Intercontinental Exchange, Inc. (ICE) Earnings Call Transcript & Summary

Hi, everybody. My name is Ken Worthington. I cover brokers, asset managers, exchanges and crypto at JPMorgan. Today, we have Warren Gardiner, the CFO of ICE. I'm going to walk through 25-ish minutes of Q&A. I encourage you all, if you have questions, I'll allot time at the end for Q&A, and you'll be able to hear less from me and probably more of your own good questions. So Warren, thank you so much for joining here today.

I'm going to start sort of higher level. I'm going to dig through the exchange part of the business, mortgage and end up a little bit with FIDS. But starting big picture and higher level, where are you spending your time these days? What's taking your time? Where are you focused? What are you thinking about?

Well, first of all, thanks for having me, and thanks, everybody, for joining here and everybody online listening. So I would say, look, these days, it's really focused on the day-to-day operations of the company. So looking across our various businesses. We're in the middle of our budget process right now. So thinking about capital allocation across the business as we head into next year. And we are in a fortunate position. I consider myself pretty lucky from that perspective that we've got a business that's around $10 billion or so of revenue, generates maybe $6.5 billion or so of EBITDA off of that. So a really healthy cash flow stream to really work with. And we always want to invest in the business first. So that's what we're doing today and over the last couple of weeks or so that we've been going through this budget was focusing on that. So that's really been where the the main focus for us has been and for me and my team in recent days.

So I guess the big question is, who's getting more money in ICE and who's getting less?

Well, we are, as I said, in a fortunate position where we do generate a lot of cash. And there certainly are -- there's no shortage of ideas at ICE in terms of what we can invest in and where we can take the company. And so we go through all of those, but I think we do a good job distributing that in an equal way. And I think we are in a position where we can really invest across the business to really grow well into the future. And again, I think it's one of the important things about ICE is we do have, as I said, roughly $10 billion revenue stream with $6.5 billion of EBITDA. But importantly, that is spread across a bunch of different asset classes and around the world. And so really a durable and diversified revenue and cash flow stream for us to work with on that front and continue to grow the business as we have over the last 20 or so years that we've been public.

So how are you thinking about leverage and deleveraging following the investment in Polymarket? And I guess to any extent, does the Polymarket investment change the outlook for your buyback now that you sort of have gotten that leverage level to your target sort of following Black Knight?

Yes. So there's no change to how we're approaching things. And so we ended the third quarter at about 3x gross debt to EBITDA, which is right around where we would like to be on a normalized basis. Our target is 2.75x to 3x. So we're in that range or we're in that range. We're actually about 2.9x, just to be totally clear and transparent on it. So we felt like we were in a pretty good position. Polymarket, of course, that happened in October. So that will tick up leverage or has ticked up leverage a little bit. But still, even with the second tranche of that investment that should happen over the next several months or so, pro forma through the third quarter, we would still have been around 3.25x or so of gross debt to EBITDA. So at a range where traditionally, we've been in more of a buyback mode with the excess free cash flow that we generate. And so we've been taking the approach over the last couple of quarters of not only paying down some debt a little bit, but also buying back stock and with a little bit more weight towards buying back stock. And so I think as we head into the fourth quarter, of course, we're a little bit more halfway through, I suppose, at this point and into next year, it's a similar approach in that way. And so I think you can expect us to continue to pay down a little bit more debt here, but then also we'll weight more towards buybacks. That, of course, absent any kind of opportunities we see on the M&A front, which can be a little bit difficult to predict. But we've always been really just opportunistic with that. I don't think there's nothing we necessarily need as a company. But when those opportunities do arise, we obviously have the balance sheet and the cash flow stream to take advantage of those opportunities. And so we will do that as we move through the next couple of quarters and years, of course.

And with the stock off its highs, does it make sense you can be more opportunistic here than you might have been if the stock was back at $200 million?

