TMX Group Limited Reports Results for the Third Quarter 2013

  • Revenue of $165.3 million in Q3/13, down 9% compared with Q2/13, reflecting market conditions and seasonality
  • Operating expenses of $106.4 million in Q3/13, down 7% compared with Q2/13, partially due to exceeding our synergy target
  • Diluted earnings per share of 35 cents in Q3/13
  • Adjusted diluted earnings per share of 75 cents in Q3/13, down 16% compared with Q2/13
  • Adjusted diluted earnings per share of 75 cents excludes:
    • 22 cents per share charge related to credit facility refinancing expenses
    • 4 cents per share charge related to Maple transaction and integration costs
    • 14 cents per share of amortization of intangibles related to acquisitions
    • Expected Q4/13 interest savings of about $3.5 million before tax following Q3/13 refinancing transactions.

    TORONTO, Nov. 7, 2013 /CNW/ - TMX Group Limited [TSX:X] ("TMX Group") today announced results for the third quarter ended September 30, 2013.

    Commenting on Q3/13, Thomas Kloet, Chief Executive Officer of TMX Group, said:

    "While the continued softness in capital markets activity in Canada has impacted our financial performance, TMX Group continued to advance its operational and strategic goals in the third quarter.  We implemented the high-performance TMX Quantum XA engine on TMX Select in August.  The migration of our other equities marketplaces to TMX Quantum XA is planned to begin mid-2014.  In addition, the integration of TMX Group Inc., CDS and Alpha is progressing very well, and teams across TMX Group are working together on new opportunities.  The business remains focused on its diversification efforts, and is taking the steps needed to enhance our service to customers and our international competitiveness."

    Michael Ptasznik, Chief Financial Officer of TMX Group, said:

    "Revenue declined from Q2/13 to Q3/13 primarily due to lower additional listing fees and reduced cash and derivatives markets trading and clearing revenue reflecting market conditions and seasonality. From an operational perspective, we exceeded our target in realizing cost synergies from integrating TMX Group Inc., CDS and Alpha.  This progress is evident in our Q3/13 results and is reflected in the 7% decline in operating expenses compared with Q2/13."

    "We continue to work diligently to identify further opportunities to reduce expenses.  For example, in Q3/13 we completed a refinancing that included a successful $1 billion debenture issuance, and amendment to our bank facility, which we expect will reduce interest expense by about $3.5 million before tax in Q4/13 based on current debt levels."

    Important Information

    TMX Group Limited (TMX Group) completed the acquisition of TMX Group Inc. on September 14, 2012 and the acquisitions of The Canadian Depository for Securities Limited (CDS) and Alpha Trading Systems Inc. and Alpha Trading Systems Limited Partnership (collectively, Alpha) on August 1, 2012 (collectively, the Maple Transaction). The TMX Group financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS), as issued by the International Accounting Standards Board (IASB) for the preparation of interim financial statements, and are in compliance with IAS 34, Interim Financial Reporting.  The financial statements include the operating results of TMX Group Inc., CDS and Alpha. Comparative financial statements for the quarter and nine months ended September 30, 2012, and as at September 30, 2012, include the operating results of TMX Group Inc. from July 31, 2012 and CDS and Alpha from August 1, 2012.

    Maple Group Acquisition Corporation (Maple) was an acquisition corporation formed solely for the purpose of pursuing the Maple Transaction. The most significant aspect of the Maple Transaction was the purchase of TMX Group Inc., which was a publicly traded company.  Prior to the completion of the acquisitions of CDS and Alpha on August 1, 2012 and the initial take up of 80% of the common shares of TMX Group Inc. on July 31, 2012 under the Maple offer, Maple had no material assets and no history of earnings and had not commenced commercial operations. The approach taken in this press release is intended to provide readers with a more complete view of the operating performance of TMX Group. Therefore, TMX Group's revenue, operating expenses, and net income (loss) attributable to non-controlling interests for the quarter ended September 30, 2013 are compared with the combined financial information for TMX Group Inc. for the month ended July 31, 2012 and TMX Group for the quarter ended September 30, 2012, including TMX Group Inc. from July 31, 2012 and CDS and Alpha from August 1, 2012. For the nine months ended September 30, 2013, TMX Group's revenue, operating expenses, and net income (loss) attributable to non-controlling interests are compared with the combined financial information for TMX Group Inc. for the seven months ended July 31, 2012 and TMX Group for the nine months ended September 30, 2012, including TMX Group Inc. from July 31, 2012 and CDS and Alpha from August 1, 2012.  This approach is similar to how the results would be reported if TMX Group Inc. was the acquirer of CDS and Alpha. Management believes that this is the most meaningful presentation for the purpose of our comparative discussion of revenue, operating expenses, and net income (loss) attributable to non-controlling interests.

