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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549 
_________________________________________________________
FORM 8-K
 
_________________________________________________________
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) October 26, 2022
 
 _________________________________________________________
CME GROUP INC.
(Exact Name of Registrant as Specified in its Charter) 
_________________________________________________________ 
Delaware   001-31553   36-4459170
(State or Other Jurisdiction
of Incorporation)
  (Commission
File No.)
  (IRS Employer
Identification No.)
 
20 South Wacker Drive Chicago Illinois   60606
(Address of Principal Executive Offices)   (Zip Code)
Registrant’s telephone number, including area code: (312) 930-1000
N/A
(Former Name or Former Address, if Changed Since Last Report) 
______________________________________________________
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading symbol Name of each exchange on which registered
Class A Common Stock CME Nasdaq
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) of this chapter or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 2.02. Results of Operations and Financial Condition.
The information set forth under “Item 2.02. Results Of Operations and Financial Condition,” including the Exhibit attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
Attached and incorporated herein by reference as Exhibit 99.1 is a copy of a press release of CME Group Inc. dated October 26, 2022, reporting CME Group Inc.’s financial results for the quarter ended September 30, 2022.
To supplement CME Group’s financial statements on a GAAP basis, the attached press release includes financial measures that are not in accordance with GAAP, consisting of non-GAAP net income and earnings per share. Management believes that the presentation of non-GAAP net income and earnings per share provide important supplemental information to management and investors about financial and business trends relating to CME Group Inc.’s financial condition and results of operations. Management believes that the use of these non-GAAP financial measures provide a better measure of comparability with the Company’s prior financial reports. Management acknowledges that non-GAAP adjustments may include recurring items. These non-GAAP measures should be considered as a supplement to, and not as a substitute for, or superior to, the corresponding measures calculated in accordance with GAAP. Pursuant to the requirements of Regulation G, CME Group Inc. has included a reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures in the press release.
 
Item 9.01 Financial Statements and Exhibits.
Exhibit
Number
   Description
99.1    
104  The cover page from CME Group Inc.'s Current Report on Form 8-K, formatted in Inline XBRL.




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
  CME Group Inc.
  Registrant
Date: October 26, 2022   By:   /s/ John W. Pietrowicz
  Name:

Title:
  John W. Pietrowicz

Chief Financial Officer & Senior Managing
Director Finance

Principal Financial Offer and
Duly Authorized Officer
   




























EX-99.1 2 exhibit9919302022.htm EX-99.1 Document






                                             Exhibit 99.1
cmegpressreleasea02.jpg
Media contact Investor contact
Timothy Barello, 212.299.2256 John Peschier, 312.930.8491
Laurie Bischel, 312.648.8698 CME-G
news@cmegroup.com
www.cmegroup.mediaroom.com

FOR IMMEDIATE RELEASE
CME Group Inc. Reports Third-Quarter 2022 Financial Results
    CHICAGO, October 26, 2022 - CME Group Inc. (NASDAQ: CME) today reported financial results for the third quarter of 2022.
    The company reported revenue of $1.2 billion and operating income of $739 million for the third quarter of 2022. Net income was $680 million and diluted earnings per share were $1.87. On an adjusted basis, net income was $719 million and diluted earnings per share were $1.98. Financial results presented on an adjusted basis for the third quarter of 2022 and 2021 exclude certain items, which are detailed in the reconciliation of non-GAAP results.1
    "Our strong Q3 financial performance was driven by a 26% increase in trading volume, generating double-digit growth in total revenue," said CME Group Chairman and Chief Executive Officer Terry Duffy. "During the quarter, year-over-year volume rose in five of our six asset classes, led by interest rates, equity indexes and a near-record quarter for foreign exchange. Likewise, the demand for our products remains strong, with year-to-date volumes up 22%, as clients continue to manage risk amid global economic and geopolitical uncertainty."

Third-quarter 2022 average daily volume (ADV) was 22.4 million contracts, including non-U.S. ADV of 6.1 million contracts, led by 41% growth in Asia, 31% in Latin America, and 14% in EMEA.












1. A reconciliation of the non-GAAP financial results mentioned to the respective GAAP figures can be found within the Reconciliation of GAAP to non-GAAP Measures chart at the end of the financial statements and earnings presentation materials.

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Page 2
Clearing and transaction fees revenue for third-quarter 2022 totaled $1.0 billion. The total average rate per contract was $0.631. Market data revenue totaled $154 million for third-quarter 2022.
    As of September 30, 2022, the company had approximately $2.2 billion in cash (including $100 million deposited with Fixed Income Clearing Corporation (FICC) and included in other current assets) and $3.4 billion of debt. The company paid dividends during the third quarter of approximately $363 million. The company has returned over $18.8 billion to shareholders in the form of dividends since the implementation of the variable dividend policy in early 2012.

