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Earnings release · 8-K Exhibit 99

Intercontinental Exchange · Earnings release · 8-K Exhibit 99

ICE · Financials

Filed 2025-10-30 · CY2025 Q4 · Company’s FY2025 Q4 · 3,646 words

Read the original on sec.gov ↗

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ICE reported third quarter 2025 net revenues of $2.4 billion, a 3% increase year-over-year. Adjusted diluted EPS grew 10% to $1.71. The company returned $1.7 billion to stockholders through share repurchases and dividends. Operating margin was 49%, or 59% on an adjusted basis. Management reaffirmed full-year 2025 guidance for Fixed Income & Data Services recurring revenue growth of 5% to 6% and operating expenses.

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EX-99.12tm2529550d1_ex99-1.htmEXHIBIT 99.1

Exhibit 99.1

Intercontinental Exchange Reports Strong Third

Quarter 2025

·

T13Q25 net revenues of $2.4 billion, +3% y/y

Jeffrey C. Sprecher,

ICE Chair & Chief Executive Officer, said,

"We are pleased to report our third quarter results, which extend our track record of revenue and earnings per share growth. Our customers continue to rely on our mission-critical data and technology to manage risk and drive efficiency in a dynamic macroeconomic environment. In early October, T2we also announced a strategic investment in Polymarket, a leading prediction market platform, expanding our footprint into decentralized prediction markets, which is aligned with our commitment to providing innovation and data-driven insights to our customers. As we look to the balance of the year and beyond, our focus remains on leveraging our world-class technology, innovative culture, and operating expertise to better serve our customers and create value for our stockholders."

·

3Q25 GAAP diluted earnings per share (EPS) of $1.42, +25% y/y

·

T33Q25 adj. diluted EPS of $1.71, +10% y/y

·

3Q25 operating income of $1.2 billion, +6% y/y; adj. operating income of $1.4 billion, +3% y/y

·

3Q25 operating margin of 49%; adj. operating margin of 59%

·

T4Through September 30, 2025, returned over $1.7 billion to stockholders, including $894 million in share repurchases

ATLANTA & NEW YORK, October 30,

2025 - Intercontinental Exchange (NYSE: ICE), a leading global provider of technology and data, today reported financial results

for the third quarter of 2025. For the quarter ended September 30, 2025, consolidated net income attributable to ICE was $816 million

on $2.4 billion of consolidated revenues, less transaction-based expenses. Third quarter GAAP diluted EPS were $1.42. Adjusted net income

attributable to ICE was $980 million in the third quarter and adjusted diluted EPS were $1.71. Please refer to the reconciliation of non-GAAP

financial measures included in this press release for more information on our adjusted operating expenses, adjusted operating income,

adjusted operating margin, adjusted net income, adjusted diluted EPS and adjusted free cash flow.

Warren Gardiner, ICE Chief Financial Officer, added: "During

2025, we've generated record revenues and operating income. This performance enabled us to return over $1.7 billion to stockholders, while

also continuing to invest in strategic growth initiatives. As we look to the balance of 2025 and towards another successful year in 2026,

we remain focused on extending our track record of innovation and execution."

Third Quarter 2025 Business Highlights

Third quarter consolidated net revenues were $2.4 billion including

exchange net revenues of $1.3 billion, fixed income and data services revenues of $618 million and mortgage technology revenues of $528

million. Consolidated operating expenses were $1.2 billion for the third quarter of 2025. On an adjusted basis, consolidated operating

expenses were $981 million. Consolidated operating income for the third quarter was $1.2 billion, and the operating margin was 49%. On

an adjusted basis, consolidated operating income for the third quarter was $1.4 billion, and the adjusted operating margin was 59%.

$ (in millions)

Net

Revenues

Op

Margin

Adj Op

Margin

3Q25

Exchanges

$

1,265

72

%

73

%

Fixed Income and Data Services

$

618

39

%

45

%

Mortgage Technology

$

528

4

%

42

%

Consolidated

$

2,411

49

%

59

%

3Q25

3Q24

% Chg

Recurring Revenues

$

1,275

$

1,212

5

%

Transaction Revenues, net

$

1,136

$

1,137

—%

Exchanges Segment Results

T5Third quarter exchange net revenues were $1.3 billion. Exchange operating

expenses were $357 million, and adjusted operating expenses were $341 million in the third quarter. Segment operating income for the third

quarter was $908 million, and the operating margin was 72%. On an adjusted basis, operating income was $924 million, and the adjusted

operating margin was 73%.