    Three and Nine Months Ended September 30, 2013 Compared With Three and Nine Months Ended September 30, 2012

    The information in the chart below reflects financial information for TMX Group. The comparative financial information for TMX Group for the three and nine months ended September 30, 2012 includes operating results of TMX Group Inc. from July 31, 2012 and CDS and Alpha from August 1, 2012.

    For the reasons outlined in the section above, management believes that the historical information for TMX Group in this table will be of limited use to investors and other users of our financial information in evaluating the operating performance of our company for the comparative periods.

    Summary of Financial Information

    (in millions of dollars, except per share amounts)
    (unaudited)

      Q3/13   Q3/12   $ Increase /
    $ (decrease)
    Revenue $165.3   $113.4   $51.9
    Operating expenses $106.4   $73.8   $32.6
               
    Net income attributable to TMX Group shareholders $19.2   $15.3   $3.9
    Earnings/(loss) per shareX            
             Basic $0.35   $0.53   $(0.18)
             Diluted $0.35   $0.53   $(0.18)
    Cash flows from (used in) operating activities $56.7   $(70.7)   $127.4

    (in millions of dollars, except per share amounts)
    (unaudited)

      Nine months ended    
      Sept. 30/13   Sept. 30/12   $ Increase
    Revenue $519.8   $113.4   $406.4
    Operating expenses $333.4   $73.8   $259.6
    Net income (loss) attributable to TMX Group shareholders $82.5   $(17.5)   $100.0
    Earnings/(loss) per shareX          
             Basic $1.52   $(1.74)   $3.26
             Diluted $1.52   $(1.74)   $3.26
    Cash flows from (used in) operating activities $194.8   $(105.9)   $300.7

    Non-IFRS Financial Measure

    Adjusted earnings per share and adjusted diluted earnings per share provided below are Non-IFRS measures and do not have standardized meanings prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other companies. We present adjusted earnings per share and adjusted diluted earnings per share to indicate operating performance exclusive of a number of adjustments that are not indicative of underlying business performance. These adjustments include Maple Transaction and integration costs, credit facility refinancing expenses, an adjustment related to the sale of PC-Bond and related income tax expense, the increase in deferred income tax liabilities resulting from the change in B.C. corporate income tax rate, and the amortization of intangible assets related to acquisitions. Management uses these measures to assess our financial performance, including our ability to generate cash, exclusive of these costs, and to enable comparability across periods.


    ____________________________
    x Earnings (loss) per share information is based on net income (loss) attributable to TMX Group shareholders.

    Adjusted Earnings per Share Reconciliation for Q3/13 and Q3/12°

    The following is a reconciliation of earnings/(loss) per share to adjusted earnings per share°:

      Q3/13   Q3/12
    Basic   Diluted   Basic   Diluted
    Earnings per shareX $0.35   $0.35   $0.53   $0.53
    Adjustment:              
      Related to credit facility refinancing expenses
    (includes write-off of prepaid financing fees and related items)
    $0.22   $0.22   -   -
                     
      Related to Maple Transaction and integration costs $0.04   $0.04   $0.14   $0.14
                     
      Related to amortization of intangibles related to acquisitions $0.14   $0.14   $0.20   $0.20
                     
    Adjusted earnings per share° $0.75   $0.75   $0.87   $0.87
                   
                   

    Weighted average number of basic common shares outstanding in Q3/13 was 54,087,535
    Weighted average number of diluted common shares outstanding in Q3/13 was 54,141,064
    Weighted average number of basic common shares outstanding in Q3/12 was 28,757,790
    Weighted average number of diluted common shares outstanding in Q3/12 was 28,816,768

    ____________________________
    ° See discussion under the heading Non-IFRS Financial Measure.
    x Earnings per share information is based on net income attributable to TMX Group shareholders.

