Euronext N.V. (ENX) Earnings Call Transcript & Summary

Hello, and welcome to the Euronext Q4 FY 2020 Conference Call. My name is Val, and I will be your coordinator for today's event. Please note, this conference is being recorded. [Operator Instructions] I will now hand you over to your host, Stéphane Boujnah, CEO and Chairman of the Managing Board of Euronext, to begin today's conference. Thank you.

Good morning, everybody, and thank you for joining us this morning for your next fourth quarter and full year 2020 results conference call and webcast. I am Stéphane Boujnah, CEO and Chairman of the Managing Board of Euronext. And I will start with the highlights of 2020. Giorgio Modica, the Euronext CFO, will then further develop the main business and financial highlights for the fourth quarter. We will then open up for questions together with Anthony Attia, Global Head of Primary Markets and Post-trade. 2020 was an important year, but also a very strong year for Euronext on 4 fronts. First, in terms of growth, we recorded double-digit growth in 2020 by leveraging favorable market trends that we expect to last and also by capturing external growth opportunities. Second, in terms of efficiency, we combined this year growth and efficiency thanks to our ability to integrate new acquisitions rapidly. Third, in terms of costs, we were in line with our 2020 cost guidance as planned. And finally, in terms of overall targets, we have attained 2 years in advance all the financial targets that we set in October 29 -- sorry, in October 2019, under our strategic plan for '22. Let me give you more details on each of these points. On Slide 4, you can see that Euronext reported very strong performance throughout 2020, with double-digit growth in revenue, double-digit growth in EBITDA and double-digit growth in adjusted EPS. Revenue increased in 2020 by EUR 205.2 million, up plus 30.2% to EUR 884.3 million. And this was driven by significant organic growth, driven by an improved market position and long-term growth drivers, and also by successful diversification, notably in post-trade activities. And this diversification strategy continued to pay off, thanks to our strengthened custody and settlement activities, resulting, overall, in non-volume-related revenue accounting for 50% of group revenue. This non-volume-related revenue covered 121% of our operating costs this year. At the same time, we continued to deliver on cost control, and we were in line with our 2020 cost guidance. This translated into group EBITDA growing in line with our revenue by plus 30.2% in 2020 to EUR 520 million. The combined EBITDA margin of the group reached 58.8%, which is stable compared to last year, but this stability is an achievement because it was impacted by the dilutive impact from new acquisitions, which, as you know, are always margin dilutive before the restructuring by Euronext. Indeed, on a like-for-like basis, EBITDA margin even reached for a similar perimeter, 61.3%, up 2.3% versus the EBITDA margin of last year for the same perimeter. Overall, the robust operating performance for the year resulted in a plus 28.1% in adjusted EPS at EUR 4.99 per share. And on a reported basis, 2020 net income was up plus 42.1% at $315.5 million, which is strong growth despite exceptional items, mainly driven by some restructuring costs and also costs related to some significant acquisitions. Accordingly, a dividend of EUR 2.25 per share will be proposed to the upcoming Annual General Meeting, to be held on the 11th of May 2021. This will represent 50% of the reported net income in accordance with the Euronext dividend policy most of you are familiar with. In 2020, Euronext also delivered 2 years in advance on the financial targets laid out in its Let's Grow Together 2022 Strategic Plan released in October 2019. First, the 2020 revenue, at comparable parameter, I mean at the perimeter comparable to the 2019 perimeter, when the plan was released, reached EUR 831 million, above the higher end of the targeted range expected for 2022. And this performance resulted from an improved market position and increased post-trade activity. Second, the EBITDA margin, again, at comparable perimeter, the perimeter at the moment of the release of the plan in October 2019, reached this year 60.5%, above the 60% level targeted for the end of 2022, thanks to continued cost discipline. Third, Euronext pursued the announced dividend policy of 50% of its reported net income, and we achieved, as planned, significant diversification into new asset classes and new revenue models since October 2019. This movement, as you can imagine, as it is quite obvious, will be further advanced after the closing of the proposed Borsa Italiana Group acquisition. So on the back of all these achievements, and ahead of the completion of the acquisition of the Borsa Italiana Group, we will stop tracking those medium-term financial targets related to the perimeter of 2019. Hence, in the fourth quarter of this year, we will announce a new 2024 guidance for the new perimeter of the new combined company integrated Borsa Italiana Group. We have also delivered in 2020 on our ESG plan with the launch of a new suite of ESG-focused products, services and initiatives in June 2020. In particular, our ESG bonds initiative is gaining real momentum as we have now more than EUR 240 billion in outstanding nominal amount and more than 150 new bonds, new ESG bonds, were listed in 2020. Some material achievements from a corporate ESG point of view were delivered this year. When those, the UN Global Compact portion principles to bolster the blue economy, we renewed our commitment to the TCFD recommendations. We launched the 10 shares for all programs to engage our employees in our common journey because, as you know, 100% of the Euronext employees own now shares in Euronext because all the employees of