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Tel Aviv Stock Exchange Ltd. Earnings Release 2022

Nov 29, 2022

7071_rns_2022-11-29_e17e44dd-c200-42a5-9490-066057f08825.pdf

Earnings Release

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November 29, 2022 420862.docx

THE TEL-AVIV STOCK EXCHANGE LTD REPORTED THIRD QUARTER 2022 RESULTS

November 29, 2022 (Tel Aviv) -Tel Aviv Stock Exchange Ltd (TASE:TASE) today announced its financial results for the Third quarter ended September 30, 2022. 1

General

TASE Concludes the Third Quarter with a 15% Increase in Revenues and 34% in the Adjusted EBITDA Compared to the Corresponding Quarter Last Year.

TASE Initiated the Second Stage of its Declared Buyback Intention in an Amount of up to NIS 36 Million Over Six Months.

1.1 Highlights of TASE's Results for the Third Quarter of 2022

Third Quarter Results

  • TASE revenues amounted to NIS 86.0 million in the Third quarter of 2022, an increase of 15% compared to the corresponding quarter last year. Revenue increased in the quarter across all operations.
  • Adjusted EBITDA increased in the Third quarter of 2022 to NIS 30.5 million compared to NIS 22.8 million in the corresponding quarter last year, an inter-quarter increase of 34%. Increase of 15% rise in revenue as a result of the increase across all operations and an increase of 6% in expenses, primarily with respect to the timing of marketing costs.
  • Adjusted net profit amounted to NIS 8.8 million in the Third quarter of 2022, compared to NIS 9.8 million adjusted net profit in the corresponding quarter last year, a decrease of 10%. While, the operating profit increased by 64% compared to the corresponding quarter last year. The decrease was mainly due to the transition to financing expenses as a result of a negative return on the Company's investments in financial assets held for trade and an increase in the tax expenses, which were partly offset by an increase in the profit before financing expenses.

1.2 Business and Corporate Highlights for the Third Quarter and The First Nine Months of 2022

BUSINESS HIGHLIGHTS

  • The average daily trading volume of shares in the Third quarter of 2022 amounted to approximately NIS 2.2 billion, an increase of 22% compared to the volumes in the corresponding quarter in previous year.
  • The average daily trading volume of corporate bonds in the Third quarter of 2022 amounted to approximately NIS 0.9 billion, 4% increase compared to the volumes in the corresponding quarter in last year. The average daily trading volume of government bonds in the Third quarter of 2022

1 The Board of Directors of TASE today approved the Consolidated Financial Statement as of September 30, 2022. The consolidated financial statements of the Company were prepared in accordance with IFRS. This is an English translation of parts of the information included in the approved financial statements. In the event of any discrepancy between the original Hebrew and the translation to English, the Hebrew version alone will prevail. The consolidated financial statements in the English Version will be published on the website by the end of December 2022.

amounted to approximately NIS 2.3 billion, 10% decrease compared to the volumes in corresponding quarter in the previous year.

  • The average daily trading volume of derivatives in the Third quarter of 2022 amounted to 149 thousand units a day, compared to 160 thousand units in the corresponding quarter in the previous year, a decrease of 7%.
  • The average daily trading volume of mutual funds in the Third quarter of 2022 amounted to NIS 915 million compared to NIS 788 million in the corresponding quarter in the previous year, an increase of 16%.
  • In the Third quarter of 2022, NIS 5.8 billion was raised on TASE in shares, an increase of 19% over the corresponding quarter in the previous year, of which NIS 0.9 billion was raised in 4 IPO's (compared to NIS 2.0 billion raised in 21 IPOs during the Third quarter of 2021). In the first nine month of 2022, NIS 20.1 billion was raised on TASE in shares, a decrease of 9% over the corresponding period in the previous year, of which a total of NIS 2.3 billion was raised in 13 IPOs (94 IPOs in total during the entire year of 2021).
  • In the Third quarter of 2022, NIS 25.9 billion was raised on TASE in corporate bonds, an increase of 27% over the corresponding quarter in the previous year and NIS 6.9 billion was raised on TASE in government bonds, a decrease of 61% over the corresponding quarter in the previous year.
  • The leading index TA-35 have increased by 0.5% in the Third quarter of 2022 and decreased by 7.1% in the first nine months of 2022. The leading index TA-125 have no changed in the Third quarter of 2022 and decreased by 8.4% in the first nine months of 2022. In addition, the leading indices TA-90 and TA-SME60 have decreased by 1.7% and 6.1% respectively, in the Third quarter of 2022 and decreased by 11.2% and 23.6% respectively, in the first nine months of 2022.
  • A 6% decrease in the balance of assets in custodianship at TASE-CH in 2022 to an amount of NIS 2.8 trillion, compared to the balance of assets in the corresponding period.
  • The marketing and distribution expenses of the Company totaled NIS 4.3 million in the Third quarter of 2022, an increase of 151% over the corresponding quarter in the previous year. The marketing and distribution expenses of the Company totaled NIS 11.6 million in the first nine months of 2022, an increase of 29% over the corresponding period last year. The expenses in the current quarter include campaigns with a cost of NIS 3.5 million, whereas in the corresponding quarter last year no campaigns were carried out.
  • Net financing expenses in the first nine months of 2022 of the Company totaled NIS 12.8 million, as compared to net financing income of NIS 3.3 million in the corresponding period last year. The transition to financing expenses this quarter resulted from a negative return of approximately 6.4% on the Company's investments in marketable securities' portfolios comprising of Israeli Government bonds, as compared to a positive return of approximately 1.8% in the corresponding period last year.
  • TASE initiated the first stage of its declared buyback intention in an amount of up to NIS 36 million over six months. In the period from May 26, 2022 to September 30, 2022, the Company executed a buyback on The Tel Aviv Stock Exchange of 1,844 thousand of its ordinary shares in consideration for NIS 30.4 million.
  • TASE announces joining of Jump Trading one of Europe's top-tier international trading entities, which operates as a provider of liquidity and trades on multiple exchanges around the world - as a remote member on TASE.
  • On October 23, 2022 the Board of Directors of the Company approved a new strategic plan for the years 2023-2027. Within this framework, the Board of Directors of the Company approved the advancement of a restructuring in the TASE Group in order to further the realization of the aforesaid strategic plan and continue the development and upgrading of the capital market for the benefit of the public. It is hereby emphasized that the implementation of the aforesaid restructuring requires the

obtaining of the approval of TASE's shareholders' meeting and various regulatory approvals, including the approval of the Israel Securities Authority.

▪ TASE to initiate the second stage of its declared buyback intention in an amount of up to NIS 36 million over six months. For additional information. see Section 5.2 below.

2. Presented below is information relating to the results for the Third quarter of 2022 (NIS, in thousands)

Three Months Ended September 30, 2022 Compared to the Three Months Ended September 30, 2021

