Good morning. I'm Dan Fannon, the Brokers, Asset Managers, and Exchanges Analyst here at Jefferies. Thanks for joining this morning. We have Nasdaq and with us the CFO, Sarah Youngwood. Nasdaq is a leading technology platform which offers data, analytics, software, and exchange capabilities to a broad range of customers. The company operates in three business segments: Capital Access Platforms, Financial Technology, and Market Services. The company has a solid track record of both organic growth as well as complementary acquisitions over time. Sarah joined Nasdaq in December of 2023 from UBS Group, where she was the CFO and Group Executive Board member. Prior to that, she had spent two decades at JP Morgan in a variety of roles, the last of which was the head of IR. Thanks for joining. I guess to start, the integration of Adenza is clearly top of mind and a top priority.
If we could talk about how that's going and where that sits in terms of the early stages of that integration.
Yeah, so the integration is going well. We started the year speaking about integration, innovation, and acceleration. If we talk about the integration point, which is really the basis for the innovation and the activation to continue to happen, we have three points. I'll say leverage. You've seen us announce 4.7 for the deal in terms of the leverage, and then out of the gate, starting at 4.3, repaying the entire term loan at this point and being at 4.1, and then confirming that we would be 9-12 months ahead at reaching 4x versus the initial targets. We also said that we would be at 3.3x 6 months ahead at least. So we'll speak more at earnings about the specifics about how this is going, but I would say very well on the first front, which is leverage.
On the second, the piece of synergies, $80 million net synergies is what we announced. And that $80 million net, we said at Investor Day we would do 70% of that by year-end this year in terms of actions. And we also announced that the first quarter that we were already 40% executed in terms of the actions. And then, of course, we also mentioned that some of the actions translate into P&L over the course of this year and next year, which that's normal based on the nature of those synergies. And that, again, continues to go well. And then the third one is cross-sell. And we announced $100 million of fintech cross-sell by year-end 2027. And what we've done already is, I would say, a lot. We have the whole infrastructure for cross-sell.
For example, in general, you would say that to merge the Salesforce instances of two companies, it takes you a year. That's something that we've already been able to achieve. So we're very proud about the speed at which we are integrating. We have done several campaigns. We have built a pipeline, and we are really starting to execute very well as one team.
That's great. I guess to expand upon that cross-sell, because that's clearly some of the strategic opportunity with this and some of the other businesses, maybe land and expand is the theme that your firm has talked about a lot. So I guess what do you see as the top opportunities for that cross-sell opportunity as you think about both the Adenza business, but also everything else that's under the solution set?
Yeah, so our first focus is going to be within fintech itself. When you look at it, it's not one thing. We've done three specific campaigns already, one being, for example, Calypso can be sold to some of the Verafin clients. For example, in terms of the treasury management, you can see AxiomSL actually being really interesting to some of the brokers, which have some additional frequency of regulation. And so you want to turn to a provider. So we have a campaign around that. And then you have Calypso that can also be really interesting for some of the market operators. And we've also done that in terms of some of the risk platforms and collateral management platforms. So all of that has been very productive. And people ask us, which one of those campaigns do you prefer? Which one is going to yield the most?
The answer is it's all additive. So right now we are seeing, if I showed you the cross-section of the products, it's a well-filled pipeline across many opportunities, but they are all at different stages. Remember that sales cycles can be up to 18 months.
Right. So I guess when you mention campaign, this is targeted areas where you can find growth. Are you changing incentives and comp for the teams to prioritize these campaigns? And then, again, elongating sales, not elongated, but just the sales cycles here are long. And is there differences within some of those businesses where sales cycles might be a little shorter versus that 18-month time period or longer?