Euronext contribute to the success of Euronext and therefore share the success of Euronext. At last -- and last month, we announced the partnership with GA Europe on a pan-European program for Young Blue Economy Entrepreneurs. Now one very important point I would like to make about our performance in 2020 is that this is not a temporary phenomenon for 2 reasons. First, our excellent 2020 performance is the result of the continuous steady pursuit of our strategic objectives in recent years. We have extended our unique ecosystems by connecting Dublin and by connecting Oslo to Optiq, our proprietary training platform. We have scaled up our post-trade activities. We have delivered successful integrations in Oslo and in Copenhagen. We have grown all non-volume-related revenue. We have increased our exposure to fixed income and fund products, and we have unlocked cross-selling opportunities across our CSDs. These trends are to last. Second, we are confident that the new market dynamics around us, that provided such favorable tailwinds in 2020, will continue. The Brexit transformation has now occurred for real. The Euronext position has been strengthened as the preferred European trading and listing venue. The COVID pandemic has revealed the increased need for digital solutions, which creates momentum to expand significantly our corporate services client base. Retail investors have made a return to public markets. These trends support our trading and post-trade businesses and opens new commercial opportunities and services targeted to retail investors. Demand for ESG product has continued to grow. And we benefit from a long-term prompting demand for ESG listing indices and corporate services franchises. And finally, the crisis has provoked continued equity and debt financing needs. In particular, low fixed income rates have increased the appetite of investors for the yield generated by equity investments on public markets. Equity is back, because interest rates are low. And these trends are to last around us. So moving to Slide 7. I would like to illustrate and to zoom a little bit on our ability to build on operating leverage and the extraction of synergies. As you know, cost control is and will always be part of Euronext DNA. Since our IPO in 2014, Euronext has delivered close to EUR 130 million of efficiencies. And we apply this cost discipline both to ourselves and to acquisitions just to create value for shareholders. And this is a critical element of our rationale for acquisitions as we are able to extract additional value for shareholders, thanks to our unique model. Let me illustrate that more concretely. We delivered Euronext Dublin synergies 1 year in advance. We are delivering 70% of the expected synergies in Oslo this year, 18 months after closing, whereas those targeted synergies were expected for the end of '22. And we have already said 60% of VP Securities expected cash cost synergies that were targeted for the end of '23, 5 months after the closing of the acquisition of VP Securities Copenhagen. Last year, we announced the cost guidance, excluding recent acquisitions of a mid-single-digit growth of costs excluding D&A for 2020, and we finished the year in line with this guidance. So as a result of both synergy extractions and cost control, we expect operating costs, excluding D&A, to decrease by mid-single digits in 2021 compared to the annualized 2020 fourth quarter operating cost, excluding D&A. On Slide 8, I want to insist on another critical element of our value proposition when acquiring other European exchanges. And this is our ability to connect them to our unique single liquidity pool, enabled by single order book, empowered by single technology platform, Optiq. Optiq, our proprietary trading platform, does transform local markets. Every market connected to this single liquidity pool, thanks to Optiq has benefited from a unique model of single liquidity pool, generating increase in volumes, increase in market share for the benefit of issuers and investors. And the numbers speak for themselves in Oslo and in Dublin. Both the Dublin and the Oslo exchanges saw an increase in active members. In the long run, the market share on volumes traded on lit market increases in those locations against the SCS and we also saw in Dublin an increase in market share on volumes traded for dual-listed stocks. Furthermore, and this is a key point for both exchanges in Dublin and Oslo, a strong local footprint is maintained and strengthened within the local market participants community that continue to develop and flourish within the environment triggered by the migration to the Optiq platform. Before handing over to Giorgio Modica for the detailed presentation of our fourth quarter, I would like to remind you where we stand regarding the contemplated acquisition of the Borsa Italiana Group. Since the extraordinary General Meeting of the 20th of November 2020, several additional key conditions' precedents were satisfied. First, as you know, Euronext received foreign direct investment clearance for the transaction from the Italian Council of Ministers on the 11th of December 2020. Then the European Commission conditionally approved the London Function Group proposed acquisition of Refinitiv and the EU Merger Regulations on the 13th of January 2021. And most recently, London Stock Exchange Group closed the acquisition of Refinitiv on the 29th of January 2021. So the transaction, the proposed acquisition of Borsa Italiana Group, is still subject to some regulatory approvals in several jurisdictions, in particular, declaration of non-objections from the Euronext College of Regulators and approval of Euronext's suitable purchaser by the European Commission. So we expect to complete this transaction in the first half of 2021. I will now hand over to Giorgio Modica to comment more precisely our Q4 performance.

