5. 5
Q2 2015 overview
Q2 2015 financial highlights and recent developments
─ Revenue increased +6.7% on a constant currency basis with
organic revenue growth +5.1%
─ Information organic revenue growth +4.9%
─ Solutions organic revenue growth +13.2%, acquired growth +6.1%
─ Processing organic revenue decline (2.5)%
─ Continued profitability with strong margins maintained
─ Adjusted EBITDA margin of 44.6%
─ Adjusted Earnings of $68.4 million
─ Adjusted diluted EPS of $0.36
─ Announced acquisitions of Information Mosaic and
CoreOne Technologies
─ Completed $650m secondary offering with $350m concurrent
share repurchase
6. 6
Acquiring and building businesses that expand the
breadth and depth of our products and services
CDS pricing
CDS
reference
entity
identifiers
Dividend
forecasting
Index
management
Loan pricing
Daily equity &
commodities
data
ABS pricing
Credit event
auctions
OTC
derivatives
buy-side
valuations
Metrics
Research
aggregation
Instant
messaging
Desktop and
data feed
solutions
OTC
derivative
trade
processing
Portfolio
reconciliation
Structured
finance
cashflow
modelling
Loan CDS
indices
& pricing
Bespoke
indices
Document
management
Macro -
economic data
Portfolio
compression
Syndicated
loan portfolio
management
software
Trade
confirmations
Loan
mapping
service
Environmental
registry
Evaluated
bond pricing
Credit trade
confirmation
Market share
analysis
Loan
settlement
Valuations
management
Entity
identifiers
Mobile
applications
Broker voting
SmartText
Online
advertising
manager
Liquidity
metrics
Loan
processing
Risk analytics
Quantitative
research
and trading
analytics
FX trade
processing
Commission
management
Loan index
Securities
finance
Enterprise
data
management
Credit factors
Instrument
reference data
ETF data &
analytics
ISDA
amendment
service
RED
acquired
Totem &
DaDD
acquired
LoanX
acquired
Chasen
acquired
Communicator
acquired
MarketXS
acquired
BOAT
acquired
CDS IndexCo
acquired
International
Index
Company
acquired
NTC
Economics
acquired
FCS acquired
SwapsWire
acquired
DTCC
DerivSERV
joint venture
created
TZ1 acquired
ClearPar
acquired
STORM
acquired
Wall Street on
Demand
acquired
QuIC acquired
Logicscope
acquired
QSG acquired
Data
Explorers
acquired
Cadis
acquired
26 94 140 313 470 1,081 1,439 2,041 2,414 2,849 3,278
CLO pricing
RMBS index
Tri-Party repo
data
Corporate
actions
Private equity
valuations
Loan
analytics
Credit
checking
Tax document
management
Collaboration
services
50% of
MarkitSERV
acquired
GCA acquired
Credit indices
European
ABS
performance
monitoring
European
equity trade
reporting
platform
Quote
parsing
Operational
benchmarking
2004
2005
2006
2008
2009
2011
2012
2013
2007
2010
2003
Investment
management
solutions
Social media
research
signals
Flash Japan
manufacturing
PMI
Client
onboarding
Intraday
iNAVs
Tax
compliance
services
RMB bond
index
2014
thinkFolio
acquired
Majority stake
in CTI
acquired
3,616
Employees
Q2 2015 overview
AcquisitionsProducts
Securities
processing
Loan trade
closing
FX broker
affirmations
FX option
confirmations
Prime
brokerage
software
Loan
custodian
services
4,000+
2015
Agreed to
acquire
Halifax House
Price Index
Information
Mosaic
acquired
Agreed to
acquire
CoreOne
Technologies
Denotes Loans business
Denotes Valuations business
7. 7
Accretive acquisitions to drive growth
Q2 2015 overview
─ Positions Markit as a leading provider of end to
end securities processing solutions
─ Strong synergies with Markit Corporate Actions
allows us to support the full corporate actions
trade lifecycle
─ Helps customers improve operational efficiency
through automation
─ Closed July 1st and will be integrated into
Solutions division
─ A leading provider of index management, data
management, regulatory reporting and prime brokerage
services to financial institutions
─ Will benefit from our global sales relationships and
distribution capabilities
─ Further strengthens Markit executive team
─ To be integrated across Information and Solutions divisions
─ Timing subject to customary closing conditions
─ Key products:
RegOne Solutions: trade execution quality and
regulatory reporting solution
DeltaOne Solutions: index and ETP data
management services
VistaOne Solutions: data warehouse,
reporting and documentation tools
PrimeOne Solutions: hosted global prime
