10-QPeriod: Q1 FY2008

NASDAQ, INC. Quarterly Report for Q1 Ended Mar 31, 2008

Filed May 9, 2008For Securities:NDAQ

Summary

The NASDAQ OMX Group, Inc. (NDAQ) reported its first quarterly results following the significant business combination with OMX AB on February 27, 2008. This transformative event has substantially reshaped the company's financial profile and operational scope. Total revenues grew by a notable 44.8% year-over-year to $813.8 million, largely driven by the inclusion of OMX's operations, particularly in the Market Services segment. Earnings per diluted share saw a substantial increase to $0.69 from $0.14 in the prior year's quarter, reflecting the combined entity's improved profitability. Despite strong revenue growth and improved profitability, investors should note the significant increase in debt obligations to fund the OMX acquisition, amounting to approximately $1.64 billion at quarter-end. The company also faces ongoing integration challenges and market risks inherent in the financial services industry, as detailed in the risk factors section. However, the strategic benefits of the OMX merger, including expanded global reach and diversified revenue streams, position NASDAQ OMX for potential future growth, provided integration efforts are successful and market conditions remain favorable.

Key Highlights

  • 1Total revenues increased by 44.8% to $813.8 million compared to the prior year quarter, driven by the OMX acquisition.
  • 2Net income rose significantly to $121.4 million, a substantial increase from $18.3 million in the prior year quarter.
  • 3Diluted Earnings Per Share (EPS) improved to $0.69 from $0.14 in the prior year quarter.
  • 4Market Services segment revenue grew by 46.7% to $727.0 million, reflecting increased trading volumes and the inclusion of OMX operations.
  • 5Issuer Services segment revenue increased by 14.0% to $75.7 million, also boosted by the OMX acquisition.
  • 6Debt obligations increased significantly to $1.64 billion due to financing for the OMX merger, including $1.05 billion in senior secured term loans and $475 million in convertible notes.
  • 7The company launched the NASDAQ Options Market on March 31, 2008, expanding its product offerings.

Frequently Asked Questions

The acquisition of OMX AB, completed on February 27, 2008, significantly impacted NASDAQ's financial results. It led to a substantial increase in total revenues, up 44.8% to $813.8 million for the quarter. The Market Services and Issuer Services segments, in particular, saw considerable growth due to the inclusion of OMX's operations. This merger also significantly increased the company's debt obligations to fund the acquisition.

Profitability saw a marked improvement. Net income surged to $121.4 million for the quarter, a significant leap from $18.3 million in the same period last year. Diluted Earnings Per Share (EPS) also increased substantially, rising to $0.69 from $0.14 in the prior year quarter. This improvement reflects the combined entity's increased revenue and operational scale.

The company faces several key risks. The primary challenge is the successful integration of the NASDAQ and OMX businesses, which involves complex technological, operational, and personnel challenges that could lead to unforeseen costs, delays, and failure to achieve anticipated synergies. Additionally, the significant increase in debt levels to finance the acquisition could limit financial flexibility. The company also operates in a highly competitive and regulated industry, facing risks from market volatility, technological changes, and potential regulatory changes.

The company's debt profile has changed significantly due to the OMX acquisition. Total debt obligations rose to approximately $1.64 billion at March 31, 2008. This includes $1.05 billion drawn under a senior secured term loan facility and $475 million in 2.50% convertible senior notes issued to finance the combination. The company also has outstanding 3.75% convertible notes.