Thank you very much, Stéphane, and good morning, everyone. In the fourth quarter of 2020, Euronext consolidated revenue reached EUR 232 million, with an increase of EUR 46.2 million or 24.9%. These results were driven by the contribution of our recent acquisition and the strong organic growth in trade, post-trade and listing activities. On a like-for-like basis, meaning excluding the impact of Nord Pool, ticker, recent VP Security as well as changes of FX rates, Euronext consolidated revenues was up 11.6% in the fourth quarter of 2020 at EUR 205 million. Now looking at the different business lines. Post-trade activities revenue reached and increased 71.7% to EUR 57.3 million as the result of the consolidation of VP Securities activities, organic growth in both custody and settlement and higher clearing revenue. Trading revenue increased as a result of strong volumes, improved revenue capture and the consolidation of Nord Pool power trading. Listing revenue was driven by the double-digit growth of Corporate Services and the good equity listing activity on the back of increased corporate financing. In the fourth quarter of 2020, non-volume-related revenue accounted for 54% of total group revenue despite the strong volumes, reflecting the increased proportion of services and custody and settlement in our revenue mix. Lastly, this non-volume-related revenue covered 118% of our operating costs, excluding D&A, compared 119% last year. Let's move to Slide 12 for listing. The growth engines for this quarter were Corporate Services, similar to previous quarters, and equity listing. Revenue grew in total 4.7% to EUR 38.2 million. Corporate Services continued to report strong performance, with EUR 9.8 million revenue this quarter. This strong organic growth, close to 30% from last year, reflects continued commercial development and increased demand for digital solutions. With regard to equity listing, Q4 saw a decade-long record in primary listing activity, with 49 new listings. This is more listing -- 5 more listings than during the whole 2019. Euronext welcomed 5 large cap listings this quarter, notably Meltwater and Link Mobility. In addition, with 44 SME listings this quarter with a significant proportion of clean tech companies. Activity on the secondary market was primarily supported by M&A and balance sheet reinforcement transactions. New debt listing saw the continuation of a growing momentum in ESG bond listings despite uncertainty linked to COVID-19 pandemic, impacting the overall economic environment. Let's move to our trading business on Slide 13, and let's start with the cash trading. Cash trading revenue increased to a total of EUR 63.2 million, up 18.9% versus the fourth quarter of 2019 as a result of improved revenue capture and strong volumes. ADV increased 9.8% to EUR 9.2 billion. Revenue capture was 0.53 basis points, while our market reached 70.4% over the quarter. Derivative trading revenue was down 1.5% to EUR 11.7 million as a result of stronger volumes and slightly softer average fees in the fourth quarter of 2020. Average fees was $0.29 per lot, down 6.3% compared to last year as the reduction of index future activity was not fully offset by the increase of high-yield commodity products. Commodity volumes strongly increased as a result of our initiatives to diversify our client base and expand in new geographies. Moving to Slide 14, FX trading revenues was up 2.7% to EUR 5.9 million, impacted by the FX rates, while daily volumes increased 20% to $20 billion, impacted by high volatility during the quarter. Like-for-like FX trading revenue increased 10.6%. Power traded reported EUR 7.2 million revenues in the fourth quarter, reflecting the usual seasonal higher activity in winter months. In the fourth quarter 2020, ADV for the day-ahead were 2.74 terawatt hour, while ADV for Intraday were 0.07 terawatt hour. As a reminder, other notable activities, namely market coupling, shipping and market data, are recorded in market data and technology solutions. Moving to Slide 