Business Wire | Oct 28, 2021 07:30AM EDT

Intercontinental Exchange Reports Strong Third Quarter 2021

Oct. 28, 2021

ATLANTA & NEW YORK--(BUSINESS WIRE)--Oct. 28, 2021-- * 3Q21 net revenues of $1.8 billion, +28% y/ y



* 3Q21 GAAP diluted EPS of $1.12, +58% y/y



* 3Q21 adj. diluted EPS of $1.30, +34% y/y



* 3Q21 operating income of $878 million, +40% y/y; adjusted operating income of Jeffrey C. Sprecher, $1.0 billion, +31% y/ ICE Chairman & Chief Executive Officer, said, y "We are pleased to report our strong third quarter results which extend our track record of growth. Our customers continue to rely on our mission-critical data and technology to provide * 3Q21 operating margin transparency and efficiencies across asset classes of 49%; adj. and through an array of macroeconomic environments. operating margin of We remain focused on collaboration and innovation 58% to serve our customers, generate growth and deliver value to our stockholders."

* Expect to resume share repurchases in the fourth quarter



* Bakkt completes merger with VPC Impact Acquisition Holdings



* Reached an agreement to sell 9.85% stake in Euroclear for (eu) 709 million

Intercontinental Exchange (NYSE: ICE), a leading global provider of data, technology and market infrastructure, today reported financial results for the third quarter of 2021. For the quarter ended September 30, 2021, consolidated net income attributable to ICE was $633 million on $1.8 billion of consolidated revenues, less transaction-based expenses. Third quarter GAAP diluted earnings per share (EPS) were $1.12. Adjusted net income attributable to ICE was $735 million in the third quarter and adjusted diluted EPS were $1.30. Please refer to the reconciliation of non-GAAP financial measures included in this press release for more information on our adjusted operating expenses, adjusted operating income, adjusted operating margin, adjusted net income, adjusted diluted EPS and free cash flow.

Warren Gardiner, ICE Chief Financial Officer, added: "In the third quarter, we generated double-digit revenue, operating income and earnings per share growth. This strong performance, including double digit growth in our recurring revenues, was driven by contributions from all three business segments and is a testament to the power of our diverse business model. Additionally, our strong cash flows and strategic capital allocation will enable us to accelerate capital return to our shareholders while also continuing to invest."

Third Quarter 2021 Business Highlights

$ (in millions) Net Revenue Op Margin Adj Op Margin

3Q21

Exchanges $959 66% 68%

Fixed Income and Data Services $477 29% 39%

Mortgage Technology $366 30% 58%

Consolidated $1,802 49% 58%

Third quarter consolidated net revenues were $1.8 billion, up 28% year-over-year including exchange net revenues of $959 million, fixed income and data services revenues of $477 million and mortgage technology revenues of $366 million. Consolidated operating expenses were $924 million for the third quarter of 2021. On an adjusted basis, consolidated operating expenses were $755 million. Consolidated operating income for the third quarter was $878 million and the operating margin was 49%. On an adjusted basis, consolidated operating income for the third quarter was $1.0 billion and the adjusted operating margin was 58%.

Exchanges Segment Results

Third quarter exchange net revenues were $959 million. Exchange operating expenses were $330 million and on an adjusted basis, were $309 million in the third quarter. Segment operating income for the third quarter was $629 million and the operating margin was 66%. On an adjusted basis, operating income was $650 million and the adjusted operating margin was 68%.

$ (in millions) 3Q21 3Q20 % Chg

Revenue, net:

Energy $316 $229 38%

Ags and Metals 56 54 5%

Financials^(1) 93 76 24%

Cash Equities and Equity Options 79 74 7%

OTC and Other^(2) 84 73 14%

Data and Connectivity Services 208 201 3%

Listings 123 111 10%

Segment Revenue $959 $818 17%

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

(2) OTC & other includes physical energy, interest income on certain clearing margin deposits, regulatory penalties and fines, fees for use of our facilities, regulatory fees charged to member organizations of our U.S. securities exchanges, designated market maker service fees, technology development fees, exchange member fees, and agriculture grading and certification fees.

