Euro Nex Activity and Transactions

8/14/2019 Euro Nex Activity and Transactions

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Barclays Capital does and seeks to do business with companies covered in its research reports. As a result, investors should baware that the firm may have a conflict of interest that could affect the objectivity of this report.

Investors should consider this report as only a single factor in making their investment decision.

PLEASE SEE ANALYST(S) CERTIFICATION(S) ON PAGE 5 AND IMPORTANT DISCLOSURES BEGINNINGON PAGE 6

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July 30, 2009

NYSE Euronext, Inc. (NYX - US$ 27.39) 1-OverweightEarnings Review/Sales Analysis

Cost Savings Offset Pricing Impact

Investment ConclusionNYX made further strides from a cost performanceperspective, a key area of focus for investors sincethe Euronext acquisition closed in 2007. That said,continued market share erosion and pricecompression in key transaction businesses likelyoffsets much of the enthusiasm in a period whereinvestors are intently focused on organic growth,likely explaining the in line performance vs. themarket so far today. NYX has a lot of balls in theair that we expect to generate new top and bottomline growth over the next couple of years. As such,we believe considerable long term value exists,particularly with the shares trading at 11x our 2010

estimate. We believe that stabilization of marketshare and pricing in US and European cashmarkets, despite having less impact than manyrealize, is likely a prerequisite for multipleexpansion.

Summary EPS of $0.51 were 6 cents ahead of our and the

Street's $0.45 forecast, although excluding acurtailment gain on a change in the company'semployee medical plan, EPS was more like $0.48,still a modest beat. Upside came from better costperformance vs. our forecast, partially offset byweaker revenues driven by price cuts.

Roger A. Freeman, CFA Alex Kramm, C1.212.526.4662 1.212.526.71

[email protected] [email protected]

BCI, New York BCI, New Y

United States of Amer

Financial Servic

Brokers & Asset Manage

Reuters NYX

Bloomberg NYX

ADR

EPS (US$) (FY Dec)

2008 2009 2010 % Change

Actual Old New St. Est. Old New St. Est. 2009 20101Q 0.91A 0.43A 0.43A 0.43A N/A N/A 0.57E -53% N/A2Q 0.75A 0.45E 0.51A 0.45E N/A N/A 0.61E -32% N/A3Q 0.72A 0.52E 0.52E 0.47E N/A N/A 0.62E -28% N/A4Q 0.52A 0.62E 0.62E 0.51E N/A N/A 0.62E 19% N/A

Year 2.90A 2.02E 2.02E 1.84E 2.45E 2.45E 2.26E -30% 21%

P/E 13.6 11.2

Market Data

Market Cap (Mil.) 7121

Dividend Yield 4.38

52 Week Range 49.45 - 14.52

Financial Summary

Revenue TTM (Mil.) 4717

Stock Overview

NYSE EURONEXT, INC. - 7/ 30 / 200 9

Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul

Source: LehmanLive

15

25

35

45

Volume

10 M

Stock Rating Target Price

New: 1-Overweight New: US$ 37.00

Old: 1-Overweight Old: US$ 37.00

Sector View: 2-Neutral


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TOP LINE FEELS THE IMPACT OF PRICING

Net revenue of $611mm came in $16mm below our forecast. The reason really was two-fold: blended price declines in the U.S. options

business as well as European cash equities trading. Both are in response to competitive dynamics. We expected pricing would be down, b

it was more than we had modeled. In particular, European cash equities pricing declined 18% sequentially, about in line with the 20% pric

cut that NYX had characterized the European price concessions to represent. But when factoring in that the Euro also strengthened 4.5%

during the quarter, pricing declined closer to 23%, the difference being mix-related. U.S. options pricing also declined more than expected

down 15% sequentially. We suspect this was more mix driven than anything else.

Software/technologies revenue also fell short of our forecast, but this was primarily a timing issue with a couple of large deals not having

closed by the end of the quarter. We expect 3Q revenue to increase sequentially, as these deals will have closed, even if the broader

market remains soft as the company described the 2Q.

Market share did decline during the quarter in US cash equities, though this did not create a variance vs. our forecast since we had alread

updated our estimates with quarter-end data. U.S. options share within the NYSE Arca platform increased, but has since fallen off

meaningfully in July. US cash market share has fallen in July as well. The company did not offer much explanation for the July declines

other than to stress the competitiveness of the market. Flash orders garnered some attention on the call, and NYSE attributes some of its

market share losses in US cash equities to this in addition to internalization. Broadly speaking, we believe the company is watching marke

share closely, as recent pricing initiatives in US cash and options do not appear to be helping market share, at least not this month. With t

VIX settling into lower levels, and market volumes slowing into the depths of the summer, the company may be getting a glimpse of more

steady-state volume and order flow dynamics that could once again prompt another round of tweaking of its pricing model. We will look tomonitor August trends for additional clues as to how NYX could respond.