Statement of Profit or Loss

Quarter ended Difference
30.9.2022 30.9.2021 Amount %
Revenue from services 86,024 74,968 11,056 15%
Expenses 68,794 64,433 4,361 7%
Profit before financing income, net 17,230 10,535 6,695 64%
Financing income (expenses) (4,128) 1,798 (5,926) -
Taxes on income 4,395 2,698 1,697 63%
Net profit 8,707 9,635 (928) (10%)
% of total revenue from services
for the quarter
10.1% 12.9%
  • Revenue in the Third quarter of 2022 amounted to NIS 86.0 million, compared to revenue of NIS 75.0 million in the corresponding quarter last year, an increase of 15%. Revenue increased in the quarter across all operations as a result of an increase in revenue other than revenue from trading and clearing (aprx. 9% of total revenue) and an increase in revenue from trading and clearing, inter alia, due to the greater number of trading days in the quarter compared to the corresponding quarter last year (aprx. 6% of total revenue).
  • The costs in the Third quarter of 2022 totaled approximately NIS 68.8 million, compared to costs of NIS 64.4 million in the corresponding quarter last year, an increase of 7%. The increase in the costs is due mainly to a rise in marketing expenses (aprx. 4% of total costs), as a result of the timing of performance of campaigns, an increase in depreciation expenses (aprx. 2% of total costs), and an increase in computer and communications expenses and general and administrative expenses, which were partly offset by a reduction in employee benefits expenses.
  • Net financing expenses in the Third quarter of 2022 totaled NIS 4.1 million, as compared to net financing income of NIS 1.8 million in the corresponding quarter last year. The transition to financing expenses this quarter resulted from a negative return of approximately 2.2% on the Company's investments in marketable securities' portfolios comprising Israeli Government bonds, as compared to a positive return of approximately 1.0% in the corresponding quarter last year.
  • Tax expenses, net in the Third quarter of 2022 totaled NIS 4.4 million, as compared to NIS 2.7 million in the corresponding quarter last year. The increase in expenses was due to the higher pre-tax profit and the reduction in the fair value of the Company's investments in government bonds for which deferred taxes were not created.
  • Net profit in the Third quarter of 2022 totaled NIS 8.7 million, compared to profit of NIS 9.6 million in the corresponding quarter last year, a decrease of approximately 10%. The decrease in profit was mainly due to the transition to financing expenses as a result of a negative return on the Company's investments in financial assets held for trade and an increase in the tax expenses, which were partly offset by an increase in profit before financing expenses.
Quarter ended
30.9.2022 30.9.2021 Difference
%
Weighted average number of ordinary shares
used to compute
Basic earnings per share 101,371,622 101,358,635 0.0%
Diluted earnings per share 102,625,552 104,203,805 (1.5%)
Basic earnings per share in NIS 0.086 0.095 (9.5%)
Diluted earnings per share in NIS 0.085 0.092 (7.6%)

The revenue in the Third quarter of 2022

below is the composition of the Third quarter's revenue, compared to the corresponding quarter last year:

Quarter ended
Revenue from
services
30.9.2022 % of the
Company's
total
revenues
30.9.2021 % of the
Company's
total
revenues
% change
33,412 39% 28,727 38% 16%
13% of the increase in revenue from trading and clearing commissions is due to an increase
in the trading volumes between the periods, particularly with respect to shares (9% increase
in revenue), to T-bills (3% increase in revenue) and to an increase in the volume of creations
Trading and
/ redemptions in mutual funds (a 3% increase in revenue) as well as to an increase in the
clearing
number of trading days this period compared to the corresponding period last year (5 trading
commissions
days), which increased revenue by 9%. In opposition, a reduction in the effective
commission rate, primarily in shares and mutual funds (mainly as a result of the increase in
the volume of transactions that are affected by the existence of a maximum commission),
deducted 6% from the increase in revenue.
19,927 23% 16,867 23% 18%
9% of the increase in revenue from listing fees and levies is due to an increase in revenue
Listing fees and
from listing fees, 8% of the increase in revenue is due to an increase in revenue from annual
levies
levies, mainly as a result of an increase in the number of companies and funds that pay an
annual levy compared to the corresponding quarter last year, while 2% of the increase in
revenue is due to an increase in revenue from examination fees.
17,340 20% 15,931 21% 9%
Clearing House
services
10% of the increase in revenue from Clearing House services is due to an increase in
revenue from Clearing House services to members. In opposition, a decrease in revenue
from custodian fees as a result of the decrease in the value of assets that are held in
custodianship at TASE-CH compared to the corresponding quarter last year reduced the
increase in revenue by 1%.
14,407 17% 12,927 17% 11%
6% of the increase in revenue from data distribution and connectivity services is due to a
Data distribution
rise in revenue from the distribution of trading data and derivative information to business
and connectivity
customers outside Israel, as a result of the increase in the volume of activity and the
services
updating of the pricelist in the second quarter of 2022, 2% of the increase is due to a rise in
connectivity services, and 2% of the increase in revenue is due to an increase in revenue
from the sale of information through TASE's API service.
938 1% 516 1% 82%
Other revenue floor. 73% of the increase in other revenue is due to an increase in revenue from the Conference
Center and trade openings, and 6% of the increase in revenue is due to the rent of an office
Total revenue
from services
86,024 100% 74,968 100% 15%

Adjusted net profit and adjusted EBITDA data2

Quarter ended Difference
30.9.2022 30.9.2021 Amount %
Adjusted EBITDA for the quarter:
Profit before financing income
(expenses), net
17,230 10,535 6,695
Adjustments:
Share-based payment expenses 133 136 (3)
Depreciation and capital losses 13,151 12,084 1,067
Adjusted EBITDA for the quarter: 30,514 22,755 7,759 34%
% of total revenue from services for
the quarter
35.5% 30.4%
Adjusted profit for the quarter:
Profit for the quarter 8,707 9,635 (928)
Adjustments:
Share-based payment expenses 133 136 (3)
Adjusted profit for the quarter: 8,840 9,771 (931) (10%)
% of total revenue from services for
the quarter
10.3% 13.0%
  • The adjusted EBITDA in the Third quarter of 2022 totaled NIS 30.5 million, compared to NIS 22.8 million in the corresponding quarter last year, an increase of 34%. The increase is due to a 15% rise in revenue as a result of the increase across all operations and an increase of 6% in expenses, primarily with respect to the timing of marketing costs.
  • The adjusted profit in the Third quarter of 2022 totaled NIS 8.8 million, compared to NIS 9.8 million in the corresponding quarter last year, a decrease of 10%. At the same time, the operating profit increased by 64% compared to the corresponding quarter last year. The decrease in the adjusted profit was mainly due to the transition to financing expenses as a result of a negative return on the Company's investments in financial assets held for trade and an increase in the tax expenses, which were partly offset by an increase in the profit before financing expenses.

2 Adjusted data for the profit and EBITDA (operating profit before interest, tax, depreciation and amortization): These data are based on the data in the Company's financial statements for the reported periods, after eliminating the effects of certain events and factors, as explained above, that are not typical of the Company's operating activities. It is hereby clarified that the data presented above are not presented in accordance with generally accepted accounting principles and do not reflect the Company's cash flows from operating activities or its operating profits and net profit and, accordingly do not constitute a substitute for the data in the Company's financial statements regarding the operating profit and/or the net profit. Nevertheless, in the Company's opinion, these data enable a better comparison to be made of the Company's performance in the reported periods.

3. Presented below is information relating to the results for the first nine months of 2022 (NIS, in thousands)

First Nine Months Ended September 30, 2022 Compared to the First Nine Months Ended September 30, 2021

Statement of Profit or Loss

Nine months ended
30.9.2022 30.9.2021 Difference % Change
Revenue from services 274,686 237,930 36,756 15%
Expenses 210,345 200,529 9,816 5%
Profit before financing income
(expenses), net
64,341 37,401 26,940 72%
Financing income (expenses), net (12,751) 3,270 (16,021) -
Taxes on income 13,959 9,302 4,657 50%
Profit for the year 37,631 31,369 6,262 20%
% of total revenue from services for the
year
13.7% 13.2%
  • Revenue in the nine months of 2022 amounted to NIS 274.7 million, as compared to revenue of NIS 237.9 million in the corresponding period last year, a 15% increase. The increase in revenue is due mainly to an overall increase in activity (aprx. 12% of total increase) and to an update to the period of revenue recognition from listing fees (aprx. 3% of total increase), as described in section 5.4 below. In the second quarter of 2021, following the signing of an agreement between TASE and the Ministry of Finance, one-time income in an amount of NIS 3.8 million was included with respect to listing fees for government bonds listed in the lending pool (for further details, see note 26 B to the consolidated financial statements of the Company as of 31.12.2021).
  • The costs in the nine months of 2022 totaled NIS 210.3 million, compared to costs of NIS 200.5 million in the corresponding period last year, a 5% increase. The increase in the costs is due mainly to an increase in depreciation and amortization expenses, marketing expenses in respect of the timing of campaigns, employee benefits expenses, and computer and communications expenses (aprx. 1% of total costs, each).
  • Net financing expenses in the nine months of 2022 totaled NIS 12.8 million, as compared to net financing income of NIS 3.3 million in the corresponding period last year. The transition to financing expenses in the period resulted from a negative return of approximately 6.4% on the Company's investments in marketable securities' portfolios comprising Israeli Government bonds, as compared to a positive return of approximately 1.8% in the corresponding period last year.
  • Tax expenses in the nine months of 2022 totaled NIS 14.0 million, as compared to NIS 9.3 million in the corresponding period last year. The increase in expenses was due to the higher pre-tax profit and the reduction in the fair value of the Company's investments in government bonds for which deferred taxes were not created.
  • The profit in the nine months of 2022 totaled NIS 37.6 million, as compared to NIS 31.4 million in the corresponding period last year, a 20% increase. The increase in profit is due to an increase in revenue from services, which was partly offset by the rise in expenses, a transition to financing expenses and an increase in the tax expenses.
Nine Months ended
30.9.2022 30.9.2021 Difference
%
Weighted average number of ordinary shares
used to compute
Basic earnings per share 101,918,851 101,245,979 0.7%
Diluted earnings per share 103,447,451 104,339,832 (0.9%)
Basic earnings per share in NIS 0.369 0.310 19.0%
Diluted earnings per share in NIS 0.364 0.301 20.9%