Yeah, so to the extent that you're doing a cross-sell, especially if you have, for example, AxiomSL and Calypso have an integrator, data integrator, that can be a much faster timeline. But some of them, if it's a new client and a new implementation, can be a bit longer. And so we are not seeing those as slower sales cycle, but those are businesses that end up having timelines from first contact to implementation, which is the time when you can recognize the revenue. But it's going very, very well. And I would say what's important is that what we're hearing from clients is probably even exceeding our expectations and very, very positive in terms of the tone. We've done a lot of voice of customer tours. So our teams are very energized, and we see that in the culture and how fast we have seen the integration.
But our customers are really supporting the thesis that we entered, which is you want to have less partners, especially for critical financial infrastructure, which is what we have. So critical infrastructure, you are putting your data, your infrastructure in the hands of somebody that somebody needs to be trusted. Nasdaq is trusted. Our brand stands for that. People want to do more with those types of institutions and less with small vendors.
Right. Makes sense. So the first quarter Solutions growth was above your 8-11 kind of medium-term target. I guess when we think about the quarterly fluctuations of the timing of business, maybe talk through the seasonality and also just thinking about the rest of this year, maybe how the momentum in that business is kind of trending just broadly in the context of that.
And so if you kind of go through it by division, you start with the Data & Listings where you're very much within the environment that we have described at the first quarter. The data that came through yesterday, and I'm sure we'll talk about it more, is indicative of the fact that there could be activity that comes. But in the meanwhile, you have some of the delistings, downgrades, and lesser environment than in 2021 that we're dealing with, and those are regulated business. Then you go into Workflow and Insights. That's a place where we do see the impact of the sales cycle. And then offsetting that, you have, if you look at it longer term, the ability to apply AI and really leverage the value of the data sets that we have. And so I would contrast the strategic from the tactical in that segment.
In terms of the Index, that's a place where we've seen close to $200 billion of inflows in the last five years that has really continued in the first quarter with 38% year-on-year core growth. When you look at the alpha versus beta component, obviously some beta, but alpha has been a very strong story in itself. For that, we are very grateful and excited as we go forward because you continue to see the opportunity to expand a new product. Remember that 70% of our ETP AUMs are indeed NDX, but 30% are not. $86 billion of the $198 billion were not related to Nasdaq-100. So that is very, very helpful. Then we have the geographic expansion.
I'll give you just one example to add a bit of color, but there is a company in Australia started with NDX 100, then went into 17 different ETFs across ESG for half of it. And now we have over $7.5 billion of ETFs just with that one player. So that's both a geographic expansion and a product expansion. And then the huge opportunity of distribution into institutional. For example, annuities, huge $700 billion pie, and we've got 6% share of that. None of the market participants use yet NDX as a main institutional option for hedging and for constructing portfolios. And there is a lot of upside, both in terms of the trading side as well as the revenue side for it. So then you get into the fintech where financial crime management has very strong growth prospects.
And that's across the U.S., small business, international, the tier ones now, and Axiom and Calypso continuing, as we said, to have not only their organic opportunities, but also the cross-sell opportunities with the rest of the franchise with the added benefits of being part of Nasdaq now.
That's great. I guess on the anti-financial crime, Verafin has been one of the fastest growing segments. As you look at that business where the opportunity is, in terms of addressing, we all know that these markets are growing, banks are being regulated more. Where do you think you are in the cycle of kind of moving up tiers and really penetrating what you think is the true addressable market for that business?
Yeah, so if you think about $3.5 trillion of financial crime management, there is real money to be saved for the system. And remember that the banks actually take the risk. So to the extent that you have check fraud, wire fraud, all of those debit fraud are true principal costs for the banks. So this is not a reduction in expense. It's a reduction in a type of expense that happens to be fraud costs, and that is in basis points of very large balance sheets. So when you can, and that's a very, very good use case for GenAI and for AI in general. So the company was founded 15 years ago on the basis of cloud and AI and has gathered 2,500 banks and $8 trillion in assets. And then that is really extraordinarily valuable.
