Cboe Global Markets, Inc.

Cboe Global Markets, Inc.

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Q4 FY2021 · Earnings Call TranscriptFebruary 4, 2022

Operator

Good morning, everyone, and welcome to the Cboe Global Markets Fourth Quarter 2021 Earnings Conference Call. As a reminder, this call is being recorded.

At this time, for opening introductions, I would like to turn the call over to Kenneth Hill, Vice President of Investor Relations.

Kenneth Hill

Good morning. Thank you for joining us for our fourth quarter earnings conference call.

On the call today, Edward Tilly, our Chairman, President, and CEO, will discuss our performance for the quarter and provide an update on our strategic initiatives. Then, Brian Schell, our Executive Vice President, CFO, and Treasurer, will provide an overview of our financial results for the quarter, as well as an update on our 2022 financial outlook.

Following their comments, we will open the call to Q&A. Also joining us for Q&A will be Chris Isaacson, our Chief Operating Officer, and John Deters, our Chief Strategy Officer.

I'd like to point out that this presentation will include the use of slides. We will be showing the slides and providing commentary on each.

A downloadable copy of the slide presentation is available on the Investor Relations portion of our website. During our remarks, we will make some forward-looking statements, which represent our current judgment on what the future may hold.

While we believe these judgments are reasonable, these forward-looking statements are not guarantees of future performance and involve certain assumptions, risks, and uncertainties. Actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements.

Please refer to our filings with the SEC for a full discussion of the factors that may affect any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise, after this conference call.

During the call this morning, we will be referring to non-GAAP measures as defined and reconciled in our earnings materials. Now, I'd like to turn the call over to Ed.

Edward Tilly

Thank you, Ken. Good morning, and thanks for joining us today.

I hope the year is off to a good start for all of you, and I hope the year ahead sees us turning the page in this global pandemic. I'm pleased to report on strong fourth quarter and record full-year results for Cboe Global Markets.

For the year, we grew net revenue 18% to a record $1.5 billion, and adjusted diluted EPS grew by 15%. For the quarter, we reported revenue growth across each of our business segments, reflecting strong year-over-year increases in both transaction and recurring non-transaction revenues.

Our results were driven by higher volumes across our businesses, coupled with increased demand for our suite of data and access solutions. In our proprietary products, ADV increased by 50% in VIX futures, 10% in VIX options, and 47% in SPX options.

We also continued to see strong growth in multi-listed options trading, with ADV up 21% year-over-year in the fourth quarter. During the quarter, we also announced key planned acquisitions designed to strategically expand our global network, including ErisX, which is expected to provide Cboe with spot trading, data, derivatives, and clearing capabilities for digital assets through its regulated futures exchange and clearinghouse; and NEO Exchange, which is expected to provide us with a significant presence in the Canadian equities market.

We also invested as a limited partner in Trading Technologies, a global provider of professional trading software, connectivity, and data solutions. The ErisX and NEO deals, which I'll touch on more detail later and are subject to regulatory review and other customary closing conditions, are expected to further expand our ecosystem of market infrastructure and tradeable products as we continue to build out one of the world's largest and most comprehensive derivatives and securities networks.

Turning toward targets and expectations for this year, similar to last year, we plan to leverage new and recent acquisitions to fuel future investment opportunities across our businesses in 2022. Our recent expansion into Asia-Pacific, Canada, and our planned reentry into digital assets further expands our global ecosystem, providing Cboe the ability to drive growth as we innovate, integrate, and grow.

To highlight a few recent examples, last week we reached two important milestones for these recent acquisitions. In Canada, we completed our year-long effort to migrate the technology platform of MATCHNow, the largest equities alternative trading system in Canada, to Cboe technology.

We also launched Cboe BIDS Canada, bringing BIDS leading block trading capabilities to the Canadian market. We were very pleased and grateful for the strong engagement and widespread support from customers, vendors, regulators, and other market participants throughout the migration process.

In Asia-Pacific, we rebranded the Chi-X businesses to Cboe Australia and Cboe Japan and announced our planned technology migration roadmap for Cboe Australia, anticipating a February 27, 2023 migration of the exchange to Cboe technology, pending regulatory review and approval. Brian will do a deeper dive in his prepared remarks, but we plan to invest an incremental $23 to $26 million on organic growth initiatives tied to revenue in 2022, initiatives we expect to contribute to our top-line and annual organic revenue growth target of 5 to 7% over the medium term.

Our results from this year reaffirm our view that further investment in our business can help us deliver value for shareholders. Key to the long-term success of Cboe will be the ability to execute on the transformational opportunities we see in three core areas of our business: Data and Access Solutions, Derivatives, and Cboe Digital.

We will fuel these opportunities by executing against our ongoing strategy, which remains consistent: leverage our superior technology, further strengthen our core proprietary products, increase recurring revenue, and expand our product line by geography and asset class. Let me begin with Data and Access Solutions, where we continued to see strong momentum, resulting in a 21% increase in our recurring non-transaction revenue for the quarter.

This growth was driven by continued demand for access to our exchanges, proprietary market data, and new subscribers to Cboe's front-end platforms. During the quarter, we were excited to launch Cboe Global Cloud, a cloud-based market data streaming service that aims to optimize the efficiency and delivery of Cboe's data services for market participants globally.

The launch of Cboe Global Cloud is an excellent example of utilizing technology solutions to increase access for new and existing data products to new customers around the world. Prospective customers may not have access to one of our data centers, but they have an internet connection and can now benefit from our truly unique data set that is unrivaled amongst exchanges.

