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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 | |||||
| ישור להיפר-ק ההפניה שגיאה! |
נה ישור אי להיפר-ק ההפניה שגיאה! |
|||||
| ית. אינה חוק |
חוקית. | |||||
| 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.