The revenue in the first nine months of 2022 – below is the composition of the first nine months revenue, compared to the corresponding period last year:

Nine Months ended
Revenue from
services
30.9.2022 % of the
Company's
total
revenues
30.9.2021 % of the
Company's
total
revenues
% change
Trading and
clearing
commissions
108,729 40% 94,491 40%
15% of the increase in revenue from trading and clearing commissions is due to an increase
in the trading volumes between the periods, particularly with respect to shares (a 11%
increase in revenue), to T-bills (a 2% increase in revenue and corporate bonds (2% increase
in revenue), as well as to the greater number of trading days this period compared to the
corresponding period last year (7 trading days), which contributed 4% to the increase in
revenue. In opposition, a reduction in the effective commission rate, primarily in shares and
mutual funds (mainly as a result of the increase in the volume of transactions that are affected
by the existence of a maximum commission), deducted 4% from the increase in revenue.
15%
Listing fees
and levies
64,972
24%
51,616
22%
26%
19% of the increase in revenue from listing fees and levies is due to an increase in revenue
from listing fees, of which 15% is due to the change in the estimation of the period of
recognition of revenue from listing fees on shares and ETFs pursuant to International
Financial Reporting Standard, "Revenue from Contracts with Customers" (IFRS 15), and to
a 7% increase in revenue from annual levies as a result of an increase in the number of
companies and funds that pay an annual levy compared to the corresponding period last
year.
Clearing House
services
53,037 19% 47,927 20%
9% of the increase in revenue from Clearing House services is due to an increase in revenue
from Clearing House services to members. In addition, an increase of 2% in revenue is due
to the rise in revenue from custodian fees as a result of the increase in the value of assets
that are held in custodianship at TASE-CH compared to the corresponding period last year.
11%
Data
distribution and
connectivity
services
43,782
from the sale of information through TASE's API service.
15% 38,752 16%
6% of the increase in revenue from data distribution and connectivity services is due to an
increase in revenue from the distribution of trading data and derivative information to
business customers outside Israel, mainly as a result of the increase in the volume of activity
and the updating of the pricelist. 5% of the increase is due to a rise in revenue from
connectivity services, and 2% of the increase in revenue is due to an increase in revenue
13%
Other revenue 4,166
up to 31.12.2021.
2% 5,144 2%
This revenue in the nine months ended September 30, 2022 includes revenue of NIS 1.6
million from the Conference Center and trade openings, NIS 1.3 million from the sale of
technological consulting services with respect to an engagement that ended in the first half
of 2022, and an amount of NIS 1.1 million from the rent of an office floor. The reduction in
revenue is due to the effect of an agreement signed between TASE the Ministry of Finance
in May 2021, which provides for the payment to the Company of a settlement amount of NIS
3.8 million in respect of government bonds that were listed in the lending pool in the period
(19%)
Total revenue
from services
274,686 100% 237,930 100% 15%

Adjusted net profit and adjusted EBITDA data3

Nine Months ended Difference
30.9.2022 30.9.2021 Amount %
Adjusted EBITDA for the period:
Profit before financing income
(expenses), net
64,341 37,401 26,940
Adjustments:
Share-based payment expenses 396 605 (209)
Depreciation and capital losses 38,381 35,532 2,849
Adjusted EBITDA for the period: 103,118 73,538 29,580 40%
% of total revenue from services for
the period
37.5% 30.9%
Adjusted profit for the period:
Profit for the period 37,631 31,369 6,262
Adjustments:
Share-based payment expenses 396 605 (209)
Adjusted profit for the period: 38,027 31,974 6,053 19%
% of total revenue from services for
the period
13.8% 13.4%
  • The adjusted EBITDA in the first nine months of 2022 totaled NIS 103.1 million, as compared to NIS 73.5 million in the corresponding period last year. The increase is due to a 15% rise in revenue as a result of the higher volume of activity, which was partly offset by a 4% increase in expenses, primarily marketing and employee benefits costs.
  • The adjusted profit in the first nine months of 2022 totaled NIS 38.0 million, as compared to NIS 32.0 million in the corresponding period last year, a 19% increase. At the same time, the operating profit increased by 72% compared to the corresponding period last year. The increase in the adjusted profit is due to a 15% rise in revenue as a result of the higher volume of activity, which was partly offset by a 5% increase in expenses, primarily with respect to marketing costs, employee benefits and depreciation and the transition to financing expenses as a result of the negative return on the Company's investments in financial assets held for trade and an increase in the tax expenses.

3 Adjusted data for the profit and EBITDA (operating profit before interest, tax, depreciation and amortization): These data are based on the data in the Company's financial statements for the reported periods, after eliminating the effects of certain events and factors, as explained above, that are not typical of the Company's operating activities. It is hereby clarified that the data presented above are not presented in accordance with generally accepted accounting principles and do not reflect the Company's cash flows from operating activities or its operating profits and net profit and, accordingly do not constitute a substitute for the data in the Company's financial statements regarding the operating profit and/or the net profit. Nevertheless, in the Company's opinion, these data enable a better comparison to be made of the Company's performance in the reported periods.

Presented below is information relating to the financial position as of September 30, 2022 (NIS, in thousands):

As of
30.9.2022
As of
31.12.2021
NIS, in thousands Difference % Change
373,074 390,057 (16,983) (4%)
29,899 24,745 5,154 21%
458,122 461,789 (3,667) (1%)
11,264 17,566 (6,302) (36%)
872,359 894,157 (21,798) (2%)
97,388 91,230 6,158 7%
106,537 141,059 (34,522) (24%)
203,925 232,289 (28,364) (12%)
668,434 661,868 6,566 1%
77% 74%
303 311 (8) (3%)
143 165 (22) (13%)
  • (*) The total assets and liabilities in the statement of financial position as of September 30, 2022 and December 31, 2021, include a balance of assets/liabilities in respect of open derivative positions amounting to NIS 993.2 million and NIS 665.3 million, respectively, which for reasons of convenience in analyzing the financial position have been offset against each other in this report.
  • The total assets as of September 30, 2022 amounted to NIS 872.4 million, a 2.4% decrease compared to 31.12.2021. Most of the decrease is due to a reduction in the value of financial assets through profit or loss and in the balance of deferred tax assets.
  • The total liabilities as of 30.9.2022 amounted to NIS 203.9 million, a 12% decrease compared to 31.12.2021. Most of the decrease is due to a reduction in the liability for employee benefits and a decrease in trade payables, and was partly offset by an increase in deferred income from annual levies.
  • The total equity as of 30.9.2022 amounted to NIS 668.4 million, a 1% increase compared to 31.12.2021. The increase in the equity is due mainly to the profit of NIS 37.6 million in the nine months ended September 30, 2022, other comprehensive income of NIS 16.1 million and proceeds from the sale of shares within the framework of the TASE ownership restructuring in an amount of NIS 5.5 million, less a dividend paid in an amount of NIS 22.7 million and a buyback of Company shares in an amount of NIS 30.4 million.

