NASDAQ, INC. 
The following discussion and analysis of the financial condition and results of operations of Nasdaq should be read in conjunction with our condensed consolidated financial statements and related notes included in this Form 10-Q.
OVERVIEW
Nasdaq is a global technology company serving the capital markets and other industries. Our diverse offerings of data, analytics, software and services enables clients to optimize and execute their business vision with confidence.
We manage, operate and provide our products and services in four business segments: Market Technology, Investment Intelligence, Corporate Platforms and Market Services.
Second Quarter 2022 and Recent Developments
Dividends on Common Stock
• For the three months ended
• InJune 2022 , the Company's shareholders, and theSEC , approved the Company's proposed charter amendment to increase the number of authorized shares of common stock. InJuly 2022 , the charter was amended and the board of directors approved and declared a 3-for-1 stock split in the form of a stock dividend on each share of common stock. Trading on a split-adjusted basis is expected to take place onAugust 29, 2022 .
• In
Share Repurchase Program
•In second quarter of 2022, we repurchased 1,086,000 shares of common stock for
an aggregate of
•As of
Corporate Highlights
•Our Index business continued to experience strong net inflows of
•The Nasdaq Stock Market ledU.S. exchanges for IPOs during the second quarter of 2022. The Nasdaq Stock Market IPO win rate was 88% in the second quarter of 2022, including 38 IPOs representing$2.8 billion in capital raised. There were 22 operating company and 16 special purpose acquisition company IPOs during the period. •Nasdaq led all exchanges in total multiply-listed options traded and set a record for the number of shares traded during the 2022 RussellU.S. indexes reconstitution. In the second quarter and first six months of 2022, Nasdaq led all exchanges during the period in total volume traded for multiply-listed equity options. Nasdaq achieved a record day for rebalancing Nasdaq listed securities in the annual Russell reconstitution, with 3.31 billion shares representing$63.8 billion , executed in 2.04 seconds. •Market Technology new order intake totaled$102 million in the second quarter of 2022, with nearly 60% coming from new customers, including a client agreement with Climate Impact X to leverage Nasdaq's Marketplace Services Platform. 32 --------------------------------------------------------------------------------
Financial Summary
The following tables summarize our financial performance for the three and six months endedJune 30, 2022 when compared to the same periods in 2021. The comparability of our results of operations between reported periods is impacted by the acquisition ofVerafin inFebruary 2021 and the divestiture of ourU.S. Fixed Income business inJune 2021 , which was part of our FICC business within our Market Services segment, as well as the contribution of our NPM business inJuly 2021 to a standalone, independent company, of which we own the largest minority interest, together with a consortium of third-party financial institutions. See "2021 Divestiture," and "2021 Acquisition," of Note 4, "Acquisitions and Divestiture," to the condensed consolidated financial statements for further discussion. For a detailed discussion of our results of operations, see "Segment Operating Results" below. Three Months Ended June 30, 2022 2021 Percentage Change (in millions, except per share amounts) Revenues less transaction-based expenses $ 893 $ 846 5.6 % Operating expenses 481 470 2.3 % Operating income 412 376 9.6 % Net income attributable to Nasdaq $ 307 $ 341 (10.0) % Diluted earnings per share $ 1.85 $ 2.05 (9.8) % Cash dividends declared per common share $ 0.60 $ 0.54 11.1 % Six Months Ended June 30, 2022 2021 Percentage Change (in millions, except per share amounts) Revenues less transaction-based expenses $ 1,785 $ 1,697 5.2 % Operating expenses 968 956 1.3 % Operating income 817 741 10.3 % Net income attributable to Nasdaq $ 590 $ 639 (7.7) % Diluted earnings per share $ 3.55 $ 3.83 (7.3) % Cash dividends declared per common share $ 1.14 $ 1.03 10.7 % In countries with currencies other than theU.S. dollar, revenues and expenses are translated using monthly average exchange rates. Impacts on our revenues less transaction-based expenses and operating income associated with fluctuations in foreign currency are discussed in more detail under "Item 3. Quantitative and Qualitative Disclosures about Market Risk."
Nasdaq's Operating Results
The following chart summarizes our ARR (in millions):
[[Image Removed: ndaq-20220630_g1.jpg]]
ARR for a given period is the annualized revenue derived from subscription
contracts with a defined contract value. This excludes contracts that are not
recurring, are one-time in nature, or where the contract value fluctuates based
on defined metrics. ARR is one of our key performance metrics to assess the
health and trajectory of our recurring business. ARR does not have any
standardized definition and is therefore unlikely to be comparable to similarly
titled measures presented by other companies. ARR should be viewed independently
of revenue and deferred revenue and is not intended to be combined with or to
replace either of those items. ARR is not a forecast and the active contracts at
the end of a reporting period used in calculating ARR may or may not be extended
or renewed by our customers.
33
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The ARR chart includes:
? Active Market Technology support and SaaS subscription contracts.
Proprietary market data and index data subscriptions as well as subscription
? contracts for eVestment, Solovis , NDW Research Platform, Nasdaq Fund Network
and Nasdaq Data Link. It also includes guaranteed minimum on futures contracts
within the Index business.
U.S. and Nordic annual listing fees, IR and ESG products, including
? subscription contracts for IR Insight, board portals and
OneReport, as well as
IR advisory services.
? Trade Management Services business, excluding one-time service requests.
The following chart summarizes our quarterly annualized SaaS revenues for our
Solutions Segments, which is comprised of the Market Technology, Investment
Intelligence and Corporate Platforms segments, for the second quarter of 2022
and 2021 (in millions):
[[Image Removed: ndaq-20220630_g2.jpg]]Segment Operating Results
The following table presents our revenues by segment, transaction-based expenses
for our Market Services segment and total revenues less transaction-based
expenses:
Three Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Market Technology $ 131 $ 117 12.0 %
Investment Intelligence 283 261 8.4 %
Corporate Platforms 168 149 12.8 %
Market Services 969 874 10.9 %
Other revenues 1 11 (90.9) %
Total revenues $ 1,552 $ 1,412 9.9 %
Transaction rebates (529) (517) 2.3 %
Brokerage, clearance and exchange fees (130) (49) 165.3 %
Total revenues less transaction-based
expenses $ 893 $ 846 5.6 %
Six Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Market Technology $ 255 $ 217 17.5 %
Investment Intelligence 567 516 9.9 %
Corporate Platforms 336 296 13.5 %
Market Services 1,927 2,010 (4.1) %
Other revenues 2 24 (91.7) %
Total revenues 3,087 3,063 0.8 %
Transaction rebates (1,111) (1,170) (5.0) %
Brokerage, clearance and exchange fees (191) (196) (2.6) %
Total revenues less transaction-based
expenses $ 1,785 $ 1,697 5.2 %
34-------------------------------------------------------------------------------- The following charts present our Market Technology, Investment Intelligence, Corporate Platforms and Market Services segments as a percentage of our total revenues, less transaction-based expenses.