2

$ (in millions)

3Q25

3Q24

% Chg

Const

Curr(1)

Revenues, net:

Energy

$

482

$

473

2

%

—%

Ags and Metals

51

60

(13

)%

(13

)%

Financials(2)

139

141

(2

)%

(4

)%

Cash Equities and Equity Options, net

105

107

(2

)%

(2

)%

OTC and Other(3)

99

109

(10

)%

(11

)%

Data and Connectivity Services

264

242

9

%

9

%

Listings

125

122

2

%

2

%

Segment Revenues

$

1,265

$

1,254

1

%

—%

Recurring Revenues

$

389

$

364

7

%

7

%

Transaction Revenues, net

$

876

$

890

(1

)%

(3

)%

(1) Net revenues in constant currency are calculated

holding both the pound sterling and euro at the average exchange rate from 3Q24, 1.3007 and 1.0991, respectively.

(2) Financials include interest rates and other financial

futures and options.

(3) OTC & Other includes net interest income

and fees on certain clearing margin deposits, regulatory penalties and fines, fees for use of our facilities, regulatory fees charged

to member organizations of our U.S. securities exchanges, designated market maker service fees, exchange member fees, and agriculture

grading and certification fees.

Fixed Income and Data Services Segment Results

Third quarter fixed income and data services revenues were $618 million.

Fixed income and data services operating expenses were $374 million, and adjusted operating expenses were $336 million in the third quarter.

Segment operating income for the third quarter was $244 million, and the operating margin was 39%. On an adjusted basis, operating income

was $282 million, and the adjusted operating margin was 45%.

3

$ (in millions)

3Q25

3Q24

% Chg

Const

Curr(1)

Revenues:

Fixed Income Execution

$

33

$

28

15

%

15

%

CDS Clearing

90

97

(7

)%

(7

)%

Fixed Income Data and Analytics

311

295

5

%

5

%

Data and Network Technology

184

166

11

%

10

%

Segment Revenues

$

618

$

586

5

%

5

%

Recurring Revenues

$

495

$

461

7

%

7

%

Transaction Revenues

$

123

$

125

(2

)%

(2

)%

(1) Revenues in constant currency are calculated holding

both the pound sterling and euro at the average exchange rate from 3Q24, 1.3007 and 1.0991, respectively.

Mortgage Technology Segment Results

Third quarter mortgage technology revenues were $528 million. Mortgage

technology operating expenses were $506 million, and adjusted operating expenses were $304 million in the third quarter. Segment operating

income for the third quarter was $22 million, and the operating margin was 4%. On an adjusted basis, operating income was $224 million,

and the adjusted operating margin was 42%.

$ (in millions)

3Q25

3Q24

% Chg

Revenues:

Origination Technology

$

188

$

182

3

%

Closing Solutions

58

54

8

%

Servicing Software

216

209

3

%

Data and Analytics

66

64

4

%

Segment Revenues

$

528

$

509

4

%

Recurring Revenues

$

391

$

387

1

%

Transaction Revenues

$

137

$

122

12

%

4

Other Matters

·

T6Operating cash flow through the third quarter of 2025 was $3.4 billion and adjusted free cash flow was $3.2 billion.

·

Unrestricted cash was $850 million and outstanding debt was $19.0 billion as of September 30, 2025.

·

Through the third quarter of 2025, ICE repurchased $894 million of its common stock and paid$831 million in dividends.

Updated Financial Guidance

GAAP

Non-GAAP

G12025 Fixed Income & Data Services Recurring Revenue (% growth)

5% - 6%

G2G3T72025 Operating Expenses

$4.990 - $5.000 billion

$3.933 - $3.943 billion(1)

G4G54Q25 Operating Expenses

$1.255 - $1.265 billion

$1.005 - $1.015 billion(1)

G64Q25 Non-Operating Expense(2)

$180 - $185 million

G72025 Effective Tax Rate(3)

23% - 25%

G84Q25 Weighted Average Shares Outstanding

569 - 575 million

(1) FY 2025 non-GAAP operating expenses exclude amortization of

acquisition-related intangibles, a regulatory matter accrual and Black Knight integration expenses. 4Q 2025 non-GAAP operating expenses

exclude amortization of acquisition-related intangibles and Black Knight integration expenses.

