchange and the Cboe options exchange are subject to regulatory review. During the course of the call this morning, we will be referring to non-GAAP measures as defined and reconciled in our earnings materials. We will also refer to non-GAAP adjusted combined results, which are also reconciled in our earnings materials. As you know, we completed our acquisition of Bats Global Markets on February 28, 2017. The combined results present information regarding the combined operations, as if the Bats acquisition had closed at the beginning of 2017, in order to provide a supplemental discussion of our results and review of our business. Now, I'd like to turn the call over to Ed Tilly.
Ed Tilly:
Thank you, Debbie. Good morning and thank you for joining us today. I am pleased to report that first quarter 2018 was our best quarter ever, and that we raised our expected run rate expense synergy target to $85 million at the end of 2020, up $20 million, and a year ahead of our initial projections. Brian will discuss that more in detail later. Cboe Global Markets reported adjusted earnings per share of $1.38 on net revenue of $329 million led by double-digit year-over-year gains across each of our business lines and new trading highs in our proprietary products. Our record results underscore the utility of our products and the strengths of our diversified portfolio of exchanges, particularly in times of heightened market volatility, which we saw during the first quarter. As we shared in previous calls, we expected that the ongoing growth we saw in VIX and SPX Options and VIX Futures during sustained periods of low volatility, which spiked when volatility returned to the market. This expectation played out in the first quarter in the form of new quarterly volume records in VIX Futures and options and SPX Options, as well as a lift to our equities and FX businesses. Following the sustained period of record low volatility in 2017 in which the VIX Index averaged just over 11 compared to its long-term average of 19, investor perceptions of risk changed dramatically in Q1 marked by large spikes in both implied and realized volatility. The new normal appears to be a VIX level ranging between 15 and 25, which is more in line with historical levels that we saw throughout 2017. Historically, transitions from low to high volatility regimes result in traders reassessing the products they use, and shifting to products that are best suited to a new market environment. We believe that small differences between front month and longer dated VIX futures that is a flat VIX term structure is signaling that the market is still adjusting to the new volatility regime. We view shifts in product usage as normal during these transition periods, and we believe we are seeing the shift play out within our proprietary index complex. While higher volatility is generally good for all of our businesses, the flat VIX term structure has been a headwind for VIX trades that seek to capture price differences across the VIX Futures curve. At the same time, large daily moves in the S&P 500 have created new opportunities for VIX option users who can capitalize on daily trading ranges that are three times greater than in Q4 2017. As such, average daily volume in SPX Options, in April, was up 20% year-over-year compared to April 2017, and largely offset declines in VIX Futures and options volume relative to last year's solid April trading. Furthermore, SPX average daily volume in April was 15% above SPX Options activity for the full year 2017. Since early February, the VIX Futures term structure has been flat or downward sloping 55 of 61 days, an unusually long period not seen since 2011. However, we expect that VIX Futures prices will eventually return to a more familiar upward sloping pattern, as it has done in the past, regardless of where the market sets the new floor for equity volatility. Let me be clear, volatility is alive and well, and we are confident that our SPX Index products offer the trading tools to manage risk in any market environment. Regardless of market conditions, we remain intensely focused on our commitments to product innovation, leading edge technology, and seamless trading solutions. I'll take a few moments here to provide an update and key strategic initiatives supporting those commitments. Our legacy of driving growth through product innovation was highlighted throughout the month of April, which we proclaimed VIX Month in commemoration of the 25th anniversary of the dissemination of the VIX. The month featured a daily VIX social media campaign, the launch of a new VIX Web site, and a VIX symposium held for press and customers. Perhaps most fitting, we also announced a new VIX product. On April 17th, we launched the dissemination of the Cboe One-Year Volatility Index which provides up-to-the-minute market estimates of one-year volatility. The one-year index was designed to monitor the market's expectation for longer-term volatility which we expect will be especially useful for investors with longer duration liabilities such as insurance companies and pension funds. We are exploring the development of a futures contract on the index subject to regulatory view, and look forward to reporting on that going forward. Turning now to the migration of Cboe exchanges onto Bats proprietary technology, which we believe will maximize our value proposition for customers and shareholders and power our company's growth going forward. We completed a major milestone in the integration with a flawless migration of Cboe Futures Exchange to the Bats technology as scheduled on February 25. The migration provides our futures customers with a more efficient and user-friendly trading experience that includes greater bandwidth, significant latency reduction, and enhanced risk controls and improved complex order handling. We remain laser-focused on executing a seamless technical and operational integration for all of our exchange platforms. We are well on track for a planned C2 options exchange migration on May 14, 2018. And as announced last month, we have targeted October 7, 2019, for the migration of Cboe Options Exchange. We are modifying Bats technology to incorporate both electronic and open outcry trading for Cboe Options Exchange, which includes SPX and VIX Options Trading. We targeted two technology enchantments for 2018 in advance of migrating Cboe Options Exchange. The immigration of S&P 500 index options to hybrid trading, which we successfully completed last week, and the introduction of new trading floor terminals, which we plan to begin rolling out on November 5, 2018, subject to regulatory review. We are encouraged by the initial response to SPX and hybrid and are very pleased with the conversion itself is flawless. The completion of the CFE migration and significant steps taken to prepare for the C2 and Cboe options migrations leave us well-positioned to achieve our ultimate goal of providing our customers with a unified world-class experience on Bats leading-edge across all of our equities, options, and futures markets. As noted in our last call, our preparations ahead of MiFID II, which came into affect on January 3rd, have enabled us grow our European business in the midst of a changing regulatory landscape. The rapid adoption of our periodic options book this quarter, which is a MiFID II compliant lit order book operating auctions throughout the day, demonstrates that market participants are finding value in executing their trades in a venue designed to provide minimum market impact. Our Large in Scale block trading platform also continues attracting customers and increase volume with average trade sizes in excess of a million euro. Additionally, we have continued to grow our Systematic Internaliser technology services business further diversifying our European business model. While the liquidity landscape will continue to evolve under MiFID II, we believe our seamless rollout of new technology and services ahead of the new regulation leave us well-positioned to continue to adapt and grow. In closing, I would like to thank our team for truly tremendous quarter. While the return of volatility to the marketplace provided great headwinds, the collective work of our team helped position each of our exchanges to benefit with double-digit volume increases. Further, throughout what proved to be our company's busiest quarter on record, we continue to lay the groundwork for future growth by rolling out new products and services while advancing our technology integration. As a result, I look forward to all that we can accomplish to power the potential of our customers and shareholders in the months and years ahead. With that, I will now turn it over to Brian.
Brian Schell:
Thanks, Ed, and good morning everyone. Before I begin, I want to remind everyone that unless specifically noted my comments relate to 1Q '18 as compared to 1Q '17 and are based on our non-GAAP adjusted combined results including Bats. Building on 2017 positive momentum as Ed already noted, we reported record financial results for the quarter. In summary, our net revenue grew 24% with net transaction fees up 36%, non-transaction revenue up 7%, and organic net revenue growth of 28% for the quarter. Adjusted operating expenses increased 3%, which combined with our strong revenue growth, produced 560 basis point lift and our adjusted EBITDA margin of 70.4% demonstrating a strong operating leverage. And finally, our adjusted diluted earnings per share grew 47% to $1.38. The press release we issued this morning and our slide deck provide the key operating metrics on volume and revenue capture for each of our segments as well as an overview of key revenue variances. Additional disclosures can also be found in our Form 10-Q filed this morning. At this point, I would like to briefly highlight some of the key drivers influencing our performance in each segment. In our options segment, the 24% net revenue growth was primarily driven by a higher net transaction fees reflecting the record volumes previously noted. Turning to futures, the 47% increase in net revenue resulted from a 44% increase in average daily volume, offset by a 5% decline in revenue per contract, with the latter reflecting higher rebates related to elevated VIX futures trading volume. We continue to be excited about the opportunities we believe the CFE technology migration will have for our futures business and particularly allowing us to bring new products to market at a faster pace and more efficiently. Overall, the long-term growth of our proprietary products remains our primary focus, and we have a robust pipeline of new products, we are excited about launching. Turning to U.S. equities, net revenue grew 10% with equities volume benefiting from the return of volatility to the market shifting more trading to on-exchange venues versus off-exchange. As this slide show, total market data revenue for U.S. equities is up 16% in the first quarter with SIP market data revenue up 14% and proprietary market data up 24%. The significant portion of the $3.7 million increase in SIP revenue was due to order recoveries. So the first quarter is not representative of our expectations for future quarters this year as we continue to expect downward pressure on SIP market due to industry consolidations. Looking to growth in our proprietary market data revenue, majority came from pricing changes implemented at the beginning of the year. We expect continued growth in proprietary market data in 2018 as we benefit from pricing changes and customer response to our Cboe-1 product. Net revenue for European equities grew 37% on a U.S. dollar basis, reflecting growth in both net transaction and non-transaction revenues following the implementation of MiFID II in January, as well as strength of the pound sterling versus the U.S. dollar. On a local currency basis, net revenue increased very healthy 18%. While we benefited from increased market volumes, realized increased revenue from higher net capture due to the later-than-planned implementation of the dark pool volume caps. We expect net capture to moderate back to historic levels through the remainder of the year. Net revenue for global FX grew 35% this quarter, setting new highs in both market share and average daily notion of value traded on our platform. Volumes improved on both our New York and London Matching Engines, with the latter more than tripling its volumes year-over-year. Macro environmental factors have certainly contributed the overall growth in the spot effects market, but we believe our market share growth reflects the impact of technology enhancements, as well as more effective liquidity provisioning. Turning to expenses, total adjusted operating expenses were nearly $110 million for the quarter up 3% compared with last year's first quarter. The key expense variance was in compensation and benefits resulting from one higher incentive based compensation, driven by and aligned with our financial and operational performance and to accelerate stock based compensation recognized in the first quarter up about $4 million and $2.5 million respectively. As we pointed out in our last earnings call, there are several incremental expenses impacting our year-over-year comparability such as expenses associated with the Silexx acquisition, the increase strength of the pound sterling, and the gross up of offer-related expenses. Additionally, during the first quarter, we raised our capitalization threshold which resulted in incremental expense. In total, these items accounted for about $2.9 million in incremental expenses in the quarter with the currency impact being the largest. If you just put those items, expenses would have the up less than 1.5 of 1%. We are reconfirming our full-year expense guidance to be in the range of $420 million to $428 million. We expect compensation and benefits to be lower in subsequent quarters, reflecting the expected realization of expense synergies as well as smoothing out the impact from the accelerated investing, which is typically related to the first quarter when new grants are issued. For the first quarter, we realized $3 million in pre-tax synergies, primarily from compensation and benefits. As Ed mentioned, we established our technology migration date for C1, our final and most significant migration to Bats technology. With that, key date now established, we raised our expected annualized run rate expense synergy target to $85 million from $65 million. Furthermore, we now expect to reach this run rate in 2020, a year earlier than our initial projections. We still expect to exit 2018 with approximately $50 million in annual run rate expense synergies, and now expect to reach $80 million at the end of 2019. Turning to income taxes, our effected tax rate on adjusted earnings from the quarter was approximately 26%, somewhat below our annual guidance range of 26.5% to 28.5% due to the settlement of uncertain tax positions during the quarter. The effective tax rate on combined adjusted earnings in the first quarter of 2017 was 28.1%. The decline primarily reflects the favorable impact of corporate tax reform. We are reaffirming that we expect the annual effective tax rate on adjusted earnings to be in the range of 26.5% to 28.5% for 2018 with the tax rate for the second quarter expected to be slightly above the high end of the guidance range and the tax rate for the third and fourth quarters to be at the higher end but within our guidance range. In addition, we are lowering our guidance for capital expenditures to be $45 million to $50 million versus our previous guidance of $50 million to $55 million. The decrease reflects more efficient spending and the adjustment of our capitalization threshold. Moving to capital allocation, we are maintaining our unwavering focus on effective capital deployment to drive shareholder value by prioritizing the investment and our business to support our growth strategies. And then returning excess free cash flow to shareholders via a combination of dividends and share repurchases while continuing to de-lever to maintain a strong balance sheet and longer term financial flexibility. Our quarterly results, once again generates strong cash flows, which enabled us to pay out dividends of $31 million, use $44 million to repurchase shares and reduce our debt by an additional $25 million. Year-to-date through April 30th, we have repurchased approximately 451,000 shares of Cboe common stock for about $51 million or about $112 per share. We ended the quarter with adjusted cash and investments of $166 million and a leverage ratio of 1.6x. The adjusted cash balance was higher than normal due to a number of significant tax related liabilities due in April. In summary, Cboe delivered outstanding quarterly results and continue to demonstrate our focus on and the strength of our proprietary index products reflecting industry leading organic growth, strong growth in a diverse set of revenue streams, disciplined expense management, leveraging the scale of our business producing higher profit margins and integration plans on track with our higher run rate expense synergy target expected to be achieved a year earlier and ongoing focus on capital allocation by reducing debt while continuing to return capital to shareholders through quarterly dividends and share repurchases. With that, I'll turn it over to Debbie for instructions on the Q&A of the call.
Debbie Koopman:
Thanks, Brian. At this point we would be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue. And if time permits we'll take a second question. Keith?
Operator:
Yes, thank you. [Operator Instructions] And today's first question comes from the line of Richard Repetto with Sandler O'Neill.
Richard Repetto:
Yes, good morning, Ed, Chris, and Brian.
Ed Tilly:
Good morning, Rich.
Richard Repetto:
So I guess, Ed, you talked about the topic of my question today, and you've talked about this in the past that traders can express their views on volatility in a number of products whether it be just VIX Options, VIX Futures or SPX, so -- and SPX has been strong. When you adjust for the RPCs or what we think the RPCs are even if you ran out April for the rest of the year, VIX coming up you'd still be 9%-10% up in revenue in these products. So I guess, the question is can you get more into why people choose SPX in an environment right now, and then how long -- it sounds like, at least to me, you have some time for the VIX complex to convert to the new volatility sort of regime, and could you sort of give us some color on where we are on that? And whether this analysis is the way you think about it as well, like the bundle revenue perspective is what I'm calling it?
Ed Tilly:
Well, Rich, I think you've nailed it from our perspective, and I appreciate the way you framed that, because it's the way the entire organization looks at the index complex. So I'll borrow on a few of the words that were in the prepared statement. But really, if you look past the incredible records of the first quarter and look at April, you're right on the way we view the complex in the shift in products -- product and its utility. So, if we figure last year we averaged 2.2 million to 2.3 million contracts in that complex, that's where April is. The difference is really to your point in the shift. So what causes that? VIX products and their utility are great hedging tools early in the change of perceived risk. The vol spikes, so think January where the market peaks, two weeks later the market is down 10%. That is an incredibly powerful vehicle using VIX products to hedge in that case. The market then heats up, and that's the market that we're in today vol service is flat, which means we still think we're in transition. The market hasn't said what it perceives risk over time yet. That's that flat volatility surface. Well, what suffers? VIX Futures. It's hard to express a difference or said differently, it's hard to capture the difference in the price of future risk versus today's risk because the market has said, "We don't see a big difference now." That's very, very unusual, but what's happened in the meantime, yesterday, no better example of how traders have shifted in the S&P 500 complex. From the prepared remarks you'll recall we said the S&P 500, those intraday moves, 3x greater than we saw in the fourth quarter 2017. So, by using the S&P 500 as your hedging vehicle, those intraday moves like yesterday allow you to take advantage of a move that's really unusual if you look out over time and monetize the hedges that you're putting on by using the S&P 500 instead of VIX Futures. Now, that scenario of flat volatility doesn't last long historically. It's unusual in this instance, but we believe history is what we look back to and we'll go to a normal upward sloping curve in vol, which then reignites the volatility strategies that allow you to trade up and down the volatility surface. The punch line is that we have a product that serves our users in any market environment if you can interchangeably understand the utility of VIX futures, VIX options and the SPX complex. That's the way we see it.
Richard Repetto:
That's great. Thanks. That's a good answer, and I know Chris agrees 100% with that too.
Ed Tilly:
Correct.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Ken Worthington:
Hi, good morning, and thank you for taking my question. So just on the Bloomberg reports, this keeps popping up, SEC and CFTC have opened investigations on VIX. I know you guys have reportedly said that there's no evidence of any manipulation. But again, it keeps coming up. So my question is how easy would it be for Cboe to address the allegations by making changes to product structure either on settlement or the expiration process if needed? And how do you think any changes you make how would that likely impact activity levels if you could speculate? Thanks.
Ed Tilly:
Sure. Well, we'll leave manipulation to the prepared comments that we made in the past. We are sure and certain that both our regulatory department, the first line of defense here on any market activity, and then ultimately, obviously, in cooperation with the regulators, that is a pass and that is -- precedes, I think, each and every day. And it's not just in the VIX complex, it's in everything that we trade across all of our exchanges. So if we put that aside and address specifically, I think, what you're asking our question is and recognize that each and every day, VIX trades throughout the day almost 24 hours a day, VIX futures and that there is this moment in time that we're always and constantly looking at how do we make better this settlement moment. If we could focus on that, I think it's exactly what Chris would like to tee up for you this morning. But again, I want to stress, let's concentrate on that settlement. The intraday trade and the measure of volatility and the perceived risk in the market, this measure is working beautifully throughout the day and almost around the clock. So let's focus if you like right at the moment of time of settlement.
Chris Concannon:
Yes, thanks, Ed, and Kenny, great question with regard to the VIX settlement auction. Obviously, this is a moment in time auction. It's not much different than the auctions we run every day in equities at the open and at the close. And I've spent my career around auctions, so as I look at this auction, there are things that we can attack in this VIX settlement auction. And we have a variety of approaches that we're using all with the sole goal of enhancing liquidity in the auction. As I think about it, it's really three areas of attack. First, we're enhancing the technology that we use for the auction. We're improving the distribution of the imbalance messages. Those are the messages that send out the imbalances that are formed in the auction. And then we're taking steps -- active steps to increase liquidity in the auction. Returning back to how we are enhancing the technology, just this week as you know, we rolled the hybrid platform for SPX. Now this platform allows market makers to have a more enhanced interaction with SPX all day long, but more importantly around the auction moment in time. We also plan to increase the speed of the opening process during the auction itself. With regard to the distribution of imbalance messages, as you think about it in the most recent auction we had, we had a large order imbalance. Now it is our job to market those imbalances to the market -- to the widest distribution that we can possibly do -- do that distribution. And those -- what we did see on that day was those imbalances message were being read and received and orders were filing in most of that large order imbalance but not all of it. So it's not the trader that submitted the order. It's not his job to market the imbalance. It's our job as a market. So, some of the steps we are taking to improve that. We plan to enhance the imbalance speed by increasing the speed of its dissemination. We are actively pursuing ways to improve the distribution of our imbalance information. We plan on making available to a wider audience through a variety of means. Now turning to liquidity, that's the most critical part of this. We are actively talking to our current market makers and new market makers to join not only the VIX complex but the auction itself. We have been fielding inbound calls from our market makers and our end users that want to participate in those imbalance orders because those are money making opportunities for all market participants to offset. So, we have a three-prong attack that we are taking in the auction. These are short term and long term plan. We ultimately will be rewriting the auction when we migrate to the Bats technology, when we migrate the C1 platform in 2019. Hopefully, that answers your question, Kenny?
Ken Worthington:
Yes. It sounds like I caught you completely off guard by the question. Thank you so much for the response.
Ed Tilly:
Yes, I have not answered the question on the VIX settlement auction, but I appreciate it.
Operator:
Thank you. And the next question comes from Michael Carrier with Bank of America Merrill Lynch.
Sameer Murukutla:
Hey, good morning guys. This is Sameer Murukutla on for Michael Carrier. Thanks for taking my question. Another related with the VIX. I know you -- thanks for providing the CFE user detail on the slide. I guess can you just give us more detail on what type of users are driving this growth? And maybe if the mix of users in changing how this effects RPC going forward? And I guess I know you provided the 1Q number, but can you give us anymore detail on the growth in users I guess after the meltdown of some of the fix strategies let's say from beginning of February to now?
Chris Concannon:
Sure. Well, most importantly on February 25, so post February 5, we migrated the futures platform for CFE. And that was a -- what I call, "Wildly successful migration," not only because it was perfectly executed but it enhanced the liquidity pool of our platform. And since that migration, we have been monitoring closely our user traffic, both in terms of the number of market participants and market makers joining the platform post migration as well as the as you mentioned the user account level. We are now -- we've grown since migration to somewhere just over 6000 active user accounts at the customer level. The majority of that growth ironically is in active and VIX contracts. While we have a very successful launch of Bitcoin future, we have seen some growth in the Bitcoin -- active accounts in Bitcoin, but the majority of the growth since the migration has been in VIX user account. So, we are pretty excited about that. More importantly, the performance of that platform since the migration, we have seen our displayed liquidity has obviously increased during both regular and overnight trading hours. That's important when you think about Asia trading in the VIX complex. It has actually doubled since the migration. That's an impressive stat. The spread has narrowed to our fix spread in -- in VIX in particular the spread has narrowed down to the actual nickel increment that we have minimum spreads on. So, really in some wildly successful migration, we are very positive about the active user accounts since that migration on February 25. And we like the performance of our market makers since that migration.
Ed Tilly:
Yes, I think the other potential is the amount of new eyeballs on a one-year VIX contract in the current index form. It will be interesting as we work through what it takes to make that a tradable contract in the future. What interest we will see as a result for a new user base who is more interested in longer dated vol. So, in the preparatory remarks we pulled out insurance companies and pension funds. So, I think there is -- I would think there is more to come that short dated vol exposure is not as interesting to that group as longer dated vol is. So, I think there's -- I am hopeful that there is more interest as more eyes are looking at that one-year vol number.
Sameer Murukutla:
Thanks for that. Love the details guys.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great. Thanks. Good morning, guys.
Ed Tilly:
Good morning.
Brian Bedell:
And thanks for -- yes, same thing. Thanks a lot Chris for that detailed auction answer. The -- maybe just another one on VIX, with the [indiscernible] being flat, I mean we still have a pretty decent base of underlying VIX futures issues. April was about 255. So maybe either Ed or Chris, can you characterize what people are doing now with the futures despite the curve being flat? And then, Chris you mentioned the 6000 new user accounts given the new -- given switchover on the C2. So -- I am sorry CFE. How should we think about that in potentially developing the percentage increase in VIX futures attributable to the new functionality on the platform?
Ed Tilly:
So first the trade that we said is, is really facing the greatest amount of headwinds is capturing the difference over time in the vol surface. So you've nailed it. So if we are used to in 2017 looking at vol over time starting at 10 or 11 in the front month and moving up to 18 six or nine months out. That's a huge spread and that was a very very big trade. But to your point, a day like yesterday, we traded over 300,000 VIX futures contracts that day trader is still very very active. There is still movement around in that front month of vol. If you look at move yesterday when you move 35 points in S&P500, there are still a great number of trading opportunities. And we see those day traders still in the market. I talked to one of most active traders a couple of days ago and I said, what are you doing differently? He said, well, I am learning some different strategies that I couldn't employ last year with a steep curve and I am trading differently today. And market is still in adjustment mode or flat. We don't expect that to proceed for a long period time, it just will not last. We expect more historical shape to the curves. We think those strategies will come back. What is also relatively inexpensive is maintaining a constant position in volatility when the surface is flat. It was expensive in 2017 to maintain a constant exposure with VIX futures because of the roll down cost. You would be replacing front month 11 vol for example with a couple months out at 14 or 15 vol. That's an expensive roll down cost. Today, you are replacing 17 vol contracts with a 17.2 vol contracts, so relatively inexpensive to maintain constant exposure of volatility. So just again it's the utilization. It's different use case. All good, we think with more users coming back when the surface changes -- back to Chris' point and he'll pick up on those new users, there is more users ready when we get to a normal stay.
Chris Concannon:
Thanks, Ed. And with respect to users let's be clear, we grew our user base since the migration. That's something we were looking for and we are excited about over 6000. We didn't grow by 6000. I just want to make sure we are clear. But what that base gives us and you really can't convert users to a formula of new contracts. It's actually it's very positive post-migration. It's a very positive statistic. But, I look at yesterday where we traded over 300,000 VIX contracts in our complex. What those users really reflect we are primed for the environment that Ed is talking about when the curve started to shift, so having those user base is there, those users create the 300,000 day trade in the complex. So can't drill the formula from the number of users, anyone user can be a dramatic user of VIX and we've seen some accounts have exceptional volume in the VIX complex. So it's hard to draw any formulas from new users to total volume.
Brian Bedell:
Great, that makes sense. What was the user base before the conversion?
Debbie Koopman:
There is a chart.
Chris Concannon:
Yes, we have a chart in that.
John Deters:
Yes, we're up about, this is John, we're up about 11% quarter-on-quarter, and you should be mindful what this chart is saying. Prior to that, we had a growth rate of 25% over a two-year period. So it's really just a tremendous up tick we've had since the re-platforming.
Brian Bedell:
Yes, okay, great. Thank you so much.
Operator:
Thank you. And the next question comes from Ben Herbert with Citigroup.
Ben Herbert:
Hey, good morning. Thanks for taking my questions. Just maybe -- I know four days in here, but SPX's migration to hybrid platform and just maybe how or if you're seeing anything yet -- on the plant strategy while just how that customer mix might be shifting or how we could look forward to shift? Thank you.
Chris Concannon:
Sure. Great question and as you mentioned it's just been a week but it's been a very successful week, just some stats on the migration to the hybrid system. Spreads in SPX and again this is one week of data but spreads in SPX have tightened by 50%. That's an impressive stat. Display size has increased by approximately 90%. So that allows the external all automated electronic execution in the SPX to see a greater size that is available on the screen. The electronic versus open continues to maintain about the same level pre-migration but we would expect there to be some time before that starts to shift upwards towards the electronic side. Most importantly what we have seen and we structured this very carefully to make sure that the spread was going to narrow but not impact the open outcry liquidity, so we continue to see large trades being satisfied in the open outcry pit to stop solve for very complex positions and again it's critical that they are able to get those trades off in what is already a narrow SPX spread. So, very successful migration it's only been a week as you mentioned but the stats are pretty impressive for we.
Ed Tilly:
I think yesterday, Chris has a really good view into unusually wild day in the market as far as a move from open to close and being able to satisfy a roughly $1.6 million contracts and four day platform from a market makes perspective, so good view into busy day, yesterday.
Ben Herbert:
Great, thank you.
Operator:
Thank you and the next question comes from Alex Blostein with Goldman Sachs.
Unidentified Analyst:
Hi this is [indiscernible] filling in for Alex. Can you talk about the recent news around the FCC block in the market data see increase and what sort of conversations are you having with the regulators and the next course of action from you?
Ed Tilly:
Sure. Just to be clear, the FCCs focus was on the consolidated step fee change that was filed earlier in the year. So it's all of the S rows [ph] that participate in the SIP, and that filing was -- if filing needs to be re-filed with clarity around rationale for the pricing. So it doesn't mean that pricing can't be changed; it just means the filing has to be enhanced that is made before the FCC. So it's still early in the process and the exchanges are working with the FCC on the SIP finally. Hopefully that answers your question.
Unidentified Analyst:
Thank you.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi, good morning. Thanks for taking my question. I guess just a follow-up question just around the customer letter they sent out regarding the VIX settlement process. I think in that letter you addressed some of the concerns that were asked earlier in the call just around the potential manipulation of the settlement process. Just given that you self would need to issue this letter to your customer, is it fair to think that the letter was in response to more inbound inquiries from your customers in this topic or was this more of a proactive move. And I'm just really trying to understand the level of concern from your customer base regarding what has been in the media more recently. Thank you.
Ed Tilly:
Yes, I think Chris can speak to the direct feedback from the customers and whether or not they see a concern from the media. My comments and views from the customer are that we're trading day in and day out because this is the vehicle we used to hedge vol exposure. And we do it 24-hours a day. That's the first inbound I received. As far as communicating with our customers that is, from our perspective, proactive. That we want to tell our story every chance we get. We've done that with all of you when we think there's something to tell you that doesn't fit a normal cycle. So proactive communication and transparency is really what we've always been about. So I would expect you should see us doing that at any occasion when we think there's something to be told. As for Chris, the feedback you're getting on the liquidity and trading in and around that settlement, I think you should share your views as well.
Chris Concannon:
Yes, one of the -- obviously quickly issued the letter proactively because we wanted complete transparency around what our visual into that event was. And we wanted to share that with our trading community. More importantly the inbound has been from many clients, how do I trade with that imbalance. They see that as a trading opportunity, and the inbound has been consistently from both market markers and end users are very interested in trading with those imbalances that they actually miss that morning, so very positive from the trading community. Remember, not all of our end-user clients trade in to the settlement. Many of our clients are rolling their contracts into the following month. So they don't experience the settlement, they are rolling their positions on a regular basis. But, look, we wanted to be clear that we were disappointed with the 18th, and we saw it as a liquidity challenge and nothing more. And we're out now trying to enhance that liquidity as I spelled out earlier in the call.
Ed Tilly:
Kyle, I think you should expect us also as the press is trying to understand this, this isn't easy stuff. So the misperceptions on how these processes work, we're going to be helping all along. And we think that's part of our responsibility is to continue to educate. And if we can do that with the press we're going to do it. So expect us to be engaged and trying to straighten out those misperceptions regardless of the event, the day, or the market environment, that's just what we do.
Kyle Voigt:
Thank you
Operator:
Thank you. And the next question comes from Chris Harris with Wells Fargo.
Chris Harris:
Great. Hey, guys. Appreciate all the comments around the growth in the user base. Just wondering if you could expand on that a little bit more, trying to determine if you can exactly who the new users are, if these are mostly traders or if you're seeing new users coming in that are more of the hedger variety? And then if there's any way you can maybe potentially help us out with -- we're trying to figure out how much incremental volume could these new users really bring to Cboe. I mean, are these users that really trade a lot potentially or maybe not so much?
Ed Tilly:
Debbie, can I give that forward-looking. Chris is going to take this one, I have attorneys around me.
Chris Concannon:
Right. So, look, I said it earlier, when you do these migrations it's critical to look at the users that come back after the migration. And obviously we had the events of February 5th before the migration, so we were able to see the users that came back after February 5th along with coming back after the migration. Both are market-maker participation and our client participation was up post migration. So those are all phenomenal statistics when you're analyzing the success of the migration. With regard to the activity levels, remember the VIX contract is a sizable contract. It's not really a retail contract today. So when we look at those users' accounts they're largely sophisticated users that are in those accounts. We haven't tracked each account down to the level of activity and how that shifts the future volume of VIX. But I do think I was excited about yesterday's 300,000 contracts because it gives us -- we have successfully migrated a base of users that can deliver a day of over 300,000 contracts, despite very small open interests. So again, the open interest -- the correlation between open interest and volume yield of VIX, there's not a lot of correlation there when you have over 300,000 contract day like yesterday.
Ed Tilly:
I would say though, in the past, we have said looking into the migration that we did not fit a global standard from a futures traders' perspective, so there were pros that weren't going to write to our old platform. We did point out that big, big trades, the most meaningful ones were really customers of ours, but there was the next layer and the layer below those that just did not find our convention -- our quoting methods meeting their global expectation. So we knew there was a queue that should be coming as far as new users. But again the big players we've had here.
Operator:
Thank you. And the next question comes from Chris Allen with Rosenblatt.
Chris Allen:
Good morning, guys. Appreciate all the additional color you gave us in the settlement in VIX in general. I just wanted to follow-up a little bit on the market data. One, I think -- I'm not sure if I missed it, can you give us the magnitude of the audit -- fee audit charges this quarter that helped you? And two, maybe just a little bit more color on the SEC issue. Sounds like you're going to be refilling with more rationale on the pricing increases. Does this signal kind of a change in the SEC to the other approaching market data longer-term, this is kind of implied in the Virtue [ph] call this morning, so any thoughts in terms of how you believe the SEC is viewing market data moving forward would be helpful.
Ed Tilly:
Sure. On the SEC front, probably not much change from my perspective. Over the last couple of years the SEC has been very diligent around any market data filing. Certainly we've spent a lot of time on our -- on what was originally batch one and it is now Cboe 1 working through that original filing and adding a lot more detail in the filing than traditionally in the past. So this is probably the last couple of years we've seen a great deal of focus on all market data filings, both the proprietary exchange-level market data filings, as well as SIP-related filings. With regard to the SIP pricing, the goal of that pricing was to be revenue neutral. When you declare something revenue neutral you obviously have to spend a lot of time explaining how it is actually revenue neutral. So I think a lot of the requirements that the SEC are putting on market data filings have been going on for a couple of years. And I don't see this as any different really to enhance the description of the filing, and really talk about what the impact of those pricing changes would be.
Brian Schell:
And then, Chris, Brian. Of the 3.7, the increase we saw in that, so it's year-over-year, probably 85% or a little over $3 million is actually attributable to the audit recoveries.
Chris Allen:
Thanks a lot, guys.
Operator:
Thank you. And as there are no more questions at the present time, I would like to return the call to management for any closing comments.
Debbie Koopman:
Thank you. That completes our call this morning. We appreciate your time and interest. And we'll be around if anybody has any follow-ups.
Operator:
Thank you. That does conclude the conference call and the presentation. Thank you very much for attending. And you may now disconnect your lines.
Executives:
Ed Tilly - Chairman and CEO Brian Schell - EVP, Treasurer and CFO Chris Concannon - President and COO John Deters - Chief Strategy Officer Debbie Koopman - VP, IR
Analysts:
Richard Repetto - Sandler O'Neill Sameer Murukutla - Bank of America Merrill Lynch Ken Worthington - JPMorgan Alex Kramm - UBS Alex Blostein – Goldman Sachs Brian Bedell - Deutsche Bank Ben Herbert - Citi Chris Harris - Wells Fargo Chris Allen - Rosenblatt Securities Kyle Voigt - KBW
Operator:
Good morning and welcome to the Cboe 2017 Fourth Quarter Financial Results Conference Call. [Operator Instructions]. Please note, this event is being recorded. I'd now would like to turn over the call over to Debbie Koopman. Ms. Koopman, please go ahead.
Debbie Koopman:
Good morning and thank you for joining us for our fourth quarter earnings conference call. On the call today, Ed Tilly, our Chairman and CEO, will discuss the quarter and provide an update on our strategic initiatives. Then, Brian Schell, our Executive Vice President and CFO, will provide an overview of our fourth quarter 2017 financial results and guidance for certain financial metrics for 2018. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our President and COO, Chris Concannon and our Chief Strategy Officer, John Deters. In addition, I'd like to point out that this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our web site. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold, and while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, after this conference call. During the course of the call this morning, we will be referring to non-GAAP measures as defined and reconciled in our earnings materials. We will also refer to non-GAAP adjusted combined results, which are also reconciled in our earnings materials. As you know, we completed our acquisition of Bats Global Markets on February 28, 2017. The combined results present information regarding the combined operations, as if the Bats acquisition had closed at the beginning of 2016, in order to provide a supplemental discussion of our results and review of our business. Now, I'd like to turn the call over to Ed Tilly.
Ed Tilly:
Thank you, Debbie, and good morning. I know many of you joined us for our call on Wednesday, thank you, and thank you again for joining us today. I am pleased to report on a strong fourth quarter 2017 at Cboe Global Markets. As we approach the one year anniversary of our acquisition of Bats Global Markets, I am gratified to report, that we accomplished what we set out to do within the first year. Chiefly, to integrate two great teams, while continuing to serve our customers with superior products and services, and to grow our respective business lines. A strong fourth quarter capped off a year of tremendous growth, including an increase in total options average daily volume of 11% on a combined company basis, outpacing the 4% gain made by the industry overall. New record trading volume in VIX options and futures, with each increasing 23% over the previous year. An all time high in SPX Weekly's trading, which drove another record year in SPX trading. An 82% increase in ETP listings, bringing our total number to 250 at year's end, with a market share of 12%. Record trading in our Large in Scale platform, now one of the largest block trading facilities in Europe. Record Cboe FX market share and average daily notional volume, fueled by increased use of our London Matching Engine. Our ability to deliver superior results across key business lines in 2017, while making great strides in our integration with Bats, positions us to more fully leverage our increased global reach and expanded product line. Our mission to power potential, to stay ahead of an evolving marketplace is fueled by our commitment to relentless product innovation, leading edge technology and seamless trading solutions. I will take a minute here to look at our recent progress in those three key areas. Our commitment to drive growth through product innovation, was evidenced by our December 10th launch of Cboe Bitcoin Futures, XBT. The world's first exchange listed regulated bitcoin futures product. We are encouraged by the early trading in XBT futures, which continues to steadily build in an efficient, transparent and orderly marketplace. At the time of our first XBT settlement auction on January 17, over 124,000 contracts had traded, representing a notional value of over $1.5 billion. Moreover, the successful settlement process worked exactly as designed. The migration of the Cboe exchanges on to Bats proprietary technology is central to our commitment to providing customers with superior trading technology. We expect the migration to maximize our value proposition and to power our company's ongoing growth. Working closely with our customers is key. We held our fourth conference call with customers in December, and their feedback remains positive. The migration of the Cboe Futures Exchange to Bats technology remains on track for February 25, 2018. We are simultaneously preparing for the migration of C2 options exchange planned for May 14, 2018. I am pleased to add that we successfully launched our new index platform on January 22nd. The new platform serves as the foundation for our growing index business, and enables us to better calculate and disseminate data for new and existing indices. We are committed to enhancing the customer's trading experience, through regulatory advocacy, new technologies, and education. We continue to work on behalf of our customers, by vigorously advocating for the SEC's approval of the Cboe Market Close auction, a closing match process for non-Cboe securities. We created CMC as a competitive alternative, and were encouraged by the approval of our proposal by the SEC staff on January 17th. The subsequent appeals by competitors will delay the benefits we believe CMC can deliver to investors in U.S. equity markets, but we continue to work proactively with the SEC on a favorable resolution. We made inroads recently on behalf of our customers, by seeking and receiving permission from Japan and Hong Kong regulators, to add Cboe Global Markets U.S. Equities to the respective lists of approved exchanges. These designations are expected to increase global access to our growing ETF listing business. We viewed our preparations for MiFID II as an opportunity to help customers navigate the changing regulatory environment in Europe, with value added products and services. We have already seen an uptick in volume in our new product offerings, that while still a small piece of our overall European business is encouraging, given these are very early days. It is a credit to our entire team, that were able to deliver superior results throughout the year, while also successfully combining two strong companies into even one greater company. As a result, we are well positioned to continue to execute on our growth initiatives, including growing our proprietary products, expanding our global reach across asset classes, migrating our exchanges to Bats technology, and achieving our acquisition synergy targets. With that, I will now turn it over to Brian.
Brian Schell:
Thanks Ed and good morning to everyone. Before I begin, I want to remind everyone, that unless specifically noted, my comments relate to fourth quarter 2017, as compared to the prior year period and are based on our non-GAAP adjusted combined results, including Bats. On that basis, our fourth quarter results follow the same general theme you have heard from us throughout 2017, with solid financial results, primarily driven by the continued strength of our proprietary indexed products, against the backdrop of low market volatility, growth in non-transaction revenue, expense discipline coupled with the overachievement of expense synergies, and all of that leading to margin expansion and earnings growth. Summarizing our combined results for fourth quarter 2017 versus 2016, we continue to grow net revenue, posting a 7% increase in combined net revenue, with increases across each business segment. Our options and futures segment contributed the largest revenue gains, which drove organic growth of 8% for the quarter and 9% for the full year. We had operating expenses relatively flat for the quarter, which combined with our revenue growth, resulted in a 260 basis point improvement in our adjusted operating margin, a 90 basis point lift in our adjusted EBITDA margin. Adjusted diluted earnings per share of $0.87, up 12% and lastly, given the tax reform legislation path in December, we revalued our deferred tax liability, and recorded a onetime tax benefit of approximately $192 million or $1.70 per diluted share in the fourth quarter, which is included in our non-GAAP adjustments. More to come later on the impact of tax reforms. The press release we issued this morning in our slide deck, provide the key operating metrics on volume and revenue capture for each of our segments, as well as an overview of our key revenue variances. At this point, I'd like to highlight some of the key drivers influencing our performance in each segment. In our Options segment, the 3% increase in net revenue was driven by higher net transaction fees, offset somewhat by lower regulatory fees, and an increase in royalty payments. The increase in royalties was due to higher volume in our licensed index products, as well as a mix shift between index products traded. Decline in regulatory fees primarily reflects lower regulatory costs. However this month, we lowered our options regulatory fee and expect 2018's regulatory revenue to be about 12% to 13% below 2017's full year net regulatory revenue of $32 million. However, given that revenues from regulatory fees must be used for regulatory costs, this should have no impact on our bottom line in 2018. As Ed noted, we remain focused on growing our proprietary products, as we did in 2017, with the delivery of record volume in both SPX and VIX options. In 2018, we plan to continue to focus our efforts on growing our proprietary index products, with ongoing education, business development and various incentive programs, such as those aimed at large, over-the-counter trades and retail volumes. While the incentive programs, may put some pressure on RPC, we expect the overall impact to be net positive. Turning to futures; we had another record year with growth in both contract volume and RPC. With the latter reflecting a modification to our day trade feed program, which had a favorable impact on RPC for the fourth quarter, and the entire year. For 2018, we continue to be optimistic about a successful technology migration later this month, which we believe will have a positive impact on trading, as we provide CFE market participants with enhanced trading tools and a better trading experience. Turning to U.S. equities, net revenue was up slightly, driven by growth in non-transaction revenue, partially offset by lower net transaction fees. The continued low volatility levels in 4Q 2017 produced lower overall equity volumes and a higher percentage of volume traded off exchange. As this slide shows, our SIP market data revenue was flat year-over-year for the quarter and full year, Proprietary Market data accounting for nearly all of the market data revenue gain. Our Proprietary Market data revenue saw a growth of 39% in the quarter and 24% for the year, with approximately a fourth of each coming from new customers or additional sales to existing customers, and the remainder from pricing changes. While we expect continued growth in proprietary market data in 2018, we also expect to see additional downward pressure on SIP revenue, due to industry consolidation and potential of continued off exchange trading. Net revenue for European equities increased 17% on a U.S. dollar basis, reflecting growth in net transaction fees and non-transaction revenue, as well as benefitting from the strength of the pound sterling versus the dollar. On a local currency basis, net revenue increased 10%. As Ed noted, our focus for European equities has been to be ready, day one, with a full suite of products and services that addresses the new requirements of MiFID II. We look forward to building on the early success we are experiencing under this new regulatory regime. Net revenue for global FX showed steady progress this year, and the fourth quarter marked a high point for the year in both market share and average daily notional volume traded on the Cboe FX platform. Much of the growth was driven by the increased volumes on our London Matching Engine and better overall fill rates. We plan to focus our efforts on continuing to grow the core spot FX offering, while also diversifying our revenues with new products, and expanding our market data offering. Turning to expenses; total adjusted operating expenses of $105 million for the quarter were relatively flat compared with the prior year, and in line with our guidance. Looking at the key expense variances, the increase in compensation and benefits reflects higher incentive based compensation, aligned with our financial and operational performance. The decline in professional fees and outside services, primarily reflects the realization of synergies. For the fourth quarter and full year 2017, we realized $7.5 million and $24.6 million in pre-tax expense synergies respectively, primarily from compensation and benefits and professional fees and outside services. We ended 2017 with approximately $33 million in GAAP run rate synergies. For 2018, we are forecasting incremental run-rate expense synergies of $17 million or a total of $50 million. Most of the expense synergy relative to 2017 is expected to come from IT related expenses. And while the projected 2018 run rate is equivalent to the run rate we originally expected for 2019, reflecting an earlier realization of expense savings than planned, it is still too early to revise our long term synergy forecast. Keep in mind, the projected run rate expense synergies for our technology migration are heavily weighted toward our largest and most complex exchange, C1. As stated on previous calls, we plan to provide further guidance on a target date for the C1 technology migration, after we complete the CFE technology migration. And once we complete the technology migration of C2 in May, we expect to be in a better position to make any revisions to our long term expense synergy run rate forecast. Looking at our expense guidance for the full year 2018, we expect adjusted operating expenses to be in the range of $420 million to $428 million, reflecting our expectations for expenses to be up 1% to 3% versus 2017. Note, that this guidance includes approximately $8 million or 2% of 2017 adjusted operating expenses for incremental expenses primarily associated with the recent Silexx acquisition, the increased strength of the pound sterling, and [indiscernible] related expenses, that we have an offsetting benefit in our net revenues. Turning to depreciation and amortization expense; which is included in our total expense guidance, is expected to be $53 million to $58 million, which excludes amortization of acquired intangible assets, of about $157 million, and will be excluded from our non-GAAP results. Lastly, capital spending in 2018 is expected to range from $50 million to $55 million, which includes our investment to migrate the Cboe Futures and Options exchanges on to proprietary Bats technology, as well as the ongoing investment in technology and software to support Cboe's current trading platform. Now let's spend some time on income taxes; like most U.S. companies, our current and future results are impacted by the recently enacted U.S. corporate tax reform. Consequently, our fourth quarter results included a one-time benefit of $192 million, through a remeasurement of our deferred tax positions. However, our effective tax rate on adjusted earnings for the fourth quarter was approximately 37%, again within the guidance range we provided on our last call. Looking further at the impact of tax reform on 2018, and given the predominance of our U.S. earnings contribution, we expect to see a significant reduction in our overall corporate tax rate, driven primarily by the reduction in Cboe statutory corporate tax rate from 35% to 21%. However the new tax law both repeals a number of deductions relevant to Cboe, most notably, the domestic production activities deduction, also referred to as Section 199, and the deductibility of certain other expenses and introducing incremental taxes on foreign earnings. We expect the effective tax rate on adjusted earnings to be in a range of 26.5% to 28.5%. This tax rate guidance reflects the net impact of the corporate tax reform and a full year of the Illinois State tax increase, enacted in July of 2017, resulting in an expected total net reduction in our effective tax rate in the range of 8 to 10 percentage points. Turning to capital allocation; we remain focused on allocating capital in the most efficient manner to create long term shareholder value. While reduction in the corporate tax rate is expected to increase our earnings and provide additional cash, our capital allocation priorities have not changed. We plan to continue to invest in the growth of our business, return capital through dividends, with a goal of steady annual increases, pay down our debt and evaluate share repurchases. Our quarterly results once again generated strong cash flows, which enabled us to reduce our debt by additional $75 million, and pay out dividends of nearly $31 million, while still ending the year with adjusted cash and investments of $120 million and a leverage ratio of 1.8 times. To summarize, during the fourth quarter, we built on a strong momentum we experienced throughout 2017, and continued to demonstrate our focus on and strength of our proprietary index products, resulting in strong organic growth. Diversifying and stabilizing our revenue streams, with a growing base of non-transaction revenue, disciplined expense management, leveraging the scale of our business model, producing higher profitability margins, and integration plan on track, with improved expense synergy realization, and ongoing focus on capital allocation by reducing debt, while continuing to return capital to shareholders through quarterly dividends. With that, I will turn the call back over to Ed.
Ed Tilly:
Thank you, Brian. Before opening up for Q&A, I'd like to take a moment to provide follow-up on the two areas of most interest to you on our call at Wednesday. The percentage of VIX futures tied to ETP trading, both long and short, and who is trading VIX futures. This first slide shows average AUM on a quarterly basis, for the top, long and short VIX linked ETPs, which represent roughly 90% of VIX ETP assets, as relatively flat between Q4 2015 and January of 2018. During the same period, overall VIX futures ADV increased by 82%. So while ETP assets continue to be important, the growth in VIX futures trading is no longer reliant on ETP activity. This next slide demonstrates how our efforts to educate and grow our user base, have increased the number of unique user accounts, associated with trading in CFE, from 4,495 in Q4 2015 to 5,706 in Q4 2017, representing an increase of 27%. Unique accounts encompassed a broad range of market participants, including asset managers, dealers, market makers, proprietary traders and brokerage execution professionals. During this period, growth from overseas users, interested in accessing our global trading hour session, has been particularly strong with these user accounts, up 57%. As we mentioned Wednesday, the activity we see from issuers of XIV and SPXC is less than 5% of all VIX futures trading, representing average daily volume of about 12,000 contracts. It's important to note, that non-institutional holders of these ETPs in the last reported period, represented approximately just 21% of total holdings, with the remainder consisting of sophisticated institutional users, who employ inverse VIX ETPs, as part of a diverse mix of trading and investing strategies. I thank you again for your time, both today and Wednesday. We continue to make volatility trading a primary educational focus. The growth in VIX futures and options trading is a result of the utility of these products under virtually any market condition. We see every change in market conditions as an opportunity to redouble our educational efforts. With that, I will turn it over to Debbie, for instructions on the Q&A portion of the call.
Debbie Koopman:
Thanks Ed. At this point, we would be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue, and if time permits, we will take a second question. Operator?
Operator:
[Operator Instructions]. And the first question comes from Richard Repetto with Sandler O'Neill.
Richard Repetto:
Yeah. Good morning Ed, Brian and Chris. I guess my question -- and I will try to stay broad, because I only got one question. Thank you for the call on Wednesday and the follow-up Ed, with the slides here this morning on the ETPs. I guess the broad question is, the stock has been down, significantly in February, and if you look at the overall growth of the Cboe complex, what do you think people are missing? You think they are overwaiting -- certainly, there has been concern from the inverse ETF debacle, but what do you think investors are -- what one thing would you highlight or a few things you would highlight, that you think are either more important, or maybe this inverse ETF thing is not of concern to you?
Ed Tilly:
Well Rich, that is a terrific question. VIX has been incredibly difficult to understand and therefore to model. The growth rate, the adoption rate, the evolving utility and application make it so. And as a result - and so too is Cboe. So we enjoy, as you know, incredible growth and profit tremendously when the world markets go sideways, and we enjoy in the industry, envious position in growth, when the world markets are calm. So those that continue to view our proprietary products like stocks, the attempt to fit them into equity buckets, will at times and have in the past, kind of missed the growth potential, and as a result, missed the Cboe story. So we had one key -- from my perspective, missing piece on the story that we have been telling you throughout the years from our IPO and leading into 2016, and that was, how do you supplement this unique product mix with world class technology platforms. So we remedy that, with the vast acquisition that we are coming up on our one year anniversary. So if you look at the combination now of the most widely followed volatility benchmark in the world, dollar denominated U.S. benchmarks, there is just an opportunity to express any view of the U.S. market, European and U.S. equities, and a growing FX platform. The combination, coupled now with Bats technology, is an absolutely incredible story. But this market, as it has in the past; we have seen corrections in the past, we have talked about it. Quarterly calls have reflected on them. The incredible record setting volumes that we have had over the past week or two. We have seen those in the past. These are teaching opportunities. We get to go back to the street. We have people near conversion. You all know the leadtime for a conversion into trading is long. These are those events in the market, that make this story that we have been telling in call markets resonate. That turns into volume over the years. It may not be tomorrow, but that is the story we are able to tell, is unique to Cboe. So sorry for the little rant there, Rich. But I certainly appreciate the question, because, we do scratch our heads here when we look at the utility and what we have built here and how we have set the marketplace and continue to educate the marketplace to take advantage of these moves. Chris, something to add?
Chris Concannon:
Yeah Ed. Rich, I will just add that, as a fairly new player to the VIX complex and the SPX complex, what I have seen over the last year, is an educational effort around how to protect your portfolio from an event like Monday, and that is the primary tool that is being used, whether it's an SPX package or it's a VIX package, that the large institutional players are using. This is then -- is one of the most successful selling items for us and for our complex, because of the protection, if you were along VIX or if you were using SPX to protect your portfolio, these events are wonderful events for us and our selling efforts to add our products into people's portfolios. So I look at -- look, I am concerned about the damage caused in two funds, but when I look at the institutional holdings of those funds, these are professionals that know what they are doing, and certainly benefitted from being short in 2017, in those funds. But when you look at what we have been selling and how we have been selling it, portfolio protection is at an all time high right now, in terms of need and exposure. So that's the story that I think is missed in this. The other story is, on markets, the U.S. equity markets, the U.S. options markets and the U.S. futures markets, performed exactly as designed, and under tremendous stress, not only on Monday, but again yesterday, and unfortunately, the media doesn't print stories that we all worked exceptionally well. They only print stories when something breaks.
John Deters:
Rich, this is John. Further to Chris' point about really institutional players being largely in these strategies. The short VIX strategy is not going away, we have told you that. We showed you how our exposure, our direct exposure is limited. But I think it's important to point out, that already in the days since the rapid increase in VIX, we have seen AUM in the open SPXC short ETF increase from under $100 million in assets to almost $700 million -- $670 million as of yesterday. So people are rotating back into that strategy. We saw this at the end of 2015 and 2016, where the short VIX strategy increased from its low by 400% within the following year, and we are seeing it again now. What happened, is a couple issuers made a self-interested decision to redeem their notes. But what did not happen, is that people did not flee the short VIX strategy.
Richard Repetto:
Great. Thanks guys for the color and the feedback.
Ed Tilly:
You could tell we love the business Rich. Sorry for all that bashing right out of the gate.
Richard Repetto:
I get it. Thank you.
Operator:
Thank you. And the next question comes from Michael Carrier of Bank of America Merrill Lynch.
Sameer Murukutla:
Hey, good morning guys. This Sameer Murukutla on for Mike Carrier. Just a few questions wrapped in one on capital management for Brian. Given the new lower tax rate, I guess, you know the somewhat decent leverage; can you give us more details on how you are going to valuate share repurchases going forward? And I guess Brian, has your view on leverage changed since Alan has retired, and can you give us an update on what your minimum cash needs are?
Ed Tilly:
Who's Alan?
Brian Schell:
Alan, if you are listening, that was Ed. So let's talk about share repurchases, I think just to make sure I got this. The share repurchase opportunity leverage and then the minimum cash balance. So if we address the share repurchase -- so, as we previously indicated, we have approximately $100 million of capacity left under our current authorization. And capital allocation is a topic we regularly discuss with our board, and the $400 million of debt reduction in 2017, really put us in a great position to continue to evaluate all of our capital allocation alternatives in 2018, including share repurchases, which is, I think more directly, your question there. And as such, with strong cash flows from 2017, our current year-to-date volumes and the incremental cash expected from the lower tax rate. Again, your capacity to deploy capital towards debt reduction, which continues to be a focus and share repurchases or incremental dividends. So like I said, it's all there on the table. As I mentioned, 2017 just put us in a great environment to evaluate it, open up all the options, and looking as a roll-in to kind of the next question about the leverage, we never -- we don't have at targeted leverage ratio, and -- but our objective was always to achieve that long term balance sheet flexibility. And so that's what -- we have always been working towards for that capital allocation of what you saw was due during 2017. And for as far as the minimum cash number, there is kind of a minimum cash, that I would say, from an operating standpoint, on the balance sheet, we tried to target, call it roughly about $80 million to $100 million at the end of the quarter, or kind of throughout the period, as we had looked for various working capital needs or any type that might happen for kind of inflows and outflows. So that's kind of a range that we kind of ballpark, as far as any incremental needs we might have during the quarter.
Sameer Murukutla:
Perfect. Thanks for answering all those questions.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Ken Worthington:
Hi, good morning. Thanks for taking my question. You and CME both have tax rates in the 36% to 37% range in 2017. Your guidance is 26.5% to 28.5%, CME's falls to 24%. Can you speculate maybe on the more modest tax benefit here? What I am trying to figure out is just maybe, how conservative you are being in your assumptions? And I think you mentioned in the prepared remarks, incremental taxes on foreign earnings, can you maybe flush this out to me, because that's -- your foreign business is still pretty small from an earnings perspective. Thanks.
Brian Schell:
Sure. So a couple of things; and so I don't have the detailed reconciliation from a -- we had talked about earlier. John and I talk regularly, but that's not something that we have compared tax rates on all of those items. So I can only speak more specifically to the Cboe tax rate, and as you look at kind of the corporate tax reduction of that 14% and I appreciate the 8% to 10% being more modest, I will take it every quarter, that's pretty awesome, as far as the impact on cash flows. But as I break it down at a high level, the 8% to 10% reduction, we would say that -- if we talk about the 2% to 3% bucketed towards the state impact, from both Illinois, as well as the losses from the federal benefit, you lose that, because your state rate actually goes up a little bit of how much you can actually deduct, and then section 199. And whether that was a bigger or smaller benefit to us versus anyone else, obviously, I don't know. So that's one area of potential speculation is, is how that lays out, because as you know, this is a very complex area, and it's very unique to jurisdictions and where they are reporting the income. The other -- I would put it in other bucket of a bunch of miscellaneous items, which again, will be very-very unique to each institution and each company, whether it be $162 million and whether those expenses were relative to a larger or smaller expense base or earnings base, could have a different impact. The foreign tax that I mentioned is, it could be both a mix shift, because of the different rates now. You have the new tax that was introduced, on kind of the high -- basically kind of high yield on the assets. And so that does have an impact, and I would say, that kind of makes up the remaining change of the overall tax rate impact, that gets us down to that 8 to 10 percentage points reduction.
Ken Worthington:
Okay. Thank you very much.
Operator:
Thank you. And the next question comes from Alex Kramm with UBS.
Alex Kramm:
Hey good morning everyone. I kind of wanted to just come back to the first two questions that were asked, and kind of combine them for Ed, meaning -- you know, I guess, you guys couldn't be more optimistic that this is a non-event. But obviously, as Rich pointed out, the stock has come off, so it's off 20% or so from the high. So I hear Brian's comments on capital allocation, but like, when it comes to senior management, how opportunistic do you think you should be right now, in terms of buying back the stock, and maybe push some delevering out a little bit, considering your confidence level here?
Ed Tilly:
I think it's a good question, and maybe a little bit more specific to what Brian said. Our goal and what we shared with you last year, was delevering. That was the number one goal of the board and it was on the advice of the senior management team. What Brian is saying, is we believe the balance sheet is at a very nice place for us. And as far as flexibility, we are free, we think to look at the world differently than we would have been a year ago at the closing of this deal. We are in the middle of an integration and the platform migration. So that's kind of the timing of how we see deals going forward. This is the one we continue to be focused on. You are asking, and the question is exactly what the board is going to ask senior management next week is, is this the right time to get back into -- and opportunistically repurchase our shares. We are telling you, that our recommendation to the board is, we like the flexibility of the balance sheet, and we should be entertaining all methods and modes to return cash back to our shareholders, whether it's the continuation of deleveraging and adding share repurchases, and considering a change in the regular dividend. So everything on the table, but your timing, and painfully pointing out Alex, I appreciate that, what the stock has done over the past three days, is we will make this even more of a focus next week, I can assure you.
Alex Kramm:
All right. Thank you for your personal comment.
Operator:
Thank you. And the next question comes from Alex Blostein with Goldman Sachs.
Alex Blostein:
Hey guys. Good morning. Thanks for taking the question. I wanted to go back to slide 26, and I appreciate all the difficulty gathering this information, obviously on a short period of time, so thank you for that. When you guys talk about unique users, what's the makeup of that growth in customer types that you highlight on the page, the 27% growth. And I guess, any sense you guys can give us, what percentage of this new user growth has been by participants deploying a short volatility strategy. Other than the market makers, I guess, because that would [indiscernible]?
John Deters:
Yeah Alex, this is John. So I think he perspective we can give -- I'd start with saying that the user growth has been -- apart from the outsized growth we have seen in participants in our global trading hours, otherwise I think the user base has been pretty well distributed across those categories, the market participants that Ed described in his comments. So it's very broad based. I think and this is somewhat of a guess, but I think that the percentage of those new users employing short strategies, would be just about consistent with what the short strategy employment has been in the past. And you can see this in the ebb and flow, it's just one indicator. But you see this in the ebb and flow of assets and the two strategies, long and short. The application of the two strategies changes with market environment, and so, most of these new users are institutional representatives, and they will appreciate that fact. Let me give you just a little more color on the changing composition of our market participants, particularly in the VIX futures complex. So from that same period, Q4 2015 to Q4 2017, we have seen -- if you look at the kind of ADV by origin, we split the origin into three broad buckets, customer, firm and market maker, and I am happy to explain, some of the color on what each of those mean. Firm being classic sell side, customer being sort of classic non-member buy side, and market maker being more member buy side, so think real market makers in the market, proprietary trading firms and that type. We have seen a growth of about 67% in customers, so classic buy side, really growing strongly. And then, we see growth that's similar, about 60%, a little bit less in market makers. And then firms have been fairly stable, if there is the representation from firms is just a smaller cohort of market participants. So what this all means, is that new customers, new real end users, buy side users, are coming into the VIX market. That generates activity from the market maker community, in the ratio of about three to one, so every new contract that comes in from a customer, spins out three new contracts from market makers approximately, and that's the kind of benefit of having more participants doing more business in the VIX futures market.
Ed Tilly:
Let me just add Alex, because it's kind of lost when look at markets like this. But all of this growth is before the migration to Bats tech. So the excitement around that globally and domestically about the enhancements and the upgrade in the performance that's expected, and the order types and order handling, we can't be more excited to introduce all of these users to new tech, and then being able to go out and appeal to those that have been waiting for our technology migration. So we think the timing, moving into the February 25th date, really couldn't be better. So with all of the eyes around the world on our VIX futures contract, and looking forward to a migration, we think the timing is great.
Alex Blostein:
Got it. Great. Thanks guys.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great. Thanks for [indiscernible]. Good morning folks. Maybe just to come back, I mean I guess it's sort of a number one question. And totally appreciate everything you have been saying about the shortfall, especially on Wednesday's call. But maybe if you -- for say, slide 27, any sense of what those numbers would be pro forma for the entire VIX ETP usage, and then if you were to expand that to, what you think the portion is to short vol strategy, even if we think that that's going to continue, we just -- if you go out, people just want to try to get a sense of sort of your exposure there. And then if I can just sneak one more in, Chris, if you can talk about hotspot, FX and then the volumes there increasing pretty dramatically this year, and maybe if you could talk about what's driving that for you guys?
Chris Concannon:
Sure. It's Chris, I will start with hotspot, and then we can talk about the VIX complex. The hotspot has been growing, it has been a very exciting 2017. The FX business is up 13% in revenue, in a market, that was by most measures, down the overall FX spot market, by some measures is flat to down. So we are growing in our market share, as well as in our overall notional volumes. Really, what we spent the last year working on, and it was really under Bryan Harkins efforts was, looking inside our liquidity pool and really mastering -- matching the right liquidity with the right takers, and the FX market is a lot more complicated than a straight equity market. So we have deployed a great deal of data analysis, execution quality measures, pushing them out to our clients, and the clients are really reacting to them. Only the market makers having better experience, but really the takers are finding the right liquidity in the right pair. So it's -- I would say it's the service level that we delivered, combined with upgrades in our technology. The FX technology has been upgraded from London to the New York platform, so it's running at much higher speeds with much higher turnover. I would add that the London Matching Engine has been really a driver of growth. We have always planned that the London Matching Engine would be an opportunity for growth and now we are seeing it firsthand. That was the fastest growing match for us, as it should, as we took on the competition in London. Again Reuters is only matching in the London area, so we are really attacking that London FX spot business.
Ed Tilly:
On Cboe FX, Chris.
Chris Concannon:
On Cboe FX.
John Deters:
This is John, I will speak to the first question on slide 27 and drilling down a little bit more. So the first part of the question was, if you could sort of expand from the short ETPs to the direct volume from short and long ETPs. The total direct volume from short and long would be more like 7%. So it's not double the percentage, the 4.4% that we showed you for the short. And in terms of the -- outside of short ETPs, the overall VIX futures volume from short strategies -- for those employing short strategies. Can't give you a precise number there. What we can say is that, there are literally a dozen or more volatility trading strategies that our market participants employ, all the way from calendar spreads and rope [ph] strategies to ARB strategies to long and short of a variety of stripes; short term short, long term short, long term long, short term long. So this is a strategy of many, and outside the ETPs, those who employ the short VIX strategy are true, true professionals. So this gets back to the point we made earlier that, the short VIX strategy is not going away. In particular, for those market participants. We have seen it already in the last couple of days since the volatility spike, and we have an event like we had earlier this week, in terms of the short VIX strategy performance. When the volatility level, when the level of VIX doubles, increases by 100%, once you increase by 100%, and you reset to historic norms, you don't increase by 100% again. So it's really an exceptional event, when the level of VIX increases doubles in a matter of just a handful of days. That's occurred, and now we are at a point where -- and professionals know this, we are at a point where the short VIX strategy tends to work quite well.
Brian Bedell:
Okay. That's great color. Thank you.
Operator:
Thank you. And the next question comes from Ben Herbert with Citi.
Ben Herbert:
Hey, good morning. Thanks for taking the question. Just wanted to shift gears maybe into the OpEx guide, and how you see really kind of run rate organic growth there, versus what you might be spending on, integrating the platforms this year?
Brian Schell:
So if you think about the -- I guess the synergy and how that's built into the overall, kind of that 1% to 3% target. I noted in my remarks about the -- or call it the, the incremental expenses, that we will see, that -- while there are associated revenue line items attached to those items I mentioned, it's not necessarily a true increase to -- or excuse me, a true -- there is an offset, excuse me, on the revenue side. We typically have targeted, as we have historically, that -- I will call it a core growth rate in expenses. We are trying to limit that, call it a 3% to 5% range, and if you look at the impact of the synergies, that are actually realized, not just the run-rate, but they actually realize, because the realized numbers obviously are going to be -- some percentage of actually the run rate element, as you saw, for example, in 2017. I mean, that number, closer to call it, 75%-ish of what the run rate was and what we realized. When you factor that in, we think we are going to still be in that range of that -- call it that 3% to 5% kind of core expense run rate for the business as we roll forward. So we still tried to manage it within that parameters to say, how well are we doing, when we are trying to keep that expense line item in check.
Ben Herbert:
Thank you.
Operator:
Thank you. And the next question comes from Chris Harris with Wells Fargo.
Chris Harris:
Great, thanks. So I think the point you guys made the other night, about long vol strategies coming back as vol normalizes, definitely makes a lot of sense. Just wondering if there is any way you can maybe quantify that for us? How much volume do you guys has been out of the market, over the last few years, due to the extreme low levels of vol?
John Deters:
So Chris, this is John. It's a good question. I think -- because long and short strategies tend to flip back and forth a little bit over time, I think the overall volume exposure that we wanted to, sort of the 7% combined long and short, is probably a fairly consistent number. And almost more consistent in volume terms, than it is in percentage terms. So as we grow our VIX future volume, because of penetration of new customers, overseas penetration etcetera, I am not sure, that percentage will maintain. But the volumes certainly will maintain. And I would point to -- I think, the best evidence we have, the long vol strategy returning, is the assets associated with long volatility ETPs, because that's a very transparent, and it's a daily metric. We hit a record in assets, a couple of days ago, and it's interesting to note, the last time we hit the record, was at the beginning of 2016, during this time, when the short vol strategy was hit hard, that we mentioned before. So it's predictable, when the short vol strategy hits hard, people migrate to the long vol, and we hit records there. So today, we are a little bit off that high that we had a couple of days ago in terms of assets in the long vol strategy, but we are kind of in the ballpark of $3.1 billion for the long strategy today. So clearly, those are -- it's a mathematical equation. There are dollars in the strategy, and the dollars in the strategies result in volume to CFE.
Ed Tilly:
Chris I'd add, we referenced on the call the other day, the strategy that we have not seen wholly in the year and a half, starts in VIX options, and it's actually just the vertical trade, trading the level of VIX. And I probably didn't give a very good example the other day. But if you can imagine VIX at its historic level of 18 and the trade between 17 and 22. That's a really interesting vertical trade from an options traders perspective, it's much more so, when you are at low VIX and the options really let you trade the option change between 10 and 11 or 10 and 12. That gap becomes trading options. Those options, that gamma is [ph] hedged in VIX futures. So we haven't seen that, because we haven't had any sustained level of volatility here. So it's a trade that we have seen in years past. I would expect, that given this environment, we will see that picking up again as well.
John Deters:
And Chris, I'd just add the notion of -- professional traders love to trade velocity. They love to trade products that have volatility. Now we have -- if you look at 2017, with muted volatility, the vol-vol was also muted. In this environment, you have the velocity of the VIX has turned up another notch, and that becomes an attractive trade, in and of itself, regardless of short long, it's the -- the vol-vol is now a very attractive trade among professional users.
Chris Harris:
Thank you.
Operator:
Thank you. And the next question comes from Chris Allen with Rosenblatt.
Chris Allen:
Good morning everyone. I just wanted to ask about non-transactional revenues? You pointed regulatory fees being down next year, some SIP pressure in cash equities? I am wondering where there is growth opportunities potentially offset within market data, access fees and exchange service and other fees?
Brian Schell:
So as we kind of look over that landscape, and then obviously not going to get into a specific projection of the revenues. But we will take a couple of those items there. On market data -- and again, I think it's appropriate, and that's why we split it out, is that, yes we think there will be pressure, obviously in the equities with industry consolidation, and potentially what happens to -- at least for our share, as far as what happens to exchange trading on the equity side, as far as that kind of flowing out. That the proprietary growth, while I can't project if certainly, that's going to have the same success rate, we do see continued momentum there. We do see continued growth on the proprietary side, and as far as the access fees, that's another opportunity where we see, that that's something that -- and it continued to have some positive opportunity, as we rationalize across the exchanges, and the services that we offer. So we do think, while it's going to come under pressure, because of just the pure size of the SIP, and that's not going to grow or -- as far as -- what it has in the past. That will have a little bit of a drag on, I will call it the non-transaction revenue category, even pulling out the regulatory fees, which I would kind of separate that out, as you look at the core, kind of non-transaction fees, as far as those -- kind of part of that offering. So we do see some pockets of growth heading into 2018.
Chris Concannon:
Chris, this is Chris. I would just add, that when I look at the proprietary data feeds, that's really where our largest opportunity is. We are continuing to see demand from overseas in our products with a great deal of success coming out of Asia, also out of Europe. There is demand for U.S. equity, real time data, at a cost that is much lower than the competition. So we are seeing that demand come in. That demand is very focused on U.S. ETFs, as the ETF market in the U.S. continues to explode and thrive, and the products continue to do the things that they are designed to do. We are seeing international demand in inbound, not only for those products as you look at the AUM growth. But as a result of that growth, they are also demanding real-time data. So very excited about the growth opportunity in our proprietary data products in 2018.
Chris Allen:
Thanks.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi, good morning. Just another question on the market environment for VIX trading. Ed, I know you said earlier that VIX trading remains attractive, really in any market condition, and you gave some good examples of that in the current environment. But I also think in early 2015, you cited the flat term structure of VIX futures as a key reason why the volumes were lagging in 2015 into 2016, a bit, despite an uptick in volatility at the time. I know we have this inverted term structure, but if we move into an environment with a flat term structure, would that concern you, and if not, I guess what's changed?
Ed Tilly:
Flat historically, we rarely remain flat, and as you point out, with inverted now, the trade back into inverted, you will see a great deal of volume moving into that trade. It's just not sustainable. Inverted term structure, is about 30% of the time, and it's not very long lasting. As is flat. So again, if you just -- if you reduce down, there has been a lot written about VIX and volatility. VIX is a pure measure of the markets, expected risk and the price of insuring a portfolio of the S&P 500, can't say that enough. And rarely, I do have a flat expectation over time, it's just not natural. When we look out over time, we are usually more uncertain over time, which is why there is that normal upward sloping curve involved. So I do think if we remain flat, some of the strategies obviously change, but they are never long lasting, from a historical perspective, and we go back into that normal shape. So I would expect, while flat, a bit muted on some of the strategies. But the trade out of that flat, is what we see coming into the marketplace, and our participants are making trades accordingly. So I would expect a return to an upward sloping curve.
Unidentified Company Representative:
And Kyle, just to support Ed, you really have to think about the different overall economic environment we are in now, versus time period late 2015, early 2016, where you have got just real significant moves in rates and uncertainty about where rates will unfold. You have got credit coming into question for the first time in many-many years, and you have got these choppiness in the equity market itself, in terms of realized volatility. All adds up to an entirely different situation from where we were in 2015 and 2016, where a flat yield curve actually reflected the sentiment.
Kyle Voigt:
Thank you.
Ed Tilly:
Kyle, let me give you one more just to look at. We have used it in the past, and I think it's a good one to be mindful of now, and it's the effect on realized vol on your expectations on implied volatility. So this inverted shape right now is because realized is so high, and we have always said that that is an anchor, when realized volatility is low, and it's very buoyant to volatility and perceptions, when realized vol is high. So it's that relationship that's out of whack, and that relationship that tends to be the trade. So keep an eye on realized, and that will give you some guidance as to how that curve is going to change over time.
Operator:
Thank you. And the next question is a follow-up from Alex Kramm with UBS.
Alex Kramm:
Hey, thanks for squeezing me in. Just wanted to come back to Chris Allen's question, for a little bit about the market data and other non-transaction fees. I think the answer was primarily around equities, but how about the futures business? You may have talked about this before, but as you do that migration in the month or so, that business will throw off a lot more market data, like proprietary data and like, depth of books, stuff like that, that didn't even exist in this whole structure. So considering the growing participation in the market that you have been pointing out, I mean, shouldn't there be a lot of more market data that you can sell? And I don't know, if there is a fee schedule yet, but can you help us at all, in terms of the opportunity there?
Ed Tilly:
Yeah. Great question. Thanks for helping me answer the question better. So absolutely, we are very excited about the futures migration. Heads down here. February 5th is the migration. We are not only putting in a new platform, but we are creating the opportunity for new data products. We have a depth of book feed that will be coming off of our futures platform. We have a top of book feed, and we have a great deal of demand, and if you look at the chart that we showed you on the growth of the users of our CFE platform, that's also reflective of the growth of our data use. So every one of those users needs to have eyeballs on real-time data, both top of book, and now with the potential for a depth of book product, that is typically priced at a higher end price. So very excited about the opportunity with the new platform. Obviously, very excited about where the data will go. Just our bitcoin futures launch put demand on our market data in our futures product. So we think with additional futures product launches over the course of 2018, the demand for that data will continue to grow.
Alex Kramm:
But too early to talk about size, obviously, I guess?
Ed Tilly:
Yeah. Very early to talk about size right now. But my level of excitement is high.
Alex Kramm:
And then lastly, since we are in follow-up, like, the multiply listed options business doesn't come up a lot anymore, because it has become a smaller piece. But those volumes have really surprised us here too. So maybe -- any commentary in general like, what's going on in the equity options market? I know obviously there has been more volatility, but it seems like there has been more than people would have expected. So any comments would be helpful.
Ed Tilly:
No. Look, in the more recent activity that we have seen, we have seen an explosion in volume in the multi-list options business. That's after several years of very muted, sometimes declined volumes. So we are excited about that recent activity. But I will tell you, in 2017, even with the platforms being worked on and a lot of focus on replatforming our futures product, we were able to deliver growth in our multi-list options. So one of the most exciting platforms that we delivered in 2017, was the complex order book on Ajax, and we have just seen record after record in our complex order book platform since the launch. And what's great about that, is that the complex order book was delivered as a production platform for our C2 platform. So that complex order book will show itself in a slightly different form in C2, but it's very exciting to see the growth of that and the opportunity that we have, when we deliver C2 with a complex order book that looks very similar.
Alex Kramm:
Alright. Thank you again.
Operator:
Thank you. And at this time, we would like to return the call to management for any closing comments.
Debbie Koopman:
Okay. Thank you very much for your interest today, and look forward to speaking to you. Thank you.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.
Executives:
Debbie Koopman – Vice President-Investor Relations Ed Tilly – Chairman and Chief Executive Officer Alan Dean – Executive Vice President and Chief Financial Officer Brian Schell – Deputy Chief Financial Officer Chris Concannon – President and Chief Operating Officer John Deters – Chief Strategy Officer
Analysts:
Rich Repetto – Sandler O'Neill Jeremy Campbell – Barclays Michael Carrier – Bank of America Alex Blostein – Goldman Sachs Ken Worthington – JPMorgan Kyle Voigt – KBW Brian Bedell – Deutsche Bank Vincent Hung – Autonomous Chris Harris – Wells Fargo Ben Herbert – Citi Dan Fannon – Jefferies Jeremy Campbell – Barclays Michael Carrier – Bank of America
Operator:
Good morning, and welcome to the Cboe Global Markets Third Quarter 2017 Earnings Conference Call. [Operator Instructions] Please note this event is being recorded. I now would like to turn over the conference to Debbie Koopman. VP of Investor Relations. Please go ahead Ma’am.
Debbie Koopman:
Good morning and thank you for joining us for our third quarter earnings conference call. On the call today, Ed Tilly, our Chairman and CEO, will discuss the quarter and provide an update on our strategic initiatives. Then, Alan Dean, our Executive Vice President and CFO, will provide an overview of our third-quarter 2017 financial results and Brian Schell, our Deputy CFO, will review the quarterly results in more detail, including an update on certain guidance metrics. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our President and COO, Chris Concannon and our Chief Strategy Officer, John Deters. In addition, I'd like to point out that this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold, and while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, after this conference call. During the course of the call this morning, we will be referring to non-GAAP measures as defined and reconciled in our earnings materials. We will also refer to non-GAAP adjusted combined results, which are also reconciled in our earnings materials. As you know, we completed our acquisition of Bats Global Markets on February 28, 2017. The combined results present information regarding the combined operations as if the Bats acquisition had closed at the beginning of 2016, in order to provide a supplemental discussion of our results. Now, I'd like to turn the call over to Ed Tilly.