Percentage of Revenues Less Transaction-based Expenses by Segment for the: [[Image Removed: ndaq-20220630_g3.jpg]] [[Image Removed: ndaq-20220630_g4.jpg]]
[[Image Removed: ndaq-20220630_g5.jpg]] [[Image Removed: ndaq-20220630_g6.jpg]]
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--------------------------------------------------------------------------------MARKET TECHNOLOGY
The following tables present revenues and key drivers from our Market Technology
segment:
Three Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Anti Financial Crime Technology $ 75 $ 58 29.3 %
Marketplace Infrastructure Technology 56 59 (5.1) %
Total Market Technology $ 131 $ 117 12.0 %
Six Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Anti Financial Crime Technology $ 147 $ 101 45.5 %
Marketplace Infrastructure Technology 108 116 (6.9) %
Total Market Technology $ 255 $ 217 17.5 %
Three Months Ended June 30,
2022 2021
(in millions)
Order intake (in millions) $ 102 $ 119
ARR 451 428
Quarterly annualized SaaS revenues 312 268
Six Months Ended June 30,
2022 2021
(in millions)
Order intake $ 150 $ 160 In the tables above, order intake is the total contract value of orders signed
during the period, excluding
Anti Financial Crime Technology Revenues
Anti-financial crime technology revenues increased in both the second quarter and first six months of 2022 compared with the same periods in 2021 primarily due to increased demand for fraud and anti-money laundering and surveillance solutions.
Marketplace Infrastructure Technology Revenues
Marketplace infrastructure technology revenues decreased in both the second quarter and first six months of 2022 compared with the same periods in 2021 primarily due to the unfavorable impact of changes in foreign exchange rates and the successful completion of a significant long-term contract, partially offset by growth in SaaS revenues.
INVESTMENT INTELLIGENCE
The following tables present revenues and key drivers from our Investment
Intelligence segment:
Three Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Market Data $ 105 $ 104 1.0 %
Index 124 107 15.9 %
Analytics 54 50 8.0 %
Total Investment Intelligence $ 283 $ 261 8.4 %
Six Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Market Data $ 213 $ 209 1.9 %
Index 246 209 17.7 %
Analytics 108 98 10.2 %
Total Investment Intelligence $ 567 $ 516 9.9 %
As of or
Three Months Ended June 30,
2022 2021
Number of licensed ETPs 374 359TTM Change in Period End ETP AUM tracking Nasdaq indexes (in billions) Beginning balance
$ 415 $ 272
Net (depreciation) appreciation (90) 113
Net impact of ETP sponsor switches (75) (17)
Net inflows 71 47
Ending balance $ 321 $ 415
ARR (in millions) $ 586 $ 547
Quarterly annualized SaaS revenues (in millions) $ 215 $ 192
In the table above, TTM represents trailing twelve months.
Market Data Revenues
Market data revenues increased in both the second quarter and first six months of 2022 compared with the same periods in 2021 primarily due to an increase in proprietary data revenues driven by higher international demand, partially offset by an unfavorable impact from changes in foreign exchange rates.
Index Revenues
Index revenues increased in both the second quarter and first six months of 2022
compared with the same periods in 2021 primarily due to higher licensing
revenues from futures trading linked to the Nasdaq-100 Index. The increase in
the first six months of 2022 also reflects higher licensing revenues resulting
from higher average AUM in ETPs linked to Nasdaq indexes.
36
--------------------------------------------------------------------------------Analytics Revenues
Analytics revenues increased in both the second quarter and first six months of 2022 compared with the same periods in 2021 primarily due to the growth in our eVestment platform driven by new sales and strong net retention.
CORPORATE PLATFORMS
The following tables present revenues and key drivers from our Corporate
Platforms segment:
Three Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Listing Services $ 107 $ 93 15.1 %
IR & ESG Services 61 56 8.9 %
Total Corporate Platforms $ 168 $ 149 12.8 %
Six Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Listing Services $ 214 $ 184 16.3 %
IR & ESG Services 122 112 8.9 %
Total Corporate Platforms $ 336 $ 296 13.5 %
As of or
Three Months Ended June 30,
2022 2021
IPOs
The Nasdaq Stock Market 38 135
Exchanges that comprise Nasdaq Nordic and
Nasdaq Baltic 17 62
Total new listings
The Nasdaq Stock Market 84 192
Exchanges that comprise Nasdaq Nordic and
Nasdaq Baltic 25 72
Number of listed companies
The Nasdaq Stock Market 4,269 3,817
Exchanges that comprise Nasdaq Nordic and
Nasdaq Baltic 1,260 1,152
ARR (in millions) $ 586 $ 509
Quarterly annualized SaaS revenues (in
millions) $ 152 $ 144
As of or
Six Months Ended June 30,
2022 2021
IPOs
The Nasdaq Stock Market 108 410
Exchanges that comprise Nasdaq Nordic and
Nasdaq Baltic 30 86
Total new listings
The Nasdaq Stock Market 194 511
Exchanges that comprise Nasdaq Nordic and
Nasdaq Baltic 44 104
In the tables above:
•The Nasdaq Stock Market new listings include IPOs, including issuers that
switched from other listing venues and separately listed ETPs. For the three
months ended June 30, 2022 and 2021, IPOs included 16 and 47 SPACs,
respectively. For the six months ended June 30, 2022 and 2021, IPOs included 59
and 243 SPACs, respectively.
•Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic new listings include IPOs and represent companies listed on the Nasdaq Nordic and Nasdaq Baltic exchanges and companies on the alternative markets of Nasdaq First North.
•Number of total listed companies on
•Number of total listed companies on the exchanges that comprise Nasdaq Nordic
and Nasdaq Baltic represents companies listed on these exchanges and companies
on the alternative markets of Nasdaq First North.