(2) Non-operating expense includes interest income, interest expense

and net other income/expense. Non-GAAP non-operating expense excludes equity earnings/losses from unconsolidated investees.

(3) This represents 2025 full year guidance for both the GAAP

and non-GAAP effective tax rates but note that the GAAP effective tax rate is more susceptible to diverging from this guidance based on

items outside the normal course of business that are adjusted for to derive our non-GAAP results. Such items can be unknown, unpredictable

or uncertain, requiring unreasonable efforts to determine with any precision and which could potentially be confusing or misleading.

5

Earnings Conference Call Information

ICE will hold a conference call today, October 30, 2025, at 8:30

a.m. ET to review its third quarter 2025 financial results. A live audio webcast of the earnings call will be available on the company's

website at www.ice.com in the investor relations section. Participants may also listen via telephone by dialing 833-470-1428 from the

United States or 404-975-4839 from outside of the United States. Telephone participants are required to provide the participant entry

number 835499 and are recommended to call 10 minutes prior to the start of the call. The call will be archived on the company's website

for replay.

The conference call for the fourth quarter 2025 earnings has been scheduled

for February 5th, 2025 at 8:30 a.m. ET. Please refer to the Investor Relations website at www.ir.theice.com for additional information.

Historical futures, options and cash ADV, rate per contract, open interest

data and CDS cleared information can be found at: https://ir.theice.com/investor-resources/supplemental-information/default.aspx

6

Consolidated Statements of Income

(In millions, except per share amounts)

(Unaudited)

Nine Months Ended September 30,

Three Months Ended September 30,

2025

2024

2025

2024

Revenues:

Exchanges

$

6,118

$

5,498

$

1,861

$

1,938

Fixed income and data services

1,811

1,719

618

586

Mortgage technology

1,569

1,514

528

509

Total revenues

9,498

8,731

3,007

3,033

Transaction-based expenses:

Section 31 fees

412

437

—

232

Cash liquidity payments, routing and clearing

1,659

1,338

596

452

Total revenues, less transaction-based expenses

7,427

6,956

2,411

2,349

Operating expenses:

Compensation and benefits

1,463

1,422

483

487

Professional services

120

114

39

40

Acquisition-related transaction and integration costs

51

88

9

37

Technology and communication

647

631

219

212

Rent and occupancy

64

89

23

30

Selling, general and administrative

219

232

77

54

Depreciation and amortization

1,171

1,148

387

386

Total operating expenses

3,735

3,724

1,237

1,246

Operating income

3,692

3,232

1,174

1,103

Other income/(expense):

Interest income

92

105

28

39

Interest expense

(599

)

(697

)

(192

)

(223

)

Other income/(expense), net

95

83

71

(21

)

Total other income/(expense), net

(412

)

(509

)

(93

)

(205

)

Income before income tax expense

3,280

2,723

1,081

898

Income tax expense

772

630

250

227

Net income

$

2,508

$

2,093

$

831

$

671

Net income attributable to non-controlling interests

(44

)

(37

)

(15

)

(14

)

Net income attributable to Intercontinental Exchange, Inc.

$

2,464

$

2,056

$

816

$

657

Earnings per share attributable to Intercontinental Exchange, Inc. common stockholders:

Basic

$

4.30

$

3.59

$

1.43

$

1.15

Diluted

$

4.28

$

3.57

$

1.42

$

1.14

Weighted average common shares outstanding:

Basic

573

573

572

574

Diluted

576

576

574

577

7

Consolidated Balance Sheets

(In millions)

As of

September 30, 2025

As of

(Unaudited)

December 31, 2024

Assets:

Current assets:

Cash and cash equivalents

$

850

$

844

Short-term restricted cash and cash equivalents

1,123

1,142

Short-term restricted investments

247

594

Cash and cash equivalent margin deposits and guaranty funds

83,607

82,149

Invested deposits, delivery contracts receivable and unsettled variation margin

2,636

2,163

Customer accounts receivable, net

1,543

1,490

Prepaid expenses and other current assets

840

713

Total current assets

90,846

89,095

Property and equipment, net

2,413

2,153

Other non-current assets:

Goodwill

30,643

30,595

Other intangible assets, net

15,589

16,306

Long-term restricted cash and cash equivalents

241

368

Long-term restricted investments

129

2

Other non-current assets

1,040

909

Total other non-current assets

47,642

48,180

Total assets

$

140,901

$

139,428

Liabilities and Equity:

Current liabilities:

Accounts payable and accrued liabilities

$

1,042

$

1,051

Section 31 fees payable

—

316

Accrued salaries and benefits

342

438

Deferred revenue

361

236

Short-term debt

1,667

3,027

Margin deposits and guaranty funds

83,607

82,149

Invested deposits, delivery contracts payable and unsettled variation margin

2,636

2,163

Other current liabilities

125

173

Total current liabilities

89,780

89,553

Non-current liabilities:

Non-current deferred tax liability, net

4,000

3,904

Long-term debt

17,366

17,341

Accrued employee benefits

167

170

Non-current operating lease liability

476

335

Other non-current liabilities

403

405

Total non-current liabilities

22,412

22,155

Total liabilities

112,192

111,708

Commitments and contingencies

Redeemable non-controlling interest in consolidated subsidiaries

22

22

Equity:

Intercontinental Exchange, Inc. stockholders’ equity:

Common stock

7

7

Treasury stock, at cost

(7,388

)

(6,385

)

Additional paid-in capital

16,568

16,292

Retained earnings

19,704

18,071

Accumulated other comprehensive loss

(247

)

(338

)

Total Intercontinental Exchange, Inc. stockholders’ equity

28,644

27,647

Non-controlling interest in consolidated subsidiaries

43

51

Total equity

28,687

27,698

Total liabilities and equity

$

140,901

$

139,428

8

Non-GAAP Financial Measures and Reconciliation

We use non-GAAP

measures internally to evaluate our performance and in making financial and operational decisions. When viewed in conjunction with our

GAAP results and the accompanying reconciliation, we believe that our presentation of these measures provides investors with greater

transparency and a greater understanding of factors affecting our financial condition and results of operations than GAAP measures alone.

In addition, we believe the presentation of these measures is useful to investors for period-to-period comparison of results because

the items described below as adjustments to GAAP are not reflective of our core business performance. These financial measures are not

in accordance with, or an alternative to, GAAP financial measures and may be different from non-GAAP measures used by other companies.

We use these adjusted results because we believe they more clearly highlight trends in our business that may not otherwise be apparent

when relying solely on GAAP financial measures, since these measures eliminate from our results specific financial items that have less

bearing on our core operating performance. We strongly recommend that investors review the GAAP financial measures and additional non-GAAP

information included in our Quarterly Report on Form 10-Q, including our consolidated financial statements and the notes thereto.

Adjusted operating expenses, adjusted operating income, adjusted operating

margin, adjusted net income attributable to ICE common stockholders, adjusted diluted earnings per share and adjusted free cash flow for

the periods presented below are calculated by adding or subtracting the adjustments described below, which are not reflective of our cash

operations and core business performance, and their related income tax effect and other tax adjustments (in millions, except for per share

amounts):

9

Adjusted Operating Income, Operating Margin

and Operating Expense Reconciliation

(In millions)

(Unaudited)

Exchanges

Segment

Fixed Income

and Data

Services

Segment

Mortgage

Technology

Segment

Consolidated

Nine Months Ended September 30,

2025

2024

2025

2024

2025

2024

2025

2024

Total revenues, less transaction-based expenses

$

4,047

$

3,723

$

1,811

$

1,719

$

1,569

$

1,514

$

7,427

$

6,956

Operating expenses

1,064

989

1,108

1,087

1,563

1,648

3,735

3,724

Less: Amortization of acquisition-related intangibles

48

51

113

114

594

593

755

758

Less: Transaction and integration costs

—

—

—

—

48

88

48

88

Less: Regulatory matter

4

—

—

10

—

—

4

10

Less: Other

—

11

—

20

—

—

—

31

Adjusted operating expenses

$

1,012

$

927

$

995

$

943

$

921

$

967

$

2,928

$

2,837

Operating income/(loss)