This year, D&A will be able to realize the full value of our global expansion efforts as we were able to add new data sets and penetrate new markets with our products and services. We are also focused on growing our index and analytics platforms and services and have made key hires that we believe can help fuel sales and the expansion of this business.

Data and Access Solutions posted a very strong fourth quarter to cap an excellent 2021, and we believe the business is positioned incredibly well moving forward. We anticipate Data and Access Solutions organic revenues will grow at a 7 to 10% rate in 2022, consistent with our medium-term guidance provided at Investor Day in November.

It was an exciting quarter for our derivatives businesses, and we continued to expand access to our products and services globally through new initiatives, including the successful launch of 24x5 trading for SPX and VIX options, scaling of our new European derivatives business, and the continued engagement of retail customers in the options market. Additionally, while we're only five weeks into the new year, we're seeing strong volumes across our proprietary products franchise.

In January, month-over-quarter volume increased 31% in VIX futures, 24% in VIX options, and 17% in SPX options. We have seen a strong start to 24x5 trading since launching in late November, validating our belief that global customers want access to tools like our proprietary products around the clock.

In January, average daily volume in SPX options during global trading hours was nearly 24,000 contracts, up from an ADV of approximately 11,000 contracts prior to the launch of 24x5. We're also seeing a positive impact for VIX options as a result of the 24x5 trading initiative, and we look forward to continuing to expand access to our suite of proprietary products to new and existing customers.

In that vein, earlier this week, we were excited to announce a planned March 14 launch date for Nanos, pending regulatory approval. Nanos is a first-of-its-kind options contract designed to make trading more accessible for the retail trader.

We're excited to have a number of retail brokers offering the product on day one, including Interactive Brokers, TradeStation, Tradier, and Webull, who recently added SPX and VIX options to their suite of products. As the retail market continues to grow, we remain committed to investing in education and product development to meet their unique needs.

In tandem with the Nanos launch, The Options Institute will unveil new curriculum customized for retail audience. We expect this market to continue to grow over time, and we look forward to welcoming a new generation of options traders with the launch of Nanos.

As we expand access to new customers around the world, we have an opportunity to integrate them into the Cboe ecosystem across many touch points via access to new asset classes, products, and services. This week, we also announced plans to expand SPX weekly options with the addition of Tuesday and Thursday expirations, pending regulatory approval.

With these planned new listings, Cboe will offer SPX weekly options that expire each and every trading day, providing traders with additional tools to manage their short-term US equity market exposure and execute trading strategies with even greater frequency, precision, and flexibility. We have seen increasing levels of interest and adoption for short-dated options strategies through our Monday, Wednesday, and Friday weekly expiration contracts, driving trading volume growth in the SPX complex in recent years.

We see the launch of Tuesday, Thursday expiries as a way to build on the success of existing weeklies and look forward to bringing these to the market. On the retail front, we saw solid growth in SPX options trading on retail broker platforms, with ADV on those platforms up 8% from the third quarter, hitting a new all-time high.

Turning now to Europe, I'm pleased to report that our recently launched European derivatives market continues to gain momentum. Since launching a few months ago, we have laid a strong foundation for future growth and product expansion.

We grew the number of participants trading on the exchange, and volume continued to grow month over month. The market is off to a strong start in 2022, with nearly 2,000 contracts traded in January, already surpassing our total in 2021.

In terms of product expansion, we are planning to launch futures and options on four additional Cboe European country indices: Italy, Spain, Sweden, and Norway next quarter, subject to regulatory approval. We have already secured market making support for this product complex expansion.

Later in the second quarter, we plan to also launch weekly options on our phase one index products, and our longer-term plans include a third phase of product expansion to include pan-European single stock options, subject to regulatory approvals. We are very excited about the many initiatives in the works for the derivatives franchise, and we'll find new ways to deliver access and meet client needs around the world.

Turning to Cboe Digital and our planned acquisition of ErisX, which remains on track to close in the first half of 2022 and is subject to regulatory review and other customary closing conditions, we've been pleased with reception from regulators and state approval process is progressing as expected. As the appetite for ownership in digital assets continues to grow, we believe Cboe can play a guiding role in shaping the trajectory of this revolutionary market.

While this is a new asset class, we can apply our blueprint of success: operating trusted, transparent, regulated markets to this experience. While much of the market focus today is on the transaction opportunity, we also see tremendous potential to generate and provide benchmark crypto data that is currently opaque and untimely in many instances.

Our teams are working closely behind the scenes on integration and roadmap planning. We're also excited to close the transaction, work with the ErisX team and our incredible partner group of investors and engaged market participants to chart Cboe's course in this exciting new frontier.

We're excited about both the near- and long-term opportunities to grow and expand our business and believe we have a strong momentum as we kick off 2022. We are well-positioned to move up into attractive and expanding addressable markets across all of our businesses, and we couldn't be more excited about the opportunity set in front of us today.

We expect these initiatives to help us further strengthen our position as one of the world's largest global derivatives and securities networks. With that, I will turn it over to Brian.

Brian Schell

Thanks, Ed, and good morning, everyone. Let me remind everyone that unless specifically noted, my comments relate to 4Q '21 as compared to 4Q '20 and are based on our non-GAAP adjusted results.

As Ed spoke to, fourth quarter was a very strong finish to an exciting and record-setting year at Cboe. Overall, adjusted earnings per share were up 41% on a year-over-year basis and 17% sequentially, as both the transaction and non-transaction businesses turned in excellent results.