brokerage application services
8. 8
Management actions to deliver EPS1 growth
Management actions in 2015:
─ Share buyback of $350m as part of secondary
offering
─ Agreed to acquire Halifax House Price Index
─ Acquisition of Information Mosaic
─ Announced acquisition of CoreOneTechnologies2
─ Expected execution of remaining $150m share
buyback authorisation3
─ Expected terming out of debt structure3
~10%
2016 Adjusted Diluted
EPS
2016 Adjusted Diluted
EPS (inclusive of
management actions)
Additional Adjusted
Diluted EPS growth
expected from
management actions4
1. Adjusted diluted earnings per share
2. Subject to regulatory approval and closing conditions
3. Subject to conditions at the time
4. Net impact of all management action through 2015
Q2 2015 overview
9. 9
Q2 and 6 months 2015 financial results
Jeff Gooch
10. 10
Q2 and 6M 2015 financial results
Summary financial results
($ million)
Q2 2015 Q2 2014 YoY% 6M 2015 6M 2014 YoY%
Revenue 273.1 264.6 3.2% 544.6 524.0 3.9%
Constant currency growth - - 6.7% - - 7.4%
Adjusted EBITDA (1) 120.9 120.0 0.8% 241.6 236.7 2.1%
Adjusted EBITDA margin (2) 44.6% 45.4% N/A 44.7% 45.2% N/A
Adjusted Earnings (3) 68.4 68.3 0.1% 136.9 141.2 (3.0)%
Adjusted EPS, diluted (4) $0.36 $0.37 (2.7)% $0.72 $0.78 (7.7)%
Weighted average number of shares
used to compute earnings per share,
diluted (million)
190.8 182.8 4.4% 191.1 180.7 5.8%
1. Adjusted EBITDA is defined as profit for the period from continuing operations before income taxes, net finance costs, depreciation and amortisation on fixed assets and
intangible assets (including acquisition related intangible assets), acquisition related items, exceptional items, share based compensation and related items, net other
gains or losses, including Adjusted EBITDA attributable to joint ventures and excluding Adjusted EBITDA attributable to non-controlling interests.
2. Adjusted EBITDA margin is defined as Adjusted EBITDA divided by revenue, excluding revenue attributable to non-controlling interests.
3. Adjusted Earnings is defined as profit for the period from continuing operations before amortisation of acquired intangibles, acquisition related items, exceptional items,
share based compensation and related items, net other gains or losses and unwind of discount, less the tax effect of these adjustments and excluding Adjusted Earnings
attributable to non-controlling interests.
4. Adjusted EPS diluted is defined as Adjusted Earnings divided by the weighted average number of shares used to compute earnings per share diluted.
17. 17
Q2 and 6M 2015 financial results
Net debt / leverage
($ million)
June
30th, 2015
December
31st, 2014
Bank borrowings 371.9 224.5
Share buyback 170.2 211.1
Total borrowings 542.1 435.6
Cash and cash equivalents (119.5) (117.7)
Net debt 422.6 317.9
LTM Adjusted EBITDA(1) 493.1 488.2
Leverage (2)
H2 2015 management actions
0.86x 0.65x
─ Acquisition of Information Mosaic
─ Acquisition of CoreOne Technologies3
─ Expected $150 million share buyback4
Pro forma leverage
(Year end 2015)
~ 1.5x
6M overview:
─ Strong operating cash flow of
$197.9 million with significant
contribution from positive
working capital movements
─ Disciplined deployment of capital
expenditure of $63.6 million for
6M 2015
─ $394.1 million outflow on share
buybacks
─ Net debt increased $104.7
million
1. LTM Adjusted EBITDA is defined as Adjusted EBITDA for the previous twelve month period to date reported
2. Leverage is defined as net debt divided by LTM Adjusted EBITDA
3. Subject to regulatory approval and closing conditions
4. Subject to conditions at the time
18. 18
187.3
191.7
190.8
~182
~180
~182
4.4
2.3
~2
~2
3.2
~11
~4
Q4 2014 Dilution Q1 2015 Dilution Share
repurchase
Q2 2015 Dilution Share
repurchase
Q3 2015 Dilution Share
repurchase
Q4 2015 FY 2016
Estimated in-quarter weighted average number of shares, diluted
Managing diluted shares outstanding
1
─ $350m share repurchase (~14m shares) completed June 10th, 2015
─ $150m remainder of authorised share buyback programme expected to be utilised by year end
─ Future buybacks expected to offset dilutive impact of annual compensation awards and option exercises
(million)
Expected
Dilution refers to dilutive impact of employee options and restricted stock.