Fixed Income and Data Services Segment Results

Third quarter fixed income and data services revenues were $477 million. Fixed income and data services operating expenses were $338 million and adjusted operating expenses were $293 million in the third quarter. Segment operating income for the third quarter was $139 million and the operating margin was 29%. On an adjusted basis, operating income was $184 million and the adjusted operating margin was 39%.

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

(2) OTC & other includes physical energy, interest income on certain clearing margin deposits, regulatory penalties and fines, fees for use of our facilities, regulatory fees charged to member organizations of our U.S. securities exchanges, designated market maker service fees, technology development fees, exchange member fees, and agriculture grading and certification fees.

Fixed Income and Data Services Segment Results

Third quarter fixed income and data services revenues were $477 million. Fixed income and data services operating expenses were $338 million and adjusted operating expenses were $293 million in the third quarter. Segment operating income for the third quarter was $139 million and the operating margin was 29%. On an adjusted basis, operating income was $184 million and the adjusted operating margin was 39%.

$ (in millions) 3Q21 3Q20 % Chg Const Curr^(1)

Revenue:

Fixed Income Execution $12 $15 (18)% (18)%

CDS Clearing 51 47 9% 9%

Fixed Income Data and Analytics 272 259 5% 5%

Other Data and Network Services 142 129 10% 9%

Segment Revenue $477 $450 6% 6%

(1) Net revenues in constant currency are calculated holding both the pound sterling and euro at the average exchange rate from 3Q20, 1.2916 and 1.1691, respectively.

Mortgage Technology Segment Results

Third quarter mortgage technology revenues were $366 million. Mortgage technology operating expenses were $256 million and adjusted operating expenses were $153 million in the third quarter. Segment operating income for the third quarter was $110 million and the operating margin was 30%. On an adjusted basis, operating income was $213 million and the adjusted operating margin was 58%.

(1) Net revenues in constant currency are calculated holding both the pound sterling and euro at the average exchange rate from 3Q20, 1.2916 and 1.1691, respectively.

Mortgage Technology Segment Results

Third quarter mortgage technology revenues were $366 million. Mortgage technology operating expenses were $256 million and adjusted operating expenses were $153 million in the third quarter. Segment operating income for the third quarter was $110 million and the operating margin was 30%. On an adjusted basis, operating income was $213 million and the adjusted operating margin was 58%.

$ (in millions) 3Q21 3Q20 % Chg^(1)

Revenue:

Origination Technology $245 $67 n/a

Closing Solutions 88 67 31%

Data and Analytics 19 5 n/a

Other 14 4 n/a

Segment Revenue $366 $143 n/a

(1) Percentage changes in the table above deemed "n/a" are not meaningful due to the acquisition of Ellie Mae in September 2020.

Other Matters

* The effective tax rate for the third quarter of 2021 was 23%. * Operating cash flow through the third quarter of 2021 was $2.1 billion and free cash flow was $2.0 billion. * Unrestricted cash was $618 million and outstanding debt was $14.2 billion as of September 30, 2021. * Through the third quarter of 2021, ICE paid $561 million in dividends. * ICE expects to resume share repurchases in the fourth quarter. * Bakkt completed its merger with VPC Impact Acquisition Holdings on October 15, 2021. * ICE reached an agreement to sell its 9.85% stake in Euroclear for (euro)709 million. The transaction could close as soon as the first half of 2022, subject to regulatory approvals.

Financial Guidance

* ICE's fourth quarter 2021 total recurring revenues are expected to be in a range of $892 million to $907 million. Exchanges fourth quarter 2021 total recurring revenues are expected to be in a range of $330 million to $335 million. Fixed Income & Data Services fourth quarter 2021 total recurring revenues are expected to be in a range of $415 million to $420 million. Mortgage Technology fourth quarter 2021 total recurring revenues are expected to be in a range of $147 million to $152 million. * ICE's fourth quarter 2021 GAAP operating expenses are expected to be in a range of $922 million to $932 million. Adjusted operating expenses(1) are expected to be in a range of $737 million to $747 million, including approximately $10 million related to Bakkt. * ICE's fourth quarter 2021 GAAP non-operating income(2) is expected to be in the range of $1.185 billion to $1.190 billion, including an expected gain on the Bakkt merger of approximately $1.3 billion. Adjusted non-operating expense is expected to be in the range of $100 million to $105 million. * ICE's diluted share count for the fourth quarter is expected to be in the range of 563 million to 569 million weighted average shares outstanding, excluding the impact of any potential share repurchases.