Furthermore, as we look at trends through January, we have seen continued acceleration across our businesses. Quickly looking back at some of the noteworthy takeaways from the fourth quarter, our net revenue increased 27%, notching another quarterly record.

Net transaction fees were up 42%, and recurring non-transaction revenue was up 21%. Adjusted operating expenses increased 23%.

Adjusted EBITDA of $264 million was up 28%. Last, but certainly not least, our adjusted diluted earnings per share was a record $1.70, up 41% compared to last year's quarterly results.

Turning to the key drivers by segment, our press release and the appendix of our slide deck includes information detailing the key metrics for each of our business segments, I'll just provide summary thoughts. We saw year-over-year growth in all of our segments for the second consecutive quarter.

Options delivered exceptional growth of 25%, driven by higher trading volumes in both our proprietary and multi-listed options, as well as higher revenue per contract, RPC, in index options. Total options ADV was up 23%, as we again saw double-digit increases in both index and multi-listed options.

RPC moved higher by 9%, given a positive mix shift to index products and a solid increase in our index options RPC, up 5%. Lastly, we continue to benefit from another quarter of double-digit growth in recurring non-transaction revenue, particularly access and capacity fees, which were up 20% as compared to the fourth quarter of 2020.

North American Equities net revenue increased 24% year-over-year, as industry volumes moved slightly higher, further helped by solid growth in proprietary market data fees and access and capacity fees. Net capture meaningfully improved on a year-over-year basis, somewhat offset by declined market share.

As we move forward, we continue to look to strike the right balance between market share and pricing, while delivering on quality market data, innovative new order types, and functionality to the market. For the quarter, BIDS contributed $8.5 million in net revenue.

Lastly, recurring non-transaction organic revenue increased by more than $4 million, or 13%. The Europe and APAC segment delivered outsized growth in the fourth quarter of 2021, with net revenue up 46%.

The increase was driven by higher volumes and the inclusion of Chi-X Asia-Pacific revenues of $8.5 million. Clearing fee growth outpaced transactions, as settlement volumes were up 25%, clearing volumes up 19%, and European equity market ADV was up 17%, coupled with market share growth of 230 basis points.

Fourth quarter revenue increased in Futures by 39%, benefiting from a 44% increase in ADV and a 5% increase in capture. We continue to see steady engagement in our Futures business to start the year, with January ADV up 32% from fourth quarter levels.

Finally, revenues in the FX segment increased 6% as compared to the fourth quarter of 2020, as net capture moved higher and trading volumes remained steady. During the quarter, Cboe SEF recorded its sixth consecutive record ADV quarter at $725 million versus $135 million in 4Q '20.

Cboe's recurring non-transaction revenue growth accelerated from strong third quarter levels, with a year-over-year organic growth reaching 15% in the fourth quarter. Again, the strong growth was primarily driven by additional subscriptions and units, as opposed to price increases.

More specifically, we saw robust physical and logical port usage in our equities and options businesses, driven by increased demand for trading capacity. On the market data side, the equities top of book and options depth of book products are performing well.

As we look to 2022, we see tremendous potential for the Data and Access Solutions business. We are targeting D&A organic net revenue growth to run in the 7 to 10% range for the year, in line with the medium-term guidance we delivered at our November Investor Day.

We look to continue to invest strategically in the business to unlock its full potential within the Cboe ecosystem. Turning to expenses, total adjusted operating expenses were approximately $138 million for the quarter, up 23% compared to last year.

Excluding the impact of acquisitions owned less than a year, adjusted operating expenses were up 13%, or $15 million for the quarter. Most of the expense variance related to the acquisitions was compensation and benefits.

Moving to our expense guidance, we are introducing a full-year expense guidance range of $617 to $625 million for 2022. This guidance incorporates our run rate expenses as of December, coupled with a healthy level of investment spend in the year ahead, a reflection of our conviction in the many high-margin, high-return opportunities ahead of us.

Throughout 2021, we have consistently messaged that we would be investing in our business, strengthening our global infrastructure, and laying the groundwork to support future growth. We see 2022 as the year where we make many of those investments.

We expect $23 to $26 million of the 2022 investment spend to directly drive incremental revenue growth at Cboe. We believe that approximately $10 million is needed for infrastructure enhancements to support and scale our business for greater levels of activity in the future.

I think it's important to spend some time illustrating how some of our recent investments have led to higher levels of revenue growth. Most recently, Cboe has invested purposely in Data and Access Solutions, European clearing and derivatives, and the expansion of core product sets with initiatives like 24x5 and our planned launch of Nanos.

While we are by no means finished, we are already seeing attractive returns that contributed to today's 41% year-over-year growth in EPS for the fourth quarter and record results for the full year. More specifically, in Data and Access Solutions, we delivered 21% growth in recurring non-transaction revenue for the fourth quarter and 20% growth for the full year.

This growth was made possible by investing and integrating recent acquisitions to build a global distribution and sales platform. As we look to take our D&A business to the next level, we are investing in cloud capabilities, hiring senior sales talent, and further building out our index franchise to help unlock the full potential of the platform and broadening our potential revenue expansion opportunities in the years ahead.

EuroCCP was an investment we made a little over a year and a half ago that is driving more meaningful revenue at Cboe. Not only has EuroCCP vastly exceeded our initial expectations, but it has also laid the groundwork for European derivatives business that is beginning to take shape.

While European derivatives is still a minimal contributor today, we have seen January contract volume and open interest nearly triple from December levels. We will look to expand on that growth with plans to introduce four new contracts in April and weekly options later in the second quarter of this year, pending regulatory approval.

