NZX has released its 2009 full year result showing a very strong bottom line result, with 2009 NPAT of $38.71 million, a 280% increase on 2008.
This release contains five sections:
I. Summary: 2009 Performance and 2010 Outlook
II. NZX Group Financial Result 2009: Summary Tables
III. NZX Group 2009: Detailed Performance Summary
IV. NZX Group 2010: Strategic and Financial Outlook
V. Capital Management
I. SUMMARY: 2009 PERFORMANCE AND 2010 OUTLOOK
Over the previous five years NZX has architected a business model designed to remain strong over the worst business scenarios NZX could contemplate. The strength of the NZX Group business model is seen in these 2009 financial results and those of 2008 where, in both years, NZX performed in the top decile of exchanges globally in terms of financial results.
In 2009, NZX’s dominant focus was on strategy execution, including realising capital value from certain of NZX’s strategic investments. “The highlight of the 2009 financial result is a 280% increase in NPAT to $38.71 million. This reflects a concentrated focus on capital realisation,” said NZX CEO Mark Weldon.
“NZX’s 2009 goals were based on a view that 2009 would be a difficult trading year, and that many of the capital market changes over this period would be fundamental, not merely cyclical. NZX also believed that 2009 would present unique opportunities for a strongly capitalised company with the ability to move quickly,” said Weldon.
Accordingly, at its outset, NZX determined that 2009 would have four priorities:
- Fundamentally reshaping NZX’s business footprint via both (i) dispositions that turned certain of NZX’s strategic investments into cash or hard assets; and (ii) acquisitions that positioned NZX to be a local and global specialist in the nexus between energy and agriculture, and capital markets;
- Developing critical infrastructure to enable strong medium term growth in areas that matched the intended acquisitions;
- Building capability internally in the technology area as this becomes a more important strategic driver, and NZX moves to more of a ‘make’ rather than ‘buy’ model over the medium term; and
- Ending 2009 with a strong portfolio of new growth options.
The shape of the NZX business, and the changed nature of the components of full year financial result, reflect the accurate execution of these priorities.
The key aspects of the 2009 financial results are as follows:
- NPAT of $38.71 million, an increase of 280%, reflecting in particular the dispositions of the TZ1 Registry and NZX’s shares in BESA - both for significant profit;
- Revenue growth of 33% to $42.81 million. Revenues from the securities business were largely flat, reflecting difficult macro capital market conditions in trading, data sales and IPOs. NZX’s revenue growth of $10.68 million was driven by existing agricultural data and acquisitions of businesses in the energy and agricultural area over the period;
- Operating expenditure of $25.25 million, an 89% increase, reflecting the larger shape of the business, integration costs, major project costs, and a significant quantum of one-offs and transaction related items; and
- EBITDAF that fell 6%, reflecting the combination of the challenging capital market conditions, and the one-off and integration costs related to reshaping the business.
NZX has delivered very strong financial performance since its listing in June, 2003. At that time NZX’s revenue was $12.64 million, EBITDAF $3.56 million and NPAT $2.94 million. Since listing in June 2003, NZX has achieved a total return to shareholders (TRS) to 31 December 2009 of 526%. This represents an annual TRS of 33% since 2003.
“After achieving the 2009 priorities, we believe that in 2010 and beyond our business is poised to benefit from improved macro and local conditions and a business model that will see it continue to deliver strong financial performance over the next five years as a New Zealand listed company,” said Weldon.
II. NZX GROUP FINANCIAL RESULT 2009: SUMMARY TABLES
The main line items for the NZX Group 2009 Financial performance are shown in Table 1 below.
Table 1: Financial Results Summary
2009 Change (PCP*)
Operating Revenue $42.81 million 33%
Operating Expenditure $25.25 million 89%
EBITDAF $17.56 million (6%)
EBITDA $45.96 million 166%
NPAT $38.71 million 280%
Fully Diluted EPS ** 34.98 cents 238%
* Previous comparative period (PCP)
** All comparative figures adjusted for share split in December 2009
III. NZX GROUP 2009: DETAILED PERFORMANCE SUMMARY
This section covers important details from the financial result. Significant analysis is provided to ensure shareholders have a detailed understanding of the shape and composition of the business, given the substantial changes to the business over 2009.