Ed Tilly:
Thank you, Debbie. Good morning and thank you for joining us today. I am pleased to report on a strong third-quarter 2017 at Cboe Global Markets, with adjusted earnings per share of $0.89 on net revenue of $270 million, led by continued growth in our proprietary index products, with record average daily volume in VIX options and futures despite record low volatility. Overall options average daily volume increased 11% in the third quarter compared to the previous year, and our proprietary products continued to outperform the industry. Index options volume increased 26%, driven by a record quarter in VIX options trading and continued strong trading in SPX options, which increased 56% and 12%, respectively. VIX futures trading set an all-time high for a second consecutive quarter, with ADV up 36% compared to the third quarter last year. We saw third-quarter market share in both U.S. and European equities decrease against the prior year’s third quarter, due to ongoing low volatility. Global FX volume was up 13% and our market share was 12.9% for the third quarter, compared to 12.4% a year ago. We are preparing to launch trading of non-deliverable FX forward transactions, NDFs in November. NDFs will trade on Cboe SEF. The Cboe ETF Marketplace continued to grow in the third quarter, with 23 new ETF launches and a record 30 transfers on a single day from iShares, bringing our total ETP listings to 234 at the end of September. Year-to-date through September, we executed 22% of trades and captured 38% of all new listings and 62% of transfers. Our market share of all U.S. ETP listings now stands at 11%. Before recapping the quarter’s key initiatives, I will touch on our new Company name, mission and commitments, which we unveiled on October 17. Our new name blends what many already informally called us, Cboe, with the extended global reach afforded us by the acquisition of Bats. Our mission, powering potential to stay ahead of an evolving marketplace, is fueled by our commitment to relentless product innovation, leading-edge technology, and seamless trading solutions. Let’s take a look at the past quarter through the lens of these three commitments. Our commitment to driving growth through product innovation has never been greater, nor has our ability to bring new innovations to market. Our diversified product line allows us to shape every aspect of the product development cycle and our new asset classes represent new building blocks for innovation. Additionally, we continue to tap the potential of long-standing proprietary products, such as our flagship S&P 500 options franchise. In September, we announced plans to launch options on 10 S&P Select Sector Indices designed to provide market exposure to widely followed U.S. equity sectors represented in the S&P 500. The new options will allow European investors who cannot currently hold options on ETFs due to certain European regulations to target U.S. equity exposure. We will leverage our extended reach in Europe to market Sector options, which we expect to launch by year-end. Our second commitment is to differentiating our Company with leading-edge, state-of-the-art technology. We expect the migration of Cboe exchanges onto Bats proprietary technology to maximize our value proposition for customers and shareholders alike and to form the foundation for our Company’s ongoing growth. Working closely with our customers is key to a seamless migration. In September we held our third conference call to update customers on the progress of our technology migration and their feedback remains positive. The migration of the Cboe Futures Exchange to the Bats platform is progressing well and remains on track for our planned February 25, 2018 launch. The implementation of our new index platform is also on track for the first quarter of 2018. The new platform will serve as the foundation for our growing index business and enables us to better calculate and disseminate data for new and existing indices. We are simultaneously preparing for the migration of C2 Options Exchange to Bats technology, which is planned for May 14, 2018. Preparations are also underway for the migration of the Cboe Options Exchange to the Bats platform. The first step will be migrating SPX options to the Hybrid system, which we are targeting for the second quarter of 2018. On October 23, we successfully launched the EDGX Options Exchange Complex Order Book, designed to be the most efficient and adaptable complex order book in operation. We expect the new functionality to provide immediate benefits to EDGX customers and to form the foundation for all complex orders handled by Cboe Global Markets, once all of the exchanges migrate to Bats technology. In other technology news, last week we announced our acquisition of Silexx, a developer and operator of a multi-asset order and execution management system that caters to institutional customers throughout the U.S. The Silexx platform supports equities, options and futures trading and provides access to roughly 40 global markets, including in Europe and Asia. We are pleased to provide customers with an additional, streamlined channel to industry-leading data, analytics and trade execution tools. Our third commitment is to providing seamless trading solutions through a blend of data, analytics and navigational trading tools coupled with a distinctive emphasis on customer education and collaboration. We view MiFID II, for example, as an opportunity to help customers navigate the changing regulatory environment with value-added products and services. Our foremost goal was to provide our customers with operational readiness ahead of MiFID II with ample time to test their systems. I’m pleased to say we successfully completed our fourth and final software release, and that all exchange functionality needed for MiFID II compliance is now in place. Our Large in Scale block trading platform and our Periodic Auctions offering, a lit book operating auctions throughout the day, were developed in anticipation of the new volume caps under MiFID II, which are expected to limit trading in dark pools. Both were designed to enable investors to find liquidity and trade large quantities of stock with low market impact. Our ability to provide market participants with cutting-edge trading solutions is supported by our ongoing commitment to customer collaboration and education. This commitment is highlighted by Cboe Risk Management Conferences, which are now held annually in the U.S., Europe and Asia. Most recently, we enjoyed record attendance at our sixth annual RMC Europe in September, held just outside London. RMC attendees, who are often early adopters of our new products and services, had the opportunity at RMC Europe to interact with team members who represent new product lines at Cboe, including FX products and European equities. In closing, I would like thank our team for a great third quarter, our first quarter reporting as Cboe Global Markets. It is a credit to the entire team that we are now operating as one bigger, bolder company, just eight months after the close of our deal. Our integration work is not over, but there is an excitement throughout the company in seeing our ongoing efforts come together. Every team member has been integral to the creation of Cboe Global Markets, a truly transformational step in the great history of our company. The collective effort of our team has positioned us to power the potential of our customers and shareholders in the quarters and years to come. With that, I thank you for your time. But before turning this over to Alan for the last time, I would like to thank him for his outstanding contribution to our company. As you know, Alan will be retiring after 38 years of service to Cboe. He has helped successfully guide Cboe through major challenges, including the aftermath of the Market Crash of 1987, our transition from floor to electronic trading, and our journey from a membership organization to a shareholder-based company. He was instrumental in the accomplishment of major milestones, including our successful IPO in the midst of a very challenging financial environment, our transformative deal with Bats and our ascent to an S&P 500 company. More important, in between those major events, Alan lent his guidance, wise counsel and steadfast support to Cboe on a daily basis for the past 38 years. I thank him for his dedication, service and friendship. Over to you, Alan.
Alan Dean:
Well, thanks Ed, I appreciate those kind words and good morning everyone. Before I begin I’d like to thank all of you on the call, analysts, portfolio managers, and shareholders for your support over the years. As CFO of Cboe, one of the reasons I’ve enjoyed my job so much is that I have had the opportunity to interact with so many consummate professionals. It has been a pleasure to work with all of you. Lastly, as I ride off into the sunset, I know that Cboe is in good hands with Ed, Chris and of course with Brian Schell at the financial helm. Now onto the quarter. Before I begin, let me point out that our third quarter 2017 results includes Bats for the entire quarter this year but not the comparable 2016 period. Therefore, the year-over-year variances on a GAAP basis were largely due to the addition of Bats on March 1. To provide an additional review of our business, our third quarter financial review will focus on our non-GAAP adjusted combined results, which present financial results to reflect the Bats transaction as if it had occurred on January 1, 2016. On that basis, we posted another strong quarter, primarily driven by the continued strength of our proprietary index products along with continued growth in non-transaction revenue, against the backdrop of record low market volatility and a decline in U.S. equities trading and relatively flat options trading activity industry-wide in the third quarter 2017, compared with the same period in 2016. I will give a quick snapshot of the quarter and then turn it over to Brian to dive deeper into the quarterly results. Our adjusted combined net revenue was nearly $270 million, up 10% above last year's third quarter. Adjusted operating expenses of $101.9 million were down 2% and the adjusted operating margin increased 440 basis points to 62.2%. Adjusted diluted earnings per share of $0.89 rose 24% over 2016's third quarter. Now I'll turn it over to Brian.
Brian Schell:
Thank you, Alan. And let me say that I am honored to succeed you and thank you for our partnership over these past 12 months. I look forward to continuing to work with the investor/analyst community as well as with the Cboe team as we further our efforts to create long-term value for all of our stakeholders and strive to capitalize upon the significant opportunities that lie ahead of us, as demonstrated by our results reported today. Now let’s review the quarter in more detail. Starting with net revenue, the key growth driver during the quarter was net transaction fees and to a lesser extent in other revenue, market data revenue and exchange services and other fees. These increases were offset somewhat by higher royalty fees and lower regulatory fees. The decrease in regulatory fees primarily reflects lower regulatory costs we are incurring, resulting in a reduction in the fees we record to cover some of these costs. We've seen this line item steadily decline this year and believe the third quarter regulatory fees represent a good run rate to use for building expectations going forward. Looking at the revenue contribution by business segment, we achieved higher revenue across each business segment, except U.S. Equities, with options and futures contributing the largest revenue increases. In our options segment, net revenue of $130.7 million was up $11.5 million, or 10%, compared with last year's adjusted combined net revenue for the third quarter. The increase was primarily driven by higher revenue from net transaction fees, offset somewhat by an increase in royalty fees. Net transaction fees for options were up $13.8 million or 15% in the third quarter, with higher revenue from index options as well as multiply-listed options. Net transaction fees from our higher-RPC index options of $87 million were up $12.9 million or 17%. This reflects a 26% increase in ADV, led by 12% in SPX options and 56% in VIX options, offset somewhat by a 5% decrease in index options RPC, primarily due to a mix shift and higher volume discounts. Total market share for Cboe's U.S. options exchanges was 41.7% for the quarter, up 2.3 percentage points compared to our combined market share in the third quarter of 2016. The higher market share contributed to growth in market data revenue, with increases in revenue from both industry and proprietary market data. Moving to Futures, our fastest growing and highest RPC business segment posted record ADV for the second consecutive quarter. Net revenue of $38.9 million was 37% above last year's comparable quarter. This increase was driven by a 36% increase in futures ADV and a 3% increase in RPC. The RPC increase primarily reflects the impact of fee changes implemented in January of this year. Looking at Cboe’s organic growth, which excludes the legacy Bats revenue contribution, we saw strong organic growth of 15% for the quarter, primarily due to our proprietary products, particularly VIX futures and VIX options. On a combined basis, proprietary products accounted for 69% of net transaction fees this year compared to 64% last year. Turning to U.S. Equities, net revenue was down slightly, primarily driven by lower net transaction fees, which were nearly offset by growth in non-transaction revenue. The results reflect an 8% decline in market volumes and a 1.6 percentage point decrease in market share, with net capture unchanged. We witnessed another quarter of low volatility, which typically results in lower overall equities volumes and a higher percentage of that volume traded off-exchange. As noted previously, continued growth in non-transaction revenue nearly offset the shortfall in net transaction fees, with solid growth in exchange services and other fees and proprietary market data fees. We continue to see positive customer response to our proprietary market data offerings, which had revenue growth of 41% in the quarter, with approximately 20% of the growth coming from new customers or additional sales to existing customers and the remainder from pricing changes. We are encouraged by the market response to our market data offerings and look forward to further expanding our customer base. Market volumes for European equities were up 3% in the quarter. Net revenue for European equities increased 16% on both a dollar and local currency basis versus last year's third quarter, reflecting growth in net transaction fees and non-transaction revenue. The increase in net transaction fees primarily resulted from an 8% increase in net capture, offset somewhat by a 1.9 percentage point decline in market share. Net revenue for Global FX rose 9% to $11.3 million. This increase was driven by higher transaction fees, reflecting a 13% increase in average daily notional value traded on the Cboe FX platform, offset somewhat by a 3% decline in the net capture. And our market share increased 50 basis points to 12.9%. Turning to expenses, this next slide details total adjusted operating expenses of $101.9 million for the quarter, down $1.5 million or 2% compared to last year's adjusted combined expenses for the third quarter. Looking at the detail, the favorable variances are driven by reductions in compensation and benefits, professional fees and outside services, and depreciation and amortization. The declines primarily reflect the realization of synergies, which resulted in a reduction in staffing and lower expenses for legal services, consulting fees, audit fees and other corporate-wide overhead. In the third quarter, we realized $7.6 million of expense synergies, primarily seen in comp and benefits and professional fees and outside services. Our realization of synergies is running ahead of plan and as a result we now expect to end the year with approximately $30 million in GAAP run-rate synergies for 2017. However, at this time we believe we have just pulled forward some of the savings. As a result, we are not changing our forecast of synergies to be realized in the long-term. We look forward to providing you with further updates as our integration progresses. Looking at our expense guidance for the full year 2017, we now expect adjusted operating expenses to be in the range of $413 million to $415 million, reflecting a reduction from our original range of $415 million to $423 million. Moving to income taxes, our effective tax rate on adjusted earnings for the third quarter was 36.2%, within the guidance range of 35.5% to 37.5% we provided on our last call. This excludes a one-time charge of $7.4 million recognized in the third quarter to re-measure our deferred tax positions, as well as other non-GAAP adjustments. We now expect the effective tax rate on GAAP earnings for the year to be in the range of 37.5% to 38.5% compared with prior guidance of 37% to 39%. The effective tax rate on adjusted combined earnings is expected to be in the range of 36% to 37% for the full year and a range of 37% to 38% for the fourth quarter. The tax rate guidance incorporates the impact of the corporate income tax law changes enacted in Illinois in early July. Looking out to 2018, and assuming no significant changes to the federal income tax code, we expect the effective tax rate to increase compared with 2017, reflecting the full year impact of the Illinois tax rate changes. In addition, we now expect capital expenditures for the year to be in a range of $49 million to $53 million versus our previous guidance of $55 million to $60 million, reflecting better visibility on our project costs and timing as we enter the fourth quarter. We also reaffirmed our guidance for depreciation and amortization. Turning to capital allocation, we continue to focus on allocating capital in the most efficient manner to create long-term shareholder value. As such, we prioritize capital by investing in the growth of our business, returning capital through dividends and utilizing excess cash to pay down our debt as quickly as possible. Our quarterly results once again generated strong cash flows, which enabled us to reduce our debt by an additional $100 million and payout dividends of $30.6 million, while still ending the third quarter with adjusted cash and investments of $127 million. Our debt to EBITDA ratio based on trailing 12 months adjusted combined EBITDA at quarter-end was 1.9 times, down 0.2 turns from the second quarter and roughly a 0.5 turn since the end of the first quarter. And, while we don’t have a specific leverage ratio target we are currently managing to, we will look to continue to de-lever to enhance our balance sheet flexibility. While we did not make any share repurchases in the third quarter, we remain open to allocating capital to make opportunistic share repurchases, depending on the circumstances. To summarize, during the third quarter we built on the strong momentum we have experienced throughout the year, and continued to demonstrate our focus on and the strength of our proprietary index products, generating strong organic growth; diversifying and stabilizing our revenue streams with a growing base of non-transaction revenue; disciplined expense management; leveraging the scale of our business model, producing higher profitability margins; an integration plan on track, with improved cost synergy realization; and ongoing focus on capital allocation by reducing debt while continuing to return capital to shareholders though quarterly dividends. In closing, we are uniquely positioned with solid market fundamentals and exciting innovative products and services in our pipeline, which we believe will power our potential to serve the needs of our customers and build shareholder value. With that, we thank you for your time this morning. I will turn it back over to Debbie for instructions on the Q&A portion of the call.
Debbie Koopman:
Thanks, Brian. At this point, we would be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue, and if time permits, we will take a second question. Operator?
Operator:
Yes, thank you. [Operator Instructions] And the first question comes from Rich Repetto with Sandler O'Neill.
Rich Repetto:
Yes, good morning, guys. First I just want to congratulate Alan, the maestro of expenses. I think it's only fitting that he announces his retirement when you beats us on expenses, you will lower the 4Q guidance, increase the synergies, but you still keep the target synergies the same for the outlook.
Ed Tilly:
Rich, I kicked him out of the room. He’s not in here.
Rich Repetto:
I’ve never enjoyed being manipulated more. It’s been consistent. Any way, my question, I was going to ask Chris about market data, but I'm going to stick to the expenses with Alan here. So how do we get our expenses when – I think there's still another $5 million of synergies if you take the run rate for 3Q and I think you come up with about $25 million if you stayed at that synergy level. And at the same level, and you’d come out still at the low end of guidance and you expect to take $5 million out. So just one last time could you explain why the expense guidance is what it is for 4Q?
Alan Dean:
Rich, we have a new maestro of expenses, Brian. So I’ll let Brian handle that question.
Brian Schell:
Hi, Rich. So, I mean, a couple of things are going on. We know we have some seasonal expenses that are going to increase in the fourth quarter that reflects – that’s reflected in that full guidance for the year. So we’ve seen the run rate, we’ve seen more the changes obviously, loaded earlier than what we expect in the fourth quarter, as far as any rate of change. So we still feel very comfortable with that range, we think it's perfectly conservative around the range that we've guided to. So, like I said, the real driver there where you might see that a little bit different than where you're headed, as far as where you made a model of that is we do expect an uptick in fourth quarter this year than maybe what you have modeled.
Rich Repetto:
Got it. Thank you. You’ve been trained well, Brian. Thank you.
Operator:
Thank you. And the next question comes from Jeremy Campbell with Barclays.
Jeremy Campbell:
Hey, thanks. I just wanted to touch a little bit more on the capital deployment side. I mean, you guys are now down below two turns of EBITDA. And I know you guys mentioned you don't really have a target that you're guiding to here. But can you just think about, okay, aside from reinvesting organically in the business and the dividend that you're currently paying out, how you’re thinking about prioritizing those – that kind of excess capital and free cash flow going forward?
Brian Schell:
Yes. So this is a conversation we have quarterly with our board. We review our projecting cash flows, we look at where we're going to end up on the various ratios, we look at any potential dividends, the share repurchase opportunity, so all those items that we – that are available to us and the tools that we can use to help continue to deploy capital effectively. We still continue to look at achieving that longer-term goal, where I’d say, maybe even a shorter-term goal of continuing to restore increased balance sheet flexibility. And as we look through the predictability of where we are, what does that generate, there are definite benefits to continue to allocate the capital the way we've done in the past and again, there shouldn't be any surprise if we continue to focus on delevering again, enhancing the balance sheet flexibility, reducing our interest expense and at some point, potentially getting an upgrade on some of the rating agencies if that continues to turn positive from their perspective, again, no guarantees there. So that's how we've continued to think about it. It’s pretty consistent quarter-over-quarter.
Jeremy Campbell:
Great. Thank you.
Operator:
Thank you. And the next question comes from Michael Carrier with Bank of America.
Michael Carrier:
Thanks, guys. Maybe one question, just on the regulatory side. So we got the treasury support on the capital markets, there were some focus on market data. But on the flipside, there were some easing potentially on capital ratios for like the dealers and recently you’ve seen some of the market makers impact back way from options. So I guess when you look at all the points in there, just any change in terms of your opportunity on market data or in terms of the users of the market, going forward, if some of these recommendations are put in place?
Chris Concannon:
So this is Chris Concannon, I’ll take that one. First of all, there's been several treasury reports, all – we view as favorable many of which have been some of the opinions that we’ve voiced over the years when it comes to regulation and market structures. So we view the treasury reports as quite favorable when you look at them across the board. One in particular is about, as you mentioned capital and bank capital that impacts our market makers and how they clear their trade. So we see that trend is being largely favorable for market makers in our market and in the SPX in particular. But that trend will continue, obviously, it's only a treasury report, action has come from the various regulatory agencies. On market data, we think we're well-positioned. Our organic growth suggests that we're well-positioned because we are coming at the market with a much lower alternative. And so we're viewed by clients as having a lower cost of market data and that's one of the reasons why we're reflecting growth in our market data revenue and in our market data opportunity, that opportunity is not just here in the U.S, but it's also a global opportunity as investors around the planet both in Asia and Europe are looking at U.S. market data and trying to find solutions that are less costly. So we feel like in light of the treasury report, we're well-positioned to talk about market data costs.
Michael Carrier:
Okay, thanks a lot.
Operator:
Thank you. And the next question comes from Alex Blostein with Goldman Sachs.
Alex Blostein:
Hey, good morning, guys.
Ed Tilly:
Good morning.
Alex Blostein:
So wanted to follow-up on the kind of the revenue discussion, you guys highlighted earlier from migration of Cboe products into Bats' technology platform over the next couple of quarters here. So I guess, sounds like Q1, we're going to see CFE and VIX Index products and then SPX later on in the second quarter. Now that the company has been combined for a couple of quarters, you’re spending more time with our customers, any idea in terms of what kind of revenue opportunities that could create incrementally, and it’s obviously a pretty robust backdrop that you've seen so far this year?
Ed Tilly:
Yes, let me just – actually, before I turn it over to Brian and Chris to add some color, want to be really clear, the SPX is actually moving to hybrid, not a true migration onto new technology. But you are right, that CFE and the C2 are migrating early 2018 to Bats technology. So just a point of clarification, so your expectation is in line with what we're going to roll out. As far as the opportunities, and I will ask the table to join me, really what we've always targeted and from a users perspective, the greatest benefit moving to Bats technology will be really on the future side. So just – if you recall, over the past quarters and actually years now, we’ve recognized some of the shortcomings of the current technology primarily when we look at that from a futures trader’s perspective, we have a wonderful platform that was really built by experts in matching quotes that is an options exchange perspective and the needs of massive amounts of quotes in processing those. What Chris Isaacson and his team has been able to completely redo is that was with the expertise of someone that's used to processing massive amounts of orders and quotes. So the benefit to the futures exchange will be the greatest we think, and that is leapfrogging a global standard or expectation on what you should be able to interact with on our VIX futures for sure. So biggest benefit, we think our futures looking forward to the C2 migration and then, the quarter after SPX moving onto hybrid. So happy to add more color, and I think Chris has got some. And then, if there was a follow-up to that, happy to get into it.
Chris Concannon:
Yes. And I'll only add that the, I view the integration as already started technically. We launched the EDGX complex order book on October 23. And that's an investment in the future of our complex series that will be rolled out in C2 as well as the C1. So as you think about it, we started the migration in October. We also have an index product migration that we announced, CFE is in February followed by C2 in May, and then, obviously, the SPX moving to hybrid is all part of the migration to a new platform. So we're underway. We've already seen success in the migration, the launch of the complex order book on EDGX and so it's off to a very good start.
Alex Blostein:
Great. Thanks a lot.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Ken Worthington:
Okay. Thank you taking the question. This is totally a follow-up to Alex's question. I believe you're in beta testing in some of the new technologies. So I believe that there's already clients sort of using the new CFE technology. It could be totally wrong, but I believe that was the case. What are you seeing from – if I'm right, what are you seeing from those customers thus far? And I guess, what I'm particularly interested and maybe others are as well is, are we seeing the pace of trading impacted by those clients who are I guess, in early versions of the new technology or are there any other takeaways? Thanks.
Brian Schell:
Thanks, Ken. Really, it's very early days in our clients touching the new platform. We're really testing the APIs and making sure messages and interactions between our platforms and their platforms are correct. There's nothing you can learn in those days because we don't have all clients on in trading. Obviously, where our QA department is pounding way on the system and testing it to the standards that we require, but it's just too early to look at the client behavior on a test platform to predict any outcomes. But our original prediction as Ed alluded to is having new a platform for CFE is positive not only for our clients, but the outcome in the market, typically with the new platform you have more positive results from those clients that are enjoying higher throughput.
Ken Worthington:
Okay. Great. Thank you.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi, good morning. So just a follow-up on the synergies, less than one year into the integration you're going to hit $30 million of synergies versus the three-year target of $50 million. When I go back to the original acquisition slide deck from last year, I think well over 60% of the synergies you outlined were IT-related. I think only $18 million were non-IT-related. And just from your prepared remarks, it sounds like most of the synergies you've realized so far have been in comp and corporate overhead. So am I right in thinking that most of the IT-related synergies still remain and typically take a little bit longer to realize? And how do I reconcile that big part of the IT synergies yet to come with, I guess, you maintaining the long-term synergy targets?
Brian Schell:
So I think that's pretty consistent. So couple of things that’s happened as far as when we pull some of that forward is some of the expectation we had built out – we’ll talk about the non-IT synergies. We've actually hit close to that target where we thought we would hit. Longer range for the non-IT is just that we were actually able to realize them much sooner in 2017 whereas we thought they were going to be more extended into 2018. So we've almost exactly nailed that number and have pulled that forward. Consistent with everything we've done with I think to your question in a way, you've kind of answered it already, is that we've continued to kind of lay out how do we talk about the synergies that we’ve realized, and that’s going well, we're seeing the stronger numbers and yet not changing that further out guidance is. The big bulk of those numbers are going to continued to be associated with that final technology migration than when happens with that third platform. Because a lot of parallel process continue to be maintained and so those people are still here although systems are being run in parallel. So it's not just the comp cost, you have the connection cost, you have all the power and everything going along with it. So those costs are continuing to maintain and so that will not fall off until that certain platforms continues to come off. The other thing is – the other reason why we have that is that when we actually have the migration occur for example, when CFE actually happens and when C2 actually happens, that will continue to reinforce or alter that, we'll call it a three-year, five-year number back to the original slide that we put out. And so kind of the follow-up question, I may ask or provide insight to is, when do we think we’ll have insight to, when that number may change or not. I think we need to get further along into the platform migration with CFE, with C2 and then, we've finalized the requirements and everything that's going to be built into what C1 is going to actually take and that's when you would look for an update from us.
Kyle Voigt:
Thanks, Brian.
Operator:
Thank you and the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Great, thanks very much. Good morning. Maybe just to catch on to that team and maybe a different angle. As we think about pricing, as you migrate the CFE and C2 platform over, I don’t know if you can share with us any type of targets for, first of all, like improvement in market share, within the options business, from adding the complex order book and kind of over what timeframe I get. But I guess, the broader question I’d want to focus on is, how do you think about pricing as a strategy? Is that going to be married with the conversion, I guess, what I'm asking is, is there the potential to reduce pricing as a competitive weapon to gain market share in 2018 across the options platform?
Chris Concannon:
So it’s Chris. I’ll take that. I think the first focus is, when we think about the migration of the platform, it's really perfecting the micro market structure of the platform that we're delivering. Today, there's functionality that we would like to give our clients on their current platforms and we're waiting for the migration to install that functionality. We do think that functionality is a net benefit for clients, a functionality that clients have asked for around the Complex Order Book, around auctions, around order types. So we're trying to satisfy our client demand with the migration itself to make sure we have everything wrapped into that migration. That is a net positive for client trading on the platform. So we think about our opportunity to grow market share on the Options platform in the multi-list segment of our business. The platform migration does help us provide tools and functionality that is in demand by our clients and improves our current functionality. So that's the way we think about it. Obviously, I won't comment on pricing in 2018 and how we view pricing in 2018. It's too early to say.
Brian Bedell:
Okay.
Ed Tilly:
Let me just follow-up, Chris to your point, the technology change won’t be driving pricing, answers to competitive pressures, we've always been responsive to that. So the technology migration will not be the driver behind pricing. It will be the competitive environment and looking product by product, order type by order type and functionality by functionality and what we can, so we will be looking at that holistically across all the asset classes, but not technology driven.
Brian Bedell:
Great, that is very clear thank you.
Operator:
Thank you and the next question comes from Vincent Hung with Autonomous.
Vincent Hung:
Hi, can you talk about the success that you've had in growing the SPX options contract this year, specifically around what the week lease has done to enhance this, and the more – further innovation you are planning there.
Ed Tilly:
Yes. I think we can talk just in general the index complex, and if you look at this quarter, it resembles very much the report that we gave last quarter. And that's proprietary complexes outpaced the entire industry and growth and you’ve pointed out one of the greatest highlights and that is in the SPX Weekly contract. I think what it really – if we look at the end user's perspective and what we learned quite honestly, every day talking to our customers and in particular at various RMC conferences around the globe, is the confidence that investors have in the short-term. Their perception of risk in the very short-term, their very comfortable making strategy and hedging and taking positions in the short-term, that's reflected in our SPX Weekly's growth. The user group who is trading in the SPX Weekly's, very active retail, very active hedge fund, but the theme is the comfort in the short-term. The third Friday in the many months that the open outcry SPX contract, if we look at that volume, that's still high institutional base. But boy, people are just aren't that confident, if you look out over time. That is reflected in the insight that we give you. If you just look at our website, you look at the VIX term structure that is the price of the futures over time that is still much higher VIX level out in the back months than the front months that shows up in trading in the short-term primarily in the SPX Weekly contract.
Vincent Hung:
Thanks.
Operator:
Thank you and the next question comes from Chris Harris with Wells Fargo.
Chris Harris:
Thanks. Can you guys provide a little bit more color on the new index platform you planned to launch in the first quarter of next year? I guess, specifically, what is it and what are your expectations?
John Deters:
Sure Chris, this is John Deters. The new index platform really starts life as a stand-alone piece of technology. Today, it has been coupled, pretty closely with our matching edge in technology, which is not a construct that allows for quick and fast upgrades enhancements to the system. So Stage 1, we remove it from its coupling, with the matching edge in technology. And then, Stage 2 and onwards, is we will really be an effort to just constantly include our platform and make it better, mold it to our specifications, which if you think about what we do well in the index business, it's more complex indexes, really cutting-edge stuff, typically involving derivatives positions, weather they are futures or options. So we're chasing really the highest and most complex proprietary type indexed products this index technology will be build to suit that objective.
Ed Tilly:
I think John, your key is taking that technology out of the matching hedge and that's the first step, that's going to happen in the first quarter and then, we'll grow the business from there.
John Deters:
That is right.
Chris Harris:
Thank you.
Operator:
Thank you and the next question comes from Ben Herbert with Citi.
Ben Herbert:
Hi, good morning. Thanks for taking the question. Just like to follow up on the market share discussion and anything specifically you might be seeing into 2018 in Europe related to MiFID?
Brian Schell:
Well I think Chris and I can take that, it is share and sign through MiFID and the launch, I was just in our office in London and all of the buzz both from our board members perspective and made a number of office visits. It's really still a lot of uncertainty and really, where is volume going to show up. And I think what Mark Hemsley and the team have done is offered a solution and in the prepared remarks, I mentioned Large In Scale and periodic options are really trying to accommodate a low market impact, and accommodating larger trades that would otherwise have been dark. As for share region by region, Chris, I think you can add some color. We enjoyed the number two spot and our various, across Europe. There is room between number two and number one, but I think right now from a customers perspective, it's MiFID to readiness, it is with the team in London is preparing for? But Chris, as far as share, do you want to add some color.
Chris Concannon:
Sure, I mean really our strategy in 2017 was MiFID readiness for the clients. We wanted to be ready early, provide products and solutions that help them comply with MiFID II. And put it in their hands before MiFID II’s start date in January. The team in London has accomplished all of that, we've delivered everything – all the commitments to our clients on MiFID II readiness. We have a final release just recently and a larger release over the summer. As Ed mentioned, Large In Scale, periodic auctions and now certain benefits for quoting for systematic internalisers. Those are all things that MiFID II requires for clients to interact on our platform. So, I feel good about the focus that the team has had on providing product to clients, way before MiFID goes live. And we don't think about market share in those terms post MiFID, we're thinking about products and solutions to deal with some of the challenges that our clients are facing with MiFID II.
Ben Herbert:
Great, thank you.
Operator:
Thank you and the next question comes from Dan Fannon with Jefferies.
Dan Fannon:
Thanks good morning. Wanted to just follow-up on just M&A in general
Ed Tilly:
Dan you are cut out.
Dan Fannon:
Sorry, can you hear me.
Debbie Koopman:
Now we can.
Ed Tilly:
Yeah, now we can, try again.
Dan Fannon:
Yeah, if you could just kind of talk about the strategy in general, you obviously announced a small acquisition a few weeks ago, discuss that a little bit. And then, maybe think and then, maybe think a little bit more about maybe the backlog, how you should we think about M&A going forward, as priority for you guys?
Ed Tilly:
Before I can turn it over to John Deters to get into the weeds on Silexx but really the M&A strategy hasn’t changed from the road show that Alan led us through in 2010. This is really keeping a very flexible balance sheet, growing the proprietary complex is at the heart of what we look at. Now with our broader asset class, we'll be looking across the asset classes on how we grow both share in our presence in different regions. So if there is an opportunity, we'll first look to Chris Isaacson for a build solution. If we think time-to-market is a higher priority, we will look at smaller bolt-on transactions that legacy Cboe has done in the past. So really, you should expect us to proceed as we've done and as we've recently announced the Silexx deal. Don't expect us in large-scale M&A in the short-term. We will always keep our eye out over time on how to grow this business, but it's really business as usual here as far as M&A. Think bolt-on, we will be growing our various asset classes, but focused no the proprietary index complex, John will get into Silexx right now and large-scale M&A, we're in a big integration and system migration, and that's got the attention across the entire organization, across all of our offices. And that's the Number 1 priority. But John want to add little color on Silexx?
John Deters:
Yeah, thanks Ed. This is John Deters. So I think Ed framed it right. Silexx is almost a perfect example of how you might think about bolt-on – kind of run rate bolt-on, M&A deals we might do going forward. Really a prime example of how we can create either by building internally or by acquiring new tools and new platforms for our users to engage with our products and services. So we acquired Silexx as a channel to reach end users directly with our products and services. And really this is a – call it the last mile to the end user that we will be owning for the first time. And it's important to recognize about Silexx, really is a broker-neutral platform, so we're reaching that end user in partnership with our key broker participants in our marketplaces. The platform is fully ready to go with global exchange connectivity over 40 markets globally and multi-asset class capabilities. So it's a very high utility platform for the end user and while it's not material from a financial point of view because it is a very young technology, we think just because of its use we'll be able to sort of mold it, it will evolve with our business and we'll be able to really shape the platforms so that its kind of an ideal channel for our products globally.
Dan Fannon:
Thank you.
Operator:
Thank you. And the next question is a follow-up from Jeremy Campbell with Barclays.
Jeremy Campbell:
Hey, thanks for the follow-up. Just want to touch on new product development. I know, last quarter, you announced that Cboe and Gemini were partnering to develop futures on bitcoin. I know it's still in the potential product phase in still developmental, but the asset class itself seems kind of nascent here with lot of white space, but recently a large competitor of yours announced that they're pursuing a bitcoin futures product as well. So can you just maybe give us an update on where you are in the approvals timeline? And how you think about the competitive dynamic there? Is it really like a first-to-market type of thing, pricing, or does the Cboe product may be have some advantage versus other ones?
Ed Tilly:
Our products always have the advantage. No, I think what you recognize is the way we look at crypto in general, you're right, pretty small if you look at all of the digital currencies across the globe. This is not a very big market yet. But we have recognized this sort of captures the attention of a lot of our end users, and giving them exposure in our lit market that's regulated by a U.S. regulator with key to our development of our product that we are comfortable listening on the CFE, our futures exchange. So I think not surprising as CME recognizes the same benefits of offering a transparent market. Now we’ve taken a different approach into the development, ours is really designed with a hedger in mind, a true trader and we used the model that we have for VIX Futures and Options. So the difference is the ability for our trader, who's trading on CFE, our futures exchange, the ability to replicate a position on Gemini. In that, at these settlement price on Gemini is accursed by the result of actual trades and we will settle our futures to the actual trade resulting on Gemini after their auction. Our competitor is taking the approach of an index, which is a value over time across four different indices. So from a hedger's perspective, very, very difficult for that price to converge as a moment in time at various trades across number of exchanges, so we really like opening up that playbook to the successful VIX launch from a hedger's perspective, really making this easy for our traders to hedge and we think what we know that is the difference. And I want to be really clear while our first contract with Gemini is bitcoin. We're really agnostic to the ultimate crypto currency that may survive so whether that's ether or bitcoin, it will be interesting. But we are not in that fight. We know right now there are customers looking for exposure in bitcoin. So Chris, you want to add something?
Chris Concannon:
Sure. I'm encouraged by the recent announcement. It certainly does validate, what I’ll say it validates a crypto currency, in the future of crypto currency. It's not suggesting what crypto currency is going to be the winner and the loser. But overall, the crypto currency space is the space that I think we believe in and certainly our competitor across town believes in as well. And I'm just encouraged by that validation. I think it's also important to point out that with regulated futures of our certain asset class like a bitcoin, you do have an opportunity to introduce ETF. And over time, we do envision ETFs coming to market once the regulated futures market is dealt and liquid so we do think the opportunity, we're encouraged by everyone's focus on this space. It is a small space as you mentioned. We're talking about bitcoin trading close to $2 billion a day. That's a relatively midsize stock listed on one of our equity markets. So encouraged overall by the space and encouraged how people are thinking about the crypto currency space and the future of that space.
Alan Dean:
I think your other question was where are we on the approval process. It's very difficult for us to gauge where the regulator, when the regular will make a decision. We think again with our partners, Gemini that we've been able to answer all of the questions coming from CFTC, but we wouldn't speculate on a date. We are operational-ready and we will keep you up-to-date on the approval process as we learn as that unfolds.
Jeremy Campbell:
Great, thanks a lot.
Alan Dean:
Sure.
Operator:
Thank you. And the next question is a follow-up from Michael Carrier of Bank of America.
Michael Carrier:
Thanks guys. This is for just Alan and Brian. So just on the taxes, you mentioned the Illinois tax. I think you indicated for next year, higher. Just any sizing of that and then, on the flip side, I know it's early. But if we do get some tax reform maybe just that potential as like an offset, if you guys, there's some positive there. And then just on the bitcoin conversation, when you guys look at the different products that you have whether it's on futures and options, are there – I'm just trying to understand sort of the opportunity versus the risk when maybe the underlying is not yet regulated, meaning understanding that you might have the regulation by the CFTC or the SEC on the actual contract. But just trying to understand that new lines versus the underlying asset?
Ed Tilly:
Why don’t we let Brian and Alan have their answer and then Chris and I can get back to bitcoin.
Alan Dean:
So on the Illinois question specifically, we know that the reg was passed it was effective kind of halfway through the year. And we saw kind of the incremental impact it had on 2017. We're still going to work through – I'm not going to give you guidance right now on the 2018 impact quite yet. There's still some interchange, we want to see what happens with how the state code reflects kind of within the overall income statement. So but we will flag that for you as we kind of issue our own broader guidance for 2018. Likely on the next time we get together. As far as the – what's been proposed as far as kind of the federal changes, clearly, a big benefit to someone in Cboe's position where we pay at the top end of the bracket, it's primarily U.S. earnings. So we're paying that full 35%. There's positive and negatives in there, but largely it's going to be much more positive to us both on an effective tax rate basis and a cash basis for what we'll ultimately pay in taxes. I think it's probably still early to kind of speculate right now because of the ebbs and flows and what’s likely to change from what's been proposed to what may or may not end up happening. So we view it largely positive, a reduction to corporate rate would be a big benefit if it stands in its current form. Both on an effective tax rate basis as well as from a cash basis and stay tuned but again, we’d be – obviously, a very strong component of that going through the way it looks right now from an impact to our bottom line.
Brian Schell:
So let's get to the bitcoin, I think it really, your question is why would we choose Gemini as opposed to any of the other crypto exchanges around the globe and it really – we found a partner, who is looking for the same transparency regulation and oversight as a listed exchange would. So Chris, you want to describe the structure of Gemini and what's really attractive and then, I can add the color from our futures exchange and CFE regulation and our ability to look through the transactions on Gemini. And then ultimately the transactions on our futures exchange.
Chris Concannon:
Sure. Really first, one of the things that attracted us to our partnership with Gemini was the embracement of regulation. They chose to be regulated by the New York State Banking authority that was not required, but they chose it and welcomed it. So you have a regulated entity in terms of how it is a custodian of bitcoin, how it manages its market and I think about it from a regulated standpoint, when you look at the overall bitcoin market, the CFTC has determined it as a commodity so they did come to a conclusion that is a commodity. Have you look out the world of commodities, there are many commodities that their underlying markets are unregulated. And now what a derivative of exchange does as it brings the regulated market to the professionals and provides an opportunity for hedging and taking positions around their views of that commodity market. And that's really what we're doing here, what's unique is we found a partner in Gemini that embraced that regulation. So the underlying markets in Gemini is what I'll call semi-regulated because the participants do need to join Gemini, we know who they are, they're largely professional users and we're able to regulate our market as a result of that embracement of regulation.
Michael Carrier:
Okay, thanks a lot.
Operator:
Thank you. And that was the last question. I would like to return the call to Debbie Koopman for any closing comments.
Debbie Koopman:
Thank you. This completes our call this morning. We appreciate your time and continued interest in Cboe Global Markets. Thank you.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.
Executives:
Ed Tilly - Chairman & CEO Alan Dean - CFO, EVP and Treasurer Brian Schell - Deputy CFO Chris Concannon - President and COO John Deters - Chief Strategy Officer and Head of Corporate Initiatives Deborah Koopman - VP, IR
Analysts:
Rich Repetto - Sandler O'Neill Michael Carrier - Bank of America Merrill Lynch Alex Kramm - UBS Ken Worthington - JPMorgan Ben Herbert - Citigroup Kyle Voigt - KBW Chris Harris - Wells Fargo Alex Blostein - Goldman Sachs Brian Bedell - Deutsche Bank Patrick O'Shaughnessy - Raymond James
Operator:
Good morning, and welcome to the CBOE 2017 Second Quarter 2017 Financial Results Conference Call. [Operator Instructions]. Please note this event is being recorded. I'd now would like to turn over the conference to Debbie Koopman. Ms. Koopman, please go ahead.
Deborah Koopman:
Thank you. Good morning, and thank you for joining us for our second quarter conference call. On the call today, Ed Tilly, our Chairman and CEO, will discuss the quarter and our strategic initiatives for 2017. Then Alan Dean, our Executive Vice President and CFO, will detail our second quarter financial results and provide updated guidance on certain financial metrics for 2017, and Brian Schell, our Deputy CFO, will provide an update on the capital management front. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our President and COO, Chris Concannon; and our Chief Strategy Officer, John Deters. In addition, I'd like to point out that this presentation will include the use of several slides. We'll be showing the slide and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold and while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect our forward-looking statements. We will undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. During the course of the call this morning, we will be referencing non-GAAP measures as defined and reconciled in our earnings materials. We will also refer to non-GAAP adjusted combined results, which are also reconciled in our earnings materials. As you know, we completed our acquisition of Bats Global Markets on February 28, 2017. The combined results present information regarding the combined operations, as if the Bats acquisition had closed at the beginning of 2016, in order to provide a supplemental discussion of our results. Now I'd like to turn the call over to Ed Tilly.
Ed Tilly:
Thank you, Debbie. Good morning and thank you for joining us today. Before I begin today, I would like to acknowledge the passing of our friend and colleague, Magnus Böcker. Several of us at CBOE had the pleasure to come to know Magnus while laying the groundwork for an educational partnership with SGX. We are personally saddened and, on behalf of CBOE, I wish to extend our condolences to his family, to our friends at SGX, and others throughout the industry who mourn his loss. Moving on now to our quarterly results; I am pleased to report on a strong quarter 2017 at CBOE Holdings, with adjusted earnings per share of $0.87, a net revenue of $267 million, led by continued growth in our proprietary index products. Our overall options volume during the second quarter was up 15% over the previous year, and our proprietary products continue to outperform the industry. We established an all-time record quarter in VIX trading, which increased 19% over the second quarter last year. Our index options volume increased 9%, reflecting the third highest quarter for VIX options trading and continued growth in SPX options volume. We continue to see strong trading in our proprietary products in July, led by VIX options, which had their busiest month this year. We have grown accustomed to increased VIX trading amidst spikes and volatility. We were obviously seeing that low volatility environments create trading opportunities as well. While VIX-linked ETPs remain key to the VIX ecosystem, we believe the most recent increases in volume can be attributed to a growing group of users trading VIX futures directly, rather than using VIX ETPs. We are also seeing VIX options trade in greater size and users continuing to find utility trading VIX futures and options, regardless of the VIX index level. In other business lines, global FX volume was up 8% in the second quarter, and our market share stood at 12.9% at the end of June, compared to 11.5% a year ago. We saw second quarter market share in both U.S. and European equities decrease against the prior year's second quarter, due to this year's continued low volatility. Our Bats ETF marketplace however, continues to thrive and grow. Our growing market share in ETF listings demonstrates our ability to offer meaningful benefits for issuing firms and deep liquidity to market participants. We are now home to over 221 ETFs, 89 of which were added this year. Of those, 30 are BlackRock iShares funds, which transferred from a competing marketplace earlier this week. Year-to-date, we have won 39% of all new ETF listings, our highest-ever percentage, including some of the largest ETF launches this year. Five of this year's top 10 new ETFs in terms of assets under management are listed on Bats. We also listed -- we also listed our first exchange-traded notes this past quarter. With the addition of new funds from some of the industry's most influential firms, including Franklin Templeton, Janus, UBS and Principal, and new opportunities to leverage our global presence and CBOE brand, we expect our listings business to gain even more momentum. We took an exciting step toward further expanding our growing product line this week by entering into an agreement with Gemini Trust Company that provides CBOE with a multiyear exclusive global license to use Gemini's market data, including Gemini bitcoin auction values, to create bitcoin derivatives products. We are working closely with the CFTC and, subject to regulatory review, we intend to offer trading and cash-settled bitcoin futures on CFE in the fourth quarter of 2017 or early 2018. CBOE will also retain exclusive rights to use Gemini market data for the creation of new indexes, as well as the rights to distribute Gemini market data over CBOE's market data feed. As you know, Gemini previously selected Bats Global Markets to list their proposed bitcoin exchange traded fund. We cannot be more pleased to build on that partnership by leveraging CBOE's experience in product innovation and cutting-edge asset classes to develop and trade bitcoin futures. The collaboration with Gemini is an example of the strong potential for innovation we see in marrying ETP issuer relationships, ideas and capabilities with CBOE's deep product development expertise. We look forward to responding to the growing interest in crypto currencies through potential bitcoin futures traded on the regulated derivatives exchange, with the many expected benefits this brings, including transparency, price discovery, liquidity and centralized clearing. Moving on now to our integration with Bats. As mentioned in our last call, the combination of the two companies provides the opportunity to cross-sell additional products and services to an expanded customer base. We continue to focus on our core index business and target the OTC space with quality listed products, while extending our global reach to promote an expanded product line. I'm pleased to announce we will be opening a satellite Hong Kong APAC office in the third quarter while continuing to leverage our presence in London and Singapore. Our coordinated efforts across multiple locations in the U.S. and abroad enable our equities, derivatives and FX sales teams to interact more frequently and efficiency, with a greater expanded base of buy-side and sell-side clients. Our extended reach enables us to build closer, more collaborative relationships with local brokerage firms and indexers and accelerates our ability to cross-promote our products to a much broader audience. We are preparing for our sixth Annual CBOE Risk Management Conference Europe which, runs from September 11 through 13. This will be our first RMC Europe held near London and the first to feature team members who now represent new lines of CBOE business, including FX products and European equities. RMC typically attracts sophisticated traders who are early adopters of our new products. We very much look forward to sharing our expanded offering with many of our most influential customers. As you know, the migration of our trading technology onto Bats' proven platform underpins the scale and efficiency we expect to gain from the CBOE-Bats combination. We remain laser-focused on working with customers to help ensure a seamless technical and operational integration. Last quarter, we held the second in a series of customer conference calls on the migration of CBOE's exchanges onto the Bats technology platform. On that call, we announced that we expect to complete the C2 options exchange on May 14, 2018, which follows the previously announced migration of CBOE's futures exchange to the Bats platform planned for February 25, 2018. We expect to announce the date for CBOE's migration in the coming quarters as we continue to work on requirements for the hybrid floor and electronic system. We are also implementing a new index technology platform that will serve as the foundation for our growing index business and enables us to better calculate and disseminate data for new and existing indices. Completion of the new index platform is expected in the first half of 2018, and we will announce a full rollout schedule in upcoming technology integration customer calls. Turning to our European equities business and the progress we've made toward addressing the challenges and opportunities inherent in MiFID II. Bats Europe is nearing completion of its technical and operational readiness, having successfully implemented a strategic plan that allows ample time for customers to test our systems and prepare for MiFID II. Last month, we successfully completed our third and most significant software release of the year, which included all of the real-time exchange functionality needed for MiFID II compliance. Our final software release is scheduled for October. Importantly, we also see MiFID II as an opportunity to provide value-added products and services to help customers navigate the changing regulatory environment. These include our Large In Scale, periodic auctions and expanded buy-side trade reporting services. The new volume caps coming under MiFID II will limit trading in dark venues, causing investors to seek new places to trade with minimal market impact. Our Large In Scale and periodic auctions offerings are designed to enable investors to find liquidity and trace large quantities of stock without the associated market impact. We continue to see rapid uptake in trading on our Large In Scale service, a block trading platform launched last December with BIDs, a block trading leader in the U.S. More than 86% buy-side customers are now connected, and we continue to see increased trading on the new platform. The trading experience on the periodic auctions offerings, lit book operating auctions throughout the day, allows market participants to trade in increased size without significant reactive market movements. We believe we will see strong traction in our periodic auctions offering as we near MiFID II commencement. Last quarter, we expanded our Europe trade reporting, BXTR, the largest equity trade reporting facility in Europe to enable buy-side firms to meet their trade reporting obligations under MiFID II by allowing their brokers to submit trade reports using their existing connectivity to Bats Europe. Turning now to our U.S. equities and our Bats market close proposal. We continue to receive questions on this initiative, so I'll take a moment here for an update. Bats market close is a near end-of-day match process for non-Bats listed securities that we created in response to customer demand. It would provide a means to secure primary market closing print prices without disrupting the primary market closing auctions that take place at the end of the U.S. equities trading day. On July 6, the SEC extended the Bats market close review period another 45 days, making August 20 its next action date. At that time, the SEC may either approve or institute a proceeding disapproval, which would give them another 180 days to act. We remain strongly committed to the customer benefits of this initiative, which are highlighted in our response letter to the SEC earlier this week, and we will continue to advocate for its approval. In closing, I would like to thank the CBOE team for a great second quarter, our first full quarter as a combined company with Bats. It is a credit to the talent and professionalism of the entire team that we continue to systematically hit our internal integration milestones while delivering strong results in our core business lines and positioning the company for future success through the consistent execution of our strategic growth initiatives. I am excited about the opportunity that lies ahead for this team to leverage our expanded product line and extended global reach to continue to grow CBOE and reward our shareholders for years to come. With that, I thank you for your time. I will now turn it over to Alan.
Alan Dean:
Thank you, Ed, and good morning. Before I begin, let me point out that our GAAP and our reported second quarter 2017 results include Bats for the entire quarter this year but not for the comparable 2016 period. Therefore, the year-over-year variances on the GAAP basis were largely due to the addition of Bats on March 1. To provide an additional review of our business, my remarks will focus on our non-GAAP adjusted combined results, which present financial results to reflect the Bats transaction as if it had occurred on January 1, 2016. On that basis, for the combined company, we saw strong results for the second quarter, primarily driven by the continued strength of our proprietary index products and growth in non-transaction revenue against the backdrop of subdued market volatility and essentially flat U.S. equities and options trading activity quarter-over-quarter. Summarizing our adjusted combined results, net revenue was $266.9 million, up 5% above last year's second quarter. Operating expenses were $101.3 million, down 5%, and the operating margin increased 410 basis points versus last year's second quarter to 62%. Diluted earnings per share of $0.87 was up 16% over the prior year period. Looking at our results further, starting with net revenue. Our revenue growth was primarily fueled by increases in transaction fees, market data fees and exchange services and other fees. Turning to the revenue contribution by business segment, you can see that we achieved higher revenue across each business segment, with futures contributing the largest increase. We also benefited from the diversity of our revenue streams, with growth in non-transaction revenue and U.S. equities offsetting the shortfall in net transaction fees in that business. I'll get into this in more detail when I review each business segment. In our options segment, adjusted combined net revenue of $126.7 million was up $2.1 million or 2% compared with the second quarter of 2016. The increase was primarily driven by higher revenue from net transaction fees, exchange services and other fees and market data fees, offset somewhat by an increase in royalty fees and a decrease in access fees. Net transaction fees for options were up $3.7 million in the second quarter, with higher revenue from index options, offset somewhat by a decline in multiply-listed options. Transaction fees from our higher RPC index options were $80.7 million, up $4.8 million or 6%. This increase reflects a 9% increase in average daily volume over last year's second quarter, led by average daily volume increases of 9% in SPX options and 15% in VIX options, offset somewhat by a 1% decrease in index RPC, primarily due to a mix shift. The increase in options market data fees was primarily due to gains in our share of U.S. options transactions this quarter as compared to last year's second quarter. Total market share for CBOE Holdings was 42.2% for the second quarter of 2017, up from 38.7% in the second quarter of 2016, reflecting market share gains across each of our options exchanges on a both year-over-year and quarter-over-quarter comparison. Moving to futures. Our fastest-growing and highest RPC business segment posted record trading volume and average daily volume in the second quarter. CFE traded an average of 307,000 contracts per day for the quarter, fueling net revenue of $36.2 million, a 20% increase compared with the same quarter one year ago. This increase resulted from higher net transaction fees, driven by 19% year-over-year increase in futures average daily volume and a 5% increase in RPC. Futures RPC for the quarter was $1.76, compared with a $1.68 in last year's second quarter, primarily reflecting the impact of fee changes implemented in January of this year. Looking at CBOE's organic growth from options and futures, excluding the Bats revenue contribution, you can see that we had strong organic growth of 5%, driven the strength of our proprietary products, particularly VIX futures and index options. On a combined basis, proprietary products accounted for 65.4% of net transaction fees in the second quarter of 2017, compared to 62.2% in the second quarter of 2016. Turning to U.S. equities. Net revenue was up 3%, primarily driven by increases in non-transaction revenue, offset somewhat by lower net transaction fees. Our results reflect a 5% decline in market volumes and a 1.2 percentage point decrease in market share, offset somewhat by a 5% increase in net capture. We witnessed a continuation of low volatility during the second quarter, wherein generally, overall equities volumes declined as a higher percentage of shares are traded off-exchange. However, strong non-transaction revenue more than offset the shortfall in net transaction fees, with solid growth in exchange services and other fees and market data fees. Conversely, market volumes for European equities were up 4% in the second quarter. In U.S. dollars European equities reported net revenue of $18.5 million, an increase of 3% versus last year's second quarter despite the weaker pound. In local currency, net revenue actually grew 16% to GBP 14.5 million in the second quarter of 2017 from GBP 12.5 million in the second quarter of 2016, reflecting growth in both net transaction fees and non-transaction revenue. The increase in net transaction fees resulted from the increase in overall market average daily notional value and a 7% increase in net revenue capture. For the second quarter of 2017, Bats retained its position as the largest European stock exchange, with 21.3% market share. Net revenues for Global FX rose 21% to $10.9 million in the second quarter of 2017. This increase was due to access fees implemented in the third quarter of 2016. In addition, market share increased from 11.5% in last year's second quarter to 12.9%, tying an all-time high also reached in the first quarter of this year. During the second quarter of 2017, nearly $28 billion of average daily notional value traded on the Hotspot FX platform, up 8% from nearly $26 billion in last year's second quarter. Turning to expenses, this next slide details total adjusted combined operating expenses of $101.3 million for the quarter, down $5.7 million or 5% compared with last year's second quarter. Looking at the expenses in detail, the favorable variances are mainly in professional fees and outside services and depreciation and amortization. The decrease in professional fees and outside services reflects the realization of synergies, which resulted in lower expenses for legal services, consulting fees, audit fees and other corporate overhead. The decrease in depreciation and amortization primarily resulted from the acceleration of certain systems depreciation and amortization in 2016. For the second quarter, we realized $7.1 million in pretax -- $7.1 million pretax in expense synergies, primarily seen in compensation of benefits and professional fees and outside services. We continue to make solid progress executing on our integration plans. And as we noted on our last call, the realization of synergies is ahead of plan, and we expect to end 2017 with $20 million in GAAP run rate synergies and to achieve the $50 million run rate in year 3. We look forward to updating you as we make further progress in the integration process. Turning to guidance. Looking at our expense guidance for the full year 2017, we now expect to be at the low end of our guidance range of $415 million to $423 million. Adjusted combined operating expenses in the third and fourth quarters are expected to increase somewhat compared to the second quarter, reflecting merit increases and higher cost for professional fees and outside services, driven in part by expected fees for the consolidated audit trail, CAT, to be incurred in the third and fourth quarters. Moving to income taxes, our effective tax rate on adjusted earnings for the second quarter was 36.2%, within our guidance range of 35% to 37% we provided on our last call. Looking ahead, as a result of the corporate income tax law changes enacted in Illinois in early July, we now expect our effective tax rate on adjusted combined earnings for the full year to be in a range of 35.5% to 37.5%, resulting in an effective tax rate in the third and fourth quarters closer to the high end of our range. This guidance excludes a onetime charge we expect to take in the third quarter to remeasure our deferred tax positions as well as other non-GAAP adjustments. The effective tax rate on GAAP earnings is expected to be in the range of 37% to 39% for the year. In addition, we are reaffirming our guidance for depreciation and amortization and capital expenditures for the year, which projects increased CapEx spending in the back half of the year. Now I'd like to turn it over to Brian to provide an update on our capital management.
Brian Schell:
Thanks, Alan. We continue to take a balanced approach to our capital management that we believe results in long-term shareholder value. As such, our capital allocation priorities have not changed. We plan to invest in the growth of our business, return capital through dividends and utilize excess cash to pay down our five year term loan as quickly as possible. Consistent with that philosophy, last week our board declared a dividend for the third quarter and raised the third quarter dividend by 8% to $0.27 per share from $0.25 per share. Our quarterly results once again generated strong cash flows, which enabled us to reduce our debt by an additional $75 million and still end the quarter with adjusted cash and investments of $149 million. During the quarter, we also completed an offering of $300 million of two year 1.95% senior notes. All of the net proceeds were used to pay down a portion of the five year term loan. This transaction resulted in a compression of our interest rate spread and, by converting a portion of our debt from floating rate to fixed rate, reduced our interest rate exposure to possible future interest rate hikes. Our debt-to-EBITDA ratio based on trailing 12 months adjusted combined EBITDA at quarter end was 2.1x, which is down from 2.4x at the end of the first quarter. And while we don't have a specific leverage ratio target we are currently managing to, we will look to reduce our debt to enhance our balance sheet flexibility. While we did not make any share repurchases in the second quarter, we may allocate capital to make opportunistic share repurchases in the future, depending on the circumstances. To summarize, during the second quarter, we built on the strong momentum we experienced in the first quarter and continued to demonstrate the strength of our proprietary index products, generating strong organic growth; diversifying and stabilizing our revenue streams with increased mix of non-transaction revenues; disciplined expense management; leveraging the scale of our business model, producing higher profitability margins; an integration plan on track with a strong cost synergy realization; and finally, ongoing focus on capital allocation by reducing debt and increasing our quarterly dividend. Overall, we are pleased with the progress we are making and are excited about the strength of our core business. We are committed to maintaining our focus on expense discipline and driving enhanced returns for our shareholders. With that, we thank you for your time this morning. We'll turn it back to Debbie for instructions on the Q&A portion of the call.
Deborah Koopman:
Thank you, Brian. At this point, we'd be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Please feel free to get back in the queue, and if time permits, we will take a second question. Operator?
Operator:
[Operator Instructions]. And the first question comes from Rich Repetto with Sandler O'Neill.
Rich Repetto:
Yeah, good morning. First, I'd thank you for the mention of Magnus, he was a true exchange guy. So anyway, my question would be to get to Alan on expenses. So a couple of things on the expenses. If you look at the low end, if you see what you did in the first half, it implies we can see back into what it implies to the second half. The 2Q run rate is already well below that. And I know you talked about some expenses incrementally coming on. But the question would be, with the synergies, why wouldn't the synergies offset these incremental expenses? And am I interpreting the synergies, like the $7.1 million in 2Q, if -- theoretically, if nothing changed, wouldn't you realize another $7.1 million in 3Q and $7.1 million in 4Q, or is that not the way you calculate it?
Alan Dean:
Yes Rich. That is the way we would calculate it, and if nothing changed, there would be another $7 million in Q3 and Q4. We did modify our expense guidance for 2017, guiding to the lower end of the range. And that does imply increased expenses for the third and fourth quarter, and that's the way we currently see it. I hope that we come in below that. But right now, what we think is achievable is that the lower end of that range, Rich. You can't count your chickens until they're hatched, and so we have work to do, and I think another part of your question was you implied that there might be further synergies happening later in the year, and yes, that's true, but the bulk of the synergies happened early on. Ed Tilly and Chris Concannon worked hard to give us a strong start out-of-the-box on the realization of synergies, and so when February 28 came around, we closed the transaction. Lot of things were ready to be implemented, and we did it. And the low hanging fruit, things like audit fees and board fees and insurance, those were realized relatively quickly as well. So to summarize, Rich, we do see the possibility that expenses will rise in the third and fourth quarter, and that's why we maintain that guidance range of $415 million to $423 million, but we're guiding towards the bottom end of that range.
Rich Repetto:
Okay. You stuck to your conservative knitting, Alan. Thanks.
Operator:
Thank you. And the next question comes from Michael Carrier with Bank of America Merrill Lynch.
Michael Carrier:
Thanks guys. Maybe just a question on -- it seems like you guys have a lot going on across each of the different businesses, some of the new initiatives with bitcoin. Just wanted to try to gauge, like, over the next year or two, where are you seeing the best growth opportunities for the combined entity? I think, we all focus on the synergies and progress there, but more on the revenue side, where are you seeing the potential?
Ed Tilly:
Michael, great question. It's one that we focus on, probably the first question our board asks us at every quarterly meeting. They too see the opportunities to execute on the revenue synergies that we laid out, gosh, almost a year ago. But really the opportunity we continue to focus on here, is growing the index complex, really leading with this incredible uptake in volatility trading, even in a low environment. So VIX futures and options, and then the growing appeal and the flexibility that our retail customers are seeing in a Monday, Wednesday, Friday SPX complex. So the opportunities are to take those core index products and use the broadened and expanded business development lines, that is really leveraging the U.S. team here and really looking to Mark Hemsley, who runs the European operation, getting his team up to speed on education. I think I mentioned last quarter, that we were sending our own options institute instructors over to Mark's team in order to really get them up to speed, inform -- a much, much more informed lead generation, so that we can grow this product not just domestically, but globally. So that remains the focus. This will continue to be an index story, I think, proved out in both high and historically -- incredibly historically low volatility. So that's the core. But you did bring up a good mention of our interesting release yesterday. I want to turn it over to Chris and maybe John Deters. Just a little bit of overview, while we're sticking to the core, we're still looking to the future to build new opportunities that we'll be able to tell you stories in the coming quarters. So John and Chris, if you could maybe kind of give an overview of the relationship with Gemini, and then, Chris, maybe how we see the opportunity to roll out products after the initial relationship begins.
John Deters:
Thanks Ed. Thanks, Michael. So this is John Deters. Just some quick perspective on the relationship with Gemini. It really represents coming together of two partners who are well positioned to serve the needs of the cryptocurrency market. And I think Ed just touched on it in the prepared remarks, but the partnership really came to life as a result of the CBOE-Bats combination. CBOE, on our end, we were exploring opportunities in the cryptocurrency space but looking for the right entry point. And the Gemini team really had built a good, solid infrastructure that we could leverage for derivatives products. So we're excited about the opportunity. I'd say that, while the cryptocurrency market is nascent, we really, together with our partner, have an opportunity to play a central role in the market. And Chris, if you want to say a word, too, about the cadence of new products and the opportunities set there, broadly?
Chris Concannon:
Sure. Thanks, John. Real quick, we are excited about the relationship with Gemini. This is a relationship that goes back to a listing relationship with the Gemini ETF product that is currently before the SEC. And obviously, we're seeing more bitcoin and cryptocurrency products that want to come to the market. The largest issue with bitcoin and cryptocurrency is storage and effectiveness of storage and really, when you think about it, this futures product, which is still pending regulatory approval, has an opportunity to touch a broader set of investors and clients because it does solve the storage issue. Ultimately, it's a regulated futures market that is underpinned by a commodity that's been recognized by regulators around the planet. So we're excited about the relationship. We're excited about the opportunity to move further into the ETP space of cryptocurrency. We think this future does create opportunities in that space as well. And one thing I'll note, just following up on Ed's comments about revenue opportunity, and you've seen it in the numbers, our non-transaction revenue growth looks to continue. It's an area that we're very focused on in all of our asset classes, whether it's equities in Europe or FX across the globe. So we're excited about the opportunities around non-transaction revenue, given the footprint that this combined company has today.
Michael Carrier:
All right. Thanks a lot.
Operator:
Thank you. And the next question comes from Alex Kramm with UBS.
Alex Kramm:
Yeah, hey good morning. Ed, I want to come back to the comments you make about the index business being still the area of most focus. Clearly, when you look at the VIX volumes in particular in the second quarter and so far this quarter, it's one of the few areas in exchange trading that you should be excited about given the volume trends. So I hear you in terms of people are finding ways to trade in low and high volatility environment. But I think there's also this view out there that some people have that everybody's betting on volatility to be low forever. And at some point, it's going to come to haunt us, and it's going to look ugly in the future. So when I think back to the beginning of 2015, the curve was inverted. Volumes were down. I mean, what's the risk that we go back to a pretty soft environment here and this is just a short-term sake as volatility is still low?
Ed Tilly:
I think if we look at all of the opportunities and how people are employing this, I think you're right. I think in the last six to nine months, we've seen our users change the way that they view and are able to harvest premium, and our products are almost directly benefiting that change in opinion. And again, if I remind you what volatility our VIX contract is actually measuring, it's the market's perception of risk. And the spot VIX is a 30-day measure of that perception of risk. So the contract itself is just a direct reflection of where people view their risk over the next 30 days. And, of course, the term structure is look at their perception risk over time. And to your point, that has been flat in the past. That has been in contango and, on occasion, goes in to backwardation. Now the opportunities as soft [land], I'm not quite sure where you're going with that. Our existing customers are, in fact, finding the utility in a low volatility environment, employing different strategies. The fact that everyone piling into a short model strategy was probably more the norm in the first quarter. We see people now getting out of spreads that allow them to leverage those positions and taking outright positions, whether it's all-in short, as the trend has been. But we see now the interest in long ETP exposure in a more binary effect like -- I've given up on this short model, can't get lower. I'm flipping my -- use the analogy of my old floor days, I'm flipping my trading card over, and I'm taking an outright-long position on volatility. There are too many things uncertain in the world. You can pick up the paper, debt ceiling looming, North Korean missile tests in the future. And what that impact and my perception of risk over time is reflected, I think, in the activity we see going from all-in short, to now taking outright long positions. So not atypical to what we've seen in the past. There are changing perceptions of risk, and that's been reflected in our marketplace.
Chris Concannon:
And Alex, it's Chris. I'll just add, it's not all about volatility. We're seeing a great growth in our SPX complex, as Ed mentioned. Part of that is driven by what we're seeing as broad adoption of option-based strategies in managed funds, in robo-advisors, in ETPs and among insurance and pension funds. So that broad adoption of strong option based strategies that are not related to volatility but are related to other basic strategies. As you can see, the SPX volumes are growing year-over-year and grew quarter-over-quarter. So I think we're in early innings in the broad adoption of option-based strategies.
Ed Tilly:
Let me just punch the point, Alex, and what we've observed, and it was a big one for us, we saw a million contract VIX options trade, which is really taking a position, using the leverage of an options contract, taking in premium, I should add, that really takes a position mark that I don't think we're going to stay in this low volatility environment. And on a way back to a normalized volatility, all the way up to a 35 level, this is an incredible payout for someone who's completely taken a different position on vol and expected risk in the future. So we're seeing much bigger positions from existing and much more activity from new customers. So I'll leave you with those thoughts.
Alex Kramm:
Great color. Thank you very much.
Ed Tilly:
Thanks Alex.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Ken Worthington:
Hi, good morning. Maybe a question for Chris. On CBOE's closing option proposal, can you talk about the support you're getting from different groups of investors and traders? And maybe give us some anecdotes that you find interesting, both from the supporting side and from -- maybe from some detractors. And given this is a pretty radical proposal, is the support you're getting sort of enough to improve the odds if this actually makes it through the SEC? Thanks.
Ed Tilly:
Hold on. Debbie, can you get ready for the mute button? If Chris starts giving anecdotes, we've got to be careful.
Chris Concannon:
Ken, I appreciate that question. Look, we have great support from the industry, SIFMA wrote a great letter. We're seeing additional support. I know some of the distractors were able to get form letters in from some issuers. But really, it comes down to what is the -- what is our legal right to have an offering that is largely already offered by the other exchanges. So we found it ironic that both New York Stock Exchange and NASDAQ were so unsupportive of our proposal, when they both offer competitive closing proctors on each other's closing listed stocks. So our biggest point is one of fairness. If they can compete, why can't we compete with them? And that's an important point for the SEC to consider. I'm not going to speculate on what the outcome is, because it is before the SEC and pending regulatory approval, but we feel pretty optimistic about the opportunity that we have with the SEC and our arguments that we just filed just the other day. So I feel good, don't have any anecdotal things I can share with you right now but happy to talk in the future.
Ken Worthington:
Great. Thank you very much.
Operator:
Thank you. And the next question comes from Ben Herbert with Citigroup.
Ben Herbert:
Hi, good morning. Thanks for taking the question. I would like to get your perspective on MiFID II and progress there, but also specific to the systematic internalizer provision and what you think that might mean for exchange volumes.
Chris Concannon:
Great question. First, we were able to put in place a fully MiFID II-compliant work on our platform in Europe, with a huge lift by the team in Europe, successfully implemented just a few weeks ago. There will probably be one more cleanup release before the end of the year, but that most recent release allows our clients to begin to be MiFID II-compliant way before the deadline in January of 2018. So it was an important release for us, and it was an important lift. And -- so we feel like we are way in advance of MiFID II, have our systems ready and up and running. With regard to the impact of MiFID II, it's still hard to predict. MiFID II is certainly not favorable for internalizers and dark pools. It's -- certainly the principle of MiFID II is to support the lit market and push more volume into the lit market. I think there's -- there are -- there is an opportunity for us to play a role with systematic internalizers that are permitted under MiFID II. We continue to explore different ways and means for us to support systematic internalizers. Today, we support them regularly. We allow systematic internalizers to quote into the public quote through our system. We also provide a trade reporting and clearing mechanism for systematic internalizers. So we think with the robust offering that we have today and the network of clients that we have connected to our platform in Europe that we have an opportunity under MiFID II, not only as a traditional exchange market but also as a supporting role to all market participants, post the effective day in January.
Ben Herbert:
Great. Thanks for taking the question.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi. Good morning. I just want to get an update on leverage and capital deployment. You continue to delever nicely just above 2X on a gross debt-to-EBITDA basis, and you've made really solid progress on the synergies already after such a short period of time. Just given the fact that a couple of exchange assets are for sale right now, I'm just wondering, as we head in to the end of the year here, what are your thoughts on M&A at this point? And where would you potentially be comfortable flexing the leverage to if the right deal came to the table?
Ed Tilly:
Brian, why don't you give a little background on the philosophy? And I can get into maybe the broader view on M&A and just how we've accomplished this over the last couple quarters.
Brian Schell:
Sure. Kyle, the -- as all capital management and capital allocation decisions, we review this pretty regularly with our board. Looking at our current situation, our cash flows, our expectations and our historical capital allocation choices. And again, with the ultimate goal of -- as most leadership teams should be, of delivering -- how do we deliver that best long-term shareholder value? And as we've previously stated, as we looked at the leverage and, specifically, our goal and our focus has been to delever, producing obviously lower interest cost. And more importantly is that balance sheet flexibility that put us -- this combination to come together and be as accretive as it has been to-date. Had there been a highly leveraged CBOE pre-acquisition, it may not have looked the same way. The execution may have gone in the same way, so that discipline and that focus enabled this to come together. So we are looking towards getting back to that without saying, we need to pay x leverage ratio to get back to. So again, it's the flexibility and the capacity that will get us there, and if there's an outcome of things positive that come along the way, whether it's lower cost ratings upgrade, that's not our goal. Again, the goal is to get to the best position.
Alan Dean:
Yes. This is Alan, Kyle. I'll add that the philosophy of our board, the objective of our board hasn't changed, don't hang on to shareholder cash. And we're going to find ways to get those monies back to shareholders, and we've demonstrated that in the past, and we will in the future as well.
Ed Tilly:
So with that as the background, the way we view M&A and you've referenced some properties that perhaps could be out there. Wouldn't expect us or this board to have any targets that are very, very large scale acquisitions. But we're typical to the activity that we were employing pre-Bats. We're looking to grow this core business, period. And if that means we can build tools that make that easier for our customers to either find and interact with our proprietary complex, if there are tools that Bryan Harkins needs on the equity side or Mark Hemsley sees an opportunity in Europe, we will chase them down. We'll look either to build or buy. And if it makes more sense for us to go out and make smaller bolt-on acquisitions that further this strategy, we'll do it. But right now, we are deep in integration and migration of this platform to deliver what we set out to deliver to our shareholders last September. So again, think smaller bolt-on. If we think it's quicker to market for us and more effective, we'll build otherwise, but nothing planned large scale at the moment.
Kyle Voigt:
Thank you.
Operator:
Thank you. And the next question comes from Chris Harris with Wells Fargo.
Chris Harris:
Great, thanks. On your success in ETF listings, I believe one of the benefits of that is the potential to drive a larger share of trading in those ETFs. And so just wondering if you guys are actually seeing that. And then as you continue to grow the ETF listings business, any opportunity for developing some corporate listings?
Chris Concannon:
Sure, it's Chris Concannon. I'll take that. First, thanks for recognizing the exceptional growth we've had in ETF listings. Obviously, you saw the announcement of iShares moving 30 of their existing products to Bats, which is really just -- they are the leading ETF issuer in the States. And this is further validation of the product offering that we have for ETF listings. And it really is reflective of the power of this combination with CBOE, because the full offering that we were able to provide iShares, from educational products and distribution of content, that's something that only came about through the combination with CBOE. So we're excited about that decision and how it validates our offering. We're also excited about, we have now 221 ETFs listed on our market. We are largely focused on those continued listing of ETFs, that will remain our focus for the foreseeable future. To answer your question, on the trading side, with each listing and as they grow in AUM, and we did have some record AUM listings, new listings just this year, we are seeing increased trading volume of those ETFs that are primarily listed on Bats. So not only do you get increased market share from 9:30 to 4 when you are the primary market, but you also get the volume in the closing cross in the primary market. So we're seeing both evidence of growing share and larger closing crosses, as these products that we list continue to grow AUM.
Chris Harris:
Great. Thank you.
Operator:
Thank you. And the next question comes from Alex Blostein with Goldman Sachs.
Alex Blostein:
Great. Hey, good morning everybody. So question just around longer-term outlook for investing and expense for you guys. Clearly, there's a number of growth opportunities you're pursuing on kind of legacy CBOE or legacy Bats, and obviously on a combined basis. How, I guess, should we think about the investing back in the business in this environment? And so sort of think about the kind of the gross expenses over the next couple of years, understanding there are synergies that are going to come out that?
Alan Dean:
So, this is Alan, Alex. We are fortunate to be in an industry and a business that doesn't require huge CapEx commitments. It's largely IT, and we -- and the cost of IT equipment over the years has been coming down. So we will reinvest in our business as we need to, to ensure our future growth in the segments. And I -- we will do that. And as far as expenses goes, our goal line expenses is to see increases that mirror or parallel inflationary rates. So 3% to 5% is kind of where we want to be. Of course, that will be net of any future synergies that we still expect that we'll realize some expense reductions in the future. But that's our goal. And I will add that absolutely the biggest investment that CBOE ever made was just in February, the acquisition of Bats, and that turned out pretty good. So really staying the course, conservative on expenses, conservative on CapEx. The CapEx needs are minimal and to ensure future growth. So not much new there, Alex.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Hi, good morning. Chris, can you dig a little bit deeper on the MiFID II opportunity for market data as you see that, and sort of maybe just more broadly, to what extent do you think you can push market data for the combined firm as a percentage of overall revenue, it can be higher longer-term? And then just an update on the timing for the complex order rollout in the second half on options, U.S. options?
Chris Concannon:
Sure, first on MiFID II. We do think there's an opportunity for continued growth in market data revenue in Europe. Some of that is driven by MiFID II. But largely, what we have in place today can help us grow market data revenue as well as non-transaction revenue. All the revenue that comes in associated with people connecting to our exchanges and connecting and reading our data. So we're excited about the opportunity. We do run, as Ed mentioned, the largest trade reporting service in all of Europe. That's very valuable information. And with MiFID II and SI quoting requirements, we expect to provide -- continue to provide a facility for systematic internalizers to quote through our platform out to the public. So we think there are opportunities for further market data revenue growth in Europe. Broadly speaking, non-transaction revenue is a great opportunity for this combined entity. We have so many platforms in so many markets across the planet. We're excited that each one of those has its own unique non-transaction revenue growth opportunity. And we will use a very carefully -- a very targeted growth areas. If we're a growing market like FX, we'll be very careful about non-transaction revenue. If we have a very large footprint in -- whether it's in equities or options, we're excited about the opportunity, both from data as well as access. So hopefully, that answers your question.
Ed Tilly:
And then the -- Chris, the October EDGX Complex Order Book.
Chris Concannon:
Sorry. Yes, so October 23, we announced this summer that we were rolling out the EDGX Complex Order Book. And as we call it, that's a down payment for the rollout of both our C2 options platform as well as C1. Because both of those markets are going to have a Complex Order Book. It will not be perfectly identical, but the code and the base of the complex order interaction will be very similar across those three markets. So it's a big step. While it doesn't read integration, because it's a new product, it's a big step in the integration process, one that we've -- we're seeing progress quite nicely given that we've announced the re-platforming of CFE in February and then followed by the re-platforming of C2 later in the year.
Brian Bedell:
Any early view on pricing there, or to be determined?
Chris Concannon:
It's really too early to tell. It is EDGX, so it's one of our smaller markets. So we want to gauge the demand. We want folks to use it, so we'll encourage that behavior, but we have other Complex Order Books that we want to be mindful of, as we enter the market with our new Complex Order Book.
Brian Bedell:
Great. Thank you.
Operator:
Thank you. And the next question comes from Patrick O'Shaughnessy with Raymond James.
Patrick O'Shaughnessy:
Hey. So a question on your bitcoin futures platform that you're hoping to launch later this year. How do you go about attracting market makers to that product when, presumably, there aren't a ton of correlated assets?
Chris Concannon:
Sure, it's Chris. I'll take that. Obviously, we've spent a lot of time talking to our market maker community. And this is a market maker community that crosses across not only equities and options, but foreign exchange. And bitcoin, in their view, is just another instrument in the foreign exchange market. Our market makers are, in fact, active in bitcoin, on the various bitcoin exchanges. So we've talked extensively with our participants on the opportunity in bitcoin and across cryptocurrency, not just bitcoin. So we -- I don't think we need to spend too much time attracting market makers. They're already connected to our platform, and they're already actively trading in the cryptocurrency market.
John Deters:
Patrick, I'll add one more point. It's an opportunity for us to just say briefly, a very important aspect of our design is that the Gemini bitcoin auction, which our products would settle to, is an actual traded price of transaction in bitcoin. So market makers have that assurance that there's convergence to a price of tradable bitcoin.
Chris Concannon:
And I'll just point out that this is pending regulatory approval. So the date of launches is not determined yet. We are waiting on our regulators to be comfortable with our offering. But we were excited to announce the partnership with Gemini.
Patrick O'Shaughnessy:
All right. Very helpful. Thank you.
Operator:
Thank you. And the next question is a follow-up from Alex Kramm with UBS.
Alex Kramm:
Yeah, hey thank you. Just a very quick one for Alan or Brian. You talked a lot about the moving pieces on debt. So can you just give us the expectation for interest expense for the remainder of the year, 3Q, 4Q and into next year, as you're, obviously, doing a lot of things here?
Brian Schell:
Yes, so I wouldn't -- I mean, as you model that out, I would just continue to look for -- as we've talked about kind of what are we -- and this goes back to the original kind of capital allocation question and our focus on delevering. So we would continue to, as far as reviewing these decisions with our board, continuing to model that out. We've talked about our prioritization with making sure the business has adequate capital as far as the -- everything we need to fund the business. But we will continue -- expectations are that we continue to focus on delevering. And we see that pace, whether that picks up or changes, again, depends on the opportunities in front of us. And so all along that mix. So we would continue to expect to see a declining interest rate. As far as the aggregate amount roll forward as we continue to delever.
Alan Dean:
And Alex, we should benefit from this $300 million note deal that we did at the end of June. There's a nice interest rate pickup there, nice savings that will flow to our shareholders. So that, combined with the deleveraging effort, you need to look at our 2Q interest expense and then factor in those couple of things, and then you'll get to the rest of the year.
Alex Kramm:
No, fair enough. I guess I'll do the math myself. It's just you guide on so many different things, and this one you don't guide on, so I figured I'd ask.
Ed Tilly:
Why did Alex get two questions, Debbie?
Alex Kramm:
I will leave it at that. Thank you.
Deborah Koopman:
Two more follow-ups.
Operator:
And we have a follow-up also from Alex Blostein with Goldman Sachs.
Alex Blostein:
Sorry guys. Another Alex follow-up. So just a quick question around pricing. So with the VIX futures, obviously, you had an increase there in the first quarter, RPC holding up still quite nicely, even though volumes are up here. How should we think about pricing power at CFE over time? And I guess, more importantly, how does the evolving mix of clients that you guys alluded to earlier in the call add to the kind of RPC sustainability and potential improvement over time here?
Ed Tilly:
Well, let me be specific [ph] that we heard you right, Alex. It was pricing on CFE?
Alex Blostein:
Correct.