Yes. Well, I think we repurchased $400 million in the third quarter. Obviously, the stock has gotten a little bit better in the last couple of weeks, but I felt like that was a good allocation of cash. That was definitely well into the majority of that excess free cash flow for us. And so we've been able to take advantage of those opportunities when we see them. So yes, no, I certainly think our stock is in an attractive position from a buying standpoint these days given where the levels are, yes, of course.

Perfect. Okay. So digging into the exchange, I'm sorry, I've got big windups for a bunch of these questions. So ultimately, it's -- what does the outlook for oil and gas look like going into 2026? So when we speak to investors, the first half of '25 was really strong on the energy side of the franchise. We had geopolitical events, which seem maybe less likely or not certainly going to repeat themselves, making for tough comparisons from the first half of this year. But I think as you said maybe on the conference call or the earnings call, open interest is clearly growing really quickly, particularly in the flagship products. What does next year look like? And are there catalysts that you see for volume growth in energy in what seems like a tough comparable market in the first half of '26?

Yes. Well, I think people thought that '24 was going to be a tough compare and '25 was going to be a tough...

And '23 actually.

'23 -- yes. So there's certainly -- we've seen this plenty of times in the past. But I think the important thing is that the fundamentals and the secular drivers behind the growth we've had in energy. And if you look at our energy business over the last several decades, and you can kind of pick your time frame within that, if you'd like. And we've been, roughly speaking, in the high single-digit range in terms of revenue growth on average. Obviously, they can fluctuate above and below that at times, given the transactional nature of that business. But as Ken said, open interest being a very important indicator of health in those markets continues to be up high single digits, low double digits across the platform. And that's an important -- that second part is important. It's not just 1 or 2 products. It's it's really -- the breadth of it is really strong, which obviously indicates a lot of customer engagement on that front. And so I think, again, the secular trends around energy moving around the world more and more, whether it's oil or LNG, all those different sources moving around the world into more places around the world and just the complexity of those supply chains ever increasing are trends that have been in place for a while. And clearly, there's a lot of demand for energy consumption as we head into not just next year, but the next several decades, whether it is on the natural gas side or on the oil side. I think LNG trade is expected to double over the next couple of decades, for instance. And so I think we're in a really good position from a long and medium-term perspective to see growth across that platform much like we have in the past. I think if you drill down a little bit further from that and some of these key benchmarks that we have, whether it's Brent or TTF, which is really becoming the global benchmark for natural gas, much like what Brent is for oil, there continues to be a huge runway for growth there. I mean it was only a few years ago that the Midland contract, I'm sure we'll get into that, but I'll speak a little bit about that here. Midland contract in Houston was added to the Brent index. Midland is actually 70%, 80% of U.S. exports today. And so that benchmark, while only a few years old, is increasingly becoming a huge part of the commercial world in terms of their hedging needs and then moving oil around the world as well. And so when you think about oil that's coming to Houston today, I think it's something like 3.5 million barrels are coming into Houston today versus maybe 400,000 or so into Cushing. And so it's becoming a really key market for people. And then, of course, being part of that Brent index as people are moving oil around the world is also helping that Brent index become -- the adoption of that Brent index become greater. And so we're seeing U.S. oil producers using the Brent index more and more that hadn't really used it before. And that's been a key part of our growth. And then on the TTF side, as I said, we've got LNG, of course, being a bigger component of the energy mix and moving around the world more and more. We're seeing a lot of a commercial adoption of that contract. That contract used to be really more of a European regional contract years and years ago and again, has expanded into becoming more of this global benchmark for people. And so as LNG becomes more important, that's becoming an increasingly critical risk management tool for our customers. And so we've actually seen a lot of growth in the U.S. cohort that trades that contract, it's increased pretty significantly over the last couple of years as, again, it used to be more of a European contract and now it's becoming more of this global benchmark for people. And so that all then funnels down to risk management needs off of those key benchmarks and a lot of our other oil contracts and some of our more regional gas contracts, all that starts -- that whole ecosystem starts to benefit as the adoption of these key benchmarks grows. And so I think we've got a lot of runway for growth across energy as we head into the next couple of years and decades.