15 for our post-trade businesses. Revenue from our post-trade activities increased 71.7% to EUR 57.3 million. Clearing revenue was up 20% to EUR 17.4 million, resulting from higher treasury income, stronger derivative volumes cleared and higher share of commodity products. Custody and settlement revenue more than doubled to EUR 39.9 million. This is the result of the consolidation of VP Securities for EUR 17.6 million, and from organic growth deriving primarily from higher settlement activity and increased retail participation in the Nordics, where CSD operates on an individual account model. Moving to Slide 16, and starting with advanced data services. Revenue was up 8% to EUR 33.8 million in the fourth quarter of 2020, thanks to the consolidation of Nord Pool data activities and the good performance of our indices franchise, notably on ESG products. Proceeding now with investor services, revenue was $2 million, up 25.4%, reflecting continued commercial traction. Lastly, on technology solutions, revenue was up 26.9% to EUR 12.6 million as a result of the consolidation of Nord Pool activity and the good performance of the core business. If we move now to Slide 18 for the financial highlights of the quarter, I want to start with the EBITDA bridge. Euronext EBITDA increased 21.8% to EUR 126.8 million this quarter. The EBITDA margin decreased to 54.7% in the quarter, down 1.4 points, reflecting the dilutive impact, as Stéphane mentioned, of the business being integrated as well as the integration costs themselves. On a like-for-like basis, EBITDA margin was at 57% this quarter, up 0.8 points. From a revenue perspective, like-for-like performance was very strong, with the top line up EUR 21.4 million compared to last year. Looking at costs, organic operating expenses, excluding G&A, increased $7.8 million, reflecting increased staff costs, strategic plan costs and integration costs as we have announced in the fourth quarter of 2020. In addition, we consolidated EUR 16.9 million of operating costs, excluding G&A from Nord Pool, VP Securities and other integration costs this quarter. Moving to Slide 19 to the net income bridge. Net income increased this quarter by 37% to EUR 67.1 million, representing mainly the result of the following elements: G&A mechanically increased, impacted by the consolidation of recent acquisition PPA. Exceptional items were $4.1 million higher this quarter compared to the same quarter last year, primarily resulting from the contemplated acquisition of Borsa Italiana Group and restructuring costs. Changes in net financing expense in Q4 was EUR 9.3 million, mainly reflecting the revaluation of buy option and deferred payments related to corporate service entities in the fourth quarter of 2019. Results from equity investments increased slightly compared to last year. This is mainly the result of the good performance of LCH SA, while the fact that we did not receive any dividend for Euroclear in the fourth quarter of 2020 was compensated by the impairment of our stake in EuroCCP in the fourth quarter of 2019. Lastly, income tax increased, resulting from nondeductible expenses and changes in local taxes in the fourth quarter of 2020. Adjusted for PPA and exceptional items, adjusted net income was 7.5% higher than the same quarter last year to EUR 83.1 million, translating into an adjusted EPS of EUR 1.19 per share for the quarter. Now let's conclude with the financials on Slide 20. Over the quarter, 59% of EBITDA was converted into net operating cash flow post-tax compared to 76% last year. Cash conversion this quarter was impacted by a large VAT payment affecting working capital. This VAT payment will be recovered in Q1 or Q2 2021. Our net debt stands at EUR 651 million, representing a net leverage of 1.2x pro forma. Looking at the bottom of the slide, at the end of the fourth quarter 2020, our liquidity position was strong, over EUR 1 billion, including the undrawn RCF of EUR 400 million. I now hand the floor back to Stéphane Boujnah for his concluding remarks.