Presented below are Cash Flows for the Three months Ended September 30, 2022 (NIS, in millions):

Three months ended
September 30,
Item 2022 2021 Explanations of the Company
Adjusted EBITDA 30.5 22.8 The increase in adjusted EBITDA is
mainly due to an increase in revenue
from services as a result of the higher
volume of activity, which was partly
offset by an increase in expenses,
primarily in respect of the timing of
marketing costs.
Net cash from
operating
activities
Changes in working
capital
(6.6) (8.4) The decrease in the negative working
capital is due mainly to the timing of
payments to suppliers, service providers
and others.
Financing and tax (1.7) (3.6) The change is due mainly to lower tax
payments, net and interest receipts in
the
quarter,
compared
to
the
corresponding quarter last year
Total 22.2 10.8 Cash flows from operating activities
grew by 106% between the quarters.
Net cash for
investing
activities
Investments in
property and
equipment,
intangible assets
and capitalized
payroll costs
(10.4) (6.6) The increase is due to the timing of
implementation
of
the
Group's
investment work plans in the quarters.
Disposal of financial
assets, net
0.4 0.7 Acquisition and disposal of assets in
accordance
with
the
Company's
investments policy.
Total (10.0) (5.9)
Net cash for
financing
activities
Lease payments (2.2) (2.3)
Payments for the
acquisition of
treasury shares
(20.5) - Buyback of Company shares in an
amount
of
NIS
20.5
million,
in
accordance
with
the
buyback
plan
approved in May 2022.
Short-term credit (0.6) - Short-term credit as a result of the
aforesaid buyback of Company shares
in trust.
Total (23.3) (2.3)
Total increase in cash and cash
equivalents
(11.1) 2.6
Nine months ended
September 30,
Item 2022 2021 Explanations of the Company
Net cash from
operating
activities
Adjusted EBITDA 103.1 73.5 The increase in adjusted EBITDA is
mainly due to an increase in revenue
from services, which was partly offset
by an increase in expenses, primarily
marketing
and
employee
benefits
costs.
Changes in working
capital
(5.5) 2.7 The decrease in working capital is due
mainly
to
a
decrease
in
deferred
income from listing fees as a result of a
change in the estimation of the period
of recognition of revenue from listing
fees
on
shares
and
ETFs,
in
accordance with IFRS 15.
Financing and tax (7.8) (6.4) The change is due to the increase in tax
payments in the period compared to the
corresponding period last year.
Total 89.8 69.8 Cash flows from operating activities
grew by 29% between the periods.
Net cash for
investing
activities
Investments in
property and
equipment,
intangible assets and
capitalized payroll
costs
(39.8) (29.4) The increase is due to the timing of
implementation
of
the
Group's
investment work plans in the periods.
Disposal
(acquisition) of
financial assets, net
3.5 (3.1) Acquisition and disposal of assets in
accordance
with
the
Company's
investments policy
Total (36.3) (32.5)
Lease payments (6.6) (6.8)
Net cash for
financing
activities
Payments for the
acquisition of
treasury shares
(30.4) - Buyback of Company shares in an
amount
of
NIS
30.4
million,
in
accordance with the buyback plan
approved in May 2022.
Short-term credit 0.5 - Short-term credit as a result of the
aforesaid buyback of Company shares
in trust.
Dividend paid (22.7) (18.5) Dividend payment of approximately NIS
22.7 million.
Receipts carried
directly to equity
within the framework
of implementing the
ownership
restructuring, net.
8.2 - Receipts
from
a
shareholder
that
realized shares that are subject to the
provisions of the TASE Restructuring
Law.
Total (51.0) (25.3)
equivalents Total increase in cash and cash 2.5 12.0

4. Seasonality

The revenue of the Company from trading and clearing is affected, inter alia, by the number of trading and clearing days. In the Third quarter of 2022, there were 61 trading days, compared to 56 trading days in the corresponding quarter last year, an 9% increase. In the first nine months of 2022 there were 186 trading days, compared to 179 trading days in the corresponding period last year, a 4% increase.

Presented below are expected trading days:

Q1 Q2 Q3 Q4 Total
Year
2021 62 61 56 65 244
2022 64 61 61 58 244

5. Events at the reporting date and there after

5.1 On April 7, 2022, a dividend of NIS 22,735 thousand (representing NIS 0.2220 per ordinary share) was paid to the Company's shareholders (that held their shares on March 30, 2022).

5.2 Buyback of the Company's shares

In March 2022, the Board of Directors of the Company instructed the Company to formulate a plan for the buyback of Company shares in an amount of up to NIS 100 million and for a period of up to two years. Accordingly, the management of the Company has recommended that the buyback plan be carried out in conformity with the Securities Authority's Directive, Legal Position No. 199-8, "Safe Harbor Protection in the Acquisition of Securities by a Corporation" (hereafter: "Safe Harbor Format") and in the form of several consecutive plans that will be presented to the Board of Directors for approval.

In May 2022, after reviewing of the distribution criteria in accordance with the provisions of Section 302 of the Companies Law, 1999, the Board of Directors of the Company approved a first plan for the buyback of Company shares in an amount of up to NIS 36 million over a six-month period, in Safe Harbor Format. In view of its non-revocable nature, the plan imposes restrictions and qualifications on the performance of the purchases with regard to the daily volume pf purchases and the purchasing prices. For this purpose, the Company entered into an agreement with an external broker (hereafter: "broker"), which is not related to the Company, for the execution of the purchases in accordance with the buyback plan, based on an irrevocable power of attorney that is effective until the end of the plan's period.

In the period from May 26, 2022 to September 30, 2022, the Company executed a buyback on The Tel Aviv Stock Exchange of 1,844 thousand of its ordinary shares in consideration for NIS 30.4 million (of which NIS 0.5 million was transferred to the broker after the balance sheet date).

On November 29, after establishing the fulfillment of the profit criterion and the solvency criterion (as these terms are defined in the Companies Law, 1999), the Board of Directors of the Company approved an additional plan for the buyback of Company shares in an amount of up to NIS 36 million and for a period of six months (hereafter: "the Second Plan").

It should be noted that in the reported period several holders of Arrangement Shares raised various claims against the aforesaid buyback plan. Some of the claims address the implications of the buyback for them as shareholders that are subject to the arrangement set out in the Securities Law. The aforesaid relates to the requirement to transfer to the Company the Excess Consideration, in the event of the sale of their shares, as well as to the impact of the buyback on their percentage holding in the shares of the Company following the buyback. The Company has informed the aforesaid shareholders that it categorically rejects all of those claims, inter alia, in view of the conclusions of the legal opinions, as described in section below.

5.3 Receipts from shareholders within the framework of implementing the ownership restructuring

In the reported period the shareholders of shares held by them prior to the approval of the restructuring arrangement in TASE (hereafter: "the Arrangement Shares"), realized 485,401 shares. In respect of this realization and another realization carried out in December 2021, in the reported period TASE received an amount of NIS 8.2 million (of which NIS 2.7 million in respect of realizations made in December 2021).

It should be noted that the Company has contacted the boards of directors of each of the three largest holders from among the aforesaid shareholders, which are TASE members, requesting them to explain the reason for their refraining from selling their holdings in the Company, considering that such sale would realize the provisions of the Securities Law. The holders maintained that they are not obligated by law to sell those holdings. Consequently, and in view of claims raised on behalf of said shareholders against the discontinuance of the Company's dividend policy and the adoption of the buyback plan, as described above, the Company has commissioned additional legal opinions in this regard. After receiving the legal opinions, the Company informed the aforesaid shareholders that, according to those opinions, the holding of the Arrangement Shares by the aforesaid shareholders creates legal difficulties with regard to the purpose of Amendment 63 of the Securities Law and Israeli corporate law, and that, according to the legal opinions, the sale of the Arrangement Shares by the aforesaid shareholders would increase the Excess Consideration, that they are required to transfer to the Company by an amount equal to the amounts of the dividends that had been distributed to them (and that may be distributed to them in the future, if distributed) in respect of the Arrangement Shares, commencing on the date of the TASE Restructuring through to the date of sale of the Arrangement Shares. The Company further informed them that the continued holding of the Arrangement Shares by TASE members also raises concerns from the perspective of the Economic Competition Law, 1988.

