TMX Group Limited reports results for the second quarter 2014

• Revenue of $182.3 million in Q2/14, unchanged from Q2/13
• Operating expenses of $111.1 million in Q2/14, down 3% compared with Q2/13
• Income from operations of $71.3 million in Q2/14, up 6% compared with Q2/13
• Diluted loss per share of 49 cents in Q2/14 due to non-cash impairment charges compared with diluted earnings per share of 47 cents in Q2/13
• Adjusted diluted earnings per share of $1.01 in Q2/14, up 13% compared with Q2/13
• Adjusted diluted earnings per share of $1.01 excludes:
  • $1.31 per share non-cash impairment charges largely related to BOX
  • 13 cents per share of amortization of intangibles related to acquisitions
  • 5 cents per share charge related to credit facility refinancing expenses
  • 1 cent per share charge related to Maple Transaction and integration costs

TORONTO, Aug. 7, 2014 /CNW/ - TMX Group Limited (TSX:X) ("TMX Group") today announced results for the second quarter ended June 30, 2014.

Commenting on Q2 2014, Thomas Kloet, Chief Executive Officer of TMX Group said:

"We are pleased with our accomplishments this past quarter, including the successful implementation of our high-performance TMX Quantum XA trading engine on Toronto Stock Exchange in June.  Overall, Canadian equities markets experienced a significant increase in capital raised during Q2/14 compared with the same period last year as is reflected in our issuer services revenue.  Importantly, in Q2/14 there were revenue increases in several lines of business, which offset the permanent loss in revenue following the termination of the CDS contract with securities regulators and the impact of lower trading volumes on our marketplaces compared with Q2/13.  We continue to focus on new initiatives to further diversify our business and deliver increased value to our customers."

Mr. Kloet added:  "As I approach retirement, I leave with great pride in what we have accomplished as a team over the last six years.  I look forward to what I know will be a bright future for TMX Group.  The search committee of the Board is continuing its process of selecting my successor and we will have an update as events unfold."

Michael Ptasznik, Chief Financial Officer of TMX Group, said:

"While our revenue for Q2/14 was essentially unchanged from Q2/13, we experienced growth in additional listing fee revenue, information services revenue and revenue from Razor Risk.  The growth was offset by lower trading and clearing revenue as well as reduced technology services revenue following the discontinuation of CDS's arrangement with securities regulators to provide SEDAR and other services.  Operating expenses declined by 3% in Q2/14 compared with the same quarter last year as we benefitted from realizing cost synergies.  Our results also benefited from our Q3/13 debt refinancing activities and the launch of our commercial paper program in June.  All of this is reflected in adjusted diluted earnings per share growth of 13%.  We were required to take a non-cash impairment charge in Q2/14 related to our investment in BOX reflecting lower revenue projections for the business.  The management and Board of BOX are focused on building BOX's liquidity in the highly competitive U.S. options market."

SUMMARY OF FINANCIAL INFORMATION

THREE MONTHS ENDED JUNE 30, 2014 COMPARED WITH THREE MONTHS ENDED JUNE 30, 2013

The information below reflects the financial statements of TMX Group for the quarter ended June 30, 2014 (Q2/14) compared with the quarter ended June 30, 2013 (Q2/13).

Non-IFRS Financial Measures

Adjusted earnings per share and adjusted diluted earnings per share provided for the quarter and six months ended June 30, 2014 and June 30, 2013 are not International Financial Reporting Standards (IFRS) measures and do not have standardized meanings prescribed by IFRS and are, therefore, unlikely to be comparable to similar measures presented by other companies.  We present adjusted earnings per share and adjusted diluted earnings per share to indicate ongoing financial performance from period to period, exclusive of a number of adjustments.  These adjustments include the non-cash impairment charges related to BOX Market LLC (BOX) (net of non-controlling interests (NCI)) and other assets, the amortization of intangible assets related to acquisitions, credit facility refinancing expenses, Maple Transaction and integration costs, an adjustment related to the sale of PC-Bond and related income tax expense, and the increase in deferred income tax liabilities resulting from the changes in British Columbia (B.C.) corporate income tax rate. Management uses these measures to assess our ongoing financial performance, including our ability to generate cash, exclusive of these adjustments, and to enable comparability across periods.