Q2 and Q3 share repurchase totals refer to June 10, 2015 share repurchase of approximately $350m. Q4 share repurchase total is time-weighted and assumes utilisation of remaining
$150m authorisation in Q4 2015 (subject to conditions at the time) and share price of $26.30.
Q3 and Q4 dilution assumes average share price of $26.30 and option exercise of over 3m shares in each quarter.
2016 assumes a flat average share price, the exercise of 12.6m options and that all proceeds from exercise are utilised to repurchase shares.
Q2 and 6M 2015 financial results
20. 20
Q2 and 6M 2015 financial results
Shares outstanding
Summary
─ Average share price is a key driver of the
dilution calculation, an indicative estimate of
the impact of share price fluctuations on
diluted share count is shown in the table
─ Weighted average number of shares, diluted
is calculated in accordance with IFRS
─ The majority of options with a strike price
below $26.70 vested on IPO
─ Options with a strike price at $26.70 largely
vest in tranches over a 5 year period from
IPO date or January 2014
─ Option exercises will generate substantial
cash inflows as well as cash tax benefits
(million except share price) Q2 2015 Q2 2014
Number of shares outstanding at the reporting date 176.7 180.9
Weighted average number of shares, basic 183.1 177.3
Option dilution 6.5 4.8
Restricted shares dilution 1.2 0.7
Weighted average number of shares, diluted 190.8 182.8
Share price used for 2Q15 dilution calculation $26.30 $21.80
Illustrative average
share price
Illustrative diluted average
number of shares (million)
$23 188.0
$27 191.3
$30 196.5
Exercise price Outstanding (million) Unvested (million)
< $15.00 3.4 –
$15.00- $19.99 4.3 –
$20.00- $26.69 18.3 6.2
> $26.69 30.5 27.5
Total 56.5 33.7
Three months ended June 30th – Reported
Illustrative weighted average diluted number of shares three
months ended June 30th 2015
Total outstanding options at June 30th 2015
21. 21
Q2 and 6M 2015 financial results
Reconciliation to Adjusted EBITDA
($ million)
Q2 2015 Q2 2014 6M 2015 6M 2014 FY2014
LTM ended
June 2015
Profit for the period 44.5 29.4 99.0 69.2 164.1 193.9
Income tax expense 22.6 9.6 43.4 25.2 56.5 74.7
Finance costs – net 3.7 3.9 7.8 8.3 16.9 16.4
Depreciation and amortisation - other 26.4 23.5 51.3 46.8 100.1 104.6
Amortisation – acquisition related 14.4 14.1 28.8 28.3 57.9 58.4
Acquisition related items - 2.2 - 5.0 (12.4) (17.4)
Exceptional items 1.8 31.3 3.2 42.4 84.9 45.7
Share based compensation and related
items
8.7 3.1 18.6 6.1 16.0 28.5
Other (gains) / losses – net (0.2) 2.9 (8.1) 5.4 6.0 (7.5)
Share of results from joint venture not
attributable to Adjusted EBITDA
(0.6) -- (1.3) - (1.1) (2.4)
Adjusted EBITDA attributable to non-
controlling interests
(0.4) -- (1.1) - (0.7) (1.8)
Adjusted EBITDA 120.9 120.0 241.6 236.7 488.2 493.1
22. 22
Q2 and 6M 2015 financial results
Reconciliation to Adjusted Earnings
($ million)
Q2 2015 Q2 2014 6M 2015 6M 2014
Profit for the period 44.5 29.4 99.0 69.2
Amortisation – acquisition related 14.4 14.1 28.8 28.3
Acquisition related items - 2.2 - 5.0
Exceptional items 1.8 31.3 3.2 42.4
Share based compensation and related items 8.7 3.1 18.6 6.1
Other (gains) / losses – net (0.2) 2.9 (8.1) 5.4
Unwind of discount
(1)
2.3 2.4 4.8 4.9
Tax effect of above adjustments (2.7) (17.1) (8.3) (20.1)
Adjusted Earnings attributable to non-controlling interests (0.4) - (1.1) -
Adjusted Earnings 68.4 68.3 136.9 141.2
Weighted average number of shares for computation of
earnings per share, diluted
190,780,009 182,777,170 191,085,644 180,724,370
1. Unwind of discount represents the non-cash unwinding of discount, recorded through finance costs – net in the income statement, primarily in relation to our share buyback liability.