Shortly before the date of approval of the financial statements, to the best of the Company's knowledge, 18,406,927 shares are held by shareholders that had held them prior to the date of approval of the restructuring arrangement in TASE. The price of the share as of November 28, 2022 (shortly before the financial statements' approval date) was NIS 22.80. In accordance with the TASE Restructuring Law and as stated in note 1 B and in the legal opinion above, if the shareholders should realize the shares that are held by them, the adjusted excess consideration in excess of NIS 4.59 (NIS 5.08 less an amount equal to the amounts of the dividends distributed) will be transferred to TASE to be used for the purposes stipulated in the Law. Such excess consideration will be carried directly to the equity of the Company.

5.4 Changes in estimates reported in prior reporting periods

Revenue from listing fees on shares and ETFs is recognized over the period in which the securities of the customer on which the listing fees were paid are expected to be traded on TASE, since the customer simultaneously receives and consumes the rewards from the performance of the Group, where the Group provides such listing services.

For the purpose of determining the scheduling of the recognition of revenue from the listing fees, the Company estimates, among others with the assistance of an independent external consultant, the average duration of listing of similar securities in the past. The first-time examination was performed on the date of implementation of International Financial Reporting Standard 15, "Revenue from Contracts with Customers", in the financial statements for 2018 and determined that the average duration of shares and ETFs in IPOs is 13 years and in secondary offerings 13 years as well, which served as a basis for defining the revenue recognition periods.

In the first quarter of 2022, as part of an estimate's validation process and in view of changes that occurred in offerings on TASE over the past three years, the Company examined the estimation of the period over which the securities of the customer are traded on TASE for revenue recognition purposes.

The examination was performed in relation to the period for recognition of revenue from listing fees on shares (in IPOs and secondary offerings) and on ETFs. Based on an examination performed by the Company, the period of recognition of revenue from listing fees on the initial listing of shares and on the listing of ETFs and ETNs is 12 years, and on the secondary offering of shares is 6 years.

Consequently, in respect of contracts for which the performance obligation, according to the updated estimate, ended by January 1, 2022, the Company recognized revenue from listing fees in an amount of NIS 4.3 million. In respect of contracts for which the performance obligation has not yet ended as of January 1, 2022, their remaining period of performance obligation has been updated, resulting an increase of NIS 3.4 million and NIS 0.9 million in revenue from listing fees for the nine and three-month periods ended on September 30, 2022, respectively.

Presented below are expected revenue recognition from listing fees before and after estimation update as of December, 31 2021:

Expected Revenue Recognition
up to 1
year
1-2 years 2-5 years after 5
years
Total amount of
unfulfilled (or partially
fulfilled) performance
obligations
NIS, in thousands
Before estimation
update
24,588 18,169 36,956 31,314 111,027
After estimation
update
(*) 32,890 19,971 37,504 20,662 111,027

(*) Including revenue of NIS 4.3 million with respect to contracts for which, according to the updated estimation, the performance obligation has been fulfilled as of January 1, 2022.

5.5 On May 10, 2022, the Interim Chairman of the Board of Directors of TASE, Mr. Steinberg, resigned from all of his duties in the TASE Group. Mr. Steinberg, who had served as Interim Chairman and has even been recommended for permanent office in this position, announced his retirement due to a disagreement as to the terms of his compensation as Chairman of the Company's Board of Directors. In view of the aforesaid, the Board of Directors of the Company has appointed Mr. Salah Saabneh as Interim Chairman of the Board of Directors, pending the completion of a process for the sourcing and appointment of a new Chairman of the Board of Directors for the Company.

5.6 Liquidity agreements with the Bank of Israel

On 29.6.2022 the Clearing Houses entered into an addendum to the framework agreements with the Bank of Israel with respect to repo transactions (hereafter: "The Liquidity Agreements"), by virtue of which the period of the Liquidity Agreements was extended by 3 months, until 30.9.2022, on which date the Liquidity Agreements expired.

5.7 Mix of the Default Fund and Safety Factors Model

In July 2022, each of the Clearing Houses notified its members of a change in the cash component of the Default Fund, pursuant to which this component will constitute at least 50% of the total collateral of the Default Fund, as shall be from time to time. This is based on the recommendation of the Committee for the Management and Calculation of the Default Fund. On 8.8.2022, the Audit Committee and the Board of Directors of each of the Clearing Houses approved the aforesaid change in the cash component.

In addition, the Board of Directors of each of the Clearing Houses approved the updating of the safety factors (haircut) model, concerning the value for safety purposes of securities that are deposited as collateral in the TASE Clearing House, and with regard to the MAOF Clearing House it has been determined that the cash component with respect to MAOF transactions carried out by a Clearing member will be an amount equal to 35% of the total current collateral requirement of such member.

5.8 Legal Proceedings - Motion Against the Israel Securities Authority

On August 31, 2022, the Company filed with the Supreme Court in its capacity as the High Court of Justice a motion for the issue of an order nisi against the Israel Securities Authority in connection with the latter's refrainment from approving the resolution of the Board of Directors of TASE from March 20, 2022 to amend the TASE Rules (hereafter: "the TASE Resolution") as regarding "Sources and Uses for the Development of the Indices' Activity on TASE - Pricelist Amendment" (hereafter: "the Indices' Activity"). On November 2, 2022, the Company submitted its response to the petition of the Israel Securities Authority to dismiss the motion, in which it argues that it has replied to the Company with regard to TASE's resolution pertaining to the Indices' Activity. In its response, the Company consents to the dismissal of the motion without adjudication of costs, while maintaining all of the rights and claims of the Company with regard to additional topics addressed in the motion that have not yet been resolved. On November 3, 2022, the Supreme Court approved the dismissal of the motion without adjudication of costs, while maintaining all of the rights and claims of the Company, as stated above.

5.9 Securities Indices

On September 20, 2022, a notice was received from the Israel Securities Authority, according to which the Authority intends to determine that the Company's engagement in the editing and calculation of the indices (hereafter in this section: "The Indices' Activity") will be deemed as an auxiliary service that raises substantial concern for conflict of interests with its engagement in the management of a securities trading system, and to set terms that the Company would be required to meet in order to continue its engagement in this area (hereafter: "The Intent Notice"). As of the date of the report, the Company has submitted to the Israel Securities Authority its response to the terms specified in the Intent Notice and the parties are discussing the details of the required terms and the manner and schedule of their implementation, which the Company is working to advance in coordination with the Israel Securities Authority. It is further noted that the Board of Directors of the Company has approved the amendment of the TASE pricelist, taking into consideration the Authority's notice. The amendment of the pricelist will take effect, subject to the approval of the Israel Securities Authority, on January 1, 2023.

5.10 Collective Relations in the Company

On September 14, 2022, the collective agreements at TASE expired. On November 6, 2022, a labor dispute was declared at TASE. In accordance with the Labor Disputes Law, commencing on November 21, 2022 and subject to obtaining the Labor Federation's consent, the employees shall be entitled to initiate various organizational steps.

5.11 Updating of the Capital and Liquidity Model

On November 29, the Board of Directors of the Company and the Boards of Directors of each of the Clearing Houses approved an updated methodology concerning the capital and liquidity requirements, according to which a "required level" will be calculated (which is based on the general framework of the Banking Supervision Directives, with the adjustments necessary for the activity of TASE, at TASE, and regulatory at the Clearing Houses). The Board of Directors also approved a safety cushion, which serves as an additional layer for handling stress scenarios and is at the discretion of the Board of Directors.

The effect on the Group of the implementation of the required level methodology, as above, had all of the necessary internal processes been fully implemented as of September 30, 2022, would have been an increase of NIS 207 million in the Company's qualified capital to a total of NIS 751 million, an increase of NIS 293 million in the capital surplus to a total of NIS 596 million, an increase of NIS 64 million in the balance of liquid assets to a total of NIS 359 million, and an increase of NIS 101 million in the liquidity surplus to a total of NIS 244 million.