COSTS PERFORMANCE IMPROVED, BUT A LITTLE LESS THAN FIRST GLANCE

Fixed operating costs came down by $25mm sequentially excluding new initiatives and currency. However, that figure also includes a

$10mm one-time gain from the curtailment of a health benefit plan. Excluding that as well as leaving FX in the aggregate expenses (since

we had modeled FX), we estimate expenses declined $22mm, still coming in better than the $15mm increase we had modeled. Savings

came from AMEX integration, reductions in global staffing and contractors and discretionary spending cuts. YTD operating costs are

$808mm ($818mm adjusting out the $10mm curtailment gain). That compares to unchanged full year currency-adjusted cost guidance of

$1.728bn-$1.803bn. The company did note that it would likely come in at the low end of that range now due to running ahead of mid-year

expectations. Using $1.728bn, that implies $910mm for the back half, which is higher than the first half. Keep in mind, though, that Liffe

clear costs start to come in for the 3Q, as do stepped-up costs for year-end technology integration (UTP roll-out in the US), data center

costs, NYSE Liffe startup costs and startup costs related to the New York Portfolio Clearing JV with DTCC. That will be partially offset by t

continued layering in of personnel reduction savings. Thus, we expect 3Q operating expenses to increase from 2Q, followed by a decline

the 4Q.

OTHER NOTABLES

ARCA EUROPE OFF TO A SLOW START, BUT IT HAS COMPANY

NYSE Arca Europe has garnered only fractional market share since its launch. The company announced that 30 firms have signed up for

the platform and that numerous firms are active on it. Management noted, however, that progress has been slow for the same reasons as

the past couple of quarters, on account of strained resources at customers (broker-dealers) which have many competing calls on their

scaled down technology budgets. To be sure, NDAQ has been struggling as well likely on account of similar issues, though we are not

aware that NDAQ has as many dealers signed up for its platform (we look to get an update on this when the company reports its 2Q).

LIFFE CLEARING DETAILS EMERGE

As the new Liffe clearing initiative went live today, the company disclosed some contribution information. The initiative should generate

annual revenue in the $100mm range and be accretive to earnings immediately. Cost details were not provided, though we believe onecomponent will be some $30mm in an annual fees paid to LCH to manage the default fund. If we assume an additional 10% of revenues a

additional cost, we get to a 60% operating margin (the in house infrastructure for this processing is already in place), or about 16 cents pe

share accretion annualized. We believe most analysts have not built this benefit into models, which we believe has accounted for much of

the difference between our estimate and consensus, and as such, estimates will likely come up on this disclosure.

DTCC JV OFFERS INTEREST FOOD FOR THOUGHT

The world of interest rate trading is anything but sleepy with ELX having just launched a competing platform against CME to trade Treasur

futures. Next year, NYSE plans to throw its hat into the ring with a platform of its own in a JV with the DTCC. NYSE has an interesting

angle. DTCC offers cash clearing for Treasuries already. NYX wants to offer a futures clearing platform. In conjunction, the JV would hope

to provide capital efficiencies through cross-margining of Treasuries and futures. Rollout is still about a year off, and we need to investigat

the offering more fully, but we believe that the promise of capital efficiencies, if deliverable, is an enticing offer to dealers who are likely

facing higher capital requirements going forward throughout their trading businesses as a result of regulatory overhaul initiatives.


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VALUATION REMAINS COMPELLING LONG TERM, IN OUR VIEW

NYX made further strides from a cost performance perspective, a key area of focus for investors since the Euronext acquisition closed in

2007. That said, continued market share erosion and price compression in key transaction businesses likely offsets much of the enthusias

in a period where investors are intently focused on organic growth, likely explaining the in line performance vs. the market so far today. NY

has a lot of balls in the air that we expect to generate new top and bottom line growth over the next couple of years. As such, we believe

considerable long term value exists, particularly with the shares trading at 11x our 2010 estimate. We believe that stabilization of market

share and pricing in US and European cash markets, despite having less impact than many realize, is likely a prerequisite for multipleexpansion, because earnings power will likely continue to be second-guessed absent that.