$

2,983

$

2,734

$

703

$

632

$

6

$

(134

)

$

3,692

$

3,232

Adjusted operating income

$

3,035

$

2,796

$

816

$

776

$

648

$

547

$

4,499

$

4,119

Operating margin

74

%

73

%

39

%

37

%

—%

(9

)%

50

%

46

%

Adjusted operating margin

75

%

75

%

45

%

45

%

41

%

36

%

61

%

59

%

10

Adjusted Operating Income, Operating Margin

and Operating Expense Reconciliation

(In millions)

(Unaudited)

Exchanges

Segment

Fixed Income

and Data

Services

Segment

Mortgage

Technology

Segment

Consolidated

Three Months Ended September 30,

2025

2024

2025

2024

2025

2024

2025

2024

Total revenues, less transaction-based expenses

$

1,265

$

1,254

$

618

$

586

$

528

$

509

$

2,411

$

2,349

Operating expenses

357

307

374

376

506

563

1,237

1,246

Less: Amortization of acquisition-related intangibles

16

17

38

37

195

198

249

252

Less: Transaction and integration costs

—

—

—

—

7

37

7

37

Less: Regulatory matter

—

—

—

10

—

—

—

10

(Add)/Less: Other

—

(19

)

—

6

—

—

—

(13

)

Adjusted operating expenses

$

341

$

309

$

336

$

323

$

304

$

328

$

981

$

960

Operating income/(loss)

$

908

$

947

$

244

$

210

$

22

$

(54

)

$

1,174

$

1,103

Adjusted operating income

$

924

$

945

$

282

$

263

$

224

$

181

$

1,430

$

1,389

Operating margin

72

%

76

%

39

%

36

%

4

%

(11

)%

49

%

47

%

Adjusted operating margin

73

%

75

%

45

%

45

%

42

%

35

%

59

%

59

%

11

Adjusted Net Income Attributable to ICE and

Diluted EPS

(In millions)

(Unaudited)

Nine Months

Ended

September 30,

2025

Nine Months

Ended

September 30,

2024

Net income attributable to ICE

$

2,464

$

2,056

Add: Amortization of acquisition-related intangibles

755

758

Add: Transaction and integration costs

48

88

Add/(less): Litigation and regulatory matters

4

(150

)

(Less)/add: Net (income)/loss from unconsolidated investees

(75

)

63

(Less)/add: Fair value adjustments of equity investments

(35

)

1

Add: Other

—

31

Less: Income tax effect for the above items

(180

)

(199

)

Add/(less): Deferred tax adjustments on acquisition-related intangibles

45

(26

)

Less: Other tax adjustments

(8

)

—

Adjusted net income attributable to ICE

$

3,018

$

2,622

Diluted earnings per share attributable to ICE common stockholders

$

4.28

$

3.57

Adjusted diluted earnings per share attributable to ICE common stockholders

$

5.24

$

4.55

Diluted weighted average common shares outstanding

576

576

12

Adjusted Net Income Attributable to ICE and

Diluted EPS

(In millions)

(Unaudited)

Three Months

Ended

September 30,

2025

Three Months

Ended

September 30,

2024

Net income attributable to ICE

$

816

$

657

Add: Amortization of acquisition-related intangibles

249

252

Add: Transaction and integration costs

7

37

Add: Regulatory matter

—

10

(Less)/add: Net (income)/loss from unconsolidated investees

(40

)

18

Less: Fair value adjustments of equity investments

(33

)

(2

)

Less: Other

—

(13

)

Less: Income tax effect for the above items

(50

)

(74

)

Add: Deferred tax adjustments on acquisition-related intangibles

39

9

Less: Other tax adjustments

(8

)

—

Adjusted net income attributable to ICE

$

980

$

894

Diluted earnings per share attributable to ICE common stockholders

$

1.42

$

1.14

Adjusted diluted earnings per share attributable to ICE common stockholders

$

1.71

$

1.55

Diluted weighted average common shares outstanding

574

577

13

Adjusted Free Cash Flow Calculation

(In millions)