Lastly, 24x5 trading on the SPX and VIX options contracts went live on November 21st. As Ed highlighted, in only a short amount of time, 24x5 has delivered incremental volumes to our platform, not to mention the ancillary benefits of greater market data and access fees and an expanded customer base.

We expect to continue to invest in our infrastructure to facilitate greater volumes across our platforms. We believe these initiatives exemplify our philosophy at Cboe: leverage our superior technology, further strengthen our core proprietary products, increase recurring revenue, and expand our product line by geography and asset class.

While not included in our formal 2022 expense guidance range of $617 to $625 million, we believe the pending acquisitions of ErisX and NEO have the potential to add an incremental $36 to $42 million of expenses in 2022, contingent on the timing of closings, which are subject to regulatory reviews and other customary closing conditions. We anticipate a potential revenue offset for more than half of the expense in 2022, with an expectation that the additions are EBITDA positive on a combined basis in year two.

The company plans to further update its guidance for 2022 after the acquisitions close, which is expected in the first half of this year. Looking forward, we see numerous opportunities to invest in ways that fuel sustainable earnings growth for years to come.

Investments have delivered the double-digit return on invested capital that shareholders have received and have come to expect. Now turning to a summary of full-year guidance on the next slide, we are reaffirming many of the elements you've heard us speak to at our Investor Day back in November.

Specifically, we anticipate D&A organic net revenue growth will be in the 7 to 10% range. Acquisitions held less than a year are expected to add 1 to 3 percentage points to total net revenue growth this year, and organic net revenue growth is expected to be 5 to 7% in 2022.

Depreciation and amortization is expected to be in the $40 to $44 million range. Our capex guidance range is $47 to $52 million for the full year, and we anticipate our tax rate will fall in the 27.5 to 29.5% range for 2022 under the current tax laws.

Our interest expense for the fourth quarter of 2021 was $11.1 million. During the first quarter, we anticipate incremental borrowing costs as we put financing in place for the acquisitions of ErisX and NEO, which includes an expanded and longer-tenured revolving credit facility.

Given this expected activity in the debt markets, interest expense is expected to be in the range of $12 to $12.5 million for 1Q '22. While investment priorities have taken on a bigger role in our capital allocation strategy as of late, we remain committed to returning excess cash to shareholders through dividends and share repurchases.

In total, we returned $52 million to shareholders through dividends in the fourth quarter. We remain opportunistic around share repurchases, with $319 million in remaining repurchase authorization available.

Our leverage ratio decreased slightly versus the prior quarter to 1.3 times at December 31st, as our debt levels remained steady on a sequential basis. Given anticipated funding of NEO and ErisX, we expect our leverage ratio to expand in the quarters ahead, but we remain committed to maintaining a flexible balance sheet over time.

In summary, Cboe delivered a very strong fourth quarter to close the year, and 2021's record results give us increased confidence that if we continue to invest in the Cboe ecosystem, we can continue to deliver strong long-term results for investors. Now I'd like to turn it back over to Ed for some closing comments before we open it up to Q&A.

Edward Tilly

Thanks, Brian. In closing, it's an exciting time at Cboe as we continue to execute on our strategy and initiatives aimed at accelerating growth and value creation as we innovate, integrate, and grow.

We are extremely proud of the record results we delivered in 2021, and I'm even more excited about the opportunities ahead. The investments we plan to make this year are expected to contribute to our long-term growth in 2022 and beyond.

I want to thank the entire Cboe team for their dedication and hard work to continue to push Cboe to new heights. With that, I'll turn to Ken for instructions on the Q&A portion of the call.

Kenneth Hill

At this point, we would be happy to take your questions. We ask that you please limit your questions to one per person to allow time to get to everyone.

Feel free to get back in the queue, and if time permits, we'll take a second question.

Operator

Thank you. At this time, we will begin the question-and-answer session.

To ask a question, you may press star, then one on your touchtone phone. If you are using a speakerphone, please pick up your handset before pressing the keys.

To withdraw your question, please press star, then two. At this time, we will pause momentarily to assemble the roster.

This morning's first question comes from Rich Repetto with Piper Sandler.

Rich Repetto

Good morning, Ed. Good morning, Brian.

I guess there's plenty of interesting strategic questions, but to start off with, I'll stick with expenses here. First, I'm trying to understand the conservatism because you're well below what was implied for the fourth quarter.

Then on expense question, I guess as we look forward, it looks like you're going to invest $70 to $80 million, half of that in NEO, half of that in other. You gave some revenue impact on NEO and Eris, but what about the revenue impact on the other roughly $35 million of investments you're making in 2022?

Brian Schell

Sure. Thanks, Rich.

A couple of things there. As far as the conservative kind of comments on the expense guide overall, what makes the difference, say, '21 versus '22, the '21 guide, as we look back on it and being conservative is obviously not new to the organization, we want to make sure we lay out there the expectations, what we think we're going to need as far as the investment to execute, particularly to deliver the top-line and the bottom-line results.

Last year was a lot of growth highly reliant on a lot of incremental headcount resources, as some other investments along the way that, frankly, were never in doubt as far as making those high-conviction investments. It just took a little longer to get them in place than what was originally anticipated.

The timing is more what drove the amount of investment that was recorded in '21 versus where that effort was and the total where we think the run rate is, and you're seeing a little bit of that bleed into '22. As we look at what's different or unique about '22, is it more or less conservative than '21, we're obviously going to put forth what we think is a very achievable plan as far as what we think will take for investment.