EPS ESTIMATES STILL UNDER REVIEW

Our EPS estimates remain under review pending a more thorough update of the model. Upon initial review, there are no significant

standouts from the earnings this morning. Costs are running a bit ahead of plan although perhaps more back-end loaded than we had

forecast. QTD market share in equities and options is running below forecast as well, though the quarter is only one month complete. Liffe

clear looks to be close to what we have been modeling in. We anticipate modest adjustments.


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Figure 1: NYSE Euronext 2Q09 Earnings ReviewLast Year (Year over Year) Last Quarter (Sequential)

Reported BarCap Estimate Reported ReportedNYX 2Q09 2Q09E Difference % 2Q08 Difference % 1Q09 Difference %

Net Revenues $611 $627 ($16) (2.6%) $792 ($181) (22.9%) $604 $7 1.2Cash Trading $615 $640 ($25) (3.9%) $511 $104 20.4% $620 ($5) (0.8

Derivatives Trading (Gross) $207 $214 ($7) (3.4%) $230 ($23) -- $187 $20 10.7- Rebates/Routing/Clearing $514 $536 ($22) (4.1%) $320 $194 60.6% $508 $6 1.2%Trading (Net) $308 $318 ($10) (3.2%) $421 ($113) (26.8%) $299 $9 3.0Listing $101 $100 $1 1.0% $98 $3 3.1% $99 $2 2.0%Market Data $101 $102 ($1) (1.0%) $105 ($4) (3.8%) $102 ($1) (1.0Software/Technologies $44 $52 ($8) (14.7%) $119 ($75) (63.0%) $44 $0 0.0Other $57 $55 $2 2.8% $49 $8 16.3% $60 ($3) (5.0

Total Indirect Costs $398 $437 ($39) (8.9%) $497 ($99) (19.9%) $422 ($24) (5.7Non-Operating Expenses $22 $22 $0 1.8% $15 $7 46.7% $21 $1 4.8%

EBITDA $279 $259 $20 7.7% $365 ($86) (23.6%) $250 $29 11.6Operating Income $213 $190 $23 12.0% $295 ($82) (27.8%) $182 $31 17.0%

Net Income (ex-Items) $132 $118 $14 12.2% $200 ($68) (34.0%) $112 $20 17.9EPS from Cont Ops $0.51 $0.45 $0.06 12.3% $0.75 ($0.24) (32.5%) $0.43 $0.08 17.9%

MarginsEBITDA Margin 45.7% 41.3% 4.3% 45.5% 0.2% 41.4% 4.3%Operating Margin 34.9% 30.3% 4.5% 37.2% (2.4%) 30.1% 4.7%Tax Rate 28.7% 29.0% (0.3%) 28.1% 0.6% 23.2% 5.5%Net Income Margin 21.6% 18.8% 2.8% 25.3% (3.6%) 18.5% 3.1%

Revenue MixUS Cash, net $65 $64 $1 1.5% $87 ($22) (25.2%) $54 $11 20.5US Derivatives, net $32 $37 ($5) (12.6%) $19 $13 68.0% $32 ($0) (0.2US Market Data $57 $55 $2 4.1% $50 $7 14.0% $57 $0 0.0%Europe Cash $85 $96 ($11) (11.2%) $155 ($70) (45.2%) $100 ($15) (15.0Europe Derivatives $124 $122 $2 1.9% $160 ($36) (22.5%) $113 $11 9.7Europe Market Data $47 $47 ($0) (0.5%) $55 ($8) (14.5%) $45 $2 4.4Listing $101 $100 $1 1.0% $98 $3 3.1% $99 $2 2.0%Software and Technologies $44 $52 ($8) (14.7%) $119 ($75) (63.0%) $44 $0 0.0Other $57 $55 $2 2.8% $49 $8 16.3% $60 ($3) (5.0

MetricsUS Market Volumes:NYX's Matched Volume 204,936 204,936 0 0.0% 164,829 40,107 24.3% 219,242 (14,306) (6.5

Matched Market Share:NYSE 39.3% 39.3% 0.0% 46.7% (7.4%) 41.5% (2.2%)NASDAQ 13.6% 13.6% 0.0% 17.0% (3.4%) 15.5% (1.9%)AMEX/Regional 23.6% 23.6% 0.0% 27.5% (4.0%) 25.5% (1.9%)

NYSE Arca's NYSE Share 14.1% 14.1% 0.0% 13.8% 0.3% 15.7% (1.7%)

NYX's Options Vol (mm) 896 896 0 0.0% 787 109 13.9% 801 96 12.0%

US PricingNet Fee/100 Matched Sh. $0.0318 $0.0313 $0.0005 1.5% $0.0528 ($0.021) (39.8%) $0.0246 $0.007 28.9Net Fee/Options Contract $0.196 $0.224 ($0.028) (12.6%) $0.196 ($0.001) (0.4%) $0.230 ($0.034) (15.0