Adjusted Earnings per Share² Reconciliation for Q2/14 and Q2/13

The following is a reconciliation of (loss) earnings per share to adjusted earnings per share²:

RESULTS OF OPERATIONS

Revenue

Revenue was $182.3 million in Q2/14, in line with revenue of $182.3 million in Q2/13.  There were increases in issuer services and information services revenue, offset by lower revenue from trading and clearing revenue from cash and derivatives markets, as well as a decrease in technology services revenue.  The decrease in technology services revenue is primarily due to the discontinuation of The Canadian Depository for Securities Limited (CDS) services largely relating to the administration of the System for Electronic Document Analysis and Retrieval (SEDAR), the System for Electronic Disclosure by Insiders (SEDI) and the National Registration Database (NRD).  These CDS operations were transitioned to a new service provider on January 13, 2014; the CDS agreement ended on January 31, 2014.

Operating expenses

Operating expenses in Q2/14 were $111.0 million, down $4.0 million or 3%, from $115.0 million in Q2/13.  Operating expenses were lower reflecting the cost synergies realized as a result of the integration of TMX Group Inc., CDS and Alpha Trading Systems Inc. and Alpha Trading Systems Limited Partnership (collectively, Alpha), lower bad debts expense, and lower operating expenses related to providing SEDAR, SEDI and NRD services following the termination of the agreement with Canadian securities regulators on January 31, 2014, partially offset by higher compensation and benefits costs.

Impairment charges

• In accounting for the Maple Transaction, all of our assets, including BOX, were recorded based on their estimated fair value in Q3/12, resulting in a significant amount of goodwill and intangible assets being recognized at the time.
  
  
• Based on tests for impairment of goodwill and intangible assets at the end of Q2/14, we recognized a non-cash impairment charge of $128.4 million pre-tax ($106.2 million after-tax) primarily related to BOX's goodwill and customer list.  Of the $106.2 million after-tax impairment charge, $42.6 million was attributable to NCI. The net impact on shareholders of TMX Group was $63.6 million.
  
  
• MX invested approximately $70.5 million to purchase its equity interest in BOX since its inception.  Since then we also received dividends from BOX as well as technology services revenue related to the licensing of our SOLA technology.  Net of the impairment charges in Q2/14, the resulting carrying value of BOX is $45.2 million, net of NCI, on our condensed consolidated interim balance sheet as at June 30, 2014.
  
  
• In addition to the BOX assets, we determined that certain other assets had recoverable amounts that were lower than their respective carrying amounts.  As a result, we recognized a non-cash impairment charge of $7.7 million (pre- and after-tax) related to goodwill for those assets.

Net (loss) income attributable to TMX Group shareholders

Net loss attributable to TMX Group shareholders was $26.4 million, or a loss of $0.49 per common share on a basic and diluted basis, a decrease of 204% compared with net income of $25.5 million, or $0.47 per common share on a basic and diluted basis, in Q2/13.  The decrease primarily reflects the recognition of non-cash impairment charges related to BOX and other assets and credit facility refinancing expenses, partially offset by higher income from operations and lower finance costs following the refinancing of approximately $1.0 billion of debt under our credit facility through the issuance of debentures, the amendment of our credit facility under more favourable terms at the end of Q3/13, and the launch of our Commercial Paper Program in June 2014.  Net income in Q2/13 reflects a significantly higher income tax expense related to the sale of PC-Bond.

SIX MONTHS ENDED JUNE 30, 2014 COMPARED WITH SIX MONTHS ENDED JUNE 30, 2013

The information below reflects the financial statements of TMX Group for the six months ended June 30, 2014 (1H/14), including the operating results of TMX Equity Transfer Services Inc. (Equity Transfer) from April 5, 2013, compared with the six months ended June 30, 2013 (1H/13).