Alan Dean:
Yes. So I'm going to touch on SPX and CFE VIX futures and VIX options. We do have the greatest amount of pricing power in VIX futures. The notional size of that kind of [indiscernible] is large. It's -- there aren't economic equivalents that really match up well to that product, and so the combination notional value and the proprietary nature of the product gives us maximum flexibility on pricing. Now with that being said, we try to be really deliberate and thoughtful in what we do on pricing for that product. We don't want to turn off any new or turn off any existing customers. We'd rather have a new customer come and start trading VIX futures and then stay there and trade and trade and trade. I'd like to see revenue grow that way rather than have an existing customer leave or a new customer not come at us because of price, so we're really careful about what we do there. On SPX, there's more economic equivalence out there than on VIX futures. You have spiders, you have the futures at the Merc. You have options on the futures at the Merc. You have over-the-counter. So it's a little bit more complex. But the same strategy holds. So even though we have less pricing power there. Still, our emphasis is on driving revenue through increased customers. VIX options, that contract is one-tenth the size of VIX futures. And so of all of our proprietary products, that's the one we see the most pushback from customers from. And that's probably the product that we have the least amount of pricing power. And in fact, we've given customer accommodations that actually slightly lower our RPC in that product over time. And I would expect that the RPC in that product would -- the chances of that going up are the least of all of our proprietary products.
Ed Tilly:
And then the second part of that question really in mix. So if you saw the increase in the first quarter this year in RPC and VIX futures over the previous that was the price adjustments we made in January. And then the difference between Q1 and Q2 in RPC, really is due to the active day trader discount. So you're right, as we see the day trader pick up their volume, we'll see a slight decrease in RPC, but we'll see that bounce quarter-to-quarter just depending on the mix. So right to your point, you're right. You did see that and quarter-over-quarter, it just is the blend between pure customer or day trader -- people taking advantage of the day trader discount.
Alex Blostein:
Great. All right. Thanks guys.
Operator:
Thank you. And as there are no more questions, I would like to return the call to management for any closing comments.
Deborah Koopman:
Thank you. Thank you for your interest in CBOE. I will be available. If anybody has any follow-up questions, feel free to contact me. Thank you.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.
Executives:
Debbie Koopman - Vice President, Investor Relations Edward Tilly - Chief Executive Officer Alan Dean - Executive Vice President & Chief Financial Officer Chris Concannon - President & Chief Operating Officer John Deters - Chief Strategy Officer and Head of Corporate Initiatives
Analysts:
Richard Repetto - Sandler O'Neill Chris Allen - Buckingham Research Kenneth Worthington - JPMorgan Alex Kramm - UBS Alex Blostein - Goldman Sachs Kyle Voigt - KBW Chris Harris - Wells Fargo Vincent Hung - Autonomous
Operator:
Good day, everyone, and welcome to the CBOE Holdings first quarter 2017 financial results conference call. All participants will be in listen only mode. [Operator Instructions] And please do note this event is being recorded. I would now like to turn the conference over to Debbie Koopman, Vice President of Investor Relations. Please go ahead.
Debbie Koopman:
Thank you. Good morning, and thank you for joining us for our first quarter conference call. On the call today, Ed Tilly, our CEO, will discuss the quarter and our strategic initiatives for 2017. Then Alan Dean, our Executive Vice President and CFO, will detail our first quarter 2017 financial results and provide updated guidance on certain financial metrics for 2017. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our President and COO, Chris Concannon; and our Chief Strategy Officer, John Deters. In addition, I'd like to point out that this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements whether as a result of new information, future events or otherwise after this conference call. During the course of the call this morning, we will be referring to non-GAAP measures that are defined and reconciled in our earnings materials. We also will refer to pro forma results which are also reconciled in our earnings materials. As you know, we completed our acquisition of Bats Global Markets on February 28, 2017. The pro forma results for the information regarding the combined operations as to the Bats acquisition had occurred at the beginning of 2016, in order to provide a more meaningful discussion of our results. Now I'd like to turn the call over to Ed Tilly.
Edward Tilly :
Thank you, Debbie, and good morning and thank you for joining us today. Before we begin our formal remarks, I would like to welcome Chris Concannon, our new President and COO, to his first CBOE quarterly earnings call. Many of you already know Chris and the talents he brings to the CBOE leadership team. Turning to the quarter, I'm pleased to report on a strong first quarter 2017 at CBOE Holdings, with adjusted earnings per share of $0.78, a net revenue of $193.4 million. Our first quarter performance built on last year's solid financial results and continued growth in index trading, led by record trading in SPX options. Our big news for the quarter, of course, was the completion of the acquisition of Bats Global Markets on February 28. I'll have more on that in a moment, but first we'll note that we continue to focus on our core business and maintain strong organic growth in the period leading up to and after the close. Our options volume during the first quarter was up 9% over the previous year, and our proprietary products continued to outperform the industry. We saw record trading in SPX options, which increased 15% over the first quarter 2016. VIX futures trading had its third busiest quarter to-date, and increased 18% year-over-year. We saw similar trends in April in our proprietary products. In our new lines of business from the Bats transaction, we saw first quarter market share in U.S. equities decrease by 2 percentage points against the prior year's first quarter, reflecting lower volatility this year and a record quarter last year. European equities market share was down by about 2 percentage points from the first quarter last year. And while overall global FX volume was down in the first quarter, our market share grew to a record high 12.9% compared to 11.8% a year ago. Moving on now to our integration with Bats. Getting this integration right is our greatest opportunity to benefit our shareholders, customers and employees. I'll use the remainder of my time here to discuss our vision, progress to-date and next steps for fully leveraging our Bats investment. I'll begin by reiterating the four major areas of benefit we expect to see for this deal. First, it grows our company and allows us to scale up, enabling us to increase our profit margins and strategic optionality. The acquisition also increases our recurring non-transaction revenue and further enhances our strong growth and margin profile. Second, it significantly diversifies our product line into new asset classes and geographies, creates new revenue sources, attracts new users to our marketplace, and enables us to efficiently provide packaged offerings, particularly for our large customers. Third, it enhances innovation at CBOE by giving us the opportunity to shape and capture revenue from every aspect of the product development trading cycle. With the addition of Bats' Global ETF listing and trading venues, we can now design new indexes, list them, educate more customers on how to trade them and generate and package market data to deliver incremental revenue and create new products. The new asset classes and geographies brought to us by Bats are building blocks for innovation. We plan, for instance, to leverage CBOE's derivative expertise and Bats' European and FX footprint to create unique products and apply our existing -- and apply our indexing expertise to Bats growing European index business. I'll mention here that Bats rolled out the Bats Brexit 50/50 indexes in March, 10 benchmark indexes on European markets in April, and plans to launch a Pan-European index later this quarter. Fourth, the acquisition grows our customer base and immediately affords us the opportunity to cross-sell additional products and services to more customers. Now an early progress report on integration. We began on day 1 to execute a detailed plan developed well ahead of the close in order to immediately begin to realize the benefits of joining our two companies. We reconfigured our business development and sales operation to leverage our newly expanded product line and geographic reach. Bats brings a much greater physical presence in New York and Europe to CBOE, enabling us to significantly increase boots on the ground in those locations as we begin cross-promoting a broader product line globally. We consolidated offices in locations where there was overlap, and are integrating our expanded global sales force to more efficiently reach customers and improve their experience. While Bats extends our global reach, CBOE brings a robust marketing and educational offering to the combined company. This gives us the opportunity to efficiently raise the profile and understanding of Bats products and markets, which are already being incorporated into our customer-facing efforts. Our annual U.S. Risk Management Conference in March, for instance, was our first as a combined company, and we will showcase our expanded product line later this year at our European and Asian RMC events. We are similarly expanding The CBOE Options Institute curriculum to include educational content on Bats' products, while significantly expanding our educational breadth and reach with the addition of ETF.com. We have greatly expanded and reconfigured our R&D area to comprehensively approach the tremendous opportunity we see for increased innovation. Our newly launched multi-asset solutions division was structured to apply CBOE's innovation expertise to a much broader array of products and services. The new division incorporates product development, market research and information solutions, which includes indexing, data and analytics and execution services. This integrated approach positions our team to innovate across product lines and geographies, and to collaborate with market participants such as index providers and customers and new partners such as ETP issuers. I should note here that in light of our growing index business, CBOE recently joined the Index Industry Association, IIA, which includes leading global index providers such as our partners S&P Dow Jones Indices, FTSE Russell and MSCI. Going forward, our expanded products and services offering will ultimately be powered by Bats' leading proprietary trading technology. Migrating our trading technology onto Bats' proven platform underpins the scale and efficiency we expect to gain from the CBOE-Bats combination. We are laser-focused on working closely with our customers to ensure a seamless technical and operational integration. On March 29, we hosted the first in a series of customer conference calls on technology integration and a migration of CBOE's exchanges onto the Bats' trading platform. CIO, Chris Isaacson, provided a detailed roadmap for CFE's migration, which we expect to complete in February 2018, followed by C2 and then CBOE. Our next systems integration customer call, scheduled for June 6, will provide additional information on the C2 migration time line. In other technology news, we also held a customer conference call last Thursday, to introduce the new complex order book functionality being offered by the Bats' EDGX Options Exchange expected to launch in October. In closing, I would like to thank the entire combined CBOE team. Our ability to hit the ground running on day 1 is a credit to the sustained efforts of the legacy CBOE and Bats teams and our intensive integration planning and preparation prior to the close. These are the very early days of two dynamic and innovative companies coming together. A shared competitive spirit has inspired our teams to bring forth the best of each culture and to make our combined company the best it can be. We could not be more excited about the opportunities that lie ahead now that we are operating as one company and one team. With that, I thank you for your time, and now I'll turn over to Alan.
Alan Dean:
Thank you, Ed, and good morning. Before I get into the details of our first quarter results, let me point out that our GAAP or reported first quarter 2017 results include Bats for the month of March. Therefore, the year-over-year variances on a GAAP basis were largely due to the addition of Bats on March 1. To provide a more meaningful review of our business, I will speak to the combined results of CBOE and Bats for the full quarter. So my remarks today will primarily focus on our pro forma non-GAAP results, which present financial results to reflect the Bats transaction, as if it had occurred on January 1, 2016. On that basis for the combined company, we saw strong results for the quarter despite weaker trading and activity across U.S. and European equities and derivatives markets overall. Our results were primarily fueled by the strength of our proprietary index products and growth in our non-transaction revenue which offset weaker trading activity in U.S. and European equities, and we're off to a strong start on our cost synergy targets. Summarizing our pro forma adjusted results, net revenue was $265.3 million, up 4% above last year's first quarter. Operating expenses were $106.3 million, up 4%, and the operating margin increased 10 basis points versus last year's first quarter. Diluted earnings per share of $0.86 was up 25% over the prior year period. Looking at our results further, starting with net revenue, we reported increases in transaction fees, exchange services and other fees, market data fees and other revenue. Generally, we saw a mixed performance by business segment with futures achieving the largest revenue increase followed by options. U.S. and European equities were relatively flat to down as those segments faced a more challenging trading environment this year and difficult comparisons against record results posted in last year's first quarter. However, strong growth in non-transaction revenue in these segments offset shortfalls in net transaction fees. I'll get into this in more detail later when I review each business segment. Non-transaction revenue accounted for 42.9% of total revenue in the first quarter of 2017, up 160 basis points from 41.3% in 2016's first quarter. As a result of the acquisition and related organizational changes, we are now reporting on five business segments
Debbie Koopman :
Thanks. At this point, we'd be happy to take questions. Operator?
Operator:
[Operator Instructions] And it looks like our first questioner for today is going to be Richard Repetto with Sandler O'Neill.
Richard Repetto :
So I guess my one question would be around the subject of volatility. Ed, the proprietary products, the VIX futures, the VIX options, they did extremely well in a period of very low volatility in the first quarter. So I was wondering if you could, again, go through sort of the explanation for that. And also, you've got the Wall Street Journal talking about low volatility. Can you give us any more insights on the outlook for the volatility situation here, low volatility situation?
Edward Tilly:
Sure, Rich. Really let's take a look, bring it up a level kind of the characteristics of this market, there's some similarities that we've seen in other low volatility environments and a couple differences, which has really been the key to driving the volume in VIX this quarter compared to quarters past on SPX. So first, yes, low volatility, not new. We've had other periods that we would characterize as low vol. Highlighting by several spikes occurring really across the globe, again, not new. Upward sloping volatility surface starting at a very low level, almost single digit, up to about 17 or 18. So the surface of volatility over time is not new, but the steepness is. A couple of the differences that have been driving the different utilities out of our proprietary products, SKU is very high. Really the market telling us that while in this current environment, I'm not worried or uncertain. I am from day-to-day, but I am uncertain that there will be an event that significantly moves the market, hence the high SKU. Correlation very low. In an upward market, correlations tend to be lower than they are in downward sloping market. But this is really unusually highly low correlation. Premium harvesting strategies that we've seen people in the past employ, very aggressive now. The steepness of the volatility surface really lends itself to profitable volatility harvesting strategies. So it's really now when we looked at, we talked in the past, we've got these two products that depending on the market, our customers find great utility. So right now, it's more expensive to hedge a running market with S&P 500 puts. It takes a lot of rebalancing, the strike of the S&P 500 is changing. You've seen it. We're at all-time highs. That means there's a constant roll on out of the money puts in the S&P 500, making S&P 500 puts a little more expensive. What's changed and where you've seen the volume and the uptake is using the hedge on this high SKU and this uncertainty looking forward, really the utility of out-of-the-money calls in VIX. You know, VIX cannot go to 0. So really, the utility and hedging with out of the money calls, it's a lot of bang for your buck. VIX also is not S&P 500 level specific in its hedge, meaning a $0.50 option hedge in a VIX call provides great utility not dependent on the level of the S&P 500. So you see our existing customers trading much, much larger in VIX options and VIX futures. So that's kind of the difference. But again, we expect this to continue for some time before policy becomes really put into motion. Right now, lot of talk, there's a lot of uncertainty in elections over the summer time. So we think low vol highlighted for us in the volatility space by some spikes in volatility. But anticipate what the market is telling us that this pattern will continue, at least for the immediate future. And that as I started earlier, the surface volatility going higher over time, the market not as certain as we look out over the calendar. So what we're seeing is just a growing sophistication from our user group as they learn to use these products in different environments. It's a long answer, Rich, but it’s [ph] in the marketplace.
Richard Repetto :
No, that's very helpful. I'm wondering whether this steepness isn't a structural difference now in the VIX term structure. But anyway, that's very helpful.
Operator:
Our next questioner today is Chris Allen with Buckingham.
Chris Allen :
Just wondering if we can dig into the expense guidance a bit. The $415 million to $423 million, if we take out your first quarter results, that kind of equates to $112 million to $115 million per quarter over the rest of '17 versus $106 million on a pro forma basis. So I was just wondering, what's going to drive the sequential increase there? And then if we kind of look at it relative to 2016 and adjust for the [indiscernible] it kind of implies 4.5% to 6.5% growth. So I'm just trying to reconcile all that and think about what's going to drive the sequential expense growth from here.
Edward Tilly:
Well, primarily, it's the ramp-up in our -- the resources that we need to handle the migration from the CBOE platform to the Bats platform. And our target has always been 3% to 5% on expense growth year-over-year, and so we're in that range. The range for expenses of $415 million to $423 million is intentionally a bit wide. So in the first quarter pro forma represents a time when the -- we weren't fully combined. Well, for one month, we were. So the expenses in the first quarter really can't -- aren't indicative of what we'll see the rest of the year. So we're happy with the $415 million to $423 million. It's consistent with our targets previously and we think it'll allow us to realize the operating leverage that these exchanges have enjoyed for years.
Chris Allen :
Can you give any color, though? You're saying the sequential increase may be due to preparing for the integration, but I think the synergies you talk about, Europe and headcount, you're reducing professional fees. So I'm just wondering where that spending is going to occur.
Edward Tilly:
Well, I'll give you an example. So some of the headcount reduction that we experienced in the first quarter were people on the CBOE side that worked -- were working on Vector. So that's cash savings, but it really didn't impact the P&L because all the work they were doing was being capitalized. On the Bats side, as we backfill for some of the people that left CBOE or we transferred down to Kansas City, their expenses are being -- their salaries with compensation are being expensed right off the bat, so to speak and then will be later capitalized as they ramp up and are able to work on the migration of the CBOE platforms onto -- the CBOE exchanges onto the Bats platform.
Operator:
Our next questioner today is by Ken Worthington with JP Morgan.
Kenneth Worthington :
When thinking about the first stages of the integration, I think you indicated that the Bats technology for CFE switches over in February, but traders can begin requesting connectivity as early as July. So I guess, maybe from the announcement date, it's an 11-month integration. So one, why so long? Given the connectivity as early as July, would you expect to see any visible benefits from the integration in the second half of this year? And as we think about the other integrations, you mentioned that you would maybe discuss this later on. But how should we think about the laddering or the staggering of the rest of what you're going to do on the technology side?
Chris Concannon:
So Ken, it's Chris. I'll be happy to answer that. Obviously, we have a model that we've used in the past quite effectively around integration of platforms starting with, obviously, the Chi-X migration and then the Direct Edge migration. What we've learned is a long lead time for clients to connect and to test is a critical part of a perfect migration. So we're using that same model of very long lead times. It also allows us to test not in production, the code that we'll launch in the new platform. So it's a tried and true model that we're going to stick to. We will be announcing a date for the C2 migration shortly. So you'll see kind of the pattern of technology migration. I think it's important to point out that the announcement around the delivery of a complex order book onto EDGX options is our down payment of integration. That complex order book is a key component that will have certain attributes you'll see in the CFE as well as in the C2 migration. So we are attempting to derisk our migration to the new technology by putting into production certain features and functionality in our other platforms on that. So as you will see, we will stick to a long lead time while we allow clients to test quite aggressively during that window. But you will see a pattern of our migration with the subsequent announcements on the migrations of not only CFE but C2, which will be announced in June.
Operator:
And the next questioner is going to be Michael Carrier with Bank of America Merrill Lynch.
Unidentified Analyst:
Hey good morning guys. This is Nimruk Rohan [ph] for Mike Carrier. Thanks for taking my questions. A quick question for Chris. You guys announced the alternative to the closing option. Just wondering if you can give us some additional details on how much volume you think is up for grabs. How are you looking to price the service? What kind of discount are you looking to provide maybe relative to your two biggest peers? And finally, maybe just provide some color on how this is going to affect Bats on the market data side? And I have lots of questions…
Chris Concannon :
Sure. We’ll put you back in the queue to answer the other five. So let me just start. I think it's important to point out that this announcement is a reflection of what this combined company intends to do. We intend to continue to be aggressive, competitive and solve client needs. And this one, in particular, is a client need that we have heard about over the last couple years. And in the last month, we have talked to our clients extensively about how we can solve what has been a growing cost for them with regard to the primary markets and their closing cross auction. Now obviously, investors are using the closing cross as an important price forming moment of the day. And some of our competitors have priced their service aggressively to take advantage of that investors' needs at the close. Our design of this closing cross auction is very targeted to avoid disrupting price formation at the close. If you look at closely at what we're doing, is we're matching market on close orders only prior to the cutoff for the primary markets close. So to the extent we don't achieve a match for your market on close, you will still participate in the closing cross on the primary. We are not targeting limit on close orders which are really the price forming elements of the closing cross. We have not announced pricing for this, but you can assume in traditional aggressive competitive fashion, we will be quite aggressive on the price of our closing cross match. So we -- obviously, if you look at the numbers, the closing cross on the primary markets is close to just over 9% of the ADV. So it's a sizable part of the day that is not subject to the competitive dynamic that Bats brings to the intraday market of competing on price. So this is the first time we're stepping into that part of the market. We're doing it, I think, very appropriately by targeting only market on close orders and not limit on close orders. So we don't want to disrupt price formation at the close, which is an important element and an important goal that our clients have asked us to ensure.
Operator:
And the next questioner is going to be Alex Kramm with UBS.
Alex Kramm :
Just coming back to the expenses for a second, in particular, synergies. I think everybody is talking very positively about the traction that you're getting, the progress you're making and what you've been doing so far. But I think there was some expectation that perhaps, the ultimate size of synergies may be higher, and I don't think you talked about this yet. But where -- why are you not -- I guess, why are you holding back? Are you not comfortable enough yet? Are you not seeing enough yet? And I guess, asking differently, what would it take for you to have a comfort level to say, hey, there's $5 million, $10 million, $20 million extra? Like, what's the bar?
Alan Dean:
Well, Alex, the nature of the foundation of most of the synergies lies in the migration of the three CBOE exchanges onto the Bats platform. And the first one will be completed in early 2018. We haven't announced C2 or CBOE yet, but they're after that. And so there's -- before I can be comfortable in saying the $50 million is now $65 million or whatever, some number higher than $50 million or the $65 million, the 5-year number is some higher number, we need to get further into this migration process because things could go wrong. As you know, this is a very complex process. It could be that we underestimated the time that we need to migrate C2 and CBOE. It could be that the time is right but the resources are wrong, that we need more resources. And that would cause the synergy number to be different than we expected. So I need, we need, CBOE, Ed and Chris Concannon and I, we need to get further into this program, not just 1.5 months or 2 months and gain more confidence in our model that we built last fall that projected synergies before we can update them. It just -- it's premature to do something now. Now with that being said, the $15 million number that we have been public about, saying we thought we'd hit a $15 million run rate in 2017. And now we're at -- we're saying, we think it's going to be $20 million, haven't changed to $50 million yet because we see some of the incremental, the difference of $15 million versus $20 million really coming from savings that we thought would be in 2018. So gosh, I hope you're right, Alex. I hope that we can move those numbers up, but it's just -- it's premature right now. It would be extremely aggressive to do that right now given where we're at in the migration process.
Operator:
Our next questioner is Alex Blostein with Goldman Sachs.
Alex Blostein :
Was hoping you could provide a little bit of color on non-transaction side of the business. So Chris, I guess, specifically, for kind of legacy Bats products, you guys have done a lot over the last couple years just moving further along on, whether FX side or the options side. So maybe an update on where we stand there, kind of the outlook for growth within that area, and any opportunities you guys see to better monetize CBOE's legacy data now as combined two companies.
Chris Concannon:
Sure, Alex. First, I think as a combined company, we look at the level of mix of non-transaction revenue as an important element of the future of the business from market data to access fees, how people connect and membership fees from all of our platforms, FX to options to equities to equities in Europe. So it's an important component of the mix. And if you look at a quarter like we just had where volumes were somewhat muted in equities, both in Europe and the U.S. They are offset by growth in non-transaction revenue or just the stability of that non-transaction revenue. So we look to grow it, we look to grow it year-over-year. The interesting element of that growth and our excitement of that around the growth of non-transaction revenue is that a good portion of it has come from new sales as opposed to adjusting price on an annual basis. So as I look at our new sales, it's about 25% of the growth in our non-transaction revenue. Our market data revenue in the first quarter came from new sales similar to like batch 1, which has been -- has great success among retail firms and we're seeing a success in Europe as well as clients look to achieve a lower cost of their market data because it is price competitive compared to some of the competition. So we're seeing new sales in both our batch 1 and our top-of-book market data offering. But we are excited about growing that non-transaction revenue across the entire company. When I look at our CFE, our options business and the footprint that we have with not only the multi-listed, but the proprietary products, there's wonderful opportunities over the coming years to grow non-transaction revenue as a percent of our total revenue.
Operator:
And our next questioner today is going to be Kyle Voigt with KBW.
Kyle Voigt :
I just need to get a follow-up on the expense guidance. So the guidance was $415 million to $423 million, but that was pro forma, right? So you posted $106 million in 1Q, which tells me you're guiding to around $103 million to $106 million per quarter for the remainder of the year. I just want to make sure I'm thinking about that correct. And – sorry Alan, if you want to –
Alan Dean:
Yes. No, that's right, Kyle. You nailed it. Yes. The guidance, the $415 million to $423 million is pro forma, full year as if the acquisition occurred Jan 1, yes.
Kyle Voigt :
And then I just need to squeeze in one more housekeeping one on the tax rate. The guidance was a bit lower than we expected for 2017. Can you just help us understand if that range is a good range to think about heading into 2018 and beyond? Because I know the synergies are coming from the U.S. where the higher – I think the synergies are coming from the U.S. where the tax rate's a bit higher. So does that create any headwind and you might expect the tax rate to tick up a bit in 2018 and 2019? Or is that a pretty good range?
Alan Dean:
Well, first of all, the 35% to 37% is kind of a wide range. So I think it gives us some flexibility. I feel comfortable with -- certainly with the range for 2017. For looking forward, I am trying to -- in my head, trying to roll through things that might change that could affect that tax rate. Certainly, the biggest impact on that tax rate would be coming from Congress, if that happens. So it's also possible that if our operations in Europe relative to our total business change in size, so that's one of the sources of the reduction in the effective tax rate is our foreign operations. And so that could impact the tax rate going forward as well. So if it grows, I hope it grows, then the tax rate drops, if it's -- even if it grows, but the rest of our business grows even more, then its impact is -- will be felt less. And it's kind of dangerous for me to talk about taxes right now. So I hope that helps.
Operator:
And our next questioner is Chris Harris with Wells Fargo.
Chris Harris :
You guys reiterated the benefits of the merger, and some of these benefits are revenue opportunities. And so as you guys think about the outlook for the combined company in the next couple years, what maybe one or two things are you guys most excited about or you think has the most impact to really drive incremental revenue for the pro forma company?
Edward Tilly:
Yes, let me -- thanks, Chris, good question. Let me kind of tee up. First, it was really formalizing from CBOE and recognizing the talent that has come into CBOE and the infrastructure around a division, where in my prepared remarks, multi-asset solutions division, and that really is our ability to focus the institution, indexing data analytics and execution services. And John Deters is here who heads up that division. So I think what I'd like him to do is just kind of outline the early stage in building his group and then what some of the first couple targets on revenue synergies, and I'd invite Chris to jump in as well.
John Deters:
Yes, thanks, Ed. This is John Deters. So I'll give a little perspective on multi-asset solutions. As Ed said in his earlier remarks, the creation of that unit is designed to capture opportunities using the legacy CBOE innovation processes, capture those opportunities across our full span of platforms, full span of geographies and asset classes. And where we see those opportunities really arising, first, in the information solution silo with the multi-asset solutions. That's indexes, data and analytics and execution services. All of these are product sets or things that we at CBOE and at Bats have quite a bit of experience with but we see a tremendous amount of upside in combining asset classes and geographic exposures to create new products. And then in the research and product development silos, we see really kind of an accelerated ability to produce new proprietary product. Again, by combining the exposures we get from our span of markets and in channeling those exposures back into the appropriate trading venues, we think we've got tremendous opportunity for new proprietary products there. I'm going to also say, just part of the question was, where do we see the, potentially the greatest opportunity as a combined business. And we've talked about this before and it certainly merits highlighting is the opportunity internationally to channel our proprietary products to new customers. How does that get realized? Well, it starts with replatforming of our futures market. And we've always said that we think there's tremendous opportunity there. It's a very global product, our VIX futures, in particular. And it's today, a 24x5 marketplace by having the latest cutting edge technology that the futures market globally expects to have. We will see, I think, a really impressive growth in our futures product. And then in the sales effort, just knocking on doors, using the strong sales force that the Bats team has in London, to communicate and educate around our proprietary products and describe how access is achieved from non-U. S. locations. We think those are tremendous opportunities for us and we think we've already seen really great execution by the team in just a couple months since we've closed the deal.
Edward Tilly:
Yes, let me chime in, I think, a little bit on that sales effort and the coordination. Immediately, with the operation in London and being able to leverage what Mark Hemsley has built there. Early days really led to some terrific leads. I think we're going to see that show up in SPX options and VIX options and the ETH sessions. And those were a direct result of the coordinated effort, both from the New York business development team and Mark Hemsley and his group. So those are probably -- that's the lowest hanging fruit. And then the infrastructure in place that John alluded to in being able to execute on indexing ideas, investment ideas, product rollout, education, data, enhanced market data and continuing that loop, that's really what we talked about in our early days right around the announcement. So kind of give you some idea of what we see going forward.
Operator:
And the next questioner is going to be Vincent Hung with Autonomous.
Vincent Hung :
So you continue to enjoy strong growth in the FX option complex. Can you provide some more detail around the structural growth you're experiencing there in terms of maybe new users or new use cases? And how much of the success of SPX is linked to the success of VIX?
Edward Tilly:
So first, really the growth in SPX is – you first have to look across, what is it that we're offering in a listed market which is really unique to allow an investor to pinpoint their needs? And I think no greater example than the SPX complex. So of course, we have the third Friday AM-settled contract, really the flagship, that's the original SPX contract. And we offer PM-settled now weekly SPX options with Monday, Wednesday and Friday expire. We offer SPX options that expire last business day of the month, and of course, customized FLEX options. But really, the growth and the utility in this market, in this low vol market, has really been the SPX Weeklys. And which now, in first quarter, account for about 43%, 44% of total SPX options traded, up from about 34% a year ago. So it really is in this low vol, back to that premium harvesting strategy, short dated options, the ability to roll three days a week in the listed marketplace. That flexibility, that ability to pinpoint specific dates has found great utility. So that's really the SPX story. Again, it's weekly, it's access, it's multiple expirations and all in a listed marketplace, a concentration of liquidity, liquidity formation here at CBOE, unlike any other broad-based index in the country.
Operator:
And our next questioner today is going to be Richard Repetto with Sandler O'Neill.
Richard Repetto:
Yes, just got a follow-up on the Bats market close order for Chris. So you sort of educated us when you're at Bats on the auctions, the open and the close and how much the volume and the pricing. But I guess, the question is anyway, what's the breakout between market and limited orders on the close? And then, what's to prevent if you are successful other exchanges from copying sort of this pre-auction mechanism?
Chris Concannon:
Great question. Obviously, Rich, the mix of limit on close and market on close does change during times of the year and certainly, key moments. But right now, the market on close is not the biggest portion of the close, limit on close is a larger size. And it goes to our point that we aren't disrupting price formation. We're lowering the cost of the close to our clients. When I look at the competitive response here, if folks want to compete with our closing cross on our listed products which have been growing quite aggressively, they're free to compete because ours is not priced too high. So we already price our closing cross with our flank in mind of people trying to compete with our close. Today, brokers, many brokers offer a match in market on close. So we're not doing anything unique in the marketplace. I think our offering is going to be a broader set of clients, obviously, than a single broker offering to match market on close orders at a lower cost to their clients. But so this is not something new to the market. I think the magnitude of it and the reach and breadth of it to all of our clients is unique in terms of matching market on close prior to the cutoff for the closing cross on the primary market.
Richard Repetto:
So if you were successful, the impact would be -- do you think the impact would be felt more by the brokers then than sort of the closing dominant exchanges?
Chris Concannon:
No. In fact, the impact will be felt by the primary markets and the level of market on closes that they receive. So it is not designed to compete with brokers. Brokers are free to continue to match of their own clients' market on close orders without sending them to the close as they do today. But this gives the industry, obviously, an alternative on their market on close orders to check to see if they can get a match, save a great deal of money and then forward those orders onto the close if they don't receive a match. So it is targeted to compete with the primary markets. We're comfortable with our position on our own closing cross given how cheap we offer it to the industry today.
Operator:
And our next questioner today is Vincent Hung with Autonomous.
Vincent Hung:
Just a follow-up. There's been a lot of discussion in the press about this large trading VIX calls. Is there anything you can say about this and anything around fiscal customer concentration?
Edward Tilly:
Sorry, the question was on the large trader index calls?
Vincent Hung:
Yes, the one that they call $0.50.
Edward Tilly:
Well, I referenced the premium-specific hedging that we're seeing now. And I think rather than to speculate on the strategy, depending on the exposure of that customer, if you look at really, the most, right now, efficient way to hedge exposure in the 500 is an out of the money VIX call. Again, because it's not strike-specific of the S&P 500. $0.50 premium, not the $0.50 trader, the $0.50 premium calls having great utility, if your fear is reflected in the SKU, meaning how expensive out of the money puts are relative to at the money or calls for that instance. And this is really an efficient hedge. So it's premium -- think about the hedge as premium-specific, not strike-specific. You have a contract VIX, what I said earlier, cannot go to 0. So even if we're in single digit realized volatility, you can just look at a premium level, find a call that's roughly $0.50. You know your risk, you get bang for your buck, the entire exposure, entire term of that contract. So it's an incredibly powerful hedging tool. And I think the person you're referring to is finding great utility in a very inexpensive means to hedge exposure in the 500. So that's the -- what we're picking up from The Street, we're seeing that pattern, we're seeing those rolls. And that again, it is premium-specific, not strike-specific. I don't know if that helps, but that's really the way I look at VIX compared to out of the money put hedging in the S&P 500, which requires rolling and strike adjustment. That's a really, really big difference.
John Deters :
And I'd say -- this is John Deters. A key here, just a very baseline principle is that there's a high adverse correlation between the S&P 500 and VIX. So the insurance policy that I described that a market participant derives from purchasing VIX calls, it's a very effective hedge for downward changes in the S&P 500.
Operator:
And our next questioner today is Alex Kramm with UBS.
Alex Kramm:
Just wanted to follow-up with Chris again on the whole closing cross thing. I know you've said a lot already, but just one more. Now I think over the last couple of years, you've also been trying very much so to build the listings business and been trying to do some very attractive deals with ETF providers. And I think part of that idea was to actually get the premium business on the close. And I would say, maybe to some degree, you've had limited success, so now you're turning around, you're being aggressive on the close and trying to steal the business away from the others. So just my question, how is that not talking out of both sides of your mouth? I know you said some things to Rich already with that regard, but just wanted to see like what the strategy is like. Are you an aggressor or not, considering that you've also tried to get premium business in the past?
Chris Concannon:
So Alex, great question. I'm going to focus on your term “limited success” because I can't help myself. It is astounding success that we've had in ETF listings. As a company, a standalone company called Bats and now, as CBOE, we think our success is going to accelerate. Conversations that we're having with the ETF issuers has been extraordinary before the close and now, after the close, the offerings that we can offer them. So our listing business is what I call explosive at this point. We're now over 30% of the new issues in this year alone and that's been accelerating. So certainly, our success is something to be impressive -- is impressive and we plan to continue that success. Now if you look at how the closing cross works in single name corporates versus ETFs, obviously, the single name corporates are much larger. They produce a much larger closing cross than typically ETFs will. Now there's some very high-volume ETFs that have very large closing crosses. But comparison, a corporate versus ETF, the closing cross is much larger on the corporates. So we are not only aggressively listing a product and having successful closing crosses on our own platform, we have also priced our closing cross to be very competitive and assume that someone can compete with us just as we are going to compete with the other primary markets. But again, we're competing with a much larger cross in the corporate closing cross and we will continue to be aggressive on both fronts, our listing front as well as competing with the corporate listings and their closing crosses. So hopefully that answers your question that we are having great success in our listing business. We're certainly -- this is not indicative of us throwing our arms up and saying, we're going to now compete with the closing cross. This is really client demand. Our clients have demanded of us to offer a competing product. We limited that product because of our concern around price formation and the close. We refused to disrupt price formation and the close on the primary market, but we can reduce our clients' costs of participation at the close by this offering. So again, not limited success, wild success on our ETF offering and very bullish about the closing cross that we offer at, what I call, competitive rate. And we are very bullish on our closing cross offering competing against the primary markets, mostly because of the client demand for the product. End of Q&A
Operator:
This concludes our question-and-answer session. I would like to turn the conference back over to Deb Koopman for any closing remarks.
Debbie Koopman:
Thank you. Thank you, everybody. That concludes the call. Thank you everybody for your interest, and we look forward to updating you as we move forward.
Operator:
The conference has now concluded. Thank you all for attending today's presentation. You may now disconnect your lines.
Executives:
Debbie Koopman - Vice President, Investor Relations Edward Tilly - Chief Executive Officer Alan Dean - Executive Vice President & Chief Financial Officer Ed Provost - President & Chief Operating Officer
Analysts:
Kenneth Worthington - JPMorgan Kyle Voigt - KBW Michael Carrier - Bank of America Merrill Lynch Alex Kramm - UBS Alex Blostein - Goldman Sachs Brian Bedell - Deutsche Bank Chris Harris - Wells Fargo Dan Fannon - Jefferies Patrick O’Shaughnessy - Raymond James
Operator:
Good day, and welcome to the CBOE Holding 2016 Fourth Quarter Financial Results Conference Call. All participants will be in listen-only mode. [Operator Instructions] After today's presentation, there will be an opportunity to ask questions. [Operator Instructions] Please note this event is being recorded. I would now like to turn the conference over to Debbie Koopman. Please go ahead.
Debbie Koopman:
Thank you. Good morning and thank you for joining us for our fourth quarter conference call. On the call today, Ed Tilly, our CEO, will discuss the quarter and our strategic initiatives for 2017; then Alan Dean, our Executive Vice President and CFO will detail our fourth quarter 2016 financial results and provide guidance on certain financial metrics for 2017. Following their comments, we will open the call to Q&A. Also joining us, for Q&A will be our President and COO, Ed Provost. In addition, I’d like to point out that this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. As a preliminary note, you should be aware that this presentation contains forward-looking statements regarding intentions, beliefs, and expectations or predictions for the future of CBOE Holdings and Bats Global Markets, which are forward-looking statements and that term is defined in the Private Securities Litigation Reform Act of 1995, including statements regarding anticipated expenses, expected tax rate, future share purchases, plan capital spending, the expected benefits of the planned acquisition of Bats Global Markets and anticipated timing of closing that transaction. Forward-looking statements represent our current judgment on what the future may hold and while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements including due to the factors discussed in the Risk Factors section of CBOE and Bats filings with the SEC Now, I’d like to turn the call over to Ed Tilly.
Edward Tilly:
Thank you, Debbie. Good afternoon and thank you for joining us today. I'm pleased to report a strong fourth quarter 2016 at CBOE Holdings with adjusted earnings per share of $0.63 on revenue of $163 million. Our fourth quarter performance capped off another year of solid financial results and our fourth consecutive year of record index trading led by new all-time highs in SPX options and VIX futures trading. Overall volume at CBOE Holdings during the fourth quarter rose 14% year-over-year, fueled by increased trading and our higher margin index options and futures products, which were up 13% and 26% respectively. For the month of January, we saw trading volume increased 7% over December, with total options volume up 7% and VIX futures volume up 15%. We made significant headway in developing a seamless integration process for our planned acquisition of Bats Global Markets, which was overwhelmingly approved by our stockholders of both companies. We expect the transaction to close by the end of this quarter. We recently received regulatory approval from the Dutch Central Bank, which leaves us one remaining regulatory approval from the United Kingdom Financial Conduct Authority FCA. We are confident that following the closing, we will be positioned to immediately begin realizing the benefits of joining Bats U.S. and European equities, options, ETF trading and global FX platform with CBOE's wide array of equity and index options, multi-asset volatility products and educational resources. In addition to significantly expanding and diversifying our product line, the acquisition will increase our non-transactional revenue stream on day one. We also look to immediately broaden our reach with Bats European presence to cross-promote two distinct product lines to an expanded customer base and to begin the process of streamlining the company’s technology on to Bats proven platform. Importantly, we believe the full potential of the deal lies beyond the sum of its parts. Our companies not only have distinct product lines, but also touch customers at different points along the product development and trading cycle. For instance, as a product innovator, CBOE develops strategy benchmarks for asset managers to create ETPs and benefited from trading in these products, but lacked the means to capture the economics and data from listing them. The addition of Bats' global ETP listing and trading venues is expected to enable CBOE to create an ecosystem that encompasses every aspect of product development from design, listing and trading, to the generation and packaging of market data with which to create still more products. Similarly, we plan to leverage CBOE's derivatives expertise and Bats' European and FX footprint to create unique European and FX products for the benefit of our customers in those markets. The CBOE Bats combination not only enhances our framework for product development, but also provides unique building blocks for new products in the form of CBOE's proprietary indexes and methodologies and an expanded data offering afforded by Bats and CBOE. We believe the ability to expand our value proposition as it relates to product development is especially compelling given the trends toward packaging sophisticated strategies into simple and cost effective list of products including ETPs and structured products. This is something of a sweet spot for us as we expect these products will largely be index-based, enabling us to leverage CBOEs indexing services offering. We also expect those products to be increasingly global macro themed, and we anticipate leveraging Bats proven trading technology to expand our customer reach. In thinking of the opportunities ahead, it's worth noting that industry wide ETP listings are at an all-time high. ETPs account for 30% of the total dollar value traded in US cash equity markets and ETP assets stand at $2.5 trillion, 10% of US stock market capitalization. Volume and alternative ETPs which include volatility products has doubled in the past three years. We're seeing similar growth in ETP options trading which increased 7% last year, against a 10% decline in US equity options volume. The ability to develop, list and trade new products brings us closer to customers whether they be issuers, investors or traders enabling us to better anticipate and respond to their needs throughout the trading cycle. Add to that, CBOEs extended reach via Bats global platform and we have tremendous potential to develop ongoing value-added relationships with a growing global customer base. The corner stone of our value proposition will remain product development, including products and services designed for a growing number of fund issuers, asset managers and investment advisors that use options and futures to provide risk managed solutions for their clients. Case in point is CBOE Vest Financial, our asset management affiliate. CBOE Vest has now launched three mutual funds, each focusing on a unique targeted investment outcome, downside protection, enhanced growth and income generation delivered by options strategies benchmarked to a CBOE index. In less than six months since launch, the CBOE Vest funds have accumulated $35 million in assets and are now available on all major registered investment advisory platforms. We believe the expertise of the Vest team combined with CBOEs proprietary product offerings and expertise in developing option based strategy performance benchmarks uniquely positions our company to lead the option space and targeted based outcome investing, and will serve as a model that can be repeated with other innovative asset managers and advisors. We look forward to further developing our CBOE Vest family of products in 2017, including leveraging the product packaging capabilities of CBOE Vest for the structured products market in Europe through our planned acquisition of Bats. Investor education and close collaboration with end-users goes hand in hand with successful product development at CBOE. This is especially true now as we continue to develop new CBOE products as we expand into new asset classes with the anticipated close of the Bats deal. The continued growth of our risk Management Conference, RMC program which tends to attract early adopters of our new products, takes on even greater significance in light of our expanding global footprint and product line. In November, we hosted our second annual CBOE RMC Asia held in Hong Kong. I am pleased to say that attendance at the 2016 event nearly doubled that of the previous year, and included many of Asia's foremost volatility and derivatives traders, strategists and researchers. We are now preparing for our 33rd annual RMC US which begins March 8 in Dana Point, California. In closing, I will reiterate that we believe the pending CBOE-Bats combination will enable us to cement CBOEs position as the go to partner for developing cutting edge trading investment solutions. We also believe that it increases our ability to provide the marketplace with innovative products across a wide array of asset classes, extends our reach with Bats pan-European equities and global FX Markets and enhances our menu of market data products and services. Moreover, we plan that CBOEs greatly expanded product and services offerings to ultimately be powered by Bats leading from proprietary training technology. At its essence, this deal is about bringing together two remarkably talented and dedicated teams we've created two exceptionally innovative companies. I want to take this opportunity to thank both teams for the contribution making CBOE and Bats market leaders and for the collaborative efforts in creating a process to the planned combination of these two companies into a single even stronger market innovator and leader. We believe the combined expertise of CBOE and Bats teams will enable our company to grow our customer base and reward shareholders for years to come. Before turning this over to Alan Dean, I would like to note this will likely be Ed Provost last earnings call at CBOE. Ed plans to retire upon the close of our planned acquisition of Bats, and I would like to take this opportunity to thank him for his tremendous contribution to CBOE. Ed began his career at CBOE in 1975, after rising through the ranks in our regulatory division, Ed headed operations planning before being named Executive Vice President and Chief Business Development Officer in 2001. Ed became President and COO in 2013. I worked closely with Ed these past years. I can attest there's never been a dull moment and that CBOE has benefited from his insight and talent of every turn. His leadership and guidance have been instrumental to CBOEs ongoing success. I know I speak on behalf of the entire team at CBOE and thanking Ed for his outstanding service and friendship to CBOE. With that, I'll turn it over to Alan.
Alan Dean:
Thank you, Ed. And I'll also add my congratulations and thanks to Ed Provost. We'll miss you. Thanks to everyone for joining us to review fourth quarter results. I'll provide some incremental commentary around our financial results for the quarter and then review our guidance for certain financial metrics for 2017. CBOE Holdings ended 2016 with solid fourth quarter results as highlighted on this slide. Adjusted operating revenue was $163.2 million, up 6% compared with $154 million in last year’s fourth quarter. Adjusted operating income was $79.8 million representing an adjusted operating margin of 48.9%, up 90 basis points versus the fourth quarter 2015. Adjusted net income allocated to common stockholders was $51.4 million, a 5% increase compared with 2015's fourth quarter, while adjusted diluted earnings per share rose 7% to $0.63. Before I continue, let me point out, that our GAAP results reported for the fourth quarter of 2016 and 2015 include certain items that impact the comparison of our operating performance which are not included in our non-GAAP results. These items are detailed in our non-GAAP information provided in the press release and in the appendix of our slide deck. Turning to the details of the quarter. Adjusted operating revenue increased by $9.2 million, primarily due to increases in revenue generated from transaction fees, market data fees, and other revenue versus the fourth quarter of 2015. Transaction fees were up $4.6 million or 4% from last year’s fourth quarter due to a 13% increase in trading volume partly offset by an 8% decrease in the average revenue per contract or RPC. Our blended RPC including options and futures was $0.0377 compared with $0.0408 in the fourth quarter of 2015. The RPC in our options business decreased to $0.0311 compared with $0.0349 in last year's fourth quarter, but increased sequentially compared to $0.0304 in the third quarter of 2016. The year-over-year decline primarily reflects a lower RPC on equity options and exchange-traded products, which were down 45% and 42% respectively due to the mix of account type and higher volume discounts and incentives. The quarter-over-quarter increase in the options RPC was due to a lower volume discounts in the fourth quarter as compared to the third quarter of 2016. On the futures side, CFE's revenue per contract was relatively unchanged at $1.68 for the fourth quarter. As shown by the pie charts on this side, the mix of trading volume between our indexed products and multiple-listed products was about the same in the fourth quarter of 2016 versus 2015 with our highest margin index options and futures contracts accounting for 40.8% of total volume versus 40.9% in 2015's fourth quarter. Converting the volume into transaction fees, you see that index options and futures contracts accounted for 89.4% of transaction fees for the quarter, up from 83.1% in the fourth quarter of 2015. For the full year, proprietary products accounted for 88.2% of transaction fees, up from 82.9% in 2015. Looking at other variables influencing total operating revenue, market data fees increased $1.5 million and other revenue increased $2.4 million compared with last year’s fourth quarter. The increase to market data revenue is primarily driven by an increase in CBOE share OPRA market data as well as continued growth in market data revenue from CBOE's proprietary index values. The increase in other revenue was primarily due to higher regulatory fines assessed to trading permit holders for disciplinary actions. This revenue is used to offset regulatory expenses. Now turning to expenses. This slide details total adjusted operating expenses of $83.4 million, up $3.3 million or 4% compared with $80.1 million for the fourth quarter of 2015. The increase largely reflects higher costs for compensation of benefits, royalty fees and travel and promotional expenses, offset somewhat by decrease in depreciation and amortization. The decline in depreciation and amortization expense in the fourth quarter of 2016 compared to 2015 is mainly due to the final write-off of certain regulatory software that occurred in June of 2016 with the plan transfer to FINRA systems. This next slide details core operating expense of $53.2 million for the fourth quarter, an increase of $3.5 million or 7% compared with the fourth quarter of 2015. The increase was primarily driven by a $2.2 million increase in compensation and benefits and an $800,000 increase in travel and promotional expenses. The increase in compensation and benefits was largely due to higher incentive based compensation expenses which are aligned with our financial performance. The increase in travel and promotional expenses primarily reflects higher costs for advertising of special events versus last year’s fourth quarter. Volume based expenses which include royalty fees and order routing were $20.4 million for the quarter, an increase of $2.3 million or 13% reflecting higher royalty fees resulting from increased trading volume and our license products. Total trading volume in our Index Complex was up 12% for the quarter with Index Options up 11% and VIX futures up 24%. Moving to other income and expenses. Investment and other income increased by $1.6 million in the fourth quarter reflecting an increase in the dividend recognized from the Options Clearing Corporation. If you'll recall last year’s dividend represented 10 months whereas for 2016, it covers the full year. Finishing up on the income statement review our effective tax rate was 39.8% for the fourth quarter of 2016 compared with 36.7% in 2015s fourth quarter. The higher effective tax rate was primarily due to an increase in uncertain tax positions, offsetting the favorable impact of the preferential tax treatment on the OCC dividend income. Now, let's turn to a few highlights relating to our balance sheet and capital allocation. In 2016, we generated more than $230 million in cash from operating activities. It is worth noting that this includes over $19 million pretax and acquisition related costs incurred in 2016. For the year, we used about $44 million for capital expenditures, returned nearly $79 million through dividends and about $65 million through share buybacks. In 2016 we repurchased nearly 1 million shares under our share repurchase program at an average price of $63.83 reducing shares outstanding by nearly 3%. We have approximately $97 million of availability remaining under our share repurchase authorizations. As we noted previously, we suspended our share repurchase program in connection with our pending acquisition of Bats so there was no repurchase activity in the fourth quarter. However going forward, we may make opportunistic share repurchases, although we currently intend to direct our capital resources towards paying down the $1.65 billion of debt incurred in connection with the Bats transaction. Moving to our guidance for 2017 which is based on CBOE only and does not take into account our pending acquisition of Bats. Once we close the transaction, we will update our guidance to take into account the combined company. CBOEs core expenses for the full year 2016 came in at about $208 million, below our original guidance of $211 million to $215 million, but in line with the outlook we provided on our last earnings call. For 2017, we expect core expenses to be in a range of $214 million to $218 million representing an increase of 3% to 5% versus 2016. The expected increase in 2017 primarily reflects higher expenses for compensation and benefits and professional fees and outside services. The increase in compensation of benefits primarily reflects merit increases and higher incentive based compensation. The increase in professional fees and outside services primarily is driven by higher costs relating to regulatory services; however we expect regulatory revenue to offset this increase. Stock based compensation expense included in compensation and benefits is expected to be approximately $27.5 million for 2017. This includes $13 million on accelerated stock based compensation expense, approximately 12 million of which is expected to be recognized in the first quarter of 2017. We plan to include the accelerated stock based compensation in our non-GAAP reconciliation. The increase in accelerated stock based compensation versus 2016 is due to a plan change in the retirement investing schedule for Equity Award Grants. We expect our effective tax rate for 2017 to be in the range of 38.5% to 39.5%. Moving on, capital spending in 2017 is expected to be between $46 million to $48 million, up somewhat compared with the $44 million we spent in 2016 which includes our ongoing investments in systems hardware and software to support and enhance our trading technology. Depreciation and amortization expense is expected to be between 440 million to $42 million compared with $44 million in 2016. In addition let me touch on interest expense. On December 15, 2016, we entered into $1 billion five year delay draw term loan agreement and on January 12, 2017, we completed an offering of $650 million of 3.65% senior notes due in 2027. Combined this secures the $1.65 billion to finance the cash portion of our pending transaction of Bats, as well as the repayment of Bats existing indebtedness and certain transaction costs. The interest in fees for the senior notes are expected to result in interest of expense of about $24.2 million for the full year of 2017 little over $6 million each quarter. We plan to draw on the term loan upon closing of the Bats acquisition. The initial interest rate of the term loan will be based on LIBOR plus 1.25% per annum. This rate is subject to change based on credit rating and a range from 1.00% to 1.75%. Finally, we entered into December 15, 2016 a $150 million five year revolving credit facility that can be used for working capital and other general corporate purposes. Currently, there are no borrowings outstanding under this agreement. Going forward we expect to maintain a strong balance sheet and we plan to keep debt levels in line with an investment grade profile to maintain the flexibility for capital expenditures, dividend payments and opportunistic share repurchases and other strategic initiatives. We entered 2017 excited about expanding our sources of value creation and the diversification of our earnings profile we expect to achieve through our acquisition of Bats. Our strong financial position and operating cash flow generation has allowed us to invest in CBOE's future and we look forward to executing on our strategy to deliver long-term value creation for our stockholders. With that, we thank you for your time this afternoon and attention. I'll turn the call back over to Debbie for instructions on a Q&A portion of our call.
Debbie Koopman:
Thanks, Alan. At this point, we would be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back into the queue. And if time permits, we’ll take a second question. Operator?
Operator:
Thank you. We will now begin the question-and-answer session. [Operator Instructions] Our first question comes from Ken Worthington of JPMorgan. Please go ahead.
Kenneth Worthington:
Hi, good afternoon. And thank you for taking my question. Many shareholder advocacy groups support the separation of the CEO and Chairman of the Board position. So maybe Ed, for you, the CBOE or do you expect to hold both positions longer term or is this more of a near term consideration for CBOE as the Bats and CBOE merger kind of go through their integration?
Edward Tilly:
The Board obviously can make its decision at any time going forward, but this is not anticipated to be short-term in its duration.
Kenneth Worthington:
Okay. Great. Thank you very much.
Operator:
Our next question comes from Kyle Voigt of KBW. Please go ahead.
Kyle Voigt:
Hi. Good evening. Thanks for taking my question. I guess just on the Bats deal, in the release you state that you'll immediately begin to realize the benefits of bringing together Bats and CBOE. Can you just talk about the process thus far and I'm just trying to get a sense as to how much of a head start you've been able to get on the integration planning for costs and revenue synergies and whether or not you feel more or less confident in your synergy guidance than when you announced the deal?
Edward Tilly:
So two questions. Let me tackle just the process that has been under way, certainly since our announcement in September, we have pretty detailed work streams in a structure and teams in place that have been facilitating that process in readiness and using really strategic integration office and Steering Committee that really reports up to me. So from a readiness, we're good to go. And as in my prepared remarks as I've said, we've gotten one of the final two approvals completed on the second and then just to wait the FCAs approval. We are ready integration wise should that come earlier, but we're still planning in end of the quarter, if things change, we get that FCA approval we'll let you know. And then Alan, if you want to tackle the actual synergy numbers and the road map to delivering on those.
Alan Dean:
Sure, thanks, Ed. Hi, Kyle. I can't help but be more confident at this point than I was say last October 1st when we certainly did a lot of background investigation calculating to come up with our synergy numbers and now I have the month of October, November, December, January and as Ed said we've been working hard at this integration, so I do feel more confident in the number going forward and I'm happy to report that.
Kyle Voigt:
Thank you very much.
Operator:
Our next question comes from Michael Carrier of Bank of America Merrill Lynch. Please go ahead.
Michael Carrier:
Thanks a lot guys. Maybe just Alan, just two things on the compensation. Just the acceleration in the first quarter, just maybe the decision around that, and then there is some accounting changes on the equity comp side and just wanted to see if there's any impact on the tax rate for 2017?
Alan Dean:
Yes. So the acceleration - you're talking about the stock based comp is that correct, Mike?
Michael Carrier:
Correct.
Alan Dean:
Okay. So what we're doing is changing when stock compensation would fully vest and has to do with years of service and age and we're - our practice is changing in a way that puts us in line with best practice. And so that's all we're doing and we felt as if we were outside of best practice going forward and we weren't serving shareholders in the best way we could. So that's the grants happen in February around here and so this is all subject to Board approval, our Board meeting is late next week, but that's what we're anticipating. Regarding the change in taxes related to stock based compensation, yes, we do anticipate a favorable impact on the effective tax rate because of the gap changes. But it's not material to us. And it's included in the tax guidance range that I gave you.
Michael Carrier:
Okay. Thanks a lot.
Alan Dean:
Sure.
Operator:
Our next question comes from Alex Kramm of UBS. Please go ahead.
Alex Kramm:
Hi good evening. Just wanted to touch about multi-list for a second, I recognize it's a small part of your business obviously, but if you look at the pricing trend and market share that business continues to bleed. Just wondering Alan if you have any updated thoughts in terms of your positioning from a competitive dynamic. When you see what your competitors are doing, do you feel like you have to keep on taking this race further down? And then also I think when investors sometimes look at your RPC as you reported and compare to the other public peers out there, it looks like you're very, very underpriced relative to the competition, so you obviously look a little bit more in detail in terms of different pricing schemes that other guys have, so how much do you feel like you may be undercutting the competition at this time? Thank you.
Alan Dean:
How many questions was that?
Alex Kramm:
That was one question.
Alan Dean:
So pricing in the multi. So if you look at the press release, even though overall pricing is down year-over-year sequentially, you can see a bounce in both the equity and the exchange traded products line which I'm happy to see. And we - so I think that's good. I hope that trend continues. Of course, I can't, I'm not predicting anything, but that bounce is good and reflects some fee changes that we made late last year. I think price is what moves market share in that multi-list category. Of course you have to have the right systems, the right functionality, dependability. We have that. We spend a lot of time thinking about fees and so although I'd like to see fees higher, I think we're priced right. Remember this is the small part of the business as you referred to it. It's only part of the multi list picture. There is access fees and market data revenue and exchange services and other fees and our goal is to optimize total revenue, and sometimes we do a better job at that than others but I'm pretty happy with where we are at. I still - also I'll say this, and you've heard me say this. I think there is a bottom to pricing in the multi list category and it's higher than what you would expect if you're comparing it to the cash equities side of our industry and that's because of the lack of market data revenue that the options industry has relative to cash equity. So it feels like we're at a bottom, but I think we do a pretty good job on pricing and optimizing our total revenue, so did I - so I'm not sure if I answered all your questions, Alex.
Alex Kramm:
Maybe we'll just leave it at that then for now.
Operator:
Our next question comes from Alex Blostein of Goldman Sachs. Please go ahead.
Alex Blostein:
Hey guys, good evening.
Edward Tilly:
Hi.
Alex Blostein:
A question for you guys around the proprietary products so wanted to touch on the VIX and SPX complex particularly on the trends you're seeing so far year-to-date. So the VIX levels obviously down a lot and you coming off a pretty tough comps on a year-over-year basis. But your volumes are actually holding up reasonably okay, kind of down maybe mid to high single digits and it seems like the open interest continues to grow at least on the futures side. So just peeling back a couple layers maybe give us color what's going on and why maybe it's holding up a little better relative to the broader low volatile environment?
Edward Tilly:
I think what you're speaking to is the utility and even on days with low volume if we look at a day like today in the industry not a super busy day but well over a million contracts again in SPX. And I think you are speaking to just the broad receptivity and the flexibility around the contracts and the offerings with Monday, Wednesday, and Friday expiries and being able to capture and monetize short-term movements in the market. But overall in volatility, I think that it's such a great question Alex coming from you because I've looked at Buzz Gregory who is probably one of the leaders, I think in volatility space, when he commented and I follow him. Policies and process and it takes time. So far we've got a lot of words on what might affect the business overtime and the market seems to be willing to give the administration a pass in short-term and charge relatively inexpensive rates for insurance on the portfolio of the S&P 500 over the next 30 days. But not surprisingly, not willing to ensure those portfolios for any long periods of time in that the price if we look out over the volatility service returns to normal pricing October VIX level over '18. So this is typical of shorter term trends, the effect of realized volatility as an anchor on implied volatility looking out over time, but over time the market just not willing to sell that insurance at cheap levels indefinitely.
Alex Blostein:
Got it. Right. Thanks for that. We'll make sure to tell Buzz, you say hello there.
Edward Tilly:
All right.
Operator:
Our next question comes from Brian Bedell of Deutsche Bank. Please go ahead.
Brian Bedell:
Hi. Good afternoon, guys.
Edward Tilly:
Hi, Brian.
Brian Bedell:
Just want to go back on the Bats synergies. I appreciate, obviously, you're going to give us updated guidance when you close the deal. But in line with what you were saying Alan that you are becoming more optimistic, as we think about lining up the integration, should we be thinking realistically, that $50 million year three expense save is likely to happen much sooner than that? And then maybe if you can comment on potential incremental saves over and above that maybe not quantifying them, but just categorically talking about them?
Alan Dean:
Well, it's way too early Brian for me to throw off my $50 million target or three-year synergies. I hope that in a not too distant future, my confidence will get to the point where I can revise this number up, but I'm certainly not anywhere close to that point right now. This will take time. We're diligently working on the integration process. But it's a three-year goal and if you think about the realization of the synergies, you'll have some synergies that happened out of the box for an easy one or C suite redundancy or things like outside auditors or insurance that happens right out of the box. But then the migration from our platform to their platform, the realization of synergies there are real, but that will take time to realize. And you won't know for sure, how you're doing against your targets until later on. So I'll restate that I'm more confident now in the $50 million three-year synergy targets, but I'm nowhere near the point where I could revise them either way.
Brian Bedell:
Okay. Fair enough. Thank you.
Operator:
Our next question comes from Chris Harris of Wells Fargo. Please go ahead.
Chris Harris:
Thank you. Hi guys.
Edward Tilly:
Hi, Chris.
Alan Dean:
Hi.
Chris Harris:
Wondering if you guys can talk a little bit about what the multiple listed options business is going to look like once it's merged with Bats and then I guess specifically wondering whether you think the merger will help to stabilize your share in RPC in that part of your business?
Edward Tilly:
Well until we close we won't be talking about RPC and the Bats organization today or their exchanges, but from an operational standpoint, yes, we will be running the four exchanges each I think offering they are so unique. And part of what we really drove looking at even the multi-list business here as we really don't truly compete even in multi-list options and the nature and the difference between the fee schedules and the allocation algorithms between Bats and CBOE. So we look forward actually to bringing them in under CBOE Holdings and then we'll optimize and make sense on fees and allocation algorithms when we look at the combined offering. So it will be at day one business as usual, we will be running those four exchanges and looking to make changes over time.
Chris Harris:
Okay. Got it. Thank you.
Operator:
Our next question comes from Dan Fannon of Jefferies. Please go ahead.
Dan Fannon:
Thanks. I guess Alan, if you could comment maybe on the outlook for some of the non-transaction revenue specifically thinking about access services into next year?
Alan Dean:
Sure. Be glad to, Dan. Access fees let's start with that. That has since our IPO been declining slightly year-over-year and there is - were way above market in what we charge there and so the 2015 to 2016 is down about $1 million. So I would expect a kind of slow decline going forward in access fees as continuing into 2017. Exchange services and other fees, I would expect that line item to continue to grow at the rate of inflation or even at a rate slightly above inflation because of more customers and pricing opportunities. Market data fees, that's half of that line item is there because of market share and the multi-list side and proprietary side. So half of that line item will grow or decline with our market share. And the other half is our proprietary data fees which like exchange services and other fees, I think will be successful in gaining new customers and there could be pricing opportunities there. So I would look at that half of that growing with inflation or slightly above. I should also say that on the half that is impacted completely by market share and market data fees, OPRA has a history of increasing fees marginally with the rate of inflation, so if you stayed flat on market share your revenue should still go up slightly because of their continued price increases on that side. Regulatory fees for fourth quarter 2016 all that revenue is used to support our regulatory efforts and because our regulatory expenses are increasing by 3% or 5%. I would expect this line item to go up in concert with our regulatory expenses. Other revenue, there's two; the two largest items here are fines and licensing fees. And fines are really hard to predict, very chunky, very up and down and you may recall this year we were light and fines all year until the fourth quarter and then larger fine, I have no transparency or ability to predict what could happen there. Although 2016 feels like a typical year and 2015 seems like a higher year in terms of fines looking back over the years. The second largest line item in other revenue was licensing fees. So this is all the fees that we collect primarily licensing our VIX methodology around the world and ETPs isn’t based on AUM and that line item continues to grow by a rate faster than inflation. And so I'm not putting a number to it, but it's not too far from the point where we’d be thinking about separating that as its own separate line item, so I hope that background helps.
Dan Fannon:
Great. Thank you.
Operator:
Our next question comes from Alex Kramm of UBS. Please go ahead.
Alex Kramm:
Wow. We are already through here. Hello, again.
Debbie Koopman:
Wake up, Alex.
Alex Kramm:
Yeah. Some people are missing what's going on here.
Edward Tilly:
Something about foothold here.
Debbie Koopman:
Come on, you are the last one.
Alex Kramm:
All right. I'll be quick. No just one quick question, only one question this time. I guess for anyone who wants to chime in but obviously with the new administration there's been a lot of talk about deregulation, if I look at options volume over last two years it's been pretty stagnant. So just wondering if you step back and think about the environment over last two years and higher capital requirements and all that stuff we've been seeing, where do you think any sort of deregulation could help your business and are you more optimistic now or do you think it's not going to be really a game changer?
Edward Tilly:
So we've had a little different view on the benefits coming out of regulation in that the exchange space benefits from transparency. We think our customers are better served with a transparent market and we are in favor with markets and in favor of essential counterparty clearing. So from that view, that's all been what I think is very positive, so what can happen what's going forward really is around capital and to your point I think that some of the capital rules have been pretty good headline grabbers. But they have not de-risked the system. They are not risk-based not all of them are risk-based. So maybe a more rational approach to the capital and the capital requirements if there's a risk component where we can get behind that because we are about delivering and mitigating risk it's what we stand for. But when the capital requirements don't offer offsets of long and short and some of this has been just not done we think optimally we'll be involved in affecting as much as we can and influencing positively regulation going forward.
Alex Kramm:
All right. Very good. Thanks.
Operator:
Our next question comes from Patrick O’Shaughnessy of Raymond James. Please go ahead.
Patrick O’Shaughnessy:
Hey, wanting to jump in with a quick one for Alan. So generally it seems like the trends over the last several years have generally been pretty positive in terms of revenue and EPS. And in contrast to the operating cash flow box you have on slide 23 where it looks like operating cash flow peaked in 2014 and it is down the last couple of years. Alan, can you kind of walk us through why that's decreased and I think in particular as I look at the balance sheet, there's been a large increase in your income taxes receivable that might have something to do with that?
Debbie Koopman:
Yeah.
Edward Tilly:
Yeah. So part of its capital expenditures have increased over the years and we have paid in more in taxes than there's a large tax receivable as we paid in more due to uncertain tax positions that are out there. Debbie, am I forgetting anything there?
Debbie Koopman:
Yeah. No, it's mostly the tax that's where a lot of the change has come like you said we have a big receivable, so we've made tax payments and we have an increase in uncertain tax positions, so that affects the cash flow.
Edward Tilly:
And don't forget in 2016, we had a large number for acquisition costs that was new to us and would have certainly helped to turn that - make that 2016 cash flow generation number look a lot better. I'll tell you what I'm going to do Patrick is ask Debbie to take a look at that and if there is any details that I'm forgetting, she'll give you a call and we'll get back to you.
Patrick O’Shaughnessy:
Got it. Appreciate it.
Edward Tilly:
Yep.
Operator:
Our next question comes from Michael Carrier of Bank of America Merrill Lynch. Please go ahead.
Michael Carrier:
Thanks, guys. Hey, Alan just a quick one on the expense guidance. On the stock based comp, just I guess in the total 27.5, is that all included in the 2.14 to 2.18?
Alan Dean:
No. So the 27.5 is total, but 13 is going to be adjusted out as a non-GAAP measure. So the expense that we're reporting is the net between the two - the 27.5 and the 13 and that's what's included in the core expenses.
Debbie Koopman:
Actually, I think it’s 14 for the year. 13 is in the first quarter…
Alan Dean:
Yeah, right.
Debbie Koopman:
Since it’s heavily weighted towards the fourth quarter, we told them what the first quarter impact would be.
Michael Carrier:
Okay. That makes sense. I just wanted to clarify it. Thanks a lot.
Alan Dean:
Yes.
Operator:
This concludes our question-and-answer session. I would like to turn the conference back over to Debbie Koopman for any closing remarks.
Debbie Koopman:
Thank you. Thank you for joining us this afternoon. This completes our call. We appreciate your time and continued interest in the company. I'll be around for however much time I need to take any follow-ups. We'll be traveling in the morning, so you won't be able to contact me, but then I'll be available in the afternoon. Thanks.
Operator:
The conference has now concluded. Thank you for attending today’s presentation. You may now disconnect.
Executives:
Debbie Koopman – Vice President, Investor Relations Ed Tilly – Chief Executive Officer Alan Dean – Executive Vice President & Chief Financial Officer Ed Provost – President & Chief Operating Officer John Deters – Chief Strategy Officer & Head, Corporate Initiatives
Analysts:
Rich Repetto – Sandler O'Neill Kyle Voigt – KBW Chris Harris – Wells Fargo Mike Carrier – Bank of America, Merrill Lynch Christopher Allen – Buckingham
Operator:
Good morning, and welcome to CBOE 2016 Third Quarter Financial Results Conference Call. All participants will be in listen-only mode. [Operator Instructions] After today's presentation there will be an opportunity to ask questions. [Operator Instructions] Please note, this event is being recorded. I would now like to turn the conference over to Debbie Koopman. Ms. Koopman, please go ahead.
Debbie Koopman:
Thank you, good morning and thank you for joining us for our third quarter 2016 earnings conference call. On the call today, Ed Tilly, our CEO, will provide an update on our strategic initiatives for 2016; Alan Dean, our Executive Vice President and CFO, will review our third quarter 2016 financial results. Following their comments, we will open the call to Q&A. Also joining us for Q&A are Ed Provost, President and COO; and John Deters, Chief Strategy Officer and Head of Corporate Initiatives. In addition, I'd like to point out that the presentation will include the use of several slides. We will be showing the slides and providing commentary on each, a downloadable copy of the slide presentation is available on the Investor Relations portion of our website. As a preliminary note, you should be aware that this presentation contains forward-looking statements regarding intention, beliefs, and expectations or predictions with the future of CBOE Holdings and vast global markets which are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Including statements regarding closing optimization of the combined businesses, expected pro forma revenue, anticipated synergies, the expected benefits of the composed transaction and the anticipated timing of the closing. Forward-looking statements represent our current judgment on what the future may hold and while we believe these judgments are reasonable, these forward-looking statements and not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to CBOE's filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. Now, I'd like to turn the call over to Ed Tilley.
Ed Tilly:
Thank you, Debbie. Good morning and thank you for joining us today. I'm pleased to report on a solid third quarter 2016 at CBOE Holdings with adjusted earnings per share of $0.58 on revenue of $156 million against a backdrop of choppy volatility and very challenging year-over-year quarterly comparisons. In the third quarter last year, CBOE had record high financial results as well as record highs in SVX and VIX options in futures trading. While Brexit driven spikes in volatility, it drove increased trading in the second quarter of this year. Against those comparisons, overall trading at CBOE for the third quarter declined year-over-year and from the previous quarter. However, year-to-date trading on our index suite is up 5% led by an increase of 14% in VIX future's trading and continues to outpace monthly listed volume traded industry-wide which is down 4%. Throughout the quarter, we made notable progress in advancing our growth strategy beginning with our planned acquisition of vast global markets which we announced on September 26. We are pleased by the very positive response to the acquisition we received from industry participants. We would appreciate the anticipated benefits of combining U.S. and European equities, ETF trading, global FX platform with CBOE's wide array of index options and services and multi-asset volatility products. The acquisition has the potential to significantly expand and diversify our product line, broaden our reach with that market leading European presence and increase our non-transactional revenue stream while enabling us to streamline the combined company's technology and enhance our strong growth and margin profile. We continue to work through the stuffs necessary to complete the transaction in the first half of 2017 and on a parallel track to position the company for optimal success, immediately following the closing. And integration team comprised of CBOE and employees is snapping out plans and efficiently maximizing synergies and revenue opportunities for the combined company. I'm pleased to report that as we work our way through this process, we continue to believe that we are combining two very complementary and like-minded companies. There is mutual respect for the best-in-class innovation that each company brings to the marketplace and we are thrilled by the opportunities that we expect will result from uniting to supremely dynamic and innovative cultures. It is important to note that the multitude of opportunities afforded us by the VAS [ph] deal, squarely fit into our strategy to develop unique products, expand our customer base and leverage alliances that complement our core business. We see the VAS acquisition as an accelerant of our forward momentum that significantly expands the opportunities on our strategic path. We're even more enthusiastic about CBOE's mission to provide innovative products that facilitate and enhance trading in the global marketplace, given the additional strengths we believe we can bring forward once the transaction is completed. Product development remains and will remain key to our value proposition. I'll take a few moments here to highlight recent progress made in that regard. On October 26th, we launched the CBOE S&P 500 Smile index, a premium capture strategy Index constructed to perform in both full and bear markets. The CBOE Smile Index is based on the steaminess of the curve of implied volatilities of the S&P 500 SPX options, which generally looks like a Smile. As with all of our strategy benchmarks, the Smile Index is meant to be used by asset managers as a road map to drive the use of proprietary products -- in this case, SPX options. In September, we expanded our global-based index offerings with the launch of options on the FTSE Emerging Index, which tracks the performance of large and mid-cap companies from advanced and secondary emerging markets. In August, CBOE's asset management affiliate, CBOE VAS Financial launched the CBOE VAS S&P 500 Buffer Protect strategy fund -- the first mutual fund designed to provide investors with index-based buffer protection. The new index-based fund provides a risk manage investment that seeks to protect against some downside losses in the S&P 500 Index, while still participating in potential upside. On October 18th, CBOE VAS launched the CBOE VAS Defined Distribution strategy fund, which seeks to generate consistent monthly distributions while preserving capital over the long term. The fund's strategy is implemented by using proprietary SPX options and is designed to appeal to investors seeking income in low interest rate environment. We view target-based investing as a major trend that will further democratize the use of many of our products as it can offer the benefits of the options stream, while substantially reducing its complexity. Furthermore, our proprietary product offering and expertise in developing options-based strategy performance benchmarks combined with our CBOE Vast partnership uniquely position's CBOE to find and lead target-based outcome investing's in the options space. We continue to expand our global customer base through joint trading and educational services with our index provider partners. Since becoming the sole U.S. provider of options on the MSCI emerging markets index and the MSCI EAFE Index, we have concentrated our business development and educational efforts on growing customer awareness in these products, which add a significant international dimension to our index options franchise. I'm pleased to note that we've begun to see growing traction in MSCI trading. This quarter, we plan to build amass success by broadening distribution of data in this widely-followed indexes through CBOE's market data express service, provide real-time values of the underlying indexes to broker dealers and their customers. Our efforts will supplement those of MSCI's distribution service which are focused on institutional trade indexes. Our MSCI, SPX, FSTE [ph] products were predominantly featured in last month's 5th Annual CBOE RMC Conference in Europe. While many of Europe's foremost volatility and derivatives traders, strategists and researchers, we are now preparing for our second annual RMC ASA, which begins November 30th in Hong Kong. Touching briefly on the successful launch of KER Global on September 26, you'll recall this CBOE partner with the London Stock Exchange Group and major dealer banks in the development of KER Global, which we believe provides customers with an interest rate trading alternative that offers increased trading efficiencies and reduced transaction costs. We are pleased that there has been trading on KER Global from day one and we look forward to potentially developing new products for the platform, introducing it to our U.S. customer base and participating in its expected growth. In closing, I will reiterate that our mission is to provide innovative products and facilitate and enhance trading in the global marketplace. We remain faithful to that vision this quarter by broadening access to our marketplace, developing new products and providing customers with market data to enhance their trading experience. Lastly, we took a major step forward in advancing our global mission with our planned acquisition of VAS global markets. We believe the VAS transaction combined with CBOE's leadership and index trading and global reputation is the go-to place for trading market volatility, will galvanize our company's efforts to develop new training products, opportunities and efficiencies for our customers and to reward stock holders for years to come. With that, I will turn it over to Alan Dean
Alan Dean:
Thanks, Ed, and good morning to everyone. I'm pleased to provide an overview of our third quarter financial results. Although overall results were below last year's record-setting quarter, it was a solid quarter. Our operating revenue came in at $156.2 million versus $187 million on last year's third quarter. Adjusted operating income was $74.8 million compared with $101.1 million last year. Adjusted operating margin was 47.9% against 54.1% in the third quarter of 2015. Adjusted diluted earnings per share came in at $0.58 per share versus $0.76 per share for the same period last year. Before I continue, let me point out that our GAAP results reported for the third quarter of 2016 includes certain unusual items that impact the comparison of our financial results and that we believe are not indicative of our core operating performance. These items are detailed in our non-GAAP information provided in the press release and in the appendix of our slide deck. Looking in our results further starting with our operating revenue, the main driver of the year-over-year variance was more muted trading volume across our suite of products. Transaction fees were down $32.9 million or 23% compared with the third quarter of 2015, driven by a 12% decrease in both the average revenue per contract or RPC and total trading volume. Looking at volume by product category, our higher RPC proprietary products index fashions in futures were down 21% and 7% respectively, compared with last year's third quarter. For the multiple listed products, options on exchange rate of products decreased 11% while equity options were relatively unchanged. However, as Ed pointed out, year-to-date trading volume and index options are up 5% while VIX futures are at 14%. Our blended RPC including options in futures was $0.0378 versus $0.0431 in last year's third quarter and $0.0405 in the second quarter. The decrease in RPC primarily reflects a shift in the mix of trading volume with our largest RPC products, index options and metrics accounting for 40.7% of cash [ph] traded in this year's third quarter compared with 44.6% in last year's third quarter and 42.9% the previous quarter. Furthermore, the RPC from multiply listed options, equity options and exchange rate of products decreased 49% versus last year's third quarter and 25% compared with the prior quarter, primarily due to the mix of account type and higher volume discounts and incentives. Revenue for contract at CFE, our futures exchange increased 4% to nearly $1.71 from $1.65 in last year's third quarter, reflecting lower rebates linked to volume and account type. Despite the shift in trading volume, the revenue contribution from our proprietary products increased accounting for 90% of total transaction fees in the quarter, up from 84% in the third quarter of 2015 and 87.9% in the second quarter of 2016. Looking at some of the other factors influencing operating revenue, market data revenue increased by $1.1 million, regulatory fees were up $900,000 and exchange services and other fees increased by $600,000 while other revenue was down $400,000. The increase of market data revenue was primarily driven by CBOE's higher share of Opera market data, as well as continued growth in market data revenue to derived from proprietary index values, the increase in exchange services and other fees was largely due to revenue contributed from CBOE Livevol technology services, a 2015 acquisition we anniversary it in early August. Turning to expenses; this next slide details adjusted operating expenses of $81.4 million for the third quarter, a decrease of 4.5 million or 5% compared with $85.9 million in last year's third quarter. The decrease largely reflects lower cost with composition of benefit, depreciation and amortization and loyalty fees, the decline in amortization and depreciation expenses mainly due to the final right-off of certain regulatory software. Core operating expenses were $51.6 million, an increase of $500,000 of 1% compared with the third quarter of 2015; this change primarily reflects increases of $1.2 million in travel and promotional expenses and $400,000 of facilities costs, primarily offset by a decrease of $1.5 million in compensation and benefits, the decline of compensation of benefits was largely due to lower incentive based compensation expenses, which are aligned with our financial performance, the increase in travel promotional expenses primarily reflects higher costs for advertising, special events versus last year's third quarter. Working out our guidance for core expenses, we now expect to be slightly below the guidance range of $211 million to $215 million for the year, in addition, we expect to be slightly below our guidance range of $46 million to $48 million for depreciation and amortization. Looking at volume based expenses, royalty fees decreased by $2.4 million or 11% compared with the same period last year primarily due to lower trading volume and licensed index products which were down 19% versus last year's third quarter volume. In addition, the royalty rate license contract traded increased to $0.601 this quarter up from $0.146 in last year's third quarter of $0.155 in the previous quarter, due to a shift in the mix of licensed index products traded. Turning to the balance sheet; we finished the quarter with cash and cash equivalents of $73 million compared to $52 million at the end of the second quarter and $102 million at the end of 2015. Through the first nine months of the year which generated net cash flows from operating activities of $174 million down from $194 million in the same period last year, primarily due to a decline in that income. As we continue our efforts to effectively allocate our resources to drive shareholder value, year-to-date for September 30, we issued -- we used $36 million for capital expenditures, $58 million to pay dividends of $65 million to repurchase our stock, at September 30, we had approximately $97 million remaining under our existing share repurchase authorizations which is unchanged from June 30. We suspended our share with purchase program of connection with our pending transaction with Bats, going forward we may make opportunistic share repurchases, although we attend to direct our capital resources towards paying down the $1.65 billion of debt, we plan to take down as a part of the Bats transaction. Looking at capital expenditures through the end of the year, we expect to be slightly below our guidance range of 47 to $49 million for the year. The majority of our capital spending continues to be system related, particularly with the ongoing development of the CBOE factor trading platform. Previously we notified our market participants that we expected factor to be up and running for CFE [ph] our futures exchange and March of 2017, in line with our planned acquisition of Bats we have suspended the launch a factor for CFE, while we are continuing the development of CBOE factor until the Bats transaction closes, under the combined company we plan to incorporate the functionality offered by both platforms and migrate into the proprietary Bats technology, ultimately allowing customers to trade through a single platform. Going forward we expect to maintain a strong balance sheet and we plan to keep debt levels in line with our investment grade profile to maintain the flexibility for capital expenditures dividend payments opportunistic share repurchases and other strategic initiatives. In closing, we will continue to take a balanced improved approach or capital allocation strategy which includes evaluating all alternatives to create long-term value for our shareholders. With that, we thank you for your time and attention this morning. And I will turn this Debbie for instructions on the Q&A portion of the call.