    CME Group will hold a Q&A conference call to discuss third-quarter 2022 results at 8:30 a.m. Eastern Time today. A live audio webcast of the Q&A call will be available on the Investor Relations section of CME Group’s website at www.cmegroup.com. An archived recording will be available for up to two months after the call.

    As the world's leading derivatives marketplace, CME Group (www.cmegroup.com) enables clients to trade futures, options, cash and OTC markets, optimize portfolios, and analyze data - empowering market participants worldwide to efficiently manage risk and capture opportunities. CME Group exchanges offer the widest range of global benchmark products across all major asset classes based on interest rates, equity indexes, foreign exchange, energy, agricultural products and metals.  The company offers futures and options on futures trading through the CME Globex® platform, fixed income trading via BrokerTec and foreign exchange trading on the EBS platform. In addition, it operates one of the world's leading central counterparty clearing providers, CME Clearing.

CME Group, the Globe logo, CME, Chicago Mercantile Exchange, Globex, and, E-mini are trademarks of Chicago Mercantile Exchange Inc. CBOT and Chicago Board of Trade are trademarks of Board of Trade of the City of Chicago, Inc. NYMEX, New York Mercantile Exchange and ClearPort are trademarks of New York Mercantile Exchange, Inc. COMEX is a trademark of Commodity Exchange, Inc. BrokerTec and EBS are trademarks of BrokerTec Europe LTD and EBS Group LTD, respectively. Dow Jones, Dow Jones Industrial Average, S&P 500 and S&P are service and/or trademarks of Dow Jones Trademark Holdings LLC, Standard & Poor's Financial Services LLC and S&P/Dow Jones Indices LLC, as the case may be, and have been licensed for use by Chicago Mercantile Exchange Inc. All other trademarks are the property of their respective owners.















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Page 3

Statements in this press release that are not historical facts are forward-looking statements. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or implied in any forward-looking statements. We want to caution you not to place undue reliance on any forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise. Among the factors that might affect our performance are increasing competition by foreign and domestic entities, including increased competition from new entrants into our markets and consolidation of existing entities; our ability to keep pace with rapid technological developments, including our ability to complete the development, implementation and maintenance of the enhanced functionality required by our customers while maintaining reliability and ensuring that such technology is not vulnerable to security risks; our ability to continue introducing competitive new products and services on a timely, cost-effective basis, including through our electronic trading capabilities, and our ability to maintain the competitiveness of our existing products and services, including our ability to provide effective services to the swaps market; our ability to adjust our fixed costs and expenses if our revenues decline; our ability to maintain existing customers at substantially similar trading levels, develop strategic relationships and attract new customers; our ability to expand and globally offer our products and services; changes in regulations, including the impact of any changes in laws or government policies with respect to our products or services or our industry, such as any changes to regulations and policies that require increased financial and operational resources from us or our customers; the costs associated with protecting our intellectual property rights and our ability to operate our business without violating the intellectual property rights of others; decreases in revenue from our market data as a result of decreased demand or changes to regulations in various jurisdictions; changes in our rate per contract due to shifts in the mix of the products traded, the trading venue and the mix of customers (whether the customer receives member or non-member fees or participates in one of our various incentive programs) and the impact of our tiered pricing structure; the ability of our credit and liquidity risk management practices to adequately protect us from the credit risks of clearing members and other counterparties, and to satisfy the margin and liquidity requirements associated with the BrokerTec matched principal business; the ability of our compliance and risk management programs to effectively monitor and manage our risks, including our ability to prevent errors and misconduct and protect our infrastructure against security breaches and misappropriation of our intellectual property assets; our dependence on third-party providers and exposure to risk through third parties, including risks related to the performance, reliability and security of technology used by our third-party providers; volatility in commodity, equity and fixed income prices, and price volatility of financial benchmarks and instruments such as interest rates, credit spreads, equity indices, fixed income instruments and foreign exchange rates; economic, social, political and market conditions, including the volatility of the capital and credit markets and the impact of economic conditions on the trading activity of our current and potential customers; the impact of the COVID-19 pandemic and response by governments and other third parties; our ability to accommodate increases in contract volume and order transaction traffic and to implement enhancements without failure or degradation of the performance of our trading and clearing systems; our ability to execute our growth strategy and maintain our growth effectively; our ability to manage the risks, control the costs and achieve the synergies associated with our strategy for acquisitions, investments and alliances, including those associated with our investment in S&P/Dow Jones Indices LLC (S&P/DJI), our OSTTRA joint venture with IHS Markit (now a part of S&P Global) and our partnership with Google Cloud; uncertainty related to the transition from LIBOR; our ability to continue to generate funds and/or manage our indebtedness to allow us to continue to invest in our business; industry and customer consolidation; decreases in trading and clearing activity; the imposition of a transaction tax or user fee on futures and options transactions and/or repeal of the 60/40 tax treatment of such transactions; our ability to maintain our brand and reputation; and the unfavorable resolution of material legal proceedings.  For a detailed discussion and additional information concerning these and other factors that might affect our performance, see our other recent periodic filings, including our Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the Securities and Exchange Commission ("SEC") on February 25, 2022, under the caption "Risk Factors".
# # #