Yes. I think our observation is gas oil emissions, heating oil, some of these non-flagships are seeing like really great growth even as we sit here today. So maybe moving on, one of the observations we had is that we're seeing other exchanges continue to experiment and probe into getting into each other's contracts. So we've seen CME share of Brent rising. Eurex is doing more on Euribor. I think Eurex has actually not in October because ICE crushed in October, but 50-50 in ESTR trading. So I guess the question around this is, is it getting easier for exchanges to crack the futures monopolies that we've seen in the past? Or is there just sort of a greater willingness to sacrifice pricing to stay in these contracts for longer and hopes that eventually they can sustain some market share? Like is the game any different today than it was 10 years ago? Because it seems like we're seeing pockets of, I don't want to say, success, but at least higher market share than maybe we've seen in attempts in the past.

Yes. I don't think anything has really changed on that front. I think it's more of the latter there in terms of what you're seeing on the competitive front. And we see that from time to time across the exchange ecosystem. And so I think the important thing to really look at in times such as that would be with the open interest. And so if you look at Brent open interest, it's mid- to high 90% market share. Obviously, the volumes can fluctuate here and there. But if you look at the open interest there, that obviously sustain a pretty healthy market share in that way. And I would say the same for ESTR as well, where we've been in the sort of 70-plus percent range, if not more than in terms of our market share of open interest. And actually, on big volume days like we actually saw more recently and to your point on share, we've seen more share shifts to us and away from some of the others that are out there, which again is indicative of people coming to us where they know the liquidity is going to be on those higher stress days. So -- and Euribor too, in terms of looking at market share, we continue to maintain those healthy 90-plus percent market share levels. So those are -- that's what I would really guide you to. I mean you're going to have fluctuations in volumes across these different contracts. But ultimately, with that market share and open interest sticking steady, I think it's indicative of us continue to be able to grow and that competitive position not changing a whole lot in that way.

So one of the things I wanted to dig into, I think Jeff made a big deal about this on the earnings call. So maybe talk about how the plumbing in futures is changing. So clearing, margining, collateral management. So Jeff mentioned that Polymarket has been innovative in these areas and is sort of in a position to teach ICE, I'm going to say, how to maybe improve upon the existing framework. So maybe talk a little bit about what Polymarket is doing and maybe how can they help you in terms of the evolution of the ICE clearing system?