Debbie Koopman:
Thank you. At this point, we would be happy to take questions we ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back into the queue and if time permit we will take a second question, operator.
Operator:
Thank you will now begin question and answer session. [Operator Instructions] And this morning's first question comes from Rich Repetto with Sandler O'Neill.
Rich Repetto :
Yes, good morning Ed and good morning Alan. Yes, I guess the question, well first can I humbly ask two questions and you just pick the one you want.
Debbie Koopman:
No Rich, you have to choose.
Ed Tilly:
We'll get both of them.
Rich Repetto :
No, just one question. It's been a little bit over a month since that Bats acquisition was announced. And we talked about on the on the call then what the potential multiple compression and you have seen the stock come go down by about 11.5% from that the September 26, I believe. So I guess the question is. What has is the feedback been I guess from the investment community and how -- is this in your range of slight multiple compression for the transaction.
Alan Dean :
Rich, this is Alan. Largely the response from our shareholders the investment community has been extremely positive, towards the Bats transaction, they'll likely -- fulfillment of our strategic objectives, the potential synergies that what we can become the revenue opportunities that the lie before us, so with few exceptions very positive. On the stock price, we were concerned about PE compression and our stock prices dropped from the announcement, but the entire sector with the exception of Bats, it is dropped in that period of time since September 28 or 26 whatever that that date was. Our PE -- our forward PE is holding, it did drop slightly over that period of time but so did every other exchanges. So, I wish business was a little bit stronger in October but I don't see the drop in our share price being really dependent and or the result of our announcement of the Bats transaction.
Rich Repetto :
Okay, fair enough, thanks I will get back in the queue.
Operator:
Thank you. And the next question comes from Chris Allen from Buckingham.
Christopher Allen:
Good morning everyone. I just want to ask on Bats as well, so you working through just a different choirs get the deal closed, I am wondering like what are the requirements, any potential the closed bit sooner than first of 2017, now just given the quick turnaround time we saw with the NASDAQ CBOE transaction.
Ed Tilly:
Great question. There is obviously with the frost it's being ready from an integration perspective as well, so the teams are working diligently on being prepared, should we be able to close earlier so while we maintain that we are ready for the second half of 2017 and our planning is really -- sorry, first half of 2017 our planning is perhaps much more aggressive than that. Now that said, it is very difficult to predict the various examinations and primarily an antitrust. And the rule filings are required for both Bats in CBOE's perspective so why we think things will go smoothly, and eventually we will get through whatever the requirements are in an antitrust inspection, we will be ready to hit the ground running with an integration team that is preparing for an early earlier close. So again can't get more specific other than to tell you we will be ready.
Christopher Allen:
Thanks.
John Deters:
Maybe one more point as for the on procedural mechanics, this is John by the way, the procedure on mechanics just remind people on what we discussed on the initial announcement call, we have shareholder goals from both companies, we anticipate those occurring. Likely in early in 2017 prior to that, obviously joint proxy statement of registration -- the registration statement to be filed, and we're currently making the full host of a regulatory approvals applications for those approvals in U.S. and Europe, and on the 19, of October so just recently both CBOE an Bats, further notification report forms under HSR [ph] to the FTC and the department of justice, so things are moving along as anticipated.
Christopher Allen:
Thanks, helpful.
Operator:
Thank you. And the next question comes from [indiscernible] with Goldman Sachs.
Unidentified Analyst:
Hey guys, good morning, so appreciated the growth that you guys highlighted across various products in the volumes said, but I guess taking a step back, total revenues year-to-date up in 1% and operating income is down a couple percent, so when you take a step back and you spend a little bit more time, just given, give us a sense, what kind of organic growth opportunities you guys can see on the top line with the Bats combination?
Ed Tilly:
So, sure, so what we've really been focused on is part of the deal is really what these companies can do together, and the transaction is really bringing the complementary strengths of both of the companies, if we look at those product lines and the opportunity, is really maintaining the core, what is CBOE what have we done in the past and that is to bring to the marketplace, all of the products services benchmarks that we have done in the past, we will not lose side of that. Bats as the of second largest U.S. operator in U.S. equities, operating a platform in Europe, that combination allows us from a business developer perspective, to reach a cross to cross sell to develop new products and services that we wouldn't be able to do together. I love to give you a great example of businesses that we have been involved with in the past, and specifically, we've been very much partners with ETP providers, and I think the greatest example of that for us, is partnering with Barclays and the VXX the most successful for us, when we look at volatility ETP's that been brought to the market. In partnering and helping design at being an integral part in bringing it at concept like ETP to market, or ETN to market, we haven't participated in the volume related to that ETN or ETP training, with Bats listing platform, conceptually we can take the idea of a new ETN or ETP, right from the force of that idea, developed with our partner list that ETN or ETP on our new listing exchange, participate that in the volume resulting from the trading of the ETP, the construction and the index services around that ETN or ETP, and that is a back end, participate on the market data as a result, so this ecosystem for CBOE and product development now beginning with the concept moving to listing all the way to market data, changes because of this combination. Both of our companies really couldn't do this alone, but that's an example of some of the opportunities that we look forward to working with our new partner.
Alan Dean:
Alex, this is the Alan, I want to add little bit more collar on the year-over-year comparison that you started out was in -- you have to keep in mind that 2015 included the blow out third quarter, which included August of 2015, it was continuing drops in oil prices, questions about the economy in China we set many volume records in the third quarter of last year, and so that's a tough comparison and to be equal to the net this year compared to last year, when last year has that quarter long , I'd like to be a head, but we have on hand the blow-out quarter this year, yet I hope it's in the fourth quarter, you never know when it's going to happen, but it always does so, I think it's a little unfair just take the three quarter comparison last of this year, and then to draw any conclusions from it. We believe our core products SPX and VIX are continuing to grow and customers and users and we're doing of education to facilitate their growth. So I want to throw that out there and make sure that you understand the third quarter 2015 is something that has to be considered.
Unidentified Analyst:
Thanks, I will jump back in queue.
Operator:
Thank you. And the next question from the line of Brian Bedell with Deutsche Bank.
Brian Bedell:
Hi, good morning folks. Just maybe along the lines of Bats, maybe Ed, if you can talk a little bit more now that you're past the announcement on the multi list strategy, obviously Bats is wanting the auction mechanism later this quarter and then, I think the game plan is to launch a complex order of business in the middle of next year, maybe if you could just comment on if that still in the predicted timeline, and how the CBOE team is involved in that launch.
Ed Tilly:
So to be really clear as our attorneys are staring me down right now; we're not involved in in the Bats decision on how to time the rollouts of their planed auction mechanism and or spread book. But now part of the deal which we're very much mindful of, is the opportunity to operate these different medallions with different strategies, so we definitely part of the diligence appreciate the time on that Bats has already been public on. So our planning in the integration is certainly mindful of that. So this goal as and what we have said on September 26, is to take CBOEs very successful traditional market model and through them the acquisition be able to offer alongside of that Bats has been very successful maker-taker time price priorities algorithm, and having our two other medallions at the end of the acquisition, be able to offer services and pricing schemes that are different -- that are very smart are each of our most successful exchanges. So we are mindful of that rollout schedule, at the end of the day whose goal is obviously to migrate all of these auctions, excuse the word of auctions, all of these platforms onto one proven technology that is the Bats platform and looking very much forward to explaining those differences and different schemes algorithms in pricing to our combined customer base.
Brian Bedell:
Very good great, thank you.
Operator:
Thank you and the next question from Kyle Voigt with KBW.
Kyle Voigt :
Hi good morning, thanks for taking my question. Just a broad question I guess on U.S. options industry wide volume, is multi list side is down 3.5% year-over-year so far in 2016 after declined and last year 3% even less elevated volatility last year, and I appreciate the index options volumes are faring a bit better and I think a growth of something like 3% this year. But the growth rates risen are still significantly below historical norms, so I am just wondering if you can give an update thoughts as to what's going on in the options industry to cause this and what it might take for the industry to return to more normal historical growth rates.
Ed Provost:
Hey Kyle, this is Ed Provost. I'll take a shot at that, it's tough to try to discern the macro trends of the marketplace in general, but I think as was noted in this week's Barrens [ph], Steve's article about the increase in passive investing, there is a general shift away from single stock trading toward more index like trading, and passive investing. I think it's the combination of the lower volatility and those trends, those general trends in the marketplace it may explain why the overall option volume and multiply was that classes is more muted [ph] that point is muted in ATF options and certainly as we've seen in our index products, we have seen great growth. So I'm going to -- I'm going to say that the general trend toward passive investing and that generally muted volatility overall is probably the best explanations but truthfully I don't know that any of us can know with 100% certainty. I can assure you that the OCC isn't very actively engaged in their educational activities around the multiply traded options, while we focus very heavily on our proprietary products.
Kyle Voigt :
Thanks.
Operator:
Thank you and the next question comes from Alice [ph] with UBS.
Unidentified Analyst:
Hey, good morning. Just very quick for Alan, I guess. On the expense, this clearly you lowered the guidance maybe can talk a little bit more about -- just thinking is this kind of like the industry volume environments is little bit tougher, so you started by cutting expense a little bit in the third quarter. Is it the Bats is saying; hey we're cutting some of these projects or -- and the just connected to that you still have a pretty decent ramp I think in the fourth quarter, when you look at the low end of your guidance, it was below that. So just to remind us what's coming in the fourth quarter here that bring that up.
Alan Dean:
So our approach towards expanses is the same in the third quarter, fourth quarter as was a year ago we are very careful about how we spend money. The $211 million the $215 million spent, the guidance that would that we gave you earlier this year and that we maintain this year's expenses that we fully expected to spend. It -- a part of the reduction from that guidance is incentive compensation, which is there is a core expenses but it is somewhat variable because it's tied to our net income. So that's down a bit compared to what I thought it would be. It's hard for me to point any one item or a group of items that would be going up in the fourth quarter compared to earlier this year. Other than it's consistent with our business plan, what we're thinking on expenses and so to come in slightly below the guidance that we gave you earlier this year, I feel pretty good about. And there isn't a whole lot more clarity that I can give you beyond that.
Ed Tilly:
I want to make a comment, this is Ed, Alice good morning. I want to make a comment that the planning and that looking forward that to Bats and the combination. That does not sideline the core business that we've begun here, so our projects and in that we had outlined as far as education and next services a new product creation, that remains on track. We know what we're good at here that's going to be part of this business going forward with that. So all of the products that we have targeted for this year, our online and that we know that's going to core of this is going forward.
Unidentified Analyst:
All right, very good. I will jump back in the queue, thanks.
Operator:
Thank you and the next question comes from Mike Carrier from Bank of America, Merrill Lynch.
Unidentified Analyst:
Good morning guys. This is actually Steve [ph] on Mike Carrier, thanks for taking my question. I just want to focus on the balance sheet a bit and the capital management I know in the near term we share repurchases, will be put on hold until leverage comes down. However, Alan, giving updates of what you think your future minimum cash needs will be post to deal.
Alan Dean :
And then that's not far different from what we told you before, in the past I've said a $40 million to $70 million, I would move that up to maybe $50 million to $100 million, but so not a significant change. And certainly not impactful on how we approach capital allocation or it wouldn't be impact upon our ability to pay down debt or grow dividends as our business grows, or reinvest in our business, or take advantage of strategic initiative sell. The -- our cash requirements really are changing that watch.
Unidentified Analyst:
Perfect thanks, Alan.
Operator:
Thank you and our next question from Christian [ph] from Credit Suisse.
Unidentified Analyst:
Good morning guys. On target based invest in, feels like a very interesting opportunity for you. Maybe can you speak to what the bottom line contribution is today. From the index is that you what you have already launched. And then if you are trying to sell these indexes to asset managers, maybe speak to some of the push back what challenges you are hearing from them.
John Deters :
Chris, this is John Deters, I will take this one. So we you really gave a wide range of indexes, many are proprietary CBOE so basically CBOE inventions like the VIX, like the [indiscernible] index. Those indexes we license and we've got robust activity around licensing those indexes. And for other indexes we provide custom index services to third parties, who come with ideas and need a sophisticated calculations services provider. We find that are independence in the index world certainly does position us well to be an index services provided to asset managers. And at the same time we really understand the strategies applying because we we've utilized index products in our markets, in the form of future's auctions. And now with our own asset management affiliate with CMOE Bats we're utilizing many of those strategies, index based strategies and package part of our loan. So we think touching on all parts of the of the index and package part -- ecosystem given -- ecosystem gives us kind of unique insight into the uses, the needs of asset managers.
Ed Tilly:
With that am not sure exactly what you had in mind Chris, when you say push back from asset managers.
Unidentified Analyst:
What kind of any challenges that the asset managers are talking about, that's prevented them from using these products more?
Ed Tilly:
Yes, well I mean one of the first challenges is really in -- as index strategies become more complex, for example index strategies that incorporate options overlay components, in various derivative overlays. There are a very small handful of index calculation services providers globally who can pull widely, reliably service that they need, so we're actually because selling into accommodative market if you will, because we provide those services for a good many years, and we're very confident our team ability to perform those services.
Unidentified Analyst:
Thank you. Great, thanks for the color, very helpful.
Operator:
Thank you. And the next question comes from [indiscernible].
Unidentified Analyst:
Hey, good morning, just a question of compensation I believe the incentive tied to pretax income level, so wandering if you changed your accrue in the third quarter? If there is any reversals or whether that would be a catch up at the end of the year if you come below that target?
Ed Tilly:
Great question, route that right -- to describe that tied to pre-tax income goals that we set at the beginning of the year. The reversals of instead I'd say we didn't know accrue as much as we would have liked to because on the year-to-date basis pretax income is lower than our goal so. I don't see a catch up in the fourth quarter and last pretax income is wonderful I hope it is, I hope I miss our core -- of incentive compensation being a lot higher than I expect right now.
Unidentified Analyst:
Okay, thank you.
Operator:
Thank you. And the last question comes from Chris Harris from Wells Fargo.
Chris Harris :
Thanks. Hey guys, sorry I got in late, so apologies if this was asked, so the expense growth for this year and on a core basis around 70% or so maybe, I know we're not giving official guidance on 2017 yet. But if you think about the trajectory were there some things that were included expense base this year that maybe not be flowing into next year, I think that there might be one, so kind of any thoughts is that how we should maybe be thinking about that the trajectory expense growth going into next year.
Ed Tilly:
Great question. No, Vector [ph] factor was not a factor in our expense growth this year versus last year everything we've done on Vector [ph] director so far, with the exception of someone up front planning is all been capitalized in this resting on our balance sheet. So no, that what happened this year what accounts for the 7% growth which is higher than the inflationary rate that we are which is our goal of growth year-over-year. What's happened this year is couple of things we had Growth in the regulatory expenses tied to outsourcing of what we do over to fend run that was contractual that but that was offset by our ability to increase revenue so that but that was part of it the other part was Livevol we purchase Livevol august of last year, so we have a full year of expenses of Livevol this year versus only with four months last year. That's another reason for the -- outside expense growth. And then the last one, it's [indiscernible] which are completely offset the expense, so no impact. VAS [ph] is adding two expenses to us this year. We started consolidating the results into our financial statements earlier this year, I think it was February. And so that's having a minor impact in our expense growth this year. So next year our goal and expense growth year-over-year is that inflationary rate that 3% to 5% -- actually I feel lot better at 3% than I do at 5% but that's our goal. That hasn't changed in the 6.5 years that we've been a public company, that's always been our goal because if you don't control expenses, then operating leverage that exchanges and certainly we do as well, you lose out on some of that it you lose control of expenses. So we were mindful of that and -- so now should be no surprises next year, if there are -- then they have revenue attached to them or some other mitigating factor.
Operator:
Thank you. And the next question comes from Patrick [ph] with Raymond James.
Unidentified Analyst:
Good morning, guys. And question about what you're seeing out there from retail right now because we've had a couple of interesting, consolidating deals in the retail broker space and their trades really want to cross-sell it, options capability to trade customers, you trade once the leverage option house to join more options traded from its customers, so that seems like it will be a positive but then maybe the headwind -- it seems like maybe we're seeing future as an alternative to options, little bit more in the retail space and CME is talking about a big retail initiative. So what are you seeing out there from retail right now?
Ed Tilly:
Yes, those mergers and consolidations we've seen as having options in derivatives as significant driving force. We know that the brokerage firm see these products as we provide here as significant contributors to their bottom line, looking to optimize both technology and clients under a single trading platform. So we look at that as all very positive for our business and we see and support the promotion of our products through those firms. So we're very, very pleased with that. As to the future's initiatives and options, the future exchanges; we are aware of that. We monitor that, we engage with our clients about the use of that. We do not see any degradation of our volume or movement of our volume from our products on the security side to the CFTC side. We actually think it can be complementary to our business, whether it's cross-hedging and opportunities like that. So all of what we're seeing in the brokerage business in terms of the consolidation we think speaks very positively to our products and we think the growth of our products has something to do with those transitions taking place.
Ed Provost:
I want to add, this is Ed. I'd like to add a little bit to that. So the way we view any educational -- change in education or focus in education, it's moving into broad-based trading and hedging. We're in favor, any opportunity to grow this pie as opposed to just moving [indiscernible] flow around and market share around, we are very much the educators, we align ourselves and partner with the retail firms, so we can bring new users to the marketplace, that's what we will be participating and helping our retail partners with.
Unidentified Analyst:
That's very helpful. Thank you.
Operator:
Thank you. And we have a follow-up question from Alice [ph] with UBS.
Unidentified Analyst:
Thanks. Just one quick one -- I think -- but when you think about things that are happening outside of your control, I think there is a couple of items that are possible notable for the options industry, one is the OCC's raising fees I think in December so maybe that did see some friction. And then I think at the beginning of next year, although maybe that's getting pushed out as the tax change at 871M, I guess. So just wondering if there is any commentary on both those items, how they impact the industry and is there something we should be worried about or is there any opportunities around that? Thanks.
Ed Tilly:
So each of the one -- just to remind everyone, else it's really the -- in position of the U.S. tax and dividend equivalents for foreign investors, so you can't get us into the weeks that are out, straight question. We think it's extremely complicated. We think it will be very, very difficult to monitor from a retail perspective and really what this is, is the combination of option, strategies that result in 80 delta combinations or standalone option strategies and the effective withholding from a foreign investor as a stock equivalent to avoid paying taxes on dividends. The monitoring and implementation of this is extremely costly. CBOE has partnered with OCC and we've been very vocal and written a number of letters on this. So we are concerned but at the end of the day, this from CVV's perspective -- you know our mix, you know our breakdown and where our revenues come from. We don't think this will as material to CBOEs, it might be from some of our other competitors who are much more reliant on single name options in their dividend flow. So we're doing the majority of the lift with our partners at OCC, we're partnered with the retailers who have all made comments in this. So complying is going to be difficult, we've asked for extensions on this so that we can all get ready to monitor and track through combinations in single option strategy maintaining and watching this AV delta threshold. So as provided I was just going to say as to your -- the portion of your question Alex on the -- any accretion fees, whether it be an OCC fee and exchange fee. It's never a positive to the customer experience, all that being said, the industry affords a very low cost of doing business. The brokerage firms who are highly focused in this area of the business are very, very competitive in the conditions that end-user customers ultimately pay. We don't think that those fees will have any material impact on customer business going forward but certainly we would rather not see fee increases because cost of doing business is always going to have some impact on the amount of business being done.
Unidentified Analyst:
Very good. Thank you again.
Operator:
Thank you. Next is another follow-up, this is from Chris Allen with Buckingham.
Christopher Allen:
I wanted to ask about the -- your synergies you guys laid off for the bad steel, you obviously have the integration planning going on board. I'm just wondering if there is -- you have any kind of updated thoughts. So we kind of look at the trade technology moving over from that and over half of your headcount in trading support development and then a sizeable amount of consulting fees would the technology in services; it seems like there could be upside to the synergies?
Alan Dean:
Chris, this is Alan. At this point I don't have any updates for you on synergies. We are in the middle of integration, the planning process right now and so it's really premature for me to update that for you. I -- we'll reiterate that I'm highly confident that the synergy numbers that we came out with when we announced the transaction with bets are -- were highly achievable. I still believe that hasn't changed. And they are focused on IT as you mentioned. As I get more clarity, if there is something material, I'll certainly update you and other analysts as we go through this but right now nothing new other than to reiterate -- I feel good about those numbers.
Christopher Allen:
Got it, thanks.
Operator:
Thank you. And as there are no more questions at the present time, I would like to return the call to management for any closing comments.
Debbie Koopman:
Thank you. That completes our call this morning. We appreciate everyone's participation today and your interest in CBOE. We look forward to speaking you at future calls and I will be available today for any follow-up questions. Thanks again.
Ed Tilly:
Thank you.
Operator:
The conference is now concluded. Thank you for attending today's presentation. You may all disconnect.
Executives:
Debbie Koopman - VP, IR Ed Tilly - CEO Alan Dean - EVP & CFO Ed Provost - President & COO John Deters - Chief Strategy Officer & Head, Corporate Initiatives
Analysts:
Rich Repetto - Sandler O'Neill Sameer Murukutla - Bank of America, Merrill Lynch Kyle Voigt - KBW Brian Bedell - Deutsche Bank Chris Harris - Wells Fargo Andrew Wong - RBC Capital
Operator:
Good morning, and welcome to CBOE 2006 Second Quarter Financial Results Conference Call. [Operator Instructions] Please note, this event is being recorded. I'd now like to turn the conference over to Debbie Koopman. Ms. Koopman, please go ahead.
Debbie Koopman:
Thank you, good morning and thank you for joining us for our second quarter 2016 earnings conference call. On the call today, Ed Tilly, our CEO will provide an update on our strategic initiatives for 2016, then Alan Dean, our Executive Vice President and CFO will review our second quarter 2016 financial results. Following their comments, we will open the call to Q&A. Also joining us for Q&A are Ed Provost, President and COO; and John Deters, Chief Strategy Officer and Head of Corporate Initiatives. In addition, I would like to point out this presentation will include the use of several slides. We'll be showing the slides and providing commentary on each, a downloadable copy of the slide presentation is available on the Investor Relations portion of our website. As a preliminary note, you should be aware that this presentation contains forward-looking statements which represent our current judgment on what the future may hold and while we believe these judgments are reasonable, these forward-looking statements and not guarantee of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publically update any forward-looking statements, whether as a result of new information, future events or otherwise after this conference call. Now, I would like to turn the call over to Ed Tilley.
Ed Tilly:
Thank you, Debbie. Good morning and thank you for joining us today. I'm pleased to report another strong quarter for CBOE Holdings with increases in revenue and adjusted diluted earnings per share of 10% and 11% respectively. Our second quarter financial results were fueled by the ongoing growth of trading in our proprietary index products led by near record trading in fixed futures. It was the fourth consecutive quarter in which trading on our proprietary products exceeded 40% of our overall trading volume. Average daily volume in futures and indexed options trading rose 20% year-over-year in the second quarter, significantly outpacing the year-over-year increase of 2% for multiply listed options traded industry-wide. Throughout the quarter we also made significant progress in our four-point growth strategy; to develop unique products, expand our customer base, leverage strategic alliances, and define and lead the options in volatility space globally. Our strong financial results were largely fueled by spikes in trading in futures and options on the CBOE volatility Index, VIX, and options on the S&P 500 Index SPX. The VIX Index and SPX are widely viewed as proxies for worldwide volatility and the global stock market respectively. Investors worldwide turn to CBOE's marketplace in the face of increased market uncertainty leading up to and in the aftermath of the Brexit vote. Although the referendum was a European versus U.S. market event, traders were able to hedge their global equity exposures using VIX futures in real-time, hours before European markets opened for trade. VIX futures were available for traders during Asian, European, and U.S. market hours and remained open as stock markets around the world reacted. Reaction to the referendum was vividly seen in non-U.S. trading hours on June 24 as it became increasingly clear that Great Britain had voted to leave the European Union. CBOE's 24 hours VIX futures marketplace functioned as expected with trading in our overnight session soaring to record levels. In excess of 235,000 contracts changed hands in non-U.S. hours surpassing the previous single day record set on August 24, 2015 by 67%. Strong VIX futures trading carried into regular U.S. trading hours as well. Overall, average daily volume in VIX futures reached 258,000 contracts, an increase of 41% over the second quarter last year and 19% over the prior quarter. Average daily volume in VIX options rose 17% over the second quarter 2015 and declined 8% from a very strong first quarter 2016. It's worth noting that last year we added an overnight trading session in VIX and SPX options from 2.00 AM to 8.15 AM Central Time and began dissemination of the spot VIX index during that same timeframe. In addition to increased trading hours, we believe that access to real-time volatility information during European trading hours further elevated VIX and SPX trading among overseas investors as the Brexit news unfolded. We also continued to see increased trading in VIX Weekly's futures and options which launched last July and August respectively. Second quarter average daily volume in VIX weekly has increased 30% over the previous quarter. We attribute the ongoing growth in VIX weekly's trading to the trading precision these products provide in response to breaking news and in anticipation of economic policy announcements. The global shock waves kicked off by the Brexit referendum were also reflected in heavy trading in SPX options which enables investors to efficiently hedge the market with a single transaction. For the month of June, SPX options volume averaged 1.2 million contracts daily, just shy of the all-time monthly record of 1.3 million contracts set in August 2015. For the quarter, average daily volume in SPX options rose 19% from the second quarter last year, and decreased 5% for the previous quarter. July-to-date SPX options have traded over 1 million contracts per day, about 9% ahead of the second quarter. Strong Weeklys trading also continued to drive volume in our SPX marketplace. Our SPX Weeklys trading increased 18% over last year's second quarter and 7% over the previous quarter fueled in part by the growth of Wednesday Weeklys. Our Wednesday expiring product launched in February complements standard SPX Weeklys which feature end of week expirations. Pending regulatory approval, we plan on August 15 to add Monday expiring SPX Weeklys which will allow investors to hedge their over-the-weekend risks. We expect the addition of a third explorational alternative to further increase SPX Weeklys trading, and to provide customers with additional trading precision and flexibility. We expect the results of the Brexit referendum to continue play out across markets in the months to come as will other macro geopolitical events domestically and abroad. Regardless of how or when market events unfold, our focus remains on systematically expanding our global customer base through targeted initiatives in education, business developments and trading technology. We continue to leverage the efficiencies afforded by a comprehensive suite of index and volatility products through educational programs aimed at helping investors understand the utility of our product line in any market condition. We are fast approaching our fifth annual CBOE Risk Management Conference in Europe which is scheduled to take place, September 26 through 28 in County Wicklow, Ireland. And I'm pleased to say after many years of concentrated business development efforts in Europe, we opened our London office earlier this month. As mentioned, the implementation of extended trading hours at SPX options and VIX options and futures, as well as the overnight dissemination of VIX index values help facilitate trading in these products when global investors most needed them to manage market uncertainty and turmoil. Both were major trading technology initiatives that significantly expanded our customer reach and brought new efficiencies to trading our VIX and SPX product lines globally. Similarly, by establishing connectivity earlier this year between CFE, our futures exchange, and Stellar Trading Systems, a major vendor in Europe and Asia, new customers were connected to our marketplace ahead of June's volatility. We continue to pave the way for future growth through strategic partnerships aimed at responding to emerging challenges and opportunities in the marketplace including new trends in global regulatory reform. In May, CBOE Holdings made a minority equity investment in the Eris Exchange, a U.S. based futures exchange that offers swap futures as a capital efficient alternative to over-the-counter swaps. Our partnership with Eris, like our partnership with KER Global [ph], positions CBOE to capitalize on the continuing convergence of the OTC and listed markets by bringing new products and efficiencies to the interest rate marketplace. The timing of the partnership is especially opportune as it allows our two companies to collaborate on developing product solutions designed to address the impact of pending international regulatory reforms including Basel III and European swap clearing and trading mandates. The partnership also enables us to enhance distribution of Eris interest rate swap futures and related market data. In June, we entered into an exclusive licensing agreement with Social Market Analytics, SMA, a leader in providing actionable intelligence from social media sources. Extracting information from social media represents a promising new frontier in strategy benchmarking, and our research suggests a high correlation between SMA's metrics and price movements in stocks. We welcome the opportunity to develop sentiment-based benchmark indexes based on SMA data and expect to introduce the first of these benchmarks this summer. I'll close here by saying we are obviously pleased with our strong second quarter results on the heels of a similarly strong first quarter. Our solid year-to-date performance was the result of a company-wide commitment to a strategy designed to benefit our customers and shareholders over the long-term. Market events continue to highlight CBOE's growing importance in the global marketplace and for that I thank the entire CBOE team. Their ability to develop unique products, leverage strategic partnerships and expand our customer base enables us to lead options and the volatility space globally and drives our Company's forward momentum. With that, I'll turn it over to Alan Dean.
Alan Dean:
Thanks, Ed, and good morning, everyone. I'm pleased to provide an overview of our second quarter's financial results. Positive momentum in our proprietary products carried over into the second quarter resulting in another solid quarter. Our operating revenue came in at $163.3 million, 10% above last year's second quarter. Adjusted operating income was $79.5 million, up 8% versus last year. Adjusted operating margin was 48.7% down 60 basis points compared with 49.3% in the second quarter of 2015. Adjusted net income allocated to common stockholders was $48.7 million, up 9% versus the second quarter of 2015 resulting in adjusted diluted earnings per share of $0.60, an 11% increase compared with the $0.54 per share for the same period last year. Before I continue let me point out that our GAAP results reported for the second quarter of 2016 includes certain unusual items that impact the comparison of our operating performance and that we believe are not indicative of our core operating performance. These items are detailed in our non-GAAP information provided in the press release and in the appendix of our slide deck. Looking at our results further, starting with adjusted operating revenue we reported increases in transaction fees and exchange services and other fees, partially offset by a decrease in other revenue. Transaction fees were up $16.3 million, or 16% compared with the second quarter of 2015 driven by a 10% increase in average revenue per contract, or RPC, and a 6% increase in trading volume versus last year's second quarter. Looking at volume by product category, as shown on this slide, our higher RPC proprietary products significantly outperformed lower RPC multiply listed options with trading in our index options up 19%, and futures up 43% over last year's second quarter. For the multiply listed products, options on exchange traded products increased 3% while equity options declined 10%. Our blended RPC including options and futures increased to $0.405, from $0.368 in last year's second quarter. The increase in RPC primarily reflects a favorable shift in the mix of trading volume with our highest RPC products index options and futures contracts accounting for 42.9% of contracts traded in the second quarter compared with 37.2% in the same period last year. The RPC in our options business increased to $0.328 compared with $0.308 in the second quarter of 2015, again, reflecting the shift in trading volume towards our index options which generate the highest options RPC. Index options accounted for 39.4% of our options trading volume versus 34.4% in last year's second quarter. Somewhat offsetting the increase, RPC for equity options and exchange traded products decreased 24% and 12% respectively, primarily due to the mix of account type and higher volume discounts and incentives. Revenue per contract at CFE our futures exchange decreased 4% to nearly $1.68 from $1.76 in the last year's second quarter reflecting the impact of higher rebates linked to volume and account type. Looking at RPC on a sequential basis, the blended RPC for the second quarter, $0.405 was unchanged from the second quarter, primarily reflecting the positive impact of increased trading from our highest RPC futures contracts which accounted for 5.7% of trading volume versus 4.5% in the first quarter. The revenue contribution from our proprietary products continues to increase as a percentage of total transaction fees. In the second quarter proprietary products accounted for 87.9% of transaction fees, up from 82.4% in the second quarter of 2015 and 85.8% in the first quarter of 2016. Looking at some of the other factors influencing adjusted operating revenue exchange services and other fees increased by $1.6 million. Similar to prior quarters this increase was largely due to revenue contributed from CBOE Livevol technologies which became part of CBOE Holdings on August 7, 2015. Other revenue was down $4.2 million, primarily due to lower revenue from fines. In 2015 revenue from fines was higher than normal resulting in more difficult comparisons this year, a trend we currently expect to continue in the second half of the year. Revenue from fines is pulled with regulatory revenue and is used to support our regulatory functions. Turning to expenses, this next slide details adjusted operating expenses of $83.8 million for the quarter, an increase $8.5 million or 11% compared with the $75.3 million in last year's second quarter. Adjusted operating expenses for the quarter mainly reflect higher costs for compensation and benefits, royalty fees, and professional fees and outside services. Core operating expenses were $52.7 million, an increase of $6 million or 13% compared with the second quarter of 2015. This increase primarily reflects higher costs of $3.5 million in compensation and benefits, and $1.8 million in professional fees and outside services. The variance in compensation and benefits largely reflects higher salaries and incentive-based compensation. The increase in salaries primarily resulted from staffing additions, particularly in our systems and business development groups, as well as the addition of Livevol. The variance in incentive-based compensation is aligned with our improved financial results. The increase in professional fees and outside services primarily reflects higher costs for legal fees and regulatory contract services. We are reaffirming our guidance for core expenses for the year to be in the range of $211 million to $215 million. We do expect core expenses to increase in the second half of the year versus the first and second quarters. As we noted on our previous earnings call, under our regulatory services agreement with FINRA, we completed our migration to FINRA's regulatory software in July which resulted in an increase in fees paid to FINRA. This increase is expected to be offset somewhat by lower depreciation and amortization expenses due to the final write-off of certain regulatory software. However, it shifts some expenses into core going forward that were previously in depreciation and amortization. Looking at volume based expenses, royalty fees increased by $2.5 million or 15% reflecting the higher trading volume of licensed products during the quarter. The royalty rate per licensed contract traded came in at 15.5% this quarter in line with the rate we saw in the first quarter. As I noted in prior quarters, the rate per contract can vary based on the mix of index products traded. On final note on our income statement, included in investment and other income this quarter is revenue of $5.5 million which we received from a settlement for attorney fees and expenses related to a litigation matter. This item is included in our non-GAAP reconciliation. Turning to the balance sheet, we finished the quarter with cash and cash equivalents of $52 million compared to $107 million at the end of the first quarter and $102 million at the end of 2015. The decrease in cash compared to the previous quarter ending March 31 was primarily due to income tax payments made during the quarter, in addition to other uses of cash for dividends and share repurchases. CBOE is a strong cash producing business, through June we generated net cash flows from operating activities of $115 million versus $106 million in the same period last year largely driven by the increase in net income. Capital expenditures to date were $25 million. Looking out to the end of the year we are reaffirming our prior guidance of $47 million to $49 million for capital spending. The majority of our capital spending continues to be systems related particularly with ongoing development of our new trading platform, CBOE Vector. We now expect Vector to be up and running for CFE our futures exchange by the end of this year. After the CFE implementation we plan to continue the development of Vector for CBOE and C2. We remain committed to using our cash flow to optimize shareholder value by first reinvesting in our business and then returning excess cash to shareholders through sustainable dividends and share repurchases. In line with that commitment, year-to-date through June we have used more than $38 million to pay dividends and nearly $65 million to repurchase our stock. At June 30, we had approximately $97 million remaining under our existing share repurchase authorizations. In addition, we continue to invest in long-term growth opportunities such as our minority equity investment in Eris Exchange which Ed mentioned in his remarks. Further on underscoring our commitment to returning capital to shareholders we were pleased to announce yesterday that our board declared an increased quarterly dividend of $0.25 per share. This represents a 9% increase compared with the prior quarterly dividend. This dividend increase marks the sixth consecutive year that our board has increased our dividend representing a compound annual growth rate of 17%. In closing, we will continue to focus on and invest in our long-term growth initiatives. As the industry's leading provider of index and volatility products, CBOE is well-positioned to meet the needs of market participants and drive long-term value for our shareholders. With that, we thank you for your time and your attention this morning. I will turn it back to Debbie for instructions on the Q&A portion of our call.
Debbie Koopman:
Thanks. At this point, we would be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue and if time permits, we will take a second question. Operator?
Operator:
Thank you. [Operator Instructions] And the first question comes from Rich Repetto with Sandler O'Neill.
Rich Repetto :
Good morning, Ed. Good morning, Alan. Solid quarter, especially with the proprietary products and my favorite separate, but it's a positive here. VIX futures, open interests come hit a record, at least -- I think we will for the end of month for July. I'm just tried to see, is that a carryover from Brexit? Is it -- can you give us color on it? Is it any new users or bigger positions of existing users? It generally looked at as an indicator of volume going forward. So it's a positive here.
Ed Tilly:
It is tracking higher Rich and volume, as you pointed out in the quarter was traffic; index future. So couple of different -- kind of a two part observation and a two part answer, volume really continues to be driven in markets that we have seen in June and July by an elevated Livevol. So second quarter versus first quarter, each month has been a higher Livevol so a lot of the volume you see is really driven by our higher frequency traders trading an elevated Livevol level. As for open interest, as you know, the ETP, the Exchange Traded Notes, and ETS, that are tracking VIX, tend to hold those positions and then rebalance as the volatility levels move. So as AUM has been increasing -- we're at a recent high of about $5 billion in AUM that are in various notes, and sponsored notes, ETMs and ETFs. So that number causes the open interest in more of these just holding those positions in futures. But I will point out, you asked if it is the existing users, I'll interpret that as the existing notes, or is -- are there new entries? So two new entrants into the note space; one, out of Japan, Nomura sponsored NEXT notes launched in late 2015, that's the largest new user. And then Easy Tracker out of Europe, roughly the same timeframe, another new user. So long answer, new users coming in, existing users finding greater utility but also Rich, if you're going to look at that open interest, we'll have you start looking at the AUM and that we can track for you in various notes by sponsored exchange traded products.
Rich Repetto :
Got it. Very helpful. Thanks, Ed.
Operator:
Thank you. And the next question comes from Michael Carrier from Bank of America, Merrill Lynch.
Sameer Murukutla:
Good morning. This is Sameer Murukutla on for Michael Carrier. I guess I was going to focus my question on the equity options space. The competition is very intense and RPC ended the quarter around $0.07 in 2Q. How much lower is the company willing to going to go to maintain market share? And overall, what causes competition in the industry to abate a bit?
Ed Provost:
This is Ed Provost, I'll take a shot at that. The equity option market share battle continues, it is a battle largely driven by pricing and technology. We saw some favorable shifts in market share this quarter, both on the retail side and on the institutional side. Some of the consolidators who managed a lot of the retail flow found opportunities to direct some of that business to CBOE. And our very strong flow of broker community drew a lot of the institutional large block process to CBOE and we're very, very pleased with the. There were no substantial price changes in the industry over the last several months, and we look at the shifts being more of the results of the assessment across multiple exchanges and where our pricing schedules allowed certain firms to optimize fee schedules at CBOE rather than another exchange they shifted business. It will always come down to pricing, for the most part; and we believe that that competition will continue. Alan has commented off and then RPC and multiply listed space will continue to go down gradually overtime. But we're very pleased with our current position in the multiply traded space.
Alan Dean:
And this is Alan. Just to expand a few items that I'd referred to; a couple of points that you should keep in mind. First, we are committed to maintaining a market leading or near market leading position in the multiply listed options space. There are more than just transaction fees that we're concerned about as there are other revenue line items, like access fees and market data and exchange services and other fees that are supported by that market leading position. So we're committed to that position. Secondly, I think there is a bottom in RPC in the multiply listed side, $0.04, $0.05, $0.06; I'm not sure, somewhere in that range. But it's higher than what I think we were seeing in the cash equity side of our business, primarily because of market data revenue. On the options side we have a consolidated take, there is market data revenue, and that's divided up by market share. But the pool of revenue that we divide up on the options side is a lot smaller than you see on the cash equity side. So you need to support your multiply listed options business with transaction fees, not just market data revenue. So I think the floor for options RPC is a little bit higher than on the cash equity side. I hope that helps.
Sameer Murukutla:
I appreciate that. Thanks for the detailed response.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Good morning, thanks for taking my question. Just another question on pricing I guess, stay on topic. I believe you made some present changes or incentive changes in the quarter for proprietary products, I think VIX specifically. So could you give some more color on what adjustments you made and what the outlook is for the proprietary side of the business? Thank you.
Alan Dean:
I don't think we made any pricing changes that had a material effect at all on the index side, either on the futures side or on the options side. I'm trying to think of my notes and think about changes that we made. Debbie is whispering to me, she said frequent trader program. I don't consider that to be a significant event.
Debbie Koopman:
No, but I think that's what he might be referring to.
Kyle Voigt:
So that didn't have a material impact. So I guess the deterioration of in the quarter -- quarter-on-quarter sequentially, was that mostly due to customer mix or maybe you can give some more color there? Thanks.
Alan Dean:
The change -- take futures for example, that's an easy answer so I'll take that one first. The RPC in futures is lower in the second quarter of 2016 than it was in 2015. Think about the volume that we were experiencing a year ago compared to volumes that we're seeing now. So this year the market participants on the future side, we had high frequency traders involved in the market who pay less per contract when they trade compared to other participants in the market and that helped drive down the RPC on the future side. Now the impact on the options side, the $0.70 per contract -- I think it was $0.72 a year ago or maybe even last quarter, it's down a little bit. And there is a couple of things there; it's market participants driven by volume so maximizing their volume discounts and their high volume environment, also impacted by what we're trading; where SPX and VIX and not the same they are different. So when the mix of products traded changes that can impact our RPC on the options side. So the change that I saw, that we experienced in RPC on the options side was insignificant and expected.
Kyle Voigt:
Okay, thanks.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Good morning. And maybe Ed, let me just switch gears a little bit; maybe you try and elaborate a little bit on the number of partnerships you've been working on – you've been extremely busy and announced several things over the last few quarters. Maybe just sort of an update on what you see as the potential financial impact from the collection of these? So what I'm referring to would be the Eris Exchange, Curve Global, you announced the American Financial Exchange partnership a little while back, Bolton acquisition and now the Social Media partnership. And I know these take a long time to develop or just trying to sort of see how we can gauge this over this long-term?
Ed Tilly:
Before we get into the specifics, let me kind of just set you up because the organic growth we've enjoyed for our 43 years here at CBOE will continue, that's our primary focus. The Bolton acquisitions that you're referring to, we are excited about. We think that -- or you've said that perfectly, we think these are years in the making and really promising to second leg to the growth story for CBOE and it certainly will be continue on. I'll ask John Deters who is here this morning to walk down a few of those for you, kind of give the highlights, the reason behind them and what we expect to see over the next months and then year or so. I don't think we will give you the five-year plan, but certainly we would like to tell you how things are going to date, what we expect to see. So I'll turn it over to John.
John Deters:
Thanks, Ed. I'll just be upfront, in the near term, we don't expect these partnerships to have a material impact on our results. But obviously, we build our business looking for growth and we see great potential in all of these partnerships. I'll start briefly with Eris because it's the precious in our portfolio. What we see is in Eris is a really versatile proprietary product set, specifically designed to solve problems in capital markets, in particular, problems with challenges in terms of capital cost, in terms of counter-party risk, in terms of transparency in the traditional swaps market, RPC swaps market. And so the benefits that swaps users through Eris are clear; it's lower execution costs, lower initial margins, lower capital positions; and for the dealer community, larger block sizes. So our objective is to support the growth of Eris going forward, we think it has a very, very strong potential and proprietary products like Eris and the potential of those products. We will support Eris in product development, marketing and promotion, data commercialization and certainly technologies support as well. So we think -- by the way, the timing couldn't be better. We've seen Eris set a series of open interest, particularly in their standards product over the past month alone. So we're excited to put that platform to see it grow. I'll also talk just briefly about Curve because there is a bit of profile around Curve. There has also been a bit of noise in Europe and in the exchange base in Europe in particular, and I just want to highlight Andy Ross, the new CEO of Curve and his team have been executing impressively throughout that noise. And Andy has continued to solidify his team with key milestones in terms of technology, in terms of market participant readiness. We call it as a full range with market participants committed by launch which we expect in September. And Andy's vision which aligns with ours is that Curve will be a truly distinctive platform in terms of functionality, in terms of seamless portfolio marketing, it benefits with LTA [ph] which we talked about. And I want to highlight that in particular in terms of the suite ultimately of innovative products, rate related products and this is where CBOE's capabilities come into full play. So business is on track and the business is clear and we're excited about the upcoming launch in September. One more point, I mean investments we've made earlier this year, just to remind folks there is a funds business with best and a technology business. The funds business is focused on listed options based, indexed packaged products, and we're pleased to report that VAS received approval on filing for its first mutual fund and we expect the launch of that fund to becoming up very soon. On the technology side, some real encouraging developments there as well, that team is the best team, it continues to execute terms of using their technology to help our AAs craft separately managed accounts for their end-users. And also collaborate with brokers, the team recently signed an agreement in Europe with one of the largest e-brokers there to help feed in technology that helps our customers create options. So we believe it's an investment and really the democratization investment benefits to a mass-market globally. Those are some of the long-term perspectives we have on three of the key initiatives we've done recently.
Brian Bedell:
Any sense of the materiality to 2017? I know in near terms it's too close in but…
John Deters:
I think 2017 I'd give you the same guidance, I know you will have to build models, we're going to tell you this is a long-term build on all these products.
Alan Dean:
This is Alan. I will say that if any of these initiatives become material to our is results, we'll certainly communicate that and give you an outlook if we think it is material.
Brian Bedell:
Thank you so much for the color.
Operator:
And the next question comes Chris Harris of Wells Fargo.
Chris Harris:
I just want to follow-up on discussion on Eris. I think you guys are making a bit of a bet about the success of swap futures as a product and you laid out the benefits of why users want to utilize those products. But, this products has been around a little while and there hasn't been a huge uptake yet. And you talked about open interest being on record but we are talking about a pretty low base overall. So maybe if you could just talk to us about why this has the potential to be good product? How big do you think the market is for this? And then we saw a pretty big decline in cash on your balance sheet quarter-on-quarter, I assume this was Eris, but maybe you guys could eliminate if it wasn't. Thank you.
Alan Dean:
Let's do the second part first. Yes, cash did decline. Really it wasn't Eris, it was more tax payments than anything else during the quarter. Our cash position wasn't extraordinarily low, I guess as a comparison to year end or the end of last quarter, it is lower but our philosophy on capital allocation hasn't changed. Dividends, like to see those grow, whether dividends stock repurchases keep on doing that. First and foremost, continue to reinvest in our business to ensure future growth. So nothing has changed, I don't think there is nothing to read into that $50 million cash balance sheet at the end of the quarter.
John Deters:
I'll circle back to the first for that question. The timeframe from launch to ultimate commercialization of Eris is dependent in large part on the regulatory regime. The design of Eris is meant to address a lot of the changes that have happened in the regulatory framework, that's U.S. and Europe. And while Dollar-Franc [ph] was passed in 2010 -- method two in Europe came somewhat later. The implementation of those related rules has been a long drawn out process and continues to be. We're just now seeing, in Europe, the implementation of some of those more important capital rules. And that's going to be the catalyst, always has been viewed as the ultimate catalyst for the product. We see in the clear swaps market that a transition has already taken place in terms of the uptake in swaps trading on sub-platforms in terms of new participants, non-bank participants like Citadel entering that market in a big way. And we view that same transition to go over into the swaps future platform in the coming years as well.
Chris Harris:
I appreciate it.
Operator:
Thank you. And the next question comes from Andrew Wong with RBC Capital.
Andrew Wong:
Now that CBOE is truly global exchange with opening the London office, can you give us some perspective on the kind of growth opportunity in Europe and beyond? Obviously, we saw the growth potential in Brexit but overtime what product do you think will benefit most from your presence overseas? I guess outside of VIX, do you expect to see more growth or what is the potential from your other indexing in non-transaction products? And who are primary end users, is it similar to the U.S. in Europe?
Ed Tilly:
Andrew, thanks, good question. Before I turn over to Ed Provost, I'm kind of why didn't we speak in and how the office opened in London. I think it is important to stress the fact that what we did see in June and the continuation into July, just to remind everyone this was a non-U.S. event and the world looked to CBOE for hedging needs. And for us, most impressive for us and being able to deliver a liquid market to those looking for a hedge in the non-U.S. trading day. Setting a record in that 2 AM to 7 AM timeframe for VIX futures was so telling and really illustrates what we have been told all along and what we've been sharing with you is that this VIX contract is truly the global hedge for volatility, both during U.S. trading hours and non-U.S. trading hours. As for the opportunity and the business development prospects, I'll turn to Ed Provost.
Ed Provost:
Continuing with what Ed said, in addition to expanding the user base for our U.S. based indexes, VIX and SPX, we have over the last several years added additional international indexes including the FTSE100, the FTSE China 50, the MFCI Indexes. Again, we're not only are attempting to appeal to the international community with great products that help to manage their risk using products tied to the U.S. market but we are bringing forth products that are tied to market outside of the United States as well. The office in London, of course is significant because it is literal boots on the ground full time. But we've been engaged in Europe, and quite frankly, globally for the last 25 years and we are continuing to see an increase in the use of our proprietary products, in particular are broad-based index products by a global marketplace. And again, Brexit was a great example, but on ongoing basis, we believe the in those products 20% to 30% of the user base is from outside the United States. We attempt through our various efforts to understand exactly the size of that. We are engaged in the program to give the economic incentive for users to identify themselves. And that has so far worked well and allowing us to identify users, their geographical locations and which products they are using. So our ability to look through that data and identify current users is being enhanced every day. So we're very pleased with our efforts internationally and are going to expand that over the years.
Operator:
Thank you. And the next question comes from Patrick Roshan [ph] with Raymond James.
Unidentified Analyst:
So as we look at the volumes in SPX, they generally seem to be outpacing what I would consider to be closest alternatives, whether that's SPY or S&P500 futures. Can you talk to some of the drivers that -- I think in particular, how much comes down to allow the product innovation that you're rolling out? How much comes down to maybe a different customer base or maybe other factors?
Ed Tilly:
I think there is a number of drivers and we certainly can't ignore the impact of adding listed extensions to SPX product line. If we look at just the regular Friday weekly, what an amazing story. Have Wednesday Weeklys trade and offering yet another point of precision on hedging and then pending regulatory approval, looking to a Monday exploration which allows sure over the weekend hedging is really has been pretty terrific for us. What we have found, and what we've been tracked is the sophisticated retail investor who may have been trading spiders, and maybe trading spiders in a big way. That has been really the growth in Weeklys and in particular, Wednesday Weeklys. So you are right, there has been terrific growth in outpacing the market. I think in my prepared remarks, if you recall, multi-listed options classes, industrywide up about 2% in our Index complex, up 20. We continue to tell the story. The utility of trading a large notional macro contract, all of the benefits of a macro market hedged with 60/40 tax treatment, a European exercise. So we continue to tell the story encouraged by the uptake in Wednesday and looking forward to it on a Monday list. I'm happy to add more color on a follow-up if you have one.
Unidentified Analyst:
That's great. Thank you very much.
Operator:
And the next question comes from Robert Redshaw [ph] with CLSA.
Unidentified Analyst:
Good morning. Just a question on expense -- your operating expense growth has been a little above average and there has been a lot of puts and takes, and I think for the first five years you were probably more in the mid-single digits in terms of growth rate for operating expenses. So I think the guidance implies that you're going to normalize back to that little but I want to get some thoughts what you think long term or rather the intermediate term operating expense growth rate should be for the rest of this year and into next year?
Alan Dean:
Good question, Rob. 2016 we're seeing core expense growth higher than we've seen in our prior 5 or 6 years as a public company. And in the past, we've been anywhere from 1%, 2%, 3% growth in core expense, really low-single digits. But what happened in 2016, especially this quarter, a number of things. First off, we have -- the comparison is hard, and if you think back to the second quarter of last year, volume was anemic. We were in cost-cutting mode and so -- in this quarter, it was a good quarter. So was the first quarter, so we work in that cost-cutting. So the comparisons are tough quarter-over-quarter, number one. Number two, we have two things being folded in our core expenses that are increasing the expense for this year as compared to last year. First, is Livevol; so that whole business that we bought last August is in for the fourth quarter this year but wasn't even in our expense reporting last year. So that's a significant item. And then secondly, regulatory expenses are up this year as compared to last year. It doesn't bother me because we have regulatory revenue to offset the increased regulatory expenses. And just like Livevol, even though those expenses are flown into our P&L, there is offset in revenue to offset those expenses. So our -- the culture, the attitude towards expenses set by -- has not changed here at CBOE. We like the operating leverage that we have in our P&L and the way to maximize that leverage is to make sure we control expenses. And that -- so that hasn't changed and there is no difference in attitude or the way we look at our business.
Unidentified Analyst:
And it's just a matter of anniversary [ph], things look little more like the past.
Alan Dean:
I'm maintaining the guidance that we have of $211 million to $215 million in core expenses. We will touch under that if you annualized our year-to-date core expenses against that number. What I'm saying is that I expect a few line items, namely compensation and benefits and professional fees and outside services to go up a little bit in the second half.
Unidentified Analyst:
Okay. Thank you.
Operator:
Thank you. As there are no more questions at the present time. We would like to turn the call back over to management for any closing comments.
Debbie Koopman:
Thank you. That completes our call this morning. We appreciate everyone's participation today and your interest in CBOE. We look forward to speaking with you on our next conference call. We'll be available today for any follow-up questions you may have.
Operator:
Thank you. The conference is now concluded. Thank you for attending today's presentation. You may now disconnect.
Executives:
Deb Koopman - VP, IR Ed Tilly - CEO Alan Dean - EVP & CFO Ed Provost - President & COO
Analysts:
Rich Repetto - Sandler O'Neill Alex Kramm - UBS Brian Bedell - Deutsche Bank Kyle Voigt - KBW Andrew Wong - RBC Capital Chris Harris - Wells Fargo
Operator:
Good morning, and welcome to CBOE Holdings First Quarter 2006 Earnings Call. [Operator Instructions]. I would like to turn the conference over to Deb Koopman. Ms. Koopman, please go ahead.
Deb Koopman:
Thank you, good morning and thank you for joining us for our first quarter 2016 earnings conference call. On the call today, Ed Tilly, our CEO will provide an update on our strategic initiatives for 2016, then Alan Dean, our Executive Vice President and CFO will review our first quarter financial results. Following their comment, we will open the call to Q&A. Also joining us for Q&A are Ed Provost, President and COO and John Deters, Chief Strategy Officer and Head of Corporate Initiatives. In addition, I would like to point out this presentation will include the use of several slides. We'll be showing the slides and providing commentary on each, a downloadable copy of the slide presentation is available on the investor relations portion of our website. As a preliminary note, you should be aware that this presentation contains forward-looking statements which represent our current judgment on what the future may hold and while we believe these judgments are reasonable, these forward future performance, and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements, please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publically update any forward looking statements, whether as a result of new information, future events or otherwise after this conference call. Now, I would like to turn the call over to Ed Tilley.
Ed Tilly:
Thank you, Debbie. Good morning and thank you for joining us today. I'm pleased to report that CBOE holdings began 2016 with a record first quarter and diluted earnings per share and increase in revenue and operating margin. Throughout the quarter, we expanded our proprietary product offering while extending our global customer reach laying the foundation for continued growth in 2016 and beyond. Our solid first quarter financial results were fueled by the ongoing growth of trading in our proprietary index products. It was the third consecutive quarter in which trading in our proprietary products exceeded 40% of our overall trading volume. Futures and Index options trading rose 17% sequentially and 28% year over year significantly outpacing the year-over-year increase of 3% for multiple listed options traded industry-wide. Today I'll update progress made in the four point growth strategy we laid out for you at the beginning of the year which is to continue to develop unique products, expand our customer base, leverage strategic alliances and continue to define and the lead the options in volatility space globally Product innovation including further developing and expanding our current product line is the cornerstone of our growth strategy. CBOE's S&P 500 index, SPX options continue to thrive and grow, after posting a third consecutive year of record growth in 2015, average daily volume in SPX options for the first quarter 2016 rose 15% from both the same period of last year and the previous quarter. The gains were driven largely by strong weekly trading which continues to attract new customers to our SPX marketplace. Building on the growing demand for SPX weekly's trading we launched Wednesday Weekly's on February 23rd. Wednesday expiring weekly's combined with our standard SPX weekly's which feature end of week expirations create additional trading opportunities and enable investors to better target specific expirations. Wednesday Weekly is also aligned with the Wednesday expiration of VIX Weekly's futures and options creating new trading opportunities and synergies for the growing number of customers who employee both VIX and SPX products. We are pleased with the initial traction seen thus far. Wednesday Weekly's averaged 63,000 contracts daily in March, the products first full month of trading. And over 71,000 contracts through April 22nd,with a single day high of a 123,000 contracts. Given the appeal of Wednesday Weekly's we plan to seek SEC approval to add Monday Expiring Weekly's which will allow investors to hedge their over the weekend risks. We expect trading growth to continue as we roll out marketing and educational programs, highlighting our new SPX weekly's products. This past quarter CBOE created a series of CBOE S&P 500, Buffer Protect Indexes that are designed to track the performance of an investment strategy combining a 10% downside loss buffer with upside participation capped at a targeted level. Our buffer protect indexes bring a new level of standardization and transparency to popular protection oriented payouts and facilitate the creation of products that allow investors to pre-define their investment outcomes. CBOE began the [indiscernible] daily values for the Buffer Protect Indexes of April 1st. That's financial group and asset management firm that provides option-based investments through structured protective strategies and innovative technology solutions is the first to license the new indexes. You will recall that earlier this year, CBOE made a majority equity investment in [indiscernible] which now plans to use the buffer protect indexes to create products that are expected to be available through a number of full service broker dealer platforms. We view target outcome investing as an important step democratizing the use of options as it can offer the benefits but substantially reduces the complexity of options for retail and high networth individuals. We recognize that all investors are not the same. Some are attracted to short dated weekly's contracts while others have a time horizon a year or more and favor buy and hold investment solutions. Our expertise in developing option-based strategy performance benchmark index combined with our partnership with Vest, provides CBOE with a unique advantage point for which to define and leave target outcome investing in the options space. Turning now to VIX futures and options. Elevated volatility at the start of 2016 drove significant increases in VIX trading in the first quarter. Average daily volume in VIX options trading rose 55% over the first quarter of 2015 and 20% over the prior quarter, average daily volume in VIX future's trading was up 16% year over year and 15% over the previous quarter. Heightened levels of volatility tapered off throughout the quarter eventually falling below historic level, a levels by the quarter's end and into April. In other VIX news, we began overnight dissemination of the VIX index on April 15th. As you know, VIX measures the real time implied volatility of the S&P 500 options. Our implementation of our fully electronic market for SPX options during extended trading hours, that’s 2:00 a.m. to 8:00 p.m. central. Not only provides increased access to SPX trading but also enables us to calculate and disseminate VIX index values in that same period. We are thrilled to offer market participants the opportunity to view volatility when used breaks overnight through the same lens used in regular U.S. trading hours. We expect that increased access to real time volatility information, coupled with the ability of overseas investors to reference the VIX index during their regular trading hours will drive increased fixed trading in a global marketplace. Turning now to trading and FTSE Russell Index products, you will recall that CBOE became a sole U.S. provider of major FTSE Russell Index products in 2015 beginning with the Russell 2000 index RUT options in April. In the first quarter of 2016 RUT trading at CBOE was up 5% over the first quarter of 2015 when RUT options were still multi-listed and up 18% from the previous quarter. On March 29th, we listed options on two additional FTSE Russell Indexes, the FTSE 100 and the FTSE China 50 enabling investors to gain exposure to the largest and most liquid segments of the UK and Chinese equity markets. the new FTSE options add to the growing international dimension of our index options franchise which began with the launch of MSCI products. I should note following sustained marketing and educational efforts, we are encouraged to see early trading in our MSCI index products and believe we can build on that growth going forward. CBOE continues to leverage the marketing and education efficiencies afforded by a comprehensive suite of CBOE index options and volatility products. We plan in 2016 to further leverage our concentrated index option liquidity pool while expanding our global customer base through joint marketing and educational efforts with our index provider partners. Last week, we took a major step forward in broadening the global reach of VIX futures trading by establishing connectivity between CFE our futures exchange and Stellar trading systems, a major independent software vendor in Europe and Asia. Stellar specializes in providing low latency solutions for high volume traders. Our connectivity with CQG, trading technologies and now Stellar trading connections CFE to the world's top futures execution programs significantly expanding our customer reach and bringing new efficiencies to VIX futures trading globally. We are now planning our Fifth Annual CBOE Risk Management Conference in Europe, RMC Europe, which will take place September 26th through 28th in County Wicklow, Ireland. I'm pleased to say we are preparing to open our CBOE London office, our first business development outpost in July. In addition, we have engaged a full time CBOE consultant based in Hong Kong in order to have boots on the ground to support our ongoing development efforts in Asia. I will close here by saying we are obviously pleased with our strong first quarter results and while overall volume at April dropped from those first quarter highs, we continue to see increased trading of VIX futures and we accomplished several key strategic objectives. Regardless of the macro-environment our team remains focused on developing new products, expanding our customer base and leveraging strategic alliances. This disciplined approach positions our company to optimally benefit from trading tailwinds and continue to lay the foundation for future growth when faced with headwinds. So I will end here by thanking our team for their ongoing commitment to advancing our strategic plan regardless of market conditions. It is their focus that enables CBOE to continue to define and lead the options and volatility space globally and thereby best serve our customers and shareholders over the long-term. With that I will turn it over to Alan Dean.
Alan Dean:
Thanks, Ed. Good morning, everyone. Let me start with an overview of our first quarter results. Strong trading volume in our propriety products for the quarter drove solid first quarter results. Operating revenue came in at $162.3 million, 14% above last year's first quarter. Adjusted operating income was $80.6 million representing an adjusted operating margin of 49.7% up 100 bases points compared with 48.7% in the first quarter of 2015. Adjusted net income allocated to common stockholders was $49.9 million, up 18% versus the first quarter of 2015, resulting in adjusted diluted earnings per share of $0.61, a 22% increase compared with $0.50 per share for the same period last year. Before I continue, let me point out that our GAAP results reported for the first quarter of 2016 and 2015 include certain unusual items that impact the comparison of our operating performance. These items are detailed in our non-GAAP information provided in the press release and in the appendix of our slide deck. Looking at our results further, starting with operating revenue, we reported increases in transaction fees and exchange services and other fees partially offset by a decrease in other revenue. Higher transaction fees accounted for most of the revenue growth in the quarter up $19.3 million or 20% compared with the first quarter of 2015 resulting from a 19% increase in the average revenue per contract or RPC versus last year's first quarter. Total trading volume was relatively unchanged from 2015's first quarter. Looking at volume by product category, you can see there are higher RPC propriety products significantly outperformed the lower RPC multiply listed options with trading in our index options up 29% and futures up 16% over last year's first quarter. These increases were offset by lower volume and equity options and options on exchange rate of products which decreased 20% and 5% respectively. Our blended RPC including options and futures increased to $0.405 from $0.34 cents in last year's first quarter. The increase in RPC primarily reflects a favorable shift in the mix of trading volume with our highest RPC products and ex-options [ph] of future contracts accounting for 42.4% of trading in the first quarter up from 33.3% in the same period last year. The RPC in our options business increased to $0.346 cents compared with $0.284 in the first quarter of 2015 largely due to the favorable mix of trading volume. Furthermore, the RPC for equity options and index options increased 10% and 1% respectively primarily a result of lower volume discounts and incentives. Revenue per contract at CFE, our futures exchange decreased 4% to nearly a $1.64 from a $1.70 in last year's first quarter reflecting the impact of higher rebates linked to volume and account type. Looking at the sequential change in RPC the blended RPC for the first quarter was down slightly from $0.408 in fourth quarter primarily reflecting higher volume-related discounts and a shift in the mix of trading volume with index options. Engaging RPC going forward keep in mind that the RPC varies by index option and changes in a mix of volume by product traded impacts the average RPC for that category. The revenue contribution from our proprietary products continues to increase as a percentage of our total transaction fees. In the first quarter, proprietary products accounted for 85.8% of our transaction fees up from 81.3%in the first quarter of 2015, and 83.1% in the fourth quarter of 2015. Looking at some of the other factors influencing operating revenue, exchange services and other fees increased by $1.7 million. This increase was largely due revenue contributed from CBOE Livevol technology services which became part of CBOE Holdings on August 7, 2015. Additionally, other revenue was down by $1.7 million, primarily due to a flow of revenue from fines. In 2015, revenue from fines was higher than normal particularly in the first three quarters of the year which could result in more difficult comparisons and other revenue in future quarters. Revenue from finances pulled with regulatory revenue and is used towards expenses as we incur to support our regulatory functions. Turning to expenses, this next slide details total adjusted operating expenses of $81.7 million for the quarter and increase of $8.4 million or 11% compared with $73.3 million in last year's first quarter. Operating expenses for the quarter reflect higher costs for royalty fees, compensation and benefits, professional fees and outside services, and depreciation and amortization. Core operating expenses were $50.9 million and increase of $3 million or 6% compared with the first quarter of 2015. This increase primarily reflects higher costs of $1.5 million in compensation and benefits and $1.3 million in professional fees and outside services. The increase in compensation and benefits largely reflects higher incentive-based compensation which in-line with our improved financial performance. The variance in professional fees and outside services primarily reflects higher costs for legal and other professional services. We’re reaffirming our guidance with core expenses for the year to be in the range of $211 million to $215 million. We do expect core expenses to increase on the back half of this year, as we noted in our previous earnings call under the regulatory services agreement with FINRA, we plan to complete our migration to FINRA's regulatory software in July resulting in an increase in fees for outside services. While this increase is expected to be offset somewhat by lower depreciation and amortization expenses due to the final write-off of certain regulatory software, it does shift some expenses into core in the third and fourth quarters that were previously in depreciation and amortization. In addition, I want to call your attention to the fact we added accelerated stock-based compensation to our guidance, we expect to recognize it's R rated stock based compensation expense on a quarterly bases totaling $1 million for the full year. This expense is expected to be reported in compensation and benefits and included in our non-GAAP reconciliation as an adjusted financial measure. The accelerated investing of certain equity awards is based on planned participants reaching age and service requirements specified under our long-term incentive plan and award agreements. Looking at volume based expenses, royalty fees increased by $4.9 million or 35% reflecting the higher trading volume and licensed products during the quarter. The royalty rate per license contract came in at $0.155 this quarter below the $0.161 we saw in the fourth quarter resulting from a slight shift in the mix of products traded. Looking forward, I would expect the rate per license contract to be somewhere within the range we saw in 2015 of $0.146 and $0.163 depending on the mix of products traded. Before I move off of the P&L I want to comment on other income and expenses which had a favorable variance of $900,000 on an adjusted bases compared to last year's first quarter, this primarily reflects a $700,000 increase in investment income largely resulting from a higher dividend paying out by the Options Clearing Corporation, OCC versus the amount declared in the fourth quarter. Turning to the balance sheet, we finished the quarter with cash and cash equivalents of $107 million compared to $102 million at the end of 2015. CBOE is a strong cash producing business. In the first quarter we generated net cash flows from operating activities of $97 million versus $78 million in the same period last year, largely driven by the increase in net income. Through March we use more than $19 million to pay dividends and nearly $47 million to repurchase our stock. Capital expenditures for the quarter were $9 million. Looking out to the end of the year, we’re reaffirming our prior guidance of $47 million to $49 million for capital spending. The majority of our capital spending continues to be systems related particularly with the ongoing development of our new trading platform CBOE Vector. As we told you previously, Vector is planned to be up and running for our futures exchange CFE towards the end of the third quarter and we look forward to continuing to development of Vector for CBOE and C2. At March 31st, 2016, we had approximately $115.1 million remaining under our existing share repurchase authorizations. As we have said in the past, first and foremost we’re committed to investing in the growth of our business, then we look to return excess cash to shareholders through sustainable dividends and share repurchases. In closing, we are pleased with our solid financial performance for the first quarter and are optimistic about the opportunities we see ahead as we continue to focus on deploying cash generated and value enhancing ways to reward our shareholders. With that, we thank you for your time and attention this morning. I'll turn it back over to Debbie for instructions on the Q&A portion of our call.
Operator:
[Operator Instructions]. And the first question comes from Rich Repetto with Sandler O'Neill.
Rich Repetto:
I guess the multi-listed market share question again. So you had an uptick in the first quarter due to the pricing adjustments but in April it's ticked down again. I'm just trying to see your outlook on this. It's below 15% of transaction revenue and probably just around 10% or 11% of overall revenue. So do you still regard the multi-listed platform market shares you know a priority for you?
Ed Provost:
There is no question on our position on multi-listed options, it is a valuable part of our business. It not only provides the transaction fees as you mentioned but supports the revenue line items, as well. Through the first quarter, we ebbed and flow with the number one position, we’re within tenths of a point of the number one market share position. We feel as though we're optimizing revenue which is key for us. So haven't seen any significant shifts in flow, large block trades which tend to move away from some of the primary markets can account for some shifts in market shares. So all in all, we feel very good about our market share position and multiple listed options and nothing has changed.
Operator:
The next question comes from Michael Carrier with Bank of America Merrill Lynch.
Unidentified Analyst:
This is actually [indiscernible] on for Mike Carrier. Alan, I guess this is more of a question for you. Given the recent number of acquisitions, can you give us an update on your minimal level of cash that you need and also CBOE had a debt-free balance sheet. Has your philosophy on leverage changed given your M&A and capital management needs? Thanks.
Alan Dean:
Good question, I'm glad you asked it. I appreciate the opportunity to update my thinking on cash and leverage. So it really hasn't changed even with the bolt ons that we’ve been acquiring over the last couple of years or so. $50 million to $70 million of cash I think is more than adequate to run our business especially with no leverage, no debt on our balance sheet which then if we needed to, we could go out and borrow money pretty quickly. Regarding taking on debt on our balance sheet, it's a subject that our Board takes up every quarter one we discuss capital allocation and so far our position hasn't changed. We like the flexibility that no leverage, no debt gives us on our balance sheet and so as of today no change in that position either.
Operator:
The next question comes from Alex Kramm with UBS.
Alex Kramm:
A quick question on the core index franchise, so CME had their earnings maybe you guys watched and they had a very small bullet on their presentation where they pointed out their S&P options market share has improved couple points year-over-year versus you guys. So I know obviously these are not the same products but they are somewhat substitutes. So just a bigger question about what you see out there in that core market of yours. Are you seeing other substitute products take some share? How are you thinking about it? How you’re pricing that business? And what substitute products in your opinion doing better than others, like for example OTC versus obviously [indiscernible] CME products, anything you could add would be great. Thanks.
Ed Tilly:
Sure. Alex. We’re very mindful of the cost between the two complexes and whether or not they can be substitute products and as we have always said from a retail perspective one of the substitutes that certainly comes to mind is the most active ETF trade in the industry, so we’re always mindful of the cost advantages or disadvantages offered at CBOE. I think it's important to point out though in the first quarter, where our index complex, I will throw big speeches in there just for fun. It's growing 28% year growing compared to the industry singlest volume growing 3%. So this is a very important growth area for us. We have seen incredible uptake on the product extensions, the most recent and the ones weekly -- really only about a month and a half to two months of training, big uptake, a lot of activity. It really led us to the announcement this morning of launching subject to SEC approval, Monday Weekly, so we’re out there offering answering the demand from our customer side and really don’t see a sustained share loss or drain to the CME, but rather really accommodating much more demand in fine tuning expiration in the listed arena here at CBOE.
Alan Dean:
Let me just add, Alex, that one of the things we continue to see in our [indiscernible] product and particularly as a growing use of the product by retail clients. Some of the retail firms are among the largest providers of order player and particularly in the weekly whereas as we had many years ago a product that was absolutely exclusively institutional, we have a very, very rich mix of both retail and institutional. We see that trend continuing.
Ed Tilly:
And also I think it's important, Alex, to look at the similarly the way that we look at the ETN growth in volatility trading. So look at the CME growth in options on futures as complementary. If the entire complex of the S&P 500, if that exposure there is more demand globally, that's a good thing for CBOE. So encouraged by any growth we see in the 500, not a new contract in the industry but one that continues to grow year over year when compared to the competitive space that CBOE is in, as well.
Operator:
The next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
If you can comment a little bit, there is obviously new competitor in the market with volatility with the spike index. If you can comment on your sort of sensibility on your VIX franchise versus the other competitive calculations whether you think that will gain traction?
Ed Tilly:
Yes. We have heard there's another volatility contract out there but the contract specs are out. So we really don't know what that contract is going to look like. So until there's specs out, it's kind of difficult to comment on. This is not the first challenge to the volatility franchise. I think [indiscernible] here in Chicago has a contract a couple years ago, IFC [ph] announced a volatile contract probably about a year ago. Nothing really in the market and again without the specs for this new contract, I'm not quite sure what to make of it but that said, we have benefitted from the growth of any listed volatility contract in ultimately where the liquidity is in our VIX futures and options. So likely if there's any success on any new contract, whether it's the one you're referring to or one of the others, the traders will have to go little liquidity that is our VIX futures and options. So we'll look to see what the specs look like and kind of make our moves from there.
Operator:
The next question comes from Kyle Voigt with KBW.
Kyle Voigt:
So it looks like you implemented a frequent trader program in April which gives rebates to end users if they reach certain volume thresholds during given months. Could you help us understand the thought process here? Maybe what it potentially helps you in terms of understanding your client base better and then lastly if you could give us any idea of how many clients have signed up for the program already and if you see any impact on fee capture going forward materially. Thanks.
Ed Provost:
You actually summarized it pretty well. It's a program you can set it, it's intended to give end user customers the ability to identify themselves through the broker dealer that they route orders through and thus giving us the ability to directly communicate with market to and educate those end users. Often times we’re asked about whether business is incremental, how many customers that are using our products are new versus ones that have been with us for many, many years. It's never been an easy question to answer because there is a layer between us and the end user customer that prevents us often from knowing who that is. So this is an attempt on our part to create a financial inducement for customers to provide their information through their broker dealer. It has been launched. We have a good number of clients that have signed up at this point and we will go to the details of those, but we’re very pleased with the extent to which customers have shown an interest in participating and again the primary business objective is to promote directly to those clients the existence of our products, how to use them and are there information that we can garner on how to improve those products. As to the financial implications, I'll let Alan speak to the financials.
Alan Dean:
Kyle, I view this as market data that we're purchasing through a discount on our transaction fees. I think it has a value to us, but the good thing is we absolutely control the amount of discount that we give to customers through the acquisition of this market data information. So, no I don't expect that the discount will be material to our capture and our revenue per contract capture and I would think that in total it would be consistent with what you would expect with any company who might purchase market data information about their customers.
Operator:
Thank you. And the next question comes from Andrew Wong with RBC Capital.
Andrew Wong:
Just following up on VIX futures, volumes are tracking closely in-line with your strong Q1 volumes and we have seen a nice pick up in open interest but trading in VIX related ETP has declined somewhat. So I know the data you’ve on the end user is somewhat limited, but what do you think is driving the futures growth in quarter to-date in Q2 in place of the ETF volumes that have been a big driver in the past?
Ed Tilly:
The hedging activity off ETNs tends to fluctuate with redemption in the ETN or the ETFs. So what we have noticed as you know volatility change and the perception of risks change, so then does the volume in ETNs and ETFs. I will point out that the assets are growing in the ETN and ETFs so the assets that are captured in those specific ETNs and ETFs are growing and as a result, those tend to be longer, positions that are held longer in the futures some of the options as opposed to like a day trader that you will see in a VIX futures contract as [indiscernible] increases we see a lot of day trader activity. So that’s carrying the futures along nicely and then the change in in perception of risk over the long term changes the assets under management and ETNs and ETFs which tend to be longer hold positions in both the futures and the options.
Operator:
And the next question comes from Chris Harris of Wells Fargo.
Chris Harris:
Wondering if you can provide your perspectives on the NASDAQ's acquisitions of ISE, whether you think that's going to lead to a big change in the market? I believe the plan over there is to lower pricing. And so maybe you could speak to how that might potentially affect RBC going forward for your guys?
Ed Tilly:
I will let Alan tackle what we think will happen in pricing and really from CBOE's perspective, the value propositions here doesn't change at all. We’ve been completion with each of those medallions, whether they're owned, not part of NASDAQ or NASDAR with their existing medallions we compete with them head-to-head every day, that is a very much fee game and fee competition. But it doesn't change the CBOE value proposition. With 99% of the market share in broad based indexes the efficiency and scale at CBOE doesn't change just because ISE is part of NASDAQ. So from the day to day multi-list space it's still going to be head-to-head in fee game, Alan can speak to that ,but in the overall look at CBOE, the way you look, CBOE where our end users looks at CBOE that deep pool of liquidity in the index complex doesn't change just because ISE now is part of NASDAQ but to the potential fee compression as a result I'm sure Alan has some words.
Alan Dean:
Yes, Chris, our outlook on pricing and the multi-risk category really hasn't changed and so notwithstanding this acquisition of NASDAQ by NASDAQ of ISE, I don't think anything has changed in price. This is a very competitive space with 14 exchanges all trading the same products. We here at CBOE, we want every options contract to come here. We are committed to a market leading position in the category. Ed Provost mentioned before about how the market share in multi-list category supports other revenue line items in our P&L. I don't think this acquisition at all changes the landscape. As a matter of fact, it's possible if I were to buy something, I feel some pressure to make sure I show the results from that investment and so lowering pricing wouldn't be the way to do that. I understand that maybe NASDAQ might have said they're more efficient now and it will be interesting to see what happens. I don't expect anything earth shaking, anything new coming out of this acquisition. The good news is Ross, that now 85% of our transaction fees, over 85% emanates from our propriety and not this multi-list category. So I don't see anything new coming out from this acquisition.
Operator:
And the next question from Ken Worthington with JPMorgan.
Unidentified Analyst:
It's Amanda out here for Ken. Just touching market share of the multi-listed options again, with the declining market share there, as you mentioned the competitiveness of the space, what is the magnitude of pricing changes you think is necessary here for CBOE to maintain or perhaps even gain share?
Ed Tilly:
Amanda, I want to make sure I understand your question correctly. Are you asking how far down pricing can go in a multi-list category? Is that what you're saying?