This plan is a little bit more mixed. It still has incremental people to help deliver some of the initiatives that we're looking about, and we can talk more and more about those.

It has some incremental marketing delivered from some of the initiatives that we're talking about with respect to our growth initiatives around D&A and the derivatives, and you heard about the recent launches of what we're doing around Nanos and the additional weekly expirations. We're doing more around our tech services spend.

You talked about cloud and what we're doing to support that, again, directly back to D&A and the additional offerings that are there. I'd mention a little bit around our software development capitalization is a little bit less, say, than the prior year, again, adding a little bit more to that expense.

Then as we look at December, and you say, "Well, here it is, conservative sandbagging again." As I look at the December numbers is where we wrap up, and I roll that forward on just a pure annualized rate, when you look at that number, that's a much healthier growth rate just looking at those December numbers that the gap of the incremental investment that we're laying out is pretty close to what you're seeing there.

If I move in to the second part of your question about revenue expectations, return expectations on those incremental investments, if you look at those incremental investments, we laid out roughly that $10 million for infrastructure. Again, that's hard to tie to a specific revenue initiative, but it's all about supporting the broader Cboe Global network around, look, we've all read about the incremental cyber attacks that are pending and what's going on.

Can you make core investments around the basics there, continued support around our distribution network, continued integration work that goes across the entire network that if we're going to be running a trusted marketplace with high reliability, high uptime, working on that next development as far as staying leading-edge, that requires that continuous pace of investment and spend. The specific revenue initiatives that we tie to, and specifically around D&A and then derivatives, and it's probably, high-level, D&A is closer to two-thirds of that number, derivatives around one-third just the way it's placing out, is that D&A numbers as far as what do we look for that, is we've talked about cloud, how we roll that out last year.

We talked about incremental people from a sales standpoint, making our platform more robust, making you a little bit more around that marketing effort. That return, we envisioned is actually very short.

It's high triple-digit on that investment as far as achieving that growth rate. As far as the other initiatives around the derivatives, and we've talked about this to last year, is the 24x5.

Again, that's immediately already returned the investment from '21. It's already a triple-digit return.

It's already matched the investment of what we're already seeing this year. European derivatives, again, this guidance hasn't changed with where we talked about that, that's more of a two- to three-year, where we expect to see a beneficial higher ROI, again, approaching triple-digit if we hit those revenue targets.

We talked about Nanos. As we look at that launch in the incremental investments there, that should be a very high return within a 12-month timeframe with that success.

Then finally, we mentioned NEO and Eris. Again, as we look through those, those will pace back, and that ROI will be a little bit longer term.

As we look at those investments, as we look to enhance those platforms, deliver those new products, again, we talked about in our release and our guidance that we expect that's a little bit more of a year two as far as that EBITDA positive, again, requiring some of that initial investment upfront in this first year in 2022.

Rich Repetto

Okay. Thank you very much, and sorry about the Chiefs for the Bats guys.

Brian Schell

Wow, he can't help himself, Brian.

Rich Repetto

Rich, that was a low blow. We're thankful for a good season.

Operator

Thank you much. The next question comes from Ken Worthington with J.P.

Morgan.

Ken Worthington

Oh, thank you for taking my question. We've seen a real surge in engagement from retail over the last two years, driven by some combination of maybe COVID, zero commissions, market appreciation.

I'm sure there's a dozen other things. As you look at Cboe's great 2021 results, what portion of the success you had last year would you actually attribute to the retail effect?

You've got a ton of initiatives. There's a lot of things driving your good results.

Really focusing on this retail effect and given the tech meme sell-off and greater leverage at brokers like Robinhood, how do you think about this durability of retail engagement? Is it something because options are used to not only speculate, but hedge, it's going to be really durable?

Or do you think there's some fragility to what we've seen?

Edward Tilly

Hi. Thank you.

It's Ed to start, Ken. I'll ask Brian to clean up with kind of the percentage of how that's contributed.

It's a little opaque in the derivatives world due to kind of lack of clarity at OCC. Let me frame it a little higher level.

We do see this as being able to continue. Because our core has always been an education piece, and once you introduce a retail trader who's used to a pretty simple P&L scheme, right?

You're either long or you're short. The payout's 45-degree angle.

You've got to be right, or you're wrong. Options, the versatility in options allows you to customize that payout scheme, customize the risk parameters and exposure, and still have the exposure in a given underlying, individual stock, the broader market.

Our education really focuses on the versatility for retail. Once you teach that, you create a long-term investor.

That's what we're all about and why we think there's some runway here more broadly on retail. We're in the access business.

How do we extend that exposure uniquely for Cboe? The product set alone is terrific, right?

You start with individual equity exposure. Many retail want broad US exposure.

We look at our notional size of our most successful contracts, the S&P 500. It's quite expensive, notionally, for exposure for retail.

We're launching Nanos, very, very simple, one multiplier concept. If you look at the average notional value of option exposure in the S&P 500, roughly $5,000.

Nanos, the premium, they're $5. That's an incredible way to learn the power and the tools of options trading.

We love that. That's the concept behind Nanos: make it simple, make it easy, make it accessible.

Then we look at what's the fastest-growing portion of our S&P 500 complex? Weeklies, it's super short-dated and low premium.

We're going to add Tuesdays and Thursdays, another opportunity to be able to be more precise and answer the demand coming from really short-dated exposure, add Tuesday, Thursday. All of that to build on the continuation of what we've seen in the last two years of the growth of retail.