37
--------------------------------------------------------------------------------Listing Services Revenues
Listing services revenues increased in both the second quarter and first six months of 2022 compared with the same periods in 2021 primarily due to an increase in the overall number of listed companies.
IR & ESG Services Revenues
IR & ESG Services revenues increased in both the second quarter and first six months of 2022 compared with the same periods in 2021 primarily due to increased sales and higher retention rates. Growth in revenues reflect higher adoption across the breadth of investor relations and newer ESG advisory and reporting offerings as well as an increase in the number of corporate issuer clients.
MARKET SERVICES
Equity Derivative Trading and Clearing Revenues
The following tables present total revenues, transaction-based expenses, and
total revenues less transaction-based expenses as well as key drivers from our
Equity Derivative Trading and Clearing business:
Three Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Equity Derivative Trading and Clearing
Revenues $ 324 $ 364 (11.0) %
Transaction-based expenses:
Transaction rebates (206) (255) (19.2) %
Brokerage, clearance and exchange fees (15) (6) 150.0 %
Equity derivative trading and clearing
revenues less transaction-based expenses $ 103 $ 103 - %
Six Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Equity Derivative Trading and Clearing
Revenues $ 674 $ 785 (14.1) %
Transaction-based expenses:
Transaction rebates (438) (550) (20.4) %
Brokerage, clearance and exchange fees (21) (26) (19.2) %
Equity derivative trading and clearing
revenues less transaction-based expenses $ 215 $ 209 2.9 %
In the tables above, brokerage, clearance and exchange fees includes Section 31
fees of $14 million in the second quarter of 2022, $5 million in the second
quarter of 2021, $20 million in the first six months of 2022 and $22 million in
the first six months of 2021. Section 31 fees are recorded as equity derivative
trading and clearing revenues with a corresponding amount recorded in
transaction-based expenses.
Three Months Ended June 30,
2022 2021
U.S. equity options
Total industry average daily volume (in millions) 36.7 34.6
Nasdaq PHLX matched market share 11.7 % 12.7 %
The Nasdaq Options Market matched market share 8.2 % 8.4 %
Nasdaq BX Options matched market share 2.1 % 1.1 %
Nasdaq ISE Options matched market share 5.4 % 6.1 %
Nasdaq GEMX Options matched market share 2.4 % 6.1 %
Nasdaq MRX Options matched market share 1.6 % 1.5 %
Total matched market share executed on Nasdaq's
exchanges 31.4 % 35.9 %
Nasdaq Nordic and Nasdaq Baltic options and futures
Total average daily volume of options and futures
contracts 277,008 262,890
Six Months Ended June 30,
2022 2021
U.S. equity options
Total industry average daily volume (in millions) 38.3 37.3
Nasdaq PHLX matched market share 11.6 % 12.8 %
The Nasdaq Options Market matched market share 8.3 % 8.1 %
Nasdaq BX Options matched market share 2.1 % 0.9 %
Nasdaq ISE Options matched market share 5.6 % 7.0 %
Nasdaq GEMX Options matched market share 2.4 % 6.0 %
Nasdaq MRX Options matched market share 1.7 % 1.4 %
Total matched market share executed on Nasdaq's
exchanges 31.7 % 36.2 %
Nasdaq Nordic and Nasdaq Baltic options and futures Total average daily volume of options and futures contracts
322,390 311,016
In the tables above, Nasdaq Nordic and Nasdaq Baltic total average daily volume of options and futures contracts include Finnish option contracts traded on Eurex for which Nasdaq and Eurex have a revenue sharing arrangement.
38
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Equity derivative trading and clearing revenues decreased in both the second
quarter and first six months of 2022 compared with the same periods in 2021. The
decrease in the second quarter of 2022 was primarily due to lower U.S. matched
market share executed on Nasdaq's exchanges, partially offset by a higher gross
capture rate and higher Section 31 pass-through fee revenue. The decrease for
the first six months of 2022 was primarily due to lower U.S. matched market
share executed on Nasdaq's exchanges and lower gross capture rate, partially
offset by higher U.S. and European industry trading volumes.
Equity derivative trading and clearing revenues less transaction-based expenses
remained flat in the second quarter of 2022 compared with the same period in
2021 primarily due to higher net capture rates and higher U.S. and European
industry trading volumes, offset by lower U.S. matched market share executed on
Nasdaq's exchanges and the unfavorable impact of the changes in foreign exchange
rates. Equity derivative trading and clearing revenues less transaction-based
expenses increased in the first six months of 2022 compared with the same period
in 2021 primarily due to higher net capture rates and higher U.S. and European
industry trading volumes, partially offset by lower U.S. matched market share
executed on Nasdaq's exchanges.
Section 31 fees are recorded as equity derivative trading and clearing revenues
with a corresponding amount recorded as brokerage, clearance and exchange fees
in the Condensed Consolidated Statements of Income. In the U.S. , we are assessed
these fees from the SEC and pass them through to our customers in the form of
incremental fees. Pass-through fees can increase or decrease due to rate changes
by the SEC , our percentage of the overall industry volumes processed on our
systems, and differences in actual dollar value traded. Since the amount
recorded in revenues is equal to the amount recorded as brokerage, clearance and
exchange fees, there is no impact on our revenues less transaction-based
expenses. Section 31 fees increased in the second quarter of 2022 compared with
same period in 2021 primarily due to higher average SEC fee rates, following the
increase in SEC 31 fee rates in May 2022 . Section 31 fees decreased in the first
six months of 2022 compared with same period in 2021 primarily due to lower
average SEC fee rates, following the decrease in SEC 31 fee rates in February
2021 .
Transaction rebates, in which we credit a portion of the execution charge to the
market participant, decreased in both the second quarter and first six months of
2022 compared with the same periods in 2021. The decrease in the second quarter
of 2022 was primarily due to lower overall U.S. matched market share executed on
Nasdaq's exchanges and lower volumes, partially offset by a higher rebate
capture rate. The decrease in the first six months of 2022 was primarily due to
lower overall U.S. matched market share executed on Nasdaq's exchanges and lower
rebate capture rate, partially offset by higher U.S. and European industry
trading volumes.