Unidentified Analyst:
Yes. In your experience, with what you have seen so far, what type of pricing adjustments do you see as being necessary there?
Ed Tilly:
Well, we're not a price leader, we're a price follower and with the objective of maintaining a market-leading share or near market leading share in the multi-list category. RPC is all over the map on exchanges. Some I have seen some numbers as low as $0.03 per contract and some past tense -- upwards of $0.10 or more cents per contract. And so I expect RPC to continue its load decline going down. I think it will level off somewhere. At some point exchanges will say, they'll need a certain level of revenue to support the costs associated with this business. Is it, $0.04, $0.05 per contract? $0.03, $0.06 somewhere in that range I would expect.
Operator:
[Operator Instructions]. And we do have a follow-up question from Brian Bedell with Deutsche Bank.
Brian Bedell:
Alan, if you can just talk about the RPC trends on sort of volume basis in the index complex, obviously market index options volumes are down almost like 20% in April versus the first quarter, to what extent -- I know there's a lot of different moving parts within the index options franchise but to what extent should we, if we stay at that level in the second quarter, how do you imagine that would impact the index options RPC?
Ed Tilly:
Index options, we averaged $0.72 per contract traded for the first quarter. And looking at it by months, it was relatively consistent. It was $0.73, a little over $0.73 in January, $0.72 in February and a little above $0.70 in March. And it is very difficult to predict, but as a rule of thumb, the big volume amounts you should expect a lower RPC. Now, going forward, I think to use $0.72 what we reported in the first quarter is a pretty - you'll be pretty close in your model for the rest of the year at $0.72. I of course monitor the information that we disseminate about pricing on a monthly basis. They are rolling free month average and that should help guide you. But, no, I don't see any major moves in pricing in index RPC.
Brian Bedell:
If I can just ask one follow-up question on the revenue in the fine side. Alan, if you could talk about the calibration of that in other revenue versus expenses, how should we think about that for the second quarter I guess if that remains depressed you know is there an expense offset to that?
Alan Dean:
Yes. Well first of all, any revenue that we collect either in fines or in the regulatory revenue category has to goes to support our regulatory efforts. So it can't be used for anything else. We can't make a profit off of those two revenue sources. Now, it's sort to governing, if we thought fines was going to have a fantastic year, we would lower regulatory revenue in concert with that and vice versa. Fine revenue was extremely difficult to predict and year-over-year our other revenue was down $1.7 million and that was $2 million was fines year over year and we had an increase in licensing fees to go along with that that offset some of that decrease. I think the experience that we saw in fines in the first quarter was extraordinary. I wouldn't expect that to continue the rest of the year and I would say that overtime I would think that we will be closer to -- it will be higher on average.
Brian Bedell:
Was there an offset in the first quarter or?
Alan Dean:
We take a longer view of the fine revenue, regulatory revenue rather than a month by month adjustment, it's a multi-quarter, even an annual look back to make sure that the revenue that we collect from regulatory sources is adequate given our expenses.
Brian Bedell:
Right. That is weaker than we should consider that as a positive to the, in other words, you can reduce expenses if that's tracking weaker this year? Based on that?
Alan Dean:
So if total regulatory revenue goes down in 2016, that would indicate that our regulatory expenses are down.
Operator:
And next question is also a follow-up from Chris Harris of Wells Fargo.
Chris Harris:
Sorry if this is covered already but just to tag along with the index RPC question, any thoughts about the outlook for futures RPC for the remainder of the year?
Alan Dean:
Yes, I do. Glad you asked. Our revenue per contract was $1.64 and that was kind of over the map. It was $1.58 in January, $1.63 in February and $1.73 in March. It was low in January. We had the volume. The participation of volatility was a great market for high frequency traders for people coming and trading the market and providing helping to provide markets for that product. So I think that it was extraordinarily low in January and helped bring down the revenue per contract for the quarter at $1.64. So I would guess, again, it depends on volume and market conditions, but I would think that revenue per contract for the futures category would increase for the remainder of the year.
Operator:
And we also have a follow-up from Michael Carrier of the Bank of America Merrill Lynch.
Unidentified Analyst:
It's Sameer again, Alan this is another one for you, just on your full year expense guidance, you know, given the lighter revenues and like the seasonality of the volumes, how much flex is there in the expense guide given the deals and the investments that you made?
Alan Dean:
Yes. There continues to be flex in the expense category and we have a track record of reducing expenses if we see sustained low volume and revenue here at CBOE. But we don't see that right now. We're coming off a fantastic first quarter. April volumes started out kind of slow but it's picking up now and so, no, we're sticking to our guidance and core expenses we expect expenses to pick up a bit later in the year. So no alarm bells going off here as a matter of fact, quite the opposite. We feel good about the quarter and the year as it looks right now.
Operator:
Thank you. And that does conclude the question and answer session. So at this time, I would like to return the call to management for any closing comments.
Deb Koopman:
We want to thank everybody for their time today and we look forward to talking to you on our next earnings call and we’re available for the rest of the day for any follow-up questions. Thank you.
Operator:
Thank you. The conference is now concluded. Thank you for attending today's presentation. You may now disconnect.
Executives:
Deborah Koopman - VP, Investor Relations Edward Tilly - CEO Alan Dean - EVP and CFO Ed Provost - President and COO
Analysts:
Rich Repetto - Sandler O'Neill Dan Fannon - Jefferies Michael Carrier - Bank of America Merrill Lynch Ken Hill - Barclays Alex Blostein - Goldman Sachs Ken Worthington - JPMorgan Brian Bedell - Deutsche Bank Chris Allen - Evercore Kyle Voigt - KBW Andrew Wong - RBC Capital Alex Kramm - UBS Patrick O'Shaughnessy - Raymond James Vincent Hung - Autonomous
Operator:
Good morning and welcome to the CBOE Holdings' Fourth Quarter 2015 Financial Results Conference Call. All participants will be in listen-only mode. [Operator Instructions]. After today's presentation, there will be an opportunity to ask questions. [Operator Instructions]. Please also note this event is being recorded. I'd now like to turn the conference over to Debbie Koopman, Vice President of Investor Relations. Please go ahead, ma'am.
Deborah Koopman:
Thank you. Good morning and thank you for joining us for our fourth quarter conference call. On the call today, Ed Tilly, our CEO, will discuss the quarter and our strategic initiatives for 2016. Then, Alan Dean, our Executive Vice President and CFO, will detail our fourth quarter 2015 financial results and provide guidance on certain financial metrics for 2016. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our President and COO, Ed Provost; and our Chief Strategy Officer and Head of Corporate Initiatives, John Deters. In addition, I'd like to point out that this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. As a preliminary note, you should be aware that this presentation contains forward-looking statements, which represent our current judgment on what the future may hold, and while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, after this conference call. Now, I'd like to turn the call over to Ed Tilly.
Edward Tilly:
Good morning and thank you for joining us today. I am pleased to report another year of record financial results at CBOE Holdings. Despite low volatility and lower trading volumes industry-wide in 2015, CBOE Holdings posted record volume in our index trading complex led by all-time highs in SPX options and VIX futures. We also significantly expanded our premium products and global customer reach, while forming new alliances to complement our core strengths and diversify our product offering. The ability to further develop trading in our premium products, while optimizing our operational efficiency, drove new annual highs in revenue and earnings, making 2015 our company's fifth consecutive year of record financial results, enabling us to reward shareholders through increased dividend payments and share repurchases. CBOE continues to lead the industry in all options trading by a significant margin. In the very competitive and fluid multi-listed options arena, CBOE implemented pricing changes that resulted in lower market share, but higher revenue per contract in 2015. At the close of the year CBOE ranked 2nd among the 13 options exchanges with a market share of 15.7%. We further adjusted pricing in 2016 and, for the month of January, CBOE ranked 1st among all options exchanges with a market share of 16.8% in multi-listed classes. Our mission for 2016 and beyond is to be the leader in providing innovative products that facilitate and enhance trading in a global marketplace. Our strategy is straightforward; continue to develop unique products, expand our customer base, form alliances that leverage and complement our core business, and continue to define and lead the options and volatility space globally. While product innovation is central to our value proposition, we are equally committed to further developing our current products. CBOE's S&P 500 Index, SPX options, remain the most actively traded U.S. index option and, after 32 years, continue to thrive and grow. Average daily volume in our SPX options in 2015 rose 6% for a third consecutive year of record volume. Gains were driven largely by strong Weeklys trading, a product that has attracted retail investors to our largely institutional SPX marketplace. We've seen a strong start in 2016, with January SPX average daily volume increasing 19% compared with the prior year and 33% compared with December. As recently announced, we plan later this month to introduce SPX Weeklys with Wednesday Expirations. Wednesday Weeklys, in addition to end-of-week expirations, will increase opportunities to trade SPX and enable investors to better target specific expirations. Wednesday Weeklys will also align with the Wednesday expirations of VIX Weeklys futures and options, providing greater trading flexibility for the increasing number of customers who use both VIX and SPX products. Turning now to VIX futures and options. Historically low levels of market volatility dominated much of 2015, punctuated by significant volatility spikes in the third quarter. While VIX options average daily volume was down 9% from last year's record pace, VIX futures posted a sixth consecutive record volume year with a gain of 2% over 2014. Elevated volatility, and less certainty in the marketplace going into 2016, have driven dramatic increases in VIX trading. In January, VIX options and futures trading was up 34% and 19%, respectively, over January 2015. Expanding our VIX offering and marketplace is a major opportunity and priority in 2016. We continue to leverage our VIX methodology to create new products, as evidenced by the debut of VIX Weeklys futures in July of 2015, followed by VIX Weeklys options in October. VIX Weeklys options averaged 35,000 contracts per day in 2015. We expect continued growth in 2016, given our ongoing business development efforts and the inherent utility of Weeklys trading. In other VIX news, we plan next month to begin overnight dissemination of the spot VIX Index. As you know, VIX measures the real-time implied volatility of the S&P 500 options. Our implementation of extended trading hours in SPX, from 2 a.m. to 8:15 a.m. Central Time, enables us to calculate and disseminate VIX in that time period, thus allowing market participants to view volatility during the overnight session through the same lens used in regular U.S. trading hours. Overnight dissemination of VIX will yield valuable real-time volatility information when news breaks overnight and will allow overseas investors to reference VIX during their regular trading hours, further cementing the role of VIX as the world's gauge for market volatility. Leveraging partnerships with index providers is key to product innovation at CBOE. We became the sole U.S. provider of major FTSE Russell Index products in 2015, beginning with the Russell 2000 Index RUT options in April. I am pleased to report that January was a strong month in RUT options with average daily volume of 106,000 contracts. We plan in 2016 to further leverage our concentrated index options liquidity pool, while expanding our customer base through joint marketing and educational efforts with our FTSE Russell partners. Last quarter we launched options on the Russell 1000 and the Russell 1000 Growth and Value Indexes and we plan to launch options on the FTSE 100 and FTSE China 50 Indexes next month. The global exposure afforded by our exclusive U.S. offering of FTSE Russell products, as well as MSCI products, brings a growing international dimension to our index options franchise. CBOE continues to identify synergies and form alliances that leverage our strengths and enable us to efficiently diversify our product and business lines across new regions and asset classes. In the fourth quarter, we announced our partnership with the London Stock Exchange Group and major dealer banks in the launch and development of the CurveGlobal interest rate platform, which will trade on the LSE Derivatives Market and clear through LCH Clearnet. We anticipate a second quarter launch of CurveGlobal with trading in futures based on major European interest rates. Additional products, including potential new products from CBOE, are expected to follow. Also in the fourth quarter, we teamed with Environmental Financial Products, EFP, for the December 11th launch of the American Financial Exchange, AFX, an electronic marketplace for small and mid-sized banks to lend and borrow short-term funds. CBOE now hosts, operates and is helping to develop AFX, which saw a total value of $326 million of unsecured overnight loans transacted in January, its first full month of trading. We anticipate increased trading in 2016 with the expected participation of additional banks and with new product offerings. AFX plans to launch a 30-day, unsecured loan product, as well as other new products, including a new transaction-based interest-rate benchmark for U.S. interbank lending called Ameribor. CBOE continues to leverage the marketing and educational efficiencies afforded by a comprehensive suite of CBOE Index options and volatility products. In support of an increasingly global product line, we are actively engaging a worldwide customer base through an ambitious educational agenda and by facilitating access to our products and markets through trading technology. Last quarter, in collaboration with the Singapore Exchange, SGX, we launched the CBOE Options Institute at SGX, the first extension of our educational facility. We also expanded our Risk Management Conferences, RMC, with the first CBOE RMC Asia, which successfully debuted this past quarter in Hong Kong. I'm pleased to announce today that this year CBOE plans to establish its first international business development outpost with the opening of an office in London. In what we see as groundbreaking opportunity to expand options and volatility trading, CBOE last week made a majority equity investment in Vest Financial, an investment advisor that provides options-based services through packaged products and develops technology solutions for options-based investments. The Vest managed account platform is accessible through financial advisors and designed to provide investors with access to the same investment tools and protections available to institutions and high net worth individuals. Our investment in Vest allows for enhanced integration of CBOE's proprietary products, strategy indexes and options expertise within Vest's platform, which substantially reduces the complexity of options trading while providing investors with targeted protection, enhanced returns, and a level of predictability unattainable with most other investments. Vest also plans to launch Unit Investment Trusts, Mutual Funds and Exchange Traded Products. I'll close here by thanking the entire CBOE team. As a result of their ongoing efforts, we significantly expanded our product line and increased index trading throughout 2015, despite challenging conditions. We are obviously pleased with the uptick in trading we saw in January, but regardless of the ebb and flow of trading volume, our team remains focused on developing new products, expanding our customer base, and forming alliances that complement our core strengths. Maintaining that focus enables CBOE to continue to define and lead the options and volatility space globally, an approach that continues to serve our customers and shareholders alike. We are energized by the early year-to-date momentum and by the significant opportunities in 2016 to write the next great chapter in CBOE's ongoing growth story. With that, I will turn it over to Alan Dean.
Alan Dean:
Thank you, Ed, and good morning. Thanks to everyone for joining us to discuss our fourth quarter results. This morning, I will walk you through our financial results for the quarter and then provide guidance on certain financial metrics for 2016. While CBOE Holdings produced strong results for the quarter, we do have a difficult comparison against last year's record-setting fourth quarter. A brief summary of our results for the quarter are shown on this slide. Adjusted operating revenue was $154 million, down 8% compared with last year's fourth quarter. Adjusted operating income was $73.9 million, representing an adjusted operating margin of 48%, down 540 basis points versus the fourth quarter of 2014. Adjusted net income allocated to common stockholders was $48.9 million, a 9% decrease compared with 2014's fourth quarter, while adjusted diluted earnings per share decreased 8% to $0.59. Before I continue, let me point out that our GAAP results reported for the fourth quarter of 2015 include certain unusual items that impact the comparison of our operating performance. These items are detailed in our non-GAAP information provided in the press release and in the appendix of our slide deck. Turning to the details of the quarter. Adjusted operating revenue decreased by $12.5 million, primarily due to a decline in transaction fees resulting from lower trading volume versus the fourth quarter of 2014. Let me also note that adjusted operating revenue excludes $2 million, included in other revenue that represents the recognition of revenue to adjust for incorrect coding of transactions by an exchange participant related to prior periods. Transaction fees were down $11.9 million or 10% from last year's fourth quarter, due to a 25% decline in trading volume, partly offset by a 20% increase in the average revenue per contract or RPC. Our blended RPC, including options and futures, was $0.408 compared with $0.34 in the fourth quarter of 2014. This increase resulted from a shift in the mix of trading volume towards our highest RPC products, index options and VIX futures, as well as an increase in RPC across each product category. The RPC in our options business increased to $0.349 compared with $0.284 in last year's fourth quarter. The RPC on equity options and exchange-traded products increased by 43% and 36%, respectively, while the RPC on index options rose 4%. The RPC increases were primarily due to fee changes made earlier in the year and a decrease in volume discounts and incentives. On the futures side, CFE's revenue per contract increased 4% to $1.69 from $1.62 in the fourth quarter of 2014, primarily resulting from a more favorable mix of trades by account type, as well as fee changes. As this slide depicts, the contribution from our highest-margin index options and futures contracts accounted for 40.9% of total volume in the fourth quarter versus 35.3% in 2014's fourth quarter. Converting the volume into transaction fees, you see that index options and futures contracts accounted for 83.1% of transaction fees, down slightly from 83.7% in the fourth quarter of 2014. For the full year, proprietary products accounted for 82.9% of transaction fees, up from 81.8% in 2014. Looking at other variables influencing operating revenue, access fees declined by $1.3 million or 9% compared with last year's fourth quarter, primarily due to a decline in the number of market maker permits. For the full year 2016, we expect to see a modest decline in access fees, which is consistent with my previous comments on this line item. On the plus side, exchange services and other fees increased by $2.4 million. This increase mainly resulted from higher fees for systems services and revenue contributed from Livevol technology services, which we acquired on August 7th. For 2016, we expect exchange services and other fees to increase to about $47 million, which tracks the fourth quarter run rate and is primarily due to the addition of Livevol. Now turning to expenses. This slide details total adjusted operating expense of $80.1 million for the fourth quarter of 2015, up $2.4 million or 3%, compared with $77.7 million in the fourth quarter of 2014. Adjusted operating expense excludes $1.9 million of severance expense in the fourth quarter of 2014. There were no non-GAAP adjustments to expenses for the fourth quarter of 2015. This next slide details core operating expense of $49.7 million for the fourth quarter, an increase of $3.2 million or 7%, compared with the fourth quarter of 2014. The increase was primarily driven by a $4.4 million increase in professional fees and outside services, offset somewhat by a $0.7 million decrease in compensation and benefits. As was the case in previous quarters of 2015, the increase in professional fees and outside services was primarily attributed to our outsourcing of certain regulatory services to FINRA, which occurred in December of 2014. The decrease in compensation and benefits, primarily reflects lower salaries due to the staffing reduction that occurred in 2014 in conjunction with our regulatory services outsourcing. Volume-based expenses, which include royalty fees and order routing, were $18.1 million for the quarter, a decrease of $2.1 million or 10%, primarily reflecting a $1.5 million decline in royalty fees and a $0.6 million decline in order routing. The decrease in royalty fees was mainly due to lower trading volume in licensed products, which includes index options and VIX futures. Before I move on to taxes, I want to comment on other income and expenses, which increased by $3.5 million on an adjusted basis in the fourth quarter, primarily due to the dividend declared by the Options Clearing Corporation in December. Our adjusted effective tax rate was 36.7% for the fourth quarter of 2015, compared with 39.4% in 2014's fourth quarter. The change in the adjusted effective tax rate, primarily resulted from the preferential tax treatment on the OCC dividend income we recognized in the fourth quarter of 2015. Our adjusted effective tax rate for the full year of 2015 was 38% compared to 38.2% for 2014. We expect our effective tax rate for 2016 to be in the range of 38.5% to 39.5%. Additionally, if OCC declares a dividend in the fourth quarter of 2016 comparable to 2015's fourth quarter, we would expect our effective tax rate to be lower in the fourth quarter compared with the first three quarters of the year, due to the tax treatment related to the dividend income. Let's turn now to a few highlights relating to our balance sheet and capital allocation. In 2015, we generated more than $245 million in cash from operating activities. For the year, our free cash flow was $206 million and we distributed $208 million to shareholders through dividends and share repurchases, while also continuing to fund strategic investments and our growth initiatives that Ed highlighted. For the year, we returned more than $73 million through dividends and more than $135 million through share repurchases. We repurchased over 2 million shares through our share repurchase program, at an average price of $61.63, reducing shares outstanding by nearly 3% in 2015. Since our share repurchase program was implemented in August of 2011, we have reduced our shares outstanding by 8%. At December 31st, we had cash and cash equivalents of $102 million and $57 million remaining on our share repurchase authorizations. Our capital management framework remains unchanged. We are committed to funding the growth of our business and then to return capital to our shareholders through sustainable quarterly dividends and share repurchases. We are confident in our ongoing ability to enhance shareholder value. Moving to our guidance for 2016, core expenses for the full year 2015 came in at about $195 million and in line with our guidance. You might recall, we started 2015 at a range of $195 million to $199 million and pulled back on expenses in response to lackluster volume we experienced earlier in the year. For 2016, we expect core expenses to be in a range of $211 million to $215 million, representing an increase of 8% to 10% versus 2015 and an increase of 6% to 8% compared to the high end of our original 2015 guidance. The increase in 2016, primarily reflects higher expenses for outside services, largely related to our regulatory services agreement, and higher expenses related to the addition of Livevol. However, both of these items also contribute revenue that is expected to offset the incremental expenses. Excluding the expense increases related to these particular items, our core expenses would be up by 4% to 6% compared to 2015, which is in line with our baseline objective. We expect regulatory revenue to increase by about $3 million, reflecting the higher expenses we plan to incur to carry out our obligations as a regulator, and we expect exchange services and other fees to increase by about $5 million, primarily due to Livevol. We also plan to increase spending to support our business development and marketing efforts. Moving on, capital spending in 2016 is expected to be between $47 million to $49 million, up somewhat compared with the $39 million we spent in 2015 as we continue the development of our new trading platform, CBOE Vector. As we stated previously, this project is being done in three phases. Phase one is the build out of new systems for CFE, which is on track to be up and running in the third quarter of 2016, with CBOE and C2 to follow. Depreciation and amortization expense is expected to be between $46 million to $48 million, compared with $46 million in 2015. The year-over-year projected change reflects additions to capital and lower depreciation expense relating to certain regulatory software that will be fully-depreciated at June 30, 2016, which corresponds with a planned transfer to FINRA systems. Following this systems transition to FINRA, certain expenses are expected to shift from depreciation and amortization to outside services, accounting for part of the increase in outside services I mentioned in discussing core expenses. We are off to a strong start in 2016 and are excited about the opportunities we see ahead, as we continue to focus on the strategic initiatives that Ed outlined, while also effectively managing expenses and deploying capital. Thank you for your interest in CBOE. I will now turn the call back to Debbie, so we can take your questions. Deborah Koopman Thanks, Alan. At this point we would be happy to take your questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue, and if time permits we'll take a second question. Operator?
Operator:
Thank you. We will now begin the question-and-answer session. [Operator Instructions]. Our first question comes from Rich Repetto of Sandler O'Neill. Please go ahead.
Rich Repetto:
Yes. Good morning, Ed, good morning, Alan. I guess the question is, you have done a very good job at increasing the RPC on the non-proprietary products, the multi-listed options and ETP. So but the market share is declining. Can you talk about what the strategy -- I believe you have sort of -- you have some price modifications in January and can you just talk about the outlook there because you said that this has been important to you in the past?
Ed Provost:
Yes. It remains important to us. What I have said in the past is, it's our goal to stay at or near the top in multi-listed market share for CBOE and we have been able to do that. In the face of that the 13th options exchange came online last November. The 14th is due I think later this month. And so competition is ramping up and how they are competing as you know is through price and so we -- in 2015 we did lose some market share but RPC as you said went up nicely and we think overall revenue was better. Our market share got to the point where we -- keeping our goal in mind of being at or near the top of market share in the multi-listed category, we felt like we needed to change fees in order to maintain that position and we did that on January 1st. Based on the feedback that we received from our customers both in discussions with them and their actions, our market share as Ed highlighted in his comments jumped in January which was exactly what we hoped would happen. We expect RPC to decline consistent with the message that I have been saying for years, but related to the future, hence I don’t expect precipitous decline, although we are one more up into the quarter so it's really hard to give anything definitive on there. While RPC is important our key focus is optimizing gross revenue by employing competitive pricing and extracting value where we see opportunity. And to restate something I have said before, the multi-list category supports market data revenue, exchange services and accessories, three important revenue categories for us. And so I was pleased with the uptick in market share in January, cementing our current leadership role in what I think over the long run RPC should decline with 14 options exchanges trading all these options.
Rich Repetto:
Thanks for that insight. I will get back in queue.
Operator:
Our next question comes from Dan Fannon of Jefferies. Please go ahead.
Dan Fannon:
I guess I would just -- a little bit of comment on the environment in January and over time we have seen good and bad volatility in the market and just wanted a sense of how you guys are -- your customer are kind of acting in the current environment? How you kind of see this level of volatility being maintained and what that might mean for your kind of trading and the sustainability of it?
Edward Tilly:
I will take a first observation. I think and what we have shared with you is the end users perception of risk over time and I think you're right. We are in a riskier environment than we have been for the majority of 2015 with the exception of the spikes we saw in and around August and the difference in strategy and the way our users employ our various products. When the downturn in the market is a result of something unforeseen, or something -- a new risk in the marketplace the index complex and specifically VIX really shows that in volumes. So August the surprises to the market were of course were making new all-time lows in oil. Uncertainty about China's growth going forward. It was front page news everyday and that risk profile was a changing risk profile and the volatility of VIX complex certainly reflected that in its volume. What's different in January and continues here in early February is the risks are the same. The headlines are the same. It is still uncertainty in China. Certainly we are still making new [Volvos] or trending lower in oil and that's reflected in very flat volatility surface in and around 21 maybe upward sloping somewhat to 22.5, 23 index. It's just reflecting a riskier environment. So where do our volatility traders or those that employ our various products what they look for? Well each of our products SPX primarily and VIX service different environments differently and provide different utility depending on the profile going forward. When there is an unperceived spike and you have a VIX position on, VIX calls outperform hedging in the SPX. If your perception of risk going forward is rather flat, maybe trending down, SPX puts are the favored hedge. So we see that continuing, as I say, we have real-time [or] into the risk profile as priced by our users by looking at the volatility surface over time. And what the market is telling us is we are in for a riskier next at least six months and as those perceptions change or evolve you will see it first and you can see it in real-time in the surface of volatility looking at those futures contracts. So I will use my interpretation of our data and it says that to ensure portfolio of the S&P 500 expect higher levels of movement in uncertainty certainly over the next six months.
Dan Fannon:
Great. Thank you.
Operator:
Our next question comes from Michael Carrier of Bank of America Merrill Lynch. Please go ahead.
Michael Carrier:
Hi, Alan, maybe just on the guidance. When you talked about the expenses you mentioned the Livevol and then the regulatory and then the core in that 4% to 6% range. Can you just give us a little bit of color as we go through this year, if you have an environment where maybe the bad volatility is around, how much flexibility do you have with that range? And then it sounds like at the high end you are kind of expecting a fairly like decent environment just given that range. Just wanted to try to figure out how much flexibility you have if the volumes aren't as strong as what we are seeing right now?
Alan Dean:
Yes. Mike, we do have flexibility, just it's the same level of flexibility approximately that we had last year and I am expecting the $211 million to $215 million assumes a robust year in volume consistent with our growth that we've seen in the past. So in 2015 we went from one -- we started expense guidance of $195 million to $199 million. Then we dropped and I am looking at Debbie here to help me out. I think we went from $190 million to $194 million and that was in July after the spring volume. So that was 8%, 9% drop in expenses and then we went back up as the year got better. So [incentive] comp came back and we reinstituted some things that we had delayed or cut. So I like to call it temporary short-term expense adjustments for a short-term problem and that's the kind of ability that we had to impact expenses and the intention is to, while we do implement these expense reductions to not impact our growth profile, that's important to us. So the same level of expense reduction in 2016 that we saw in 2015 is about what we can do.
Michael Carrier:
Okay. It's helpful thanks.
Operator:
Our next question comes from Ken Hill of Barclays. Please go ahead.
Ken Hill:
So I wanted to ask international, so for you guys do you -- at the Asian Investor Risk Conference and in the extension of the options you said too and then your people making out an effort there as well. I was wondering, if you could disclose any volume stats or kind of trading outside the U.S. dollar setting? Normally you guys provide the VIX futures which has kind of trended around that 7% to 10% range of total volume. I was wondering, if there is any update to that and how you see that progressing next year?
Ed Provost:
Ken, Ed Provost. Yes. We are very happy with how we have made a greater penetration internationally. Ed mentioned in his opening remarks that we didn't [drive] to the point of making a commitment of establishing our first business development output as we are calling it in London that reflects a broader customer base that we have outside the U.S. the extension of trading hours and the like. We are -- from everything we can know and that is from engaging our customers directly, hosting conferences overseas, participating in other peoples conferences, see an increased interest in our product both SPX and volatility. The expansion of our trading of our hours for the dissemination of the VIX spot will be helpful in that regard as well. So we continue to see greater interest and expect that the portion of our overall volume becomes from the extended trading hour session to grow. We certainly see that in absolute volume numbers but there are certainly trades of time where we see percentages much in excess of our historical norms. So we couldn't be more optimistic and again its consistent with what we are doing overseas. I will in speaking about Asia even expand that to the Asia-Pacific Rim because we are not involved in Singapore with the options institute and in Hong Kong with the RMC we still are quite active in Mainland China. We have relationships in Japan and we start a fair amount of time in a very developed Australian market. So we feel very good about the international appeal of our products and those will continue to expand.
Edward Tilly:
Yes. I think I will add to the VIX futures, we also see -- certainly had an interesting January when we look at for the first time in the U.S. and certainly in the listed option market the ability to trade SPX in this options not just the futures and had a pretty interesting January and drew some interest in trading SPX in this options during our extended trading hours. So that almost more than doubled the average in 2015 to about 7,000 contracts per day in January. So again another opportunity for growth going forward. And then again highlighted in the prepared remarks, and having a spot VIX disseminated from 2 a.m. to the start of U.S. again, spot VIX really serving as a trigger for trading decisions and having that available from 2 a.m. till the open in the U.S. is really a nice change also for us.
Ken Hill:
Thanks for the detail there.
Operator:
Our next question comes from Alex Blostein of Goldman Sachs. Please go ahead.
Alex Blostein:
Alan question for you around the capital management, you guys have been pretty active in the market in the last couple of quarters. Just kind of curious to hear your thoughts around the relative value and how you are thinking about the pace of buybacks compares given the [indiscernible] given the fact that the valuation of the stock has been on the higher end of historical ranges? So how much does that matter to you guys when you are purchasing shares versus uses of capital?
Alan Dean:
Well it does matter to us and you said we have been more active in the capital markets the last couple of quarters. I think we've been pretty consistent over the past three or five years even in our activity in share repurchases with a few blips when we were out of the market. But -- and -- so I think we've been consistently -- but consistent in the story that we have told shareholders and analysts and what our capital allocation policy is now. And I've also been consistent saying that we are opportunistic in how we buy our stock. So with a lot of analysis that goes into shares that we buy at one place rather versus another how we view our stock price. And so just generally speaking we will buy more stock when the price of our stock is lower and less when its higher. The bottom line is we believe, our Board believes that in the future of CBOE and the growth potential and the growth profile and so that makes the share repurchases I think a great way to return capital to shareholders. So that's the mindset that goes into our share repurchase program. And as long as I am on the topic I will just restate what our policy, our goal is and our goal is to reinvest in our business to ensure future growth and you have seen that during the year both in capital expenditures and the acquisitions that we made this year. And then secondly pay regular dividends and grew all those dividends along with our business, you saw that this year when we increased our dividend by $0.02 per share last summer. And you have seen consistent activity in our share repurchases. So that's the policy, that's the program. And finally I will say that our Board's very active in how we return -- in thinking about how we return capital earnings to our shareholders and we talk about it, think about it, every quarter. So I will end with that.
Operator:
Our next question comes from Ken Worthington of JPMorgan. Please go ahead.
Ken Worthington:
When thinking about VIX futures and VIX options how important are ETFs and ETNs at driving volume in volume growth for the products? Maybe both directly as ETFs kind of grow and rebalance and if indirectly as volume from ETFs and ETNs drive other VIX trades?
Edward Tilly:
We just got a great deal of thought on this internally and part of the story on the growth of VIX futures, certainly one of the key drivers was the introduction of ETNs and when Barclays introduced EFX, that rebalancing of the Barclays was required to do either by perspectives or by their internal list controls drove a great deal of these futures and options trading. And that was really part of -- a big catalyst to the growth story in and I will just say cash spinning 2.5 years ago now. So we are -- still an important driver but not the key driver any longer. I think the utility of VIX options and the amounts of liquidity in VIX futures and the ability to click and trade VIX futures around-the-clock, I would say that those strategies have replaced I think the key drivers in VIX futures and options volume. But I don’t -- we love that volume with the growth of ETPs and ETNs that feature volatility exposure, all of that -- primarily most of that hedging shows up in some fashion and the other part as we have seen really equities within the SPX. So we rely heavily on the balancing and trading in and around ETNs and ETPs but not as much as we did a couple of years ago.
Operator:
Our next question comes from Brian Bedell of Deutsche Bank. Please go ahead.
Brian Bedell:
Just a question now on the RPC and the proprietary products. You commented on the equity options but on the proprietary, both VIX futures and proprietary -- and index options we know with the higher volumes that we are seeing so far this year, just if you can give some color on the direction that you think RPC may take in the first quarter? And then Ed just a real quick question on the VIX futures volumes, just in last week or so looks like they are sort of at normally low relative to the really strong pace in January, can you help us give any commentary on that?
Ed Provost:
I will start with the RPC and the proprietary products. Two things into one's RPC and VIX and SPX and RUT. The first one is whose trading. So for instance in our VIX futures day traders receive a discount. So if there's more day traders trading VIX futures in a particular period, then you could see RPC drop and there's other discount programs in SPX as well for example. The other factor that influences RPC and it’s obviously is pricing and we -- you can go on our website and look at the fee changes that we made January 1st in all of our products including our proprietary products. And we look for pricing opportunities to grow RPC and our proprietary products in a way that we think will not impact the growth of those products because I rather take a 10% growth in volume driving revenue rather than 10% growth in RPC driving revenue as the trade -- trades and traders tend to come back. So I don’t want to push them away. So in January RPC -- I don't know of anything that would lead me to tell you that January RPC was extraordinarily affected by the volume or other factors there just because of Vector hitting in the month. So I expect RPC to continue at rates but they could be impacted by either rates or participants.
Edward Tilly:
Let me, just the observations that we are hearing from The Street. I think you probably heard us describe VIX Q4 in [dashboard] options and futures trading, and I think the drivers -- I think I have touched on them before. There is really no new risk out there and the trend that began in the fourth quarter of moving from perhaps no risk onto cash continues. So there is a lot of money on the sideline and then I think the most telling again if you look at large pure volatility VIX futures trader kind of flat curve. So the [John Spreaders] and those that have been trading up and down the curves that enjoyed in August and then at the end of the fourth quarter, again that flat curve doesn’t -- as we know doesn’t last for long periods of time. But certainly where we find ourselves today even they cross a little inverse re-degradation on the curve over time. So I think those three factors are probably the most recent passed over the last few days. Again you cited January was pretty traffic, so we love those comparables when we look back to January but a few days here in February we are not going to trend line as 170,000 or so contracts yesterday. Yes, it's up in January but not horrible. So I would go back to those three factors, cash a little more risk of, no new risk on the horizon and a flat curve.
Brian Bedell:
So, you would like volatility either to take another leg up here or a decrease in volatility and reset and then another serve in volatility to [indiscernible]?
Edward Tilly:
Life is a tough word. We don’t want to root for things that are surprising the market much, but I think normal will be staying in that upward sloping curve or trending more towards historic level. That's what the market is used to seeing and when we don’t see what you are used to you look for other alternatives and as I say what was most interesting to us when we listened to practitioners now, it's not whether or not you use VIX futures or options to hedge. It's when you use VIX futures and options and when do you use SPX and it's becoming almost matter of fact that you use them in tandem and those are tools that you go to. And as I said I think on the second question or so, it's interesting that the conversation now has not -- is not CBOE explained vol, it's our practitioners telling us when they use our volatility contracts versus when they use our traditional SPX. I think that's going to be the most interesting story in the evolution of hedging and how the CBOE products are continuing to be the go-to to hedge either global volatility or U.S. exposure and that interchange between running in and out of SPX or trading in and around a volatility complex. So it's really a cool developing story and we look forward to telling it as we learn more.
Operator:
Our next question comes from Chris Allen of Evercore. Please go ahead.
Chris Allen:
I just wondered, if there was any way to provide some color just in terms of the percentage impact to the price changes, if you kind of assume the same levels of volumes from '15? And also like how are you guys thinking about the at risk fees and the market data fees moving forward? How susceptible they are to market share from here you are positive or negatively?
Alan Dean:
The changes that we made on 1st January for this relative to our multi-list category, I don’t expect a precipitous change in the RPC and in the equity in the ETF categories of our options. And although it's hard to take the volume where they had in 2015 and so well we had the new fee schedule roughly to your RPC because the changes that we made were designed to attract new participants to our market which will impact the RPC. So the goal is to optimize revenue, have more revenue from maintaining a market leadership role on site. I know -- I wish I could directly answer your question Chris, but it's the best I can do at this point after a month is just say I don't expect a significant, i.e., just a more precipitous decline in RPC. So that was your first half of this question. What was your -- access fees. So again access fees, again the story that we have talked about over the years I believe were over market and access fees and that was -- I think that was the very first question on the very first earnings call 5.5 years ago. And I said at that time I expected the access fees to decline and they have. Last year they went down more than in the past and it was users -- it was more users becoming more efficient with how they use bandwidth rather than not needing permits. So it wasn’t a reflection of market share or a decline in interest in SPX or VIX, it wasn’t added at all. It was more users becoming efficient. Now going forward 2016 I expect a modest decline, a small decline in the way we are looking at access fees for 2016 compared to 2015. Now market data revenue is composed of two parts. About a half or a little less than half is OPRA, Options Price Reporting Authority. The consolidate fee for all of options, prices and quotes going out and not in. And so that is impactful by market share it certainly is and our declining market share in 2015 certainly impacted that half of market data revenue. But there is another -- the other half of market data revenue which has shown pretty good growth over the past few years and did in 2015 as well and that's the CBOE options proprietary data fee which showed a nice uptick in 2015 compared to 2014 and our CFE data fee which increased slightly over in 2015 over 2014. So the market share will impact half of market data revenue. Well that sure was a long answer to that question.
Operator:
Our next question comes from Kyle Voigt of KBW. Please go ahead.
Kyle Voigt:
I don’t want to belabor this point, but I just had a quick question on the VIX term structure. I know you had say the inverted term structure last year is kind of a key reason as to why the VIX options [indiscernible] volume low a lull in the first half of the year along with high vol-vol. In January we saw that same inverted term structure for most of the month and I believe it's currently inverted. I am just wondering, if you are hearing any different from your clients this time around or seeing anything different in trading patterns to suggest that this is just a different environment that we are in this year versus last year? Thanks.
Edward Tilly:
We haven't heard a lot about this but the biggest difference that we are hearing in term structure is flat to your point, you are right. But I think the difference we are hearing is the amount of cash on the side line, I think that's probably the change in what we did not hear last year. Last year was a lot of head scratching on risk going forward, is it going to continue the choppiness going to continue, if that vol strip is going to remain flat. I think this year there is just cash and waiting and looking. I don’t think that's -- well I should say historically that is the last one. You will accept a new level of risk at 22 over time is your new outlook on risk and its normal, isn't going to be the right word because historic level is low, but if that's what you are going to accept, we are going to place strategies with that assumption in mind. And again back to the utility of having this suite that is so different and flexible and the way that’s its said, if VIX doesn’t serve the purpose that is if you are not expecting a spike from 22 to 28 meaning there is not a new risk assumption on the horizon the utility of SPX puts is maybe your hedge of choice. So we will see that I think changing or actually people taking a position over the next -- fill in the blank, the next month, months, on how they are going to employ, on how they are going to hedge going forward. So yes, the biggest difference again, probably more cash than we have heard in the past on the side line.
Operator:
Our next question comes from Andrew Wong of RBC Capital. Please go ahead.
Andrew Wong:
On your education efforts CBOE is really the only exchange that actively focuses on educating users on products and kind of creating a curriculum so to speak, around how to trade or use CBOE products effectively And it makes sense given that VIX is a bit more novel than something like a vanilla equity option. But how do you measure the response with respect to these efforts at your conferences? Clearly we see it in the volume growth particularly during overnight hours, but is there some kind of internal measurement or guidepost you use to determine how well your education efforts are working in creating an incremental volume or more interest in your products?
Ed Provost:
Andrew, Ed Provost in response to that. So yes, we are very probably initiatives that we have been engaged in and really since the very beginning. While at the very beginning we were focused on the broader option product is highly focused on our proprietary products now through our options institute, our risk management conferences and the other engagements we had globally. We measure the -- measuring many respects, obviously we measure the number of attendees that will be for us at the institute at are now three RMCs, so we are holding around the world and we engage them. During the conferences we take surveys of those people relative to the quality of the conferences and then we follow up with them about their trading activities post conference. And again while it's always difficult to be real precise as to its direct impact we see representatives and various institutional users sending new participants every year suggesting that they find great value in what we are teaching and it gives us every bit of confidence that we are expanding the knowledge base of the use of both SPX and VIX both domestically and internationally. So it's something that continues to grow because there is a demand for it. We will speak again from time to time on the base actual product. But we are very, very proprietarily focused tapping our base SPX, of course our Russell products and our MSCI products as well.
Alan Dean:
Andrew this is Alan. I will add that the education efforts certainly is one of CBOE's successes to be proud of. One aspect of it that Ed didn’t mention that I like is the fact that people pay to come to these education [sites] and it is a revenue source for us. And so it is an amazing thing that they want to come to hear our instructors teach them about our products.
Edward Tilly:
I may add one more I think what you are just saying Ed. Ed uses just a perfect example of those RMC conferences and I think it's important to point out that we have banks hosting their clients which is a pretty cool phenomenon. If a bank is listening to our strategies and the various practitioners their strategies, for them to host their clients to our conference is pretty telling as an endorsement of the utility of the suite SPX, VIX, Russell, MSCI. So another indicator when we are being endorsed by sponsors.
Operator:
Our next question comes from Alex Kramm of UBS. Please go ahead.
Alex Kramm:
I apologize my line dropped at one point, so this might have been answered already. But just want to go back to the guidance for a second here. So you were talking about revenue offsets and if you look at the fourth quarter clearly Livevol's already in there. There is also the cost run rate to some degree. But when you talk about those revenue offsets for Livevol $47 million if I heard you correctly, that's not really assuming much growth of the exchange services line. So just wondering, why you are not more optimistic about that acquisition? And then secondly you mentioned regulatory fees is another driver of the cost guidance going up, is there revenue offset or did you talk about that? I mean because that’s a phenomenon that’s been going on for almost a couple of years now. So any more help will be helpful. Thank you.
Alan Dean:
What I believe I mentioned but the exchange services -- exchange fees and other services line item we expect to be $47 million which I think is $5 million over our results for 2015. So that’s pretty significant and that represents the fourth quarter run rate for the entire year. We acquired Livevol in August and so there is a partial year of expenses and revenue. And although -- and Livevol for us in 2016 will be accretive and it will be positive for us. So that’s a good thing. On the regulatory fee side we expect regulatory fees to be up by about $3 million year-over-year and they like to fluctuate by volume and other factors, so that’s another factor offsetting the increase in expenses. Finally depreciation and amortization, although we are off a little bit year-over-year, I will bet that our depreciation and amortization is lower than what you have in your model and that’s because part of the increase in expenses is coming from FINRA and that’s because we are switching over to the regulatory systems. That meant that we had accelerated amortization on our own capitalized programs that we had here. So that now goes away June 30th. So if you factor out Livevol and FINRA then we are up 4% to 6% over the $195 million in 2015. If you compare -- if you back out Livevol and FINRA and compare it to our original guidance that we started 2015 with we are only up about 3%. So I think the number is right there and certainly we spend a lot of time thinking about that number, both in our business plan preparation for the year and our preparation for this press release this month.
Alex Kramm:
That's very helpful. And just to clarify on the Livevol when I said $47 million doesn’t seem to be much growth and I mean off the fourth quarter run rate. Because you would assume that this is a business that hopefully grows from the fourth quarter. So that’s why I was a little bit surprised. So I don’t know if you have to say anything else there.
Alan Dean:
Well we expect Livevol and what I am trying to give you a reasonable shot at what I am seeing in our guidance. I hope I am wrong on the low side.
Operator:
Our next question comes from Patrick O'Shaughnessy of Raymond James. Please go ahead.
Patrick O'Shaughnessy:
So, Washington has been busy the last couple of days talking about market structure and they focused primarily on equity market structure, but they are talking about maker-taker and payment or float to retail brokers and access fee caps. I was curious if you guys are hearing of any of that conversation spilling over into options?
Edward Tilly:
We haven't and our comment rather that we stand aligning with the timing of the market structure committee. We represent that we have the same position that we always had on SEC and fee caps specifically that the market should be allowed to raise competitive forces to determine fees whether its equities or options and then ultimately as you know we file everything, we file with the SEC and there is an opportunity for the SEC then to challenge an exchange on a one-off basis if they see some fee unfair to the end user. So while we haven't leaned over yet we are of course taking a much more proactive position in support where we haven't -- to your comments we haven't been asked while we are certainly providing our opinion and it shouldn't surprise you on where we are coming out. So I would say the same answer both on maker-taker and [PFAF]. Nothing specifically directed to the options industry and as you know that from an impact for CBOE whether it's in those proprietary products or our primary exchange fee maker-taker really isn't an issue for us and PFAF really would not become maybe a competitive issue if it was applied evenly throughout the industry. So really our focus in on fee cap and while we are monitoring all of the potential changes for the equity market structure, the big one for us not surprisingly would be keeping our eye on fee caps.
Operator:
Our next question comes from Vincent Hung of Autonomous. Please go ahead.
Vincent Hung:
So, maybe I missed this, but based on the limited experience I saw, is the VIX Weeklys option complementary contract or is it substitute right now?
Ed Provost:
This is Ed Provost, Victor, thank you for the question. We see the VIX Weeklys contract is very complementary to the longer duration contracts which have traded for years. We see more existing users using that to manage volatility around event risk. And I am contrasting that with SPX where when we introduced a Weekly contract we drew a healthy new customer base, retail customer base into SPX and away from SPY. In the case of VIX it's not so much drawing a significantly little customer base for giving existing VIX users the opportunity to manage volatility around specific events. So we are very pleased with how that's evolved. It may bring some additional new customers in, but that's probably not most likely scenario. We think it's more likely to give greater opportunities to existing users.
Edward Tilly:
I'd say the other user base that we are able to attract now, the only alternative in shorter dated volatility contracts has been in the ETN space. So VXX the most successful volatility ETN has had a weekly contract where you are able to -- kind of to Ed's point you are able to pinpoint activity that you have targeted in the short term by using a short dated VXX contract. Now for the first time we actually do have our VIX contract and the ability to attract those users who are looking for the short term. So if it’s a substitute perhaps we are going to be able to make a case that we can substitute those that only had VXX in their toolbox to use a short dated Weeklys VIX contract.
Vincent Hung:
Okay, thanks. And just last one for me. I have a broader question. What do you think of the Deutsche Boerse volatility contract? Do you see it as a competitor or just another indicator increasing demand for volatility hedging? I ask because they are continuing to see increased contract volume.
Edward Tilly:
Love it. We view and every other opportunity we can with all of the exchanges that have taken a methodology license with us and our partner, Standard & Poor's, with the opportunity to really highlight the utility of this asset class called VIX and the differences between B stocks and VIX what a wonderful trend. So if there was the liquidity in B stocks now you can imagine perhaps selling B stocks and buying VIX and then that interplay back and forth and before long it would be terrific if we can see that across the globe. So no, anything that heightens the awareness in the utility of a listed volatility contract we are a champion and we will be meeting with all of those who have taken a license for our methodology coming in March at FIA. We do that every year. So we will be sharing the path to success on listed vol with everyone who is willing to listen. So no, we are -- a big endorsement for us when there is interest in B stocks.
Operator:
This concludes our question-and-answer session. I would like to turn the conference back over to Deborah Koopman for any closing comments.
Deborah Koopman:
Thanks a lot. That completes our call this morning. We appreciate your time and your interest in CBOE. We look forward to seeing some of you guys at the conference that is coming up. Thank you.
Operator:
Thank you, ma'am. Today's conference has now concluded. I want to thank you all for attending today's presentation. You may now disconnect your lines and have a very good day.
Executives:
Edward Tilly - CEO Alan Dean - EVP, CFO and Treasurer Edward Provost - President and COO John Deters - Chief Strategy Officer and Head of Corporate Initiatives Deborah Koopman - VP, IR
Analysts:
Rich Repetto - Sandler O'Neill Michael Carrier - Bank of America Merrill Lynch Alex Kramm - UBS Investment Bank Alex Blostein - Goldman Sachs Brian Bedell - Deutsche Bank Kenneth Hill - Barclays Amanda Yao - JPMorgan Rob Rutschow - CLSA
Operator:
Good morning and welcome to the CBOE Third Quarter Financial Results Call 2015 Conference Call. All participants will be in listen-only mode. [Operator Instructions] After today’s presentation, there will be an opportunity to ask questions. Please note this event is being recorded. Now, I’d like to turn the conference over to Debbie Koopman. Ms. Koopman, please go ahead.
Deborah Koopman:
Thank you. Good morning and thank you for joining us for our third quarter 2015 earnings conference call. On the call today, Ed Tilly, our CEO, will provide an update on our strategic initiatives for 2015. Then, Alan Dean, our Executive Vice President and CFO, will review our third quarter 2015 financial results. Following their comments, we will open the call to Q&A. Also joining us for Q&A are Ed Provost, our President and COO, and John Deters, Chief Strategy Officer and Head of Corporate Initiatives. In addition, I'd like to point out that this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the investor relations portion of our Web site. As a preliminary note, you should be aware that this presentation contains forward-looking statements, which represent our current judgment on what the future may hold, and while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full disclosure of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, after this conference call. Now, I'd like to turn the call over to Ed Tilly.
Edward Tilly:
Thank you, Debbie. Good morning and thank you for joining us today. I’m pleased to report that CBOE Holdings posted record financial results in the third quarter with new highs in operating revenues, operating margin and earnings per share. Tremendous industry wide volume in the third quarter, was outpaced by record volume in our premium products, including S&P 500 Index, SPX options, CBOE Volatility Index, VIX futures and options, and Russell 2000 Index RUT options. Record third quarter average daily volume in SPX options trading resulted in an increase of 39% sequentially and 36% year-over-year. SPX volume is up 8% year-to-date through October 28th. On April 1, CBOE became the exclusive home of Russell 2000 Index options RUT. We are pleased to note that average daily volume in RUT options reached a record high in the third quarter, increasing 23% over the previous quarter and 11% compared with 2014’s third quarter, when RUT was still multi-listed. We are confident we can continue to leverage our concentrated, non-fragmented pool of liquidity for RUT options to increase trading among institutional traders while expanding our customer base through joint marketing and educational efforts with our FTSE Russell partners. Both VIX options and VIX futures posted their strongest quarter ever. Average daily volume in VIX options increased 54% from the previous quarter and 45% from last year’s third quarter. VIX futures average daily volume rose 43% sequentially and 32% compared with last year’s third quarter. Year-to-date through October 28th, VIX options trading is down 11% and VIX futures trading is up 2%. Following spikes in volatility in the third quarter and a return to more historical VIX levels, we began to see somewhat lower levels of VIX in October. Regardless of market conditions, we remain focused on strategic initiatives that enable us to maintain profitability in periods of low volatility and to optimally benefit when volatility spikes and triggers increased trading. We continue to execute our core growth initiatives through our unique ability to create, collaborate, and connect with the marketplace. We launched VIX Weekly futures in July and VIX Weekly options earlier this month. VIX Weekly, combined with our standard monthly VIX options and futures, create a greatly expanded array of trading opportunities and tools to trade volatility. I am pleased to report on the strong debut for each product. Just weeks after launching, VIX Weekly options are averaging 25,000 contracts per day and hit a daily high of more than 68,000 contracts on October 22nd. VIX Weekly futures are averaging 300 contracts per day, with volume spikes of nearly 2,000 contracts per day. We are in the very early stages of developing this new dimension in VIX trading, but are beginning to see the same types of strategies and patterns that have characterized trading in standard VIX options, including more frequent rolling of certain strategies. We expect to see greater traction now that both futures and options are up and running and, in response to customer interest, we rolled out additional expirations this week and plan to add more expirations going forward. On October 20th, we began the roll out of our new FTSE Russell products with the launch of options on the Russell 1000, the Russell 1000 Value, and the Russell 1000 Growth indexes. Passive assets linked to the three indexes totaled $360 billion. Our ability to offer options on Russell large caps, alongside our popular RUT contract, enables market participants to efficiently target and trade key segments of the U.S. equity market. In all, the FTSE Russell Indexes licensed to CBOE represent a diverse group of domestic and global equities that offer international appeal. We look forward to the continued rollout of additional products, including the planned launch of options on the FTSE 100 and FTSE China 50 later this quarter. CBOE continues to identify synergies and collaborate with strategic partners to extend our global reach. As recently announced, CBOE partnered with the London Stock Exchange Group and major dealer banks in the launch and development of CurveGlobal, an innovative interest rate trading venue. CurveGlobal is expected to launch in the second quarter of 2016 with trading in futures based on major European interest rates. Additional products, including potential new products from CBOE, are expected to follow. CurveGlobal products will trade on the LSE Derivatives Market and will clear through LCH.Clearnet. This is an exciting time to be in the global interest rate marketplace. Our strategic investment in CurveGlobal allows us to participate in that space through a trading venue that will be highly differentiated by the partnership of major dealer banks, new interest rate products, increased trading efficiencies and reduced transaction costs. Our CurveGlobal partnership also enables us to work collaboratively to develop new products and further grow our worldwide customer base. We are pleased to be the U.S. anchor exchange for CurveGlobal and look forward to developing products suited to that venue and introducing the new platform to our U.S. customers. As announced in September, we also entered an agreement with Environmental Financial Products, EFP to launch a new interbank lending exchange, called the American Financial Exchange, AFX. The new exchange is an electronic marketplace for small and mid-sized banks to lend and borrow short-term funds. AFX also plans to provide a transaction-based interest-rate benchmark through weekly auctions to set a new rate for U.S. interbank lending, called Ameribor. CBOE looks forward to hosting, operating and helping to further develop this truly innovative marketplace. Connecting our global customer base with CBOE premium products continues to be a top priority. Since the implementation of near 24-hour trading in VIX futures in June 2014, trading outside of regular U.S. trading hours in that product has grown to an average of nearly 9% of total trading. On days when we’ve seen major breaking news, that figure has grown to 20%. This year, we launched an additional six-hour trading session in VIX and SPX options. The new VIX and SPX options session begins at 2:00 a.m. Chicago time, which aligns with the market open in London and the close in Asia. Trading in both products during European trading hours has steadily increased since the new session launched in March and, not surprisingly, increased dramatically when volatility spiked in July and August. This month, we added SPXPM options to our extended trading session and we will continue to add products where we see a need or opportunity. We continue to connect with sophisticated end users and early adopters of CBOE products through our trademark CBOE Risk Management Conferences, RMC. In September, we hosted a record number of attendees at our fourth annual RMC Europe in Geneva. I am pleased to note that this year we are expanding RMC beyond the U.S. and Europe, with the first RMC Asia, which will run November 30th and December 1st in Hong Kong. Our first RMC Asia will coincide with this quarter’s planned launch of options on the FTSE China 50, as well as the launch of the CBOE Options Institute at the Singapore Exchange. We are thrilled to extend our global reach in the growing Asian marketplace. In closing, I will note that our record third quarter volume and financial results were made possible by the talent and tenacity shown by the entire CBOE team in the face of sustained market headwinds in the first six months of 2015. Our team’s ability to stay the strategic course, even amidst challenging conditions, placed CBOE in a position to benefit optimally when the tide inevitably turned, as it did in July and August. It is very gratifying, of course, to reward our shareholders by posting record volume and financial results, but the tremendous quarter we just enjoyed also confirms and invigorates the confidence of our entire team in CBOE’s long-term strategy to further define and expand the options and volatility space. I want to thank our shareholders, our customers, and our entire team for their continued support and shared belief in our vision for CBOE. With that I’ll turn it over to Alan Dean.
Alan Dean:
Thanks Ed and good morning everyone. Let me start with an overview of our results for the quarter. As Ed highlighted, CBOE achieved record results in the third quarter, hitting new highs on a number of financial measures fueled by record trading volume in our proprietary products. Operating revenue came in at $187 million, 26% above last year's third quarter. Operating income was $101.1 million, representing an operating margin of 54.1%, up 370 basis points compared with 50.4% in the third quarter of 2014. Adjusted net income allocated to common stockholders was $63 million, up 31% versus the third quarter of 2014, resulting in adjusted diluted earnings per share of $0.76, an increase of 33% compared with $0.57 per share for the same period last year. Before I continue, let me point out that our GAAP results reported for the third quarter of 2015 include certain unusual items that impact the comparison of our operating performance. These items are detailed in our non-GAAP information provided in the press release and in the appendix of our slide deck. Now, let's review our results in more detail, starting with operating revenue. As shown on this chart, the increase in operating revenue primarily resulted from higher transaction fees along with an increase in exchange services and other fees, offset somewhat by decreases in the access fees and other revenue. Transaction fees increased $40.5 million, or 39%, compared with the third quarter of 2014 resulting from a 31% increase in the average revenue per contract or RPC and a 6% increase in trading volume versus last year's third quarter. Total trading volume in our options products rose 5%, while the volume in our highest-margin futures contracts increased 32% over last year's third quarter. Furthermore, looking at options trading volume by product category, our higher RPC index options significantly outperformed the lowest RPC, multiply-listed options. Average daily volume in equity options decreased by 20%, options on exchange-traded products were generally unchanged and index options grew by 41% year-over-year and 44% compared with the second quarter. Our blended RPC, including options and futures, increased to $0.431 from $0.329 in last year's third quarter. The increase in RPC primarily reflects a favorable shift in the mix of trading volume to proprietary products, as well as RPC growth across each product category. Looking at the mix of trading volume by product category, our highest margin index options and futures contracts accounted for 44.6% of our trading in the third quarter, up from 33.8% in the same period last year. The RPC in our options business increased to $0.368 compared with $0.275 in the third quarter of 2014, largely due to the favorable volume mix. In addition, we saw RPC increases of 39% for equity options, 25% for options on exchange-traded products and 4% for index options, primarily resulting from fee adjustments made this year and lower volume discounts and incentives. Revenue per contract at CFE, our futures exchange, increased 1% to nearly $1.65 from $1.62 in last year's third quarter, reflecting the impact of fee changes implemented in January, offset somewhat by higher volume-related rebates. As a result of the shift in the volume mix and RPC increase, transaction fees generated from our proprietary products represented a higher proportion of our total transaction fees year-over-year and sequentially. In the third quarter, index options and futures contracts accounted for 84% of our transaction fees, up from 81.3% in the third quarter of 2014 and 82.4% in the second quarter of this year. Looking at some of the other factors influencing operating revenue, exchange services and other fees increased by $1.5 million. This increase was largely due to higher fees for systems services and revenue contributed from Livevol technology services, which became part of CBOE Holdings on August 7th. Access fees declined by $1.6 million, reflecting a decrease in trading permits. Other revenue fell by $900,000, primarily due to a decrease in revenue generated from regulatory service agreements, which ceased as of December 31, 2014. Turning to expenses, this next slide details total operating expenses of $85.9 million for the quarter, an increase of $12.1 million, or 16%, compared with last year's third quarter. Operating expenses for the quarter reflect higher costs for royalty fees, professional fees and outside services, depreciation and amortization and compensation and benefits. Core operating expenses were $51.1 million, an increase of $4.8 million or 10%, compared with the third quarter of 2014. This increase primarily reflects higher costs of $4.4 million in professional fees and outside services and $900,000 in compensation and benefits. As we have noted in prior quarters, the increase in professional fees and outside services is primarily attributed to our outsourcing of certain regulatory services to FINRA, which occurred in December of 2014. The increase in compensation and benefits largely reflects higher incentive-based compensation, which was driven by the Company's improved financial performance. This increase was offset somewhat by a decrease in salaries, due to the decline in staffing resulting from the outsourcing of certain regulatory services. As we mentioned on our last earnings call, given the sustained improvement in trading volume, we’re unwinding certain cost reductions we put in place earlier this year. As a result, we are updating our guidance for core expenses. We now expect core expenses for the year to be in the range of $194 million to $196 million, up from previous guidance of $190 million to $194 million, but still below the range we provided back in February of $195 million to $199 million. This change largely reflects higher performance-driven incentive compensation, which is directly tied to our financial results. Looking at volume based-expenses, royalty fees increased by $5.6 million, or 35%, reflecting the strong growth in licensed products traded during the quarter. Looking at the royalty rate per licensed contract traded, it came in at $0.146 this quarter, below the $0.163 we saw in the second quarter, resulting from a shift in the mix of products traded. Looking forward, depending on the mix of products traded, I’d expect the rate per licensed contract to be somewhere within this range. Our GAAP effective tax rate for the quarter was 33.4%, which includes the benefit of a release of certain -- the release of uncertain tax positions. Excluding a non-GAAP adjustment of $4.3 million, the effective tax rate for the current quarter was 37.7%. Year-to-date, our adjusted effective tax rate of 38.5% is in line with our guidance range for the full-year 2015 of 38.5% to 39.5%. Turning to the balance sheet, we finished the quarter with cash and cash equivalents of $122 million, compared to $90 million at the end of June and $148 million at the end of 2014. CBOE is a strong cash producing business. Through September, we generated net cash flows from operating activities of nearly $194 million versus $184 million in the same period last year, largely driven by the increase in net income. Through September of this year, we have used more than $54 million to pay dividends and nearly $101 million to repurchase our stock. Capital expenditures through September were $27 million. Looking out to the end of the year, we are reaffirming our prior guidance of $37 to $40 million. This capital spending includes the development of our new trading platform, CBOE Vector. I am pleased to say that Phase 1 of this project, which is the build out of our new systems for CFE, is on track. We expect the new CFE system to be up and running in the third quarter of 2016, with CBOE and C2 to follow. At September 30, 2015, we had approximately $92.2 million remaining under our existing share repurchase authorizations. Our capital allocation philosophy remains unchanged; first and foremost we will continue to invest in the growth of our business. We remain committed to returning excess cash to shareholders through sustainable dividends and share repurchases. We believe that one of the best investments available today is our own Company, so we plan to continue to opportunistically repurchase our stock. In summary, our third quarter results demonstrated the strength of our business model, powered by positive operating leverage that produced strong cash flows and record-setting operating margins. We continue to see solid growth opportunities ahead and look forward to continuing to deliver long-term value for all of our stakeholders. With that, I’ll turn the call back over to Debbie.
Deborah Koopman:
Thanks. At this point, we’d be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. But feel free to get back in the queue, and if time permits we'll take a second question. Operator?
Operator:
Thank you. Yes, we will begin the question-and-answer session. [Operator Instructions] And the first question comes from Rich Repetto with Sandler O'Neill.
Rich Repetto:
Good morning, Ed. Good morning, Alan, and congratulations on the many records in the quarter.
Alan Dean:
Thanks, Rich.
Edward Tilly:
Thank you.
Rich Repetto:
So I guess the first the question I have is on capital usage. And the buyback was probably the lowest amount, and understandably because the stock price was up. But I guess, the question is when do you recalibrate that now that, now that you’re building cash. And then, Alan when you talked about other investments, could you talk about what are other things you could be investing in? And again, I believe your sort of principle has been you would rather grow the dividend than doing any variable dividend towards year-end?
Alan Dean:
Rich, our philosophy or policy hasn’t changed. As I said in my prepared remarks, regular dividends, we want to see those grow with our business. After investing what we need to on our business to make sure we keep on growing after that stock repurchases we will be opportunistic, but we like our stock and so expect us to continue there. Now with all that being said, I won’t rule anything out there. Everything is on the table. We’ve done specials in the past. And I’m not trying to say that we’d -- there is something on the horizon, but we will consider all methods to return cash to shareholders. That’s the theme. Don’t hold on to shareholder cash and we’ve done that in the past and you can expect us to continue doing that in the future.
Rich Repetto:
Okay. Thanks much. I will get back in the queue.
Alan Dean:
Thanks, Rich.
Operator:
Thank you. And the next question comes from Michael Carrier with Bank of America Merrill Lynch.
Michael Carrier:
Thanks, guys. Just given the investment that you’re making in CurveGlobal. Just wanted to get your sense -- I know you mentioned, you hit on in a little bit, but when you look at the environment maybe whether its competitive environment, the regulatory environment, how do you think that platform like potentially differentiate, meaning why -- what’s attractive to make that investment?
John Deters:
Good morning. This is John Deters. I think the things that we’d like folks to focus on when thinking about CurveGlobal are, first the participant. So we’ve got two leading global exchanges involved and our participation in particular, it’s a great question when you think about what we do well, when you think about our DNA, its product innovation. And so that leads you to the next point of what differentiates the CurveGlobal platform. It’s a platform that will be focused on product innovation, not strictly listing the products that are out there today. And then, I’d also point you to clearing environment for CurveGlobal. CurveGlobal will clear into LCH.Clearnet, which is the largest OTC swaps clearing platform in the world with close to 200 trillion in notional outstanding for swaps derivatives. And we think the opportunity to garner capital efficiencies with portfolio margining is tremendous. So we look forward to providing those novel products into the platform.
Michael Carrier:
Okay. Thanks a lot.
Operator:
Thank you. And the next question comes from Alex Kramm with UBS.
Alex Kramm:
Yes. Hey, good morning everyone.
Edward Tilly:
Good morning, Alex.
Alan Dean:
Good morning, Alex.
Alex Kramm:
Hey. First I guess only question is for Alan. I know people have asked this before, but the royalty number continues to surprise people, so hoping that you can give us a little more building blocks if you can use in the futures to -- future be better. I mean, I look at different product bucket, VIX futures, VIX options, SPX options, probably the biggest ones. All those increased fairly consistently 40%, 50% and your royalty fees were up 30%. So what am I missing, because it doesn’t seem to be mix of those three buckets, because they all increased have more than royalty fees, so what else am I missing? Thanks.
Alan Dean:
Alex, the -- what you’re missing is that which I can’t provide you with is different rates that we’re paying in on the licensed products that we’re trading. And I think if you do a little bit closer analysis of the volume trends of the proprietary products that we traded, that might tell you more and might be able to give you better insights into why that licensed fee per contract dropped in the third quarter relative to the second quarter. There -- not all the products are the same for us, so we pay more on some products than we do on others. And that can impact that metric especially when you have a shift in relative volume. So does that help, Alex?
Alex Kramm:
I mean, other three buckets that I just mentioned, are those the three one to think about or are there other things to think about? Maybe you can just speck at least, give us some help in terms of what products are -- generate more royalty fees than others? Or I’d just have to do it ourselves?
Alan Dean:
Yes. Its VIX options, VIX futures, its SPX, its Russell. Those are the drivers of that line item and do the analysis; I think you might find some correlation.
Deborah Koopman:
Yes, the mix shifted.
Alex Kramm:
I will do some more analysis and I will come back for a follow-up. Thanks.
Edward Provost:
Okay.
Alan Dean:
Thanks, Alex.
Operator:
Thank you. And the next question comes from Alex Blostein with Goldman Sachs.
Alex Blostein:
Great. Hey, good morning, everybody.
Alan Dean:
Good morning.
Alex Blostein:
So bigger picture question for you guys, when you take a step back clearly in 2015, was it a little bit of a tale of two cities tough environment in the first part of the year and obviously very volatile third quarter. But when you look at the whole year holistically volumes in -- whether it’s CFE or index options or your listed product -- multi-listed product has been flattish to down on the year-over-year basis, and it’s hard for -- from our perspective I guess to see some of the organic growth initiatives that you’ve been highlighting. So, I guess the question is, is there any way to size how much organic initiatives have contributed to this year’s results, because we can't really see it from the volumes. And then more importantly, when you look out into next year, what would you consider to be a successful outcome from any of these growth initiatives you outlined today? Thanks.
Edward Tilly:
Its Ed Tilly, I’ll start. Actually year-over-year SPX has actually been more than solid. We’re up 8% in SPX year-over-year, future is up roughly 2% even given the slow first quarter and VIX options just a terrific recovery from a first quarter, we were down about 40%, we’re down 11% year-over-year. So all of that certainly leads to a change in volatility and specifically the driver from our end users is the expected risk looking forward over the volatility curve. We talked a great deal on the first quarter, very, very low expectation of risk in the market place. The utility of VIX really outperforms when the expectation over time is an increased risk or more normal risk in insuring the S&P 500 with VIX future and options. The growth, when we look out over the next couple -- the next quarter or quarters into next year, still we will rely on an incredibly intense educational effort. We mentioned just a few of them in my prepared remarks. The joint educational opportunity with Singapore and Asia, our RMC -- our first RMC in Hong Kong completing our fourth in Europe. All of those point to increasing the user base not just domestically but globally for our unique product set, the SPX complex, the volatility complex and now of course FTSE Russell primarily with Russell. And well recently, we haven’t spent any time on that this call, this morning is adding another tool one that more closely tracks Spot VIX with the VIX Weekly option and future. I can't point to a better contract, better start to a new launch contract than the VIX Weekly. We’re in week -- roughly week three here averaging over 20,000 contracts a day and spiking already at 68,000 contracts. That’s pretty remarkable and then has to coincide with the concentrated educational effort to point out the differences and uniquely the similarities and what strategies work in trading on the short end of the volatility curve much more closely in line with Spot VIX compared to that traditional every 30 day expiration in the traditional VIX futures and VIX options. So long answer to a terrific question on what we think and what we expect in the future, more education, much more education, new product set out in the market place answering the demands from the short end of the curve, and I’d ask Ed and Alan if they’d like to join in.
Alan Dean:
Ed, I think one, another initiative that has really paid off for us is extended trading hours. The geographic expansion that we’ve seen -- we’ve been able to make our products available in different time zones to people, to investors around the world that we -- has really paid off for us, particularly in VIX futures and now most recently in SPX and VIX options. So that’s another example of our growth initiatives that has really paid off along with the VIX Weekly story.
Edward Tilly:
Great point. Thanks, Alan.
Alex Blostein:
Great. Thanks.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Hi. Good morning folks.
Edward Tilly:
Good morning.
Brian Bedell:
Maybe either Ed or Alan, if you can talk a little bit more deeply about the RPCs and not so much the mix but actually more of the improvement trend in the third quarter by category, focusing more specifically I guess on the proprietary products on the index side and the futures VIX, the dynamic that helped the RPC improve with lower member discounts and as we come into the fourth quarter, where we’ve got VIX volumes down -- VIX futures volumes down a good 25% so far versus 3Q levels and the index options down 12% or 13%. How that dynamic may change the RPC per bucket in the fourth quarter?
Alan Dean:--:
Brian Bedell:
And just for ’16, are you basing the RPC flat to up slightly? Is that -- is the denominator there the third quarter or the full year of ’15 and is that the same comment through the VIX futures product?
Alan Dean:
Restate the question. I want to make sure I understand.
Brian Bedell:
Yes. So, index options, RPC flat to slightly up in 2016, is that from a base of third quarter RPC or for the full year 2016?
Alan Dean:
Well the comparisons we’re making are relative to the third quarter of 2014. So -- but looking forward if I were to compare 2016 RPC and index and futures compared to 2015, I would expect flat to slightly up.
Brian Bedell:
Okay, great. Thank you.
Alan Dean:
Sure.
Operator:
Thank you. And the next question comes from Ken Hill with Barclays.
Kenneth Hill:
Hi. Good morning, everyone.
Edward Tilly:
Good morning.
Alan Dean:
Good morning.
Kenneth Hill:
So you guys have a lot of partnerships out there. Right now a lot of them have clauses in them where you’re going to develop additional products on the back of them; I believe it’s explicitly stated in the FTSE Russell agreement where you’ve committed to rule out a new product every year. So you’re getting pulled in a lot of directions here. So moving forward, I guess how are you making sure you’re allocating the right resources to develop the products people want? And actually get the market marker buy-in, because I think that’s been a problem for some other products that haven’t taken off quite as well as you would have hoped. So just hoping to hear how you’re going to manage that going forward and then maybe some color on what products you’re hearing customers looking for right now?
Edward Tilly:
Great question. So, just to be clear, we’re not being pulled in any new direction. Product development is core here and what these joint ventures and corporations and investments in short is the flexibility for us to develop the new products -- new products similar to what we’ve been doing over years here at CBOE. We gained the flexibility of platform, and now with CurveGlobal the flexibility of a clearing venue. But the resources dedicated to new products have not changed. We are as engaged as we’ve always been. We’re certainly not pulled in any new direction rather look at these opportunities as flexibility in product design and ultimately product clearing, and then the global reach because of that added flexibility. So again, not a new direction for us, just giving us much more options as far as listing and clearing, and we pick up certainly with LSE who have just been terrific. A much more collaborative effort on what they see will answer the needs of specifically customers that maybe originating in their home market. So, its business as usual here with much more flexibility and I’d certainly offer Alan or John Deters certainly to weigh in as well.
John Deters:
Yes. I’ll just springboard after that. We really are finding new applications for existing expertise and we take a disappointing rigorous approach to what opportunities we will prioritize looking at things like the size of the end market. It’s no secret that the rates market is an enormous end market opportunity and particularly working in an optimized clearing environment and working in partnership with the large dealer banks, we think we’ve got tremendous opportunity to apply that expertise to great success.
Alan Dean:
And Ken, this is Alan Dean. I’ll add that AFX, CurveGlobal, Livevol, so all consistent with our M&A strategy that we’ve articulated many times in the past. What we don’t want to do is get into a new business. A business that we aren’t familiar with or we may not have expertise in. What we do want to do is invest in businesses and opportunities that compliment what we already do or take advantage of our strength. So, I think all those do that, and so it’s not being pulled in a different direction. As John said, it’s taking advantage of what we’re really good at.
Kenneth Hill:
Okay. Thanks. I appreciate all the color there.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Amanda Yao:
Hi. Good morning. This is Amanda Yao filling in for Ken. Can you talk a bit more about the VIX Weekly’s both on futures and options? Has experience there been different versus what you’ve seen with the short-term VIX? Thank you.
Edward Tilly:
So VIX futures, VIX Weekly, the futures and options again relatively new. Futures began in July -- late July about the 23, and then VIX options the 8th of October. So while futures typically and what we’ve seen in our past similar to how the standard VIX futures contract launched pretty slow. VIX futures Weekly’s are averaging about 300 contracts a day, really needed that option compliment to really start the growth of the regular VIX futures as similarly in Weekly’s with the launch of VIX option Weekly’s, but right off to the races as I say averaging about 25,000 contracts per day. So what's the difference? Its really kind of what I said earlier, the beta or how closely the Weekly tracks Spot VIX is very appealing as is in all Weekly contracts or short dated contracts a difference in premium, and the ability to fine tune investment needs for hedging in and around perceive short-term risks in the market or planned events and announcements in the market place that the utility of Weekly’s offers over the third traditional three week cycle or four week cycle. But I think what we -- also I want to point out in the same way that some SPX strategies are driven and replicating exposure in the futures. So VIX futures today you can replicate that exposure by using SPX options. Similarly you can replicate exposure in the short dated Weekly contracts with Weekly SPX. So we would expect to see some new volume being driven into SPX Weekly’s because of short dated VIX contracts both futures and options. So we’re just beginning to realize that impact in the way that those work hand-in-hand. Anyone else want to weight in, Ed or Alan?
Alan Dean:
Amanda your question also touched on why is this different in the nine day volatility product and the fact is, in the nine day volatility product we decided at that point that a -- to setting up a separate index from VIX and trading nine day volatility in the form a Weekly was a approach that we thought the market place would be very accepting of. As it turns out what the market place really wanted was the natural extension of our VIX product which has been so successful and a Weekly variant of our VIX product is what the market place has decided works for them obviously. It’s worked out that way in SPX and in many other established products. So I think and looking back going with a VIX Weekly as it has now shown itself to be quite successful is the way that the market place wanted a VIX Weekly product.
Edward Tilly:
And I think it ties in pretty nicely with the question just before Ken was -- some contracts don’t perform well when you launch them and we’re not afraid of that, and we’re certainly not afraid to go back to the drawing board and redesign as is the case and the perfect example of the nine day short dated volatility contract compared to the redesign in launching a Weekly on a 30 day number. So we like this stuff, this is what we do. And if something doesn’t work we don’t give in on the concept, because we heard from the end user there is a demand for short-term volatility contracts. We didn’t have it right the first time. So we go back to the drawing board, we re-launch and we re-launched successfully in this case and that is perfectly aligned and certainly what we’ve been used to doing with our customers in meeting their demands.
Amanda Yao:
Thank you.
Operator:
Thank you. And the next question comes from Rob Rutschow with CLSA.
Rob Rutschow:
Hi. Good morning everybody.
Edward Tilly:
Good morning, Rob.
Rob Rutschow:
Just a quick question on the Livevol acquisition, I think that’s your first one and maybe close to 20 years. I know it looks pretty small, but I was wondering if you could give us a little bit more color on what caused you to pull the trigger on the deal and is the environment for potential deals changing in your view. And then I was hoping maybe if you could just give us a little bit more detail on the revenue and expense stream there?
Edward Tilly:
Alan, do you want to start with revenue and expense, and we’ll get into the Livevol what that does for us.
Alan Dean:
Yes. It is as you said Rob, a small acquisition and immaterial really. What we said in the press release is that, we expected revenue and expense for 2015 to be flat and then to be slightly accretive next year. The one revenue line item on our P&L that was affected this quarter by the acquisition of Livevol was exchange services and other fees. And so if you look at year-over-year it’s slightly up, and so that was the Livevol revenue flowing through our P&L. The expenses are included in our core expenses and so, not a needle mover initially, but we think in the long run it provides a great opportunity for us. John, I’ll turn it over to you.
John Deters:
Yes, and strategically it’s what, we love highlighting the story because I think it highlights our advantage in market data. Market data is an important strategic focus for us and our advantage really is in derivatives market data and the information that’s embedded in derivatives products. We always look when we look at market data initiatives, we look for opportunities that will feedback into our proprietary products either through increased trading because market participants have new tools and analytics to use to help them gain comfort with trading our products for through the data stream that can be turned into yet more innovative proprietary products for us.
Alan Dean:
And I think I’ll add one more comment Rob, which I think I’ve been most impressed with while the technology has been just terrific and really the gold standard in measuring and using volatility. The team that we’ve been able to onboard led by the former CEO of Livevol, Catherine Clay and her team of programmers is just incredible and the on-boarding has gone smoothly, and we couldn’t be more pleased to learn from that team and looking at things in a different way and its just -- its been just a terrific experience for us.
Rob Rutschow:
Okay, great. Thank you.
Operator:
Thank you. And then next question is a follow-up from Alex Kramm with UBS.
Alex Kramm:
Hi, again. I figured I’d come back on a Friday morning. Couple of cool follow-ups, so let me start with the first one. Just on the CurveGlobal again, I appreciate the color there, but is there any direct impact to CBOE on a commercial perspective that may be helping a little bit more even if this thing is not successful, i.e. are you lending any technology or charging for or maybe a more bigger picture, i.e. do you think you’re going to meet new customer sets that might be cross-saled into your core markets. Anything there or is that not a consideration?
Edward Provost:
Yes, look those are great questions I think. Certainly we’ll explore every way that we can contribute to the platform, that’s one of the reasons for equity alignment. We’re bought into this venture and we want to see it succeed. So whether it’s through new products, first and foremost that will be the case. Whether it’s through technology that speaks to options, we certainly have that in spades in a lot of different parts of our business and so it looks for those things. At the same time we gained insight into the rates market and inside into the key participants and what motivates them, and we think that’s very valuable know how and expertise that we’ll be developing.