We want to be part of the story, open up access, and teach. Brian, over to you or Chris for a little bit more color on how we saw that breakdown.

Brian Schell

Yeah. I think we'll break it down a little bit by asset class because I think you see the ebbs and flows.

Again, to Ed's earlier point, it's the opaqueness, the percentages aren't going to be as precise as we, frankly, would like as well. Start with the North American Equities franchise, we saw a lot of that meme stock trading obviously very retail-focused.

As strong as even the January numbers as far as overall market volumes of, call it, 12 billion shares, if you recall, January of last year was almost 16 billion ADV. We know that was driving a lot of it.

As you look at those retail percentages in the US equities markets, you saw it trailing down as we got deeper into the year, such that the third quarter was lower and fourth quarter, I think, was significantly lower than where it was in the first quarter. It was a nice contributor, but I think it's come back to, I would say, a more sustainable level, but I'm not sure it's ever going to go anywhere.

Was it a nice contributor? Yes.

It wasn't the majority. I would say it was a stronger contributor within the options world, as Ed talked about the various exposures they're looking for and various patterns.

They've always been a big presence in the multi-list. Now they're looking for a broader community as far as investment alternatives.

We actually are more optimistic that percentage could grow in our derivatives complex with the retail channel. We didn't give you a specific percentage.

It was solid. We expect to see continued growth in it.

We're going to continue to look forward to growing that with our retail efforts and with the new product launches. I kind of leave it there.

Chris, I don't know if you have anything to add.

Chris Isaacson

Just a couple items. Just in January, we've seen incredibly strong volumes, a couple days, all-time records, OCC volume with strong retail engagement.

As Ed and Brian mentioned in their comments, we're really excited about those four retail brokers, and hopefully more, that are ready to go day one with Nanos. While it drove a lot of growth in 2021, we do see that enduring through '22 and hopefully beyond.

Rich Repetto

Great. Thank you very much.

Operator

Thank you. The next question comes from Alex Kramm with UBS.

Alex Kramm

Yes. Hi.

Good morning, everyone. I hate to ask a volume and trading environment question on the proprietary products, but it seems like the market environment has changed significantly year-to-date, maybe it does make sense.

Rates are moving higher, much more divergence in asset classes and markets, etc. Just wondering if you can talk about what is different, what you're seeing from customers, strategies, etc.

I want you, in particular, to contrast what we've seen over the last few years, cuz I think all of us, we got used to this low vol environment, where sometimes you got these spurts of volatility, and then they actually seemed like volumes went up, and then they actually kind of went down a lot, and it got quiet again. I know you don't have a crystal ball, but just wondering if what you're seeing out there just maybe seems more sustainable, what you would point to, and is this something that we should get more excited about from a cyclical perspective?

Thank you.

Edward Tilly

Alex, great question. I'll kick it off.

We share the excitement because it certainly does appear from an institutional perspective much more sustainable than we've seen, as you referenced, the spikes and then the ebb and flow around spikes. The uncertainty out there that's been driving this of late for institutions now, really Russia tension, oil prices, continued supply chain challenges, and then the big one, right, the expectations on rate moves, all impact a portfolio differently, and actually the value of the components of that portfolio are influenced by all of that uncertainty.

We see that in both the SPX and VIX, and uniquely, as we talked about the rotation in the past, what's different this time, if you look at the second derivative VIX, there was an 8% move yesterday. That is an incredible punch for a relatively inexpensive contract, both the futures level and the options associated with that.

That's not gone unrecognized. 8% move and then you look at today, maybe there's some follow-through.

Even pre-trade, the market was up, the market's down. That is an amazing tool, relatively inexpensive, that really takes advantage of these 50-plus point S&P 500 moves.

Then, in the same week, as you see these moves early in the week, the SPX one-month at-the-money vol comes crashing down. Really incredible.

SPX looks cheap in implied volatility compared to what's been realized. It really is an amazing opportunity in our product set that these products actually deliver, and you're seeing that engagement.

It's now been month over month. January really keeping up with December, fourth quarter is truly amazing.

Actually surpassing fourth quarter is terrific. That's the difference, and those risk factors are out there, and there's still uncertainty.

No reason why this isn't going to continue for a bit.

Alex Kramm

Excellent. Thanks for the color.

Operator

Thank you. The next question comes from Brian Bedell with Deutsche Bank.

Brian Bedell

Great. Thanks.

Good morning, folks. Appreciate all the granular guidance, Brian.

Maybe if I could just talk a little bit about the growth path on D&A. Obviously, you did very well in '21.

You're heading in with better momentum relative to that 7 to 10%. Given how we're seeing that volume environment perform pretty well in customer traction, especially in retail track pretty well, what would you say would be some upside potential drivers to the high end of that 7 to 10% range just for this year?

I know you obviously don't want to redo the guidance or anything like that, but just thinking about what would continue that momentum. Then also just a secondary question, if you could talk about any upside from revenue contribution from the European derivatives effort now that we are seeing that volume increase in January, just sort of a timeline to get to that $25 million annual revenue number, I think, you have for a couple years out in Euro derivatives.

Brian Schell

Sure. I'll I'll take that.

Thanks for the the comments, Brian. On the the revenue for for D&A, I think it's helpful if you look at broadly the three main components of how we think about the the D&A number.

Again, we're coming off of a 2021 year of about $427 million from '21 of that kind of that that group of revenues. As we look at each of those components, still the the largest component, is still that market data and access, right?