European Volumes:Cash Trades (000s) 90,183 90,183 0 0.0% 87,772 2,411 2.7% 86,629 3,554 4.1%Liffe Contracts 302,754 302,754 0 0.0% 283,516 19,238 6.8% 238,089 64,665 27.2%

Euronext PricingCash Fee/Trade $0.943 $1.062 ($0.119) (11.2%) $1.766 ($0.823) (46.6%) $1.154 ($0.212) (18.3

Derivatives Fee/Contract $0.532 $0.541 ($0.009) (1.6%) $0.702 ($0.170) (24.2%) $0.601 ($0.069) (11.5Derivatives Rebate/Contract $0.122 $0.139 ($0.016) (11.8%) $0.138 ($0.015) (11.2%) $0.126 ($0.004) (3.0Net Fee/Contract $0.410 $0.402 $0.008 1.9% $0.564 ($0.155) (27.4%) $0.475 ($0.065) (13.7Source: Company reports, Barclays Capital estimates.Note: In $ million unless otherwise noted.


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Analyst Certification:

We, Roger A. Freeman, CFA and Alex Kramm, CFA, hereby certify (1) that the views expressed in this research report accurately reflect o

personal views about any or all of the subject securities or issuers referred to in this research report and (2) no part of our compensation

was, is or will be directly or indirectly related to the specific recommendations or views expressed in this research report.

Other Team Members:

Bertrand, Eric (BCI, New York) 1.212.526.1369 [email protected]

Truong, Steven (BCI, New York) 1.212.526.9937 [email protected]

Company Description:

NYSE Euronext is the operator of several cash and derivatives exchanges in both the United States and Europe.


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On September 20, 2008, Barclays Capital acquired Lehman Brothers' North American investment banking, capital markets, and private investmenmanagement businesses. All ratings and price targets prior to the acquisition date relate to coverage under Lehman Brothers Inc.

Important Disclosures:

NYSE Euronext, Inc. (NYX) US$ 27.39 (30-Jul-2009) 1-Overweight / 2-Neut

Rating and Price Target Chart:

7-06 10-06 1-07 4-07 7-07 10-07 1-08 4-08 7-08 10-08 1-09 4-09 7-09

16.00

24.00

32.00

40.00

48.00

56.00

64.00

72.00

80.00

88.00

96.00

104.00

112.00

120.00

Source: FactSet

NYSE EURONEXTAs of 07-Jul-2009

Currency = USD

Closing Price Price TargetRecommendation Change Drop Coverage

Currency=US$Date Closing Price Rating Price Target26-Jun-09 28.00 37.0001-May-09 23.30 28.0021-Apr-09 21.12 27.0010-Feb-09 20.92 30.0030-Jan-09 22.00 37.0003-Nov-08 28.43 63.0010-Oct-08 25.86 68.0026-Sep-08 39.26 72.00

Date Closing Price Rating Price Targe04-Aug-08 40.31 80.004-Apr-08 67.89 91.005-Feb-08 71.03 99.009-Jan-08 79.80 103.011-Jul-07 82.11 1 -Overweight23-Mar-07 87.67 97.028-Jul-06 63.92 68.0

FOR EXPLANATIONS OF RATINGS REFER TO THE STOCK RATING KEYS LOCATED ON THE PAGE FOLLOWING THE LAST PRICE CHART.

Barclays Capital and/or Lehman Brothers Inc. and/or one of their affiliates has managed or co-managed within the past 12 months a 144Aand/or public offering of securities for NYSE Euronext, Inc..

Barclays Capital and/or Lehman Brothers Inc. and/or one of their affiliates has received compensation for investment banking services froNYSE Euronext, Inc. in the past 12 months.Barclays Capital and/or an affiliate expects to receive or intends to seek compensation for investment banking services from NYSEEuronext, Inc. within the next 3 months.Barclays Capital and/or an affiliate trade regularly in the shares of NYSE Euronext, Inc..Barclays Capital and/or Lehman Brothers Inc. and/or one of their affiliates has received non-investment banking related compensation froNYSE Euronext, Inc. within the last 12 months.NYSE Euronext, Inc. is or during the past 12 months has been an investment banking client of Barclays Capital and/or Lehman BrothersInc. and/or one of their affiliates.NYSE Euronext, Inc. is or during the last 12 months has been a non-investment banking client (securities related services) of BarclaysCapital and/or Lehman Brothers Inc. and/or one of their affiliates.Barclays Capital is associated with specialist firm Barclays Capital Market Makers who makes a market in NYSE Euronext, Inc. stock. Atany given time, the associated specialist may have "long" or "short" inventory position in the stock; and the associated specialist may be o


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the opposite side of orders executed on the Floor of the Exchange in the stock. Barclays Capital and/or an affiliate makes a market in thesecurities of this company.

