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Business Segments
12 Months Ended
Dec. 31, 2022
Segment Reporting [Abstract]  
Business Segments BUSINESS SEGMENTS
In 2022, we announced a new organizational structure which aligns our businesses more closely with the foundational shifts that are driving the evolution of the global financial system. In order to amplify our strategy, we aligned the Company more closely with evolving client needs. During the fourth quarter of 2022, we began to manage, operate and provide our products and services in line with this new divisional structure. As a result, our four previous business segments, Market Technology, Investment Intelligence, Corporate Platforms and Market Services have been changed to align with our new corporate structure that includes three business segments: Market Platforms, Capital Access Platforms and Anti-Financial Crime. See Note 1, “Organization and Nature of Operations,” for further discussion of our reportable segments.
This Annual Report on Form 10-K presents our results in alignment with the new corporate structure. All periods presented are restated to reflect the new structure.
Our management allocates resources, assesses performance and manages these businesses as three separate segments. We evaluate the performance of our segments based on several factors, of which the primary financial measure is operating income. Results of individual businesses are presented based on our management accounting practices and structure. Our chief operating decision maker does not review total assets or statements of income below operating income by segments as key performance metrics; therefore, such information is not presented below.
The following table presents certain information regarding our business segments for the years ended December 31, 2022, 2021 and 2020:
 Year Ended December 31,
 202220212020
Market Platforms(in millions)
Total revenues$4,225 $4,048 $4,179 
Transaction-based expenses(2,644)(2,466)(2,722)
Revenues less transaction-based expenses1,581 1,582 1,457 
Depreciation and amortization*59 64 55 
Operating income859 893 784 
Purchase of property and equipment83 96 125 
Capital Access Platforms
Total revenues1,684 1,568 1,287 
Depreciation and amortization*36 34 30 
Operating income916 844 651 
Purchase of property and equipment50 50 54 
Anti-Financial Crime
Total revenues306 231 116 
Depreciation and amortization*10 
Operating income80 44 35 
Purchase of property and equipment19 17 
Corporate Items
Total revenues11 39 43 
Depreciation and amortization153 172 111 
Operating loss(291)(340)(236)
Consolidated
Total revenues$6,226 $5,886 $5,625 
Transaction-based expenses(2,644)(2,466)(2,722)
Revenues less transaction-based expenses$3,582 $3,420 $2,903 
Depreciation and amortization$258 $278 $202 
Operating income$1,564 $1,441 $1,234 
Purchase of property and equipment$152 $163 $188 
*excludes amortization of acquired intangible assets.
Certain amounts are allocated to Corporate Items in our management reports as we believe they do not contribute to a meaningful evaluation of a particular segment's ongoing operating performance. These items, which are presented in the table below, include the following:
Amortization expense of acquired intangible assets: We amortize intangible assets acquired in connection with various acquisitions. Intangible asset amortization expense can vary from period to period due to episodic acquisitions completed, rather than from our ongoing business operations. As such, if intangible asset amortization is included in performance measures, it is more difficult to assess the day-to-day operating performance of the segments, and the relative operating performance of the segments between periods. Management does not consider intangible asset amortization expense for the purpose of evaluating the performance of our segments or their managers or when making decisions to allocate resources. Therefore, we believe performance measures excluding intangible asset amortization expense provide management with a useful representation of our segments' ongoing activity in each period.
Merger and strategic initiatives expense: We have pursued various strategic initiatives and completed acquisitions and divestitures in recent years that have resulted in expenses which would not have otherwise been incurred. These expenses generally include integration costs, as well as legal, due diligence and other third-party transaction costs. The frequency and the amount of such expenses vary significantly based on the size, timing and complexity of the transaction. Management does not consider merger and strategic initiatives expense for the purpose of evaluating the performance of our segments or their managers or when making decisions to allocate resources. Therefore, we believe performance measures excluding merger and strategic initiatives expense provide management with a useful representation of our segments' ongoing activity in each period.