And we've got continued growth, both 112% net retention in terms of the existing base. So you see the SMBs that are our clients are continuing to do a lot with us. Then you have the new SMBs, and we still have small and medium banks that have lots of benefits from joining the group because of that data advantage. Then you have the tier ones where we now have broken the glass ceiling, if you want, because we have actually now added the first three. And we have several POCs that are quite advanced. And we are continuing to make progress in lending those and even in starting to expand some of the early ones. So we feel very good about that opportunity. And then you move into international where we do believe that there is also a great opportunity to continue to progress.
Overall, we have a lot to do across financial crime management. GenAI is a very productive trend for us, and we're well structured to address it.
Great. Just to clarify, so the non-U.S. business is something that's very nascent for you for that.
Yeah, very nascent. Yeah, very nascent. So I wouldn't look for non-U.S. to contribute yet in the same way that we announced two years ago that we were going to do the tier one banks. And then two years after, we delivered more than the one we had promised. We delivered three. But those are longer terms. Now, we certainly have dialogue with those international banks already, and there are some that have started to do POCs. But there's a difference between POC and actually yielding revenue.
Right. Makes sense. So going back just to the listings business, I think you and Adena have all talked about just the environment, which we're in. IPOs are slower. You're seeing some de-listings. You've seen still M&A. So can you talk about the knock-on effects of what that means for other parts of your business, Workflow and Insights and others? I think you've mentioned already elongated sales cycles. But as we look forward, if we do see a more capital-friendly fundraising environment, what that means for other parts of your business outside of maybe listings and how that can transpire into more growth?
Look, we are here to participate in the liquidity of the capital markets. And so to the extent that you have a fruitful set of activity, that is very good for the world, to be honest, but also for Nasdaq. So what we are seeing, and when you look at what we heard yesterday, for example, is there starts to be conviction around one rate cut. And if you start actually having that directional certitude that it's not going to go up and that from here it may be slow, it may be fast, but there is the situation improving, then our IPO Pulse tells you that you have the best conditions that we have seen since 2021, and you have the pent-up demand of all of the deals that didn't happen in 2022, in 2023, in the first half of 2024, which gives you the potential for good activity.
Now, when you look at it more tactically in terms of right now, you've got windows that are a bit short because you've got right now the ability for good companies to go, and you have some very good names that are in the pipeline. And then you have September, October. October could be more than usual based on the fact that you've got an election coming. But then in general, you're quiet in December, and that could start, or that is most likely to start in November. So all of those things are, I would say, just tacticals in terms of when it happens. Workflow and Insights, as we said, is fairly correlated to that. The Data & Listings is also fairly correlated to that. And then Market Services is interesting because it could be correlated or exactly negatively correlated depending on what type of volatility we're seeing.
Right, right. I did want to go back to the AI conversation. You mentioned it a few times with regards to improvement in data and other things. But maybe at a high level, could you talk about how you think about integrating it more broadly? Was it more of an expense kind of efficiency dynamic? Or I think the points you made earlier were a little bit more on could accelerate revenue growth and productivity, but maybe broadly talk about that opportunity.
I would say for all companies in the world, GenAI is an expense opportunity. Better coding, better workflows, better data integration, great. In that sense, we are as good or better than everybody. In terms of the revenue opportunity, that's where I think we're truly differentiated. Because 10 years ago, we started cloud. 7 years ago, we started the AI, obviously, that was not GenAI yet. If you look at that, that gives us the data in the right structure to be leverageable. Many companies who are starting to want to do GenAI are confronted with the first problem, which is, where is my data? Is it in the cloud? Because all of those things only work in the cloud, regardless of which model you want to use. B, is my data structured and accessible, and are all of my data elements usable?
So we've got this advantage. And so if you look at what we've done in the products, we're already doing, for example, the first AI-powered order that is SEC approved. So that has been an important, it's called Dynamic M-ELO, an important product. I think it's also really starting to brand us as we've always been innovative, but innovation can get stale. So it's important to bring those things to the market. Strike optimization, same thing. That's for the options market. You look at financial crime management, which we were talking about. The difference between using our product with GenAI and not using Verafin is 90% efficiencies for your reviewers of AML. So would you prefer to hire one person or 10? Pretty easy to make that choice if you're a financial institution that is conscious of expense.