Adjusted Earnings per Share⁵ Reconciliation for 1H/14 and 1H/13

The following is a reconciliation of earnings per share to adjusted earnings per share⁵:

RESULTS OF OPERATIONS

Revenue

Revenue was $364.4 million in 1H/14, up $9.9 million or 3%, compared with revenue of $354.5 million in 1H/13.  Issuer services revenue included revenue from Equity Transfer (acquired April 5, 2013).  There were increases in issuer services and information services revenue, partially offset by lower trading and clearing revenue from derivatives markets and a decrease in technology services revenue reflecting the discontinuation of CDS services largely relating to the administration of SEDAR, SEDI and NRD.  These CDS operations were transitioned to a new service provider on January 13, 2014; the CDS agreement ended on January 31, 2014.  In addition, there was a reduction in revenue following the sale of PC-Bond on April 5, 2013.

Operating expenses

Operating expenses in 1H/14 were $215.8 million, down $11.2 million or 5%, from $227.0 million in 1H/13.  Operating expenses were lower, reflecting the cost synergies realized as a result of the integration of TMX Group Inc., CDS and Alpha, the elimination of operating expenses related to PC-Bond that were no longer consolidated following the sale on April 5, 2013, and lower operating expenses related to providing SEDAR, SEDI and NRD services following the termination of the agreement with Canadian securities regulators on January 31, 2014.  These decreases were partially offset by the inclusion of six months of operating expenses for Equity Transfer (acquired April 5, 2013) in 1H/14 compared with three months in 1H/13.

Net income attributable to TMX Group shareholders

Net income attributable to TMX Group shareholders was $20.0 million, or $0.37 per common share on a basic and diluted basis, compared with net income of $63.3 million, or $1.17 per common share on a basic and diluted basis, in 1H/13.  The decrease reflects the recognition of non-cash impairment charges related to BOX and other assets and credit facility refinancing expenses, partially offset by higher income from operations and lower finance costs following the refinancing of approximately $1.0 billion of debt under our credit facility through the issuance of debentures, the amendment of our credit facility under more favourable terms at the end of Q3/13, and the launch of our Commercial Paper Program in June 2014.  Net income in 1H/13 reflects higher income tax expense related to the sale of PC-Bond.

FINANCIAL STATEMENTS GOVERNANCE PRACTICE

The Finance & Audit Committee of the Board of Directors of TMX Group reviewed this press release as well as the Q2/14 financial statements and related Management's Discussion and Analysis (MD&A) and recommended they be approved by the Board of Directors. Following review by the full Board, the Q2/14 financial statements, MD&A and the contents of this press release were approved.

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Our Q2/14 financial statements are prepared in accordance with IFRS as issued by the IASB, are in compliance with IAS 34, Interim Financial Reporting, and are reported in Canadian dollars unless otherwise indicated. Financial measures contained in the MD&A and this press release are based on financial statements prepared in accordance with IFRS, unless otherwise specified and are in Canadian dollars unless otherwise indicated.

ACCESS TO QUARTERLY MATERIALS

TMX Group has filed its Q2/14 financial statements and MD&A with Canadian securities regulators. These documents may be accessed through www.sedar.com, or on the TMX Group website at www.tmx.com. We are not incorporating information contained on the website in this press release. In addition, copies of these documents will be available upon request, at no cost, by contacting TMX Group Investor Relations by phone at (416) 947-4277 or by e-mail at [email protected].

CAUTION REGARDING FORWARD-LOOKING INFORMATION

This press release of TMX Group contains "forward-looking information" (as defined in applicable Canadian securities legislation) that is based on expectations, assumptions, estimates, projections and other factors that management believes to be relevant as of the date of this press release. Often, but not always, such forward-looking information can be identified by the use of forward-looking words such as "plans", "expects", "is expected", "budget", "scheduled", "targeted", "estimates", "forecasts", "intends", "anticipates", "believes", or variations or the negatives of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved or not be taken, occur or be achieved.  Forward-looking information, by its nature, requires us to make assumptions and is subject to significant risks and uncertainties which may give rise to the possibility that our expectations or conclusions will not prove to be accurate and that our assumptions may not be correct.