Thank you very much, Giorgio. And clearly, we reported a strong quarter overall, stronger, and we now look forward to completing the contemplated acquisition of the Borsa Italiana Group in the coming months. So we are now available for your questions with Anthony Attia, Global Head of Primary Markets and Post-trade; and with Giorgio Modica, our CFO.

[Operator Instructions] The first one comes from the line of Haley Tam from Crédit Suisse.

Just a couple of questions for me, please. The first one on the cost guidance. The mid single-digit decline from EUR 420 million to EUR 400 million, could you tell us how much of that improvement is due to synergies still to come through? And how much, perhaps, from the non-repeat of implementation and internal project costs? So I guess I'm asking how much of that we've already seen. And the second question, just in terms of revenue growth outlook. On corporate services, you mentioned that division twice on Slide 6 in relation to 2021 growth, and obviously, we saw that 32% increase this year. I just wonder if you could talk to us a little bit more about what your expectations are from this post-COVID digitalization and the ESG trends this year?

On the cost guidance and on the growth of corporate services, Giorgio, and maybe Anthony Attia, Head of Primary Markets and responsible for Corporate Services Business, can give you some more flavor on the fundamental trends of this business.

Absolutely. A few comments on the cost targets. So the first element, I believe that the cost target should be simple to compute. And I believe it was simple last year and it is simple this year. And this is a very important element. The second element that I wanted to highlight that was through last year and this year is that, as you know, in Euronext, we don't adjust OpEx. It means that within the OpEx, there are a number of small-amount one-off expenses. And those were included last year and are included this year. So what I would like to highlight is the following. 2021 is going to be an exceptional year for many respects. The first one is that, clearly, we believe that the transaction with Borsa Italiana is going to be concluded. The guidance does not take into consideration the potential impact of that acquisition. On the other side, our activity is already focused to be ready for a smooth integration of the Borsa Italiana activity. This means that, already in the fourth quarter and this quarter, we are keeping ourselves to be ready to be successful in that integration. So what does the cost guidance include? It does include the fact that, first of all, 2021 is going to be exceptional in the sense that we're going to be engaged to conclude the integrations that are not concluded today. It mean Oslo Børs VPS and VP Securities. And we are going to invest time and resources to be ready for the acquisition of Borsa Italiana. All those elements are factored into the simple target that we gave to you of the deduction -- the reduction of mid-single-digit. So it is difficult to break it down further. As we did in the past, we will communicate as we did in the third quarter to anticipate increases or decreases of exceptional items, but in this very moment, this is the best way in our view to communicate the target. So again, 2020 should not be read as a permanent increase of the cost base, should be read as a preparation year for a transformational deal.

Thank you, Giorgio. Good morning, this is Anthony. A few qualitative comments on corporate services moving forward. It's a high-growth business for us because we've positioned the services onto 4 different domains. The first one is Financial Communication, the second one is Compliance, the third one is Governance and the last point is Advisory and Investor Relations solutions. And so the growing digitalization of services is a key driver for our financial communication and our Governance solutions. Regulation is obviously a key driver for our Compliance solutions. But I also want to emphasize that ESG is a key driver for our Advisory and Investor Relations solutions. So we remain quite positive on the commercial growth of these activities.