Cash Equity Trading Revenues
The following tables present total revenues, transaction-based expenses, and
total revenues less transaction-based expenses as well as key drivers and other
metrics from our Cash Equity Trading business:
Three Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Cash Equity Trading Revenues $ 546 $ 415 31.6 %
Transaction-based expenses:
Transaction rebates (323) (262) 23.3 %
Brokerage, clearance and exchange fees (115) (43) 167.4 %
Cash equity trading revenues less
transaction-based expenses $ 108 $ 110 (1.8) %
Six Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Cash Equity Trading Revenues $ 1,056 $ 1,033 2.2 %
Transaction-based expenses:
Transaction rebates (673) (620) 8.5 %
Brokerage, clearance and exchange fees (170) (170) - %
Cash equity trading revenues less
transaction-based expenses $ 213 $ 243 (12.3) %
In the tables above, brokerage, clearance and exchange fees includes Section 31
fees of $108 million in the second quarter of 2022, $36 million in the second
quarter of 2021, $156 million in the first six months of 2022 and $151 million
in the first six months of 2021. Section 31 fees are recorded as cash equity
trading revenues with a corresponding amount recorded in transaction-based
expenses.
39
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Three Months Ended June 30,
2022 2021
Total U.S. -listed securities
Total industry average daily share volume (in
billions) 12.6 10.6
Matched share volume (in billions) 139.0 114.2
The Nasdaq Stock Market matched market share 16.5 % 15.8 %
Nasdaq BX matched market share 0.5 % 0.7 %
Nasdaq PSX matched market share 0.8 % 0.7 %
Total matched market share executed on Nasdaq's
exchanges 17.8 % 17.2 %
Market share reported to the FINRA /Nasdaq Trade
Reporting Facility 34.3 % 35.3 %
Total market share 52.1 % 52.5 %
Nasdaq Nordic and Nasdaq Baltic securities
Average daily number of equity trades executed on
Nasdaq's exchanges 948,874 1,019,162
Total average daily value of shares traded (in
billions) $ 5.7 $ 6.6
Total market share executed on Nasdaq's exchanges 72.2 % 77.3 %
Six Months Ended June 30,
2022 2021
Total U.S. -listed securities
Total industry average daily share volume (in
billions) 12.7 12.6
Matched share volume (in billions) 281.2 266.8
The Nasdaq Stock Market matched market share 16.4 % 15.8 %
Nasdaq BX matched market share 0.5 % 0.6 %
Nasdaq PSX matched market share 0.8 % 0.7 %
Total matched market share executed on Nasdaq's
exchanges 17.7 % 17.1 %
Market share reported to the FINRA /Nasdaq Trade
Reporting Facility 33.9 % 35.3 %
Total market share 51.6 % 52.4 %
Nasdaq Nordic and Nasdaq Baltic securities
Average daily number of equity trades executed on
Nasdaq's exchanges 1,043,461 1,056,726
Total average daily value of shares traded (in
billions) $ 6.4 $ 6.8
Total market share executed on Nasdaq's exchanges 72.6 % 77.9 %
In the tables above, total market shares includes transactions executed on The
Nasdaq Stock Market's , Nasdaq BX's and Nasdaq PSX's systems plus trades reported
through the FINRA /Nasdaq Trade Reporting Facility.
Cash equity trading revenues increased in the second quarter and first six
months of 2022 compared with the same periods in 2021 primarily due to higher
U.S. industry trading volumes and higher U.S. matched market share executed on
Nasdaq's exchanges, partially offset by lower U.S. gross capture rate, lower
European market share and the unfavorable impact of changes in foreign exchange
rates.
Cash equity trading revenues less transaction-based expenses decreased in the
second quarter and first six months of 2022 compared with the same periods in
2021 primarily due to lower U.S. net capture rate, lower European market share
and the unfavorable impact of changes in foreign exchange rates, partially
offset by higher U.S. industry volumes and higher U.S. matched market share
executed on Nasdaq's exchanges. The decrease in cash equity trading revenues was
also due to higher transaction rebates.
Similar to equity derivative trading and clearing, in the U.S. we record
Section 31 fees as cash equity trading revenues with a corresponding amount
recorded as brokerage, clearance and exchange fees in the Condensed Consolidated
Statements of Income. We are assessed these fees from the SEC and pass them
through to our customers in the form of incremental fees. Since the amount
recorded as revenues is equal to the amount recorded as brokerage, clearance and
exchange fees, there is no impact on our revenues less transaction-based
expenses. Section 31 fees increased in the second quarter and first six months
of 2022 compared with the same periods in 2021 primarily due to higher average
SEC fee rates.
Transaction rebates increased in the second quarter and the first six months of
2022 compared with the same periods in 2021. For The Nasdaq Stock Market and
Nasdaq PSX, we credit a portion of the per share execution charge to the market
participant that provides the liquidity, and for Nasdaq BX, we credit a portion
of the per share execution charge to the market participant that takes the
liquidity. The increase was primarily due to higher US industry volumes, higher
U.S. matched market share executed on Nasdaq's exchanges and a higher rebate
capture rate.
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--------------------------------------------------------------------------------FICC Revenues
The following tables present revenues from our FICC business:
Three Months Ended June 30,
2022 2021 Percentage Change
(in millions)
FICC Revenues $ 12 $ 14 (14.3) %
Six Months Ended June 30,
2022 2021 Percentage Change
(in millions)
FICC Revenues $ 26 $ 31 (16.1) %
FICC revenues decreased in the second quarter and first six months of 2022
compared with the same periods in 2021 primarily due to the unfavorable impact
of changes in foreign exchange rates. FICC revenues also decreased in the first
six months of 2022 due to lower commodities products revenues.
Trade Management Services Revenues
The following tables present revenues and key drivers from our Trade Management
Services business:
Three Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Trade Management Services Revenues $ 87 $ 81 7.4 %
Six Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Trade Management Services Revenues $ 171 $ 161 6.2 %
Three Months Ended June 30,
2022 2021
(in millions)
ARR $ 342 $ 320
Trade management services revenues increased in the second quarter and first six
months of 2022 compared with the same periods in 2021 primarily due to higher
demand for connectivity and infrastructure services.