(1) Percentage changes in the table above deemed "n/a" are not meaningful due to the acquisition of Ellie Mae in September 2020.

Other Matters

* The effective tax rate for the third quarter of 2021 was 23%. * Operating cash flow through the third quarter of 2021 was $2.1 billion and free cash flow was $2.0 billion. * Unrestricted cash was $618 million and outstanding debt was $14.2 billion as of September 30, 2021. * Through the third quarter of 2021, ICE paid $561 million in dividends. * ICE expects to resume share repurchases in the fourth quarter. * Bakkt completed its merger with VPC Impact Acquisition Holdings on October 15, 2021. * ICE reached an agreement to sell its 9.85% stake in Euroclear for (euro)709 million. The transaction could close as soon as the first half of 2022, subject to regulatory approvals.

Financial Guidance

* ICE's fourth quarter 2021 total recurring revenues are expected to be in a range of $892 million to $907 million. Exchanges fourth quarter 2021 total recurring revenues are expected to be in a range of $330 million to $335 million. Fixed Income & Data Services fourth quarter 2021 total recurring revenues are expected to be in a range of $415 million to $420 million. Mortgage Technology fourth quarter 2021 total recurring revenues are expected to be in a range of $147 million to $152 million. * ICE's fourth quarter 2021 GAAP operating expenses are expected to be in a range of $922 million to $932 million. Adjusted operating expenses(1) are expected to be in a range of $737 million to $747 million, including approximately $10 million related to Bakkt. * ICE's fourth quarter 2021 GAAP non-operating income(2) is expected to be in the range of $1.185 billion to $1.190 billion, including an expected gain on the Bakkt merger of approximately $1.3 billion. Adjusted non-operating expense is expected to be in the range of $100 million to $105 million. * ICE's diluted share count for the fourth quarter is expected to be in the range of 563 million to 569 million weighted average shares outstanding, excluding the impact of any potential share repurchases.

(1) 2021 and 4Q21 non-GAAP operating expenses exclude amortization ofacquisition-related intangibles and transaction & integration costs.

(2) Non-operating income / expense includes interest income, interest expenseand net other income. Non-GAAP non-operating expense excludes the equityearnings from unconsolidated investees and the expected gain on Bakkt merger.

Earnings Conference Call Information

ICE will hold a conference call today, October 28, 2021, at 8:30 a.m. ET to review its third quarter 2021 financial results. A live audio webcast of the earnings call will be available on the company's website at www.theice.com in the investor relations section. Participants may also listen via telephone by dialing 844-512-2926 from the United States or 412-317-6300 from outside of the United States. Telephone participants are required to provide the participant entry number 8624010 and are recommended to call 10 minutes prior to the start of the call. The call will be archived on the company's website for replay.

The conference call for the fourth quarter 2021 earnings has been scheduled for February 3rd, 2022 at 8:30 a.m. ET. Please refer to the Investor Relations website at www.ir.theice.com for additional information.

Historical futures, options and cash ADV, rate per contract, open interest data and CDS cleared information can be found at: https://ir.theice.com/home/default.aspx.

Consolidated Statements of Income

(In millions, except per share amounts)

(Unaudited)

Nine Months Ended Three Months Ended September 30, September 30,

Revenues: 2021 2020 2021 2020

Exchanges $ 4,376 $ 4,406 $ 1,434 $ 1,337

Fixed income and data services 1,403 1,360 477 450

Mortgage technology 1,061 245 366 143

Total revenues 6,840 6,011 2,277 1,930

Transaction-based expenses:

Section 31 fees 204 465 38 145

Cash liquidity payments, routing and 1,330 1,181 437 374 clearing

Total revenues, less transaction-based 5,306 4,365 1,802 1,411 expenses

Operating expenses:

Compensation and benefits 1,093 849 374 298

Professional services 124 100 43 37

Acquisition-related transaction and 42 90 14 76 integration costs

Technology and communication 495 388 168 131

Rent and occupancy 61 59 20 19

Selling, general and administrative 163 132 52 43

Depreciation and amortization 759 494 253 180

Total operating expenses 2,737 2,112 924 784

Operating income 2,569 2,253 878 627

Other income (expense):

Interest income - 9 - 1

Interest expense (321 ) (245 ) (108 ) (89 )

Other income, net 1,341 75 54 44

Other income (expense), net 1,020 (161 ) (54 ) (44 )

Income before income tax expense 3,589 2,092 824 583

Income tax expense 1,049 512 187 189

Net income $ 2,540 $ 1,580 $ 637 $ 394

Net income attributable to (9 ) (17 ) (4 ) (4 )non-controlling interest

Net income attributable to $ 2,531 $ 1,563 $ 633 $ 390 Intercontinental Exchange, Inc.