    Adjusted Earnings per Share Reconciliation for Nine Months Ended September 30, 2013 and Nine Months Ended September 30, 2012°

    The following is a reconciliation of earnings/(loss) per share to adjusted earnings per share°:

      Nine Months Ended
      Sept. 30/13   Sept. 30/12
    Basic   Diluted   Basic   Diluted
    Earnings/(loss) per shareX $1.52   $1.52   $(1.74)   $(1.74)
                   
    Adjustment:              
                   
      Related to credit facility refinancing expenses
    (includes write-off of prepaid financing fees and related items)
    $0.22   $0.22   -   -
                     
      Related to the sale of PC- Bond and related income tax expense $0.10   $0.10   -   -
                     
      Related to increase in deferred income tax liabilities resulting
    from the change in B.C. corporate income tax rate
    $0.05   $0.05   -   -
                     
      Related to Maple Transaction and integration costs $0.07   $0.07   $3.66   $3.66
                     
      Related to amortization of intangibles related to acquisitions $0.45   $0.45   $0.56   $0.56
                     
    Adjusted earnings per share° $2.41   $2.41   $2.48   $2.48
                   
                   

    Weighted average number of basic common shares outstanding in nine months ended Sept. 30/13 was 54,022,162
    Weighted average number of diluted common shares outstanding in nine months ended Sept. 30/13 was 54,107,513
    Weighted average number of basic common shares outstanding in nine months ended Sept. 30/12 was 10,068,669
    Weighted average number of diluted common shares outstanding in nine months ended Sept. 30/12 was 10,088,472

    ____________________________
    ° See discussion under the heading Non-IFRS Financial Measure.
    x Earnings (loss) per share information is based on net income (loss) attributable to TMX Group shareholders.

    Supplementary Information For Three Months Ended September 30, 2013 Compared With Three Months Ended September 30, 2012

    The following table contains TMX Group revenue and operating expenses, income from operations and net income attributable to non-controlling interests for the period from July 1, 2013 to September 30, 2013.  In order to provide a meaningful discussion of the results of operations in this press release, we have compared TMX Group consolidated revenue and operating expenses, income from operations and net income attributable to non-controlling interests for Q3/13 with the combined financial information for TMX Group Inc. for the month ended July 31, 2012 and TMX Group for the quarter ended September 30, 2012, including TMX Group Inc. from July 31, 2012 and CDS and Alpha from August 1, 2012. This approach is similar to how the results would be reported if TMX Group Inc. was the acquirer of CDS and Alpha.

    This Q3/12 information differs from the TMX Group consolidated financial statements for that period. The TMX Group consolidated financial statements for Q3/12 do not include financial information for TMX Group Inc. for the month ended July 31, 2012.  Financial information for TMX Group Inc. has also been included from July 31, 2012 and for CDS and Alpha from August 1, 2012.

    (In millions of dollars) (Unaudited)

         
      TMX Group
    Q3/13
    TMX Group Inc.
    July/12
    TMX Group
    July-Sept/12
    Q3/12y
    Revenue:    
      Issuer services $44.7 $43.8
      Trading, clearing, depository and related  72.3 67.9
      Information services 42.4 45.5
      Technology services and other 5.9 5.1
      REPO interest:    
        Interest income 17.0 13.7
        Interest expense (17.0) (13.7)
        Net REPO interest - -
      Total revenue 165.3 162.3
    Operating Expenses:    
      Compensation and benefits 51.6 45.3
      Information and trading systems 16.9 18.4
      General and administration 19.9 20.0
      Depreciation and amortization 18.0 16.5
      Total operating expenses 106.4 100.2
      Income from operations 58.9 62.1
         
      Net income (loss) attributable to non-controlling interests  (0.4) 4.2

    Revenue

    Revenue was $165.3 million in Q3/13, up $3.0 million or 2%, compared with $162.3 milliony in Q3/12. The increase attributable to acquisitions was $10.7 million and reflected the inclusion of three months of revenue from CDS, Alpha, and Equity Transfer (acquired April 5, 2013) totalling $28.6 million (versus two months of revenue from CDS and Alpha totalling $17.9 million in Q3/12). In addition, there was an increase in MX and Canadian Derivatives Clearing Corporation (CDCC) trading and clearing revenue in Q3/13 compared with Q3/12. The increase was partially offset by lower revenue from additional listing fees on both Toronto Stock Exchange and TSX Venture Exchange and lower trading and information services revenue from BOX Market LLC (BOX). In addition, we had a reduction in revenue following the sale of PC-Bond on April 5, 2013.