Edward Tilly:
Alex and Provo, let me just add on to that. We spent a lot of time in Europe and quite frankly all around the globe, and as we’ve begun to engage in products outside of our normal equity space, it’s very important for us to make contacts and meet people who are expert in areas that we haven’t historically been focused on. So we think CurveGlobal and the people that we talk to in Europe and around the globe relative to that investment will be people who’ll add knowledge base to the CBOE and will allow us to develop our contacts much more broadly than we would, if we had not engaged in that partnership.
Alex Kramm:
Great. Then maybe just secondly, since we’re in follow-up territory here. On the VIX Weekly, I appreciate the color. Any other color you can give in terms of where you think you are in terms of people that are traditional VIX users that might be using Weekly’s, that how many are signed up and how many are ready to go? And then, are you seeing any cannibalization at this point? I don’t know if you’ve talked about this? Sorry if you have.
Edward Tilly:
No, we didn’t add to that specifically. In the prepared remarks I mentioned that we see some of the same strategies being employed. And what I mean by that is, trading what has traditionally been up and down that vol curve, the time spreads for example. That same type of trade is already showing up in the Weekly’s even with a limited amount of Weekly options on the market place. And we pointed out that we’re expanding the offering and adding more Weekly futures and more Weekly options ultimately to have five Weekly options available. So it would not surprise us in the early stages to see a continuation of the strategies that we see in the month-to-month show up in the Weekly and that’s just taking advantage of the slope and steepness of the time curve -- the volatility over time with much more precision because we’re allowing a much, much shorter end of the volatility curve. But Ed, anything you want to add?
Edward Tilly:
No, I think that’s right on, Ed. Alex, its always you expect to see some cannibalization, but also some incremental volume, not necessarily new customers, but similar customers or the same customers engaged in strategies using Weekly’s, whereas previously obviously they were limited to the month wise. And the rolling strategy is really as Ed pointed out the one that we’re starting to see. So we’re very confident a portion of that business is incremental, but it’s always hard to answer a question like that with specificity, because we don’t get transparency all the way down to the end-user.
Edward Provost:
I want to point out Alex, the only choice of volatility trader had to trade a listed Weekly contract was to employ the VXX Weekly. So if there is cannibalization, the one we’re targeting is certainly that VXX Weekly or even the pros who favor our VIX contract over VXX, the pure play. Had no other alternative other than to trade a VXX Weekly now with VIX Weekly’s we were certainly offering and I think meeting the demand of some of those users who prefer the pure play VIX over an ETN VXX.
Alex Kramm:
All right. Very good. Thanks a lot. Have a good weekend and hopefully to see some of you at FA in next week. Take care.
Edward Tilly:
All right. You will.
Operator:
Thank you. And next we have a follow-up from Brian Bedell with Deutsche Bank.
Brian Bedell:
Hey thanks for taking my follow-up. Just -- Alan, just one more on the RPC. You talked about 2016 and gave great color on the general dynamics. Just a little bit more narrow coming into the fourth quarter. Can you talk a little bit about the member mix that influence the RPC in the index options and the -- also the exchange traded products just the two buckets? And then, how volatility was elevated in the third quarter and whether that influenced RPC? I’m just trying to get a handle of that as we come into fourth quarter with lower volatility?
Alan Dean:
Okay. Well, there are -- did you talk about member mix was that …?
Brian Bedell:
Yes, member mix and then also the -- way within the index bucket only way …
Alan Dean:
Okay.
Brian Bedell:
… the VIX moved around, I guess in the …
Alan Dean:
Okay. So there are different participants, pay different fees. And so if for instance, in -- and there is different discounts available for instance week cap customer fees and SPX, I think it’s a 15,000 contracts per trade. There are things like that that could impact RPC and our index products. There is a similar type of cap in VIX, but usually the difference in RPC, the impact by market participants is minimal unless we happen to change fees. What it -- the volatility doesn’t -- it is a force by itself doesn’t impact our fees as much as the volume would impact RPC. So what I’m thinking of specifically is VIX futures. In the third quarter we had big volume, we had a lot of movement, so that meant that there were more of VIX day traders in the futures trading. So taking advantage of the price movements intraday, they pay a much lower rate, they have a discounted fee. That would impact the revenue per contract and VIX futures. So in 2014, I’m sorry, in the fourth quarter compared to the third quarter with if volume is lower, I would expect RPC to tick up a little bit in VIX futures just further in that example I was talking about. But I don’t -- it could be the other way as well. The big mover and RPC more than anything else is not participants, its fee changes.
Brian Bedell:
Great. And then just on the exchange-traded product line, that’s saw the best RPC increase in the third quarter versus the second. So just the dynamic coming into the fourth quarter and that’s fair?
Alan Dean:
Well, the -- it’s related to the products that were being traded. So spiders within ETPs had big volume. Those fees are -- and the ETPs are little bit higher than the equity side and so they resulted in more volume, more revenue and -- in a higher RPC. If you look at our RPC and equities for example, in the last five quarters we had relatively low volume, but the highest transaction fees in the last five quarters in our press release you can see that chart in there. So it is very difficult to predict volume and to be -- to precisely predict revenue per contract. And that’s why one of the reasons why we published that rolling three month average of our RPC each month. So that help you gain insight to what we’re seeing.
Brian Bedell:
Yes, that’s great. And then just lastly on expenses for going out into 2016 and beyond on an annual expense base, if you could just reiterate how you see the annual expense growth for the firm?
Alan Dean:
Sure. I’d be glad to. So again no different than what we’ve said in the past, we -- and I’m speaking to specifically core expenses, not a volume related expenses. We -- our goal is to limit the growth in core expenses to an inflation like percentage, so 3% to 5% max. It might go over 3% if profitability is there. That might drive incentive compensation, but 3% to 5% year-over-year is our goal and it’s our goal for 2016. We are right in the middle of the planning process for 2016 right now. So I can’t -- I don’t have any more clarity. We will -- of course we will give you guidance on our earnings call in February. And as I think about expenses for 2016, I would apply that percentage that 3% to 5% not to our current guidance that we’re at right now, the 194 to 196, but instead to our original guidance of 195 to 199. I think that’s how you should look at it and we will clarify it in February.
Brian Bedell:
That’s perfect. Great. Thanks for all that color.
Alan Dean:
Okay.
Operator:
Thank you. And as there are no more questions at the present time, I’d like to turn the call back over to management for any closing comments.
Deborah Koopman:
Thank you. That completes our call this morning. We appreciate everyone's participation and your interest in CBOE. We look forward to speaking with you in our next call and at meetings. And if you have any questions, we’re available today. Thank you.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.
Executives:
Edward Tilly - CEO Alan Dean - EVP, CFO and Treasurer Edward Provost - President and COO Deborah Koopman - VP, IR
Analysts:
Rich Repetto - Sandler O'Neill Ken Worthington - JPMorgan Christian Bolu - Credit Suisse Alex Blostein - Goldman Sachs Michael Carrier - Bank of America Merrill Lynch Kyle Voigt - KBW Brian Bedell - Deutsche Bank Christopher Harris - Wells Fargo Securities
Operator:
Good morning and welcome to the CBOE Second Quarter 2015 Conference Call. All participants will be in listen-only mode. [Operator Instructions] After today’s presentation, there will be an opportunity to ask questions. Please note this event is being recorded. Now, I’d like to turn the conference over to Debbie Koopman. Ms. Koopman, please go ahead.
Deborah Koopman:
Thank you. Good morning and thank you for joining us for our second quarter 2015 earnings conference call. On the call today, Ed Tilly, our CEO, will provide an update on our strategic initiatives for 2015. Then, Alan Dean, our Executive Vice President and CFO, will review our second quarter 2015 financial results. Following their comments, we will open the call to Q&A. Also joining us for Q&A is our President and COO, Ed Provost. In addition, I'd like to point out that this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the investor relations portion of our Web site. As a preliminary note, you should be aware that this presentation contains forward-looking statements, which represent our current judgment on what the future may hold, and while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, after this conference call. Now, I'd like to turn the call over to Ed Tilly.
Edward Tilly:
Thank you, Debbie. Good morning and thank you for joining us today. I’m pleased to report that CBOE Holdings posted solid earnings in the second quarter, despite the low volume, low volatility trading environment that persisted through the industry for most of the quarter. I’m also pleased to note, that as volatility began to spike and trading activity picked up towards the quarter’s end and into July, CBOE was well positioned to benefit most notably in our premium index products. Let’s take a look at a few of the volume bright spots. Second quarter average daily volume and S&P 500 index, SPX options trading, while down sequentially, rose 5% from 2014 second quarter and is up 6% year-to-date through July 29. As expected, we saw a significant average daily volume increase in Russell 2000 Index, RUT options which began trading exclusively at CBOE in April. We’ve seen volume increase each month since CBOE became the home of RUT options and in July RUT posted its strongest month of the year. We are confident we will further grow our RUT marketplace going forward. As the exclusive home of RUT options, CBOE not only provides the product with a concentrated pool of liquidity, we’re also able to leverage our position as the go to place for all things related to index options and to connect with new and existing RUT customers worldwide. RUT options are now prominently featured across a range of CBOE educational channels, including the Options Institute, CBOE’s Risk Management Conferences, RMC, and the Options Hub, our highly popular social media platform. CBOE also saw stronger VIX trading. VIX options average daily volume rose 22% from the previous quarter. The trend within the quarter was also positive, with month-over-month increases that continued into July, which is on track for another monthly sequential increase of 15%. VIX futures average daily volume rose 11% over the second quarter 2014 and is up 12% in July compared to June. Average daily volume in VIX options and futures for July is on track to be at its highest monthly levels since last October. Recent volatility spikes notwithstanding, we remain in a low-vol regime, with the VIX Index still hovering well below historical levels. Still, we remain guardedly optimistic about VIX trading in the second half of the year, given the return of large traders to the market, a maturing U.S. bull market, and impending U.S. interest rate hikes. Regardless of volume trends and the ebb and flow of VIX, our strategy is straightforward. We will continue to execute our core growth initiatives to increase index and volatility trading at CBOE, domestically and abroad, through our unique ability to create, collaborate, and connect with the marketplace. Overseas investors continue to embrace SPX and VIX options for efficient exposure to the U.S. equity market and global volatility, and we continue to make it more convenient for them to access those products. Last year, we implemented near 24-hour trading in VIX futures. VIX futures volume during non-U.S. trading hours held steady at a little over 8% in the second quarter. As the Greek debt crisis escalated in the second week of July, however, the overnight session accounted for as much as 13% of VIX volume, which averaged nearly 300,000 contracts per day for the week. In March 2015, we implemented an additional six-hour trading session in VIX and SPX options beginning at 2:00 a.m. Chicago time to align with the open of trading in London and the close in Asia. As expected, volume in extended trading hours in both SPX and VIX options has been a gradual, steady build with the exception of July, when volume in VIX options, like VIX futures, rose dramatically in the face of heightened global volatility. Product innovation is a cornerstone of our growth strategy. We were thrilled last week to launch Weekly VIX futures and look forward to rolling out the options on October 8. VIX Weeklys are a natural extension and complement to the standard VIX futures and options, offering investors more opportunities to trade VIX. VIX Weeklys also respond to customers who tell us they’re looking for volatility exposures that more precisely track our benchmark VIX Index. The closer VIX futures and options are to expiration, the closer they track the VIX Index. By filling in the gaps between monthly expirations, Weeklys offer investors short-term protection, as well as the ability to fine-tune the timing of their trades. We received significant customer demand to list VIX Weeklys futures and early feedbacks from both the buy-and sell-side has been positive. We are encouraged that we’ve seen some volume from day one. We expect Weeklys futures volume to continue to gradually build as we roll out additional expirations and launch VIX Weeklys options. In other product development news, on August 3, we will be unveiling 10 new CBOE option strategy benchmarks that highlight the long-term utility of options as risk management and yield enhancing investment tools. Two of the benchmarks will use popular SPX Weekly options to create new versions of our flagship S&P 500 CBOE Index BXM and PutWrite, PUT Indexes. The other indexes highlight completely new systematic hedging and risk-managed option selling strategies featuring SPX and VIX options. Our new options-based strategies are aimed at providing fund managers, investment advisors, institutional investors and others with tangible measures of how options, particularly CBOE’s proprietary options can be used creatively to improve risk-adjusted returns within an investment portfolio. Education and product development go hand in hand at CBOE, and CBOE’s Options Institute continues to grow and pave the way for greater understanding of our evolving products and marketplace. We were particularly excited therefore to announce plans for the first extension of the Options Institute in collaboration with the Singapore Exchange, SGX, which is expected to launch in the fourth quarter of this year. CBOE’s world-renowned Options Institute conducts nearly 400 educational events per year, including classroom training at our state-of-the-art facility, webcasts and off-site seminars. A wide range of offerings and course levels allow us to connect with customers across a range of touchpoints as their educational and trading needs evolve and grow. The CBOE Options Institute at SGX will leverage CBOE’s options expertise and the Options Institute brand name with SGX’s position as the gateway to the region’s financial markets as we look to respond to the tremendous interest we see for our products in Asia. The CBOE SGX collaboration enables us to quickly and efficiently ramp up to meet the growing demand for options education in the region. Instructors at SGX will be trained by veteran instructors from the Options Institute at CBOE. The Institute’s trademarked content highlights CBOE products and will be translated into Mandarin by SGX. The Options Institute at SGX marks the second CBOE educational initiative planned for Asia in 2015. As previously announced, we’re expecting -- we’re expanding CBOE’s Risk Management Conference, RMC, beyond the U.S. and Europe with the first RMC in Asia later this year. RMC, which attracts sophisticated and influential market participants who tend to be early adopters of new CBOE products and services, will make its Asia debut in Hong Kong, November 30 to December 1. I’ll wrap up here by commending the entire CBOE team for maintaining a disciplined and consistent approach to executing our strategic growth initiatives throughout the second quarter and beyond, regardless of macro trading conditions. A companywide commitment to our strategy for long-term growth positioned CBOE to benefit optimally when market conditions changed, as they did most notably in June and July. We are pleased to begin the third quarter with that positive momentum and we’re very enthusiastic about the opportunities that lie ahead to further increase index and volatility trading at CBOE. With that, I’ll turn it over to Alan.
Alan Dean:
Thanks, Ed, and good morning, everyone. Let me start with an overview of our results for the quarter. CBOE turned in a solid performance for the second quarter, achieving top line and bottom line growth both year-over-year and sequentially. We were particularly pleased to see stronger trading volume throughout the quarter and into July in our VIX Index options, despite the continuation of lackluster trading in multiply listed options industry-wide. Operating revenue came in at $148.7 million, 3% above last year's second quarter. Operating income was $73.4 million, representing an operating margin of 49.3%, up 90 basis points compared with 48.4% in the second quarter of 2014. Net income allocated to common stockholders was $44.6 million, up 5% versus the second quarter of 2014, resulted -- resulting in diluted earnings per share of $0.54, an increase of 8% compared with $0.50 per share for the same period last year. We had no non-GAAP adjustments for the second quarter of 2015 or 2014, so the financial results discussed for the quarter are on a GAAP basis. Now, I’ll review our results in more detail, starting with operating revenue. As shown on this chart, the increase in operating revenue primarily reflects increases in transaction fees and other revenue, offset somewhat by decreases in access fees and regulatory fees. Transaction fees increased $3.7 million, or 4%, compared with the second quarter of 2014 resulting from a 14% increase in the average revenue per contract or RPC, partially offset by a 9% decrease in trading volume versus last year's second quarter. While total trading volume in our options products was down 10%, the volume in our highest margin futures contracts increased 10% over last year’s second quarter. Furthermore, looking at options trading volume by product category, our higher margin index options outperformed the lowest-margin, multiply-listed options. Trading volume in equity options decreased by 15%, options on exchange-traded products fell by 12% and index options declined by 2% year-over-year, but increased 7% compared with the first quarter. Offsetting the volume decline, our blended RPC, including options and futures, increased to $0.368 from $0.322 in last year's second quarter. The increase in RPC primarily reflects the net impact of a higher RPC generated across each product category, as well as a shift in the mix of trading volume towards our higher-margin, proprietary products. The RPC in our options business increased to $0.308 compared with $0.275 in the second quarter of 2014, reflecting RPC increases of 18% for equity options, 5% for options on exchange-traded products and 4% for index options, primarily resulting from fee adjustments made this year and lower volume discounts and incentives. Revenue per contract at CFE, our futures exchange, increased 7% to nearly $1.76 from $1.64 in last year's second quarter, as a result of fee changes implemented in January and a change in the mix of market participants. With respect to the shift in the volume mix, our highest margin index options and futures contracts accounted for 37.2% of total trading volume in the second quarter, up from 33.9% in the same period last year. As a result of the shift in the volume mix and higher RPC, transaction fees generated from our proprietary products represented a higher percentage of our total transaction fees year-over-year and sequentially. In the second quarter, index options and futures contracts accounted for 82.4% of our transaction fees, up from 80.9% in the second quarter of 2014 and 81.3% in the first quarter of this year, largely driven by the higher contribution from our futures business. Looking at some of the other factors influencing operating revenue, other revenue increased by $3.8 million, primarily due to higher regulatory fines assessed to trading permit holders for disciplinary actions. This revenue will be used to offset regulatory expenses. In addition, access fees declined by $1.4 million, reflecting a decrease in trading permits. Regulatory fees decreased $1.1 million, which is primarily attributed to lower rates for our options regulatory fee compared to the second quarter of 2014 and the elimination of regulatory fees related to CBSX, our stock exchange which ceased trading in 2014. Turning to expenses, this next slide details total operating expenses of $75.3 million for the quarter, an increase of $1.1 million, or 2%, compared with last year's second quarter. Operating expenses for the quarter reflect higher costs for professional fees and outside services, royalty fees, and depreciation and amortization, offset somewhat by lower costs for compensation and benefits. Core operating expenses were $46.7 million, a decrease of $1.8 million or 4%, compared with the second quarter of 2014. This decline primarily reflects a decrease of $6.2 million in compensation and benefits, partially offset by an increase of $4.7 million in professional fees and outside services. The decline in compensation and benefits largely reflects lower expenses related to salaries, stock-based compensation, and the provision for incentive compensation. The increase in professional fees and outside services, as well as the decrease in salaries, is primarily attributed to our outsourcing of certain regulatory services to FINRA, which occurred in December of 2014. As we told you on our last earnings call, during the second quarter we took steps to cut or delay certain expenses and capital projects in response to sluggish trading volumes. At the same time, we noted that we’d look to unwind certain cost reductions following a sustained improvement in volumes. Given the improvement we have seen in our VIX index options and futures volume, along with the continued strong volume in SPX options, we plan to gradually reverse some of the cost cuts in the coming months. We have -- we always viewed the cost cutting measures as short -- as a short-term solution to a short-term problem and we’re pleased that volume has returned to a level that we’re comfortable dialing up certain expenses and projects in a disciplined manner. Taking this into account, we still expect our core expenses for the year to be in the range of $190 million to $194 million; however, I expect to be at the high end of this range for the full-year. Looking at volume based-expenses, royalty fees increased by $2.1 million, or 14%, primarily due to a shift in the mix of licensed products traded, which resulted in a higher average royalty rate per licensed contract for the quarter. Previously, we told you that we expected the royalty rate per licensed contract to be $0.15 starting in the second quarter. The rate per contract came in higher, at $0.163, reflecting the shift in mix I referenced earlier, which we saw in the first quarter as well. Looking forward, I’d expect the rate per licensed contract to stay at this level, barring any significant shift in the mix of products traded. Turning to the balance sheet, we finished the quarter with cash and cash equivalents of $90 million, compared to $138 million at the end of March and $148 million at the end of December. The decrease in cash compared to March primarily reflects tax payments made during the quarter. Our business continues to generate a significant amount of cash. Through June, we generated net cash flows from operating activities of nearly $106 million versus $121 million in the same period last year. Capital expenditures through the first half of the year were just under $18 million. I look for capital spending to pick up somewhat in the back half of the year, so we’re reaffirming our guidance for capital expenditures of $37 million to $40 million for the full-year, which includes the development of our new trading platform, CBOE Vector. Through the first half of this year, we’ve used more than $35 million to pay dividends and nearly $82 million to repurchase our stock. At June 30, 2015, we had approximately $111 million of availability remaining under our existing share repurchase authorizations, which includes an additional $100 million authorized by our Board back in May. Our Board has authorized $500 million to use for share buybacks since the inception of our program in 2011. Further underscoring our commitment to returning capital to shareholders, we were pleased to announce that the Board increased our quarterly dividend rate by 10% to $0.23 per share from $0.21 per share, effective with the third quarter dividend payment. This increase is our fifth consecutive since we instituted a dividend payment in September of 2010. Since that time, our compounded average growth rate for our quarterly dividend has been 18%. So let me conclude by saying that we’re very optimistic about the growth opportunities we see going forward. As we begin the second half of the year, we’ve good momentum in our business and remain in a strong financial position. We will continue to make the necessary investments to position CBOE for long-term growth while prudently managing our use of cash in the near-term. With that, I’ll turn the call back over to Debbie.
Deborah Koopman:
Thanks, Alan. At this point, we’d be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue, if time permits we'll take a second question. Operator?
Q - Rich Repetto:
Good morning, Ed. Good morning, Alan.
Alan Dean:
Hi, Rich.
Edward Tilly:
Good morning, Rich.
Rich Repetto:
So you’ve mentioned in the prepared remarks the rebound in VIX options and futures and especially in July. And you’ve mentioned also the return of -- I thought you said something like big volume users, but with my one question I wanted to ask, can you give us any more color or explanation or insight on who these people are or what -- is it simply just a higher level of VIX volatility in general, is there something else that’s attracting them and how sustainable is it, if we see volatility move up and down towards the year-end?
Edward Tilly:
Sure, Rich. Great question and a couple of answers there. We have returned to a more normal shape of the volatility curve. What that means is it upward sloping. So front month about 13, sloping up to about 18, which is the historic level of volatility, so we’ve that term structure play in place, much of what we’ve enjoyed in the growth of VIX options has returned. That’s the biggest VIX option story. Along with that, we talked in the first quarter, hey, what happened to the big trader? The big traders use the most efficient tool for tail risk hedging is pure VIX play, VIX options with the greatest leverage. That was very expensive, if you remember, with the high vol of vol and high option prices in VIX in the first quarter. VIX vol of vol has returned to its closure, to its historic level. So we’ve got a tail risk hedge back in play. We’ve got a term structure strategy back in play and so it’s a sustainable sure. Remember, VIX is using real prices to hedge a portfolio the S&P 500. Our traders tell us by looking over the term structure that is looking month in, month out over the calendar, that they expect while front month is low, roughly 13 out six months it returns to historic level. So that is a structure that our users are used to from a term structure play. And then our tail risk hedgers can find great coverage in that tail risk hedge as vol of vol has returned to its more normal levers -- leverage. As for futures, the futures growth has another -- a different driver. So the range in futures which in the first quarter was relatively flat, if you remember, we’ve had a range from about 12 and then through the risk of Greek default up to about 18. So that range and trade from a futures traders perspective provided great opportunity, so we saw the day trader or the more active futures traders taking advantage of that move from 12 to 18 back to 16, up to 18 and now back to 13. So there has been a lot of activity from the more active futures trader as well as the market makers who are hedging a greater daily volume of options trade. So we benefit again from the options volume increasing in our futures is that’s the go to -- first go to hedge for our options market makers, we’re managing their portfolio pure VIX options. So lot of moving parts. Is it sustainable? Yes. Can we tell you its going to be exactly like that for the next couple of months? No, but this is a more normal vol environment upwards sloping over time and we expect and it would be -- not be surprised if those strategies that are in play, in July and June continue going forward. Long answer to a simple question, Rich. Sorry about that.
Rich Repetto:
No, no. That’s good, because it’s very important when you’re looking at the CBOE. But I did want to congratulate you on the Blackhawks NHL Stanley Cup Championship, but I did hear the NHL is investigating, them using soft pucks.
Edward Tilly:
Yes, we deflated the pucks, Rich.
Rich Repetto:
Thanks, guys.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Ken Worthington:
Hi. Thank you for taking my question. Just on the VIX Weekly, can you just remind us maybe why the short-term VIX product didn’t seem to succeed as maybe we had hoped and why the VIX Weekly wont suffer a similar fate?
Edward Tilly:
This is a really simple story from our users perspective. We knew that there was demand and there remains -- is demand each day for a shorter term contract for volatility. When we rolled out the volatility in VXXT that is an implied volatility over a nine-day period. That is different than what we’ve thought and what our users are used to in applied volatility contract for 30-day. The new Weekly, which is already traded more futures in its first five days than the VXXT did in two months, so is the utility and the easy adoption of the early short-term users in futures contracts to satisfy their needs for the short-term. The other difference as the -- we added more expiries as the -- as we come closer to expiration, VIX futures track more closely Spot VIX. So that is more utility for those users who are trying to track closer to the cash VIX level, we’ve given them 52 opportunities now throughout the year, that tracking becomes much tighter. VXXT didn’t track that number at all. Obviously, it was a nine-day implied volatility number. So there is great buzz around the early days of VIX Weekly futures trading and they’re now announcing the October 8, we think we can get the buzz of the options traders around a short-term contract that answers their needs as well.
Ken Worthington:
Great. Thank you very much.
Operator:
Thank you. And the next question comes from Christian Bolu with Credit Suisse.
Christian Bolu:
Good morning, all.
Edward Tilly:
Good morning.
Deborah Koopman:
Good morning.
Christian Bolu:
So thanks for the thoughts -- earlier thoughts on kind of VIXs volumes and why that’s rebounded. But just maybe a longer term question, given all that you’ve seen over the last seven months, how does it inform your thoughts around relative maturity of the VIX product?
Edward Tilly:
The last couple of months didn’t change our opinion on the maturity at all. What it taught us was the different utility and how different users choose their hedges. And what we learned I think was the most exciting that we learned in the first quarter in a depressed VIX option volume was the utility back into our SPX complex. So if you remember first quarter across the industry was not our best quarter -- was not the industry’s best quarter. But what stood out was the utility of going back into SPX, and that volume was one of the few contracts that actually showed an increase in the first quarter, we were up roughly 1%. So we’re learning much about the VIX complex, its utility and how it behaves in different market environments. I think what is interesting and we made our announcement today on new benchmarks. With that mind there’s been terrific buzz around capturing vol risk premiums and one of our new contracts or benchmarks that we announced STGV which is a premium capture strategy with controlled downside risk. First quarter that would have been really interesting. And so our research guys went out and found a benchmark that allows and is designed to capture the risk premium fond over the VIX structure. So we’re learning, we’re teaching our users how to use our contracts in different environment. So maturity hasn’t changed, and they are scared to talk about how the business development efforts, how are educational process and collaboration with SGX can continue telling our story globally and domestically.
Alan Dean:
Thanks, Ed. Yes, as Ed mentioned and this was referred to in Ed’s preliminary remarks. We continue our vast educational efforts with respect to our proprietary products with heavy focus and both VIXs futures and VIX options. We will be engaged in Asia in two forms in this year both our new RMC in Hong Kong at the end of November and again the collaboration we have with SGX where there is a significant interest by investors in knowing and understanding how to use index options and volatility product. So we look forward to that. We will be in Geneva, Switzerland next month and we have seen every bit of strong interest by participants in learning about our products in particular. Don’t see again, just reflect what Ed said, any advancement in the life cycle of this product. We still see tremendous growth in front of it, and some of the lower volume that we saw earlier in the year really was market conditions driven and not a question of the growing maturity of the product.
Edward Tilly:
Yes, I think I like to follow-up on part of the, in the answer I gave earlier is, we know and as far as maturity, we have much to do in short-term exposure and demands around volatility trading. VXX the most successful ETN, trades roughly 40% of its volume in non-standard expiry meaning short-term or Weeklys. We’ve just unveiled our first contract on the future side. I think there’s a great opportunity for us to educate and that to the need for short-term vol exposure when we launch October 8 Weekly contract. New users, new teaching opportunity for us enables to broaden the user base. And again continuing to expand on our extended trading hours were really early stages of VIX options in extended trading hours. So there’s plenty of opportunity there as well.
Christian Bolu:
Great. Thank you for all that color.
Operator:
Thank you. And the next question comes from Alex Blostein with Goldman Sachs.
Alex Blostein:
Hi, guys. Good morning.
Edward Tilly:
Good morning, Alex.
Alex Blostein:
Quick question for you guys on expenses. So not a huge change obviously in the guidance staying within the range, but just kind of curious to hear which project specifically are you planning to kind of bring back on line now that the revenue environment got a little bit better and then maybe also talk a little bit about the ability to roll those back to just kind of how stick those expenses could be if the VIX levels remain kind of like in the 12% to 13% -- the 12% to 13% level zone? Thanks.
Alan Dean:
Yes, good question Alex. The line items that we impacted in our expense reductions when we reduced guidance and it included compensation of benefits. So we did things like incentive compensation that’s obvious, hiring freeze, over time that’s in comp and benefits and travel [ph] promotion we look at advertising, various business development projects, travel, also professional fees and outside services primarily contract services. All things that as I said in my prepared remarks, things that we could temporarily delay or reduce and then reinstate later as when volume comes back. So now that we’re seeing volume come back, it will be primarily compensation and benefits that will represent the increase the moving through that range in our guidance. And I think we’re pretty good at dialing back expenses when we need to in response to volume but we did it this year, we did it last year. So those options remain open to us if something bad happen on the revenue side where we had to respond, we would.
Alex Blostein:
Got you. Thanks.
Alan Dean:
Sure.
Operator:
Thank you. And the next question comes from Michael Carrier with Bank of America Merrill Lynch.
Michael Carrier:
Thanks guys, just a question on the CRPC. Just given that it was part of the strength of the quarter, and I understand the mix, the products. But if I look at the multi-listed products, it seems like even there the RPC has been coming in better than expected, no market share, maybe there’s some offset there. But I just wanted to get your updated thoughts on the pricing versus market share dynamic in the competitive space. Because it just seems like the RPC is definitely higher over the, maybe last 8 to 12 quarters, market share is down. But I just wanted to see how you guys think that plays out in terms of profitability and how you guys are positioned.
Alan Dean:
Yes, Michael. We implemented a number of fee changes so far this year; the first set came in January 1. We did another -- few more changes on June 1 and they were all aimed at -- it had two objectives, showing up our multi-list market share and maximizing our revenue and it worked really well. We saw increasing as you said our increasing revenue per contract across the board when you compare year-over-year and sequentially in equity options we saw a nice increase there. And at the same time we most recently saw increasing multi list revenue really maximizing going to a level that we’re very pleased with and it’s driven by those gains and revenue per contract. The outlook, will it hold, will at RPC hold? In the short-term I’d say probably, yes. The question is for how long? I don’t expect competitors to react, they always have. And my long-term view really hasn’t changed. I expect a steady to slow decline of revenue per contract in the multi-list side, I expect it to level off, the decline in level off at some point. On the product side, I would expect steady pricing for options with some upside opportunity for futures. But we would always rather see increasing revenue come from expanding user base, therefore volume and not price. So we’re very tentative, deliberate what we do on our product pricing in terms of -- and how we approach our customers. So to sum up, changes that we made, we’re successful optimizing or maximizing our revenue on our multi-list side. We’re happy with our market share and on the product side, happy with the gains that we’ve seen there as well.
Michael Carrier:
Okay. Thanks a lot.
Operator:
Thank you. And the next question comes from Kyle Voigt with KBW.
Kyle Voigt:
Hi. Thanks for taking my question. I guess, I’m going to use my question on capital. So just looking at the balance sheet as Alan mentioned, the cash fell to just below $9 million in June. And I appreciate the color on the tax payments made during the quarter, but you also returned a significant amount of cash to shareholders I think above all is generated from operations. And then, if we look at back, in the past I think you’ve said $40 million to $60 million was a good level of operating cash. So I guess my question is, is that $40 million to $60 million still good level to think about and then also what is your appetite to go below the current cash level of $90 million or should we think that you’re wanting to see that level build back up from here? Thanks.
Alan Dean:
Good question. No, my view hasn’t changed. In the past you’re right, I have said $40 million to $60 million and that most recently expanded, it maybe some $40 million to $70 million, just give myself a little wiggle room on that. The wondering thing about exchanges in CBOE in particular is we generate lots of cash month in, month out and -- so that’s why it doesn’t concern me to drop down to a level even $50 million or $60 million. So, we have no intentions of building our cash balances back up. Our policy, the board’s policy is the same now as it was last year and the year before which is we don’t want to hang on to shareholder money. First, we’re going to reinvest in our business to ensure our future growth. We want to regular increases with our dividends that match the growth in our business. You saw us do that again yesterday. And then we want to return any excess cash to shareholders, preferably through stock repurchases but we’re not ruling anything out. We could be special dividends we’ve done that in the past. It could be a variable dividend, we’ve never done that. But nothing is off the table, that’s my point. And the consistency is, don’t hang on to shareholder cash.
Kyle Voigt:
Thanks, Alan.
Alan Dean:
Sure.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Hi. Good morning, folks.
Edward Tilly:
Good morning.
Deborah Koopman:
Good morning.
Brian Bedell:
Alan, a question for you on the other revenue run rate; the extra revenue captured for the financial disciplinary actions. First, is there any offsetting expense against that in the quarter and then what would you think of that as a normal run rate for the other revenue line. And then Ed, I just want to ask about the growth potential for the Russell and the MSCI contracts and your view on that.
Alan Dean:
Okay, I’ll tackle the other revenue question. Starting with the backend, no I don’t -- the increase of in other revenue for the quarter is an aberration, it was fine, it was significant fine. And so the run rate you have to factor out that that increase quarter-over-quarter to come to our annual run rate. Now where are the expenses for that? They’re in the $190 million to $194 million that I’m guiding you to on core expenses, they’re in there. Now are they all there this quarter? No, some of them happened in the first quarter, second quarter. Some will happen third quarter, fourth quarter. It’s in the $190 million to $194 million. Sometimes the revenue as it was this quarter related to our regulatory responsibilities is a bit choppy, we saw that this quarter, and while the expenses are much more predictable. And so the -- when we said, when I said in my prepared remarks and I think was might have been even in the press release that this revenue can only be used to offset regulatory expenses. That’s true but it may -- it may not happen -- it didn’t happen this quarter, some of it happened last quarter and some of it will happen next quarter. So, I’m sorry for the confusion if that wasn’t clear on what I said.
Brian Bedell:
That’s okay. So, was it, say around $1 million in expenses offsetting this quarter or…
Alan Dean:
So I’ll be even more granular. We have a regulatory process, surveillance market, regulation and financial compliance, all the things that we are charged to do as an SRO we do, and the expense related to that -- its rather predictable and it happens at a regular level, month in, month out. We offset those expenses with regulatory revenue, we see regulatory fees. We have that line item there, and combined with fines. So, the fines we can't use to underwrite some other part of our business, that the SEC doesn’t want us to do that, so we don’t. So, I can't say of the $3.8 million increase quarter-over-quarter while a $1 million of expense happened in the quarter, that’s just not the case its -- the regulatory function is a continuous process.
Brian Bedell:
Okay. That’s fair.
Edward Tilly:
And Brian, the second part of the question I’ll start with, we have just two terrific partners with the Russell suite with FTSE now and with MSCI, and its two different stories. Obviously with the well established contract with the Russell, the story there in the opportunity is really our pledge to our partners that while making this exclusive April 1, the idea for CBOE and for LSE was not say, hey CBOE go see if you can capture that business that’s at another exchange and we’ll call it a day. It’s quite the opportunity. We have let and told the industry that we are the go to place for all things index trading. Russell is no different. With the concentrated liquidity pool, experts in trading and pricing cash settled index product, we’ve ended the debate I think with July at the most busy month of the year for Russell trading in whether or not multi-list has any impact on overall trading volumes. The concentration of liquidity and the specialist of liquidity pool being able to price index options is far more important than a multi-list argument. And so, our job now is a concentrated effort on new users for Russell, and that looking forward to launching the FTSE 100 options and other FTSE products later this year. So there is a terrific opportunity for us with a concentrated business development effort now and promoting the Russell at every one of CBOEs outward customer facing opportunities including RMC. MSCI a different story obviously. Very successful ETF contract. We’ve taken some steps to bolster what we’re offering on the cash settle product. We’ve added the front three months to better meet the institutional customer demands, but we’ve got more work to do on the MSCI than clearly we do on Russell. What both contracts share however is the same argument that we’ve made for years in existing spider or ETF users when they look and we tell them the benefits of trading the cash settled, large notional European style exercise contract. So we’ll be doing the same with MSCI, with the successful for example EEM, ETF and we’ll be doing the same with IWM users in Russell, the same story we’ve told with spider users and moving them to SPX. So there’s a great opportunity and that’s the business development effort with the FTSE, Russell and MSCI.
Brian Bedell:
Okay. That’s great color. Thanks very much.
Operator:
Thank you. And the next question comes from Chris Harris with Wells Fargo.
Christopher Harris:
Thanks. Hi, guys.
Edward Tilly:
Good morning.
Christopher Harris:
So a follow-up question on the VIX. We know that volumes over the short-term here have been moving around with volatility in the shape of the curve and viability of certain trade. So we’ve kind of addressed a lot of that. I really just wanted to get your guys thoughts on the growth of new users you’re seeing entering VIX or trading VIX, and whether you can comment on if that’s accelerating, if that’s sort of stagnant? Do you have any data you could share on that would be really great?
Edward Tilly:
I might take the first look, new users are difficult. What we tend to see is how the contract is being users, and I think my VIX futures reference is pretty aligned with what we’ve said in the past that we attract users, new, existing, different utility when mark and the future side, when we see a range in that futures price. So again that moved to 12 to 18, not only attracts existing users and not only do those higher frequency traders trade more, other futures traders who are looking in the high frequency range, looking for a higher volatility futures contract that VIX story is very compelling. I was able to join our business development team in London just a couple of months ago. And when we mentioned VIX futures and we bring up VIX futures charts and we look at volume, that’s a really exciting story for those higher frequency future shops and we know that there’s a great opportunity going forward. As for the business development effort and the utility of VIX and VIX options I think I’ll let Ed, make a couple of comments on what we’re hearing from the option side.
Edward Provost:
Yes. Thanks for the question Chris, and going back to Ed’s comments, we have some degree of difficulty going all the way down to the customer and in identifying specific clients. But we spent a lot of time talking to customers both those that are currently using the products and those who are prospective users. And in particular international efforts have shown an increasing interest in the product. We put this product out there as the proxy for global market volatility and indeed it is followed internationally whether or not people trade it. It is increasingly recognized as the barometer for global market volatility and we see an increased interest in end user base internationally. Indeed that is part of our efforts with respect to the SGX initiative and that’s why we’ll be featuring this highly at our Hong Kong RMC. So again, very much an international story, not to say that we’ve fully grasped all of our potential users domestically because we continue to promote the product to institutional users, both the active type such as hedge funds and some of the lesser active types like pensions and endowments and things like that. So we see plenty of upside in the potential for this product among all user types.
Christopher Harris:
Thank you.
Operator:
Thank you. And as there are no more questions at the present time, I would like to turn the call back over to management to make closing comments.
Deborah Koopman:
Thank you. That completes our call this morning. We appreciate everyone's participation today and your interest in CBOE. We look forward to speaking to you on our next conference call, and we’ll be available today for any follow-up questions you may have.
Operator:
Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.
Executives:
Deborah Koopman - Vice President, Investor Relations Edward Tilly - Chief Executive Officer Alan Dean - Executive Vice President, Chief Financial Officer and Treasurer Edward Provost - President and Chief Operating Officer
Analysts:
Rich Repetto - Sandler O'Neill Patrick O'Shaughnessy - Raymond James Michael Carrier - Bank of America Merrill Lynch Alex Kramm - UBS Ken Worthington - JPMorgan Alex Blostein - Goldman Sachs Christian Bolu - Credit Suisse Brian Bedell - Deutsche Bank Rob Rutschow - CLSA Chris Harris - Wells Fargo Neil Stratton - Citi
Operator:
Good morning and welcome to the CBOE Holdings first quarter 2015 conference call. [Operator Instructions] I would now like to turn the conference over to Debbie Koopman. Please go ahead.
Deborah Koopman:
Good morning and thank you for joining us for our first quarter 2015 earnings conference call. On the call today, Ed Tilly, our CEO, will provide an update on our strategic initiatives for 2015. Then, Alan Dean, our Executive Vice President and CFO, will review our first quarter 2015 financial results. Following their comments, we will open the call to Q&A. Also joining us for Q&A is our President and COO, Ed Provost. In addition, I'd like to point out that this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the investor relations portion of our website. As a preliminary note, you should be aware that this presentation contains forward-looking statements, which represent our current judgment on what the future may hold, and while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, after this conference call. Now, I'd like to turn the call over to Ed Tilly.
Edward Tilly:
Thank you, Debbie. Good morning and thank you for joining us today. Despite the first quarter's challenging volume conditions, we made significant progress in expanding our suite of premium index products. We secured the rights to trade numerous Russell and FTSE Index products at CBOE, began exclusive trading in Russell 2000 Index options, and launched options on two well-known MSCI benchmarks. We also expanded our global customer reach with extended trading hours for SPX and VIX options. I'll discuss more about these developments, after a brief update on volume. Our first quarter results reflect the impact of lower trading volume experienced at CBOE Holdings and industry-wide, as well as a difficult comparison to last year's record first quarter results. Overall, CBOE Holdings' volume fell 15% in the first quarter compared with the same period in 2014. The decline generally mirrored trading levels in futures and options industry-wide, with the exception of a sharper decrease in VIX options. At the time of our last call, we saw the flattened term structure as the primary factor weighing on VIX options trading, while at the same time SPX option volume was setting new records. Term structure was certainly a factor at that point, but there was a larger change occurring with regard to investor sentiment. Many risks that investors were concerned about, falling oil prices, deflation, global economic slowdown, political unrest overseas, seemed to be resolving; and more local risks, such as the Fed's plan to raise interest rates, kept getting pushed farther into the background. Traders came to regard sharp drops in the market as buying opportunities rather than signaling a new bear market. What makes volatility trading, whether its VIX options, VIX futures, ETN volatility contracts and OTC VIX options, a compelling risk management tool is that it tends to work especially well as a hedge against sharp market declines, often referred to as tail events. In the absence of real concerns about a sharp, sustained market pullback, it makes sense that traders would find fewer uses for volatility products and use other index options, such as SPX options for directional exposure to stock prices. I should note that SPX volume was up 1% in an otherwise down quarter. Nothing we learned about the current lull in trading has caused us to alter our expectations or strategic initiatives related to the ongoing, long-term growth in VIX options trading. Buy-side customers and sell-side brokers alike, generally expect volume and open interest to pick up, as market conditions change. We see the decline in VIX options volume as generally cyclical rather than structural. We have seen cycles like this before, they're part of trading. And while we don't like them, we expect them. In the meantime, an ongoing disciplined approach to cost-management enables us to weather the inevitable volume troughs, while continuing to lay the foundation for future growth. As a result, CBOE's forward progress is undeterred, despite current volume challenges. We're particularly enthusiastic about the recent progress made to advance CBOE's ongoing index growth story. I'll look at that here through the lens of CBOE's unique position and our innate ability to collaborate, connect and create. Thus far in 2015, CBOE leveraged new partnerships with index providers to significantly expand and diversify our premium index product line across new assets and markets. The products resulting from these agreements create new trading opportunities for our customers and pave the way for new volatility indexes as well. Our December 2014 licensing agreement with MSCI made CBOE the sole U.S. exchange to trade options on several MSCI indexes. Our recent launch of options on MSCI EFA and Emerging Markets indexes brings an added global dimension to our index options franchise, and introduces new trading opportunities across our unique product set. Last year, nearly 100 million options traded industry-wide on the popular EFA and EEM ETFs. Our ability now to also offer cash-settled European-style options on these indexes will especially appeal to institutional customers. We created additional trading opportunities by aligning the option settlement times to match the futures trading on the indexes. Last quarter we also entered into an exclusive licensing agreement with the London Stock Exchange Group, making CBOE the exclusive provider for listed cash-settled options on more than two dozen FTSE and Russell Indexes, including the flagship Russell 2000 and FTSE 100. As you know, CBOE previously traded Russell 2000, RUT options, on a semi-exclusive basis. In 2014, RUT options were CBOE's third most actively traded index option, trailing only SPX and VIX options. Over 12 million RUT contracts traded at CBOE and C2 and more than 22 million contracts traded industry-wide. Under the new agreement, CBOE became the sole provider of RUT options on April 1, and we now look forward to launching FTSE 100 index options as well as other Russell and FTSE products, later this year. The addition of MSCI, FTSE and Russell options to a product suite anchored by SPX options and VIX futures and options, enables customers to hedge and trade global volatility, the global stock market, the broad U.S. stock market, the U.S. small cap market, European and Asian international equities and the world's emerging markets at CBOE. These products are often used in tandem, which creates additional trading opportunities. Each index enables us to create related volatility options and futures using our VIX methodology, thereby growing our VIX product line and offering still more trading possibilities. We believe these trading synergies will foster a further concentration of index traders and liquidity at CBOE, while enabling us to leverage significant cross-marketing efficiencies. We continue to expand CBOE's customer reach, domestically and abroad, through customer engagement, investor education and a broadened access to our marketplace. Education goes hand-in-hand with product innovation at CBOE. Each new product is supported by new educational content, allowing us to form new connections with an existing customer base. Our exclusive agreements with S&P, LSE Group and MSCI, in parts were predicated on CBOE's educational expertise and ability to efficiently connect with index customers globally across a range of channels, including The Options Institute, CBOE TV, CBOE.com, CBOE's social media platform and CBOE's Risk Management Conferences, RMC. I should note here that this year we are expanding our RMC program beyond the U.S. and Europe, with the first RMC in Asia. RMC showcases our premium index products and attracts sophisticated and influential market participants who tend to be early adopters of CBOE's products and services. I am pleased to say we made it easier for customers to connect to CBOE by further increasing access to our premium products. In early March we extended trading hours in VIX and SPX options with an additional session that runs from 2:00 AM to 8:15 AM Chicago time. The new session enables overseas customers to access VIX and SPX options during local trading hours and satisfies the stateside demand for additional trading time. In other VIX news, I am pleased to announce that, pending regulatory approval, we plan to introduce Weekly VIX options and futures at CBOE and CFE. We plan to launch the futures this July, with the options to follow. The new VIX Weeklys products will complement VIX futures and options, the same way that SPX Weeklys complement our standard SPX product. VIX Weeklys will also respond to customers who tell us they are looking for volatility exposures that more precisely track our benchmark VIX Index. The closer VIX futures and options are to expiration, the closer they track VIX. By filling the gaps between monthly expiration, we are providing investors with 40 new opportunities to establish short-term VIX positions, and fine tune the timing of their hedging and trading activities. For the first time, investors will be able to trade expiring VIX and SPX contracts each week, which we believe will create even more trading opportunities. CBOE's ability to collaborate, create and connect with the marketplace has created a unique culture of innovation, not only in product development, but also in trading technology. Systems development is deeply embedded in our value proposition. While every exchange aims for faster, more efficient trading technology, CBOE's systems have always been uniquely developed in-house to power innovation. I am pleased to announce today that development of the next generation of trading technology is currently underway at CBOE. The new platform, called CBOE Vector, is designed to provide streamlined access to the most comprehensive array of options and volatility products in the world, and to the deep liquid markets in which they trade. We are leveraging our in-house trading and technology expertise in building a customized state-of-the-art platform that responds to the trading needs of our customers and that best supports CBOE's unique product set. We have supplemented our experienced systems team with top developers in our space to ensure that every aspect of CBOE Vector is on the cutting-edge and that we have the bench strength needed to drive the optimal performance of our current system, CBOE Command, throughout the completion of the new platform. Incorporating input from customers, we are developing an advanced architecture that delivers best-in-class functionality, low latency, ease of use and trading efficiency. The new platform will be engineered to provide greatly increased transaction speeds, while handling constantly increasing message traffic and industry demand for additional functionality, such as risk controls. The build out for CBOE Vector calls first for the implementation of new systems for CFE, which we plan to be up and running in the second half of 2016, with CBOE and C2 to follow. Ed Provost can provide more color on our new platform in Q&A, but I want to stress here that CBOE Vector is integral to our ongoing index story. We view it as both a state-of-the art trading platform and engine for growth, designed for maximum flexibility and scalability, enabling us to quickly respond to a rapidly changing marketplace and to efficiently roll out new products and trading opportunities. I will close here with a graphic representation of the opportunities created by our progress already in 2015. We expanded our proprietary product offering to cover new asset classes and regions around the world, increased trading hours to improve global access and extended our global customer reach. Importantly, we also enriched CBOE's unique eco-system for the development and support of new tradable index products going forward. More than any one product, CBOE's unique value proposition to our customers, shareholders and index-provider partners lies in our ability to optimize the utility of new and existing index products through unrivaled options and volatility trading opportunities, educational expertise, an efficient network of customer outreach channels, deep liquid markets and customized trading technology. This comprehensive approach to a singular area of focus has fostered a multitude of new opportunities for CBOE in 2015 and beyond. We look forward to providing updates in the months and quarters ahead. With that, I'll turn it over to Alan.
Alan Dean:
Thanks, Ed, and good morning, everyone. I will start this morning with a review of our results for the quarter, and then I will wrap up with some comments on our focus for managing expenses and capital allocation going forward. CBOE's first quarter results reflect the downturn we saw in trading volume both year-over-year and sequentially. Operating revenue came in at $142.8 million, 10% below last year's first quarter. Adjusted operating income was $69.5 million, representing an adjusted operating margin of 48.7%, a decline of 490 basis points compared against our all-time high of 53.6% in the first quarter of 2014. Adjusted net income allocated to common stockholders was $42.3 million, a decrease of 15% versus the first quarter of 2014, resulting in adjusted diluted earnings per share of $0.50, a 14% decline compared with $0.58 per share for the same period last year. Before I continue, let me point out that our GAAP results reported for the first quarter of 2015 and 2014 include certain unusual items that impact the comparison of our operating performance. These items are detailed in our non-GAAP information provided in the press release and in the appendix of our slide deck. All the numbers I will be referencing are on a non-GAAP basis. Now, let's review our results in more detail, starting with operating revenue. As shown on this chart, the decrease in operating revenue was primarily driven by lower transaction fees. Transaction fees decreased $14.1 million or 12% compared with the first quarter of 2014, reflecting a 15% decrease in trading volume, offset somewhat by a 3% increase in the average revenue per contract or RPC versus last year's first quarter. Trading volume declined year-over-year in each product category. Equity options were down 17%, options on exchange-traded products fell 9%, index options decreased 20% and futures contracts were down 8%. Our blended RPC, including options and futures, increased to $0.34 from $0.329 in last year's first quarter. The increase in RPC primarily reflects the net impact of higher RPC generated on index options and futures contracts, offset somewhat by a shift in the mix of trading volume towards lower-margin, multiply listed options. The RPC in our options business increased to $0.284 compared with $0.281 in the first quarter of 2014, reflecting a 6% increase in the RPC for index options and a 1% increase for options on exchange-traded products, primarily resulting from fee adjustments made this year and lower volume discounts and incentives. The RPC for equity options decreased by 5% year-over-year and increased by 13% compared with the fourth quarter of 2014. The sequential increase in the RPC for equity options is due in part to fee changes implemented for 2015. While we also saw a decline in market share due to these fee changes, it was share that was low-to-negative margin for CBOE. Revenue per contract at CFE, our futures exchange, increased 5% to $1.70 from $1.62 in last year's first quarter, as a result of fee changes and lower volume rebates. With respect to the shift in volume mix, multiply listed options represented 66.7% of total contracts traded in the first quarter, up from 65.3% in first quarter of 2014. Despite the shift in the mix of volume, transaction fees generated from our proprietary products represented a higher percentage of our total transaction fees year-over-year. In the first quarter, index options and futures contracts accounted for 81.3% of our transaction fees, up from 81% in the first quarter of 2014, driven by the higher contribution from futures contracts. Looking at some of the other factors influencing operating revenue, access fees declined by $1.5 million, reflecting a decrease in trading permits. Regulatory fees were also down by $1.5 million, which is attributed to lower trading volume industry-wide as well as the elimination of regulatory fees related to CBSX, our stock exchange, which ceased trading in 2014, and a lower rate for our options regulatory fee compared with the first quarter of 2014. On the plus side, other revenue increased by $900,000, primarily due to higher fines assessed to trading permit holders for disciplinary actions, which can only be used to offset regulatory expenses. In addition, market data fees increased by $900,000, primarily as a result of higher revenue from CBOE's market data services, reflecting an increase in subscribers and rate adjustments. Turning to expenses, this next slide details total adjusted operating expenses of $73.3 million for the quarter, unchanged compared with last year's first quarter. Operating expenses for the quarter reflect the net impact of lower costs for compensation and benefits and royalty fees, offset by higher costs for professional fees and outside services, depreciation and amortization and technology support services. There were no adjustments to operating expenses in the first quarter of 2015. Core operating expenses of $47.9 million were also relatively flat year-over-year, with an increase of $200,000 or 1% compared with the first quarter of 2014. The increase in core operating expenses primarily reflects increases of $4.6 million in professional fees and outside services, $600,000 in technology support services and $500,000 in travel and promotional expenses, offset by a decrease of $5.4 million in compensation and benefits. The decline in compensation and benefits largely reflects lower expenses related to salaries, stock-based compensation and the provision for incentive compensation. The increase in professional fees and outside services as well as the decrease in salaries is primarily attributed to the company's outsourcing of certain regulatory services to FINRA, which occurred in December of 2014. In response to current trading volumes, we are taking steps to cut or delay certain expenses and capital projects, as we have done during previous volume downturns. Based on our cost reduction initiatives and year-to-date results, we are lowering our guidance for core expenses to a range of $190 million to $194 million from our previous guidance of $195 million to $199 million. While disciplined cost management is a continuous focus at CBOE, when volumes decline, we push even harder to realign expenses against revenue. With that said, we will remain diligent in our efforts and will look to reduce expenses further if volume continues to languish. Conversely, I would look to wind down some of the cost reductions, when I see a sustained improvement in volumes. Looking at volume-based expenses, royalty fees decreased by $1.7 million or 11%, reflecting the decline in trading volume for licensed products, which include index options and VIX futures. On our last earnings call we told you that we expected the rate per contract for royalty fees to be $0.14 for the first quarter and $0.15 in the following quarters. The rate per contract came in higher at $0.146, due to a shift in the volume mix among licensed products. Looking out to subsequent quarters, I would expect a continued divergence in the rate per licensed contract, if the volume mix stays the same as it was in the first quarter. However, if the volume mix is more aligned with what we saw in 2014, I would expect the rate to be closer to our guidance. Turning to the balance sheet. We finished the quarter with cash and cash equivalents of $138 million compared to $148 million at the end of December. The decrease in cash compared to yearend primarily reflects cash used for share repurchases, dividend payments and funding our share of the contribution to the OCC capital plan. Our business continues to generate a significant amount of cash. Through March, we generated net cash flows from operating activities of over $78 million versus $88 million in the same period last year. This decrease primarily reflects lower net income. In the first quarter of this year we used nearly $18 million to pay dividends and another $34 million to repurchase our stock. At March 31, we had approximately $58 million available under our share repurchase authorization. We will continue to be opportunistic in our share repurchases and look for sustainable growth in our annual dividend payments. Capital expenditures through March were $8 million. I look for capital spending to pick up in the back half of the year, so we are reaffirming our guidance for capital expenditures of $37 million to $40 million for the full year, which takes into account the development of our new trading platform. Against that backdrop, it is important to point out that our guidance for both capital expenditures and core expenses now reflects the addition of a major new project, which was not included in our prior guidance. We are very disciplined in how we use our cash, particularly given the current headwinds we are facing. However, our priorities regarding the use of cash have not changed. Our first priority is to reinvest in our business to drive future growth, as evidenced by our plans to invest in a new trading platform. After that, we expect to return our free cash flow over the long-term to investors through a combination of dividends and share repurchases. While the near-term environment is challenging, we have encountered business downturns in the past and historically have always emerged even stronger. Our entire team is confident that our focus on managing expenses, while investing in future growth, will create long-term value for our market participants and shareholders. With that, I will turn the call back over to Debbie.
Deborah Koopman:
Thanks. At this point, we will be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the queue, and if time permits we'll take a second question.
Operator:
[Operator Instructions] And our first question comes from Rich Repetto from Sandler O'Neill.
Rich Repetto:
I guess, I since I have one question, it has to be a follow-up on the comments on sort of the cyclical and secular debate on the volume. I guess, the question is, is there any other evidence, a survey at customers, or anything like that, because it appears what you're saying then is that the volume growth, at least, in the VIX options was related to just this tail hedging. And I guess the other right along with this is at this environment, I'm not sure what's normal or abnormal? Whether past year or right now is normal going forward?
Edward Tilly:
Well, it's a long answer, Rich, and I'm glad you asked it, because not surprising to you, I'm sure, is we've spend a great deal of time looking at VIX options, and you know our relationship with the trading community, we're able to really dig deep, and really have our biz development guys, and our research guys go out and ask our best customers, what do you see, what's going on, what's trading, what's not trading and why? And I think importantly all that dialog, we've heard nothing that would imply structural problem or contract design flaw. But in order to better understand really the entire VIX option decline, I think it's important to put that in context. This is a quarter, where overall industry volume was down 9%. So our time with the buy and the sell-side customers, they made comments like volume maybe moving from listed to OTC, your regulatory changes, big changes in January forced banks to increase their capital reserves, and then some other smaller comments. But the one factor that we heard more and more and over and over cited the most consistently was just overall complacency in the market. As for the two comments that I mentioned, we actually benefit from a robust market for OTC VIX options. The layoff business comes to our floor that drives volume in the listed market. And unfortunately, we're told that the OTC VIX options activity is down as well. As for changes in bank capital requirements that might be affecting overall industry volume, they are not specific, so we kind of discounted that. And then in the prepared remarks, we made comments that we've seen volume down in ETF and ETN volatility options, our VIX options are down, OTC volatility options are down. And without the absence or really with the absence of concerns about a real sharp sustained market pullback, VIX in all of these volatility option contracts continue to suffer. We've seen perceptions change overnight. That's not unusual for us, but the go-to-contract and strategies for tail risk hedge are just now working in this environment. So what do we do? We're committed to the business development efforts. We're going to continue to grow the base of VIX users for futures and options. And when sentiment changes, and it always does, we'll have a larger base, better informed base, and we'll see the volumes return.
Rich Repetto:
You were well prepared for my question.
Edward Tilly:
Well, Rich, we were looking at this for a quarter or actually for the last two months, and this is really appropriately on everyone's mind.
Operator:
Our next question comes from Patrick O'Shaughnessy of Raymond James.
Patrick OShaughnessy:
I want to talk about some of the new products that you've launched over the few months, the FTSE, the MSCI. Can you talk about what the sales process and cycles like to try to get new customers to trade those products, because clearly it's still very early, there 's not much of interest yet in some of those products. Kind of what's the process like and what are your expectations?
Edward Provost:
Of course, we have out product of FTSE contracts yet. MSCI is a product, which appeals to the same set of institutional investors that we reach out today. So whereas when we talked about the volatility options on the 10-year bond and going to a whole different set of users, that was and will continues to be a challenge, because it's a different rolodex than we have been dealing with historically. MSCI, and when we bring up the FTSE contracts, those are going to be people that we have and continue to be engaged with. It is a combination of face-to-face engagements with all segments of the institutional community and we look at these primarily as institutional products, so that would include hedge fund, managed money, mutual funds and people like that and we do those in various environments ranging from again direct one-on-one visits. We are engaged with them at conferences where we participate as speakers and as sponsors. And then of course, as we often refer to in our own Risk Management Conference, which is a continually expanding proposition. We get a real captive audience of all of the natural users of our index products. So it's more of the same on those products, again contrasting those net set of products with the volatility products, which we have launched, it's tied to the CME product where your user set is quite a different group of users. So it's all of the kinds of education engagements that we have been conducting routinely and VIX and SPX will apply to those products as well.
Edward Tilly:
Just following-on as far as new products, we're actually looking at the launch of the VIX Weekly as a new product launch. This really is a true weekly contract based on the 30-day number. So we're looking forward to launching that futures contract and then options to follow. That will take a more a real house rollout of a product, if you will, because it's an extension of a weekly on a very well-known 30-day contract. So a lot in the pipeline; can't wait to get that weekly contract launched. And really, again, go at the short-term demands from our customers to have a weekly volatility contract.
Operator:
Our next question comes from Michael Carrier of Bank of America Merrill Lynch.
Michael Carrier:
Just wanted to follow-up. Just on, I guess the CapEx and just your thoughts on the trading platform. Just wanted to make sure we understand based on that initiative, the timing of it, maybe the resources, and then how we think about like the current cash, the cash generation, and then what you guys have been doing, say, over the past couple of years in terms of buyback levels and the dividend and the increase feature.
Alan Dean:
CBOE Vector, as stated, it's included in our guidance for CapEx as well as core expenses. But it wasn't there in the guidance that we came out with three months ago. So we got there by cutting other things. I can't be specific about what the cost of vector is, but what I can tell you that it's included in the guidance. It's a multi-year project. And in 2016, the two items that will be impacted most by CBOE Vector, our CapEx and depreciation and amortization. So as we rollout CFE in the second half of 2016, the amortization of that project will begin. And CapEx for 2016 will obviously include the continued support of that project. And at this point, I would guess that we'll be somewhere in the $40 million to $50 million range for CapEx in 2016. Although, at this point, it's a guess on my part, but from where I see that's what it look, or stated differently, I think it will be slightly higher than this year, but slightly lower than last year on a CapEx. Cash generation, no change in cash generation our approach to capital allocation. So invest in our business as we need to, to ensure our future growth. Dividends, want to see those dividends grow their business, followed by stock repurchases, and that's our preferred method of returning capital to shareholders. But I'm not ruling out other things. We've done special dividends in the past even a tender a few years ago. So I won't rule out any approach to capital management. And as a matter of fact, the continuing stories don't hold on to shareholder cash, return it to when we can.
Edward Provost:
Let me just add a little bit of color, since you went back to the CBOE Vector. This is something we've been doing preliminary design work for over a year, and we're very excited about our progress. It's going to be a completely new systems architecture design from the ground up to accommodate or growing proprietary product line and the ongoing evolution of market structure. So our technology people can be more excited about what we're doing. In fact, we've challenged that step to build a best-in-class trade engine that emphasizes increase processing speed, while improving upon what we think to be an already leading industry functionality. Specifically, we're going to be focus on increasing risk monitoring tools, provide a more efficient processing of quotes and trades, and providing increased systems stability, which seems to be such a hot topic across the industry these days. As Ed mentioned in his opening remarks, we're going to begin this with a rollout second half in our all electronics CFE. Following that, we will implement this in CBOE and C2. And in CBOE, we will be adding the necessary functionality to accommodate our hybrid market model. We have handpicked within our current systems staff some of our sharpest developers to begin this project, and we have gone outside and brought in some very, very skilled people, who have experience into developing advanced trade engine technology. But probably as important is that we are committed to maintaining the CBOE Command platform as we will be using that platform for the next couple of years at least in the exchanges, which are not yet going to be going on the CBOE Vector. So we're very, very excited about our progress to date and where this will take us.
Edward Tilly:
I think that's balanced approach, but I think for all of you to look inside of CBOE, we've been so excited to bring new products to the marketplace, and that's really how we view innovation and we really relied on a system that has served us so well. And to really unleash these tech guys here, who have been just dying to do some stuff and cutting edge and change the industry, this is an amazing opportunity for us. And Ed said, we're going to rely on the in-house expertise. Of course, Alan is going to be watching the checkbook, but this is really exciting, and the early architectural returns are really cool. I cannot wait to give you updates on the next calls on how this is coming along, the excitement from when we unleash this to our end-users and allow them to give their input on what's going to make the mix of our cool unique products with a system that's unmatched in the industry, so it's really exciting stuff, but Alan's got the eye on the deliverable for sure.
Operator:
Our next question comes from Alex Kramm of UBS.
Alex Kramm:
Maybe just on the expanded trading hours, a little bit more detail on what you've seen so far, since the options rolled out? Who is trading? What have you learned? And also how that's different from the futures rollout, I guess, last year?
Edward Provost:
Yes, it's very much what we had anticipated. So as you know, and we've talked about in the past, we anticipated and saw a pretty quick development on the futures side, because the futures world was much more accustomed to 24-hour trading. Securities side of our business, not quite as a custom. However, we've seen very good success in our 2 A.M. to 8.15 A.M. session, averaging about a thousand contracts a day, across both our VIX and SPX products. This better be the option products. And we are seeing even in the last couple of weeks, additional large broker dealers finalized their operational efforts to try to get prepared for this. So it was a bigger effort on the part of the broker dealer community than there was on the futures side, and getting prepared for this. We moved ahead notwithstanding some of those not being fully prepared and they are coming online. So we are seeing a good number of small trades, so the volume that I've represented doesn't represent two or three large trades, but rather a good number of small trades making up those thousand contracts. So we're just in Europe with our sales team. A lot of very positive comments about interest in trading these products, so we couldn't be more pleased.
Operator:
Our next question comes from Ken Worthington of JPMorgan.
Ken Worthington:
So I want to follow-up on Vector. Can you give us some more details on the enhancements and specifics on the platforms? So how do transactions piece change and any other quality metrics? How do you expect Vector to compare to kind of the metrics at other exchanges? How does risk management change? How does maintenance cost change? Like just a little bit more, so we can fully understand or maybe better understand, how big a deal this can be and what it could mean for CBOE?
Edward Tilly:
So the system's architecture is key. So our CBOE command platform, which is a derivative of CBOE Direct, which we originally designed in the early 2000, was based upon what at that time was the most advanced architecture that the industry knew. And we believed at that time and for many years that was the leading trading platform in the industry. As time has moved on, we have made substantial modifications to that, both enhancing the hardware and the software, adding functionality, the leading functionality, adding risk management tools, which are in place today. But as you continue to build on a system that was originally designed some years back, you lose a little bit of the efficiency, because the path of orders enclosed through the system is not as direct as you would like. So there is a certain layering of, and I want to get over my skews in terms of the technology, but there is a certain layering that exists in the original architecture, which we are trying to eliminate, so that the path of message traffic through this system is much more efficient. So that drove our decision to rather than continue to refine and enhance our current platform to really start from scratch. We would expect, and again, at the end of the day, once the system is built, we'll see if our proof-of-concepts play out. But we have expectation that our system speed will match, if not exceed, all of which is in place today in the industry. And most importantly it will eliminate any caps that may exist in the current technology. Risk management tools, which again, we have experienced, was because we've incorporated those in our currently technology are constantly evolving. We've made modifications to the first risk management tools that we put in our system many years ago. And by being able to build those into a new system, we think we'll be able to enhance those. So we're very optimistic on both, performance, functionality changes. It will be easier to change our system, when the market model changes. Although we are currently planning on our market model, as it exist today, but we'll be able to make modifications in the new system in a much more easy and efficient way, given the way we are designing it.
Alan Dean:
And the cost side, the way we're looking at this is, while the project is underway, while development is underway of Vector, we'll have double maintenance, if you will. So I'll have programmers, developers, not only maintaining command, as you heard Ed say, we're committed to do, but we'll have other programmers developing the software for CBOE Vector. But all those costs are included in our guidance that I gave you. So I think we're doing a pretty good job of managing that. Now, looking forward, there is a software for each new exchanges rolled out. I expect our maintenance cost, and I don't mean hardware maintenance, I mean developer maintenance of the system, how long it takes to make changes to the system, how many people you need devoted to maintaining the software of each exchange, I expect that to decline. I can't put numbers on that right now. I don't think it would be fair for me to do that. But as I get clarity on that in the future, I'll point it out. But we won't see that for -- it will start in 2016, and really the significant savings won't happen until well after that. So overall from a financial point of view, this is no brainier as far as I am concerned.
Operator:
Our next question comes from Alex Blostein of Goldman Sachs.
Alex Blostein:
So just a follow-up, I guess, a question on expenses. When I think about the trends in the P&L over the last couple of years, you guys are essentially keeping the core expenses flat year-over-year, up only looks like low single-digits versus 2013, which is great of course. But when you kind of take a step back, and Ed, taking your comments on the increase in cyclicality, I guess, for the VIX product, and your need to investments in new strategies and new products, and today you guys are doing I think a lot more on the new product from than you did a couple of years ago. I guess the question is how sustainable is the current kind of flattish expense backdrop for the firm as a whole, not just for this year, but I guess for the next couple of years?
Alan Dean:
It's a good question, absolutely. Our stated goal on core expenses is to hold the growth, the rate of inflation 3% to 5%. And I think we've done a pretty good job at that. So it's not flat expense. But at the same time, this volume that we're seeing now is not new. We had a similar downturn last summer and a couple of years before that, we've reacted the same way each time we've caught delayed expenses, reduced expenses, where we can. And sometimes those expense reduction stick and will follow into the following year and sometimes because it's only a delay in expenses, they don't. We're not holding back on anything on any expense item. We need to spend the money. We're spending the money to ensure our future growth. No doubt about it. Same goals in CapEx. So 3% to 5% of growth in core expenses, I think is a reasonable goal and even given our marketing goals.
Operator:
Our next question comes from Christian Bolu of Credit Suisse.
Christian Bolu:
Just a quick follow-up on the decline in VIX options. And as you noted, you've done lots of analysis on drivers here. It'd be useful for us to get a sense of maybe changes in trading strategies over time. Maybe what was the most popular trading strategy on the VIX options in 2014 and how has that changed so far in 2015? I ask the question, because we hear that activity in yield enhancing trading strategy seems to be on the decline a little bit.
Edward Tilly:
I think there are a couple of factors. If we drill down above the overall complacency in the market, what has changed? And I think the end-user from that perspective, VIX options specifically were in amazing tail risk hedge. And if you look at the first few months of the year, a little different story over the last month I'd say, the higher vol-of-vol. So the cost of using an out-of-the-money VIX call, let's say, the 30 delta call, which is a perfect tail risk hedge, last year in an environment where the volatility of VIX calls was roughly 60 or 70. In February that volatility was 110, 120. So the cost for that tail risk hedge, as measured by the price of a 30 delta option in VIX, was extremely expensive when looking at 2014 levels. So we lost that hedge. We would look over in the SPX, and we might assume that they showed up in the SPX, where that volume was up on the quarter. But certainly they did not show up in a big way in VIX option. So that's one player that didn't show up. The ones that were there that we're actually hedging using VIX, unlike 2014, where we would see a downturn one day likely followed-up the downturn for a number of days. The ability to monetize your hedge in 2014 was much easier than the choppiness that we see this year. So take yesterday as a perfect example. Markets down at 1 point, 15 to 20 S&P 500 points, no one thought they'd come in today or the sentiment is, not expecting to come in today and seeing a follow-through. Well, sure enough, markets up again. So it's very, very difficult to monetize a hedge this year compared to last. There's just not that long-term expectation that we're entering into a sustained bear market or out of the slow grind-off that we're seeing today. So those are kind of the two primary differences. And I think all of that is important to recognize that trading hasn't stopped in VIX. It's just down from 2014, which was a great year. So what do we do, we get back to the Street, we continue to teach and tell the story, knowing that expectations over time will change, macroeconomic drivers will change and the utility of VIX will certainly be back in the marketplace. And what we plan on is with a bigger user base that's more well-informed, and we'll have seen another different market as backdrop and their ability to use VIX going forward.
Christian Bolu:
So just on your point about the high VIX or VIX being headwind from a cost perspective, dose that change how you think about what the ideal conditions are for VIX trading, in terms of the absolute levels of VIX and then the levels of VVIX?
Edward Tilly:
Can you just say that one more time?
Christian Bolu:
I'm just trying to get a sense, I think historically you've said, it could be wrong here, but VVIX over a 100 tends to be a good trading environment and VIX around 18 tends to be a good environment. Does this change the way you think about that?
Edward Tilly:
So two different numbers. So VIX at 18 still pretty good, that's pretty much a sweet spot. We like that. But vol-of-vol, which is the measure of the volatility of VIX option, so if you take our same VIX methodology and you overlay that methodology on VIX options, and we look at the vol-of-vol, that actually gives you the relative price, real-time prices. What our users are willing to pay for VIX options exposure that became very expensive in the first quarter. Now, that's a good driver, high vol-of-vol of VIX futures. Our VIX futures are really only down similar to the industry's average. So I think that higher vol-of-vol really help support the VIX futures trading, but it really made VIX options much more expensive.
Operator:
Our next question comes from Brian Bedell of Deutsche Bank.
Brian Bedell:
Ed, maybe if you can comment a little bit more about some of the transitioning and the over the counter we're hearing that as well, there is some substitution effect, that you did mention, obviously the benefit of the laying off the risk on the listed market. Do you view that as a one-for-one-type of substitution or is there something else that's driving the OTC trend that could be unfavorable from the listed perspective?
Edward Tilly:
We certainly recognize that there is OTC trading of VIX options, just like these OTC trading in SBX and other index options and ETPs and single stock. And we maintain and have been very vocal that we prefer all trades to go with markets and exchanges where investors can benefit from transparency, competitive price discovery, the potential of a price improvement, whereas OTC is not subject to price discovery, price improvement or trading reporting functions. We have heard reports that it might be cheaper to trade VIX op exchange, that's your substitute idea. But since the private transactions OTC, it's kind of difficult to speak directly to the all-in cost of trading OTC, since every trade is negotiated separately and kind of priced differently, so are our fees all-in, are they part of the bid spread, it's very, very difficult to look at a bundled OTC fee compared to listing. So we do see and hear that there is definitely OTC trading in VIX, but again I think in the prepared remarks I pointed to, we benefit from that layoff business. I'd love a big OTC VIX market. Unfortunately, it's shrinking as well. The utility of an OTC VIX is no different then that of the utility of listed. So we've seen that OTC volume decline. And obviously then the layoff business that we would benefit from in the listed market declines as well. So we have definitely heard those comments, but unfortunately that volume is shrinking as well, so nothing new really to report on how we benefit from OTC trading.
Brian Bedell:
And then just as you were asking, answering that last prior question on the monetization of the VIX hedges, how much do you think you need the cost of volatility to go down from sort of current levels to make that monetization?
Edward Tilly:
Now, the cost of volatility is actually down. So VIX is down from where it was in February and the beginning of March. As I say, we're up on that 120, 115, 120 area. So that part is cooperating. But what's not, as again, I look through yesterday, there is no long-term worry, there is no long-term concern on the macro U.S. market right now. And again, would love to, not looking forward to seeing fall through on a down day, but its certainly the expectation of our traders that, I'll just show up the next day and everything will be back to normal, and sure enough that's what's going on this morning.
Operator:
Our next question comes from Rob Rutschow of CLSA.
Rob Rutschow:
Most of my questions have been answered. I was just curious about the -- it looks like the $30 million loan to an affiliate. Could you just tell us what that is and what the reserve is for?
Alan Dean:
The investment at OCC. You want to know what it is. Rob, you broke up a little bit.
Rob Rutschow:
What the loan was for and does that impact capital return in anyway this year?
Alan Dean:
So yes, we did send $30 million order to the OCC as a part of their recapitalization plan, that rule that they followed is still working its way through the SEC. No, I don't expect any impact, any change in either the level of capital return to our shareholders or how we approach things, no impact at all, and so non-event as I far as I am concerned.
Operator:
Our next question comes from Chris Harris of Wells Fargo.
Chris Harris:
Wondering if you would comment at all on how deep the VIX customer pool is? And I guess, the reasons I am asking is kind of curious about whether the minor pullback we've seen is broad-based among a lot of different users, and traders and customers or is its been fairly concentrated among kind of the few large players?
Edward Tilly:
A couple of ways, we have seen very, very large traders not participate after expiration in January. Those are the big, big traders. I mean, multiple 100,000 contract prints, and they were out of the market after the January expiration. Now, interestingly, about a week-and-a-half ago, we saw one of those large traders come back in a very, very big way. You may have seen the headlines. This was 500,000 or 600,000 contract trade, so that was the first time that large trader has come back. And again, we point to a change of market conditions. We went to pricing of those options that this guy uses and finds it useful, and that we can look at the cost of that insurance and the cost of that upside protection as one of those drivers. But as I said, first return about a week-and-a-half ago in a very, very big way. What's also changed is the utility that those from the credit market have found in using the term structure of VIX as a hedge for their exposure. That went away right around that flatness in the volatility curve coming out of that first quarter and that first earnings call of the year. So that trader hasn't come back either. But the big guys, first return encouraging, as I say, about a week-and-a-half or two weeks ago, and that's a very, very big deal. The rest of the users we do see the assets under management in the notes that are sponsored by major financial institutions. Those investments are up. And as a result, again, I think one of the causes for our VIX futures volume to just mirror the decline that the rest of the industry has seen in the first quarter, so little different answers depending on product and depending on users. What we need to do is really push out the strategy into the pension funds and the insurance industry and reeducate on, okay, the price of insurance now is back to normal levels, the volatility surface looks like it did in the middle part of last year. But again, it is managing the overall complacency in the market in general.
Operator:
Our next question comes from Neil Stratton of Citi.
Neil Stratton:
I just had a question for Alan on expenses. You mentioned the ability to flex your spend up and down depending on the backdrop, so the question is what timeframe would you need to either tighten or loosen the string, so to speak. And just for example, if you were to go another three months with a tough backdrop, would that be the time to sort of rethink about the spending outlook?
Alan Dean:
There is not a timeframe. It could be next week, it could be next month. Actually it's continuous. We always look at expenses. And what we look at is volume, volume trends, product mix, those things that affect our revenue. We have been responsive before on the expense side, as you mention, and when we see lower volume, and that behavior will continue, and the line items that were impacting our employee costs, professional fees outside services travel, and promotion. We look for items that could be scaled back or delayed. And we are looking for a short term solution to what I view is a short term problem, and so no timeframe. If its really horrible volume, it'd be sooner. If it's mediocre volume, probably push it out a little bit, or it's really dynamic. But the commitment to watch expenses is there.
Operator:
This concludes our question-and-answer session. I would like to turn the conference back over to Debbie Koopman for any closing remarks. End of Q&A
Deborah Koopman:
Thank you. That completes our call this morning. We appreciate everyone's participation and your interest in CBOE. I am available all day for any follow-up questions you may have. Thank you.
Operator:
The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.
Executives:
Deborah Koopman - Vice President, Investor Relations Ed Tilly - Chief Executive Officer Alan Dean - Executive Vice President and Chief Financial Officer Ed Provost - President and Chief Operating Officer
Analysts:
Rich Repetto - Sandler O’Neill Michael Carrier - Bank of America Merrill Lynch Alex Kramm - UBS Chris Allen - Evercore Christian Bolu - Credit Suisse Kenneth Hill - Barclays Patrick O'Shaughnessy - Raymond James Niamh Alexander - KBW Chris Harris - Wells Fargo Brian Bedell - Deutsche Bank Ken Worthington - JPMorgan Akhil Bhatia - Rosenblatt Securities Neil Stratton - Citi
Operator:
Good morning and welcome to the CBOE Holdings Fourth Quarter 2014 Financial Results Conference Call. All participants will be in listen-only mode. [Operator Instructions] Please note this event is being recorded. Now, I would like to turn the conference over to Deb Koopman, Vice President of Investor Relations. Please go ahead, ma’am.