23. 23
Q2 and 6M 2015 financial results
Definitions
Revenue growth
We measure revenue growth in terms of organic revenue growth, acquisition related revenue growth, foreign currency impact on revenue growth and constant currency revenue growth. We
define these components as follows:
Organic – Revenue growth from continuing operations from factors other than acquisitions and foreign currency fluctuations. We derive organic revenue growth from the development of new
products and services, increased penetration of existing products and services to new and existing customers, price changes for our products and services and market driven factors such as
increased trading volumes or changes in customer assets under management.
Acquisition related – Revenue growth from acquired businesses through the end of the fiscal year following the fiscal year in which the acquisition was completed. This growth results from our
strategy of making targeted acquisitions that facilitate growth by complementing our existing products and services and addressing market opportunities.
Foreign currency – The impact on revenue growth resulting from the difference between current revenue at current exchange rates and current revenue at the corresponding prior period
exchange rates.
Constant currency – Total revenue growth, excluding the impact of exchange rate movements from the prior period to the current period. This is equal to the combination of organic and
acquisition related revenue growth, as described above.
Revenue by type
Revenue by type is how we classify the income recognised from the sale of our products and services into three groups as defined below:
Recurring fixed revenue – Revenue generated from contracts specifying a fixed fee for services delivered over the life of the contract. The fixed fee is typically paid annually, semiannually or
quarterly in advance. These contracts are typically subscription contracts where the revenue is recognised across the life of the contract. The initial term of these contracts can range from one to
five years and usually includes auto-renewal clauses.
Recurring variable revenue – Revenue derived from contracts that specify a fee for services which is typically not fixed. The variable fee is typically paid monthly in arrears. Recurring variable
revenue is based on, among other factors, the number of trades processed, assets under management or the number of positions we value. Many of these contracts do not have a maturity
date while the remainder have an initial term ranging from one to five years.
Non-recurring revenue – Revenue that relates to certain software license sales and the associated consulting revenue.
Other Non-IFRS Measures
Adjusted EBITDA is defined as profit for the period from continuing operations before income taxes, net finance costs, depreciation and amortisation on fixed assets and intangible assets
(including acquisition related intangible assets), acquisition related items, exceptional items, share based compensation and related items, net other gains or losses, including Adjusted EBITDA
attributable to joint ventures and excluding Adjusted EBITDA attributable to non-controlling interests.
Adjusted EBITDA margin is defined as Adjusted EBITDA divided by revenue, excluding revenue attributable to non-controlling interests.
LTM Adjusted EBITDA is defined as Adjusted EBITDA for the previous twelve month period from date reported.
Adjusted Earnings is defined as profit for the period from continuing operations before amortisation of acquired intangibles, acquisition related items, exceptional items, share based
compensation and related items, net other gains or losses and unwind of discount, less the tax effect of these adjustments and excluding Adjusted Earnings attributable to non-controlling
interests.
Adjusted EPS diluted is defined as Adjusted Earnings divided by the weighted average number of shares used to compute earnings per share, diluted.