5.12 Compensation Policy

On November 29, the Board of Directors of the Company, after obtaining the approval of the Compensation Committee, approved an updated compensation policy for officers in the Company, in accordance with the provisions of the Companies Law, for the years 2023-2025. The compensation policy will be presented for approval to the Company's shareholders' meeting.

1. Information relating to the results for the Third quarter of 2022 (NIS, in thousands)

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (NIS, in thousands)

September 30,
2022 2021
Assets
Current assets
Cash and cash equivalents 182,884 154,140
Financial assets at fair value through profit or loss 190,190 208,343
Trade receivables 15,023 15,009
Other receivables 14,876 13,820
402,973 391,312
Assets derived from clearing operations in respect of open derivative
positions
993,198 451,739
Total current assets 1,396,171 843,051
Non-current assets
Cash restricted as to use 720 720
Deferred tax assets 9,343 14,008
Property and equipment, net 320,822 333,003
Intangible assets, net 137,300 127,962
Other long-term receivables 1,201 2,074
Total non-current assets 469,386 477,767
Total assets 1,865,557 1,320,818

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (NIS, in thousands) (CONT.)

September 30,
2022 2021
Liabilities and Equity
Current liabilities
Current maturities of lease liabilities 8,537 8,821
Trade payables 10,809 8,282
Other payables 4,342 4,046
Income received in advance with respect to annual levies 9,814 8,404
Deferred income from listing fees, levies and others 28,189 23,460
Current tax liabilities 4,140 2,568
Short-term liabilities for employee benefits 31,557 29,669
97,388 85,250
Liabilities derived from clearing operations in respect of open derivative
positions
993,198 451,739
Total current liabilities 1,090,586 536,989
Non-current liabilities
Lease liabilities 8,668 16,377
Deferred income from listing fees and levies 79,416 83,208
Non-current liabilities for employee benefits 17,733 36,263
Other liabilities 720 720
Total non-current liabilities 106,537 136,568
Equity
Remeasurement of net defined benefit liability (407) (14,212)
Capital reserve in respect to share-based payment transactions 33,653 33,123
Other capital reserves 54,222 46,002
Retained earnings 580,966 582,348
Total equity 668,434 647,261
Total liabilities and equity 1,865,557 1,320,818

CONSOLIDATED STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME (NIS, in thousands)

Nine months ended
September 30,
Three months ended
September 30,
Year ended
December
31,
2022 2021 2022 2021 2021
Revenue from services:
Trading and clearing commissions 108,729 94,491 33,412 28,727 131,116
Listing fees and levies 64,972 51,616 19,927 16,867 69,056
Clearing House services 53,037 47,927 17,340 15,931 65,505
Distribution of data and connectivity
services
43,782 38,752 14,407 12,927 52,268
Other revenue 4,166 5,144 938 516 5,712
Total revenue from services 274,686 237,930 86,024 74,968 323,657
Cost of revenue:
Employee benefits expenses 112,774 110,729 34,288 35,423 148,395
Expenses in respect to share-based
payments
396 605 133 136 739
Computer and communications
expenses
21,523 20,423 7,331 6,389 27,823
Property taxes and building
maintenance expenses
10,312 9,732 3,825 3,482 13,190
General and administrative
expenses
8,308 7,639 3,351 2,924 10,883
Marketing expenses 11,626 9,027 4,303 1,715 11,203
Fee to the Israel Securities Authority 7,006 6,842 2,393 2,280 9,123
Depreciation and amortization 38,274 35,425 13,090 12,076 47,618
Other expenses 126 107 80 8 262
Total costs 210,345 200,529 68,794 64,433 269,236
Profit before financing income
(expenses), net
64,341 37,401 17,230 10,535 54,421
Financing income (12,440) 3,933 (4,033) 2,105 5,488
Financing expenses 311 663 95 307 948
Total financing income
(expenses), net
(12,751) 3,270 (4,128) 1,798 4,540
Profit before taxes on income 51,590 40,671 13,102 12,333 58,961
Taxes on income 13,959 9,302 4,395 2,698 13,491
Profit for the year 37,631 31,369 8,707 9,635 45,470
Basic earnings per share (NIS) 0.369 0.310 0.086 0.095 0.449
Diluted earnings per share
(NIS)
0.364 0.301 0.085 0.092 0.436

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (NIS in thousands)

Share
based
payment
reserve
Remeasurement
of net defined
benefit liability
Other
capital
reserves
Retained
earnings
Total
Balance at January 1, 2022 33,257 (16,536) 48,698 596,449 661,868
Profit for the period - - - 37,631 37,631
Other comprehensive loss for
the period
- 16,129 - - 16,129
Total comprehensive income
for the period
- 16,129 - 37,631 53,760
Dividend paid - - - (22,735) (22,735)
Share-based payment 396 - - - 396
Acquisition of Treasury shares - - - (30,379) (30,379)
Receipts from shareholders
within the framework of
implementing the ownership
restructuring, net - - 5,524 - 5,524
Balance at September 30,
2022
33,653 (407) 54,222 580,966 668,434
Share
based
payment
reserve
Remeasurement
of net defined
benefit liability
Other
capital
reserves
Retained
earnings
Total
Balance at July 1, 2022 33,520 (3,682) 54,222 592,713 676,773
Profit for the period - - - 8,707 8,707
Other comprehensive loss for
the period
- 3,275 - - 3,275
Total comprehensive income
for the period
- 3,275 - 8,707 11,982
Share-based payment 133 - - - 133
Acquisition of Treasury shares - - - (20,454) (20,454)
Balance at September 30,
2022
33,653 (407) 54,222 580,966 668,434

CONSOLIDATED STATEMENTS OF CASH FLOWS (NIS, in thousands)

Nine months ended
September 30,
Three months ended
September 30,
Year ended
December
31,
2022 2021 2022 2021 2021
CASH FLOWS FROM OPERATING ACTIVITIES
Profit for the period 37,631 31,369 8,707 9,635 45,470
Expenses in respect of share-based payments 396 605 133 136 739
Tax expenses recognized in profit or loss 13,959 9,302 4,395 2,698 13,491
Net financing expenses (income) recognized in profit or loss 12,751 (3,270) 4,128 (1,798) (4,540)
Depreciation and amortization 38,274 35,425 13,090 12,076 47,618
Loss from disposal of property and equipment and intangible
assets
107 107 61 8 262
103,118 73,538 30,514 22,755 103,040
Changes in asset and liability items:
Decrease (increase) in trade receivables and other
receivables
(7,356) (9,471) 392 2,032 (5,000)
Decrease (increase) in receivables in respect to open
derivative positions
(327,927) (98,546) (439,274) 42,285 (312,078)
Increase (Decrease) in trade payables and other payables (2,356) (1,513) 2,081 (3,892) 5,719
Increase (Decrease) in income received in advance with
respect to annual levies
9,814 8,548 (9,485) (9,210) 179
Increase (decrease) in deferred income from listing fees,
levies and others
(3,422) 6,814 590 1,834 11,138
Increase (decrease) in payables in respect to open derivative
positions
327,927 98,546 439,274 (42,285) 312,078
Increase (Decrease) in liabilities for employee benefits (2,131) (1,693) (181) 800 1,725
97,667 76,223 23,911 14,319 116,801
Interest received 3,538 3,218 2,053 1,695 4,300
Interest paid (308) (635) (96) (285) (726)
Tax payments - operating activities (11,006) (8,962) (3,656) (4,970) (13,993)
(7,776) (6,379) (1,699) (3,560) (10,419)
Net cash provided by operating activities 89,891 69,844 22,212 10,759 106,382
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment (13,630) (5,307) (764) (448) (6,239)
Proceeds from the disposal of property and equipment - 14 - - 16
Acquisitions of intangible assets (11,003) (10,049) (4,615) (2,296) (11,883)
Payments in respect to costs capitalized to property and
equipment and to intangible assets
(15,231) (14,114) (5,057) (3,824) (17,527)
Disposal (acquisition) of financial assets at fair value through
profit or loss, net
3,537 (3,057) 374 679 (4,591)
Net cash used in investing activities (36,327) (32,513) (10,062) (5,889) (40,224)
CASH FLOW FROM FINANCING ACTIVITIES:
Lease payments (6,665) (6,859) (2,201) (2,274) (9,125)
Acquisition of Treasury shares (30,379) - (20,454) - -
Short-term credit 506 - (649) - -
Dividend paid (22,735) (18,450) - - (18,450)
Receipts (payments) carried directly to equity within the
framework of implementing the TASE Restructuring Law, net
8,220 - - - (800)
Net cash provided by (used in) financing activities (51,053) (25,309) (23,304) (2,274) (28,375)
Net increase (Decrease) in cash and cash equivalents 2,511 12,022 (11,154) 2,596 37,783
Cash and cash equivalents, beginning of the period 179,768 142,154 193,868 151,612 142,154
Effect of changes in exchange rates on cash balances
held in foreign currency
605 (36) 170 (68) (169)
Cash and cash equivalents, end of the period 182,884 154,140 182,884 154,140 179,768