That's a that's the bulk of that number. To get any movement on the growth rate, that's where we're just mathematically we're going to have to see some some real growth there.

I think that's that's where the upside is going to have to come. That's going to be a big part of the growth, again, going forward because of its sheer size.

I would say, what would be potential upside there is, we have a a pretty good pipeline right now in market data sales. I think we continue to see nice traction in the US.

I think the upside will be our incremental traction internationally from with with with when our APAC entry, with what we're doing with with with with with the Cboe team there, and then the incremental international clients there showing the US data, and then the local data as well. I'd say there's if there's going to be upside, it would likely have to show there.

Then on the the second part of that is, we think about our risk and market analytics, again, we're expecting a nice, strong growth rate out of there as well. That's likely going to, if we think where that opportunity, that's probably EMEA is where we'd see incremental benefit possibly out of there.

Then on that third component of it is is the index side. Again, we think there's continues to be within the the US is a huge opportunity, if the traction around our sales effort effort, more products, we see more and more ESG, and really trying to leverage our distribution channel with with CSMI.

That's where I think that that we're going overall. As far as Europe, Chris, you want to I don't know if you want to talk a little bit more about if we the any of the path we're seeing there on on the thoughts around the European derivatives.

Yeah. We're

Chris Isaacson

we are seeing strong demand for, US data into Europe and APAC and then vice versa. That's, the global network coming together, and we still think we have a lot of room to sell into Europe and APAC with the existing data we have, especially as we add more data sets to the Cboe Global Cloud, as we mentioned.

We've just currently have really North American data there, indices data and futures data, and we'll be adding more data this year, including analytics data and working with Kathy Clay. I'll just mention Europe.

The EU derivatives is going quite well. The onboarding has gone well, and January was very encouraging to us, surpassing all of the volume from from last year in a single month.

Tracking very well as we build. We we told you from the start this would take a bit, and it's tracking on or ahead of schedule.

The team there is doing wonderful under Dave and and Ade and team and Cecile with EuroCCP, another investment we made in the last couple years that is that is paying off very well and is key to our long-term success there in Europe.

Brian Bedell

That's great. That's great color.

Thank you so much.

Operator

Thank you. The next question comes from Alex Blostein with Goldman Sachs.

Alex Blostein

Hey. Good morning, guys.

Thanks for taking the question. I was hoping we could spend a minute on sort of your medium-term expense growth philosophy and sort of the growth algorithm.

The 2022 guide and the details, obviously, helpful. You previewed some of that at the end of the year, the decline in margins is probably not that surprising.

How long do you expect sort of the elevated pace of incremental investments to last? It is essentially double what your core sort of expense growth is in 2022.

Is it just a '22 thing or spillover? Not asking you for '23 guidance, obviously, just yet, but just trying to understand when we should expect Cboe to return to sort of positive operating leverage on the come.

Thanks.

Brian Schell

Thanks, Alex. I think I did hear you asking for '23 guide.

I think it's a very appropriate question as we think about it. As we look out to '23, you're right.

We're not ready to say it's going to be X to X type of range. As we look forward from what we know today in the environment, where our growth and objectives are, we do expect a more moderated expense growth rate in '23 versus what you've seen in '21 and '22.

Again, independent of the run rates around acquisitions. If we look at kind of what that core, kind of I'll call that more normalized there.

How do we get that thought process, as you think about '21 and '22 is our investment in our core, our investment in our infrastructure, our investment in the revenue growth initiatives to facilitate and enable that growth. That's what we'll continue to do, and we'll continue to gate those as we look into '22 and continue to highlight those return on investment items, right?

We've talked about, and one of the first questions that we start talking about is of those various initiatives, how are they doing? Can you build a case study for us of why should your investors have confidence around your investments and what you're doing?

We will continue to try and provide as much visibility as we can around how they're performing, what the return looks like, and then make adjustments as appropriate. We're not going to shy away from seeing an opportunity and investing in it if we think it has a really like I said, a high-conviction, high-margin type of opportunity, particularly around data, particularly around the derivatives.

Again, we've talked about our excitement around bringing on a digital capability as well. That is what we're looking towards.

It's a moderated level in '23 without giving you any specific percentage ranges.

Alex Blostein

All right. We'll take that.

Thanks.

Operator

Thank you. The next question comes from Owen Lau with Oppenheimer.

Owen Lau

Good morning, and thank you for taking my question. For ErisX, could you please give us an update on the initial thought process about adding new products?

How does the current digital assets trading environment, like the Bitcoin price, impact your thought process? Then finally on the $36 to $42 million additional expense assumption for ErisX and NEO, could you please also talk about kind of on paper when do you expect Cboe to close these two deals just in your math and in your assumptions?

What are the key assumptions baked into this range? Thank you.

Chris Isaacson

I'll take that question. Thanks for the question.

On ErisX, we're moving toward close, working through the state and federal approvals. As we said, we hope to close that here in the first half of this year, given previous guidance.

Maybe a bit earlier than we expected, but working well through that with the ErisX team. Regarding new products, there is a new listings process that ErisX has put together that's very well thought through, and we're looking at new products based on customer demand, understanding that we will need to add new products within the confines of those rules and as we grow the business.

We're very excited about ErisX, as Ed mentioned in his comments, because it gives us that spot, data, derivatives, and clearing platform in a trusted marketplace that we think is where the market needs to go, and we want to help define that together. Very excited about ErisX going forward and close the transaction here in the first half.

I want to make sure I answered all your questions. Was there another segment of your question that I missed?