A. Operating Revenue
Operating revenue for the NZX Group in 2009 was $42.81 million. This represents a $10.68 million or 33% increase from the $32.13 million reported in 2008.
1. Listings
Listings revenue in 2009 was $11.59 million. This represents an increase of 30% over the $8.91 million reported in 2008. Record levels of capital raising on both the NZDX and via secondary equity raisings on the Main Board, saw overall listing revenue grow strongly. A comparative breakdown of each of the listings revenue categories is given in Chart 1 below.
Chart 1: Listings Revenue
2. Trading
Trading revenues include all revenues from trading fees, participant and membership fees, and any other charges in all NZX markets. This category also includes initial revenues from the Clear grain exchange, acquired in November 2009.
Trading revenue fell to $5.02 million, a 6% decrease compared with 2008. The major factor in this fall was a 3% decrease in the average number of daily trades.
3. Market Data
The market data category comprises revenue generated from the sale of data from any of the markets NZX operates. Market data revenue fell by 3% versus 2008 to $10.56 million. This reflect a decrease in data terminal numbers, as well as unfavourable NZ$-US$ exchange rate movements (as the majority of NZX’s market data sales are in U.S. dollars).
4. Post Trade Systems and Services
This category includes clearing and settlement fees from post trade systems in both securities and energy. Revenue in this category grew 53% to $4.49 million. Revenue from the energy area accounted for $2.61 million of the $4.49 million. The other significant difference versus 2008 is that NZX received $1 million from services provided to AXE in 2008.
5. NZX Agri
There are two components to the NZX Agri business portfolio: AgriData and AgriInform. Total NZX Agri revenues were $7.71 million in 2009, compared with $1.36 million in 2008. The breakdown between AgriData and AgriInform is $2.35 million and $5.36 million respectively. AgriData revenues held their customer and revenue base – performing well over this difficult trading period. Over the second half of 2009, weak advertising revenues in AgriInform were balanced by subscription numbers that continued to increase over Q4.
6. NZX Energy
NZX Energy includes revenues relating to trading operations of the wholesale electricity market and the New Zealand gas market. The majority of the revenue is predictable annualised revenue.
7. Smartshares
Smartshares revenue fell by 18% compared with 2008. The bulk of this fall was due to NZSF’s decision to take the management of its index tracking portfolios back in house . Balancing this, Smartshares’ retail funds grew well over the year as issuance growth from new investors, regular savings plans and dividend reinvestment each contributed to increased retail funds under management (FUM). At December 2009 retail FUM totalled $321 million, a 30% increase versus 2008.
Chart 2 below shows NZX’s 2009 revenue lines in percentage and dollar terms – annualising revenue across all areas to provide a sense of the relative size of the revenue in each at the end of 2009.
This is not a forecast for 2010, but an indication of the annualised revenues at the end of 2009.
Chart 2: 2009 Year-end Annualised Revenue
B. Operating Expenditure
Operating expenditure increased by 89% to a total of $25.25 million. The increase in expenditure was driven by the overall impact of acquisitions, related one-off costs, and the accounting treatment of various employee share schemes. Of the total increase it is conservatively estimated that $1.5 million represents costs that are either non-recurring or relate directly to 2009 acquisitions and disposition activity, and as such are not part of the baseline costs of operating NZX’s business.
1. Employee and Related Costs
Employee and related costs rose 69% in 2009 to $13.75 million. This is due to three factors. First, the additional staff costs associated with businesses acquired during 2009 of approximately $3.5 million. Second, a number of senior hires into areas of future growth. Third, accounting for the long term share schemes of the CEO and senior management, which increased costs by $1.74 million compared with 2008.
2. Information Technology
Information technology expenditure was $2.23 million in 2009 compared with $1.56 million in 2008. The increase in expenditure is largely attributed to IT costs associated with operating the acquired businesses.