Quarterly statements of profit or loss for 2021 and for the Third quarter of 2022 (NIS, in thousands)

Jan
Mar
2021
Apr
Jun
2021
Jul-Sep
2021
Oct
Dec
2021
2021 Jan
Mar
2022
Apr
Jun
2022
Jul-Sep
2022
Item (Unaudited) (Audited) (Unaudited)
Number of trading
days
62 61 56 65 64 61 61
Revenue from
services:
Trading and clearing
commissions
34,115 31,649 28,727 36,625 131,116 39,445 35,872 33,412
Listing fees and levies 16,402 18,347 16,867 17,440 69,056 24,789 20,256 19,927
Clearing House
services
15,051 16,945 15,931 17,578 65,505 17,352 18,345 17,340
Distribution of data
and connectivity
services
12,630 13,195 12,927 13,516 52,268 14,299 15,076 14,407
Other revenue 172 4,456 516 568 5,712 1,791 1,437 938
Total revenue from
services
78,370 84,592 74,968 85,727 323,657 97,676 90,986 86,024
Cost of revenue
Expenses in respect of
employee benefits, net
37,396 37,910 35,423 37,666 148,395 40,153 38,333 34,288
Share-based payment
expenses
233 236 136 134 739 131 132 133
Computer and
communication
expenses
6,709 7,325 6,389 7,400 27,823 6,830 7,362 7,331
Property taxes and
building maintenance
expenses
3,048 3,202 3,482 3,458 13,190 3,140 3,347 3,825
General and
administrative
expenses
2,681 2,034 2,924 3,244 10,883 2,658 2,299 3,351
Marketing expenses 1,727 5,585 1,715 2,176 11,203 5,740 1,583 4,303
Fee to the Israel
Securities Authority
2,253 2,309 2,280 2,281 9,123 2,306 2,307 2,393
Depreciation and
amortization expenses
11,572 11,777 12,076 12,193 47,618 12,448 12,736 13,090
Other expenses 55 44 8 155 262 - 46 80
Total cost of revenue 65,674 70,422 64,433 68,707 269,236 73,406 68,145 68,794
Profit before
financing income
(expenses), net
12,696 14,170 10,535 17,020 54,421 24,270 22,841 17,230
Financing income 315 1,513 2,105 1,555 5,488 (5,105) (3,302) (4,033)
Financing expenses 181 175 307 285 948 102 114 95
Total financing
income (expenses),
net
134 1,338 1,798 1,270 4,540 (5,207) (3,416) (4,128)
Profit before taxes
on income
12,830 15,508 12,333 18,290 58,961 19,063 19,425 13,102
Taxes on income 3,169 3,435 2,698 4,189 13,491 4,344 5,220 4,395
Net profit 9,661 12,073 9,635 14,101 45,470 14,719 14,205 8,707

ABOUT TASE

The Company, including by means of the subsidiaries consolidated in its financial statements (collectively, "the Group"), is engaged in the area of securities trading and securities clearing.

Within this framework, the Group is engaged in setting rules regarding the TASE companies, rules for listing securities on TASE (including the obligations that apply to companies whose securities are listed) and rules regarding trading on TASE. The Group operates trading systems and provides clearing services for both listed and non-listed securities. In addition, the Group operates a derivative clearing house that writes derivatives that are traded on TASE, clears them and serves as a central counterparty for transactions in them. The Group provides central counterparty (CCP) services for transactions in securities and derivatives that are executed on TASE and also provides central securities depository (CSD) services for securities. The Group engages in calculating security indices, in authorizing the use of indices for the creation of financial instruments that track the indices, and in distributing TASE trading data. In addition, since January 2018, the Group has operated a nominee company as defined in the Securities Law (securities traded on TASE are registered in the nominee company's name). The Company has one area of activity that is reported as a business segment in the Company's consolidated financial statements – trading and clearing transactions in securities

CONTACTS

Yehuda Ben Ezra Orna Goren
EVP, CFO Head of Communication and Public Relations Unit
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Tel: +972-76-8160442 Tel: +972-76-8160405
Nine months ended Three months ended Year
ended
September 30, September 30, December
31,
2022 2021 2022 2021 2021
Number of trading days 186 179 61 56 244
SHARES
Market cap of Shares (ex. ETFs) 1,007 1,015 1,007 1,015 1,125
Market cap of ETFs on share indices 71 68 71 68 75
Total market cap (in NIS billions) 1,078 1,083 1,078 1,083 1,200
Shares ADV (ex. ETFs) 1,949 1,524 1,804 1,424 1,543
ETFs on share indices ADV 441 321 368 362 335
Total average daily volume (in NIS millions) 2,390 1,845 2,172 1,786 1,878
Average commissions 0.01034% 0.01077% 0.01055% 0.01098% 0.01081%
Revenue (in NIS thousands) 45,973 35,582 13,991 10,997 49,538
BONDS
Market cap of government bonds -unlinked 299 369 299 369 364
Market cap of government bonds - linked 299 300 299 300 341
Market cap of corporate bonds 419 403 419 403 426
Market cap of bonds (ex. ETFs) 1,017 1,072 1,017 1,072 1,131
Market cap of ETFs on bond indices 28 32 28 32 32
Total market cap (in NIS billions) 1,045 1,104 1,045 1,104 1,163
Government bonds - unlinked ADV (in NIS millions) 1,447 1,835 1,304 1,521 1,868
Government bonds - linked ADV (in NIS millions) 995 1,207 969 994 1,155
Corporate bonds ADV excluding ETFs (in NIS
millions)
920 754 799 763 781
ETFs on bond indices ADV 136 122 112 115 125
Total Average daily volume (in NIS millions) 3,498 3,918 3,184 3,393 3,929
Government bonds unlinked - average commissions 0.00193% 0.00193% 0.00199% 0.00195% 0.00193%
Government bonds linked - average commissions 0.00289% 0.00281% 0.00290% 0.00288% 0.00285%
Corporate bonds - average commissions 0.00707% 0.00703% 0.00735% 0.00701% 0.00709%
Government bonds - unlinked (in NIS thousands) 5,206 6,339 1,582 1,665 8,817
Government bonds - linked (in NIS thousands) 5,339 6,072 1,716 1,606 8,022
Corporate bonds (in NIS thousands) 13,886 11,017 4,086 3,446 15,674
Other (MTS) (in NIS thousands) 171 204 36 54 299
Revenue (in NIS thousands) 24,602 23,632 7,420 6,771 32,812
TREASURY BILLS
Market cap (in NIS billions) 144 105 144 105 115
Treasury bills ADV (in NIS millions) 655 303 702 222 320
Average commissions 0.00260% 0.00268% 0.00284% 0.00287% 0.00269%
Revenue (in NIS thousands) 3,170 1,452 1,218 357 2,104
MUTUAL FUNDS
Market cap (in NIS billions) 267 292 267 292 292
Average daily value of creation/ redemptions (in NIS
millions)
910 867 915 788 890
Average commissions 0.01107% 0.01227% 0.01065% 0.01298% 0.01200%
Revenue (in NIS thousands) 18,740 19,039 5,945 5,726 26,054
Nine months ended
September 30,
Three months ended
September 30,
Year
ended
December
31,
2022 2021 2022 2021 2021
DERIVATIVES
Derivatives on indices 116.9 101.1 106.4 109.1 106.4
Derivatives on foreign currency 40.7 49.4 39.6 44 47.9
Derivatives on individual shares 4.5 5.6 2.9 7.3 5.0
Total derivative contracts (in '000 units) 162.1 156.1 148.9 160.4 159.3
Options on indices - Average commissions 0.58 0.58 0.58 0.58 0.58
Derivatives on FX -Average commissions 0.36 0.36 0.36 0.36 0.36
Derivatives on single shares- Average commissions 1.00 1.00 1.00 1.00 1.00
Revenue (in NIS thousands) 16,244 14,786 4,838 4,876 20,608
Total revenue from trading and clearing
commissions
108,729 94,491 33,412 28,727 131,116