Sure. So Polymarket, for those that maybe aren't as familiar with it, it's in a prediction market. It's one of the leading prediction markets, particularly in events that are outside of sports. And that was one of the things that was really interesting to us in terms of what they're doing because a lot of those events in those markets are adjacent to financial markets. And so there's a lot of data that comes off of that, that's going to be interesting and is interesting to our customer base. But to Ken's question and also part of our thesis and why we were interested in that is they also have a very different technology stack in that way, market infrastructure technology stack. And so Polymarket operates a decentralized sort of noncustodial smart contracts that are on the Polygon blockchain, which is a layer 2 Ethereum blockchain. As you know, we're more of a traditional financial market infrastructure. So a different world in terms of what we're operating in and what they're operating in. And so we -- as we were looking at that, we felt like there could be applications in some markets over time that, again, we didn't really have the core expertise to -- at ICE, much like they don't have in some of the more traditional financial market infrastructures like we have. And so we felt like there was an interesting opportunity to collaborate on those and really help over time potentially advance and evolve markets in the way that markets want to. So it's not that we're necessarily sitting there wanting to pick one horse or the other or frankly, even have a very clear vision on where all these markets will necessarily end up, if you will. But the opportunity to collaborate on those is now there in a way that wasn't before. And to be clear, too, that goes for Polymarket as well who may have some interest in some of the traditional market infrastructure and technology that we operate and how that may be applied to some of their markets as well over time. So that was a really important component of it. for us. I think one of the other areas, and it's obviously very related, would be around stablecoins. And so that's one of the elements of that Polymarket infrastructure is that when you do make a trade, it locks in a stablecoin for cash on that amount. And then once that event is resolved through this decentralized protocol, decision protocol, a stablecoin is delivered to the winner of that contract. And so they obviously have some expertise in that area of stable coins, and it's something that we think could potentially be interested from an efficiency standpoint, maybe not exactly in the way that they necessarily do it today on their markets, but components of it that could be of interest in our clearinghouse infrastructure. So we operate 6 clearing houses around the world. In many cases, customers are carrying excess collateral balances at those clearing houses. When they need to kind of pull down on that excess collateral for whatever reason that may be, they, of course, go through traditional financial rails, which are not 24/7 and have friction to them to some degree. Whereas a stablecoin, if that was able to be operated and cut across the clearinghouses, you could have a lot more efficiency in terms of moving collateral from one to the other on a 24/7 basis, which, of course, would create a lot more efficiency within the system and maybe allow people to maybe carry a little bit excess -- a little less excess capital and which could open it up maybe for more trading. So that's ultimately what we're exploring on that front. I mean nothing to obviously officially announce anything here today, but one of the things that we're exploring because the efficiency is ultimately -- that's a core component of what we try to do at ICE in terms of bringing efficiency to our customers in all the different ways we possibly can. And so this could be one tool to be able to do that. It actually -- it's sort of similar in -- that theme is similar in terms of what we've recently launched too with our IRM 2, which is a new risk model within the clearinghouse that will enable people to gain more efficiency across their portfolios by a pretty significant margin. So we're proud of that launch separate from stablecoins, of course. But again, it just sort of another point to make that it's something we're always looking to do is bring more efficiency to our customers, which can ultimately benefit us to some degree and maybe additional trading.

So when you spoke about this, the way I'm thinking about it is efficiency, right, efficiency and margining. Efficiency and margining means maybe responsibly margining less. That's sort of what...

Absolutely, in the correct order too as well, yes.

Okay. There we go. And then the other thing that came to mind as you were speaking, if we're doing this all in the smart contract, do you need FCMs? Do they still have a role in a smart contract world? Or does the smart contract sort of replace a bunch of what they do?

Well, I don't know that it's there yet on that front. That's where I would sort of -- and that's why we're still exploring that. I mean the smart contract today, like I said, that's a fully collateralized contract. There is no margin against that in that way. And so I mean, that's sort of a different market structure in that sense. So that's why I'd say we're still exploring that. I mean there's obviously a lot of -- we have important FCM customers, and we'll explore that further. But I think today, we're just thinking about how certain components of that -- of the Polymarkets's market infrastructure, market technology can be applied, not necessarily the full technology stack, if that makes sense.

So I'm going to digress a little bit on to Polymarket. So ICE has a data agreement with Polymarket. Is there institutional interest from ICE's perspective in binary futures contracts? So we see your interest in data. We see your interest in sort of the plumbing. Is there also an avenue of ICE interest in the trading side of Polymarket as well?

It could be. I think the first 2 components of the investment were what I said. And I think the data side is a really interesting one in that, again, these are -- a lot of what their markets are, these non-sport markets that are adjacent to ours that we discovered a lot of our customers were utilizing off of the Polymarket website to inform their risk management processes and decisions. And so what we're going to do on the data side is really institutionalize that data feed so that they can consume that data in the way that they're accustomed to today in terms of how they consume other data sources. And so that's -- those are the 2 initiatives that we're really working on at the moment and are focused on. We're a month or so, 1.5 months or so into this. But I think over time, more directly answer your question, I think it could be something, but it would be something that we would do as we understood from our customers that, that was something that they felt was important to them. And I think it's something that we could do in the event that there was that interest. I think the other side of that, too, is maybe bring -- helping bring more of an institutional customer base to their platform as well, which we understand is something that many customers have interest in doing as well. So that can kind of work both ways. And with this partnership, we'll be able to kind of drive the best outcome for the customer in that way. So to the benefit of either our investment or the ICE P&L, if you will, either way.