OTHER REVENUES
For the three and six months endedJune 30, 2021 , other revenues include the revenues associated with ourU.S. Fixed Income business, which was sold inJune 2021 . Prior to the sale date, these revenues were included in our Market Services and Investment Intelligence segments. See "2021 Divestiture," of Note 4, "Acquisitions and Divestiture," to the condensed consolidated financial statements for further discussion of this divestiture. Additionally, other revenues include revenues associated with the NPM business which we contributed inJuly 2021 to a standalone, independent company, of which we own the largest minority interest, together with a consortium of third-party financial institutions. Prior toJuly 2021 , these revenues were included in our Corporate Platforms segment. For the three and six months endedJune 30, 2022 , other revenues were related to a transitional services agreement associated with a divested business. 41 --------------------------------------------------------------------------------
EXPENSES
Operating Expenses
The following tables present our operating expenses:
Three Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Compensation and benefits $ 247 $ 231 6.9 %
Professional and contract services 29 38 (23.7) %
Computer operations and data
communications 50 46 8.7 %
Occupancy 25 26 (3.8) %
General, administrative and other 34 12 183.3 %
Marketing and advertising 11 9 22.2 %
Depreciation and amortization 65 68 (4.4) %
Regulatory 8 7 14.3 %
Merger and strategic initiatives 12 12 - %
Restructuring charges - 21 (100.0) %
Total operating expenses $ 481 $ 470 2.3 %
Six Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Compensation and benefits $ 501 $ 470 6.6 %
Professional and contract services 64 65 (1.5) %
Computer operations and data
communications 101 90 12.2 %
Occupancy 52 55 (5.5) %
General, administrative and other 55 24 129.2 %
Marketing and advertising 21 19 10.5 %
Depreciation and amortization 132 131 0.8 %
Regulatory 15 14 7.1 %
Merger and strategic initiatives 27 57 (52.6) %
Restructuring charges - 31 (100.0) %
Total operating expenses $ 968 $ 956 1.3 %
The increase in compensation and benefits expense in both the second quarter and
first six months of 2022 compared with the same periods in 2021 was primarily
driven by continued investment in employees to drive growth and inflationary
pressures, partially offset by a favorable impact from foreign exchange rates.
Headcount increased to 6,214 employees as of
Professional and contract services expense decreased in both the second quarter and first six months of 2022 compared with the same periods in 2021 primarily due to a decrease in legal fees.
Computer operations and data communications expense increased in both the second quarter and first six months of 2022 compared with the same periods in 2021 primarily due to higher software costs related to new cloud initiatives.
Occupancy expense decreased in both the second quarter and first six months of 2022 compared with the same periods in 2021 primarily due to a favorable impact from foreign exchange rates. General, administrative and other expense increased in both the second quarter and first six months of 2022 compared with the same periods in 2021 due to debt extinguishment costs following the repayment of our 2024 Notes and higher travel costs. Depreciation and amortization expense decreased for the second quarter of 2022 compared with the same period in 2021 due to a favorable impact from foreign exchange rates. Depreciation and amortization expense remained relatively flat in the first six months of 2022 compared with the same period in 2021.
Regulatory expense remained relatively flat in the second quarter and first six months of 2022 compared with the same periods in 2021.
Merger and strategic initiatives expense remained relatively flat in the second quarter of 2022 compared with the same period in 2021 and decreased in the first six months of 2022 compared with the same period in 2021 due to acquisition costs associated with theVerafin transaction that occurred in the first quarter of 2021. We have pursued various strategic initiatives and completed acquisitions and divestitures in recent years, which have resulted in expenses which would not have otherwise been incurred. These expenses generally include integration costs, as well as legal, due diligence and other third-party transaction costs and will vary based on the size and frequency of the activities described above. See Note 19, "Restructuring Charges," to the condensed consolidated financial statements for further discussion of our 2019 restructuring plan and charges associated with this plan. 42 --------------------------------------------------------------------------------
Non-operating Income and Expenses
The following table presents our non-operating income and expenses:
Three Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Interest expense (32) (33) (3.0) %
Net gain on divestiture of business - 84 (100.0) %
Other income 8 - N/M
Net income from unconsolidated investees 9 27 (66.7) %
Total non-operating income (expenses) $ (15) $ 78 (119.2) %
Six Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Interest income $ 1 $ 1 - %
Interest expense (64) (62) 3.2 %
Net interest expense (63) (61) 3.3 %
Net gain on divestiture of business - 84 (100.0) %
Other income 2 1 100.0 %
Net income from unconsolidated investees 15 84 (82.1) %
Total non-operating income (expenses) $ (46) $ 108 (142.6) %
_______
N/M Not meaningful.
The following table presents our interest expense:
Three Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Interest expense on debt $ 30 $ 30 - %
Accretion of debt issuance costs and
debt discount 1 2 (50.0) %
Other fees 1 1 - %
Interest expense $ 32 $ 33 (3.0) %
Six Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Interest expense on debt $ 59 $ 57 3.5 %
Accretion of debt issuance costs and
debt discount 4 4 - %
Other fees 1 1 - %
Interest expense $ 64 $ 62 3.2 %
Interest expense remained relatively flat in the second quarter of 2022 compared
with the same period in 2021 and slightly increased in the first six months of
2022 compared with the same period in 2021 primarily due to the issuance of the
2052 Notes in the first quarter of 2022 and the repayment of the 2024 Notes in
the second quarter of 2022. See Note 8, "Debt Obligations," to the condensed
consolidated financial statements for further discussion of our debt
obligations.
The net gain on divestiture of business in the second quarter and first six
months of 2021 relates to the sale of our U.S. Fixed Income business, which was
part of our FICC business within our Market Services segment, to Tradeweb. We
recognized a pre-tax gain on the sale of $84 million , net of disposal costs. See
"2021 Divestiture," of Note 4, "Acquisitions and Divestiture," to the condensed
consolidated financial statements for further discussion.
Other income increased in both the second quarter and first six months of 2022
compared with the same periods in 2021 primarily due to gains from strategic
investments related to our corporate venture program.
Net income from unconsolidated investees decreased in both the second quarter
and first six months of 2022 compared with the same period in 2021 primarily due
to a decrease in income recognized from our equity method investment in OCC. See
"Equity Method Investments," of Note 6, "Investments," to the condensed
consolidated financial statements for further discussion.
Tax Matters
The following table presents our income tax provision and effective tax rate:
Three Months Ended June 30,
2022 2021 Percentage Change
($ in millions)
Income tax provision $ 90 $ 113 (20.4) %
Effective tax rate 22.7 % 24.9 %
Six Months Ended June 30,
2022 2021 Percentage Change
(in millions)
Income tax provision $ 182 $ 210 (13.3) %
Effective tax rate 23.6 % 24.7 %
For further discussion of our tax matters, see Note 16, "Income Taxes," to the condensed consolidated financial statements.