Earnings per share attributable toIntercontinental Exchange, Inc. common stockholders:

Basic $ 4.50 $ 2.85 $ 1.12 $ 0.71

Diluted $ 4.48 $ 2.83 $ 1.12 $ 0.71

Weighted average common shares outstanding:

Basic 563 549 563 548

Diluted 565 552 566 551

Consolidated Balance Sheets

(In millions)

As of

September 30, 2021

As of

(Unaudited)

December 31, 2020

Assets:

Current assets:

Cash and cash equivalents

$

618

$

583

Short-term restricted cash and cash equivalents

1,045

1,000

Customer accounts receivable, net

1,327

1,230

Margin deposits, guaranty funds and delivery contracts receivable

108,698

84,083

Prepaid expenses and other current assets

1,032

323

Total current assets

112,720

87,219

Property and equipment, net

1,723

1,713

Other non-current assets:

Goodwill

21,309

21,291

Other intangible assets, net

13,928

14,408

Long-term restricted cash and cash equivalents

398

408

Other non-current assets

584

1,161

Total other non-current assets

36,219

37,268

Total assets

$

150,662

$

126,200

Liabilities and Equity:

Current liabilities:

Accounts payable and accrued liabilities

$

696

$

639

Section 31 fees payable

14

207

Accrued salaries and benefits

275

346

Deferred revenue

322

158

Short-term debt

1,831

2,411

Margin deposits, guaranty funds and delivery contracts payable

108,698

84,083

Other current liabilities

196

155

Total current liabilities

112,032

87,999

Non-current liabilities:

Non-current deferred tax liability, net

3,689

3,563

Long-term debt

12,394

14,126

Accrued employee benefits

200

206

Non-current operating lease liability

274

320

Other non-current liabilities

394

359

Total non-current liabilities

16,951

18,574

Total liabilities

128,983

106,573

Commitments and contingencies

Redeemable non-controlling interest in consolidated subsidiaries

87

93

Equity:

Intercontinental Exchange, Inc. stockholders' equity:

Common stock

6

6

Treasury stock, at cost

(5,269

)

(5,200

)

Additional paid-in capital

14,019

13,845

Retained earnings

13,009

11,039

Accumulated other comprehensive loss

(206

)

(192

)

Total Intercontinental Exchange, Inc. stockholders' equity

21,559

19,498

Non-controlling interest in consolidated subsidiaries

33

36

Total equity

21,592

19,534

Total liabilities and equity

$

150,662

$

126,200

Non-GAAP Financial Measures and Reconciliation

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

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

Consolidated Balance Sheets

(In millions)

As of

September 30, As of 2021

(Unaudited) December 31, 2020

Assets:

Current assets:

Cash and cash equivalents $ 618 $ 583

Short-term restricted cash and cash equivalents 1,045 1,000

Customer accounts receivable, net 1,327 1,230

Margin deposits, guaranty funds and delivery 108,698 84,083 contracts receivable

Prepaid expenses and other current assets 1,032 323

Total current assets 112,720 87,219

Property and equipment, net 1,723 1,713

Other non-current assets:

Goodwill 21,309 21,291

Other intangible assets, net 13,928 14,408

Long-term restricted cash and cash equivalents 398 408

Other non-current assets 584 1,161

Total other non-current assets 36,219 37,268

Total assets $ 150,662 $ 126,200



Liabilities and Equity:

Current liabilities:

Accounts payable and accrued liabilities $ 696 $ 639

Section 31 fees payable 14 207

Accrued salaries and benefits 275 346

Deferred revenue 322 158

Short-term debt 1,831 2,411

Margin deposits, guaranty funds and delivery 108,698 84,083 contracts payable

Other current liabilities 196 155

Total current liabilities 112,032 87,999

Non-current liabilities:

Non-current deferred tax liability, net 3,689 3,563

Long-term debt 12,394 14,126

Accrued employee benefits 200 206

Non-current operating lease liability 274 320

Other non-current liabilities 394 359

Total non-current liabilities 16,951 18,574

Total liabilities 128,983 106,573

Commitments and contingencies

Redeemable non-controlling interest in 87 93 consolidated subsidiaries

Equity:

Intercontinental Exchange, Inc. stockholders' equity:

Common stock 6 6

Treasury stock, at cost (5,269 ) (5,200 )

Additional paid-in capital 14,019 13,845

Retained earnings 13,009 11,039

Accumulated other comprehensive loss (206 ) (192 )

Total Intercontinental Exchange, Inc. 21,559 19,498 stockholders' equity

Non-controlling interest in consolidated 33 36 subsidiaries

Total equity 21,592 19,534

Total liabilities and equity $ 150,662 $ 126,200

Non-GAAP Financial Measures and Reconciliation

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

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



Adjusted Operating Income, Operating Margin and Operating ExpenseReconciliation

(In millions)

(Unaudited)



Fixed Income Mortgage Exchanges and Data Technology Consolidated Segment Services Segment Segment

Nine Months Nine Months Nine Months Nine Months Ended Ended Ended Ended September 30, September 30, September September 30, 30,

2021 2020 2021 2020 2021 2020 2021 2020

Total revenues,less $2,842 $2,760 $1,403 $1,360 $1,061 $245 $5,306 $4,365transaction-basedexpenses

Operating expenses 977 919 1,010 987 750 206 2,737 2,112

Less: Amortizationof 56 53 136 144 277 38 469 235acquisition-relatedintangibles

Less: Transactionand integrationcosts and 12 10 - - 28 76 40 86acquisition-relatedsuccess fees

Less: Accrualrelating to a - - - 8 - - - 8regulatorysettlement

Adjusted operating $909 $856 $874 $835 $445 $92 $2,228 $1,783expenses

Operating income $1,865 $1,841 $393 $373 $311 $39 $2,569 $2,253

Adjusted operating $1,933 $1,904 $529 $525 $616 $153 $3,078 $2,582income

Operating margin 66% 67% 28% 27% 29% 16% 48% 52%

Adjusted operating 68% 69% 38% 39% 58% 62% 58% 59%margin



Adjusted Operating Income, Operating Margin and Operating Expense Reconciliation

(In millions)

(Unaudited)

Exchanges Segment

Fixed Income and Data Services Segment

Mortgage Technology Segment

Consolidated

Three Months EndedSeptember 30,

Three Months EndedSeptember 30,

Three Months EndedSeptember 30,

Three Months EndedSeptember 30,

2021

2020

2021

2020

2021

2020

2021

2020

Total revenues, less transaction-based expenses

$959

$818

$477

$450

$366

$143

$1,802

$1,411

Operating expenses

330

297

338

331

256

156

924

784

Less: Amortization of acquisition-related intangibles

19

18

45

48

92

28

156

94

Less: Transaction and integration costs

2

-

-

-

11

76

13

76

Less: Accrual relating to a regulatory settlement

-

-

-

3

-

-

-

3

Adjusted operating expenses

$309

$279

$293

$280

$153

$52

$755

$611

Operating income

$629

$521

$139

$119

$110

$(13)

$878

$627

Adjusted operating income

$650

$539

$184

$170

$213

$91

$1,047

$800

Operating margin

66%

64%

29%

26%

30%

(9)%

49%

44%

Adjusted operating margin

68%

66%

39%

38%

58%

64%

58%

57%



Adjusted Operating Income, Operating Margin and Operating ExpenseReconciliation

(In millions)

(Unaudited)



Fixed Exchanges Income Mortgage Segment and Data Technology Consolidated Services Segment Segment

Three Three Three Months Months Months Three Months Ended Ended Ended Ended September September September September 30, 30, 30, 30,

2021 2020 2021 2020 2021 2020 2021 2020

Total revenues, less $959 $818 $477 $450 $366 $143 $1,802 $1,411transaction-based expenses