3. Professional Fees
Professional fees more than doubled over 2009, to $1.87 million. Significant expenditure was incurred in 2009 relating to acquisitions, capital raising, the Clearing House and development of the derivatives market.
4. Marketing, Printing and Distribution
This expense category consists primarily of the printing and distribution costs of NZX Agri. Total marketing, printing and distribution costs were $3.02 million in 2009 compared with $109,000 in 2008, with the increase entirely due to the costs of producing and distributing publications.
5. Fund Expenditure
Smartshares fund expenditure fell 4% to $1.08 million for the year, driven by a focus on expense management, including initial consolidation of service providers.
6. General Administration
General administration costs increased by 96% to $3.31million in 2009. Increased rental costs in Wellington and an increase in the Group’s number of office locations during the year, as well as general costs associated with businesses acquired, explains approximately 50% of movement. Bad and doubtful debts of $527,000 are also included, around $400,000 higher than would usually be expected.
Chart 3 below shows NZX’s 2009 year end operating expenditure line in percentage and dollar terms – annualising across all areas to provide a sense of the relative size of the cost lines. This is not a forecast for 2010, but an indication of the annualised costs at the end of 2009 excluding one-off costs.
Chart 3: 2009 Year-end Annualised Operating Expenditure
C. Below the EBITDAF Line
1. Gain on Disposition of Assets
The gain on disposition of assets of $31.5 million relates to the sale of the assets of the TZ1 Registry to Markit in June 2009.
2. Change in Value of Investments
The net change in value of investments is comprised of the gain on sale of NZX’s shares in BESA of $4.79 million; impairment costs of $2.35 million - dominated by a write-down of NZX’s holding value of AXE - and $5.29 million of unrealised exchange rate movements on NZX’s investment in Markit in the 2009 year.
3. Depreciation and Amortisation
The increase in depreciation and amortisation in 2009 of 90% from $1.53 million to $2.90 million reflects largely depreciation and amortisation on the energy and agricultural assets acquired in 2H 2009.
4. Interest Income/Expenditure
Interest income in 2009 was $185,000, a 73% decrease on 2008. This was due to both lower 2009 interest rates and interest costs for a loan facility drawn down in 2009.
D. Strategic Investments - 2009 Performance
The NZX Group’s strategic investments are a 50% holding in Link Market Services Limited and a 30% holding in Appello Services Limited.
1. Link Market Services
Link Market Services continues to improve its operating performance, with significant success in 2009 in both the IPO market and in winning new business from existing listed issuers. Link Market Services generated revenue of $5.09 million, representing an increase of 8% over 2008. Good cost management, combined with revenue improvement, saw EBITDA increase by 16% to $1.45 million.
Link paid $550,000 in cash to NZX as a shareholder over the year. This payment goes to the NZX Balance Sheet, not through the P&L.
2. Appello Services
During 2009 Appello faced a challenging business environment. As a consequence the business plan for Appello has been adjusted. NZX recorded an equity accounted loss of $45,000 and impaired the carrying value of the investment in Appello by 50%, reducing its value on the balance sheet by 50% to $358,000.
IV. NZX GROUP 2010: STRATEGIC AND FINANCIAL OUTLOOK
A. Strategic Outlook
There are four main strategic priorities for NZX in 2009:
- Successful launch of the Clearing House;
- Successful launch of the Derivatives market;
- Continued growth in the agricultural data and markets areas; and
- Realising the synergies from the acquisitions undertaken in 2009.
Details on each of these are provided below.
Successful launch of the Clearing House: The development of New Zealand Clearing Corporation, New Zealand’s first central counter party clearing system, is the largest project NZX has undertaken to date. With go-live imminent in 2010, the focus will switch from development to operations execution. In this post trade area NZX is also investigating a potential joint venture with the Reserve Bank of New Zealand.
Successful launch of the NZX Derivatives Market: 2010 will see the launch of NZX’s first derivative products. This represents a fundamental turning point in the profile and prospects for the NZX Group. NZX is determined to build a robust, multi-product derivatives franchise that develops global distinctiveness, in particular in the agriculture and energy areas. Dairy (whole milk power and AMF), energy (nodes and indexes) and equities (TEL and FBU options, and NZX Future) are each expected to be launched in 2010.