43
--------------------------------------------------------------------------------NON-GAAP FINANCIAL MEASURES
In addition to disclosing results determined in accordance withU.S. GAAP, we also provide non-GAAP net income attributable to Nasdaq and non-GAAP diluted earnings per share. Management uses this non-GAAP information internally, along withU.S. GAAP information, in evaluating our performance and in making financial and operational decisions. We believe our presentation of these measures provides investors with greater transparency and supplemental data relating to our financial condition and results of operations. In addition, we believe the presentation of these measures is useful to investors for period-to-period comparisons of our ongoing operating performance. These measures are not in accordance with, or an alternative to,U.S. GAAP, and may be different from non-GAAP measures used by other companies. In addition, other companies, including companies in our industry, may calculate such measures differently, which reduces their usefulness as comparative measures. Investors should not rely on any single financial measure when evaluating our business. This non-GAAP information should be considered as supplemental in nature and is not meant as a substitute for our operating results in accordance withU.S. GAAP. We recommend investors review theU.S. GAAP financial measures included in this Quarterly Report on Form 10-Q, including our condensed consolidated financial statements and the notes thereto. When viewed in conjunction with ourU.S. GAAP results and the accompanying reconciliation, we believe these non-GAAP measures provide greater transparency and a more complete understanding of factors affecting our business thanU.S. GAAP measures alone. We understand that analysts and investors regularly rely on non-GAAP financial measures, such as non-GAAP net income attributable to Nasdaq and non-GAAP diluted earnings per share, to assess operating performance. We use non-GAAP net income attributable to Nasdaq and non-GAAP diluted earnings per share because they highlight trends more clearly in our business that may not otherwise be apparent when relying solely onU.S. GAAP financial measures, since these measures eliminate from our results specific financial items that have less bearing on our ongoing operating performance. We believe that excluding the following items from the non-GAAP net income attributable to Nasdaq provides a more meaningful analysis of Nasdaq's ongoing operating performance and comparisons in Nasdaq's performance between periods: •Amortization expense of acquired intangible assets: We amortize intangible assets acquired in connection with various acquisitions. Intangible asset amortization expense can vary from period to period due to episodic acquisitions completed, rather than from our ongoing business operations. As such, if intangible asset amortization is included in performance measures, it is more difficult to assess the day-to-day operating performance of the businesses, the relative operating performance of the businesses between periods, and the earnings power of Nasdaq. •Merger and strategic initiatives expense: We have pursued various strategic initiatives and completed acquisitions and divestitures in recent years that have resulted in expenses which would not have otherwise been incurred. The frequency and the amount of such expenses vary significantly based on the size, timing and complexity of the transaction. These expenses primarily include integration costs, as well as legal, due diligence and other third-party transaction costs. •Restructuring charges: We initiated the transition of certain technology platforms to advance our strategic opportunities as a technology and analytics provider and continue the realignment of certain business areas. See Note 19, "Restructuring Charges," to the condensed consolidated financial statements for further discussion of our 2019 restructuring plan, which was completed inJune 2021 . Charges associated with this plan represented a fundamental shift in our strategy and technology as well as executive realignment. •Net income from unconsolidated investee: See "Equity Method Investments," of Note 6, "Investments," to the condensed consolidated financial statements for further discussion. Our income on our investment in OCC may vary significantly compared to prior periods due to the changes in OCC's capital management policy. •Other items: We have excluded certain other charges or gains, including certain tax items, that are the result of other non-comparable events to measure operating performance. For the three and six months endedJune 30, 2022 , other items primarily include a loss on extinguishment of debt. For the three and six months endedJune 30, 2021 , other items primarily include a net gain on divestiture of businesses, which primarily represents our pre-tax net gain of$84 million on the sale of ourU.S. Fixed Income business. •Significant tax items: The non-GAAP adjustment to the income tax provision for the three and six months endedJune 30, 2022 and 2021 primarily includes the tax impact of each non-GAAP adjustment. 44 --------------------------------------------------------------------------------
The following tables present reconciliations between
Three Months Ended June 30,
2022 2021
(in millions, except per share amounts)
U.S. GAAP net income attributable to Nasdaq $ 307 $ 341
Non-GAAP adjustments:
Amortization expense of acquired intangible assets 39 40
Merger and strategic initiatives expense 12 12
Restructuring charges - 21
Net income from unconsolidated investee (9) (26)
Extinguishment of debt 16 -
Net gain on divestiture of business - (84)
Other (8) 5
Total non-GAAP adjustments 50 (32)
Total non-GAAP tax adjustments (15) 7
Total non-GAAP adjustments, net of tax 35 (25)
Non-GAAP net income attributable to Nasdaq $ 342 $ 316
U.S. GAAP effective tax rate 22.7 % 24.9 %
Total adjustments from non-GAAP tax rate 0.8 % 0.2 %
Non-GAAP effective tax rate 23.5 % 25.1 %
Weighted-average common shares outstanding for diluted earnings per share
165.5 166.4
U.S. GAAP diluted earnings per share $ 1.85 $ 2.05
Total adjustments from non-GAAP net income 0.22 (0.15)
Non-GAAP diluted earnings per share $ 2.07 $ 1.90
Six Months Ended
2022 2021
(in millions, except per share amounts)
U.S. GAAP net income attributable to Nasdaq $ 590 $ 639
Non-GAAP adjustments:
Amortization expense of acquired intangible assets 78 76
Merger and strategic initiatives expense 27 57
Restructuring charges - 31
Net income from unconsolidated investee (14) (83)
Extinguishment of debt 16 -
Net gain on divestiture of business - (84)
Other 2 7
Total non-GAAP adjustments 109 4
Total non-GAAP tax adjustments (29) -
Total non-GAAP adjustments, net of tax 80 4
Non-GAAP net income attributable to Nasdaq $ 670 $ 643
U.S. GAAP effective tax rate 23.6 % 24.7 %
Total adjustments from non-GAAP tax rate 0.4 % (0.1) %
Non-GAAP effective tax rate 24.0 % 24.6 %
Weighted-average common shares outstanding for diluted earnings per share
166.4 166.8
U.S. GAAP diluted earnings per share $ 3.55 $ 3.83
Total adjustments from non-GAAP net income 0.48 0.02
Non-GAAP diluted earnings per share $ 4.03 $ 3.85
LIQUIDITY AND CAPITAL RESOURCES
Historically, we have funded our operating activities and met our commitments
through cash generated by operations, augmented by the periodic issuance of our
common stock and debt. Currently, our cost and availability of funding remain
healthy. We continue to prudently assess our capital deployment strategy through
balancing acquisitions, internal investments, debt repayments, and shareholder
return activity, including share repurchases and dividends.