Operating expenses 330 297 338 331 256 156 924 784

Less: Amortization ofacquisition-related 19 18 45 48 92 28 156 94intangibles

Less: Transaction and 2 - - - 11 76 13 76integration costs

Less: Accrual relating to a - - - 3 - - - 3regulatory settlement

Adjusted operating expenses $309 $279 $293 $280 $153 $52 $755 $611

Operating income $629 $521 $139 $119 $110 $(13) $878 $627

Adjusted operating income $650 $539 $184 $170 $213 $91 $1,047 $800

Operating margin 66% 64% 29% 26% 30% (9)% 49% 44%

Adjusted operating margin 68% 66% 39% 38% 58% 64% 58% 57%



Adjusted Net Income Attributable to ICE and EPS

(In millions)

(Unaudited)

Nine Months Ended September 30, 2021

Nine Months Ended September 30, 2020

Net income attributable to ICE

$

2,531

$

1,563

Add: Amortization of acquisition-related intangibles

469

235

Add: Transaction and integration costs and acquisition-related success fees

40

86

Add: Accelerated unamortized costs related to the early payoff of the June 2023 floating rate senior notes

4

-

Add: Extinguishment of December 2020 Senior Notes

-

14

Add: Pre-acquisition interest expense on debt issued for Ellie Mae acquisition

-

5

Add: Accrual relating to legal settlement

16

-

Add: Accrual relating to regulatory settlement

-

8

Add: Impairment of CAT promissory notes

-

2

Less: Gain on sale of Coinbase equity investment

(1,227

)

-

Less: Gain on value of equity investment

(34

)

-

Less: Gain related to the settlement of an acquisition-related indemnification claim

(7

)

-

Less: Net income from unconsolidated investees

(42

)

(84

)

Add/(Less): Income tax effect for the above items

204

(62

)

Add: Deferred tax adjustments on acquisition-related intangibles

196

33

Adjusted net income attributable to ICE

$

2,150

$

1,800

Basic earnings per share

$

4.50

$

2.85

Diluted earnings per share

$

4.48

$

2.83

Adjusted basic earnings per share

$

3.82

$

3.28

Adjusted diluted earnings per share

$

3.80

$

3.26

Basic weighted average common shares outstanding

563

549

Diluted weighted average common shares outstanding

565

552

Adjusted Net Income Attributable to ICE and EPS

(In millions)

(Unaudited)

Nine Nine Months Months Ended Ended September September 30, 30, 2021 2020

Net income attributable to ICE $ 2,531 $ 1,563

Add: Amortization of acquisition-related intangibles 469 235

Add: Transaction and integration costs and 40 86 acquisition-related success fees

Add: Accelerated unamortized costs related to the early 4 - payoff of the June 2023 floating rate senior notes

Add: Extinguishment of December 2020 Senior Notes - 14

Add: Pre-acquisition interest expense on debt issued for - 5 Ellie Mae acquisition

Add: Accrual relating to legal settlement 16 -

Add: Accrual relating to regulatory settlement - 8

Add: Impairment of CAT promissory notes - 2

Less: Gain on sale of Coinbase equity investment (1,227 ) -

Less: Gain on value of equity investment (34 ) -

Less: Gain related to the settlement of an (7 ) - acquisition-related indemnification claim

Less: Net income from unconsolidated investees (42 ) (84 )

Add/(Less): Income tax effect for the above items 204 (62 )

Add: Deferred tax adjustments on acquisition-related 196 33 intangibles

Adjusted net income attributable to ICE $ 2,150 $ 1,800



Basic earnings per share $ 4.50 $ 2.85

Diluted earnings per share $ 4.48 $ 2.83



Adjusted basic earnings per share $ 3.82 $ 3.28

Adjusted diluted earnings per share $ 3.80 $ 3.26



Basic weighted average common shares outstanding 563 549

Diluted weighted average common shares outstanding 565 552

Adjusted Net Income Attributable to ICE and EPS

(In millions)

(Unaudited)

Three Months Ended September 30, 2021

Three Months Ended September 30, 2020

Net income attributable to ICE

$

633

$

390

Add: Amortization of acquisition-related intangibles

156

94

Add: Transaction and integration costs

13

76

Add: Accrual related to legal settlement

16

-

Add: Accrual related to regulatory settlement

-

3

Add: Accelerated unamortized costs related to the early payoff of the June 2023 floating rate senior notes