Examples of forward-looking information in this press release include, but are not limited to, factors relating to stock, derivatives and energy exchanges and clearing houses and the business, strategic goals and priorities, market condition, pricing, proposed technology and other initiatives, financial condition, operations and prospects of TMX Group which are subject to significant risks and uncertainties. These risks include: competition from other exchanges or marketplaces, including alternative trading systems and new technologies, on a national and international basis; dependence on the economy of Canada; adverse effects on our results caused by global economic uncertainties including changes in business cycles that impact our sector; failure to retain and attract qualified personnel; geopolitical and other factors which could cause business interruption; dependence on information technology; vulnerability of our networks and third party service providers to security risks; failure to implement our strategies; regulatory constraints; constraints imposed by our level of indebtedness; risks of litigation or regulatory proceedings; dependence on adequate numbers of customers; failure to develop, market or gain acceptance of new products; currency risk; adverse effect of new business activities; not being able to meet cash requirements because of our holding company structure and restrictions on paying  dividends; dependence on third party suppliers and service providers; dependence of trading operations on a small number of clients; risks associated with our clearing operations; challenges related to international expansion; restrictions on ownership of TMX Group common shares; inability to protect our intellectual property; adverse effect of a systemic market event on certain of our businesses; risks associated with the credit of customers; cost structures being largely fixed; dependence on market activity that cannot be controlled; the regulatory constraints that apply to the business of TMX Group and its regulated subsidiaries, costs of on exchange clearing and depository services, trading volumes (which could be higher or lower than estimated) and revenues; future levels of revenues being lower than expected or costs being higher than expected.

Forward-looking information is based on a number of assumptions which may prove to be incorrect, including, but not limited to, assumptions in connection with the ability of TMX Group to successfully compete against global and regional marketplaces; business and economic conditions generally; exchange rates (including estimates of the U.S. dollar - Canadian dollar exchange rate), the level of trading and activity on markets, and particularly the level of trading in TMX Group's key products; business development and marketing and sales activity; the continued availability of financing on appropriate terms for future projects; productivity at TMX Group, as well as that of TMX Group's competitors; market competition; research & development activities; the successful introduction and client acceptance of new products; successful introduction of various technology assets and capabilities; the impact on TMX Group and its customers of various regulations; TMX Group's ongoing relations with its employees; and the extent of any labour, equipment or other disruptions at any of its operations of any significance other than any planned maintenance or similar shutdowns.

While we anticipate that subsequent events and developments may cause our views to change, we have no intention to update this forward-looking information, except as required by applicable securities law. This forward-looking information should not be relied upon as representing our views as of any date subsequent to the date of this press release.  We have attempted to identify important factors that could cause actual actions, events or results to differ materially from those current expectations described in forward-looking information. However, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended and that could cause actual actions, events or results to differ materially from current expectations. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. These factors are not intended to represent a complete list of the factors that could affect us. A description of the above-mentioned items is contained under the heading Risks and Uncertainties in the 2013 Annual MD&A.

About TMX Group (TSX:X)

TMX Group's key subsidiaries operate cash and derivative markets and clearing houses for multiple asset classes including equities, fixed income and energy. Toronto Stock Exchange, TSX Venture Exchange, TMX Select, Alpha Group, The Canadian Depository for Securities, Montreal Exchange, Canadian Derivatives Clearing Corporation, NGX, BOX Options Exchange, Shorcan, Shorcan Energy Brokers, Equicom, and other TMX Group companies provide listing markets, trading markets, clearing facilities, depository services, data products and other services to the global financial community. TMX Group is headquartered in Toronto and operates offices across Canada (Montreal, Calgary and Vancouver), in key U.S. markets (New York, Houston, Boston and Chicago) as well as in London, Beijing and Sydney. For more information about TMX Group, visit our website at www.tmx.com. Follow TMX Group on Twitter at http://twitter.com/tmxgroup.

Teleconference / Audio Webcast

TMX Group will host a teleconference / audio webcast to discuss the financial results for Q2/14.

Time: 8:00 a.m. - 9:00 a.m. ET on Friday, August 8, 2014.

To teleconference participants: Please call the following number at least 15 minutes prior to the start of the event. The audio webcast of the conference call will also be available on TMX Group's website at www.tmx.com, under Investor Relations.

Teleconference Number: 647-427-7450 or 1-888-231-8191

Audio Replay: 416-849-0833 or 1-855-859-2056

The passcode for the replay is 71572285.

SOURCE: TMX Group Limited