Valuation Methodology: Our $37 price target assumes a 15x multiple on our fy10 EPS estimate of $2.45.

Risks Which May Impede the Achievement of the Price Target: Key risks to our investment thesis include earnings sensitivity to markevolume and share fluctuations, pricing, the Archipelago integration, competition, regulatory changes including Reg NMS, challenges in

trading new asset classes, customer concentration and a limited float.


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Important Disclosures Continued:The analysts responsible for preparing this report have received compensation based upon various factors including the firm's totalrevenues, a portion of which is generated by investment banking activities.

Company Name Ticker Price Price Date Stock / Sector Rating

NYSE Euronext, Inc. NYX US$ 27.39 30-Jul-2009 1-Overweight / 2-Neutral

Guide to the Barclays Capital Fundamental Equity Research Rating System:Our coverage analysts use a relative rating system in which they rate stocks as 1-Overweight, 2-Equal Weight or 3-Underweight (see

definitions below) relative to other companies covered by the analyst or a team of analysts that are deemed to be in the same industrysector (the sector coverage universe). Below is the list of companies that constitute the sector coverage universe:

BlackRock, Inc. (BLK) Blackstone Group LP (BX)Charles Schwab Corp. (SCHW) CME Group (CME)Duff & Phelps Corp. (DUF) E*TRADE Financial (ETFC)Evercore Partners Inc. (EVR) FBR Capital Markets (FBCM)Fortress Investment Group (FIG) GLG Partners, Inc. (GLG)Goldman Sachs Group Inc. (GS) IntercontinentalExchange Inc. (ICE)Invesco Limited (IVZ) Janus Capital Group Inc. (JNS)Knight Capital Group (NITE) Legg Mason Inc. (LM)MF Global Ltd. (MF) Morgan Stanley (MS)NASDAQ OMX Group, Inc. (NDAQ) NYSE Euronext, Inc. (NYX)Och-Ziff Capital Management Group (OZM) T Rowe Price Group Inc. (TROW)TD Ameritrade Holding Corp. (AMTD)

In addition to the stock rating, we provide sector views which rate the outlook for the sector coverage universe as 1-Positive, 2-Neutral or3-Negative (see definitions below). A rating system using terms such as buy, hold and sell is not the equivalent of our rating system.Investors should carefully read the entire research report including the definitions of all ratings and not infer its contents from ratings alone

Stock Rating1-Overweight - The stock is expected to outperform the unweighted expected total return of the sector coverage universe over a 12-montinvestment horizon.2-Equal Weight - The stock is expected to perform in line with the unweighted expected total return of the sector coverage universe over 12- month investment horizon.3-Underweight - The stock is expected to underperform the unweighted expected total return of the sector coverage universe over a12- month investment horizon.RS-Rating Suspended - The rating and target price have been suspended temporarily due to market events that made coverage

impracticable or to comply with applicable regulations and/or firm policies in certain circumstances including when Barclays Capital is actinin an advisory capacity in a merger or strategic transaction involving the company.

Sector View1-Positive - sector coverage universe fundamentals/valuations are improving.2-Neutral - sector coverage universe fundamentals/valuations are steady, neither improving nor deteriorating.3-Negative - sector coverage universe fundamentals/valuations are deteriorating.

Distribution of Ratings:Barclays Capital Equity Research has 1206 companies under coverage.36% have been assigned a 1-Overweight rating which, for purposes of mandatory regulatory disclosures, is classified as a Buy rating; 45%of companies with this rating are investment banking clients of the Firm.48% have been assigned a 2-Equal Weight rating which, for purposes of mandatory regulatory disclosures, is classified as a Hold rating;37% of companies with this rating are investment banking clients of the Firm.


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14% have been assigned a 3-Underweight rating which, for purposes of mandatory regulatory disclosures, is classified as a Sell rating; 29of companies with this rating are investment banking clients of the Firm.

Barclays Capital offices involved in the production of Equity Research:LondonBarclays Capital, the investment banking division of Barclays Bank Plc (Barclays Capital, London)

New YorkBarclays Capital Inc. (BCI, New York)

TokyoBarclays Capital Japan Limited (BCJL, Tokyo)

So PauloBanco Barclays S.A. (BBSA, So Paulo)

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