(Unaudited)

Nine Months

Ended

September 30,

2025

Nine Months

Ended

September 30,

2024

Net cash provided by operating activities

$

3,387

$

3,103

Less: Capital expenditures

(207

)

(212

)

Less: Capitalized software development costs

(318

)

(264

)

Free cash flow

$

2,862

$

2,627

Add: Section 31 fees, net

316

4

Adjusted free cash flow

$

3,178

$

2,631

14

About Intercontinental Exchange

Intercontinental Exchange, Inc. (NYSE: ICE)

is a Fortune 500 company that designs, builds and operates digital networks that connect people to opportunity. We provide financial technology

and data services across major asset classes helping our customers access mission-critical workflow tools that increase transparency and

efficiency. ICE’s futures, equity, and options exchanges – including the New York Stock Exchange – and clearing houses

help people invest, raise capital and manage risk. We offer some of the world’s largest markets to trade and clear energy and environmental

products. Our fixed income, data services and execution capabilities provide information, analytics and platforms that help our customers

streamline processes and capitalize on opportunities. At ICE Mortgage Technology, we are transforming U.S. housing finance, from initial

consumer engagement through loan production, closing, registration and the long-term servicing relationship. Together, ICE transforms,

streamlines and automates industries to connect our customers to opportunity.

Trademarks of ICE and/or its affiliates include

Intercontinental Exchange, ICE, ICE block design, NYSE and New York Stock Exchange. Information regarding additional trademarks

and intellectual property rights of Intercontinental Exchange, Inc. and/or its affiliates is located at https://www.ice.com/privacy-security-center/terms-of-use.

Key Information Documents for certain products covered by the EU Packaged Retail and Insurance-based Investment Products Regulation can

be accessed on the relevant exchange website under the heading “Key Information Documents (KIDS).”

Safe Harbor Statement under the Private Securities

Litigation Reform Act of 1995 - Statements in this press release regarding ICE's business that are not historical facts are "forward-looking

statements" that involve risks and uncertainties. For a discussion of additional risks and uncertainties, which could cause actual

results to differ from those contained in the forward-looking statements, see ICE's Securities and Exchange Commission (SEC)

filings, including, but not limited to, the risk factors in Intercontinental Exchange, Inc.’s Annual Report on Form 10-K

for the year ended December 31, 2024, as filed with the SEC on February 6, 2025. We caution you not to place

undue reliance on these forward-looking statements. Any forward-looking statement speaks only as of the date on which such statement is

made, and we undertake no obligation to update any forward-looking statement or statements to reflect events or circumstances after the

date on which such statement is made or to reflect the occurrence of an unanticipated event. New factors emerge from time to time, and

it is not possible for management to predict all factors that may affect our business and prospects. Further, management cannot assess

the impact of each factor on the business or the extent to which any factor, or combination of factors, may cause actual results to differ

materially from those contained in any forward-looking statements.

SOURCE: Intercontinental Exchange

Category: Corporate

ICE Investor Relations Contact:

Katia Gonzalez

+1 678 981 3882

katia.gonzalez@ice.com

investors@ice.com

ICE Media Contact:

Rebecca Mitchell

+44 207 065 7804

rebecca.mitchell@ice.com

media@ice.com

15

Mentions · how they’re counted

CategoryUnderlinedWord counterModel’s count
AI

AI, artificial intelligence, generative AI, machine learning, large language model, LLM

000
Layoffs

layoffs, RIF, headcount reduction, workforce optimization, restructuring

0—0
Recession

recession, downturn, contraction, slowdown

000
Tariffs

tariff, trade war, trade barriers, trade restrictions, trade policy

000
Buybacks

share repurchase, buyback program

1—2

Underlines use the same word lists the scores use. AI, recession and tariffs follow Palanor’s word counter, so those counts match it exactly on the same text. Layoffs and buybacks use the terms the model was given. The model’s count is an estimate by meaning, not by string, so it can differ from the underlines.

Source: SEC EDGAR · public domain · Highlights by Palanor