In the near term, we expect that our operations and the availability under our
revolving credit facility and commercial paper program will provide sufficient
cash to fund our operating expenses, capital expenditures, debt repayments, any
share repurchases, and any dividends.
45
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The value of various assets and liabilities, including cash and cash
equivalents, receivables, accounts payable and accrued expenses, the current
portion of long-term debt, and commercial paper, can fluctuate from month to
month. Working capital (calculated as current assets less current liabilities)
was $(653) million as of June 30, 2022 , compared with $(449) million as of
December 31, 2021 , a decrease of $204 million . The decrease was primarily due to
increases in deferred revenue, Section 31 fees payable to SEC and other current
liabilities and a decrease in other current assets and financial investments,
partially offset by a decrease in accrued personnel costs and increases in
receivables, net and cash and cash equivalents.
Principal factors that could affect the availability of our internally-generated funds include:
• deterioration of our revenues in any of our business segments;
• changes in regulatory and working capital requirements; and
•an increase in our expenses.
Principal factors that could affect our ability to obtain cash from external sources include:
• operating covenants contained in our credit facilities that limit our total borrowing capacity;
• credit rating downgrades, which could limit our access to additional debt;
• a significant decrease in the market price of our common stock;
• volatility or disruption in the public debt and equity markets; and
• the impact of the COVID-19 pandemic on our business.
The following table summarizes our financial assets:
June 30, 2022 December 31, 2021
(in millions)
Cash and cash equivalents $ 454 $ 393
Financial investments 161 208
Total financial assets $ 615 $ 601
Cash and Cash Equivalents
Cash and cash equivalents includes all non-restricted cash in banks and highly
liquid investments with original maturities of 90 days or less at the time of
purchase. The balance retained in cash and cash equivalents is a function of
anticipated or possible short-term cash needs, prevailing interest rates, our
investment policy, and alternative investment choices. As of June 30, 2022 , our
cash and cash equivalents of $454 million were primarily invested in money
market funds, commercial paper and bank deposits. In the long-term, we may use
both internally generated funds and external sources to satisfy our debt
obligations and other long-term liabilities. Cash and cash equivalents as of
June 30, 2022 increased $61 million from December 31, 2021 .
Repatriation of Cash
Our cash and cash equivalents held outside of theU.S. in various foreign subsidiaries totaled$277 million as ofJune 30, 2022 and$266 million as ofDecember 31, 2021 . The remaining balance held in theU.S. totaled$177 million as ofJune 30, 2022 and$127 million as ofDecember 31, 2021 .
Unremitted earnings of certain subsidiaries outside of the
Cash Flow Analysis
The following table summarizes the changes in cash flows:
Six Months Ended
2022 2021 Percentage Change
Net cash provided by (used in): (in millions)
Operating activities $ 980 $ 467 109.9 %
Investing activities (244) (2,525) (90.3) %
Financing activities 2,703 (609) (543.8) %
Effect of exchange rate changes on cash and cash
equivalents and restricted cash and cash
equivalents (682) (108) 531.5 %
Net increase (decrease) in cash and cash
equivalents and restricted cash and cash
equivalents 2,757 (2,775) (199.4) %
Cash and cash equivalents, restricted cash and cash equivalents at beginning of period
5,496 5,979 (8.1) %
Cash and cash equivalents, restricted cash and cash equivalents at end of period
$ 8,253 $ 3,204 157.6 %
Reconciliation of Cash, Cash Equivalents and
Restricted Cash and Cash Equivalents
Cash and cash equivalents $ 454 $ 390 16.4 %
Restricted cash and cash equivalents 30 40 (25.0) %
Restricted cash and cash equivalents (default funds
and margin deposits) 7,769 2,774 180.1 %
Total $ 8,253 $ 3,204 157.6 %
We have adjusted prior period presentation of opening and ending amounts of
cash, cash equivalents, and restricted cash and cash equivalents in our
condensed consolidated statements of cash flows to include restricted cash and
cash equivalents related to the default funds and margin deposits. See Note 2,
"Summary of Significant Accounting Policies," to the condensed consolidated
financial statements for further discussion of this adjustment.
Net Cash Provided by Operating Activities
Net cash provided by operating activities primarily consists of net income
adjusted for certain non-cash items such as: depreciation and amortization
expense of property and equipment; amortization expense of acquired finite-lived
intangible assets; expense associated with share-based compensation; deferred
income taxes; expense associated with extinguishment of debt; and net income
from unconsolidated investees.
46
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Net cash provided by operating activities is also impacted by the effects of
changes in operating assets and liabilities such as: accounts receivable and
deferred revenue which are impacted by the timing of customer billings and
related collections from our customers; accounts payable and accrued expenses
due to timing of payments; accrued personnel costs, which are impacted by
employee performance targets and the timing of payments related to employee
bonus incentives; and Section 31 fees payable to the SEC , which is impacted by
the timing of collections from customers and payments to the SEC .
Net cash provided by operating activities increased $513 million for the six
months ended June 30, 2022 compared with the same period in 2021. The increase
was primarily driven by cash payments made in the second quarter of 2021 related
to the acquisition of Verafin , including a tax obligation paid on behalf of
Verafin of $221 million and a cash payment of $102 million , the release of which
is subject to certain employment-related conditions over three years following
the closing of the acquisition of Verafin as well as an increase in Section 31
fees payable to SEC due to higher SEC fee rates in 2022. The remaining change
was primarily due to other fluctuations in our working capital.
Net cash used in investing activities for the six months endedJune 30, 2022 primarily related to net purchases of investments related to default funds and margin deposits of$202 million , purchases of property and equipment of$77 million and$41 million cash used for acquisitions, net of cash and cash equivalents acquired, partially offset by proceeds of$55 million from other investing activities and net proceeds from sales and redemptions of securities of$21 million . Net cash used in investing activities for the six months endedJune 30, 2021 primarily related to$2,430 million of cash used for acquisitions, net of cash and cash equivalents acquired of$221 million which was utilized to satisfy an acquisition-related tax obligation on behalf ofVerafin , net purchases of investments related to default funds and margin deposits of$90 million ,$81 million of purchases of property and equipment, other investing activities of$67 million and payments of$47 million of net purchases of securities, partially offset by proceeds from divestiture of business, net of cash divested$190 million .