Continued growth in the Agricultural data and markets areas: In AgriData, NZX would look to see continued revenue growth through product development, product consolidation, and potential acquisitions. In 2010 the Clear grain exchange in Australia will continue to build its position in the grain market, with a goal of ending the year at over $1 million in revenue, and an established market position that can scale upward in 2011 and 2012.
Realising synergies: There are significant synergies to realise from the three major acquisitions (M-co, CPL and Clear) undertaken in 2009. These are expected to deliver financial benefit on the cost line in each of 2010, 2011 and 2012. In addition, changing to a “make” focus rather than “buy” focus on IT will reduce both development and support costs over this period.
B. 2010 Operating Revenue Outlook
1. Listings
NZX expects a strong year for listings in 2010. Following a year dominated by secondary equity raisings by existing listed issuers, NZX is confident of a stronger IPO market for equities and a continuation in secondary equity raisings, albeit for more of a growth than a recapitalisation agenda.
2. Trading
The increased free float generated during 2009 (via secondary issuance and debt IPO activity) and the anticipated increase in IPO activity in 2010, as well as improved macro conditions, are expected to increase securities trading activity over 2010.
Derivative products are expected to launch in June 2010, with whole milk powder futures the first of a suite of dairy risk management tools. NZX is also assessing the feasibility of launching electricity derivatives in 2010. Equity derivatives, including both single stock options and index futures, will also join the derivatives market product platform. Dependencies around the launch date for derivatives relate to regulatory approval and lead times to enable participants to connect to trade and clear these products. These markets take time to build and NZX expects volumes in the first 12 months to be modest.
3. Market Data
NZX is confident that terminal numbers have reached their lowest level, and expects terminal numbers to increase by around 10% over 2010. The NZX Data team also continues to develop new custom and subscription products and will be releasing a number of these over 2010. The derivatives products, due to launch in 2010, will also assist in data terminal sales.
4. Post Trade Systems and Services
As the relative revenue numbers indicate, the post trade area is of growing financial importance to NZX. Expectations are that this area will achieve parity with the trading area in 2010. NZX has consistently indicated the importance of post trade infrastructure in markets, and the growing post trade revenues reflect that emphasis. This area is both highly sticky, and a scale business.
Post trade systems and services revenue is expected to materially increase in 2010. The drivers include both the full year impact of the energy post trade systems, and the introduction of the Clearing House. The NZX Clearing House - to be named the “NZ Clearing Corp.” - is expected to go live prior to half year. NZX remains engaged in discussions with the Reserve Bank of New Zealand regarding a potential post-trade joint venture.
5. NZX Agri
Solid revenue growth is expected across the full portfolio of AgriData brands. NZX also expects an improved EBITDA contribution from the AgriInform publications over 2010, driven by growth in the subscription base, increased advertising revenues through better macro conditions, and the flowing through of cost management actions undertaken in Q4 to the bottom lines.
6. NZX Energy
The NZX energy revenue outlook for 2010 is solid, with high single digit revenue growth expected.
7. Smartshares
The conversion of the Smartshares from a capital based pricing system to an accruals based pricing system, bringing them into line with market standard for ETFs worldwide, is expected to broaden their appeal with institutional investors and increase their revenue potential. This is scheduled to go live from April 2010. Stock lending and retail FUM growth will also contribute to an improved 2010.
C. 2010 Operating Expenditure Outlook
In 2010 NZX expects material cost reductions to come from realised cost synergies and a reduction in one-offs.
1. Employee and Related Costs
Annualised employee and related costs as at December 2009 totalled approximately $18.4 million. NZX expects, via natural attrition, to realise reasonable synergy benefits related to the integration of acquisitions. In terms of ongoing employee expenditure, the levels of staff required to successfully implement the strategic initiatives that are currently either pre-revenue or early stage (Clearing House, Dairy and Energy Derivatives, Grain Exchange) are all on board. The factors above are expected to see this number fall over 2010.