The next question comes from the line of Mike Werner from UBS.

Congrats on the results. Two quick questions, please. On the settlement revenues, particularly with regards to the retail participation, just trying to think about the sustainability of this. Is this revenue driven by underlying trading activity that is settled? Is this revenue being generated by opening of accounts? I'm just trying to figure out how we should think about this revenue going forward into 2021. And then just -- maybe just another question on the cost guidance. How should we think about this cost guidance as we think about cost progression throughout 2021? Is this something we should think where the costs are either going to be front- or back-end loaded into the year? Do you see any kind of seasonality there?

We'll answer your question on cost guidance, and we'll cover the dynamic of the settlement revenues. And Anthony Attia, who is in charge of Post-trade, will give you some qualitative comments about the underlying dynamics of this business in terms of retail participation.

Absolutely. So the first element that I want to highlight and Anthony will comment is that if we look at what is -- what are the key value drivers and revenue drivers for this activity, especially in the Nordics, where the business model is slightly different with respect to Central Europe as the business is based on individual accounts. So key KPIs for the business are clearly, and this is common throughout Europe, the assets under custody that developed favorably in last year. The second driver is clearly the number of settlement distractions. So to a certain extent, it's linked to the activity and volatility of the market. And then, in the Nordics, there is a very specific KPI, which is the number of accounts. And as we have seen in the retail space on the trading, with retail opening accounts, the same holds true in the Nordics, where people have created new accounts. And these new accounts are there to stay. The other element which is relevant is the fact that the share of value-added services in the Nordics today is relevant. And one of the objectives, and on this, Anthony will comment, would be to increase that part of the activity and to have it improve throughout Europe. When it comes to the cost, what I can say is the following. It's very difficult to give you the exact phasing, especially considering the fact that we would need to adjust based on the evolution of events. So closing date, for example, Borsa Italiana is going to be a factor. But what I would say is that -- and looking at what we are doing at the moment, is that part of those costs are going to be either equally spread or slightly front-loaded because it is the moment where we are keeping ourselves to be ready to take over certain activities that today are handled by LSD (sic) [ LSE ]. So this is the moment where Euronext is getting ready and reinforcing itself. Anthony?

Thank you, Giorgio. So indeed, when you look at the CSD, you find different business models depending on the type of TAD and the local practices. As Giorgio said, we need to look at assets under management. So on that particular KPI, the more IPO you have on the local market, the more debt issuance you have, the more business you bring to the CSD. You need to look at the connection to target to securities, which influences the way you manage your flows. And in the case of EPS, in Oslo, it's local currency and it's not connected to TTOS. And in the case of VP Securities in Denmark, we offer both the connection to TTOS and local settlements. And the last key driver are the retail accounts. And it's a very specific service that is offered by VPN and VPS in the Nordics. And obviously there, the drivers are the quantity of transactions of settlement flow that are conducted by retail. And it's been a quite active year, and we see that they are -- retail are still quite active on the new IPOs.

The next question comes from the line of Kyle Voigt from KBW.

If I can just follow-up, just 1 more on the expense guidance. In the prior response, you said you're including expenses related to functions that are currently being performed by LSE Group. So it just sounds from that response that those expenses are likely to recur [ about ] in the following years after 2021. Is that fair? Or is there also being contemplated in that guidance kind of one-off integration type costs that will fall away as we get into 2022? That's question 1. Question 2, any color on the tax rate to use for modeling for 2021? And where should that move to after the inclusion of Borsa Italiana?