Deborah Koopman:
Thank you. Good morning and thank you for joining us for our fourth quarter conference call. On the call today, Ed Tilly, our CEO, will discuss the quarter and our strategic initiatives for 2015; then Alan Dean, our Executive Vice President and CFO, will detail our fourth quarter 2014 financial results and provide guidance on certain financial metrics for 2015. Following their comments, we will open the call to Q&A. Also joining us for Q&A will be our President and COO, Ed Provost. In addition, I’d like to point out that this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. As a preliminary note, you should be aware that this presentation contains forward-looking statements which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect our forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, after this conference call. Now, I’d like to turn the call over to Ed Tilly.
Ed Tilly:
Thank you, Debbie. Good morning and thank you for joining us today. Strong fourth quarter trading made 2014 a year for the record books at CBOE Holdings. Record trading at each of our exchanges, CBOE, C2, and CFE, combined for a total of 1.3 billion options and futures contracts traded an all-time high and an increase of 12% over the previous year’s total. The groundwork laid by our team to engage customers, develop products and broaden access to our marketplace positioned CBOE to increase CBOE Volatility Index, VIX futures trading by 26% and total options trading by 11%, outpacing U.S. options industry growth by several percentage points. We were particularly gratified to see record trading in our proprietary products, S&P 500 Index, SPX options and VIX futures and options. Increased trading across all product lines in 2014 drove new highs in key financial metrics, including revenue, earnings, and operating margin making 2014 our company’s fourth consecutive year of record financial results, a performance that allowed us to reward shareholders through increased quarterly dividends and share repurchases and to lay the foundation for ongoing growth in 2015 and beyond. CBOE continued to lead all 12 options exchanges with a total market share of 28.6% in December 2014, an increase of just over 1 percentage point from December 2013. I am pleased to say the momentum has carried into the new year. January average daily volume across all products traded at CBOE Holdings was 5.4 million contracts, an increase of 5% from December 2014. While we continued to see strong trading in VIX futures and SPX options, we saw a decline in VIX options trading, which we attribute to the unusual flattened VIX curve that we began to see in January. To give you a better sense of this, we thought we would show you what traders saw looking out at the VIX term structure, first in December, then in January. It’s very much a tale of two markets. In December, we see the normal contango we almost always see in the VIX curve, the upward slope that creates so many trading opportunities. Fast forward to January and we see a flattened term structure, which is an anomaly for VIX. This tells us the market is uncertain about both short and long-term risk, meaning that many position traders who use VIX options are temporarily on the sidelines. We fully expect the curve to return to its norm, which is in contago and with the return of contango, a return to the trading opportunities that have been temporarily negated by the abnormal term structure. Next, I will take a few minutes to discuss the 2015 initiatives, beginning with the opportunity for index options and futures trading overall. December 2014 Tabb Group study highlighted strong growth in U.S. equity index derivatives over the past 5 years and projected an additional lift of 6% this year. Over 90% of asset managers plan to increase use of equity index derivatives in 2015, citing market structure changes in the OTC and cash markets, as well as the inherent utility and versatility of the products themselves. Much of Tabb’s report corroborates our own observations and customer feedback. We also look to an ongoing macro shift from active to passive investments and more transparent index products as a powerful indicator and driver of continued growth in index trading at CBOE. Total dollars in passive investments more than tripled between 2004 and 2012 and are expected to triple again between 2012 and 2020, shifting from 11% of total assets under management in ‘12 to 22% by 2020. We expect this drive – we expect this to drive increased trading in index options and futures among fund managers who use these products to drive returns and hedge risk. We believe CBOE is uniquely positioned to benefit from the trends pointed to increased use of equity derivatives. Key to our strategy is expanding and leveraging partnership with index providers. We were pleased in December to enter into a licensing agreement with MSCI that enables CBOE to be the only U.S. exchange to list options on several well-known MSCI global indexes. We plan this quarter to launch options on the popular MSCI EAFE and MSCI Emerging Markets Indexes, with four others to follow later this year, pending regulatory approval. The global exposure afforded by MSCI Index products brings a new dimension to our index option franchise, which features options on prominent domestic indexes, including the S&P 500, Russell 2000, Dow Jones, and NASDAQ 100. Our MSCI partnership also provides us with the ability to create MSCI volatility products as a means to similarly bring global exposure to our VIX product line. In addition to forging partnerships with index owners, we continue to leverage our in-house product expertise to create proprietary index in options and futures. The ability to create our own products, such as VIX, puts CBOE on the licensor side of the equation, enabling us to create additional recurring revenues and extend our customer reach. As a result of our track record in product innovation and successful collaboration with index provider partners, CBOE not only brings new index products to the market, the market brings index product ideas and opportunities to CBOE. This virtuous loop enables us to offer our customers the world’s widest array of index option and volatility products and deep liquid markets in which to trade them. While product innovation is central to our unique value proposition, we are equally committed to mining the significant untapped opportunity in our current index product mix. In 2014, VIX trading volume increased by 8% over 2013, led by an increase in SPX Weeklys trading of 38%. It bears mention, given that we are frequently asked about the life cycle of growth in VIX trading that SPX volume increased at a compound annual growth rate of 16% over the last 10 years, a timeframe that represents years 21 through 31 in the life of SPX. More important, the aforementioned industry trends point to considerable headroom for increased trading in our flagship product. We plan to further grow SPX trading in 2015 through intensified educational efforts aimed at institutional investors, including OTC participants, fund managers, and overseas investors. We have mentioned in the past our ongoing educational efforts with the buy side, which despite the inherent leveraging and hedging power of SPX options has only begun to broadly embrace these products. After chipping away at this market for many years sometimes one pension fund at a time, we believe we are nearing an inflection point, where increased awareness in understanding of SPX options meets the opportunity created by the ongoing shift from active to passive funds and from OTC to listed equity derivatives trading. We recently commissioned a white paper on fund use of options, which found that options based funds have higher risk-adjusted returns and lower volatility. We have received great feedback on the paper from buy side customers in need of data-driven validation to increase their ability to use equity derivatives to manage funds. We will continue to expand our SPX marketplace globally in 2015. SPX options provide a means to take a position on the broader U.S. market with a single transaction and efficiency of particular appeal to overseas investors. This quarter we will enable a global customer base to more conveniently access SPX trading through extended trading hours. As announced this morning, the new SPX trading session will begin on Monday, March 9, following our launch of extended trading hours and VIX options beginning March 2. The new session for SPX and VIX options will run from 2 AM to 8:15 AM Chicago Time. Turning now to VIX Futures and options, further growing a thriving product line and marketplace is a major opportunity and priority for us. VIX Futures trading established a fifth consecutive record year in 2014 with average daily volume of 201,000 contracts, an increase of 26% over the previous year. VIX options trading – VIX options traded more than 632,000 contracts per day, a new record and an increase of 11%. Diversifying our VIX product line represents a significant means for CBOE to further define and expand the volatility space. On January 13, we began calculating and disseminating values for three new volatility indexes based on the prices of the most liquid FX options traded at CME, the dollar euro, dollar British pound, and dollar Japanese yen futures contracts. The new indexes offer the first ever measures of pure FX volatility and we look forward to developing tradable products based on them going forward. While we are excited about new products in the pipeline, we are also committed to developing markets for two important contracts launched last year. Short-term VIX VXST futures and options and Interest Rate VIX futures based on the CBOE/CBOT 10-Year Treasury Note VIX Volatility Index, VXTYN. We introduced VXST futures and options last year into what then became sustained headwinds of historically low volatility. Despite a slower than expected start, customer feedback confirms an appetite for short-term volatility trading and fuels our belief in the product’s potential. We will continue to work closely with end users, presumably under more favorable trading conditions to evaluate and adjust our approach as necessary. We view the November launch of VXTYN futures as the beginning of an ongoing opportunity to grow VIX trading, but caution that market is making inroads in trading is a longer term proposition. Interest rates represent an entirely new sector of volatility trading. Laying the tracks to reach and educate this new customer base will be an ongoing mission for our team. We look also to the opportunity to grow VIX trading overseas. After implementing near 24-hour trading in VIX futures last June, more than 9% of all VIX trading now takes place outside of regular U.S. trading hours. On days when there is breaking news outside of U.S. trading hours, we have seen that percentage rise to as much as 20%. With this quarter’s planned roll out of extended trading hours for SPX and VIX options, I am pleased to say that we will provide a growing worldwide customer base with increased access to our three fastest growing, most profitable products. We continue to leverage the efficiencies afforded by marketing a comprehensive index suite that enables market participants to hedge and trade global volatility, the global stock market, the broad U.S. stock market, and the U.S. small cap market and the world’s emerging markets. There are obvious synergies in using these products in tandem and develop and significant overlap among our customer segments. We leverage our marketing and educational efforts accordingly. We were pleased last year, for instance, to launch a newly enhanced cboe.com website as well as a new CBOE Mobile App that prominently feature our proprietary products. Both have tremendous reach and both will be further expanded in the coming year. This year, we will also expand our successful Risk Management Conferences, beyond the U.S. and Europe with the first RMC in Asia. RMC showcases our premium index products and attracts sophisticated and influential market participants who tend to be early adopters of new CBOE products and services. Embedded in all of our strategic initiatives are ongoing efforts to ensure that our systems are efficient, robust and secure. I am pleased to say we completed a major systems effort in the fourth quarter by separating CFE’s trading environment from CBOE, thereby greatly reducing the potential for any single point of failure in our marketplace. The continued rollout of extended trading hours and the implementation of numerous hardening and performance upgrades are priorities for us in 2015. Protecting the integrity of our markets is ingrained in all that we do. In December of 2014, we entered into an agreement with the Financial Industry Regulatory Authority, FINRA. Under that agreement, FINRA began to perform the majority of CBOE’s and C2’s options regulatory services on January 1. Alan will address the financial implications of the agreement, but I will note here that we believe the combination of FINRA’s regulatory independence and efficiency, with CBOE’s options regulatory oversight experience, further reinforces the integrity of our markets and investor protection. I will close here by noting that our record 2014 was the result of the sustained efforts and disciplined approach of our entire team to broaden access to our marketplace, expand our unique product set and grow our customer base. Our team’s ability to consistently advance these three strategic growth initiatives leaves us well positioned to meet the considerable opportunities on the horizon in this year and beyond. We couldn’t be more excited to build on that momentum. With that, I will turn it over to Alan Dean.
Alan Dean:
Thanks Ed. Good morning everyone and thank you for joining us. This morning, I will walk you through our fourth quarter results and then provide guidance on certain financial metrics for 2015. CBOE Holdings had another strong quarter, benefiting from more favorable market conditions and solid execution from our team. As outlined in the press release we issued earlier this morning, operating revenue was $166.5 million in the fourth quarter, up 17% compared with last year’s fourth quarter. Adjusted operating income was $88.8 million, representing an adjusted operating margin of 53.4%, up 220 basis points versus the fourth quarter of 2013. Adjusted net income allocated to common stockholders was $53.6 million, an 18% increase compared with 2013’s fourth quarter, while adjusted diluted earnings per share increased 23% to $0.64. Before I continue, let me point out that our GAAP results reported for the fourth quarter of 2014 include certain unusual items that impact the comparison of our operating performance. These items are detailed in our non-GAAP information provided in the press release and in the appendix of our slide deck. Turning to the details of the quarter, as this slide shows, the growth in our operating revenue was primarily driven by higher transaction fees. Transaction fees increased $23.7 million, or 24% from last year’s fourth quarter, due to a 15% increase in trading volume and an 8% increase in the average revenue per contract or RPC. Trading volume increased across every product category in the fourth quarter compared against both the prior year period and the previous quarter. Our blended RPC, including options and futures, was $0.34 compared with $0.316 in the fourth quarter of 2013. This increase mainly resulted from a shift in the mix of trading volume towards our highest margin products index options and VIX futures. The RPC in our options business increased to $0.284 compared with $0.275 in last year’s fourth quarter. The RPC on equity options and exchange-traded products declined by 9% and 16% respectively while the RPC on index options rose 5%. The RPC decline in the multiply-listed products was primarily due to an increase in volume discounts as market participants optimized the benefits offered in our fee schedule through higher levels of trading. On the futures side, CFE’s revenue per contract increased 3% to $1.62 from $1.57 in the fourth quarter of 2013, primarily resulting from a more favorable mix of trades by account type, as well as fee changes. As this slide depicts, the contribution from our highest margin index options and futures contracts accounted for 35.3% of total volume in the fourth quarter versus 33.8% in 2013’s fourth quarter. Converting the volume into transaction fees, you see that the index options and futures contracts accounted for 83.7% of transaction fees, up from 80.1% in the fourth quarter of 2013. Now, let me provide a few brief comments on some other revenue variables that influenced the quarter. Access fees were down about 5% compared with last year’s fourth quarter, primarily due to a decline in market maker permits. Looking ahead, we expect to see a similar decline for the full year 2015 and are projecting access fees to be down by about $3 million to $3.5 million this year versus 2014. Regulatory fees for the quarter increased $1 million compared with 2013’s fourth quarter, reflecting a higher rate for the options regulatory fee, as well as an increase in industry-wide customer trading volume. As we have pointed out in prior earnings calls, the revenue derived from these fees is only available to cover expenses we incur to carry out our obligations as a regulator. As a result, we make adjustments as needed to keep the revenue obtained from the options regulatory fee and related expenses in balance. For 2015, we expect regulatory fees to go down by about $2 million to $2.5 million due to the elimination of fees related to CBSX, our stock exchange which ceased trading in 2014, and a lower options regulatory fee rate compared to 2014. Now, let me turn to expenses. This slide details total adjusted operating expenses of $77.7 million for the quarter, an increase of $8.5 million or 12%, compared with last year’s fourth quarter. Adjusted expenses for the fourth quarter of 2014 exclude $1.9 million of severance expense, which relates to the outsourcing of the majority of our regulatory services to FINRA. Turning to core operating expense, this slide details fourth quarter core expense of $46.5 million. This represents an increase of $2.6 million or 6% compared with the fourth quarter of 2013, primarily due to higher expenses for outside services. The increase in outside services was mainly due to higher costs for legal expenses and contract services. The increase in legal expenses reflects the recognition of an insurance reimbursement in the fourth quarter of 2013, with no corresponding benefit this year. Volume-based expenses, which include royalty fees and trading volume incentives, were $20.2 million for the quarter, an increase of $3.9 million, or 24%, primarily reflecting a $4.2 million increase in royalty fees. The increase was mostly due to higher trading volume in licensed products, which include index options and VIX futures. In addition, royalty fees included higher fees associated with our market data sales and fees linked to certain order flow for contracts directed to CBOE. Effective for 2015, we are making some adjustments to royalty fees to improve its alignment with the trading volume of licensed products. Going forward, the fees linked to order flow will be reported as contra-revenue offset against transaction fees. This change should result in a more consistent metric for modeling royalty fees and better align the trading volume for licensed products with royalty fees. Taking these reclassifications into account, we expect the royalty fee rate per licensed contract traded to be just under $0.15 for the year, reflecting a rate of about $0.14 for the first quarter and $0.15 in subsequent quarters in 2015. Volume from all index options contracts traded, VIX futures and any other licensed contracts should be taken into account for this expense projection. Our GAAP effective tax rate for the quarter was 41.2% versus 36.1% in last year’s fourth quarter. The increase in the effective tax rate for the quarter was primarily due to tax adjustments related to changes in our assessment of uncertain tax positions and a lower benefit from discrete items versus the prior year quarter. Excluding the tax adjustment related to a prior period, which is included in our non-GAAP adjustments, the effective tax rate was 39.4% compared with 36.1% in the fourth quarter of 2013. Let’s turn now to a few highlights related to – relating to our balance sheet and capital allocation. In 2014, we generated more than $263 million in cash from operating activities, which enabled us to return more than $67 million to shareholders through regular dividends, $44 million through a special dividend and more than $177 million through share repurchases. Through share repurchases, we reduced shares outstanding by 3% in 2014. Since our share repurchase program was implemented in August of 2011, we have reduced our shares outstanding by 6%. Our capital position remains strong, ending 2014 with cash and cash equivalents of $148 million. Our approach to capital allocation remains unchanged. We look first to fund the growth of our business and then to return capital to our shareholders through sustainable quarterly dividends and share repurchases. At December 31, we had $90 million remaining on our share repurchase authorizations. We consider both dividends and share repurchases important in providing additional value to our stockholders. Few days ago, we announced that we declared a dividend of $0.21 per share for the first quarter of 2015. Now, I will provide some guidance for you to consider as you refine your models for 2015. Looking at core expenses for the full year 2014, we came in at about $189 million, in line with our guidance range of $186 million to $190 million, which we provided back in August. For 2015, we expect core expenses to be in a range of $195 million to $199 million, an increase of 3% to 5% versus 2014. This increase primarily reflects higher expenses for data processing, business development, which is included in travel and promotional expense, and outside services. In addition, we expect a reduction in employee costs as a result of our regulatory services agreement with FINRA. As Ed noted, CBOE and C2 entered into an agreement with FINRA to perform the majority of the exchanges regulatory services. As part of this agreement, many employees of CBOE and C2 transitioned to FINRA in late December. As a result, in 2015 you will see our employee cost decrease and outside services increase. Our core expense guidance anticipates a net reduction in employee costs of approximately 8% or $10 million with a net increase in expenses related to outside services of 45% or about $14 million. While there are other variables impacting these line items, the FINRA agreement is the most material. The net increase in employee costs for 2015 represents staff reductions resulting from the FINRA agreement net of increases for staff additions, merit increases and incentive compensation. Adjusting for the impact of the FINRA agreement, employee costs would increase and outside services would be relatively unchanged in 2015 compared with 2014. Under our agreement, FINRA will utilize CBOE’s regulatory software over a transition period. As a result, we are accelerating the depreciation of certain regulatory software to be fully depreciated at the end of this period, which will add about $3 million to depreciation and amortization expense in 2015. Continuing stock-based compensation, which is included in core expenses, is expected to be about $12 million for the year. The decrease versus 2014 is due to the final vesting in June of 2014 of stock awards granted in 2010 following our IPO, offset somewhat by new grants awarded. Depreciation and amortization expense is expected to be between $46 million to $48 million, reflecting capital additions in 2014 and the accelerated deprecation for regulatory software I referenced earlier. 2015, capital spending is expected to be between $37 million to $40 million, down somewhat compared with the $50 million we spent in 2014. The heightened level of spending in 2014 supported our efforts to harden our systems. In 2015, the majority of our capital will continue to be used to enhance the efficiency and integrity of our trading systems. Finally, our effective tax rate is projected to be between 38.5% and 39.5% for 2015. In closing, 2014 was a great year and we enter 2015 well-positioned to continue to deliver solid results, while also continuing to invest for long-term growth. I am very optimistic about the opportunities before us and look forward to updating you on our progress throughout the year. Thank you for your interest in CBOE. And I will now turn it back to Debbie, so we can take your questions.
Deborah Koopman:
Thanks, Alan. At this point, we would be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everybody and feel free to get back in the queue and if time permits we will take second question.
Operator:
Thank you. Yes, we will now begin the question-and-answer session. [Operator Instructions] And the first question comes from Rich Repetto with Sandler O’Neill.
Rich Repetto:
Good morning, Ed. Good morning, Alan.
Ed Tilly:
Good morning, Rich.
Alan Dean:
Hi, Rich.
Rich Repetto:
I guess, Ed, thanks for the comments and color on the VIX term structure upfront. And I guess that’s my question is if you look at volatility, the volatility levels now were at pretty high levels, at least for the VIX, but we are not seeing like, if you look at your index option, as well as the VIX futures, they are not at commensurate high level as what you saw in the – it’s more like 2Q or 3Q or a little bit above. And I know you pointed towards the VVIX before, and that’s still running at 100. So, I guess this new tool helps us to sort of understand it, but are you saying that we would actually need a decrease in short-term volatility to see pickup in these index options and VIX futures?
Ed Tilly:
Well, Rich, no. What we are saying is not necessarily a decrease in the front month, but rather this could be the new norm. If 19 is our new normal, I would anticipate them the back end of the curve slopping upward toward the mid 20s, 22, 23, 24, 25, that’s a pretty normal spread we can still remain in contango. So, what is unusual is just the flat shape? We don’t see that very often. I think you have to go back to 2008, 2009 to see this flat curve. Now, all of that said Rich, it’s about 3 weeks worth of data. So, we didn’t see this in December. We have just seen this in January. So, primarily just focusing on VIX options strategy, those are the users on the sideline. VIX futures while we saw some pretty terrific calendar spread trading pickup throughout the year, last year, there is very little attractiveness to trading that calendar when the difference between front month and October is less than a point. You really don’t trade in and out of that curve. So, what we have seen in VIX futures though to pickup the slack and why that’s still up month over a year is because the day trader is trading with much more frequency, because of the higher VVIX, but we have that calendar spread around the sideline in the futures. We have the term structure, the trade rolls up and down the volatility curve on the sideline in the options. That said, all the terrific backdrop for us in the flagship SPX which traded almost 1 million contracts a day in January, we have never seen anything like it before. So, the complex itself, trading the 500, hedging your exposure to the 500 is still very robust, we are pretty pleased with it overall. And I think a return to a normal shape of the curve brings back the VIX options trader and the calendar futures trader, while we are going to rely on the active day trader and the VIX futures in the meantime.
Rich Repetto:
That’s very helpful. I think that gives sort of the segment of the different traders. Thanks. And I hope you watched that little game this past Sunday night.
Ed Tilly:
We did indeed. Rooting for you.
Rich Repetto:
Thank you.
Operator:
Thank you. And the next question comes from Michael Carrier of Bank of America Merrill Lynch.
Michael Carrier:
Thanks guys. Alan, maybe first a question for you, I think I understand what you were saying on the royalty fees, but I just wanted to make sure things weren’t changing, just the way that the calculation we will be looking at going forward will be on a contra basis, meaning the fees that you are paying into the market that’s not changing. And then just in kind of tandem with that, when you think about pricing just in general, whether it’s on the transaction side, the access side, market data, it seems like throughout the industry we are in a period where pricing is showing some signs of improvement, meaning the exchanges have more power. So, just wanted to get your take? I know you guys have done things in the past, but just wanted to get your take on how you see the dynamics in the current environment?
Alan Dean:
Yes, good morning Mike. Good question. Yes, to clarify the royalty fee issue, no, nothing new there. We are just taking out small amount of dollars that we showed as royalty fee expense and moving it up to transaction fees. And that item when we left it in royalty fees, sometimes messed up the correlation between royalty fees and the index and futures volume. And so just by moving it up, we think that will improve the correlation between that and nothing is new. And so the $0.14 in the first quarter, $0.15 for the rest of the year and that’s I think for the fourth quarter, we are at $15.2. So, you can see the impact of the dollars that are moving up to transaction fees. The impact on RPC, this is multi-list contra revenue that I am moving up to the revenue side. It will have a really small impact on RPC, a few tenths of a percent, a few tenths of a cent. So, that was the idea there. Now, on pricing, actually I have been saying this for a while and I am feeling better about it as time goes on. The way I look at pricing right now on the multi-list side, yes, there has been certainly stabilization in those line items. And that’s great. I think maybe we have all gotten it that dropping price may yield short-term gains in market share, but in a long run, competitors match and everybody is out revenues. So, on the multi-list side, it’s stable going forward. On the index options side, we have been able to acquire a few cents of RPC there over the past couple of years, but I would model stable pricing in that category going forward. And VIX futures, because of the size of the contract, it’s so large. The notional value that VIX future is so large, there is more room to move up there and you saw that. If you look at historical pricing there, I think you will see an increase in pricing in VIX futures. But we are very deliberate in what we do on pricing. These – the growth curves of SPX, of VIX options, VIX futures is so fantastic that what we don’t want to do is turn anybody off to these products because of fees. So, we are very careful about what we do there. I would much rather have an increase in revenue driven by volume rather than fees. So, that’s how I am viewing fees going forward.
Michael Carrier:
Okay, thanks a lot.
Alan Dean:
Sure, Mike.
Operator:
Thank you. And the next question comes from Alex Kramm with UBS.
Alex Kramm:
Good morning, everyone. I just want to ask about market participants and growth in that regard. When we talk to people, index traders and things like that, it sounds like the last 6 months have seen a little bit of a slowdown in I guess what those guys are seeing in terms of new people connecting and trading. So, just wondering if you are seeing the same things or if it’s more like market-driven in terms of maybe the lead time of somebody like looking at the product set and then getting live is it’s taking a little bit longer or maybe different market participants just taking longer or moving elsewhere, because other areas look a little bit more exciting right now, so maybe flesh it out a little bit? Thanks.
Ed Provost:
Hi, Alex, it’s Ed Provost. So, as you know and we have discussed this, we have very, very experienced team both on the futures and the securities side engaging buy side clients, mostly institutional, some retail on a regular continuous basis both domestically and abroad. We evaluate the messages that are brought back on a regular and ongoing basis. We see as Ed mentioned, the little slowdown in the VIX options is very much being market conditions driven, no lack of enthusiasm, no lack of interest, still increased connectivity, especially on the futures side. So, we are – we continue to be very optimistic. We are looking at record attendance at our Risk Management Conference coming up in March, where we speak solely about the products that are proprietary to CBOE. So, we are – we couldn’t be more optimistic about not only the current user base, but those parties in particular pension space, who have not historically used our products, but who are adapting to using our products in the future.
Ed Tilly:
Yes. I think also Alex this is an opportunity for us now with broadening the products that we are bringing globally. You couldn’t be more excited about a March launch and announcing that today for VIX options and SPX options. It really allows the team to get out there. And then of course MSCI to really offer to a growing customer base CBOE’s growing set of unique products only to CBOE. So, you may hear a more tempered approach but our sales guys couldn’t be more excited. And I think there is enthusiasm around both the ETH launch for options and MSCI in broadening our reach for global hedging.
Alex Kramm:
Alright, very good. Thank you.
Ed Tilly:
Thanks Alex.
Operator:
Thank you. And the next question comes from Chris Allen with Evercore.
Chris Allen:
Good morning guys.
Ed Tilly:
Good morning Chris.
Chris Allen:
I appreciate the color on then VIX term structure. And you referred that the last time you saw this happened was back in ’08, ’09, I am wondering, A, how long it lasted back then. B, what should we be looking at as indicators for potential change, is VIX open interest a good indicator for a change in the current environment right now that’s continuing to decline in January and February, will that start to pick-up and start to see it lengthening out, I mean a change in the term structure, any color there would be appreciated?
Ed Tilly:
So, it doesn’t last long, just like when we see spikes when VIX in that normal upward slope contango, when we see spikes in backwardation where the front month is higher than the back months, that doesn’t last long either. Again, this is a very small data set of basically the last few weeks. What I would point you to similarly what we pointed you to in May is go to our CFE website. You get to see the term structure real time, the futures prices are up there today. They are up there every day in real time. And you can see basically 19% to 20.5%, 20.75% over the next 10 months, which is really, really flat. So, you will either see a new normal at 19% and upward slopping into the mid-20s or you will see the front month coming down. I can’t predict that. We use real prices of the S&P 500 options. And when those settle, you will see a change either to the front month, or you will see a new norm and the back month will tick up. I can’t predict time, I would say that a very unusual from a trader’s perspective to see moves in the S&P 500 of 3% or so in a given week, that’s really, really unusual. We have had – any given day, we can move 20 handles, that is historically, unsustainable. But again, I can’t predict the future. I use real prices like everyone else when I look out over that term structure. The website will tell you, will give you a pure good look into what those that are insuring the 500 are willing to pay for insurance.
Chris Allen:
Got it. Thanks guys.
Operator:
Thank you. And the next question comes from Christian Bolu with Credit Suisse.
Christian Bolu:
Good morning guys, thanks for taking my questions. On extended trading hours, clearly it’s been a big success in the futures world. As we think about SPX and mortgage securities world, is there any difference in the customer base or behavior that would mean extended trading hours are more or less successful relative to the experience with futures?
Ed Tilly:
Yes. I think the difference is really the futures industry is we didn’t introduce extended trading hours in the futures industry. We picked up an industry who is used to trading around the clock. For example, Globex has been opened 24 and three quarter hours for quite some time. We love that, we follow that model and have been very successful in trading VIX futures in non-U.S. trading hours. Uniquely, now CBOE will launch on the security side, SPX options and VIX options. So there is a difference. There is a different user base. We are excited about it. Our most active traders are looking forward to the launch. We have got liquidity providers testing with us and ready to provide some really meaningful quotes. So it is different, it is unique. CBOE paving the way again for introducing and allowing access into the U.S. market in the non-U.S. trading days. So I would point out the biggest difference is the futures users are used to this and the securities guys this will be new and CBOE is bringing that to the marketplace.
Christian Bolu:
Great. Thank you.
Operator:
Thank you. And the next question comes from Kenneth Hill with Barclays.
Kenneth Hill:
Hi, good morning Ed, good morning Alan.
Ed Tilly:
Good morning.
Alan Dean:
Good morning.
Kenneth Hill:
I wanted to talk a little bit about the new products. So I would assume getting a new product off the ground, if you are going to need some buying from not only market participants as well as guys like market makers and liquidity providers there. What do you guys see as impediment to partnering up with dealers and market makers to come in and back new products like the 10-year VIX. And what kind of things can you guys do on your end to help incentivize them to get in and make markets for those new products and get them off the ground. And I guess on a related note, are there certain products that are more difficult to get buy-in for versus others?
Ed Tilly:
Yes. So, let me start, I am going to turn it over to Ed Provost, there certainly are ones that come more naturally to us and ones that present a bigger challenge. What we said on the launch of the 10-year is getting into the fixed income space is new to us. It’s new to our liquidity providers and it’s going to take a longer lead time. What’s more natural obviously is extending trading hours in products that are in our core, SPX options and VIX options and extended trading hours, different challenges, but once that we are much more comfortable with. I would point out that you mailed, we need to launch new products, first with liquidity. And as we go back and look at our successes, it’s because we have got anchored tenants posting liquidity from the opening bell to the closing bell in meaningful quality markets. And without that, new products are not setup to succeed. We think we do a very good job of that. But I will turn it over to Ed and he can touch on some of what we are hearing from his business development guys.
Ed Provost:
So, yes, just add to what Ed said, it really is a balance of the liquidity provision and getting order flow providers prepared for and to promote the use of the products. VXTYN, whole new product set for us, a much bigger challenge in getting continuous liquidity in that product, but we have gotten that going that we think pretty well. MSCI products pretty much are consistent with our current mainstream products, won’t be a big challenge. Extended trading hours in VIX and SPX options, we have three dedicated DPMs starting at 2 AM, we feel very, very good about that. So it has a lot to do with the product and the space that we are operating in. The closer it is to our historical product line, the better it is, the newer it is, the greater the challenge. And that’s true on the order flow side as well. The users of the VXTYN, a different user set for us. So, new people to meet, lots of more – lots of greater challenges in engaging that audience as opposed to again MSCI products which is basically the same user set that we are running into all the time at our Managing Directors Conference. So, different products present different challenges. As we look to diversify our product set, we will find ourselves engaging new users both on the liquidity provider side and the order flow side. But, we have recognized that and we are well equipped to handle both.
Kenneth Hill:
Great. Thanks for taking my question.
Operator:
Thank you. And our next question comes from Patrick O'Shaughnessy of Raymond James.
Patrick O'Shaughnessy:
Hey, good morning guys.
Ed Tilly:
Good morning Pat.
Patrick O'Shaughnessy:
So, a question on the market data fees line. You guys are seeing some really nice growth in that area, kind of in the first half of 2014 and I think you attributed a lot of it to growth in your futures exchange market data, is that something do you think there is still some more upside left, because it seems like you obviously have a very viable property and there is probably more ways that you can monetize that?
Ed Tilly:
Yes. That’s a great question Patrick. In 2014, we saw three things happen in market data fees. First of all, we had an increase in market share and that drove our operating revenue. So, operating revenue is driven by each exchange’s share of industry options trade. So, that was a big driver in 2014. But we also saw some pricing changes affect that line item and that drove another although other smaller part of the increase. But the other two items that were drivers were CFE, our futures exchange market data fees, which we continue to see growth in and our own streaming markets that we sell. So, the largest part was operating revenue, but we are seeing growth on CFE and our streaming market side as well.
Patrick O'Shaughnessy:
Great. Thank you.
Ed Tilly:
Sure.
Operator:
Okay. Thank you. And the next question comes from Niamh Alexander with KBW.
Niamh Alexander:
Hi. Thanks. It’s Niamh Alexander. So and just on the MSCI and it’s quite a well known index. So, it could be a pretty exciting opportunity. Can you just help me think about how you are thinking about framing the product? Is it going to be primarily an electronic index? Is there an opportunity to kind of create something like the S&P with the pits? There already are ETFs or options on ETFs in place right now for MSCI products, but just help me think about how you are looking to? And right now I guess you haven’t ruled it out, but should we be thinking about this as being similar to your index options in terms of the pricing and whatnot?
Ed Tilly:
So, I will let Alan talk to you about pricing, but I think you have nailed it. So, think of the success that we have had when we have looked at SPY. And as the SPDR ETF trader grows the size of the trades the complicated, the sophistication of the strategy, we have talked to those traders to move into the SPX. So, think of that in the exact same way. The MSCI contracts will be much larger notional value, cash settled European exercise. So, think pro, once you have begun and had success trading that ETF, we want to move those traders into the much more professional sized trade that will be offering options on for MSCI. So, exact same way. So, look to SPDR, look to SPX, and that’s what we hope to accomplish with the large institutional size contract that we are going to be introducing. Alan, on pricing?
Alan Dean:
Yes, I am looking pricing on these products similar to what we are experiencing in our index option side right now. So premium pricing, their license products and we will extract more value from those than we would on our multi-list side.
Niamh Alexander:
Okay. And it’s first quarter rollout, right?
Ed Tilly:
Yes.
Alan Dean:
Yes.
Niamh Alexander:
Okay, fair enough. Good luck with it.
Operator:
Thank you. And the next question comes from Chris Harris with Wells Fargo.
Chris Harris:
Thanks. Hi, guys. A quick question on the slide you guys have there on the passive assets, I thought it was kind of pretty interesting, but wondering if you could help us out a little bit more maybe trying to frame the opportunity there. Do you guys know how much derivatives a typical passive fund actually utilizes? And I ask that if you look at the expectations for 2020, $23 trillion of assets, maybe if it’s 5% that use derivatives that might help us frame up the market share a little bit better?
Ed Tilly:
I can’t pinpoint exactly by strategy or by fund. I think what TAB points out that we are so excited about is the trend to what is basically the core for CBOE is really predicting that the hedging ability on the macro side and using these funds and the increase in the assets in these funds should line up well for CBOE’s complete suite, whether it’s the 500, whether it’s growth stocks in the Russell, whether now with MSCI with the trillions benchmark to MSCI, we think those benchmarks and those assets under management is going to grow. And we then see the continuation and the engagement of whether it’s on volatility related to those funds or the straight out hedging that we see today just growing over time. Ed?
Ed Provost:
Yes. So, I will add to that, Chris. Take a look at the white paper. It really is an impressive study of the fantastic growth of funds utilizing option strategies and the fact that people can increase returns. And in some cases, it actually reduced risk at the same time. So, I think that gives an addition to the TAB study a great perspective on the – on what I will call another form of the institutional use of options. We speak oftentimes about the pension space, but the fund space has grown fabulously as that white paper pointed out.
Ed Tilly:
Yes. And then one more thought, I mean that’s the U.S. approach and I think the trend is just beginning globally and picking up exposure for us with MSCI really allows our guys to go out and we have gotten out two risk management conferences outside of the U.S. That’s just beginning for us. So, in our business development guys and our teachers go out, the suite now in attracting not just U.S. exposure and hedging that in funds, but rather now being able to use MSCI and that suite of products, it really opens a lot more doors for us.
Chris Harris:
Great. Thanks, guys.
Operator:
Thank you. And the next question comes from Brian Bedell with Deutsche Bank.
Brian Bedell:
Hi. Good morning folks.
Ed Tilly:
Good morning.
Alan Dean:
Good morning.
Brian Bedell:
Good morning. Just a question on the options, both multi-list and index options market share, obviously there has been some shift around with MX losing some share to Batz. Just wondered if you would comment on, first of all, whether that will have any impact on you? And then just looking at February, I know it’s only a couple of days in, but it looks like you have some lighter share in the index side and then little bit on the equity side. So, if you can maybe just – and maybe that’s just too early, but if you could just comment on those trends? And then just the timing of the MSCI launch and when you expect that to be material through revenue?
Ed Provost:
So, Brian, Ed Provost. MSCI launched I think end of first quarter and revenue impact obviously beginning there and going forward. As to the market share situation, been pretty stable, multiply-listed options very much in the 20%, 21% leading the group. We like the business. It’s not on a revenue per contract basis nearly as lucrative as our proprietary products, but we like the business. We compete aggressively and we feel as though we are optimizing revenue in that space. Our overall market share was obviously going to ebb and flow more based upon the activity levels than our proprietary products, but the market share wise, we like our position, it’s strong. And in my perspective, as it’s been pretty stable for a good number of months, I don’t read anything quite frankly into the early February numbers, but we feel – so this will be a strong market share year for us.
Brian Bedell:
Okay, great. And then just RPC trends would be moving if we have softer volumes in 1Q that would be beneficial for RPC from a volume threshold basis on the options?
Ed Tilly:
Well, you have to think about, Brian, mix. And so if you saw softer volumes and equity options and ETF options, but SPX and VIX and VIX futures remains strong than our overall RPC is going to jump. And conversely, if you saw an incredibly strong equity in the ETF category, it would negatively impact our overall RPC. I talked about RPC by category a few questions ago and so that’s how we are looking at our PC today.
Brian Bedell:
Yes, okay, great. Thanks very much.
Operator:
Thank you. And the next question comes from Ken Worthington with JPMorgan.
Ken Worthington:
Hi, good morning.
Ed Tilly:
Good morning.
Ken Worthington:
If I calculated correctly, operating margins about 53.5% or so, I think that’s the highest we have seen. And you have a number of initiatives that continue to play out extended trading hours, product extension and so on. But as we think about the groundwork for growth, say over the next 5 years, just looking at the increase in margin, so call it high-quality problem. Are you investing enough or maybe is pricing really optimized to maximize revenue and revenue growth or maybe the answer here is the right margin level for CBOE is not really 50%, but it’s really closer to 60%. So, as we think about this improvement in margins, what’s kind of the right way to frame how we should think about this going forward?
Ed Tilly:
We don’t manage the operating margin although, it’s a byproduct and it’s a formula. And I am going to be stating some things that I am sure are obvious to you, but it starts on the revenue side, coming up with proprietary products that we can charge premium pricing on maximizing the growth rate of our current product suite. I think we are doing that for education and business development efforts, other business development efforts there and that driving revenue, looking at fees and fees is much an art as it is a science. We have to be careful about what we do in fees and all of our product categories. And we think we are – but we want to maximize that revenue. In VIX futures, it’s possible to increase those fees, but I don’t want to do something that would stop the next big futures firm from trading VIX futures. I just wouldn’t want to do that. So, that’s part of the equation. The other part is the expense side and the leverage that margin doesn’t work unless we do the right job on the expense side. And I think we have a pretty good history of controlling expenses. I think our guidance for next year is – it should be no surprise to anyone, it’s I have always said 3% to 5% year-over-year on core operating expenses, that’s how it’s looking for next year again. And if we see volume downturns, we respond. And for instance in 2014, our initial guidance was in the mid 190s and we saw a volume downturn in the late spring and into the summer. We have responded by pretty dramatically cutting cost and lowering our guidance for the year. So, that’s the formula. I don’t guide to an operating or I don’t have a target for an operating margin number. All the pieces underneath have to be watched and worked on. And if we do the job there, then the operating margin works.
Ken Worthington:
Great. Fair enough. Thank you very much.
Operator:
Thank you. And the next question comes from Akhil Bhatia with Rosenblatt Securities.
Akhil Bhatia:
Good morning. My questions have been asked and answered. Thank you.
Ed Tilly:
Thanks, Akhil.
Alan Dean:
Thank you.
Operator:
And the next question comes from Neil Stratton with Citi.
Neil Stratton:
Good morning. Thanks for taking my question. I am sorry to do this, but I just want to come back to the January dynamics one more time. And most of the comments about the term structure were, I think, focused on the options. So, I just want to ask a question about the VIX futures. And the open interest does seem at sort of lower levels versus prior periods. I just want to see what are some of the dynamics behind it? And is there any impact specifically from the ETP market? Thanks.
Ed Tilly:
So, yes, back to the same answer. So, VIX options are priced off of VIX futures. So, you are right to point out the futures, that’s basically that flat curve. What we used, if you look at the history and the growth of VIX futures, we began with a hedging vehicle for our market makers trading VIX options. You are right you point out the ETP growth driven by major institutions offering their customers sponsored ETPs that were designed to replicate exposure to various portions of the volatility curve. That growth was terrific and it really moved us to the next level. We picked up calendar spread traders and day traders as the daily volume got to a critical mass we are able to attract them. So what continues and what’s fallen away in a flat curve? What’s fallen away a bit is the calendar spread trader. As I said, there is roughly a point maybe between front month and October, so not really attractive trading in and out of calendars at this point, but what has really served us well is being able to attract that day trader with the volatility of volatility or VVIX up about 100. The day trader has more than compensated for the lack of interest from a calendar spread trader and we are up obviously this year about 220,000 to 225,000 contracts a day on the futures side. So, we think both the ETP, the calendar spread trader come back as the term structure changes and we think the VIX options trader comes back as well. I don’t know if that answered your question, but that’s the difference between the futures, why we still see the futures volume growing is because we have this day trader. It is very, very active in a 100 VVIX environment.
Neil Stratton:
Sure. Thanks very much.
Ed Tilly:
Sure.
Operator:
Thank you. And we have a follow-up question from Alex Kramm with UBS.
Alex Kramm:
Hello again. Just one quick one on the extended trading hours, you might have mentioned this, but is the pricing expectation the same one as well for index options, given that you might have some more traditional users versus market makers, HFTs things like that or is it comparable?
Ed Tilly:
I think the same.
Alex Kramm:
Easy enough. Thank you.
Operator:
Thank you. And as there no more questions at the present time, I would like to turn the call back over to management for any closing comments.
Deborah Koopman:
Thank you. I want to thank everybody for their interest in CBOE and I am available all day if you have any follow-up questions. Thank you.
Operator:
Thank you. Your conference is now concluded. Thank you for attending today’s presentation. You may now disconnect.
Executives:
Deborah Koopman - Vice President of Investor Relations and Analyst Edward T. Tilly - Chief Executive Officer, Director, Member of Executive Committee, Chief Executive Officer of Chicago Board Options Exchange and Chief Executive Officer of C2 Options Exchange Alan J. Dean - Chief Financial Officer, Executive Vice President of Finance & Administration and Treasurer Edward L. Provost - President and Chief Operating Officer
Analysts:
Richard H. Repetto - Sandler O'Neill + Partners, L.P., Research Division Alex Kramm - UBS Investment Bank, Research Division Patrick J. O'Shaughnessy - Raymond James & Associates, Inc., Research Division Kenneth Hill - Barclays Capital, Research Division Christopher J. Allen - Evercore Partners Inc., Research Division Michael Carrier - BofA Merrill Lynch, Research Division Jillian Miller - BMO Capital Markets U.S. Kenneth B. Worthington - JP Morgan Chase & Co, Research Division Brian Bedell - Deutsche Bank AG, Research Division Alexander Blostein - Goldman Sachs Group Inc., Research Division Chinedu Christian Onwugbolu - Crédit Suisse AG, Research Division Christopher Harris - Wells Fargo Securities, LLC, Research Division Neil Stratton - Citigroup Inc, Research Division Robert Rutschow - CLSA Limited, Research Division Niamh Alexander - Keefe, Bruyette, & Woods, Inc., Research Division Gaston F. Ceron - Morningstar Inc., Research Division
Operator:
Good morning, everyone, and welcome to the CBOE Holdings Third Quarter 2014 Earnings Conference Call. [Operator Instructions] Please note, this event is being recorded. I would now like to turn the call over to Debbie Koopman, Vice President of Investor Relations. Please go ahead.
Deborah Koopman:
Thank you. Good morning, and thank you for joining us for our third quarter 2014 earnings conference call. On the call today, Ed Tilly, our CEO, will provide an update on our strategic initiatives for 2014; then Alan Dean, our Executive Vice President and CFO, will review our third quarter 2014 financial results. Following their comments, we will open the call to Q&A. Also joining us for Q&A is our President and COO, Ed Provost. In addition, I'd like to point out that this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. As a preliminary note, you should be aware that this presentation contains forward-looking statements which represent our current judgment on what the future may hold. And while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, after this conference call. Now I'd like to turn the call over to Ed Tilly.
Edward T. Tilly:
Thank you, Debbie. Good morning, and thank you for joining us today. I'm pleased to report that CBOE posted solid financial results for the third quarter and continued to deliver long-term value to our stockholders and market participants. Trading volume for the quarter in options and futures at CBOE Holdings averaged nearly 5 million contracts per day, up 2% from the previous quarter and 7% from third quarter in 2013. We subsequently saw a significant uptick in October when volume in futures and options at CBOE Holdings surpassed 7 million contracts daily through the 29th, an increase of 40% over year-to-date average daily volume of 5.13 million contracts through September. I'll circle back to October's increases in a moment. Volatility remained relatively low in the third quarter, but with intermittent spikes as the quarter progressed. We saw CBOE Volatility Index, VIX options volume increase 6% year-over-year and decrease 10% from the previous quarter. Average daily volume in VIX futures rose 35% from the third quarter last year and 19% from the previous quarter. Average daily volume across our S&P 500 Index option complex was up 8% sequentially and 10% from the third quarter in 2013. Average daily volume in SPX Weeklys, the fastest-growing product in that complex, was up 24% from the previous quarter and 54% year-over-year. In last quarter's call, we noted 4 indicators that trading in VIX futures appeared to be poised for invigorated growth as volatility returned to the marketplace; an increased demand for VIX futures market data; a shift in customer mix toward more active participants; an increased number of new trading permit holders at CFE; and increased participation afforded by 24-hour trading in VIX futures. In October, as higher volatility returned to the marketplace, trading volumes soared in index options and futures, including our VIX, SPX and Russell suite of products. VIX future's average daily volume through October 29 jumped to over 339,000 contracts, up 89% month-over-month and 86% year-over-year, setting new monthly, weekly and single-day highs. October to date, VIX options volume increased 62% from the previous month and 22% from October 2013. Year-to-date through October 29, VIX options trading is up 14% and VIX futures are up 25% over last year's record pace. Additionally, trading and options on the Russell 2000 Index rose 36% year-over-year and 49% sequentially in October. SPX options volume in October increased 44% year-over-year, while SPX Weeklys volumes grew 49%. Year-to-date through October, trading on our SPX complex is up 6%, and trading in SPX Weeklys is up 39% from last year's record pace. So now an update on our strategic initiatives for 2014. Leveraging and developing proprietary products, broadening our customer base and optimizing revenue in commoditized products, while maintaining the highest standards in market regulation. In order to cultivate a growing worldwide user base, we extended trading in VIX futures in June to nearly 24 hours. Over 9% of all VIX futures trading now takes place outside of regular U.S. trading hours. On particularly volatile days, we've seen that percentage rise above 20%, a reminder that in the midst of economic or political uncertainty, the global marketplace turns to CBOE to trade volatility. Looking ahead, we plan to extend trading hours for SPX and VIX options in the first quarter of 2015. Although we intended to launch these initiatives by end of this year, additional time was required to complete the regulatory approval process. The new trading session for SPX and VIX options will run from 2 a.m. to 8:15 a.m. Central Time Monday through Friday. Diversifying our Volatility Index product line represents a significant opportunity to expand trading in the CBOE marketplace. I'm happy to report that we're less than 2 weeks out from launching our next tradable VIX product, futures on CBOE/CBOT 10-year U.S. Treasury Note Volatility Index. VXTYN, the first index to measure volatility of U.S. government debt, applies CBOE's fixed methodology to futures options data from CME Group's 10-year U.S. Treasury Note contract, the most actively traded U.S. Treasury futures. VXTYN futures will enable market participants for the first time to target and manage interest rate volatility with the efficiency afforded by a single product. In preparing for the launch, we've worked closely with and received encouraging feedback from market participants most likely to trade VXTYN futures. These include mortgage-backed security investors and other large credit managers, bond funds, hedge funds, volatility, arbitrage firms and global macro participants looking to act on upcoming monetary policy announcements or to capture pricing anomalies between fixed income and equity volatility. We are also encouraged by the interest we're seeing among ETP issuers as well as from European and Asian customers who have exposure to U.S. rates either directly or indirectly. We view the launch of VXTYN futures as the beginning of a significant and ongoing opportunity to grow Volatility Index trading. The market for interest rate derivatives, by far the largest OTC asset class, is estimated to be 40x the size of the equity market in terms of notional value outstanding. While I would caution that making inroads in this market will take time and an ongoing educational push, we're thrilled to begin the journey, which we expect will lead additional avenues for VIX product development going forward. Moving on now to market share. In September 2014, CBOE and C2 accounted for 29.1% of all options traded, down from 30.4% in June. CBOE continues to lead all 12 options market by a margin of several percentage points in both multi-listed options and total options traded, accounting for 27% of total options that traded in September versus 28.4% in June. In multiply-listed options only, CBOE's market share was 20.5% in September, down slightly from 20.7% in June. As announced in the third quarter, we are in discussions with the Financial Industry Regulatory Authority on a potential agreement for FINRA to provide regulatory services for CBOE and C2. FINRA currently provides regulatory services to 10 of the 12 option markets. If CBOE and FINRA reach a final agreement, and subject to regulatory review, it's expected that most of our regulatory services division and certain support staff will transition to FINRA. CBOE would maintain an in-house regulatory team which will work closely with FINRA in an oversight role. Importantly, CBOE and C2 would continue to operate as SROs and to work closely with the SEC. We would remain committed to providing the highest standards and market regulation. In fact, we believe that FINRA's independence and regulatory efficiency, together with CBOE's regulatory oversight experience and options expertise, would further strengthen the integrity of our markets and investor protection. The potential agreement with FINRA is not expected to have a material impact on CBOE's financial results. Given that our regulatory expenses are generally offset by regulatory fees, discussions are ongoing. We expect terms could potentially be finalized within the next few months. As we close in on the end of 2014, we remain focused on the strategic growth initiatives we laid out at the beginning of the year. Our team's discipline and consistent execution of that strategy, despite less favorable trading conditions earlier this year, paved the way for CBOE's continued success when market conditions inevitably changed, as they did most notably this past month. While we're pleased to begin the final quarter on October's high note, we are focused on the opportunities that lie ahead for the remainder of 2014 and beyond. With that, I will turn it over to Alan Dean.
Alan J. Dean:
Thanks, Ed, and good morning, everyone. CBOE's third quarter results demonstrated strong financial performance for both year-over-year and sequentially. I'll start with a summary of the quarterly results. Operating revenue came in at $148.9 million, 9% ahead of last year's third quarter. Operating income was $75.1 million, representing an operating margin of 50.4%, up 40 basis points compared with the third quarter of 2013. Net income allocated to common stockholders was $48.1 million, an increase of 17% versus the third quarter of 2013, resulting in diluted earnings per share of $0.57, a 21% increase compared with the $0.47 per share for the same period last year. There were no non-GAAP adjustments in the third quarter of this year or last year, so all the numbers I will be referencing are on a GAAP basis. Turning to the details of the quarter, as shown on this chart. The increase in operating revenue is primarily driven by higher transaction fees and market data revenue. Transaction fees increased $11.3 million or 12% compared with the third quarter of 2013, reflecting a 7% increase in trading volume and a 4% increase in the average revenue per contract or RPC versus last year's third quarter. Trading volume increased year-over-year in each product category. Equity options increased 5%. Options on exchange-traded products were up 8%. Index options increased 7%, and our highest RPC products, futures contracts, were up 34%. Our blended RPC, including options and futures, increased to $0.329 from $0.315 in last year's third quarter. The RPC increase was mainly due to a shift in the volume mix with higher-margin index options and futures contracts accounting for a higher percentage of trading volume in the quarter versus last year's third quarter. In addition, the RPC for index options and futures contracts increased due to price adjustments made at the beginning of the year and the mix of volume by account type within each of these product categories. Overall, the RPC in our options business increased to $0.275 compared with $0.273 in the third quarter of 2013 and was unchanged from the second quarter of this year. On a year-over-year comparison, the revenue per contract was up 2% for index options, unchanged for equity options and declined by 7% for options on exchange-traded products. Revenue per contract at CFE, our futures exchange, increased 4% to $1.63 from $1.56 in last year's third quarter. As depicted on this slide, in the third quarter, trading on our highest-margin index options and futures contracts represented 33.8% of total contracts traded, up from 33.1% in last year's third quarter. The difference represents trading on multiply-listed options, which accounted for 66.2% of total contracts traded versus 66.9% in the third quarter of 2013. Converting the volume into transaction fees, you see that in the third quarter of 2014, index options and futures contracts accounted for 81% of our transaction fees, up from 79% in the third quarter of 2013. Revenue generated from market data fees increased by $1.1 million as a result of higher revenue from CBOE's market data services, primarily resulting from an increase in subscribers and rate adjustments. Market data revenue from OPRA was flat year-over-year while CBOE and C2's share of OPRA revenue increased to 24.7% from 23.6% in last year's third quarter. The revenue distributable from OPRA was down because last year's third quarter included a onetime entrance fee from a new exchange. Regulatory fees for the quarter were relatively even with last year's third quarter, but down about $800,000 compared with the second quarter. As we told you on our prior earnings call, effective August 1, we reduced the rate per contract assessed for CBOE and C2's options regulatory fees in an effort to align the revenue we collect from regulatory fees with our regulatory expenses for the year. As a result, option regulatory fees declined sequentially. In addition, other fees related to regulatory services were down compared to the prior quarter, primarily due to an accrual adjustment. Moving down the income statement to expenses. This next slide details total operating expense of $73.8 million for the quarter, up $5.5 million or 8% versus last year's third quarter. The increase primarily reflects higher expenses for depreciation and amortization, royalty fees and employee costs. The higher depreciation and amortization expenses directly related to our increased capital spending this year, which I will come back to later. Core operating expense of $46.3 million increased by $1.5 million or 3% compared with the third quarter of 2013, primarily driven by higher expenses for employee costs and outside services. The increase in employee costs reflects an increase in salaries resulting from annual salary adjustments as well as increases in severance expense and the provision for incentive compensation, offset somewhat by a reduction in stock-based compensation. As we communicated on our second quarter earnings call, we took measures during the third quarter to trim expenses for the remainder of the year, which we generally do when we see lackluster trading volume over a prolonged period. In early September, we provided some additional color on how we expected our cost savings to line up between the third and fourth quarter, stating that we expected core expenses in the fourth quarter to be about $1.5 million to $2.5 million lower than third quarter core expenses. As it turns out, we now estimate that the difference will be about $1 million, which would put us at the midpoint of our guidance range for core expenses of $186 million to $190 million for the year. Looking at volume-based expenses. Royalty fees increased by $2.2 million or 14%. The increase was primarily due to higher trading volume in licensed products, which include index options and VIX futures. In addition, royalty fees include higher fees associated with our market data sales and fees linked to certain order flow for multiply-listed options contracts directed to CBOE. Our GAAP effective tax rate for the quarter was 35.4% versus 39.1% in last year's third quarter. The lower tax rate for the quarter reflects changes in our tax provision, primarily resulting from adjustments to our state tax provision versus prior estimates. Our cumulative effective tax rate through September is 37.8%, which is below our full year guidance of 38.5% to 39.5%. We now expect our tax rate for the full year to be slightly below the low end of our guidance range. Turning to the balance sheet. We finished the quarter with cash and cash equivalents of $127 million compared to $145 million at the end of June and $221 million at the end of December. The decrease in cash quarter-over-quarter primarily reflects cash use for share repurchases, dividend payments and tax payments made during the quarter. Our business continues to generate significant -- a significant amount of cash. Year-to-date, we've generated net cash flows from operating activities of over $184 million versus $172 million in the same period last year. More importantly, we remain disciplined in how we use this cash. We also have a strong track record of returning available cash to our shareholders in the form of dividends and share buybacks. Through the first 9 months of this year, we have used $49 million to pay regular dividend, nearly $44 million for special dividend payment and another $148 million to purchase our stock. Capital expenditures through September were $40 million, double our spending through the same period in 2013, as we continue to invest in hardening and enhancing our systems. This increase accounts for the higher depreciation and amortization expense I mentioned earlier. We expect our capital expenditures in the fourth quarter to result in spending that is in line with our guidance of $47 million to $50 million for the full year, so we are reaffirming our guidance. During the third quarter of 2014, we repurchased over 1 million shares of common stock, under our share repurchase program, at an average price of $50.64 per share totaling $51.3 million. Since the inception of our plan, through September 30, we used over $282 million to repurchase nearly 7.4 million shares at an average price of $38.24, representing an 8% reduction in outstanding shares. At September 30, we had approximately $118 million available under our share repurchase authorization. When you consider the growth opportunities we believe we have and the cash we return to our investors, we believe our company is set up to provide a compelling total shareholder return over the long run. With that, I will turn the call back over to Debbie.
Deborah Koopman:
Thanks. At this point, we'll be happy to take questions. [Operator Instructions]
Operator:
[Operator Instructions] The first question comes from Rich Repetto of Sandler O'Neill.
Richard H. Repetto - Sandler O'Neill + Partners, L.P., Research Division:
I got a question on open interest -- no, I don't. Obviously, the VIX futures complex is going off the charts in October. And I'm still trying to crack the code on this, and we appreciate all the color you gave on Slide 8 and the drivers. But as I looked at it, there was a period right in the middle of October, from the 9th to about the 17th where the VIX futures volume really -- it averaged almost 500,000 contracts a day, and volatility was up -- your VIX was up over 20. So I guess the question is, is there any lessons learned, as you saw the volume surge, was it more high-frequency trading? Was a greater proportion of volume coming from more hedging rather than speculators? Or anything you can give us -- the insights that you gained as this volume just surged in October.
Edward T. Tilly:
Sure, Rich. As we do look at the different segments that had been participating in both VIX futures index options, what really stands out in that number that I like to use with you is that VVIX, we saw volatility of VIX in the low hundreds, that's a big, big change from what we had seen over the summer time, as you remember. So it does attract that day trader, whether he's high-frequency or whether the strategy is just to trade and participate all day as volatilities bouncing around. But yes, that segment of higher-frequency trader loves that move when VVIX is up over 100. So we saw lot of participate -- a lot of participation from that class of user.
Richard H. Repetto - Sandler O'Neill + Partners, L.P., Research Division:
Okay. And it seemed like -- not that it was a big, but it was 10% and up to 9% that Europe -- that non-U.S. So it seemed like U.S. was scaling up as fast or faster than outside. It wasn't the outside U.S.
Edward T. Tilly:
Yes. So this round of higher volatility, it was really U.S.-driven, and that's really where we get the biggest bang between 8:30 Central and 3:15 Central, but we did have a huge participation throughout October in that ETH. Percentage-wise, it's a little misleading. It's 10% of 0.5 million, to use your number, 10% of 0.5 million contracts. That's pretty substantial. We couldn't be more pleased with Extended Trading Hours and what it's delivered so far.
Richard H. Repetto - Sandler O'Neill + Partners, L.P., Research Division:
Great. Understood. And I'm still voting to change the name here to the Chicago Volatility Exchange.
Edward T. Tilly:
Your vote is registered here in Chicago 2 times, Rich.
Operator:
The next question comes from Alex Kramm of UBS.
Alex Kramm - UBS Investment Bank, Research Division:
Ed, you gave a lot of good color on the Treasury VIX in terms of customer groups you're engaging with. So hoping that you could give a little bit more in terms of where are you particularly excited when it comes to -- or to customers. Do you have any commitments? And how do you feel about people actually showing up on day 1? And then, related to that, maybe in terms of the ETP providers, maybe you can give a little bit more color there in terms of how many you're talking to, if you actually think there will be some product launches announced fairly soon and marketed aggressively.
Edward T. Tilly:
Yes. Great question, Alex. In order, what we rely on, and looking back over our most successful product launches in history, have been building the base of liquidity providers. And when we launched ETH, it was important for us to have a core committed group that was going to show up right when we started Extended Trading Hours and continue through the start of the U.S. trading day. We think we've got that core group of ready for volatility on VXTYN futures. That will be our anchor tenants, those most active traders, who understand volatility futures in general and who certainly understand the term structure of interest rate volatility. We need those guys to show up first. ETPs will then follow, but they need a liquidity base that they can count on to hedge and replicate when they're issuing their ETPs. Now you can read all of their prospectus when they issue an ETP. It's going to rely on a base of liquidity in that futures contracts first. So we need to get that dedicated group in, those anchor tenants, then engage the ETP community. Not surprisingly, there's a roadmap out there. So everyone who launched ETPs on VIX, we know what to expect, we know what volume triggers we need to have and the underlying futures, and everyone's lining up, and we're expecting -- while slow and steady, we're expecting this to unfold as we planned.
Operator:
The next question comes from Patrick O'Shaughnessy of Raymond James.
Patrick J. O'Shaughnessy - Raymond James & Associates, Inc., Research Division:
I wanted to ask you about the Collins Amendment and the market maker capital rules that the Collins Amendment would bring. I think -- I guess, mentioned in the press this past week. What are your thoughts on that in terms of what the potential impact could be on trading volumes and if you think it's actually going to go into effect as currently anticipated?
Edward T. Tilly:
Just a little correction. It's not purely a market maker capital. As a result, there may be a change for market maker capital requirements and the fees that they are charged by their clearing members, but the actual Collins Amendment to Dodd-Frank is really directed at the banks and some -- therefore some of the -- of OCCs largest clearing members. They are the ones that estimate that their capital requirements could increase significantly. And then as a result, market makers' fees in turn would -- that would be increased to match the newer demands. So I think it's unfortunate, again similar to what we saw in the Camp tax proposal, but this is an unintended consequence of the Collins Amendment. What we think -- and one of the fundamental tenets of Dodd-Frank is to promote central clearing derivatives. But unfortunately, the increased cost to market makers and the diminished liquidity could affect and ultimately hurt investors. That's the message we're getting out there. That's what we'll be working on and educating The Hill, educating the Fed and really trying even going all the way to Collins to making sure that the intention was not really what we were facing in potential reality. So could it affect volumes in the future? Absolutely, it could, but we're comforted somewhat that this is unintended, and we think we can get to the bottom of the intention.
Operator:
Your next question comes from Kenneth Hill of Barclays.
Kenneth Hill - Barclays Capital, Research Division:
Wanted to touch on the technology backbone there for a second. You've clearly been adding a lot of customers. You've got a lot of new products coming on there, and you've been expanding the time zones as well. October looked like you had a few days where you had some halts and maybe some delayed opens on the futures exchange. Wanted to see how you're thinking about the stress on the platform going forward, especially if we're moving to a higher-volatility environment, maybe what that might mean for 2015 spending?
Edward L. Provost:
Ken, this is Ed Provost. So yes, we did have a few glitches in October. It was in the week that we had the extreme volatility. It was directly related to our Extended Trading Hours and a very narrow window, in fact, 15 minutes between the end of day, that being 3:15 Chicago time and the restart of next day, which is 3:30. That 15-minute window is substantially narrower than any other futures contract, typically that breaks about 45 minutes. So in that 15 minutes, what we do, among other things, is clean the book out of the day orders, which by definition are terminated at that point, while retaining the GTC orders and a number of other processes. That process typically takes a few minutes to do given the increase in volume and substantial increase in order flow. That process took longer than we would have anticipated. We have made changes to the process of clearing out that book and doing that end of day processing. We're running some processes in parallel. So at least at this volume level, it's now taking seconds not minutes. We believe that under the same market conditions, we would be fine, but we are looking at some longer-term solutions, and the possibility exists that we might expand the 15-minute break to a slightly longer period. That decision has not been made yet, but we believe we solved the problem as of now.
Edward T. Tilly:
So I want to stress then, to your point on high volume. The operation, the day-to-day, the trade, the matching of orders, which is what we do with record-setting volume, went flawlessly. And this was really, as Ed points out, around establishing the book and the start of the next day Extended Trading Hours.
Operator:
The next question comes from Chris Allen of Evercore.
Christopher J. Allen - Evercore Partners Inc., Research Division:
Just a -- on the royalty fees, Alan, you mentioned some of the drivers that resulted in sequential increase this quarter. We tend to model it as a percentage of index-related revenues, and it bumped up from that perspective. I'm just wondering if some of these drivers you talked about, the order flow, the higher fees with some of the market [ph] data sales, is there a continuity there? Or are these kind of one-off anomalies? How to think about it moving forward?
Alan J. Dean:
Yes. It's great question, Chris, and you identified something that we saw right away when results for the quarter came out. And so just to reiterate what happened, in the past, royalty fees is -- the correlation's been extremely high to our index and futures volume on which we pay royalty fees. So you would expect that to happen. And what we've seen in 2014 this year, and certainly, as it came up in this quarter, is that the correlation got slightly out of whack and that royalty fees were higher than we expected. And so what caused that? It was market data fees -- so we had an increase of market data fees by $1.1 million quarter-over-quarter. And part of that increase of revenue caused an increase in expense on the royalty fee line item. And so the revenue was there more than offsetting the higher-than-expected expense on royalty fees, but the metric of index in futures volume didn't perfectly match up as we would've liked. What we're doing is thinking about different ways in the future to, for all of you, for analysts, for us, to model royalty fees going forward. Right now for the fourth quarter, I'd say, use the metric that we saw in the third quarter for the fourth quarter and maybe -- for next year, we might have better intelligence and going forward. So that's how I see it right now.
Operator:
The next question comes from Michael Carrier of Bank of America Merrill Lynch.
Michael Carrier - BofA Merrill Lynch, Research Division:
Just wanted to get a sense, when you've seen more recently like the pickup in volatility, based on some of the investments that you made, maybe whether it's on the international side, the distribution side or the new products, have you noticed like any shift in users or activity or any traction on some of the newer initiatives that you've been working on that maybe you were hoping for or you were planning on once volatility picked up, but we haven't seen that for a few years?
Edward T. Tilly:
I'd let Ed describe I think the effort in really the globalization of volatility. But as I mentioned in the ETH comments, the participants in the non-U.S. trading hours, while we can't see the origination or the destination that a trade -- where it starts, the fact that it's coming in the non-U.S. trading hour, and that's increasing as volatility or surprises are coming to the marketplace. We know that we have a broader reach. We know anecdotally that there are traders engaged in looking at fixed futures 24 hours a day now, but it is difficult to pinpoint, and our efforts are to go out and capture as much of that untapped demand that we possibly can. I'll let Ed kind of describe what we've done this year and how that's going to continue going forward.
Edward L. Provost:
Hi Mike. Ed Provost. So as Ed mentioned, we continue our business development efforts both domestically and internationally, having wrapped up our Third European Risk Management Conference in September, very, very successful event, planning to do an Asian-based RMC in 2015. The international interest in this product is significant. In fact, we got a report this morning from our representative attending some conferences in China, where there were 2 particular seminars making specific focus, specific reference and focus on our VIX benchmark and the products related to that. So we're very optimistic that we will continue to see international growth. We continue to be a bit disappointed with the developments in our VXST short-term product, but we see a continuing interest and a weekly expiration on volatility. So we'll continue to pursue that. We believe we will be able to develop some greater success in that product in the future. But all in all, we couldn't be more optimistic about the future growth prospects.
Operator:
The next question comes from Jillian Miller of BMO Capital.
Jillian Miller - BMO Capital Markets U.S.:
So in January, you typically kind of tweak your pricing across your markets and try to think about the give-and-take between fee rates and market share. So I just wanted to get an update from you as we're nearing the end of year, I expect you're starting to think about it, are you generally happy with where your market share is now? Do you think you might be looking to make changes to pricing? And if so, do you kind of have the ability to raise pricing in proprietary products again this year like you've done in the past?
Edward T. Tilly:
From a market share perspective, I think we're very pleased and our comments, and what we've always maintained is that we will be a leader in market share, and our competitors are not going to beat us on price. And I think we've maintained that. The share is very stable, as we reported. But as you point out, we're faced with the January and that's typically where the industry looks at fees. So I'll turn it over to Alan to speak on fees.
Alan J. Dean:
Yes, thanks, Ed. Market share, Jillian, just to remind you, drives not only transaction fees on those multi-list categories, but it also drives access fees and market data revenue and exchange services and other fees. So it's extremely important for us to, as Ed [indiscernible] to remain at or near the top in market share. Now in terms of fees by product category, this -- it's an ongoing saga, and we always look at fees across the multi-list side, the futures side, the index side. And if we see an opportunity to increase fees, we'll do that. If we need to lower fees to remain competitive, we'll do that. I don't have anything specific for you right now on how things look for 2015 since we're right in the middle of that process. Of course, all of our fees that we do change are public immediately. Long term, if I was building a model on the multi-list side, even though fees have been stable now for 2 years, I would expect that long term, that the multi-list fees will decline slowly. And I think there's opportunity to go up on the future side, just because of the notional size of that contract. And on the index side, stable pricing, I think, seems reasonable. So even though I don't have anything specific for you on 2015, that's how it's looking right now. And Ed Provost, you wanted to add something?
Edward L. Provost:
Yes, Jillian, I would just add that we are evaluating our C2 pricing model, where we've had some very good success in the ETN space, that being the Spider, Qs and other of the more actively traded ETNs, and we have, over the last couple of years, had in place a somewhat unique and we thought what would be very successful spread-based pricing mechanism. It hasn't taken to the market, and so we will evaluate changing to a more traditional pricing scheme in the single-stock names. And so that's one area where we may be changing our pricing mechanism, not necessarily raising or lowering price, but changing the way we do it.
Operator:
The next question comes from Ken Worthington of JPMorgan.
Kenneth B. Worthington - JP Morgan Chase & Co, Research Division:
As you expand the trading hours for more products and attract more non-U.S. clients, what is the impact you expect to see in market data? Now obviously, as market share goes up, there's a positive impact. But are there other components of data that will drive a more direct benefit from a bigger foreign client base?
Alan J. Dean:
John, this is Alan. Absolutely. Although the change that we've been seeing now, although it's been wonderful to take, it hasn't been tremendously material. And so we've seen increases in our CFE market data revenue, and especially as the globalization of that product continues, and it was one of the drivers in our market data revenue this quarter when you compare it to the same quarter last year. The total change was $1.1 million. So I'm happy to take it, and it could become more significant as we go forward. We are seeing increased subscribers. And certainly, as that product expands worldwide, I expect that to continue.
Edward T. Tilly:
And Ken, I would just say that while we love the market data revenue, what we're really hopeful is that those new subscribers end up being active traders, and our real revenue comes from transaction fees.
Operator:
The next question comes from Brian Bedell of Deutsche Bank.
Brian Bedell - Deutsche Bank AG, Research Division:
If -- Alan, maybe can you talk a little bit about -- we've seen the surge in volumes so far in fourth quarter, and even if that dissipates a little bit, how that might impact the RPC on the future side in terms of the additional volumes? And then, if you can talk about how you think about incremental margins on these higher volumes? I guess taking into account, first of all, the fourth quarter with your sort of steady-state expense look. And then, as we look into 2015, if we really do have a higher volume -- volatility environment, how you think about incremental margins maybe inclusive of spending a little bit more on the international growth campaign?
Alan J. Dean:
Yes. Good question, Brian. CFE fees, the fees on the VIX futures product, is pretty stable. Although in high-volume periods, like we saw in October, the day trader discount that we have in place, probably will have a little bit more of an impact on fees than it would have had in periods where we have low volatility, but nothing that should knock your socks off at this point. And so that's how I view pricing for -- in October and going forward, a slight decline in high-volume periods. Now when it comes to margin, the wonderful thing about exchanges, and CBOE is no exception, is that when we trade an incremental contract, whether it's a multi-list contract or a future or one of our index options, pretty much all that revenue goes right to our bottom line, and so our -- one of our big focus this year, as you know, is controlling expenses so that when that volume comes, we see a lot of that revenue, most of that revenue going to our bottom line, which should expand our margins. The only uncontrollable part of that, if you will, is the royalty fee expense, which is pretty much tied to our index and futures volumes. So if 2015 is a volatile period and we see big volume, margins should expand. We need to do the job on expenses. I expect that we will, and that will result in increased value to our shareholders. So that's how I see it.
Brian Bedell - Deutsche Bank AG, Research Division:
Okay, that's great. And any, I guess, any -- if you've got that very strong volume environment, does that make you think differently about some of your growth initiatives, especially internationally in terms of more RMCs or higher up, bigger sales force headcount to get the message out, especially on the VXTYN?
Edward L. Provost:
In fact, Brian, we've allocated additional resources in our business development area to push not only our current VIX set of products but to penetrate this new marketplace of fixed income traders. So there's no question that when business is better, you can make bigger commitments in many areas. And certainly, our business development efforts and our personnel related to that is one of them.
Operator:
The next question comes from Alex Blostein of Goldman Sachs.
Alexander Blostein - Goldman Sachs Group Inc., Research Division:
Just a quick one on capital management. Clearly, as you enter stronger volatility environment, you guys are a very high-margin business, you continue to print cash, and I was just wondering if you could update us on what you think the minimum cash amount you feel like you need to run with? And essentially, give us a sense of how we think about things like special dividends, increased buybacks, et cetera, as we head into year end?
Alan J. Dean:
Yes. Great question, Alex. The minimum cash that we need still hasn't changed. I think 4 years ago, I said $40 million to $60 million, and then, I sort of hedged up to maybe $50 million to $70 million. I'm still on that range. It hasn't changed. And what allows me to be so low relative to the size of company that we are on cash that I need is, because of our ability to realize cash so quickly. Looking forward, since -- I'm just going to throw out some facts for you that Debbie helped prepare for me, but it's phenomenal. So since our IPO, we have returned more than $1 billion to our shareholders, which is amazing, and we've more than doubled our regular dividend. We started out at $0.10 in August of 2010, and of course, we're at $0.21 now. We're very proud of that. We've also, I think, been very transparent with our shareholders about our intentions on what we're doing with that cash. And so just to reiterate that, invest in our business as we need to, to ensure our future growth. We pay regular dividends. We like to see that regular dividend increase year after year after year along with our business and then use the excess cash for stock repurchases, and I think we've really done that this year. Now mixed in with that, we've had a couple of special dividends. The tax-focused special dividend in December of 2012. And then, last year, we weren't as aggressive as we could have been on the stock market cash buildup. So we -- and earlier this year, we paid out a $0.50 dividend. So going forward, special dividends are still a possibility. Nothing is off the table. Even the variable dividend methodology is something that we consider and talk about going forward. But first, before we get to that point, we want to return cash to our shareholders through regular dividends and share repurchases. And if that isn't enough, then you could expect us to look at other opportunities.
Operator:
The next question comes from Christian Onwugbolu of Crédit Suisse.
Chinedu Christian Onwugbolu - Crédit Suisse AG, Research Division:
So multi-list market share has picked up nicely through October. Just curious as to -- for your view as to what's driving this, and more broadly, what you see in the competitive landscape? And on a similar topic also, SPX growth in October at least has also outpaced SPY. I know you guys have a done a lot on the educational front, but curious is there anything new or different you're seeing on the educational front or kind of the user base?
Edward T. Tilly:
Why don't I take these in reverse, and I'll ask Ed to comment on the multi-list. But what we do see in any market downturn and higher volatility are investors that are used to trading single name, really go to the high notional contract SPX, whether it's Weekly or Third Friday. The amount of hedging that you get out of that large notional contract, taking away the risk of physical settlement and American exercise, really draws people into SPX Weekly and Third Friday traditional SPX trading away from single name, even if that single name is Spider. You don't need or want the uncertainty in a high volatile market trending down on American exercise options and the requirement to manage physical settlement. So cash settled large notional is really where the marketplace goes to hedge when there's the most uncertainty in the marketplace. So not surprisingly in October, we saw a lot of interest in traditional SPX and SPX Weekly. We think that would continue in any high volatility environment. And as for multi-list, I'll turn it over to Ed.
Edward L. Provost:
So Christian, thanks for the question. It's interesting. Throughout the year, we have a constant dialogue with all of the players who control order flow in the industry. We didn't have any substantial pricing changes during the year, but we are constantly making modifications to our market model. We have a very, very functional system. Sometimes, it takes participants in the markets to make changes in their own systems to take full advantage of the systems that are available here, and we've had a few larger players complete some of their internal systems enhancements so that they can take advantage of some of the functionality at CBOE, which has been available. So there's been a few large players that have made some shifts. So all in all, I would say we've had some success with some significant players, but it's nothing beyond that. Again, a constant and ongoing dialogue with all the participants in the marketplace.
Chinedu Christian Onwugbolu - Crédit Suisse AG, Research Division:
That's great color. So I would assume some of the share shift that probably is more structural in nature, given the traction with larger players?
Edward L. Provost:
Correct.
Operator:
The next question comes from Chris Harris of Wells Fargo.
Christopher Harris - Wells Fargo Securities, LLC, Research Division:
So quick question on the expenses. I know we're not in a position to really talk about guidance for 2015. So this is more of a kind of a broader philosophical question. If you look at the peers, CME is now guiding to flat expenses next year. You've got ICE in a position to actually have declining expenses. I know they're going through an M&A transaction. And understood that you guys have really the best organic growth in the space, but if we think more broadly, what is it about your expense base maybe that should be going up faster maybe than peers? Is it kind of the new products that you're rolling out? Or is it the new penetration that you're trying to kind of build out in other markets, maybe that drives the cost creep a little bit higher? Or any color that you can just share on your expense base maybe relative to competitors would be helpful.
Alan J. Dean:
Okay, Chris. Guess I'm kind of taken aback at your question because we are all very proud here about our expense management at CBOE. If you look at core operating expenses for us over the 4 years, it's, I think we stack up well against any company. We -- this isn't a new -- cost management, expense management is not something new for us. We've been doing it from the beginning. And so I don't think that expense management should be a focus. And certainly, to compare us against the Merck and situation that they're in or ICE after trying to absorb the New York Stock Exchange and wondering why there aren't similarities, I think that's the issue. The only expense item that's gone up significantly in the 4 years is the one that I'm happy to see go up, and want to go up, and that's royalty fees. So when royalty fees goes up, that means I've got more volume, I've got more transaction fees. And for us to pay out whatever we pay out to Standard & Poor's on an SPX or a VIX contract is just a fraction of the transaction fees that we realize, and it does contribute to our overall margin. So I -- Chris, I think that if you take a closer look at us, I think you might agree with the point I'm trying to make.
Christopher Harris - Wells Fargo Securities, LLC, Research Division:
No, understood. And I hope you didn't take it negatively. It was just more of just kind of a philosophical question. I agree that you guys have done a great job managing expenses over the years.
Alan J. Dean:
Yes. Not at all, Chris. I appreciate the question.
Operator:
The next question comes from Neil Stratton of Citi.
Neil Stratton - Citigroup Inc, Research Division:
I just wanted to ask a follow-up question about capital management. You continue to be pretty active in the market buying your own stock, but I also think you've mentioned being opportunistic in the past. So just at the margin, is there any change in the thought process with respect to buyback at this juncture and even on the likelihood of a special dividend?
Alan J. Dean:
Yes, Neil, Alan again. No, no change. We have been opportunistic in the past in our stock repurchase activity, but that's colored by the fact that we all here and our board believes in CBOE's future, and I think our -- the best is yet to come. So we were active in the -- all throughout this year, first, second and third quarter. I expect that to continue. And in terms of a special dividend, if something causes us to not be in the market as much as we would like buying back our stock, then again, we'll go back to our original and consistent commitment of not holding on to shareholder cash and finding ways to get that value back to our owners. That good, Neil?