4

-

Add: Pre-acquisition interest expense on debt issued for Ellie Mae acquisition

-

5

Less: Gain on value of equity investment

(34

)

-

Less: Net income from unconsolidated investees

(8

)

(49

)

Less: Income tax effect for the above items

(44

)

(29

)

Add/(Less): Deferred tax adjustments on acquisition-related intangibles

(1

)

43

Adjusted net income attributable to ICE

$

735

$

533

Basic earnings per share

$

1.12

$

0.71

Diluted earnings per share

$

1.12

$

0.71

Adjusted basic earnings per share

$

1.31

$

0.97

Adjusted diluted earnings per share

$

1.30

$

0.97

Basic weighted average common shares outstanding

563

548

Diluted weighted average common shares outstanding

566

551

Adjusted Net Income Attributable to ICE and EPS

(In millions)

(Unaudited)

Three Three Months Months Ended Ended September September 30, 30, 2021 2020

Net income attributable to ICE $ 633 $ 390

Add: Amortization of acquisition-related intangibles 156 94

Add: Transaction and integration costs 13 76

Add: Accrual related to legal settlement 16 -

Add: Accrual related to regulatory settlement - 3

Add: Accelerated unamortized costs related to the early 4 - payoff of the June 2023 floating rate senior notes

Add: Pre-acquisition interest expense on debt issued for - 5 Ellie Mae acquisition

Less: Gain on value of equity investment (34 ) -

Less: Net income from unconsolidated investees (8 ) (49 )

Less: Income tax effect for the above items (44 ) (29 )

Add/(Less): Deferred tax adjustments on (1 ) 43 acquisition-related intangibles

Adjusted net income attributable to ICE $ 735 $ 533



Basic earnings per share $ 1.12 $ 0.71

Diluted earnings per share $ 1.12 $ 0.71



Adjusted basic earnings per share $ 1.31 $ 0.97

Adjusted diluted earnings per share $ 1.30 $ 0.97



Basic weighted average common shares outstanding 563 548

Diluted weighted average common shares outstanding 566 551

Free Cash Flow Calculation

(In millions)

(Unaudited)

Nine months ended September 30, 2021

Nine months ended September 30, 2020

Cash flow from operations

$2,130

$1,815

Less: Capital expenditures and capitalized software development costs

(328

)

(268

)

Add: Section 31 fees, net

193

85

Free cash flow

$1,995

$1,632

About Intercontinental Exchange

Intercontinental Exchange, Inc. (NYSE: ICE) is a Fortune 500 company that designs, builds and operates digital networks to connect people to opportunity. We provide financial technology and data services across major asset classes that offer our customers access to mission-critical workflow tools that increase transparency and operational efficiencies. We operate exchanges, including the New York Stock Exchange, and clearing houses that help people invest, raise capital and manage risk across multiple asset classes. Our comprehensive fixed income data services and execution capabilities provide information, analytics and platforms that help our customers capitalize on opportunities and operate more efficiently. At ICE Mortgage Technology, we are transforming and digitizing the U.S. residential mortgage process, from consumer engagement through loan registration. Together, we transform, streamline and automate industries to connect our customers to opportunity.

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

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995 - Statements in this press release regarding ICE's business that are not historical facts are "forward-looking statements" that involve risks and uncertainties. For a discussion of additional risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see ICE's Securities and Exchange Commission (SEC) filings, including, but not limited to, the risk factors in Intercontinental Exchange, Inc.'s Annual Report on Form 10-K for the year ended December 31, 2020, as filed with the SEC on February 4, 2021. We caution you not to place undue reliance on these forward-looking statements. Any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to update any forward-looking statement or statements to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of an unanticipated event. New factors emerge from time to time, and it is not possible for management to predict all factors that may affect our business and prospects. Further, management cannot assess the impact of each factor on the business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

SOURCE: Intercontinental Exchange

ICE-CORP

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CONTACT: ICE Investor Relations Contact: Mary Caroline O'Neal +1 770 738 2151 marycaroline.oneal@ice.com

CONTACT: investors@ice.com

CONTACT: ICE Media Contact: Josh King +1 212 656 2490 josh.king@ice.com

CONTACT: media@ice.com