Yes, so the first element on cost, and I want to be clear in this respect. What I said is, our OpEx do include the elements that other players might adjust; we do not. We include everything. And so to answer straight to your question, our costs in 2022 and going forward, on a constant perimeter, will always go down. So this -- any increase is supposed to be temporary and is going to -- to be expensed either to grow revenues or to reduce costs. So there is not a permanent inflation in cost. And on this, I want to be clear. When it comes to the tax rate, the trend that we have anticipated in the past is going to continue. So if you put for a moment aside the changes in tax rate in a different quarter, if you look throughout the year, the tax rate of the Euronext Group was around 27.5%. And we are expecting this tax rate before the integration of Borsa Italiana to reduce to in between 26.5% and 27%. This should be the run rate for next year. And when it comes to Borsa Italiana, the tax rate of the Borsa Italiana Group should be slightly in excess of 30%. So the weighted average tax rate of the new group, when the transaction is going to be completed, is going to be, roughly speaking, 2/3 at the tax rate I just disclosed, so is going to be between 26.5% and 27% and 1/3 at slightly more than 30%. Last comment on my side is that the tax rate should further decrease going forward as pretty much across all the Euronext countries, tax cuts are expected in the coming years.

The next question comes from the line of Philip Middleton from Bank of America.

Two things. Firstly, I wonder if you could say a little bit more about the timetable on Borsa Italiana. So H1 gives you quite a lot of scope. Is there anything more specific you can say? And also if you've said anything at all about how you're timing the various fundraisings you need for that process. And second, I just wondered, given you've done well in listings in the quarter, how much of that, do you think, is the external environment? And how much of that is work you've done to cultivate these companies in terms of gaining new business and convincing people to float maybe winning business from potentially other domiciles?

So let me answer the 2 questions. On the first one, what I can tell you is what is public and there is no secret there. It's very simple. We will close the deal when all the regulatory approvals have been received and when all the conditions precedent have been satisfied. It's as simple as that. And we don't have any clear views at this stage on some of them. So we expect 2 or 3 groups of CPs, some related to the fact that the European Commission must hold Euronext as a suitable purchaser for Borsa Italiana. And you can form your view as to whether or not we will receive this approval, but on timing, the answer of this question is with the European Commission. We need to have a declaration of non-objection by the Euronext College of Regulators. We have no reason to believe that this would be an issue, but the timing is not clear. We need to obtain the approval by CONSOB in Italy. And then we have a series of, let's call it, level 2 regulatory authorizations that relate to the approval related to the change of control of some Borsa Italiana assets, regulated assets in some jurisdictions where those assets are regulated. So the trigger of the closing date is the satisfaction of all these regulatory approvals. Clearly, the key ones, the master or the meta condition precedent that were the approval of the LSE Refinitiv deals and the corporate approvals by shareholders, all that is behind us. Now in terms of funding or refinancing events, the situation is pretty clear. Very close to closing, there will be a private placement or reserved capital increase to GDP, which will acquire 5.6 million shares, and to Intesa Sanpaolo, which will acquire 1 million shares. And that we will done as close as possible to closing. And then there will be a refinancing event with the rights issue that will be done under market conditions under the best market environment when it is appropriate to do it. So that's why I can't be unfortunately specific although I understand your question, but there are many pieces that are not within our control. And that's why we have provided for, as you said, a pretty wide timetable at this stage. So that's on the first question. And your second question was about, yes, what is going to last? Well, I do believe that the success of 2020 includes -- contains seats that are going to flourish and to create value for the months and the years to come. If you look very carefully as what is probably the only one-off component of 2020, you could say it is the exceptional volatility that we've experienced in March and April, and to a certain extent, in November. But when you go behind that, the fact that equity is back and that there is an increased appetite of investors to go back to the equity asset class because there is no yield to get from fixed income is to last. If you look at the fact that we did capture a disproportionate share of trading, and we did monetize volatility better than our competitors because for years, we are managing a super granular manner, positioning, segmentations, yields that allowed us, by the way, to get to a market share of 70%, we increased our market share above the increase of volumes. It seems to indicate that we are well positioned to collect a disproportionate share of any volatility when it comes. When you look at all the other implications of the fact that equity is back like the renewed appetite for listing for some of our locations, in particular, Amsterdam and Oslo, but also Paris to a certain extent, clearly, the fact that we are going to be after the acquisition of Borsa Italiana a platform where 25% of equity traded in Europe, including London, will be trading on Euronext platforms, where 28 out of the EURO STOXX 50 companies will be listed on Euronext, where the aggregate market capitalizations of Euronext listed companies will be north to 5 -- sorry, 4.5 trillion, where the average daily volumes will be around EUR 12 billion, clearly you have a group which is becoming more attractive in terms of large players seeking visibility and liquidity. And I do believe that there is a link between the growth of the single liquidity pool, the growth of the single order book and the appetite for companies to get listed on Euronext platform. Also in the post-Brexit environment, if you want to be active in Europe in trading and in listing, and you believe that Europe is the European continent and Dublin and not any more London, than the place to be -- the natural place to be, the only pan-European platform is Euronext. So there is a momentum when you go asset class by asset class in every -- sorry, segment by segment, there is momentum which is going to last. The same for post-trade. I mean we are growing very well quickly in post-trade. And even at similar perimeter before considering Monte Titoli joining the Euronext CSDs or before considering the fact that CC&G is going to join Euronext and to become Europeanized, we have a momentum in the value creation with CSD, which is there and which has been demonstrated last year with the 3 CSDs we have created. So there are things that are going to last, the cost discipline, the growth of the top line to expansion of new products, the fact that the model -- the cross-border acquisition model does work, this is going to last. The fact that we are very well positioned on ESG products and that our data -- advanced data services business and in this business is growing very quickly on ESG products, this is going to last. So I'm very confident that if you fought the volatility on trading and on volumes, we have -- we are observing, in 2020, the strong pillars of growth that will be just further accelerated when you add, on the top of that, the boost engine that will be the acquisition of Borsa Italiana that will materialize, let's say, before the beginning of H2. Anthony, you want to be more specific about what's happening in listing and the link between the momentum on listing, especially post-Brexit?