Appendix – Non-Transactional Metrics

Nine months ended
September 30,
Three months ended Year ended
September 30, December
31,
2022 2021 2022 2021 2021
CLEARING HOUSE SERVICES
Average Monthly Market value of assets (in NIS billions) 3,022 2,923 2,946 3,034 2,975
Avg. commissions from Custodian Fees 0.00109% 0.00108% 0.00109% 0.00108% 0.00108%
Revenue from: (in NIS thousands)
Custodian Fees 24,619 23,721 8,015 8,219 32,221
Clearing House services for members / company events 24,550 20,360 8,075 6,485 28,163
Other 3,868 3,846 1,250 1,227 5,121
Total revenue from Clearing House services 53,037 47,927 17,340 15,931 65,505
LISTING FEES AND LEVIES
Weighted avg. number of companies / funds
Companies 614 537 612 531 535
Mutual funds and ETFs 2,305 2,209 2,339 2,217 2,210
Avg. revenue from levies (in NIS thousands)
Companies 17.1 16.2 5.7 5.4 21.6
Mutual funds and ETFs 5.7 5.5 1.9 1.8 7.4
Revenue from Annual Levies from: (in NIS thousands)
Companies 10,487 8,688 3,484 2,869 11,547
Mutual funds and ETFs 13,237 12,268 4,467 4,059 16,335
Nominee Company and others 4,760 3,839 1,610 1,320 5,178
Total revenue from Annual levies 28,484 24,795 9,561 8,248 33,060
The value of issuance used to calculate Listing fees
(in NIS millions)
Companies – Shares, Bonds and ETFs 114,073 132,532 38,383 35,071 182,966
Government bonds (including swap transactions) 32,163 102,538 6,856 17,434 157,956
Treasury-bills 124,782 93,934 44,202 30,985 130,926
Number of issuances
Nine months ended
September 30,
Three months ended
September 30,
Year ended
December
31,
2022 2021 2022 2021 2021
Number of public offerings of shares on TASE (including
on TASE-UP)
62 137 21 35 170
Number of new issuers of shares 13 84 4 21 94
Number of new (dual-listed) companies 1 2 - - 2
Number of Offerings and Volumes Raised
Amount raised in share IPOs of new issuers (in NIS
millions)
2,342 9,834 926 2,037 10,490
Amount raised in bond offerings by new issuers (in NIS
millions)
736 259 366 - 364
Number of corporate bond offerings to the public 140 120 55 42 177
Number of corporate bond offerings to the public by new
companies
6 4 3 - 5
Average revenue from Examination and Listing Fees
Companies – shares, bonds and ETFs 0.0177% 0.0167% 0.0177% 0.0194% 0.0172%
Revenue from Examination and Listing Fees (in NIS
thousands)
Examination fees 6,584 6,763 2,135 1,866 8,986
Receipts from listing Fees
Listing fees - shares, bonds & ETF's 20,242 22,093 6,813 6,815 31,388
Listing fees - government bonds 4,464 4,359 1,488 1,453 5,812
Listing of T-bills 873 657 496 217 916
Levies and examination fees from members 850 159 54 53 290
Other 130 144 48 49 162
Total 26,559 27,412 8,899 8,587 38,568
Accounting adjustments to revenue recognition 3,345 (7,354) (668) (1,834) (11,558)
Total revenue from listing Fees 29,904 20,058 8,231 6,753 27,010
Total revenue from examination and listing fees (in
NIS thousands)
36,488 26,821 10,366 8,619 35,996
Total revenue from listing fees and levies 64,972 51,616 19,927 16,867 69,056
DATA DISTRIBUTION AND CONNECTIVITY SERVICES
(*)
Average number of data terminals
Domestic business clients 7,485 7,515 7,279 7,178 7,551
Overseas business clients 5,425 4,976 5,580 4,955 4,927
Non-display data 290 292 254 276 286
Revenue from distribution and connectivity services
(in NIS thousands)
Domestic business clients 12,611 12,324 4,117 3,928 16,516
Overseas business clients 6,807 5,250 2,422 1,924 7,160
Private clients 6,456 6,349 1,995 1,977 8,577
Derivative date and non-display data 3,638 2,940 1,253 1,019 3,954
Data files and other data 3,054 2,472 1,053 815 3,381
Authorization for indices usage 2,439 2,351 769 742 3,093
Connectivity services 8,777 7,066 2,798 2,522 9,587
Total revenue from Data distribution and Connectivity
services
43,782 38,752 14,407 12,927 52,268

(*) Changes in the presentation of data regarding revenue from data distribution and connectivity services

During this period, changes took place in the business activity, including the modification of the pricing model for data distribution customers and the institution of a distinction between business and private customers, and the improvement of the accessibility and quality of the information, which made it necessary to alter the presentation of the data. Accordingly, the detailed data in reports commencing in the current quarter present revenues from business customers separately from the revenues from private customers, and contain additional information regarding derivative information as well as information and data files.

Presented below are details regarding the velocity of trading (1) in Israel in the reported period:

Nine months
ended
September 30,
%
Change
Three months
ended
September 30,
Year ended
December
31,
2022 2021 2022 2021 2021
Velocity of trading
Shares 44.0% 40.7% 8% 40.3% 36.8% 10% 39.8%
Corporate bonds (2) 61.3% 53.5% 15% 53.1% 51.5% 3% 54.8%
Government bonds –
shekel (3)
90.8% 97.8% (7%) 84.7% 83.0% 2% 100.3%
Government bonds –
linked (4)
68.1% 83.2% (18%) 69.4% 71.6% (3%) 78.3%
Treasury bills 106.4% 60.0% 77% 111.9% 44.1% 154% 62.4%

(1) The velocity of trading does not include off-exchange transactions.

(2) The velocity of trading does not include data of corporate bonds traded on TASE UP.

(3) Including "Shahar" fixed-interest shekel bonds and short-term government bonds.

(4) Including CPI-linked bonds, "Gilon" variable-interest shekel bonds and global government bonds (currency linked).

Appendix – Deferred income from listing fees

Deferred
income
from
listing
fees as of
Income recognition in Three months ended Income
recognition in
Twelve months
ended
Deferred
income
from
listing
fees as of
30.09.22 31.12.2022 31.3.2023 30.6.2023 30.09.23 30.09.24 30.09.25 30.09.25
Listing of
Shares 30 1.7 1.6 1.5 1.4 5.2 4.2 14.1
Corporate bonds 39.4 3.2 3 2.9 2.7 8.8 6.4 12.4
ETF 25.4 1.3 1.3 1.2 1.2 4.6 4.9 11.7
Government
bonds
11.4 1.1 1 1 1 3.5 1.1 2.6
T-bills 0.5 0.2 0.2 0.1 0 0 0 0
Total 106.7 7.5 7.1 6.7 6.3 22.1 16.6 39.3

(*) For more details regarding estimate update in relation to the period for recognition of revenue from listing fees on shares (in IPOs and secondary offerings) and on ETFs, please see clause 5.4 above.