    _____________________________
    y TMX Group Inc. results for July 1 to 31, 2012 and TMX Group results for July 1, 2012 to September 30, 2012, including TMX Group Inc., CDS, and Alpha for August 1, 2012 to September 30, 2012.

    Operating Expenses1

    Operating expenses in Q3/13 were $106.4 million, up $6.2 million or 6%, from $100.2 milliony in Q3/12.  The increase attributable to acquisitions was $5.4 million and reflected the inclusion of three months of combined operating expenses from CDS and Alpha, net of synergies, and Equity Transfer (acquired April 5, 2013) totalling $28.6 million, versus two months of operating expenses from CDS and Alpha in Q3/12 totalling $23.2 million. Operating expenses include $9.0 million from amortization of intangible assets related to TMX Group's acquisitions of TMX Group Inc., CDS, Alpha, and Equity Transfer, compared with $5.8 million from amortization of intangibles related to the acquisitions of TMX Group Inc., CDS, and Alpha for August and September 2012, which resulted in an increase of $3.2 million in depreciation and amortization.

    We continued to make progress on the integration of TMX Group Inc., CDS and Alpha. We have now exceeded our target to achieve annual cost synergies of approximately $20.0 million (net of incremental costs of regulation), on a run-rate basis in the first quarter of 2014.  In the first nine months of 2013, we realized approximately $14.0 million of these net synergies.  We now expect to achieve annualized net synergies of $28.0 million on a run-rate basis.  We continue to estimate approximately $24.0 million in one-time costs to achieve the total synergies. Total integration costs incurred during the first nine months of 2013 were approximately $4.0 million, and cumulative integration costs from Q3/12 were approximately $21.9 million.

    Net Income (Loss) Attributable to Non-Controlling Interests

    MX holds a 53.8% ownership interest in BOX. The results for BOX are consolidated in our Condensed Consolidated Interim Income Statement. Net income attributable to non-controlling interests represents the other BOX members' share of BOX's income or loss for the period. In Q3/12, TMX Group Inc. and BOX each had non-controlling interests:

    • TMX Group Inc. - net income attributable to non-controlling interests included $3.0 million related to the period prior to September 14, 2012, when TMX Group Inc. was publicly owned.  TMX Group owned 80% of TMX Group Inc. from July 31, 2012 to September 13, 2012.  On September 14, 2012, TMX Group acquired the remaining outstanding shares of TMX Group Inc. and it became a wholly-owned subsidiary of TMX Group.

    • BOX - net income attributable to non-controlling interests included $1.2 million related to BOX in Q3/12.  The decline from Q3/12 to Q3/13 reflected lower revenue from a decrease in volumes traded on BOX reflecting a loss in market share.

    ___________________________
    1 The "Operating Expenses" section above contains certain forward-looking statements. Please refer to "Caution Regarding Forward-Looking Information" for a discussion of risks and uncertainties related to such statements.
    y TMX Group Inc. results for July 1 to 31, 2012 and TMX Group results for July 1, 2012 to September 30, 2012, including TMX Group Inc., CDS, and Alpha for August 1, 2012 to September 30, 2012.

    Supplementary Information For Nine Months Ended September 30, 2013 Compared With Nine Months Ended September 30, 2012

    The following table contains TMX Group revenue and operating expenses, income from operations, and net income attributable to non-controlling interests for the period from January 1, 2013 to September 30, 2013, including the operating results of Equity Transfer from April 5, 2013.  In order to provide a meaningful discussion of the results of operations in this press release, we have compared TMX Group consolidated revenue and operating expenses, income from operations and net income (loss) attributable to non-controlling interests for the nine-month period ended September 30, 2013 with the combined financial information for TMX Group Inc. for the seven months ended July 31, 2012 and TMX Group for the nine months ended September 30, 2012, including TMX Group Inc. from July 31, 2012 and CDS and Alpha from August 1, 2012. This approach is similar to how the results would be reported if TMX Group Inc. was the acquirer of CDS and Alpha.

    This information for the nine months ended September 30, 2012 differs from the TMX Group consolidated financial statements for that period. The TMX Group consolidated financial statements do not include financial information for TMX Group Inc. for the seven months ended July 31, 2012.  Financial information for TMX Group Inc. has been included from July 31, 2012 and for CDS and Alpha from August 1, 2012.