Owen Lau

Just the key assumptions baked into that range, like $36 to $42 million. Are you assuming at the beginning of the second quarter or at the end of the second quarter?

Just want to make sure we model this correctly. Thanks.

Chris Isaacson

Brian, you want to take that one?

Brian Schell

I would say kind of the combination of the two. It could be as early as March, but like I said, it could be, like I said, into the second quarter as well.

That's why there's a range because we're talking about two transactions that we're trying to get, again, ensure regulatory approval around, and multiple regulatory closing conditions. Like I said, first half is better.

This is kind of as close as we are right now. It's, a clear scenario said is if they're both closed before the start of the second half of the year.

Like I said, it could fall at the end of the first quarter, and we'll update, obviously, update the expense guidance when we do have a firm close date and provide that further projection. For now, unfortunately, we're still reliant on the regulatory approval process, which, again, is not as transparent, not negatively.

It's just sometimes they move at their own pace. John, I think you may have

Chris Isaacson

Owen, this is John. Just on you had a question, I think, in there about how the price of Bitcoin impacts our views of the opportunity.

Just want to drive home, we've seen this before. We've been in the digital asset space going back well prior to our ErisX agreement.

We have a lot of confidence in this space. It's early innings, and we know that because we're out there talking to partners and clients as we speak.

We've gotten a really good, strong early jump on those conversations. The enthusiasm and the investment that's going on across the ecosystem is as strong as ever.

We're very optimistic about the opportunity. It also highlights to Chris's point about the product set at ErisX, it highlights the value that we'll be bringing to the market in terms of derivatives products, the ability to hedge some of these price movements going forward.

We're optimistic, and we see great value in the product set.

Rich Repetto

Got it. That's very helpful.

Thank you.

Operator

Thank you. The next question comes from Kyle Voigt with KBW.

Kyle Voigt

Hi. Good morning.

A question on capital management, the second straight quarter with no buybacks. Just wondering if we should expect those repurchases to remain paused ahead of this Eris and NEO deal close.

Then just thinking about your capital priorities, your leverage ratio is pretty modest, and it's been declining with EBITDA growth. Just trying to get a better sense of kind of how buybacks or returning to buybacks ranks versus maybe additional M&A given the current M&A environment you're currently seeing.

Brian Schell

Sure. I don't want to give a prediction as far as timing of share buyback.

Again, we're very clear that as we want to make sure that that balance sheet and the leverage ratio, it will spike upon the close of these transactions, spike up. A comfortable range, we're still high-investment-grade.

We still feel good about that. I think what the pause has put us in a really good shape from a flexibility standpoint to actually allow us to re-engage in a share buyback in a much more meaningful way on a go-forward basis.

That little bit of a pause, again, gives us that flexibility. I can't predict timing of when we would see that, but we do have expectations that we will return capital to shareholders through a share buyback in 2023.

Again, I don't want to predict timing on that. As far as priority goes, we've always said it's in our capital allocation thought process.

We think it's important to return that excess cash. I'll tell you, we are very focused on, and again, this is ultimately with the goal of achieving long-term shareholder value and that highest value that we can.

We are very, very focused on growing the enterprise and growing the revenue and earnings capability of this organization. Sometimes when we see those M&A opportunities show up that we think does that, we will invest to grow.

If there's excess after that, we will then deploy it into a share repurchase program.

Kyle Voigt

Understood. Thank you.

Operator

Thank you. The next question comes from Michael Cyprys with Morgan Stanley.

Michael Cyprys

Oh, hey. Good morning.

Thanks for taking the question. I just wanted to circle back to the cloud data offering.

I was hoping you might be able to elaborate a bit more on that offering and the economics and vision that you have for that, and just more broadly on cloud. I was hoping you might be able to remind us of which of your markets and offerings are on the cloud today and how do you think about the opportunity for migrating your markets to the cloud over time.

Maybe talk about some of the pros and cons there, and what might make the most sense to move sooner versus later. Thank you.

Chris Isaacson

Great question. This is Chris.

There's been a lot of talk about this. First on the cloud data opportunity, we have our initial customers.

We launched November 1st, as we mentioned during our Investor Day. We're really excited about the number of customers we already have.

These are largely new customers we didn't have before that need this new access method. The current data sets we have are US equities and futures and indices data, as I mentioned previously.

We'll be adding other data sets from Europe, from other analytics data, and then eventually APAC. All of our markets around the world, they can collect this data in the US, in Europe, as well as in APAC today over AWS Cloud.

Then as we think beyond the data opportunity, the cloud is ready today for data, and it's ready for non-latency-sensitive applications, such as clearing and other more back-office things. As you think about microseconds, nanoseconds, and multicasting, and things like that, the cloud still has some room to grow, and there's a lot of effort going in from cloud providers, and we are also working on things like that.

The cloud needs to be ready for what our customers are demanding. I know there's other exchanges that are working on this, and we're evaluating it.

Part of our ethos is we are customer-driven. We're client-driven.

As our customers, if and when they say they want us to move there, we will be ready to do so. Right now, the uptick in the cloud is primarily around data and clearing, and we'll look at matching in due course.

Michael Cyprys

Great. Thanks so much.

Operator

Thank you. As that was the last question, I would like to return the floor to management for any closing comments.

Brian Schell

Great. This completes our call for this morning.

We appreciate all the interest and questions on the call today. If you have any follow-ups, please feel free to reach out.

Thank you again.

Operator

Thank you. The conference has now concluded.

Thank you for attending today's presentation. You may now disconnect.