Restructuring charges: In October 2022, following our September announcement to realign our segments and leadership, we initiated a divisional alignment program with a focus on realizing the full potential of this structure. In 2019, we initiated the transition of certain technology platforms to advance our strategic opportunities as a technology and analytics provider and continue the realignment of certain business areas. See Note 20, “Restructuring Charges,” for further discussion of these plans. We believe performance measures excluding restructuring charges provide management with a useful representation of our segments' ongoing activity in each period.
Revenues and expenses - divested/contributed businesses: For 2022 and 2021, we have included in corporate items the revenues and expenses of our U.S. Fixed Income business, which was previously included in our Market Platforms and Capital Access Platforms results. See “2021 Divestiture,” of Note 4, “Acquisitions and Divestiture,” for further discussion of this divestiture. Also included are the revenues and expenses of our Nordic broker services business for which we completed the wind-down in June 2022. For 2021 and 2020, we included in corporate items the revenues and expenses associated with the NPM business which we contributed to a standalone, independent company, of which we own the largest minority interest, together with a consortium of third-party financial institutions in July 2021. Prior to July, these revenues were previously included in our Capital Access Platforms results.
Other items: We have included certain other charges or gains in corporate items, to the extent we believe they should be excluded when evaluating the ongoing operating performance of each individual segment. Other items include:
for the year ended December 31, 2022, accruals related to a legal matter, included in general, administrative and other expense in our Consolidated Statements of Income and a regulatory matter offset by the release of $5 million in relation to the reduction of the administrative fine issued by the SFSA included in regulatory expense in our Consolidated Statements of Income;
for the year ended December 31, 2021 a charge related to an administrative fine imposed by the SFSA. The 2022 and 2021 SFSA fine is associated with the default that occurred in 2018, see “Nasdaq Commodities Clearing Default,” of Note 15, “Clearing Operations,” for further discussion; and for the year ended December 31, 2020 the reversal of a regulatory fine issued by the SFSA. All charges and releases have been included in regulatory expense in the Consolidated Statements of Income;
for the year ended December 31, 2020, a provision for notes receivable associated with the funding of technology development for the consolidated audit trail;
for the years ended December 31, 2022, 2021 and 2020, a charge on extinguishment of debt;
for the year ended December 31, 2020, charitable donations made to the Nasdaq Foundation, COVID-19 response and relief efforts, and social justice charities; and
for the years ended December 31, 2022 and 2020, certain litigation costs which are recorded in professional and contract services expense in the Consolidated Statements of Income.
The above charges are recorded in general, administrative and other expense, unless otherwise noted, in our Consolidated Statements of Income.
The following table summarizes our Corporate Items:
Year Ended December 31,
202220212020
(in millions)
Revenues - divested/contributed businesses$11 $39 $43 
Expenses:
Amortization expense of acquired intangible assets153 170 103 
Merger and strategic initiatives expense82 87 33 
Restructuring charges15 31 48 
Regulatory matters33 (6)
Provision for notes receivable— — 
Extinguishment of debt16 33 36 
Charitable donations— — 17 
Expenses - divested/contributed businesses16 24 
Other30 18 
Total expenses302 379 279 
Operating loss$(291)$(340)$(236)
For further discussion of our segments’ results, see “Segment Operating Results,” of “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.”
Geographic Data
The following table presents total revenues and property and equipment, net by geographic area for 2022, 2021 and 2020. Revenues are classified based upon the location of the customer. Property and equipment information is based on the physical location of the assets.
 Total
Revenues
Property and
Equipment, Net
2022: (in millions)
United States$5,100 $344 
All other countries
1,126 188 
Total$6,226 $532 
2021:  
United States$4,822 $325 
All other countries
1,064 184 
Total$5,886 $509 
2020:  
United States$4,662 $311 
All other countries
963 164 
Total$5,625 $475 
Our property and equipment, net for all other countries primarily includes assets held in Sweden. No single customer accounted for 10.0% or more of our revenues in 2022, 2021 and 2020.