Okay. I'm going to head on to mortgage. So again, starting sort of higher level, where are things going well? Where are challenges emerging on ICE's mission to digitize the mortgage origination servicing process?

Yes. So I think -- well, maybe I'll start with the second part of that. I mean the area that -- I wouldn't say it's not that it's not going well or anything, but it's maybe I would have hoped for a better macro environment from a mortgage standpoint. I mean we are in -- things are getting better. This year is going to be better than last year from an origination standpoint. So we're seeing stabilization across the industry, which I think will be just to the benefit of everybody in the ecosystem, of course. But that's certainly one area that I suppose I would have hoped would have been better. But it also is giving us -- we have the opportunity, again, to come back to the first question that you asked me. But because of the diversified nature of our revenue and cash flow stream and the durability of that, revenue and cash flow stream, we can make investments in that business through all kinds of cycles. I mean it was only a few years ago, we saw the worst year for mortgage in over 30 years, but we continue to move forward in making the investments that we wanted to make and modernizing the servicing platform, launching new products, integrating servicing more with the Encompass platform. All of those are things that I think are going really well on that front, and we're able to do because we are a big diversified company across a lot of different asset classes. And so I think we'll be in a much better position than maybe a stand-alone company might have otherwise been as a result of that. And so I've been very pleased with that -- with where the investments are going, in many cases, ahead of schedule in terms of what we originally thought. And so been happy with the results on that front. I'd say, too, just from an integration standpoint, our -- the original synergy targets that we set, we thought we would have about $200 million of expense synergies over a 5-year period at the outset when we announced the deal. We expect to be at $200 million by the end of this year, very comfortable with that target, which is now year 2, so well ahead of schedule. And I think actually over year 5, we can be closer to $230 million of expense synergies. And so again, coming back to the integration and things going well, that's a way to kind of sort of help quantify it a little bit in that sense and be able to do a lot of these things a little bit faster than we maybe originally thought of, I thought we could. So I've been pleased with that performance.

Perfect. So there's been a lot of buzz on AI. And I think Ben -- Ben Jackson spent quite a bit of time on the conference call talking about how ICE is utilizing AI in many of the different parts of the business. How are you thinking about how AI could improve the mortgage origination and servicing process? And in particular, I think it was Jeff, when you guys announced Black Knight, talked about the digitization of the mortgage process and how much time you could take out and how much cost you could take out. Does AI or maybe how does AI, I don't know if you guys have gotten there yet, but how much more do you think that ICE can do utilizing AI than maybe what you had initially thought when you started the process? Is it incremental? Does it make your business more attractive if you can take that much more out in cost and time and...