So that's, of course, a big sales point for our existing clients as well as for our new clients. The 90% is for the new ones. And then surveillance, also a 33% improvement for the monitoring and surveillance of the stocks. And even in CAP, like Boardvantage, many of you probably have heard of this. This is how boards can communicate with their teams. You have all of those large documents that can be summarized. And we have a pilot that's in place, and that can take you a 500-page document and make it a one- or two-page summary. So a lot of things that we can do because we have a lot of data that is proprietary to Nasdaq combined with all the data and inserted in the workflows.
Great. A few weeks ago, there were some headlines around Nasdaq exploring the sale of a small business, Solovis, which you bought a couple of years ago. Without commenting specifically on that, I guess, as you think about the portfolio of assets you have today and the businesses you're in, do you think this is what it will look like in two to three years, or is there more things to exit and/or add as you think about the longer-term opportunity?
I think for all of you who listen in to Investor Day and who have read it since then, we have a very strong conviction on our business model. We believe that each of our three divisions is part of a flywheel that works very well together. I would say there is nothing strategic that could be going on. At the same time, even if you have this type of conviction around a business model, you always look at optimization on the margin. Not commenting on anything specific, but we always are stewards for shareholders and will review the value of doing versus not doing, whether it's on the plus or on the negative.
Makes sense. Going back to your initial comments around leverage and pulling forward the targets in terms of the timeframe of achieving them. So if we fast forward to getting there, what would be the capital priorities on a prospective basis? Do buybacks kind of move up the priority list once you reach your targets? And/or is M&A still going to be part of the thesis on which it has been historically?
So we continue to have a balanced approach. I think that's one of the hallmarks of Nasdaq, which is we've got $1.6 billion of free cash flow. We've got conversion at 100% and above each of the last 6 years. And if you have that strong consistency, I think you can do more than one thing. The first thing is having a consistent dividend and continuing to be progressive in terms of the dividend. So we're going to continue doing that. As you just said, once you're fast forwarding to you are below 3, for example, and you have done the debt paydown and some of the tranches are less attractive, the acquisition dilution of that versus share repurchase could show that share repurchase is more attractive.
Especially if at that point in time, you have gone down in the leverage to the point where you're being valued for growth. One of the reasons why today it's a no-brainer to do a lot of deleveraging is because we are a growth company who is trading at S&P 500. We're not valued for our growth or for our margin or for our free cash flow generation. So at some point, hopefully, we have solved that. And then as you think then about other uses of those free cash flow, we would look at everything, but it has to be with the lens of is it more additive to do one thing versus the other in terms of value add to shareholders. And so that's going to continue to be the spectrum.
There is no particular gap which we're looking at and saying, oh, if we just had that. What we showed at Investor Day is that we have a very complete platform. We're very excited about how all of our pieces play together. Therefore, our organic path is the base case, but always analyzing alternatives as we should for shareholders.
Great. Well, with only a couple of minutes left, I was curious, what has surprised you most since joining the Nasdaq management team just over six months ago?
So I'm going to go for the pace of integration. And so half of my career has been in M&A, so I've seen a lot of integrations in addition to the integrations that I've been part of at JPMorgan Chase or UBS. But the pace of what we're doing and the cultural aspects of how we are doing it are impressive. So I would say both in terms of people, systems, process, but also culture. And we really feel like one team, one Nasdaq people, there is a huge pride associated with the name Nasdaq, which I saw from the outside. And of course, we can tell you that we're valued as a top 100 brand globally. But when you enter Nasdaq, people are just proud to be there, and the new people are just excited to be part of the story.
And so for me, that has been, I wouldn't say I didn't expect it, but I didn't expect it to this level.
Great. All right. Well, thank you. Appreciate all the insights, and thanks for joining us today.
Thank you.