    (In millions of dollars) (Unaudited)

         
      TMX Group
    Jan-Sept/13
    TMX Group Inc.
    Jan-July/12
    TMX Group
    Jan-Sept/12z
    Revenue:    
      Issuer services $139.3 $145.2
      Trading, clearing, depository and related  228.0 198.1
      Information services 133.9 132.1
      Technology services and other 18.6 16.6
      REPO interest:    
        Interest income 56.4 23.4
        Interest expense (56.4) (23.4)
        Net REPO interest - -
      Total revenue 519.8 492.0
    Operating Expenses:    
      Compensation and benefits 157.2 125.3
      Information and trading systems 55.0 46.5
      General and administration 66.9 60.4
      Depreciation and amortization 54.3 33.4
      Total operating expenses 333.4 265.6
      Income from operations 186.4 226.4
         
      Net income (loss) attributable to non-controlling interests  (0.5) 13.5

     

    ________________________________
    z TMX Group Inc. results for January 1, 2012 to July 31, 2012 and TMX Group results for January 1, 2012 to September 30, 2012, including TMX Group Inc., CDS, and Alpha for August 1, 2012 to September 30, 2012

    Revenue

    Revenue was $519.8 million for the first nine months of 2013, up $27.8 million or 6%, compared with $492.0 millionz for the first nine months of 2012. The increase attributable to acquisitions was $68.6 million and reflected the inclusion of nine months of revenue from CDS and Alpha, and approximately six months of revenue of Equity Transfer (acquired April 5, 2013) totalling $86.5 million, versus two months of revenue from CDS and Alpha totalling $17.9 million in the first nine months of 2012. The increase was partially offset by lower revenue from additional listing fees on Toronto Stock Exchange and TSX Venture Exchange, cash markets trading on Toronto Stock Exchange, TSX Venture Exchange, and Alpha, and derivatives trading and information services on BOX, as well as the reduction in revenue following the sale of PC-Bond on April 5, 2013.  In addition, during the first nine months of 2012, revenue was higher due to the one-time receipt of approximately $5.0 million from IIROC, in connection with the termination of our contract to provide services effective March 31, 2012.

    Operating Expenses

    Operating expenses in the nine months ended September 30, 2013 were $333.4 million, up $67.8 million or 26%, from $265.6 millionz in the nine months ended September 30, 2012. The increase attributable to acquisitions was $67.3 million, and reflected the inclusion of nine months of operating expenses from CDS and Alpha, net of synergies, and approximately six months of operating expenses from Equity Transfer (acquired April 5, 2013) totalling $90.5 million, versus only two months of operating expenses from CDS and Alpha totalling $23.2 million in the first nine months of 2012. Operating expenses include $27.6 million from amortization of intangible assets related to TMX Group's acquisitions of TMX Group Inc., CDS, Alpha, and Equity Transfer (acquired April 5, 2013), compared with $5.8 million from amortization of intangibles related to the acquisitions of TMX Group Inc., CDS, and Alpha for August and September 2012, which resulted in an increase of $21.8 million in depreciation and amortization.  The increase was partially offset by the lower operating expenses related to PC-Bond that were no longer consolidated following the sale on April 5, 2013.



    zTMX Group Inc. results for January 1, 2012 to July 31, 2012 and TMX Group results for January 1, 2012 to September 30, 2012, including TMX Group Inc., CDS, and Alpha for August 1, 2012 to September 30, 2012.

    Net Income (Loss) Attributable to Non-Controlling Interests

    In the first nine months of 2012, net income attributable to non-controlling interests included $3.0 million related to TMX Group Inc.  TMX Group owned 80% of TMX Group Inc. from July 31, 2012 to September 13, 2012. In the first nine months of 2012, net income attributable to non-controlling interests included $10.5 million related to BOX, of which $6.2 million was their share of a non-cash reversal of an impairment loss on an intangible asset. The remaining decline in the net income attributable to non-controlling interests in BOX for the first nine months of 2013 reflected the decrease in BOX's revenue resulting from lower volumes due to a loss in market share.  In addition, prior to May 14, 2012, BOX received Options Regulatory Fees, which contributed to higher revenue.

    Three Months Ended September 30, 2013 Compared With Three Months Ended June 30, 2013

    Revenue

    Revenue in Q3/13 was 9% lower than in Q2/13 primarily due to lower additional listing fee revenue as well as both cash markets and derivatives markets trading and clearing revenue.