Yes. I think it can. It's not something we've quantified quite yet, but I can tell you that, look, a mortgage today costs $10,000, $11,000 or so to originate. Most of that is in personnel costs. And we've got a target of being able to take out a couple of thousand of that through the utilization of our tools over time. And so I think AI -- and we had that target before. I think AI really came on to the scene in a major way. So I think AI can certainly be something that's helpful on that front, whether it's accelerating or increasing it. And so I think that we're working on -- and so we are working on several different initiatives currently to help drive that. And so you think about areas within the origination workflow, we have a suite of products called our analyzers that really attack different tasks across the mortgage workflow using artificial intelligence, machine learning to extract information from documents and feed it into the origination system in a way that previously was done through stare and compare work. So taking a lot of time to accomplish where today, we can do that in a far quicker and far more accurate way than previously. So enhancing that as AI becomes better is a key initiative for within those -- that product suite that will be, I think, really helpful for people, too, as well. The other area that we've more recently been really working on is on the customer service front, where we've been able to utilize AI tools to really summarize customer service calls, predict potential issues within those calls. And over time, we think we'll be able to be an agent that will help handle things like payments and remitting payments and things of that nature on the servicing side that will just create more of a borrower-friendly experience, more of a borrower self-service experience for people as well as creating tools that will help with issue resolution. I think the one thing to remember, though, is that this is still a highly regulated industry. I don't think regulators and frankly, originators and customers for that nature want a bot to fully create a mortgage. And there is that risk of putback risk if you don't do it correctly that people are very aware of. And so I think there -- we are spending a lot of time trying to assess what the different tasks are that can be adopted by AI to a great extent and maybe which ones are maybe less so. And so I think there are always going to be this level of human interaction to ensure -- and it will be on the more complex issues, the more complex tasks that, that will exist. But ultimately, I think it can be certainly a help [ per pound ] in terms of driving more efficiency across that workflow. And that's something I think we're doing a good job of, and we'll see how this technology ultimately evolves. But I think it's certainly something that can contribute to that greater efficiency we've talked about.

So we've got a few minutes left. If there's any questions in the room, raise your hand, and we'll take your questions now. Otherwise, you can hear me drone on. Any questions? Okay. It means I'm doing a really good job. So since we're in the House of Morgan and you've got a big relationship with JPMorgan, maybe talk about how the relationship with JPMorgan is going? And to what extent do you see the JPMorgan relationship as a blueprint for other larger bank mortgage originators to outsource or servicers to outsource to ICE rather than to do it themselves?

So it's a good question. So things have been going really well on that front. And JPMorgan was already on MSP, which is the servicing platform that we have, but post the acquisition, agreed to come on to our origination platform. And one thing that I think was really compelling about this acquisition, our acquisition of Black Knight, to be very clear, was the opportunity to bring together and integrate servicing and origination technology. And so with that, I think JPMorgan -- you saw the opportunity on that front and signed on. And these are -- as we know, JPMorgan is a big bank with a very big mortgage business. And so they can take some time to implement these products. And so I think we've got 2 channels, a correspondent channel and a retail channel. Correspondent channel is up and running and starting to ramp, whereas the retail channel is very much on track, but was always plan to be staggered in that way and start a little bit later. And so very good on that front. I've been very pleased with the partnership on that front as well. And so things are going well. And I think that -- because of that, it starts to increase some interest from others around, as we would have hoped. JPMorgan, obviously, being a very prestigious and well-known bank and particularly in the mortgage space, is going to attract some interest when they do something along those lines. And so it's definitely something that is bringing some people and making some people have some discussions with us, I think, and consider moving over to our platform. So it's been a helpful experience.

Good. Okay. Last chance for questions. Okay, up in front. Just identify who you are.

Ram from TD Asset Management. How do you see the global market structure changing over the next 5 years? And how is ICE positioned to grow in this? And where do you see pockets of growth in the future?

Which asset class, a mortgage or trading?

Overall.

Yes. No, it's a good question and probably -- well, I'll say a difficult one to answer with any degree of full certainty. Part of the reason we made that investment in Polymarket was because we felt like that was a new financial market infrastructure or technology that has potential applications, maybe not entirely in all different markets, but certainly components of it. That we felt could be applicable to some of our markets over time. And so I think ultimately, what we did with that and the reason we did that is we don't really know exactly where everything is going to go in that way. But we've got all the tools and the capabilities now under -- well, not under our roof, but certainly in partnership with them to help advance those markets in the way that they want to. So it's a difficult one to answer with really any degree of certainty. It's certainly a world where things are changing very rapidly. And that's why we wanted to put ourselves in that position to be able to flexibly evolve over time as markets demand it.

Okay. We're at time. Warren, thank you so much. This is one of the highlights of my -- our chat here today. So thank you, everybody for joining, and have a great rest of the conference.

Thanks, everybody.