2. Information Technology
Over time NZX expects to move from a technology strategy that has been mostly a "buy" model to one that is mostly "make". The skills and capability acquired via the Clear transaction are expected to result in a distinctive set of technology platforms for NZX that will also reduce ongoing expenditure. While some of the reduction in expenditure will be capital rather than operating, over time ongoing service and other IT consulting fees are expected to fall materially.
In terms of IT licence fees, approximately US$415,000 per year post go-live, for an initial five-year period, and as long as the maintenance contract is in place beyond that, is expected in relation to the Clearing House.
3. Professional Fees
Professional services activity levels are anticipated to be a minimum of $600,000 lower than 2009.
4. Marketing, Printing and Distribution
Printing and distribution costs on the AgriInform hard copy publications will be incurred for a full year in 2010. There is a variable cost element to this line in the AgriInform and AgriData areas. Over 2010 NZX expects to reduce costs in both these areas from improved costs of procurement on the AgriInform side, and through migrating paper/fax to electronic channels for much of the AgriData businesses.
5. Fund Expenditure
Fund expenditure is expected to fall by around 5% in 2010 as the consolidation of service providers and process automation provide additional cost savings.
6. General Administration
Costs will remain at around current through to June 2010, and decline slowly over the back half of 2010 as integration activities slow, and project-related cost (e.g. Clearing House) are eliminated.
D. Below the EBITDAF Line
1. Gain/Loss on Disposition of Assets and Change in Value of Investments
There will be no material movement in this category other than non-cash exchange movement on NZX’s investment in Markit.
2. Depreciation and Amortisation
The increased asset base resulting from the Clearing House and the full-year impact of assets purchased through 2009 will increase the level of depreciation and amortisation from $2.9 million in 2009 to between $4.75 million and $5 million in 2010.
3. Taxation
NZX expects tax expense to be approximately 30% of earnings before tax. However, NZX will see a cashflow advantage in 2010 due to differences between tax and accounting depreciation.
NZX’s investment in Markit will be taxed under the fair dividend rate (FDR) regime, and NZX will be deemed for tax purposes to have generated a return of 5% of the market value of the Markit investment on 1 January 2010.
E. 2010 Strategic Investments Outlook
1. Link Market Services
Link’s EBITDA and NPAT are both expected to grow by around 10% in 2010. Link is also expected to return to NZX a minimum of $500,000 in redeemable preference shares (RPS). NZX holds a remaining $2.01 million in RPS in Link.
2. Appello Services
NZX expects Appello’s 1H 2010 performance to be flat, and show improved performance in 2H, crossing break-even in this period.
V. CAPITAL MANAGEMENT
1. Balance Sheet
NZX continues to have a strong balance sheet with both cash reserves and access to debt facilities. A portion of NZX's cash will be ring-fenced as risk capital for the Clearing House.
2. Dividend
In December 2009 NZX undertook a 4:1 share split to bring the NZX share price back to into line with average NZX50 share prices, increasing shares on issue from 30.7 million to 123.0 million shares.
The NZX Board has determined that NZX Limited will pay a dividend on the post share split increased capital, of 6.5 cents per share, fully imputed, for the year ending 31 December 2009.
NZX will offer the NZX profit distribution plan to shareholders in 2010. NZX believes that profit distribution plans continue to be one of the cheapest and most effective means for companies to raise capital and retain cash for growth. NZX expects attractive earnings and free cash flow accretive acquisition opportunities that fit well with its strategy to be available over the next 24 months.
The NZX dividend details are as follows:
- Record date: 26 March 2010
- Payment date: 29 April 2010
- VWAP calculated: 15 – 26 March 2010
- PDP discount to VWAP: 3.5%.
NZX intends to increase the annual dividend by a minimum of 1 cent per share annually for the next five years.
FTSE Mondo Visione Exchanges Index:
Strong Year For NZX: NPAT Up 280% To $38.71 Million
Date 01/03/2010