    ____________________________
    z TMX Group Inc. results for January 1, 2012 to July 31, 2012 and TMX Group results for January 1, 2012 to September 30, 2012, including TMX Group Inc., CDS, and Alpha for August 1, 2012 to September 30, 2012.

    Operating Expenses

    Operating expenses in Q3/13 decreased by 7% over Q2/13 primarily due to reduced information and trading system costs reflecting lower fees to ICE (relating to NGX's technology and clearing alliance with InterContinental Exchange, Inc. (ICE)), a decrease in project costs, and lower Atrium expenses. In addition, there were reduced general and administration costs reflecting lower bad debt expenses and overall reduced operating expenses due to realized synergies from the integration of TMX Group Inc., CDS, and Alpha.

    Income from Operations

    Income from operations decreased by 12% from Q2/13, reflecting the combined impact of lower revenue and somewhat offset by lower operating expenses.

    Financial Statements Governance Practice

    The Finance & Audit Committee of the Board of Directors of TMX Group reviewed this press release as well as the Q3/13 financial statements and related Management's Discussion and Analysis (MD&A) and recommended they be approved by the Board of Directors. Following review by the full Board, the Q3/13 financial statements, MD&A and the contents of this press release were approved.

    Condensed Consolidated Interim Financial Statements

    Our Q3/13 financial statements are prepared in accordance with IFRS as issued by the IASB, are in compliance with IAS 34, Interim Financial Reporting, and are reported in Canadian dollars unless otherwise indicated. Financial measures contained in the MD&A and this press release are based on financial statements prepared in accordance with IFRS, unless otherwise specified and are in Canadian dollars unless otherwise indicated.

    Access to Quarterly Materials

    TMX Group has filed its Q3/13 financial statements and MD&A with Canadian securities regulators.  These documents may be accessed through www.sedar.com, or on the TMX Group website at www.tmx.com. We are not incorporating information contained on the website in this press release. For Adjusted Earnings per Share Reconciliation for Q2/13, refer to our Q2/13 MD&A dated July 31, 2013. In addition, copies of these documents will be available upon request, at no cost, by contacting TMX Group Investor Relations by phone at (416) 947-4277 or by e-mail at shareholder@tmx.com.

    Caution Regarding Forward-Looking Information

    This press release of TMX Group contains "forward-looking information" (as defined in applicable Canadian securities legislation) that is based on expectations, assumptions, estimates, projections and other factors that management believes to be relevant as of the date of this press release. Often, but not always, such forward-looking information can be identified by the use of forward-looking words such as "plans", "expects", "is expected", "budget", "scheduled", "targeted", "estimates", "forecasts", "intends", "anticipates", "believes", or variations or the negatives of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved or not be taken, occur or be achieved. Forward-looking information, by its nature, requires us to make assumptions and is subject to significant risks and uncertainties which may give rise to the possibility that our expectations or conclusions will not prove to be accurate and that our assumptions may not be correct.

    In particular, this press release contains information regarding the integration of the business of TMX Group Inc. with CDS and Alpha and the anticipated benefits and synergies from the acquisitions of CDS and Alpha. There are costs associated with achieving these synergies. This is forward-looking information as defined in applicable Canadian securities legislation and is subject to the assumptions (in the 2012 MD&A under the heading "Integration"), risks, and uncertainties outlined in the following paragraphs. In addition to the risk factors outlined below, this information is subject to the following risks: the inability to successfully integrate TMX Group Inc.'s operations with those of Alpha and CDS including, without limitation incurring and/or experiencing unanticipated costs and/or delays or difficulties; inability to effectively reduce headcount, eliminate or consolidate contracts, technology, physical accommodations or other operating expenses; and the failure to realize the anticipated benefits from the acquisitions of TMX Group Inc., Alpha and CDS, including the fact that synergies are not realized in the amount or the time frame anticipated or at all.

    In addition, this press release contains information regarding our expected interest savings (pre-tax) resulting from our Q3/13 refinancing transactions, which is forward-looking information as defined in applicable Canadian securities legislation. This information is subject to the assumption that our debt remains at current levels.