Absolutely, Stéphane, thank you. So the question was about what is due to external factors and what's due to our commercial intensity in terms of listing and IPOs. So we had 90, 9-0, 90 new leasings on Euronext in 2020. 83 of them were small and mid-caps and the bulk of these IPOs took place in the last quarter. So what we've seen is the -- in Q2, the pipeline of IPOs almost got emptied. And in Q4, it's very, very quickly recovered, starting with SMEs. And Q1 2021, we see some large caps coming back. Obviously, influencing or walking through supporting an IPO does not only rely on the exchange. It also relies on the ecosystem, so the investors on the specific sector, et cetera. But we do believe that all the effort that we've been doing in the past years on SMEs, in particular, with the pre-IPO programs such as tech share, where we train more than 120 companies every year to be prepared to go public, we do believe that the positioning that we have, which is to offer very deep liquidity -- aggregated liquidity across the different exchanges as well as a successful indices and visibility, is a very strong, very strong post-Brexit value proposition for companies who are looking for a European listing. And last, we have captured in 2020 different trends, ESG being one of them. So we are working actively to promote the access to our market for clean tech companies, for instance. And we also welcome a few SPACs, which are very high in press coverage. We have a strong track record in SPAC in the Netherlands and the beginning of a track record in SPAC in France. And it seems to be one of the key trends for 2021. So we're commercially very active on all these topics, and this is why we believe that also the trend will continue in 2021.

The next question comes from the line of Arnaud Giblat from Exane.

Could I follow on 2 items on retail? Retail seems to have been quite a driver in terms of the growth you've seen. Could I ask what -- if you could give us a bit more detail on the trading side. What the level of retail participation has been in your markets in 2020 and how that compares to previous years? And also, could you break out, perhaps, the impact it's had on your yield pickup? Clearly, normally, we usually observe a reduction in trading revenue yields when volume is going to go up. So that must have been helped by recent participations. So any details there could be useful. And secondly, on post-trade, you also highlighted that retail was a driver of a strong revenue growth. I'm wondering do you -- in the previous answer, you said that retail accounts were up and that should be sustained, I think, whether or not they are the future IPO. Is that the case? Or is your level -- run rate level of activity in post-trade, [ just your retail quantitation ], is that something that's going to stay?