Net Cash Provided by Financing Activities
Net cash provided by financing activities for the six months endedJune 30, 2022 primarily related to a net increase in default funds and margin deposits of$3,554 million , proceeds of$541 million from the issuances of long-term-debt, partially offset by$499 million extinguishment of our 2024 Notes,$325 million of repurchases of common stock pursuant to the ASR agreement,$308 million in other repurchases of common stock and$186 million of dividend payments to our shareholders. Net cash provided by financing activities for the six months endedJune 30, 2021 primarily related to$410 million in repurchases of common stock, a decrease in default funds and margin deposits of$229 million and$169 million of dividend payments to our shareholders, partially offset by$221 million of proceeds from issuances of commercial paper, net.
See Note 4, "Acquisitions and Divestiture," to the condensed consolidated financial statements for further discussion of our acquisitions and divestiture.
See Note 8, "Debt Obligations," to the condensed consolidated financial statements for further discussion of our debt obligations.
See "ASR Agreement ," "Share Repurchase Program," and "Cash Dividends on Common Stock," of Note 11, "Nasdaq Stockholders' Equity," to the condensed consolidated financial statements for further discussion of our ASR agreement, share repurchase program and cash dividends paid on our common stock.
Financial Investments
Our financial investments totaled$161 million as ofJune 30, 2022 and$208 million as ofDecember 31, 2021 . Of these securities,$147 million as ofJune 30, 2022 and$162 million as ofDecember 31, 2021 are assets primarily utilized to meet regulatory capital requirements, mainly for our clearing operations at Nasdaq Clearing. See Note 6, "Investments," to the condensed consolidated financial statements for further discussion.
Regulatory Capital Requirements
Clearing Operations Regulatory Capital Requirements
We are required to maintain minimum levels of regulatory capital for the clearing operations of Nasdaq Clearing. The level of regulatory capital required to be maintained is dependent upon many factors, including market conditions and creditworthiness of the counterparty. As ofJune 30, 2022 , our required regulatory capital of$123 million was comprised of highly rated European government debt securities that are included in financial investments in the Condensed Consolidated Balance Sheets.
Broker-Dealer Net Capital Requirements
Our broker-dealer subsidiaries, Nasdaq Execution Services,NFSTX, LLC , and Nasdaq Capital Markets Advisory, are subject to regulatory requirements intended to ensure their general financial soundness and liquidity. These requirements obligate these subsidiaries to comply with minimum net capital requirements. As ofJune 30, 2022 , the combined required minimum net capital totaled$1 million and the combined excess capital totaled$22 million , substantially all of which is held in cash and cash equivalents in the Condensed Consolidated Balance Sheets. The required minimum net capital is included in restricted cash and cash equivalents in the Condensed Consolidated Balance Sheets. 47 --------------------------------------------------------------------------------
Nordic and Baltic Exchange Regulatory Capital Requirements
The entities that operate trading venues in the Nordic and Baltic countries are each subject to local regulations and are required to maintain regulatory capital intended to ensure their general financial soundness and liquidity. As ofJune 30, 2022 , our required regulatory capital of$35 million was primarily invested in European government debt securities, European mortgage bonds and Icelandic government bonds that are included in financial investments in the Condensed Consolidated Balance Sheets and cash, which is included in restricted cash and cash equivalents in the Condensed Consolidated Balance Sheets.
Other Capital Requirements
We operate several other businesses, which are subject to local regulation and are required to maintain certain levels of regulatory capital. As ofJune 30, 2022 , other required regulatory capital of$9 million was primarily related toNasdaq Central Securities Depository and is included in restricted cash in the Condensed Consolidated Balance Sheets.
Equity and dividends
Share Repurchase Program
See "Share Repurchase Program," of Note 11, "Nasdaq Stockholders' Equity," to the condensed consolidated financial statements for further discussion of our share repurchase program. ASR Agreement
See "
Cash Dividends on Common Stock
The following table presents our quarterly cash dividends paid per common share on our outstanding common stock:
2022 2021
First quarter $ 0.54 $ 0.49
Second quarter 0.60 0.54
Total $ 1.14 $ 1.03
See "Cash Dividends on Common Stock," of Note 11, "Nasdaq Stockholders' Equity,"
to the condensed consolidated financial statements for further discussion of the
dividends.
Debt Obligations
The following table summarizes our debt obligations by contractual maturity:
Maturity Date June 30, 2022 December 31, 2021
(in millions)
Short-term debt:
Commercial paper $ 421 $ 420
2022 Notes December 2022 599 598
2024 Notes June 2024 - 499
Total short-term debt $ 1,020 $ 1,517
Long-term debt - senior unsecured notes:
2020 Credit Facility December 2025 (3) (4)
2026 Notes June 2026 498 498
2029 Notes March 2029 623 676
2030 Notes February 2030 623 676
2031 Notes January 2031 644 643
2033 Notes July 2033 640 694
2040 Notes December 2040 644 644
2050 Notes April 2050 486 486
2052 Notes March 2052 541 -
Total long-term debt $ 4,696 $ 4,313
Total debt obligations $ 5,716 $ 5,830
In the table above, the 2024 Notes were reclassified to short-term debt as of
In addition to the 2020 Credit Facility, we also have other credit facilities primarily to support our Nasdaq Clearing operations inEurope , as well as to provide a cash pool credit line for one subsidiary. These credit facilities, which are available in multiple currencies, totaled$188 million as ofJune 30, 2022 and$212 million as ofDecember 31, 2021 in available liquidity, none of which was utilized.
As of
See Note 8, "Debt Obligations," to the condensed consolidated financial statements for further discussion of our debt obligations.
Contractual Obligations and Contingent Commitments
There were no significant changes to our contractual obligations and contingent commitments from those disclosed in "Part I. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report Form 10-K that was filed with theSEC February 23, 2022 . 48 --------------------------------------------------------------------------------
Off-Balance Sheet Arrangements
For discussion of off-balance sheet arrangements see:
• Note 14, "Clearing Operations," to the condensed consolidated financial statements for further discussion of our non-cash default fund contributions and margin deposits received for clearing operations; and
• Note 17, "Commitments, Contingencies and Guarantees," to the condensed consolidated financial statements for further discussion of:
•Guarantees issued and credit facilities available;
•Other guarantees;
•Routing brokerage activities;
•Legal and regulatory matters; and
•Tax audits.
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