    Additional examples of forward-looking information in this press release include, but are not limited to, factors relating to stock, derivatives and energy exchanges and clearing houses and the business, strategic goals and priorities, market condition, pricing, proposed technology and other initiatives, financial condition, operations and prospects of TMX Group which are subject to significant risks and uncertainties. These risks include: competition from other exchanges or marketplaces, including alternative trading systems and new technologies, on a national and international basis; dependence on the economy of Canada; adverse effects on our results caused by global economic uncertainties including changes in business cycles that impact our sector; failure to retain and attract qualified personnel; geopolitical and other factors which could cause business interruption; dependence on information technology; vulnerability of our networks and third party service providers to security risks; failure to implement our strategies; regulatory constraints; risks of litigation or regulatory proceedings; dependence on adequate numbers of customers; failure to develop, market or gain acceptance of new products; currency risk; adverse effect of new business activities; not being able to meet cash requirements because of our holding company structure and restrictions on paying  dividends; dependence on third party suppliers and service providers; dependence of trading operations on a small number of clients; risks associated with our clearing operations; challenges related to international expansion; restrictions on ownership of TMX Group common shares; inability to protect our intellectual property; adverse effect of a systemic market event on certain of our businesses; risks associated with the credit of customers; cost structures being largely fixed; dependence on market activity that cannot be controlled; the regulatory constraints that apply to the business of TMX Group and its regulated subsidiaries, costs of on exchange clearing and depository services, trading volumes (which could be higher or lower than estimated) and revenues; future levels of revenues being lower than expected or costs being higher than expected.

    Forward-looking information is based on a number of assumptions which may prove to be incorrect, including, but not limited to, assumptions in connection with the ability of TMX Group to successfully compete against global and regional marketplaces; business and economic conditions generally; exchange rates (including estimates of the U.S. dollar - Canadian dollar exchange rate), the level of trading and activity on markets, and particularly the level of trading in TMX Group's key products; business development and marketing and sales activity; the continued availability of financing on appropriate terms for future projects; productivity at TMX Group, as well as that of TMX Group's competitors; market competition; research & development activities; the successful introduction and client acceptance of new products; successful introduction of various technology assets and capabilities; the impact on TMX Group and its customers of various regulations; TMX  Group's ongoing relations with its employees; and the extent of any labour, equipment or other disruptions at any of its operations of any significance other than any planned maintenance or similar shutdowns.

    While we anticipate that subsequent events and developments may cause our views to change, we have no intention to update this forward-looking information, except as required by applicable securities law. This forward-looking information should not be relied upon as representing our views as of any date subsequent to the date of this press release.  We have attempted to identify important factors that could cause actual actions, events or results to differ materially from those current expectations described in forward-looking information. However, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended and that could cause actual actions, events or results to differ materially from current expectations. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. These factors are not intended to represent a complete list of the factors that could affect us. A description of the above-mentioned items is contained under the heading Risks and Uncertainties in the 2012 Annual MD&A.

    About TMX Group (TSX:X)

    TMX Group's key subsidiaries operate cash and derivative markets and clearing houses for multiple asset classes including equities, fixed income and energy. Toronto Stock Exchange, TSX Venture Exchange, TMX Select, Alpha Group, The Canadian Depository for Securities, Montreal Exchange, Canadian Derivatives Clearing Corporation, Natural Gas Exchange, BOX Options Exchange, Shorcan, Shorcan Energy Brokers, Equicom and other TMX Group companies provide listing markets, trading markets, clearing facilities, depository services, data products and other services to the global financial community. TMX Group is headquartered in Toronto and operates offices across Canada (Montreal, Calgary and Vancouver), in key U.S. markets (New York, Houston, Boston and Chicago) as well as in London, Beijing and Sydney. For more information about TMX Group, visit our website at www.tmx.com. Follow TMX Group on Twitter at http://twitter.com/tmxgroup.

    Teleconference / Audio Webcast

    TMX Group will host a teleconference / audio webcast to discuss the financial results for Q3/13.

    Time: 8:00 a.m. - 9:00 a.m. ET on Thursday, November 7, 2013.

    To teleconference participants: Please call the following number at least 15 minutes prior to the start of the event.

    The audio webcast of the conference call will also be available on TMX Group's website at www.tmx.com, under Investor Relations.

    Teleconference Number: 647-427-7450 or 1-888-231-8191

    Audio Replay: 416-849-0833 or 1-855-859-2056

    The passcode for the replay is 75054337.

     

     

     

    SOURCE: TMX Group Limited

    For further information:


    Carolyn Quick
    Director, Communications & Public Affairs
    TMX Group
    416-947-4597
    carolyn.quick@tmx.com

    Paul Malcolmson  
    Director, Investor Relations
    TMX Group  
    416-947-4317  
    paul.malcolmson@tmx.com


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