10-KPeriod: FY2003

NASDAQ, INC. Annual Report, Year Ended Dec 31, 2003

Filed March 15, 2004For Securities:NDAQ

Summary

The Nasdaq Stock Market, Inc. (NDAQ) reported a net loss of $105.4 million for the fiscal year ended December 31, 2003, a significant decline from a net income of $43.1 million in 2002. This loss was primarily driven by $97.9 million in pre-tax expenses related to a strategic review, which involved eliminating non-core products and initiatives and workforce reductions. Total revenues decreased by 25.1% to $589.8 million from $787.2 million in the prior year, reflecting continued competitive pressures and a decline in trading volume on Nasdaq systems. Despite the financial challenges, Nasdaq continued to be the primary listing venue for U.S. IPOs, capturing 68.7% of the market in 2003. The company is focused on enhancing its core Market Services segment through technological upgrades like SuperMontage and is actively defending its market share against regional exchanges and alternative trading systems. Nasdaq is also navigating a complex regulatory environment, with ongoing efforts to obtain registration as a national securities exchange, which could impact its long-term competitive positioning and revenue streams.

Key Highlights

  • 1Significant Net Loss: NDAQ reported a net loss of $105.4 million for FY 2003, a sharp reversal from a profit in FY 2002, largely due to strategic review charges and discontinued operations.
  • 2Revenue Decline: Total revenues decreased by 25.1% to $589.8 million, impacted by reduced trading volumes and ongoing competition.
  • 3Market Services Weakness: The Market Services segment saw significant revenue decline, particularly in Transaction Services, due to competitive pressures from regional exchanges and alternative trading systems.
  • 4Issuer Services Resilience: While Issuer Services revenue slightly decreased, Nasdaq maintained its dominance in U.S. IPO listings, hosting 68.7% of the market.
  • 5Strategic Review and Cost Cutting: The company incurred substantial charges related to a strategic review aimed at improving profitability, including workforce reductions and elimination of non-core operations.
  • 6Regulatory Uncertainty: Nasdaq is pursuing registration as a national securities exchange, a process that involves SEC review and potential changes to its business operations.
  • 7Limited Common Stock Liquidity: The common stock continues to trade on the OTC Bulletin Board with limited volume and liquidity.

Frequently Asked Questions

The primary driver of Nasdaq's financial performance in 2003 was a significant net loss of $105.4 million, largely attributed to $97.9 million in pre-tax expenses associated with a strategic review. This review involved eliminating non-core products and initiatives and workforce reductions, impacting profitability.

Nasdaq's total revenues decreased by 25.1% to $589.8 million in 2003 from $787.2 million in 2002. This decline was primarily driven by a substantial decrease in revenues from the Market Services segment, particularly Transaction Services, due to increased competition and a reduction in trading volumes on Nasdaq systems.

Nasdaq has an active application for registration as a national securities exchange with the SEC. This process is ongoing and subject to SEC review and potential conditions, which could impact Nasdaq's business operations and competitive position if approved.

Despite a decline in the total number of listed companies, Nasdaq maintained its position as the leading venue for U.S. IPOs in 2003, capturing 68.7% of the market. The company is also pursuing initiatives to attract NYSE-listed companies for dual listings, which could provide future growth opportunities.