Intercontinental Exchange Inc. · NYSE:ICE
Intercontinental Exchange — Merger or Acquisition (September 2006)
14 slides from Intercontinental Exchange's merger presentation, Sep 15, 2006
Slide 1: Transforming Global Commodities Markets
Transforming Global Commodities Markets Investor Presentation September 15, 2006 Filed by IntercontinentalExchange, Inc. (Commission File No. 001-32671) Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: The New York Board of Trade, Inc. Date: September 15, 2006
Slide 2: Forward-Looking Statements
Forward-Looking Statements- Certain statements in this presentation may contain forward-looking information regarding IntercontinentalExchange, Inc., the New York Board of Trade, and the combined company after the completion of the merger that are intended to be covered by the safe harbor for "forwa
Slide 3: Compelling Strategic Rationale
Compelling Strategic Rationale Will create an exchange leader combining complementary high-growth commodities markets, established clearing capabilities and leading edge technology One of only two U.S. exchanges with integrated in-house clearing, proprietary state-of-the-art trading technology Combi
Slide 4: Transaction Summary
Transaction Summary Structure ICE will acquire 100% of the equity membership interests of NYBOT Purchase Price: Approximately $1 BN; $400 MM in Cash and 10.297 MM in ICE common shares Pro Forma Ownership: ICE Shareholders: 85%; Former NYBOT Members: 15% Financing: Cash on hand and approximately $250
Slide 5: NYBOT Overview
NYBOT Overview Formed through 2004 merger of the Coffee, Sugar & Cocoa Exchange (CSCE) and the New York Cotton Exchange (NYCE); 136 year heritage Provides clearing through the New York Clearing Corporation, a wholly owned subsidiary Strong body of Floor Brokers and meaningful participation of Trade
Slide 6: NYBOT Financial Profile
NYBOT Financial Profile Revenues ($ in millions) Profit Before Taxes ($ in millions) Historical track record of consistent revenue and earnings growth 19% Revenue CAGR between 2003 - 2005 33% LTM PBT Margins (as of June 2006) Scaleable business model Significant operating leverage Over 70% of increm
Slide 7: Capabilities of the Combined Company
Capabilities of the Combined Company Diversified Product Offering (OTC and Futures) Scaleable Technology Platform State-of-the-art technology Continued enhancements for speed and functionality Scaleable platform used by thousands of commodity traders every day Multiple access points (ISVs, APIs, Int
Slide 8: Transaction Synergies
Transaction Synergies Clearing Synergies Potential pre-tax synergies at current volumes: $41 million Realizable between 12-18 months following transaction close Electronic Trading Opportunity Potential pre-tax impact of approximately $6 million + Other Cost Savings Pre-tax annual cost savings of app
Slide 9: Strategic and Financial Benefits of Acquiring Clearing
Strategic and Financial Benefits of Acquiring Clearing Clearing Opportunity New revenue stream Attractive profit potential Current annual clearing costs for NYBOT approximately $6 million Control over quality and delivery of critical customer value driver Introduce new products with greater speed an
Slide 10: Electronic Opportunity
Electronic Opportunity ICE intends to license its electronic trading platform to the NYBOT for electronic trading NYBOT products share certain characteristics that appeal to the electronic trading community including volatility and risk management tools Commodity participants worldwide rely on ICE f
Slide 11: Electronic Opportunity
Electronic Opportunity Incremental revenues from the introduction of electronic trading for NYBOT products and / or their related derivatives Potential to launch NYBOT fully electronic minis Successful introduction of side-by-side trading for agricultural futures Illustrative Electronic Opportunity
Slide 12: Baseline Cost Synergies
Baseline Cost Synergies ICE expects to realize annual cost synergies between $7 - $10 MM a year Cost Saving Detail ($ in millions) Represents approximately 11 - 16% of NYBOT's LTM expense base Potential areas for cost savings include: Marketing Professional Services Technology General & Administrati
Slide 13: Combined Results Fully Realized Synergies
Combined Results Fully Realized Synergies Illustrative: To Be Achieved within 12 - 18 Months
Slide 14: Exchange Leader Positioned for Continued Growth
Exchange Leader Positioned for Continued Growth Combined Company LTM Revenue of approximately $350 MM including synergies High incremental margins, well positioned for growth Diversified Product Offering across Futures and OTC among markets In-House Clearing capability Scaleable Commodities Technolo
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