Operator:
The next question comes from Rob Rutschow of CLSA.
Robert Rutschow - CLSA Limited, Research Division:
One additional follow-up on the cash balances. You've talked about dividends and buybacks, I think, pretty extensively. The one variable that we don't really have a feel for going forward is maybe CapEx. So are you viewing that as elevated here? And can you give us any sense for directionally, how you're thinking about it going forward?
Alan J. Dean:
Great question, Rob. And we're right in the middle of the business plan process, the planning effort for 2015. And the way it looks to me now, let me set the stage a little bit. The $47 million to $50 million of CapEx guidance that we have for this year, and I've said that, that's where I expect to be for this year. That's a lot higher than the $30 million to $35 million, $37 million range we've been at in the past for CapEx. So looking forward, in 2015, I would expect to be somewhere in between that -- the range -- the guidance that I'm giving you for this year and where we have been in the past, maybe not in the middle, maybe a little bit higher than the middle, but it -- that's how 2015 looks to me now. But let me reassure you that we will invest whatever we need to invest, whether it's in systems, hardware, software, facilities to make sure that CBOE is the best exchange that we can be.
Robert Rutschow - CLSA Limited, Research Division:
That's very helpful. One follow-up also on VIX trading. Can you give us the sense for how the percentage of volume has changed for exchange-traded products relative to, I guess, more traditional traders and market participants?
Edward T. Tilly:
So when you say more traditional, let's make sure we're talking about more traditional futures traders, different than traditional option traders. So yes, as we've seen the greatest increase, not just October, but over the last -- I would say now the last 18 months, the growth has really come from pure future traditional futures traders who tend to trade with higher frequency. And that's really leading and -- the greatest increase by class or segment in VIX futures trading. ETP's still a very, very important component of our trading, but what has really scaled up is that higher frequency futures trader.
Operator:
The next question comes from Niamh Alexander of KBW.
Niamh Alexander - Keefe, Bruyette, & Woods, Inc., Research Division:
If I could just go back to the Weekly product. That's been phenomenal part of the S&P Index growth. I know most of the growth has been in VIX, but help me think about where maybe you think you are, that product is in the growth cycle, even in the multi-listed is there still a lot more that could come out just as Weeklys and that continue to grow? And how far penetrated do you think you are with the customer group [ph] for those Weekly products?
Edward T. Tilly:
Well, Weeklys, in general, I think is an industry phenomenon. I think the lower premiums are really attracting the active investor. But for us, the big story is, as you teed it up, is the SPX Weekly contract, and that's benefiting from an extremely concentrated educational process here at CBOE. We are all about educating the higher frequency, most active SPY trader. I think there's a lot of runway left. It's what we concentrate on is the migration of that SPY trader into the more efficient SPX Weekly contract. And that's education, that's promotion, it's handholding. It's every opportunity we get we tell that story of why SPX Weeklys is the most -- is the next level of trading for a SPY trader. And we'll continue to do that. So I think there's terrific runway. Now in a hedging market, I think kind of my comments before, whenever you're looking at risk and the market is moving with incredible volatility, going toward and using the highest notional contract on the market with the easiest access, we benefited from that really, really well. I'll punch that point again in October. So I don't think that's going to change, but that actually requires a bit more volatility in the marketplace for the true benefit of the SPX in general, and more specifically, the SPX Weekly with its easy access. So continued education, continued focus and continued ad concentration in that SPX Weekly. That's going to continue through '15.
Niamh Alexander - Keefe, Bruyette, & Woods, Inc., Research Division:
Okay. And just you're pushing some more extended hours now in options and SPX as well as the VIX and as well as the futures. Will that be in the Weekly products as well?
Edward T. Tilly:
So the suite in the rollout, what we look at initially in rollout is getting those VIX options to be able to complement the VIX futures contract that is so successful, and that should not be a tough reach for us. There's volatility traders who need to hedge volatility 24 hours a day, as evidenced by the VIX -- the futures in the VIX -- the success in the VIX futures. The SPX suite will follow, but that's going to be a little different educational process for us. The current hedge for S&P 500 risk is de mini [ph]. We know there are users out there, so we're going to get to them as well. So that's a whole suite added, probably more phased-in approach.
Edward L. Provost:
No question. But clearly, the plan is to have the SPX Weekly as a part of that. It's a very attractive product and it will be part of our Extended Trading Hours.
Operator:
The next question comes from Gaston Ceron of Morningstar Equity Research.
Gaston F. Ceron - Morningstar Inc., Research Division:
Just wanted to go back to the issue of pricing for a second. I think, Alan, I think you spoke about futures pricing possibly having room to kind of go higher over time, which will make sense. Just curious about, talk philosophically about how you -- when you think about exactly how to position pricing for this product over the long term, how you sort of balance out your desire to get higher fees and the greatest value for the product versus your desire to keep volume at healthy levels and not attract competition?
Edward T. Tilly:
Good question, Gaston. It is kind of an art, especially with the product that is proprietary, doesn't trade anywhere else. So for us to find the right pricing level is -- we trade very carefully. I've said this before in multiple venues, I'd much rather have a 10% increase in volume, drive a 10% increase in revenue than have flat volume and 10% increase of revenue caused by increased prices. That's not where we want to be in this product that is really running. The growth rate's been fantastic. So we're very deliberate and cautious in what we do, and the steps that we take I think will be small going forward.
Operator:
And we have a follow-up from Alex Kramm of UBS.
Alex Kramm - UBS Investment Bank, Research Division:
Just wanted to come back, Alan, sorry, if I missed this before. But on the tax rate, obviously, running lower this year. Is the 30% or maybe a little bit higher something good to use going forward in '15? Or is this just a '14 event here?
Alan J. Dean:
Well, we've -- we modified our guidance for 2014 saying that we think we'll end up slightly below the low end of our range for the year, and that's really driven by third quarter. For 2015, at this point, Alex, I'm not prepared to give you that guidance or range. It is just too early for me to be able to do that. So if I were doing your model, I'd say no change, but stay tuned for when we have our next earnings call, and we'll have a much more definitive range for you.
Operator:
And we have a follow-up from Neil Stratton of Citi.
Neil Stratton - Citigroup Inc, Research Division:
My question was asked and answered.
Operator:
And we have a follow-up from Jillian Miller of BMO Capital.
Jillian Miller - BMO Capital Markets U.S.:
I'm sorry if you guys already talked about this and I missed it. But the slight pullback we've seen in the percentage of VIX volume that's coming from outside U.S. hours in the past couple of months, I was just wondering kind of what drove that? And I think last time I talked to you guys about it, you were kind of telegraphing a long-term range of 15% to 20% for your non-U.S. business. Is that kind of still where you think we should be heading longer-term?
Edward T. Tilly:
Yes, I think -- we've touched on it, but you're right. We didn't really attack this directly. While the percentage didn't explode, and we only have peaks of nearly 20%, the total volume in VIX futures in a month like October, boy, it makes it almost impossible for us to maintain a growth rate that would also increase in percentage. So what am I saying? So in a month where we can -- where we see spikes in days of 400,000 or 500,000 contracts, a 10% penetration or 15% penetration is pretty terrific. That growth in ETH has just been amazing. Go ahead, Alan.
Alan J. Dean:
I want to add, we've looked at the overnight trading, the Extended Trading Hours, it's somewhat event-driven. And what we wanted to capture in that overnight trading was when something happened at 3:00 Chicago time, in the past, we weren't open. A customer had a need, could use our volatility product, but wasn't able to. And then, maybe by the time we opened at 8:30, the need was gone or mitigated in some way and we lost a trade. So I would expect spikes in that percentage, Jillian, in overnight hours to occur when the events are internationally-driven. What we saw in October was pretty much a U.S.-driven event and so I was thrilled with it. The -- just 8%, 9%, 10% overnight share, and that was fantastic. We all were looking on our iPhones on the way home at night before we went to bed and first thing in the morning, watching the volume and we were, as Ed said earlier, we couldn't be more pleased with the results so far in ETH, Extended Trading Hours, but it's really event-driven is when you'll see changes in the percentage.
Edward T. Tilly:
So just to highlight, in October, busiest month ever for Extended Trading Hours. Over 600,000 contracts will have traded in the Extended Trading Hours session. So it's a 30% increase over the previous monthly volume record of August, which was more international, to Alan's point. So couldn't be more pleased with the number, over 600,000 contracts. Just a terrific start to ETH.
Operator:
This concludes our question-and-answer session. I would like to turn the conference back over to Debbie Koopman, Vice President, Investor Relations. Please go ahead.
Deborah Koopman:
Thank you. That completes our call this morning. We appreciate everyone's participation today and your interest in CBOE. Look forward to speaking with you on our next call, and I'll be available for any follow-up questions, and Happy Halloween.
Operator:
The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.
Executives:
Deborah L. Koopman – Vice President, Investor Relations Edward T. Tilly – Chief Executive Officer Alan J. Dean – Executive Vice President, Chief Financial Officer and Treasurer Edward L. Provost – President and Chief Operating Officer
Analysts:
Alex Kramm – UBS Securities LLC Richard H. Repetto – Sandler O'Neill & Partners L.P. Jillian R. Miller – BMO Capital Markets Corp. Christian Bolu – Credit Suisse Group AG Christopher M. Harris – Wells Fargo Securities, LLC Alexander Blostein – Goldman Sachs Group Inc. Kyle K. Voigt – Keefe, Bruyette & Woods, Inc. Gaston F. Ceron – Morningstar Inc. Amanda Yao – JPMorgan Chase & Co.
Operator:
Good day ladies and gentlemen, and welcome to the CBOE Holdings Second Quarter 2014 Financial Results Conference Call. At this time, all participants are in a listen-only mode. Later, we will conduct a question-and-answer session and instructions will follow at that time (Operator Instructions) As a reminder, today's call is being recorded. I would now like to turn the conference over to Debbie Koopman, Vice President, Investor Relations. Please.
Deborah L. Koopman:
Good morning. And thank you for joining us for our second quarter 2014 earnings conference call. And thank you for your patience. On the call today, Ed Tilly, our CEO, will provide an update on our strategic initiatives for 2014, and Alan Dean, our Executive Vice President and Chief Financial Officer, will review our second quarter 2014 financial results. Following their comments we will open the call to Q&A. Also joining us for Q&A is our President and Chief Operating Officer, Ed Provost. In addition, I would like to point out that this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. As a preliminary note, you should be aware that this presentation contains forward-looking statements which represent our current judgment on what the future may hold, and while we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks, and uncertainties. Actual results and outcomes may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may effect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise after this conference call. Now I would like to turn the call over to Ed Tilly.
Edward T. Tilly:
Good morning and thank you for joining us today. Trading activity in the second quarter reflected low market volatility and investor complacency. Overall volume in options and futures at CBOE Holdings averaged 4.8 million contracts per day, down 14%from the first quarter and 3% from the second quarter of 2013. Despite the low-volume trading environment, CBOE posted solid financial results and continued to deliver long-term value to our stockholders and market participants. We raised our quarterly dividend, increased our share repurchase authorization and continued to advance our strategic growth initiatives so that CBOE is well positioned to benefit as market conditions improve over time. So now an update on our strategic initiatives for 2014
Alan J. Dean:
Thanks Ed and good morning everyone. Although our second quarter results fell below last year’s record second quarter, it was a solid quarter, particularly considering the challenging market conditions. I'll start with a summary of the second quarter. Operating revenue came in at $143.9 million, down 5% compared with last year's second quarter. Adjusted operating income was $69.7 million, representing an operating margin of 48.4%, a decline of 280 basis points compared with the second quarter of 2013. Adjusted net income allocated to common stockholders was $42.6 million, 9% below the second quarter of 2013, resulting in adjusted diluted earnings per share of $0.50, a 7% decrease versus $0.54 per share for the same period last year. Before I continue, let me point out that our GAAP results reported for the second quarter of 2013 included certain unusual items that impact the comparison of our operating performance. These items are detailed in our non-GAAP information provided in the press release and in the appendix of our slide deck. There were no non-GAAP adjustments in the second quarter of this year. Turning to the details of the quarter, as shown on this chart, the variance in operating revenue was primarily driven by lower revenue from transaction fees and regulatory fees, offset somewhat by higher market data fees. Transaction fees decreased $8.2 million, or 8%, compared with the second quarter of 2013 reflecting a 4% decline in trading volume and a 4% decrease in the average revenue per contract or RPC versus last year’s second quarter. In addition, there was one less trading day this quarter versus last year's second quarter. Trading volume declined year-over year in each product category except equity options, which increased 11%, while exchange-traded products declined 17%, index options fell 6% and futures contracts were down 9%. Our blended revenue per contract, including options and futures, declined to $32.2 from $33.4 in last year's second quarter. The RPC decline was mainly due to a shift in the volume mix, with lower-margin, multiply-listed options accounting for a higher percentage of trading volume in the quarter versus last year's second quarter. In addition, volume-based incentives increased in the second quarter of 2014, primarily as a result of higher trading volume in equity options that qualified for the volume-based incentives at CBOE. As I mentioned earlier, equity options volume increased 11% in the quarter and this category accounts for a greater share of volume-based incentives. While there are a number of variables that impact our revenue per contract, keep in mind that all of the volume tiers used in determining volume-based incentives are based on relative volume thresholds reached each month versus nominal contracts per month, which was used in prior years. This methodology tends to curtail the changes in revenue per contract, either up or down, as trading volume changes. Overall, revenue per contract in our options business declined to $27.5 compared with $28.9 in the second quarter of 2013. The revenue per contract on equity options and exchange-traded products declined by 13% and 6%, respectively, while the RPC for index options was relatively unchanged year-over-year at $0.67. Conversely, revenue per contract at CFE, our futures exchange, increased 6% to $1.64 from $1.54 in last year's second quarter. While multiply-listed options represented a higher percentage of our trading volume during the quarter, the percentage of transaction fee revenue contributed from these contracts fell due to the lower revenue per contract. As depicted on this slide, in the second quarter, multiply-listed options accounted for 66.1% of total contracts traded versus 65.3% in the second quarter of 2013. Trading in our highest-margin index options and futures contracts represented 33.9% of total contracts traded, down from 34.7% in last year's second quarter. Converting the volume into transaction fees, you see that in the second quarter of 2014 index options and futures contracts accounted for 81% of our transaction fees, up slightly from 80% in the second quarter of 2013. The lower trading volume industrywide also impacted our regulatory fees, which declined by $0.7 million. As we have told you, our goal is to align the revenue we collect from regulatory fees with our regulatory expenses. Based on our year-to-date revenue collected and expenses, we are reducing the rate per contract assessed for CBOE and C2's options regulatory fees, effective today. Consequently, we expect regulatory fees to decline in the third quarters and fourth quarters compared with the second quarter of this year. To give you some context, assuming industrywide consumer volume, customer volume is the same in the third quarters and fourth quarters of this year as it was in the second quarter, regulatory fees would go down by about $0.5 million in each of those quarters. On the plus side, revenue generated from market data fees increased $2.1 million as a result of higher market data revenue from both OPRA and CBOE's market data services. The increase in revenue from OPRA resulted from an increase in CBOE's share of industry transactions. CBOE and C2's share of OPRA revenue increased to 24.4% from 20.9% in last year's second quarter. The increase in revenue from CBOE's market data services was primarily due to an increase in subscribers. Moving down the income statement to expenses, this next slide details total adjusted operating expense of $74.2 million for the quarter, up $0.6 million, or 1%, versus last year's second quarter. This increase primarily reflects higher expenses for depreciation and amortization, facilities costs and other expenses, partially offset by lower costs for outside services. The higher depreciation and amortization expense is directly related to our increased capital spending this year, which I will touch on later. Core operating expense of $48.5 million was down $1.1 million, or 2%, compared with the second quarter of 2013. Looking at the details, the key drivers were lower expenses for outside services, offset somewhat by higher expenses for facilities costs and other expenses. The year-over-year decrease in outside services was primarily due to lower legal expenses. In light of the uncertain market conditions, we are in the process of scrutinizing all expenses, as we always do when we see lackluster trading volume over a prolonged period. Based on our expected cost reductions and year-to-date results, we are lowering our guidance for core expenses to a range of $186 million to $190 million. While disciplined cost management is very much a part of our culture, we push even harder to gain operating efficiencies when trading volume languishes. Looking at volume based-expenses, royalty fees increased by $0.2 million, or 1%. While the key driver of royalty fees is the trading volume in our licensed products, it also includes fees related to certain order flow for multiply-listed options directed to CBOE and fees associated with our market data sales. Higher fees associated with these two items accounted for the increase in royalty fees. Our GAAP effective tax rate for the quarter was 38.1% versus 38.4% in last year’s second quarter. This brings our cumulative effective tax rate to 39% through June, which is in line with our guidance. Based on what we know now, we still expect the full year tax rate to be in line with our guidance of 38.5% to 39.5%. Taking a look at the balance sheet, we finished the quarter with cash and cash equivalents of $145.1 million, compared to $191.1 million at the end of March and $221.3 million at the end of December. The decrease in cash primarily reflects cash used to repurchase shares and tax payments made during the quarter. In terms of capital allocation, our track record of solid earnings and strong cash flow generation allows us to both invest in our business and increase our cash returned to shareholders. Through the first six months of this year we have used $31 million to pay regular dividends, nearly $44 million for a special dividend payment and another $97 million to purchase our stock. Capital expenditures through June were $28 million, more than double our spending through June of 2013. This increase accounts for the higher depreciation and amortization expense I mentioned earlier. To date, capital expenditures are in line with our guidance range of $47 million to $50 million for the full year, so we are reaffirming our guidance. During the second quarter of 2014, we repurchased over one million shares of common stock under our share repurchase program at an average price of $50.57, totaling $51.1 million. Since the inception of our plan through June 30, we used over $230 million to repurchase nearly 6.4 million shares at an average price of $36.26. At quarter end, we had $69.7 million available based on our share repurchase authorizations at that time. Our capital allocation continues to be disciplined and balanced. We were pleased to announce that the Board increased our quarterly dividend rate by 17% to $0.21 per share from $0.18 per share, effective with the third quarter dividend payment. This increase is our fourth consecutive since we instituted a dividend payment in September 2010, following our IPO. Since that time, we have more than doubled our quarterly dividend. The Board also increased the share repurchase authorization by $100 million. We plan to continue to return cash through our share repurchase program. Taking into account this most recent increase and buyback activity through July 30. We have approximately $150 million available under our share repurchase authorization. These initiatives underscore our efforts to maximize value for our shareholders. In closing, we will continue to focus on being well positioned to take advantage of more favorable market conditions, while being nimble enough to adapt during lower volume periods. We remain very optimistic about our long-term growth prospects and we believe we are well positioned to generate even stronger financial results as market conditions improve and trading volume picks up. With that, I’ll turn the call back over to Debbie.
Deborah L. Koopman:
At this time, we’ll be happy to take questions. We ask that you please limit your questions to one per person to allow time to get everyone's questions asked. Please feel free to get back in the queue and if time permits we will take a second question.
Operator:
(Operator Instructions) Our first question is from Rich Repetto of Sandler O'Neill. You may begin.
Richard H. Repetto – Sandler O'Neill & Partners L.P.:
Yes, good morning, guys. Well, Alan you met the consensus but even the Patriots don't win the Super Bowl every year. Anyway, so my favorite question on the VIX open interest really isn't a question anymore because you are at record levels as you ended the quarter, but Ed as you talked about volatility you talked about going back to normalized levels. I guess my one question would be, if anybody knows about volatility it is you guys. And what do you think is the normalized level of volatility? And what do you think are the factors that are keeping it lower I guess – than the normalized level that you believe it should be at?
Edward T. Tilly:
Yes, Rich. Great question. We do watch volatility and although I think the public and we couldn't be more appreciative of the visibility in volatility that VIX has on all the financial news networks. From a trader's perspective we look at the shape of the volatility curve overtime. And, so in my prepared remarks we see that upward sloping normal curve back to historic levels. So if you look out from today's level of 2014 or 2015 or so, we go over time in the next couple of VIX's futures contracts up to 2015 even 2016 toward the end of the year. So that's approaching our more historic level of 2017 and 2018 in VIX. And, days like yesterday couldn't give better examples for us how we are in a great position and poised for volume as we return back to more normal levels. We traded 1.4 million contracts in VIX options yesterday, 380,000 VIX futures, set a record in extended trading hours for VIX futures overnight surpassing the old record. That is happening right now. That session isn't even closed. So we do look to and expect the market to return and trend back to that historic level, 2017 and 2018. It's what we are seeing if we look at the term structure in VIX. And we have a great look into the market's expectation and the cost of hedging risk overtime.
Richard H. Repetto – Sandler O'Neill & Partners L.P.:
Okay. So I guess you don't believe there's any environmental factor that is really changed the outlook for the long term?
Edward T. Tilly:
Well, no. As we said in the first quarter when we were setting records and really we were enjoying some higher levels of volatility, we said look – that is not a trend line nor is a sub-historic level. And while it has been somewhat extended in months now as opposed to weeks, days like yesterday reaffirm our position that we are on track. The message is getting out there. Your open interest comment, as we have been teaching you, people accumulate volatility and holding volatility whether it's ETNs, our futures, our options, and taking those positions preparing for moves in the market that will inevitably come and we saw that yesterday. We saw that this morning and the overnight session reaffirms it. The world is seeing that as well.
Richard H. Repetto – Sandler O'Neill & Partners L.P.:
Great, thanks, Ed. Thanks for the color on the VIX. Thank you.
Operator:
Thank you. Our next question is from Alex Kramm of UBS. You may begin.
Alex Kramm – UBS Securities LLC:
Hey, good morning, everyone.
Edward T. Tilly:
Good morning.
Alex Kramm – UBS Securities LLC:
I guess this is for Alan. Obviously appreciative of some of the more expense controls here in this environment. But it looks like in general you are already running a very, very tight ship so almost to the point where sometimes people wonder if you are under investing. But can you give us a little bit more sense of where these incremental cutting's coming from, what areas? Because again all of these monthly line items look pretty small as they are already and then maybe even a little bit more on the trajectory. I mean is this something that is going to happen very quickly in the third quarter, or how should we think about the trajectory of expenses for the next two quarters?
Alan J. Dean:
Good question, Alex. Let me address the under investing part first. You notice we didn't change guidance on our CapEx for the year. And we felt that all of those the projects in our capital guidance spending this year critical and are important to achieving our strategic objectives so we didn't touch them, didn't reduce them. And that's the way we approach expenses, expense reduction. And one we – when we reduce expenses we'll look to delay things, pare things back. We will touch on many line items here at the exchange all again keeping in mind our overall objective of not impairing our growth prospects in the future. So, I would expect that many of the reductions that would account for our reduction in our guidance and core expenses to happen rather quickly, some may be delayed. At this point in time I really can't go into by line item because I am in the midst of the cost reductions. But the playbook that we refer to is similar to this one that we have used in the past. So we will look at, as an example, travel and meetings. Do we have to – is there anything we can pare back there? Or consulting costs is there something that we can delay until next year? So that is outside services. That's a couple of examples of things that we look at.
Alex Kramm – UBS Securities LLC:
Okay. That's a start. Thank you.
Alan J. Dean:
You’re welcome.
Operator:
Thank you. Our next question is from Jillian Miller of BMO Capital Markets. You may begin.
Jillian R. Miller – BMO Capital Markets Corp.:
Thanks, guys. So you mentioned four different indicators that give you confidence your VIX futures product is still in fairly rapid growth phase. And I was specifically thinking about the increased data usage and number of trading permits. I was hoping you might be able to give a little but more detail there. Like can you tell us how many VIX futures data subscribers there are today versus last year, or two years ago or how many trading permits are outstanding today versus a year ago like something more quantitative might be helpful, thanks.
Edward T. Tilly:
Let me start with permits. I think what’s important for us is seeing renewed interest in let let's say someone tries trading VIX futures it may or may not work. But then the interest in us and our CFE business development guys going out and finding new users who turn around and start trading is really what we are focused on. That said, there are new users that we measure each and every month. And we couldn't be more encouraged by that pipeline and the amount of trading permits holders that are signing up. And more importantly the amount of those trading permits holders that are actually engaged in and trading regularly. So, it doesn’t – we are interested in every trade, obviously, but watching the new entrants come in and participate in the extended trading hours and that's really more of the turnover that we’re looking at. And so the actual number of trading permit holders, although it is up this year, its important for us to make sure that they are engaged and getting that market data and engaging in our markets each and every day. And I think Ed will speak a bit on the market data aspect.
Edward L. Provost:
Hi Jillian its Provost. So we have a fully dedicated person who sells CFE market data. He does that domestically and internationally and the international aspect of his sales effort has been of great focus in the last six months. We have seen good growth in the number of subscribers to CFE market data. Some of these are current users who are transitioning from prior carriers and a good number of them are new customers. So it gives us great confidence that even though volume in the VIX products over the last several months has not been as strong as we might like because of market conditions, there is a continued and growing interest internationally in the product and I think that is largely driven by the 24-hour trading. So we are very optimistic given the interest in the subscribing to the CFE market data.
Jillian R. Miller – BMO Capital Markets Corp.:
Okay. Thanks, guys.
Edward T. Tilly:
Thanks Jillian.
Operator:
Thank you. Our next question comes from Christian Bolu of Credit Suisse. You may began.
Christian Bolu – Credit Suisse Group AG:
Good morning, guys.
Edward T. Tilly:
Hi Christian.
Edward L. Provost:
Good morning.
Christian Bolu – Credit Suisse Group AG:
Thanks for the updates on the interest rate VIX. Could you just speak about your appetite to launch or relaunch VIX products on other asset classes outside equities and interest rates? And maybe just rank which of those asset classes would have the greatest potential. Thank you.
Edward T. Tilly:
Sure. We would love to. So what we've seen and really the power of volatility product is when it is truly negatively correlated. And we have experimented, as you know, in commodities and commodities tend to have rising volatility as the trend in that underlying commodity is moving. So for example, gold has a higher volatility when there is a sense of a scarcity to the upside as well as an anticipated move to the downside, so it's not always negatively correlated. And the securities in S&P 500, in the Russell contract, the negative correlation is really the power of the hedge, and we saw that most clearly on days like yesterday. So as we look at the opportunities we look out over those that the market has grabbed and embraced as hedging vehicle. Now we think there's a terrific case to be made as pure trading vehicles. So when we relaunch or we look at commodities again it will really able in being able to point at look at the trading opportunity, the high volatility of volatility, no matter what the asset class is. So a lot of that education is probably in the second phase when we go back to the commodity space. We are very encouraged, as you asked your question, about getting into fixed income and our partnership with using CME/CBOT market data for the 10-year note, couldn't be more excited. It brings us to completely new users, but what we've learned from broadening and VIX futures, will allow us to get into these other asset classes and attack the pure trading aspect of trading volatility.
Christian Bolu – Credit Suisse Group AG:
That's a very good color. Thank you so much.
Operator:
Thank you and our next question is from Chris Harris of Wells Fargo. You may begin.
Christopher M. Harris – Wells Fargo Securities, LLC:
Thanks. I just want to follow-up on that last question a little bit. As you guys roll out more of these newer VIX products, how do you envision the uptake playing out? And I guess what I'm wondering is, do you think the uptake is going to follow the same path as the original VIX through the ETPs or potentially take some other form?
Edward T. Tilly:
I think it will be a combination. So if we look back at the success that we had in VIX in the S&P 500 really the futures served as a hedging vehicle for options. And if we look our short-term VXST, which I know Ed wants to speak to, we look at even early options interest outpacing the interest in futures so again the futures are serving as the hedging vehicle and a level to trade even the short-term. So as we look out and we are expanding, I do think and expect that overtime we will see some ETPs dedicated to short-term, would not surprise me if the major banks and institutions see some early success in any asset class, there could be an ETN to follow. We know there is great interest, but in order to manage that ETN to replicate the strategy that the underlying is providing, there needs to be some critical mass in either the futures or the option so that you can the option so that you can replicate and you can sell that strategy to your customers. So we are encouraged, there is interest and we will follow the very successful roadmap that we have seen in our original VIX contract and extend that to short-term, to Russell, to interest rate and into commodities.
Christopher M. Harris – Wells Fargo Securities, LLC:
Thanks.
Operator:
Thank you. Our next question is from Alex Blostein of Goldman Sachs you may begin.
Alexander Blostein – Goldman Sachs Group Inc.:
Hi. Good morning, guys.
Edward T. Tilly:
Hey.
Alexander Blostein – Goldman Sachs Group Inc.:
So when we kind of take a step back here and we think about the growth of the VIX futures product at CFE broadly, it does feel like there's a little bit more beta to it than we have seen in the past. And I fully appreciate the fact that lower vol, higher vol, that matters a lot still for the growth of the product, but I guess I'm trying to understand do you think that is a fair assessment, A? And B, given the fact that you are rolling out a number of new products and you have a number of new initiatives in place, when we look over the next 12-months, what are the key products that you think will drive the organic growth in this business, so maybe calling out two or three things?
Edward T. Tilly:
So going out over time I think what we are most encouraged, I wouldn't call it a new product actually, I actually, I would call it a new touch point or new access, we couldn't be more pleased with the extended trading hours and the uptake, as Ed Provost said earlier, not just domestic. And we know that we have domestic access into extended trading hours, but the international feedback we are getting on having these markets open could not have a better example than overnight last night to this morning's open. Breaking a record and being touch and satisfy demand for not just that delta-1 hedging of the S&P 500 but rather offering exposure to volatility around the clock. Setting a new record today, coming off of our lows yesterday, coming into uncertainty this morning before the fed number, so that there is a demand to access the world’s benchmark of volatility as measured by VIX. So, but that said I would let Ed make a couple of comments as well.
Edward L. Provost:
I would just add to that Alex that our international efforts in not to down play our domestic efforts which are continuing and we think is tremendous untapped potential domestically, but Ed referenced earlier on our RMC in Europe where we have a significant audience following the volatility products, both with respect to the S&P and the Russell products. Just last week we were in China speaking to several hundred people from a combination of federal agencies, futures organizations and potential market markers and they are developing markets. We will be in Australia before the end of the year working with our partner down there who has been a licensee of our VIX methodology for several years helping them further develop their volatility product. We think that is good for our product, because our VIX product is as I mentioned the global proxy for market volatility. So again, general market conditions is going to be probably the biggest driver, but education globally will be the key that we focus in.
Edward T. Tilly:
So and you asked other opportunities. So I don’t want to undervalue I think the opportunity we have at our RMC to actually focus on Russell as well, there has been great interest as you know in small caps and the difference is Russell has a higher volatility, I think there is an educational opportunity for us to raise the awareness of accessing volatility in a very liquid market by trading Russell VIX. And I also think obviously our partnership with the CME really allows our business development guys to be exposed to a whole new asset class which is bigger than what we’re currently focused on. It will be a longer runway, this won’t be right out of the gate, it’s not our expectation, but boy the potential is terrific to make even marginal inroads compared to where we have with the 500, because it’s just such a bigger market. So we are encouraged, we’re still on-track as I had mentioned in the prepared remarks for later this year to launch the BXTYN futures, concentration on Russell and really spotlighting the difference between 500 and the 2000, but we are really poised to do it all.
Alexander Blostein – Goldman Sachs Group Inc.:
Got it. Thank you for pretty concrete answers. Thanks, guys.
Operator:
Thank you. Our next question is form Niamh Alexander of KBW. You may begin.
Kyle K. Voigt – Keefe, Bruyette & Woods, Inc.:
Hi. This is actually Kyle Voigt. I am stepping in for Niamh.
Edward T. Tilly:
Hey Kyle.
Kyle K. Voigt – Keefe, Bruyette & Woods, Inc.:
Hi. Just on the royalties, this question is for Alan, they were just a bit higher than expected for the quarter. I appreciate the color that the increase was result link to order flow for certain multi-list options but could you just give me some more color there? Is this a good ratio to think of going forward as far as fees per license contracts, or is there another way we should think about this?
Alan J. Dean:
Yes. It’s a good question, there was an anomaly this quarter in royalty fees and we've seen it happen in other quarters, particularly last year, still the best correlation to royalty fees is our volume and our proprietary products index in futures products. I think you will see some variation from quarter-to-quarter, but I don’t have a better metric for you. I think you would be conservative and safe if you use the metric that occurred in this quarter which was higher than what we saw in last quarter. So I think you will see some variability, but it should be a conservative estimate if you use this quarter’s correlation.
Kyle K. Voigt – Keefe, Bruyette & Woods, Inc.:
All right, thanks. Appreciate it.
Operator:
Thank you. Our next question is from Gaston Ceron, Morningstar. You may begin.
Gaston F. Ceron – Morningstar Inc.:
Hi. Good morning.
Edward T. Tilly:
Good morning.
Alan J. Dean:
Good morning.
Gaston F. Ceron – Morningstar Inc.:
Just had a quick follow-up, I think likely for Alan on the CapEx. I know I asked about this before I think a couple of quarters ago, but now that we are about halfway through the year and you've got a decent chunk of your stepped-up CapEx in the books here, just curious if you have any better feeling as you look out further into 2015 and beyond whether we are likely to stay at these elevated levels, or whether there is hope for this thing kind of trending down a little bit?
Alan J. Dean:
Yes, good question, Gaston. I don't have more concrete – a better estimate that I had before of spending in next year and year before. If you look at our capital spending prior years was around $30 million to $35 million this year it jumps up $47 million to $50 million. I would expect it to drop back a bit next year, but we are in the midst of the planning process for next year and beyond. So if it does change I don't think it would be at a level that would be shocking to you. So I expect it to go down a bit, maybe not by much, maybe not back to the $30 million to $35 million level, but to be at $50 million again, that is possible but unlikely. But I am not sure.
Gaston F. Ceron – Morningstar Inc.:
Thank you for the color.
Operator:
Thank you. Our next question is from Ken Worthington of JP Morgan. You may begin.
Amanda Yao – JPMorgan Chase & Co.:
Hi, this is actually Amanda Yao sitting in for Ken. All of our questions have been asked and answered at this time. Thank you.
Edward T. Tilly:
Thank you.
Alan J. Dean:
Thank you.
Operator:
Thank you. Our next question is from Jillian Miller of BMO Capital Market. You may begin.
Jillian R. Miller – BMO Capital Markets Corp.:
Thanks. I was just wondering if you could remind us what your economics are like on the Treasury Note Volatility product. Well, I guess you haven't launched it yet, but what they would be like because you are co-launching with CME so I am assuming there is some kind of revenue capture?
Edward T. Tilly:
Yes, I would assume we haven't set prices for what the interest rate VIX would be but the way I am thinking about it right now to be an RPC on the futures side similar to what we are capturing on our normal VIX, something in that neighborhood. Soon as I get better clarity, of course, we will get back to our shareholders.
Jillian R. Miller – BMO Capital Markets Corp.:
Great. Thank you.
Operator:
Thank you. I am show no further questions at this time. I would like turn the conference back over to Debbie Koopman for closing remarks.
Deborah L. Koopman:
Thank you. That completes our call this morning. We appreciate your time and continued interest in CBOE. Please give me a call with any follow up questions you may have. Thanks again.
Operator:
Ladies and gentlemen, this concludes today’s conference. Thank you for your participation. And have a wonderful day.
Executives:
Debbie Koopman – VP, IR Ed Tilly – CEO Alan Dean – EVP, CFO Ed Provost – President, COO
Analysts:
Richard Repetto – Sandler O'Neill & Partners Mike Carrier – Bank of America Merrill Lynch Chris Allen – Evercore Partners Alexander Blostein – Goldman Sachs Alex Kramm – UBS Ken Worthington – JPMorgan Chase & Co. Niamh Alexander – Keefe, Bruyette & Woods Christian Bolu – Credit Suisse Kenneth Hill – Barclays Jillian Miller – BMO Capital Gaston Ceron – Morningstar Equity Chris Harris – Wells Fargo Securities
Operator:
Good day ladies and gentlemen, and welcome to the CBOE Holdings first quarter 2014 financial results conference call. At this time all participants are in a listen-only mode. Later we will conduct a question-and-answer session and instructions will follow at that time. (Operator Instructions). As a reminder this conference call is being recorded. I would now like to turn the conference over to Debbie Koopman, Vice President, Investor Relations. Please begin.
Debbie Koopman:
Thank you. Good morning. And thank you for joining us for our first quarter 2014 earnings conference call. On the call today, Ed Tilly, our CEO, will provide an update on our strategic initiatives for 2014, and Alan Dean, our Executive Vice President and Chief Financial Officer, will review our first quarter 2014 financial results. Following their comments we will open the call to Q&A. Also joining us for Q&A is our President and Chief Operating Officer, Ed Provost. In addition, I would like to point out that this presentation will include the use of several slides. We will be showing the slides and providing commentary on each. A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. As a preliminary note, you should be aware that this presentation contains forward-looking statements which represent our current judgment on what the future may hold, and what we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks, and uncertainties. Actual results and outcomes may differ materially from what is expressed or implied in any forward-looking statements. Please refer to our filings with the SEC for a full discussion of the factors that may effect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise after this conference call. Now I'd like to turn the call over to Ed Tilly.
Ed Tilly:
Thank you Debbie. Good morning, and thank you for joining us today. Before discussing CBOE's progress in the first quarter, I will take a moment for a few words about high frequency trading, as it relates to, or more to the point, how it does not relate to the options market. We operate in a highly regulated transparent market with matching algorithms and fees that are clearly designed to benefit retail customers. It's important to note that the option market is in many key ways fundamentally different than the equities market. One result of these differences is that the option market does not cater to high frequency trading practices described in the Lewis book. For example, dark pools do not exist in the options market. The make or taker transaction pricing model is not the dominate fee structure in the options market, and even less so at CBOE. In customer orders primarily trading as quotes that are supplied by dedicated liquidity providers. At CBOE, our size-based matching algorithm, primarily rewards larger sized bids and offers, not the fastest bids and offers. Additionally CBOE does not house it's primary data center in a CBOE-owned building for which we can derive significant revenue via co-location. Further, our rule book makes clear that CBOE employs very traditional options order types, and does not offer particularly exotic or complicated orders in our marketplace. While no one can say for certain how the current analysis of HFT might shape market structure, it remains our view that the potential market impact to CBOE will not be material. We also believe there could potentially be some positive benefits that accrue to CBOE, if reforms lead to increased trading in lit markets. With that I'll move on to our first quarter results. Double-digit volume increases across each of our product categories in the first quarter of 2014, resulted in record revenue and earnings for CBOE Holdings. Average daily volume for options and futures combined was 5.6 million contracts per day in the first quarter, up 15% over the previous quarter, and 29% over the first quarter of 2013. Options volume averaged 5.4 million contracts daily, up 14% over the previous quarter, and 29% over 2013. Indexed options trading led by strong trading in our SPX complex, and record volume in VIX options increased 17%, both quarter-over-quarter and year-over-year. Moving on now to our strategic initiatives for 2014, which fall into three main categories. Leveraging and developing proprietary products, optimizing revenue and commodotized products, and broadening our customer base, while maintaining the highest standards in market regulation. As outlined in our last call, we plan to grow SPX trading in 2014 through intensified educational and marketing initiatives aimed at the following user groups. Users of SPY options and SPY weeklys who lack awareness of the benefits of SPX relative to SPY, institutional investors, such as OTC users, pension funds, asset managers, and insurance companies, who are just beginning to trade listed SPX, and overseas investors, who can use SPX and SPX Weeklys to hedge global economic risk, or to efficiently take a position in the US market. I am pleased to report that average daily volume in the first quarter for our SPX product line was nearly 878,000 contracts, up 8% over the previous year, and 7% over the previous quarter. SPX Weeklys continue to post double-digit gains as average daily volume reached a new high of 277,000 contracts, up 59% year-over-year, and 33% over the previous quarter. Weeklys trading has brought a growing base of retail and semi-pro customers to our SPX Marketplace, and we see significant opportunity to further develop this new user base. Turning now to trading in VIX options and futures, which posted all-time volume records in the first quarter. VIX options volume averaged 774,000 contracts per day, up 35% over the previous quarter, and 22% over the first quarter of 2013. Average daily volume in VIX futures was nearly 203,000 contracts, an increase of 32% from the previous quarter, and 33% from last year. We seem to field a question or two in every call regarding our view of the growth trajectory for VIX trading, so I'll take a few moments here to provide some color. The broad sustained waves of growth in VIX trading are consistent with what we have seen in early stages of a groundbreaking product line, one that not only changes what people trade, but where and how they trade it. CBOE has developed three such product lines. Equity options, index options, and now VIX futures and options. It has been our experience that early growth in a game changing product line is measured not in years, but in decades. In previous calls, we've highlighted new VIX users, and today I'll take a bit of a deeper dive. It's helpful to think in terms of vega when sizing the growing volatility market. Vega refers to how the price of an option can move in response to a 1% change in its implied volatility. Trading in VIX contracts now averages between $200 million and $250 million in vega daily. This is roughly 10 times the vega traded through OTC vol swaps, and about 1.5 to 2 times the daily vega traded on the listed SPX options. Anyone who trades in options or manages a portfolio has volatility exposure. VIX futures and options clearly have become the preferred means for managing that volatility, but we are still in the early stages of growing that marketplace. Many customers are just beginning to determine how pure volatility trading fits into their various investment frameworks. And as more investors enter this market, they continue to find compelling new trading opportunities that further expand the marketplace. So for instance, there's a growing recognition among asset managers that SPX and VIX derivatives are complimentary risk management tools, that can be used to construct very nuanced and precise portfolio hedges. SPX options provide directional exposure,, while VIX futures and options provide a more dynamic hedge in fast changing markets. The whole notion of harvesting risk premium has taken on a new meaning as sophisticated traders trade VIX and SPX derivatives as interchangeable components of their alpha-generating strategies. Volatility arbitrage though not new, has taken on a new dimension, as several new hedge funds have begun to deploy strategies involving VIX futures and options. We've seen the VIX universe continue to expand in surprising ways. For instance, a major investment group that principally trades energy and interest rate products, recently became a Trading Privileged Holder, or TPH at CFE. Other new users include European investors trading VIX products against fee stocks, a measure of volatility of the Euro Stocks 50. And banks in Brazil, now actively using VIX products for macro hedging. We also see increasing numbers of customers that sell implied volatility short, which has been an active topic in many trading forums. It is important to note we are still in the early stages of developing previously-identified customer segments globally, such as hedge funds, CTAs, proprietary trading firms and institutional investors. Many customers in these categories are early adopters meaning there is considerable room to further expand every category of VIX user. Quite simply, we believe investors of every type can potentially benefit from the added dimension of pure volatility provided by VIX futures and options, and that education is the key to unlocking that potential. We continue to see tremendous demand for education in VIX trading. As an example, CBOE's Options Institute recently conducted seminars on VIX options and futures in New York, San Jose, and Chicago, where over 600 individuals registered for three hour courses. Our online classes are also highly subscribed and VIX-related webinars attract more viewers than any other topic. Additionally, giving the ongoing mainstreaming of VIX trading, the Institute sees particular demand for VIX-related content from retail brokerage firms. Our social media programs similarly reflect the great interest for all things related to CBOE volatility VIX. VIX topics dominate online chatter and VIX related blogs generate more page views than any other topic at the Options Hub, our online social media center. In one recent week, when our content was predominantly VIX related, the site had a record 13,000 page views, more than double the usual number. CBOE's Risk Management Conference brings us face-to-face with some of the most active and sophisticated VIX customers. This year's event drew more than 320 participants, and record corporate sponsorships for a content-rich program, focused on options and VIX-related strategies and trends. A Round Table held at RMC, VIX success drives vol market forward, featured leading industry authorities. I think it's fair to say this group was extremely enthusiastic about the evolving uses of VIX options in futures. We now look forward to holding similar sessions at our Third Annual RMC Europe, which will be held September 3rd through the 5th, just outside Dublin. Broadening access to our marketplace is another avenue for future growth at VIX trading. As you know, we extended the VIX Futures trading day by 5 hours and 45 minutes late in 2013. The added hours respond to demand for additional trading time for US customers, and enable European based customers to access VIX futures during their local trading hours. I'm pleased to say that some 15,000 VIX futures contracts per day now trade outside of regular US trading hours, accounting for 7.4% of the product's total daily volume year-to-date. On certain days when overseas events triggered overnight volatility, we have seen the percentage rise as high as 15%. Pending regulatory review, on June 22nd, we plan to further expand our extended trading hours to nearly 24 hours, which will accommodate Asian market hours, and a growing worldwide user base. We also look forward to extending trading hours for VIX options, as well as SPX options later this year pending regulatory approval. New product development represents a significant opportunity for us to continue to grow VIX trading. As you know we launched futures on our new short-term VIX index, VXST, in February followed by the launch of short-term VIX options last month. Short-term VIX futures and options leverage the most compelling features of SPX Weeklys, and VIX futures and options, including weekly expirations that enable traders to fine-tune the timing of their volatility trades. Short-term VIX is generally more volatile than VIX, which sets the stage for additional trading opportunities. While we would like to have a better volume story at this point, we have not had the liquidity provide our participation we expected early on, which has impacted market quality. Our concentration over the next 30 days will be working with liquidity providers who plan to trade, but are not yet actively quoting in this market. We believe traction will grow as market quality improves. In addition, CBOE is working with issuers of exchange traded products, or ETPs, who have expressed interest in developing products linked to VXST futures, it's similar to what we saw in VIX, with VXX and other ETPs. So despite a slower start than we had hoped, we remain very optimistic on the inherent utility of these products. Other VIX product developments in the pipeline for 2014 include futures on CBOE, CBOT, 10-year Treasury notes volatility index, the first volatility index based on US government debt. The VXTYN Index is calculated by applying all of our VIX methodology to futures options data from CME Group's 10-year US Treasury note contracts. We began descending into index values in May of 2013, and pending regulatory review, intend to launch futures on the index by the end of this year. Diversifying our VIX product line across asset classes is an area where we see significant head room for growth. We view interest rate volatility as an exciting new frontier in the volatility marketplace. Turning now to equity options trading where CBOE continues to hold the industry lead in market share, in March of 2014, CBOE and C2 accounted for 29.5% of all options traded. As of March 31st, CBOE held 28% of total industry market share adjusted for dividend trades, up slightly from 27.9% total market share at the end of December. In multi-listed options only, CBOE held 20.8% market share, up slightly from 20.3% at the end of December. In both cases, CBOE led all 12 options market by a margin of several percentage points. We are pleased but never complacent with our overall performance in the equity options marketplace. We closely monitor the daily changes in this very fluid arena, and are prepared to quickly modify our CBOE and C2 models in response to competitive pressures. Clearly we see considerable opportunities on the options landscape and in the volatilities base going forward. We continue to capitalize on favorable operating leverage inherent in our business, through disciplined expense management, and prudent allocation of capital, while ceding our companies future growth with programs aimed at developing new products, expanding our user base, and optimizing our market share in commoditized products. On that note, I will turn it over to Alan Dean to report on our financials.
Alan Dean:
Thanks Ed, and good morning everyone. I'm pleased to report that CBOE Holdings is off to a strong start this year, posting record revenue and earnings per share for the first quarter, driven by growth in trading volume and disciplined control of operating expenses. Let me start with a recap of our first quarter results. We delivered operating revenue of $157.9 million, up 11% compared with last year's first quarter. Adjusted operating income was $84.6 million, representing an adjusted operating margin of 53.6%, a 270 basis point improvement over the first quarter last year. Adjusted net income allocated to common stockholders was $50 million, up 14%, with the first quarter compared, with the first quarter of 2013, resulting in adjusted diluted earnings per share of $0.58, a 16% increase versus $0.50 per share for the same period last year. Before I continue, let me point out that our GAAP results reported for the first quarter of 2014 and 2013 include certain unusual items that impact the comparison of our operating performance. These items are detailed in our non-GAAP information provided in the press release and in the Appendix of our slide deck. Turning to the details of the quarter, as shown on this chart, the growth in operating revenue was primarily driven by higher revenue from transaction fees and market data fees. Transaction fees increased $13.7 million, or 14%, compared with the first quarter of last year, due to a 31% increase in trading volume, offset slightly by a 13% decrease in the average revenue per contract, or RPC, versus last year's first quarter. The growth in trading volume was driven by volume gains across each of our product categories, with trading volume from equity options up 37%, exchange traded products up 38%, and indexed options up 18%, and futures contracts up 34%. Our blended revenue per contract including options and futures, declined to $0.329, from $0.378 in last year's first quarter. The decline was primarily due to an increase in volume-based incentives in the first quarter of 2014 for certain multiply-listed options traded at CBOE under our volume incentive program, reflecting the impact of fee changes implemented in February and March of 2013. In addition, the product mix shifted in lower margin multiply listed options accounted for a higher percentage of trading volume during the quarter compared with the first quarter of 2013. As a result, the RPC in our options business declined to $0.281 compared with $0.333 in the first quarter of 2013. The revenue per contract on equity options and exchange traded products declined by 42% and 25% respectively, while the RPC for index options was unchanged year-over-year at $0.67. CFE's revenue per contract of $1.62 for the first quarter was relatively unchanged from last year's first quarter. While multiply-listed options represented a higher percentage of our trading volume during the quarter, the percentage of transaction fee revenue contributed from these contracts fell, due to a lower RPC and the strong growth in trading volume from our higher margin proprietary products. As depicted on this slide, in the first quarter of this year multiply listed options accounted for 65.3% of total contracts traded versus 62.1% in last year's first quarter. Trading in our highest margin index options and futures contracts represented 34.7% of total contracts traded, down from 37.9% in last year's first quarter. Converting the volume into transaction fees you can see that in the first quarter of 2014, index options on futures contracts accounted for 81% of our transaction fees, up from 76% in the first quarter of 2013. As Ed noted in his comments, we continue to focus our growth initiatives on our proprietary products that generate the highest return. Looking at revenue drivers outside of transaction fees, most of our other revenue line items were relatively unchanged this quarter, compared with last year's first quarter, with the exception of market data fees. Revenue generated from market data fees increased $1.6 million, as a result of higher market data revenue from OPRA, reflecting higher share of industry transactions, and a rate increase for OPRA terminals. CBOE and C2's share of OPRA revenue increased to 24.5% from 18.9% in last year's first quarter. In addition, we saw higher revenue from CBOE's streaming markets, reflecting an increase in subscribers as well as rates. Moving down the income statement to expenses, this next slide details total adjusted operating expense of $73.3 million for the quarter, up $3.2 million or 5% versus last year's first quarter. This increase primarily reflects higher employee costs and royalty fees, offset somewhat by lower expenses for outside services. Core operating expense of $47.7 million was unchanged compared with the first quarter of 2013. Looking at the details, the key variances were higher employee costs, offset by lower expenses for outside services. The increase in employee costs was primarily due to higher salaries resulting from staff additions, mainly in regulatory services, as well as an increase in the provision for incentive compensation, which is aligned with our growth in pretax income. The decrease in outside services is due to lower legal expenses. Overall, through March core operating expense annualized is tracking in line with our guidance range, and we are reaffirming our guidance range for core expenses of $191 million to $196 million for the full year. Looking at volume based expenses, royalty fees increased by $2.7 million, or 21%. This increase primarily reflects the growth in trading volume in our licensed products, and to some degree fee adjustments that occurred in conjunction with the extension of our S&P licensing agreement on March 8th of last year. Our GAAP effective tax rate for the quarter was 39.9%, versus 38.3% in last year's first quarter. The increase in the effective tax rate reflects the recognition of a discrete tax charge in the first quarter of 2014 versus the discrete tax benefits recognized in the first quarter of 2013. The tax charge was primarily due to a change in New York state tax law effective for 2015, changing to market based sourcing, which impacts our New York state apportionment factor increasing our deferred tax liability. Although the effective tax rate exceeds our annual guidance, we see this as a timing issue. Based on what we know now we still expect the full year tax rate to be in line with our guidance of 38.5% to 39.5%. Taking a look at the balance sheet, we finished the quarter with cash and cash equivalents of $199.1 million, compared to $221.3 million at the end of December. Our solid financial performance, along with a strong balance sheet, has allowed us to return a substantial amount of capital to stockholders in the form of share repurchases and dividends. For the first quarter of this year we have generated approximately $88 million in cash from operations, paid out nearly $16 million in regular dividends, and $44 million in a special dividend, used about $12 million for capital expenditures, and another $39 million to purchase stock. Under our share repurchase plan, we repurchased over 700,000 shares in first quarter, at a total cost of $37 million, at an average price of $52.99 per share. Since the inception of our plan, we have used over $179 million to repurchase 5.3 million shares, at an average price of $33.55. At quarter end, we had $120.8 million available under our current share repurchase authorizations. We remain committed to using our cash flow to optimize stockholder value by reinvesting in our business, and returning excess cash to stockholders through consistent and sustainable dividends and share repurchases. We will continue to be disciplined in our repurchase activity, which will vary based upon stock price and other factors. In closing, our first quarter results demonstrated continued financial and operational discipline and execution, marking the sixth consecutive quarter of year-over-year growth and adjusted operating revenue and adjusted diluted earnings per share. We're very pleased with our strong start to 2014, and we believe we are well-positioned for continued growth as we execute on our strategic plan. With that, I will turn the call back over to Debbie.
Debbie Koopman:
At this point, we would be happy to take questions. We ask that you please limit your questions to one per person to allow time to get to everyone. Feel free to get back in the Q&A queue and if there is time, we'll take a second question.
Operator:
(Operator Instructions). The first question is from Rich Repetto of Sandler O'Neill. Your line is open.
Richard Repetto – Sandler O'Neill & Partners:
Good morning guys, and congratulations on I think the 15th consecutive beat.
Ed Tilly:
Richard Repetto – Sandler O'Neill & Partners:
Good morning. And don't kill me for asking this question, but I have got to turn back, since you spent a fair amount of time on the VIX futures, that the open interest at the end of March was, just say it's still down from peak levels. I know you explained, Ed, that's this tail hedging strategy, where you actually tell people, as the VIX rises to lighten up. But I guess the question is, given everything that you doing, that you outlined in the prepared remarks, that factor is, that the factor of just growth isn't outweighing sort of this strategy of lightning up at higher volatility and adding with lower volatility? And also, if you could, maybe the percent of high frequency traders in VIX futures?
Ed Tilly:
Rich there aren't going to be any more questions left after that.
Richard Repetto – Sandler O'Neill & Partners:
Okay. Just take the first one.
Ed Tilly:
We'll get them both for you. So I think to your point, beginning in 2013, the VIX futures volume actually began to be less correlated with the VIX futures open interest, as we increased the diversity of the VIX market participants, right? So today more sophisticated traders, the vol arbs funds, they employ strategies involving VIX, SPX, OTC variance, VIX-linked ETPs. So if you grasp that rolling 12-month correlation on a month-over-month change in the futures versus the open interest since 2007, you will see in 2013 much to your point that the correlation turned negative, right? Indicating that the open interest really isn't driving the VIX futures volume. Rather, what we've seen, and I think I've hinted on the last couple of calls, if you look at and track and kind of overlay volume of VBX or the vol a vol, as it relates to the VIX futures average daily volume, you see it correlated a bit more than open interest. So historically VBX is high 80s, 86-ish. And then if you look at where we're today, April you'll see the VBX actually low, it is almost 70. There's less volatility in volatility right now. When we ask our product development guys and our research guys to look at cause and effect, we actually point to a lower vol of vol, rather than a change in open interest. And as we saw in the first quarter, as volatility increases in the vol of vol increases, our volumes go up. So maybe if I can get Debbie to run you some VVIX numbers and kind of show you what we're talking about, that might make much more sense than us going back continually to the open interest, and how it's not correlated to the growth in VIX. Coming off another record quarter, it kind of reinforces what we've been telling you all along. Volatility in the marketplace, good for CBOE. Volatility of VOL very good for VIXs futures and options. I think your second question was percentage of HFT in CFE futures. In earlier on discussions with the entire investment community, we did give some top end estimates of what we viewed HFT at CBOE and CFE, but with the ongoing debate, there is really not a consensus of defining HFT. And therefore, difficult to kind of gauge how trading would be impacted. So we're kind of hesitant to put forth numbers at this time. But really, at the end of the day, if we defined HFT, much the way it's defined in the Lewis book, we would not be impacted materially in any way at CBOE or CFE. And as I said in my opening comments we actually see the potential for some upside as more and more trades would be transacted in the lit marketplace. So I hope I've given you kind of our look at the first two questions of the day.
Richard Repetto – Sandler O'Neill & Partners:
All fair points, Ed. Congratulations on your consistency here of the results.
Ed Tilly:
Thanks, Rich.
Alan Dean:
Thank you, Rich.
Operator:
Thank you. And the next question is from Mike Carrier of Bank of America Merrill Lynch. Your line is open.
Mike Carrier – Bank of America Merrill Lynch:
Thanks guys. Alan, just on some of the expenses, I guess mostly on the trading side, it just looks like if I look sequentially, the royalty like fee rate and the volume incentive fee rate, it looks like it decreased a bit. So I just wanted to understand, does it have to do with changes in pricing, changes in volumes? And I guess more importantly, just in terms of the outlook, are these like run rates more normal, or is it back to where it was over the last couple of quarters?
Alan Dean:
Good question. I think if you look at the rate per contract under royalty fee this quarter and compare it to the first quarter of last year, I think it's really close, if not identical. And that could account, could be caused by anomalies in the way that we recognize or pay the royalty fee. Other than the change that went into effect March 8th of last year when we extended our contract with Standard & Poors, there's really nothing new that happened since last March 8th, and I don't anticipate anything continuing the rest of this year. Probably the biggest thing that could impact that rate per contract in royalty fees is a product mix, so not all, we don't pay the same rate per contract on all products, and if a higher one happens to trade more in a quarter than a lower rate per contract one on the royalty fee side, then that could impact that rate. So you'll see slight anomalies quarter-over-quarter but there's really nothing new going on there.
Mike Carrier – Bank of America Merrill Lynch:
Okay. Thanks a lot.
Alan Dean:
Sure. Thank you, Mike.
Operator:
Thank you. And the next question is from Chris Allen of Evercore. Your line is open.
Chris Allen – Evercore Partners:
Good morning guys.
Alan Dean:
Good morning.
Chris Allen – Evercore Partners:
Just a quick numbers related question. Just on the futures RPC, I know it's flattish year-over-year, but we tend to look at more sequential basis, obviously a nice jump up in terms of trading volumes, and also nice jump up in futures RPC, so I'm just wondering if there's any explanation from that, whether it's customer mix or something else?
Alan Dean:
Yes, a lot has to do with the mix within the product. So if we're, because not all participants in the product pay the same. So if a higher fee category happens to trade more during the quarter, that will impact RPC. But I want you to know that on January 2nd, we did increase customer fees on VIX futures slightly, and I expect that had some impact on our revenue per contract and futures in the first quarter.
Chris Allen – Evercore Partners:
Got it. Thanks guys.
Operator:
Thank you. And the next question is from Alex Blostein of Goldman Sachs.
Alexander Blostein – Goldman Sachs:
Ed Provost:
Alex, Ed Provost, I will take that one. We remain very enthusiastic about the product, every conversation that we have with potential customers of the product are very positive. Because we chose not to bring up a VIX weekly, but rather to create a new spot index of VXST, it became a new product, and that triggers technology work that needs to be done by the liquidity provider community, and even on the flow side, it requires products to pass through the compliance areas to get approval, because indeed, it is a new product as opposed to a weekly end of VIX, which would be an extension of an existing product. So those are some of the reasons why we have not had as much market maker participation early on as we had hoped, and why some of the significant players in the VIX have not been active in VXST. So I just think it's a question of it being a new product, we are as optimistic as we've always been that it will be a key contributor to our VIX, to our volatility product mix. But we've acknowledged it's a litter slower out of the gate than we had hoped for, but we continue to be very optimistic.
Ed Tilly:
Ed, let me add a little bit to that. I commented on market quality in the prepared remarks, and really what we mean by that is when we look at the bid/ask spread, and the size of the display market, very, very important, and key driver in attracting the end user to our contract. Really the market quality is really different than what we see in VIX futures. For example VIX futures are tick wide. The sharp term VXST can be three, four, five ticks wide. So what we're working on, and Ed was referring to the dedicated or liquidity providers that are in the market day in, day out, those are the ones that we have to incent to get into the marketplace first. Then the end user, the hedger, the speculator will come to the marketplace. It's a pattern we seen time and again when we launch new product categories, did. Ed and the business development guys that's what they're working on, getting those liquidity providers, the dedicated day-in day-out users of the contract into the marketplace, better market quality, and then the daily users will come after.
Alexander Blostein – Goldman Sachs:
Ed Tilly:
It's a great question. Now we have not ruled out a weekly contract. Rather, this contract was brought to the marketplace because to this so responsive to the short term to market driven events. Using a nine day weekly contract in our VIX methodology to come up with a very volatile number that reflects the state of the market in the short term was really how we preferred to launch. And it's what our users said they were interested in us bringing to the marketplace. So we are nowhere near giving up on this concept, but it certainly to your point does not rule out offering another alternative, a weekly contract based on the 30-day.
Alexander Blostein – Goldman Sachs:
Operator:
Thank you. The next question is from Alex Kramm of UBS.
Alex Kramm – UBS:
Good morning. Wanted to maybe spend a little bit outside of VIX. It seems like you're really focused obviously on broadening the VIX franchise, but how should we look at this from your perspective, like when you think about the SPX business or even the multiply-listed business, do you still see growth opportunities there? And if you do, like what are you actually doing to kind of spur those or catalyze those growth opportunities? Thanks.
Ed Tilly:
Well, Alex, in my prepared remarks, I spent a fair amount of time kind of defining who we see coming into the marketplace. So the greatest opportunity remains here domestically. That demand is by no way satisfied for all things VIX, or VIX related. And then to the educational and the globalization, I think if you take a look at the numbers that we see, when there is volatility in the non-US trading day, our trading before the open or after the close for that matter, before we even incorporate the Asian trading day, where we're averaging roughly 7% ADV in VIX futures, but on the days when there is uncertainty we double the percentage, right? So March 3rd, a day back in January, last Friday in the economic news, we go from 7% to 14%. There is demand across the globe. And our educational and business development efforts reflect that, but I want to continue to say every opportunity that we get, the growth, the greatest opportunity is to continue to expand domestically, and then the global demand will come as we are focusing our efforts in a much broader way. Ed, do you want to add anything?
Ed Provost:
No, I would say consistent with what you said, Ed, every stop we make, both in the state and outside of this country, where we talk about both VIX futures and options we find again a level of interest that is amazing. And we have no reason to believe that there is any limitation in the, immediately anyway, in the upward growth of this product. Our RMC Conference which we had here was a phenomenal success, and we are very optimistic that we're going to set a new record in Dublin, when we have our September Conference there. I mentioned in these calls before, that we're looking at doing a RMC in Asia. So we continue to be very optimistic that VIX is in its infancy, and its growth curve will continue much as it has up until now. So we're very, very optimistic on the VIX front.
Ed Tilly:
Ed, why don't you give a little color as to the participants in RMC in March, and how at the 320 or so attendees, how we saw new faces.
Ed Provost:
Yes. It's a good point. So we have averaged in the last few years upwards of 300 or so participants in the US Conference this year we had 320, which was I think the second highest we've ever had. Major participants include public pension plans, insurance companies, hedge fund portfolio managers, obviously all institutional oriented. A significant portion I think the number is about 70% of the people are new attendees, so it is not the same people coming back and enjoying the warm weather in Florida or California, but rather new people coming to try to understand how to use this product. Sometimes people from the same firms, but new faces learning how to use volatility products. So again, that demographic analysis is very important to us in understanding exactly who it is that is coming to these conferences, how we need to modify our agenda from year-to-year, but we continue again to be very optimistic, and I would encourage you, you on the phone, to if you get the opportunity, to attend a RMC and see the actual users of these products, you would be very, very impressed.
Alex Kramm – UBS:
And real quick, sorry, since my question was mostly focused on VIX, it's not a follow-up, but on the non-VIX products are there still development and product development efforts outside of VIX that you can talk about? Because I'm sorry, maybe I didn't ask the question correctly, but that's what I was trying to get at, as well?
Ed Tilly:
Sure. The product development pipeline here it never ends. We have a team committed to working with liquidity providers, discount brokerage firms all sit around in our product development committee and come up with, in an attempt to fill the gaps from the demand side. What it is that we can bring to the marketplace to satisfy that demand in those gaps. So we have a full product line. And as contracts go from the idea stage and approach implementation we'll be sharing them with you but we do have things coming forward. I think the one we focused on today, which we're most excited about, is later this year, the VXTYN, and that is bringing volatility to the ten years. So yes, there is a pipeline. We never stop, and it is all driven by our end users, both institutional and retail.
Alex Kramm – UBS:
Alright. Thanks for that, too. Bye.
Operator:
Thank you. And the next question is from Ken Worthington of JPMorgan. Your line is open. Ken Worthington Hi. Good morning. Ed, you may a teeny tiny little investment in Tradelegs earlier this year, and it wasn't something we had really seen before from CBOE. Can you talk a little bit about the appetite for investments going forward, and maybe the philosophy and opportunity for growth through acquisition?
Ed Tilly:
So we haven't actually changed the way we view potential investments in outside opportunities. Anytime that we have an add-on business, one that CBOE perhaps has not designed in-house, we where can interact with our customers at any stage of their trading, either from the decision stage as we've made an investment in a front end, to risk management, and in this case, Tradelegs is an opportunity for our end users primarily institution at this point, to become smarter in their trading strategies. We're going to look at them very closely. And if it fits that core goal of CBOE to touch that investor earlier or later in the process, we will take a look at it. Has to make sense for us, but we look at opportunities that, not daily but on a regular basis. Alan, do you want to add anything?
Alan Dean:
The other opportunities that we pay very close attention to involve new product opportunities, so if we can find through an investment in a company, or an idea, or some IP that would lead to a product that we could trade, that we could charge pricing, premium pricing on, well that interests us as well. Of course we are open to any other M&A activities that we believe would enhance shareholder value, but beyond these smaller one-offs that we have invested in now and then, we really haven't seen any other opportunities. Ken Worthington Okay. Great. Thank you.
Operator:
Thank you. And the next question is from Niamh Alexander of KBW, your line is open.
Niamh Alexander – Keefe, Bruyette & Woods:
Thank you for taking my question. If I could just go into customer groups, and I have asked a few times before, it's the retail participation like we're seeing some good activity levels from some of the online retail brokers and some of the non-onlines so far in the year, I was just wondering if you think maybe that was part of the strength in the first quarter as well, that you're starting to see a re-engagement there. I know you see it kind of coming through the brokers, but there's probably a large portion of the brokers just given the size of the market where you can tell that you're starting to see retailer engagement. It hasn't completely gone away, but do you think you're finally seeing it start to really take off and from growth here?
Ed Provost:
Hi, Ed Provost. Yes, as your own analyst reports have noted, the retail brokers have had a good quarter, there's obviously confidence back in the market among retail investors. But to be honest with you, while we have seen an increase in retail flow, our general mix of retail versus institutional remains fairly consistent. We're seeing growth both at the retail level and in the various areas of institutional participation, including the hedge fund or a more sophisticated active institution, as well as traditional institutional, including the pension plan players, as well. And I would say also that we have historically been a primary destination for retail order flow, given our market model, which is very accommodating to retail. So we benefited from the renewed growth of the retail space. We don't talk about it, the retail as much, because it is not so self-limited by Board mandates, and things like that, and the area is so well serviced by the retail firms who are very option centric. But we're very optimistic that there is continued growth potential in the retail space, as well as institution. But again, we often focus on the institutional side, because we think that has the most untapped potential.
Niamh Alexander – Keefe, Bruyette & Woods:
Okay. I'll get back in line. Thanks.
Operator:
Thank you. And the next question is from Christian Bolu of Credit Suisse.
Christian Bolu – Credit Suisse:
Thank you for taking my questions. Just a quick one on interest rate VIX with CME, just help us understand how market participants currently get exposure to interest rate…
Debbie Koopman:
We can't hear you. Can you…
Christian Bolu – Credit Suisse:
Hello. Can you hear me?
Ed Tilly:
That's better now.
Christian Bolu – Credit Suisse:
Sorry about that. Question was on interest rates VIX with the CME, if you could just help us understand how market participants currently get exposure to interest rate volatility? And if there are any conflicts with CMEs options about. I asked the question because that seems to be a growth area for them?
Ed Tilly:
So the exposure in volatility in interest rates now would be much the same as exposure in volatility in a single line stock, meaning every time you trade an option you have volatility exposure. So similar to any of the single names or ETFs here at CBOE that do not have a VIX futures contract tied to it, would be the same way you can gain exposure in interest rates, just using basic option strategy. So this obviously is a coordinated effort with CBOE to bring VXTYN to the market, so we have the support of CME, and certainly we'll be using their option data and our VIX methodology to first launch a futures contract and then hopefully an options contract based on the futures. So this is very much as I said a coordinated effort, but today the volatility exposure would be very traditional in that you would be using options strategies in the ten-year option.
Christian Bolu – Credit Suisse:
Thank you.
Operator:
Thank you. And the next question is from Kenneth Hill of Barclays. Your line is open.
Kenneth Hill – Barclays:
Hi, good morning everyone.
Ed Tilly:
Good morning.
Kenneth Hill – Barclays:
You guys have given a lot of good detail today on many so of the education efforts you have driving some of the growth in the SPX and the VIX products, but as you increasingly look to penetrate groups like hedge funds, commodity trading, prop firms outside of those education efforts, what kind of things can we expect to help grow in those segments, is there perhaps maybe more hiring to be done on the sales front, and even in other geographies as you extend some of these trading hours over time?
Ed Provost:
Ed Provost again. We have in New York a very committed and dedicated team that's primarily focused on the institutional space, and specifically the hedge fund community. Our business development staff has grown over the last several years, consistent with the overall growth in our market. We have areas, we have people who are specialized in certain customer types, such as hedge funds. We have certain people that are specialized in certain product types, like volatility. So we have a very sophisticated calling program, where we engage not only current users but potential users, both domestically and abroad. We record all of the visits we have so that there is a communication across all of our sales force to understand what the open issues are, what kinds of questions are coming up. So we're very, very engaged in one-on-one meetings. We, of course, have talked often about our RMC, where we engage in a number of clients. And then we partner with other organizations and are participants again not only in the US but globally. We are in front of our customers on a regular basis and believe that is the way, the best way to get our message across. So we're very, very focused on the institutional community. Probably a lot more than we are on the retail, because I go back to my earlier comments where the retail community is very much self engaged through the options boutique firms who service them so well. We think the institutional space is the one where there is still the greatest growth potential. And we think that our sales staff is very, very attuned to their needs, and is in great contact with them on a regular basis.
Kenneth Hill – Barclays:
Thanks for taking my question.
Operator:
Thank you. The next question is from Jillian Miller of BMO Capital, your line is open.
Jillian Miller – BMO Capital:
Thanks guys. Just going back to the VIX complex, you have this aggressive education plan for 2014, and I think on slide eight you have got OTC users, asset managers, pension funds, insurance companies that you're targeting, I was just hoping you could give us a general idea, I know it's not by any means an exact science, but a general idea of like what percentage of each of those user bases are already using the VIX products, versus what you think that could be or should be at some point in the future?
Ed Tilly:
It's a great question, Jillian, and I think it's unfortunately my answer is going to be very, very similar to it has been in the past, every quarter, not every quarter but when we set new volume records, as we did first quarter, it tells us that there's so much more penetration to be had, that we're still really, really early. And the traders that we see today were really first movers, and we're still enjoying the first movers, and going out and teaching them what we see in the strategies we see, in both futures options trading as I said in the prepared remarks, trading all S&P volatility exposure across ETPs, SPX options, VIX options and futures, that we're able to then go out and convert those that haven't made the move yet in any of the categories that we've been talking about this morning. So again, I think I would just tell you that we're really, really early, coming off of just a terrific quarter again in VIX futures and options, that once we, if we see a plateau in the next few years, we'll certainly look back on this one and say yes, this was still in the early stages just like we told you last time, last year at this time.
Jillian Miller – BMO Capital:
Okay.
Ed Tilly:
I don't know if there's any other color you would add Ed.
Ed Provost:
No, I think back to our RICs and how the agenda is setup, starting out with some pretty straightforward simple concepts, and move towards some of the most sophisticated concepts, and the sessions that are really the fullest are the ones that are at the learning of the basics of volatility. So there's plenty of people that are coming down there and learning about volatility, and are no doubt not yet currently using the product. I think between that and the visits that we have would suggest is a significant untapped user base out there, that we're trying to get to adopt to the use of these products.
Ed Tilly:
Jillian I know your question was primarily around VIX but we see the same thing when we look at Weeklys, and I had a recent trip to a couple funds in New York, their use of weeklys and the growth of weekly use was very surprising to me. It is such an easy lay off for hedge in the short term, that is how this one fund just began using Weeklys a short time ago. So it's not just VIX, it is really the awareness of an access to all things S&P 500, and the Weekly shares that story, much the same way as trading VIX futures and options do.
Jillian Miller:
Thanks guys.
Operator:
Thank you. And the next question is from Gaston Ceron of Morningstar Equity. Your line is open.
Gaston Ceron – Morningstar Equity:
Hi good morning.
Ed Tilly:
Good morning.
Gaston Ceron – Morningstar Equity:
I just wanted to go back to the seemingly never-ending HFT topic for a second. I hear what you said about I see very limited or I think you said no material impact on you guys from HFT activities. I was wondering would there be any kind of spillover affects into options though, if HFT were curtailed in some material way in the equities world, what would be the kind of spillover affect into options?
Ed Tilly:
Great question. I think the issue is first defining HFT. So let's just say in the broadest sense, or if you use the enough fluff piece book, and define HFT that way, if there was some curtailing of HFT in the frequency of trading, we could see the markets widen a bit in the underlying equity markets. Assuming that the debate does not include an entire national market structure debate, which I think there could be some benefits we can talk about those as well. But just the pure HFT, the ability to change your market in a ratio that currently exists today, and we curtailed that ratio, we cut that back a piece, we could see the spreads widen a bit in the equity market. The result not surprisingly may be a slight widening of the markets in the equity space. That's probably the impact that we see at this point. I know it's very, very simple, but it would show up in the bid/ask spread we can make an assumption in the options space. Now, that said, if the debate is broadened, and there's a market structure debate on dark pools, for example, that do not exist in the options space, and there was a movement to curtail dark trading and those trades showed up in the lit markets, then I think my answer is completely different, and the opportunity for all market quality would improve. Volumes would improve in the lit marketplace, and I think market quality and options would improve as a result. So we're so early in the debate and the potential changes to market structure, it's just how you define HFT, and then really how broad the market structure discussions and changes may be.
Gaston Ceron – Morningstar Equity:
Got it. Thank you.
Operator:
Thank you. And the next question is from Chris Harris of Wells Fargo Securities. Your line is open.
Chris Harris – Wells Fargo Securities:
Thanks. Hey guys, just a kind of a big picture question on your margin, great quarter, record quarter for margin, nice leverage in the model. I guess what I'm wondering though, as you guys are at 53 percent-ish today. If we look at the pure play futures operators, they have margins kind of in the 60% zone. So as your business continues to migrate more towards proprietary, do you guys think you could get the margin up to that level, or is there something maybe structurally that prevents you from getting there, whether it be having to support all the secular growth we're talking about on this call, or having to operate the multiply-listed options business, which might really hamper the margins? Any color on that would be helpful.
Alan Dean:
Sure, Chris. Alan here. I think there is room to grow margin, although that's a nice number, and I'm proud of the number we generated in the first quarter. Our first and foremost we're looking for profits to shareholders, and that's our focus. But the limitation really is just the variable expenses. So the royalty fees, trading volume incentives, some compensation is somewhat variable and tied to profitability. And that would be the limit, the top end limit to our operating margin percentage. There is room to grow, and it will happen in periods when we have high volume in our premium products like we had in the first quarter, and we've seen in other quarters, as well, if you look back historically four years we've been a public company, the big operating margin percentage quarters were always those quarters where we had big SPX and VIX volume. So there is room to grow, and there's no reason why it can't go higher.
Operator:
Thank you. And the next question is from Rich Repetto of Sandler O'Neill.
Richard Repetto – Sandler O'Neill & Partners:
Just a follow-up and to put Alan on the spot here for a second, the D&A, $8.6 million in the quarter, if you run rate that out it's $34.4 million. Just trying to see what's going to jump to get to the $38 million to $40 million range, because that would imply close to $10 million a quarter in D&A?
Alan Dean:
Yes. The D&A is tied to our capital purchases, and when we put things into service we still believe that the guidance of $38 million to $40 million for D&A is good, and so that would imply higher D&A the remainder of the year, and so that's how we see it right now.
Richard Repetto – Sandler O'Neill & Partners:
Okay. Just wanted to say Go Bruins, that's really why I got back in the queue.
Alan Dean:
Oh, wow.
Ed Tilly:
Rich I thought you had another open interest question.
Richard Repetto – Sandler O'Neill & Partners:
Thank you.
Operator:
Thank you. And the next question is from Alex Kramm of UBS. Your line is open.
Alex Kramm – UBS:
Rich just asked my follow-up. I'll leave it at that. Thanks very much.
Operator:
Thank you. The next question is from Mike Carrier from Bank of America Merrill Lynch, your line is open.
Mike Carrier – Bank of America Merrill Lynch:
Just one follow-up for Alan on volumes, two points,- when you extend the hours to Asia relative to Europe, would you expect more uptake just given the users in Asia, typically are higher users of options. And then the second thing is, when you look in the market overall, when you see certain stocks like do splits, particularly when markets are hitting new highs, and you may have more new activity on the split front, are there any type of like options strategies that you would expect, like a pick-up in trading activity around those?
Ed Tilly:
So on the extended trading hours, Mike, we of course would hope and expect to get incremental business, that's clearly why we do it. We know that in our current trading hours some of the flow coming to us is from Asia through London. But by extending our trading hours as we're going to be doing in June, we believe that we will receive incremental business directly from Asia because we'll be open during those hours. So that's clearly what our expectation and hope is. Your second question was, let's go back to the first just for a moment. One of the nice trades that we're seeing and enjoying in Europe that we would love to see develop coming out of Asia, in the prepared comments we said there's a trade now in V stocks versus VIX. We think that is going to be we think a continued opportunity for us, and look forward to the same trade between when we look into the Asian markets versus VIX. We think that has a potential to build, and with our partner Standard & Poors are out, we actually have our key strategy guy now in Asia. So that is an opportunity for us going forward as well. And what was the second question?
Alan Dean:
With respect to splits. I guess when you talk about that, I think of the Apple split coming up, and you take a product like that that's trading at $600, $700 and you're splitting it down, what is it, seven to one, or whatever the number was. Typically we've seen industry volume in the options increase. If the objective of a split is it will draw more investors into the stock because it's a lower priced stock, I think what we have generally seen is that's favorable to option volume. So as to specific strategies, it would be tough to comment on that, but splitting a stock of that number down to a smaller more investable size, which I believe is what the corporation's objective is, would generally result in the similar increase in volume in the options space.
Mike Carrier – Bank of America Merrill Lynch:
Okay. Thanks a lot guys.
Operator:
Thank you. There are no further questions at this time. I'll turn the call back over for closing remarks.
Debbie Koopman:
That completes our call this morning. We appreciate your time and continued interest in CBOE Holdings. We will be available today for any follow-ups you may have. Thank you.
Operator:
Thank you. Ladies and gentlemen, this concludes today's conference, you may now disconnect. Good day.