CME Group Inc. and Subsidiaries
Consolidated Balance Sheets
(in millions)
 
September 30, 2022 December 31, 2021
ASSETS
Current Assets:
Cash and cash equivalents $ 2,130.1  $ 2,834.9 
Marketable securities 91.3  115.0 
Accounts receivable, net of allowance 580.2  434.5 
Other current assets (includes $4.6 and $4.8 in restricted cash) 476.4  427.8 
Performance bonds and guaranty fund contributions 139,974.9  157,949.6 
Total current assets 143,252.9  161,761.8 
Property, net of accumulated depreciation and amortization 465.5  505.3 
Intangible assets—trading products 17,175.3  17,175.3 
Intangible assets—other, net 3,302.2  3,532.0 
Goodwill 10,447.3  10,528.0 
Other assets (includes $0.2 and $0.5 in restricted cash) 3,788.3  3,277.9 
Total Assets $ 178,431.5  $ 196,780.3 
LIABILITIES AND EQUITY
Current Liabilities:
Accounts payable $ 95.0  $ 48.8 
Short-term debt 14.5  749.4 
Other current liabilities 488.3  1,650.6 
Performance bonds and guaranty fund contributions 139,974.9  157,949.6 
Total current liabilities 140,572.7  160,398.4 
Long-term debt 3,421.8  2,695.7 
Deferred income tax liabilities, net 5,351.5  5,390.4 
Other liabilities 834.7  896.5 
Total Liabilities 150,180.7  169,381.0 
Total CME Group Shareholders’ Equity 28,250.8  27,399.3 
Total Liabilities and Equity $ 178,431.5  $ 196,780.3 

















CME Group Inc. and Subsidiaries
Consolidated Statements of Income
(dollars in millions, except per share amounts; shares in thousands)
Quarter Ended
September 30,
Nine Months Ended,
September 30,
  2022 2021 2022 2021
Revenues
Clearing and transaction fees $ 998.6  $ 878.9  $ 3,161.3  $ 2,815.8 
Market data and information services 154.3  145.4  457.7  434.8 
Other 74.9  85.6  192.6  291.8 
Total Revenues 1,227.8  1,109.9  3,811.6  3,542.4 
Expenses
Compensation and benefits 189.6  198.6  560.1  635.3 
Technology 46.8  49.3  138.6  146.8 
Professional fees and outside services 35.1  45.2  98.9  119.4 
Amortization of purchased intangibles 55.5  59.0  171.0  179.0 
Depreciation and amortization 34.5  37.2  101.0  111.9 
Licensing and other fee agreements 83.6  57.6  247.6  176.5 
Other 43.9  49.3  146.8  160.0 
Total Expenses 489.0  496.2  1,464.0  1,528.9 
Operating Income 738.8  613.7  2,347.6  2,013.5 
Non-Operating Income (Expense)
Investment income 686.2  145.8  1,046.2  239.1 
Interest and other borrowing costs (40.4) (41.8) (122.8) (125.0)
Equity in net earnings of unconsolidated subsidiaries 76.5  66.4  237.1  178.3 
Other non-operating income (expense) (581.1) 311.8  (845.1) 268.4 
Total Non-Operating Income (Expense) 141.2  482.2  315.4  560.8 
Income before Income Taxes 880.0  1,095.9  2,663.0  2,574.3 
Income tax provision 200.4  169.6  609.9  562.6 
Net Income 679.6  926.3  2,053.1  2,011.7 
Less: net (income) loss attributable to non-controlling interests —  0.2  —  (0.5)
Net Income Attributable to CME Group $ 679.6  $ 926.5  $ 2,053.1  $ 2,011.2 
Net Income Attributable to Common Shareholders of CME Group $ 671.1  $ 926.5  $ 2,027.2  $ 2,011.2 
Earnings per Share Attributable to Common Shareholders of CME Group:
Basic $ 1.87  $ 2.59  $ 5.65  $ 5.61 
Diluted 1.87  2.58  5.64  5.60 
Weighted Average Number of Common Shares:
Basic 358,715  358,363  358,655  358,258 
Diluted 359,288  358,988  359,206  358,894 









CME Group Inc. and Subsidiaries
Quarterly Operating Statistics
 
3Q 2021 4Q 2021 1Q 2022 2Q 2022 3Q 2022
Trading Days 64  64  62  62  64 
Quarterly Average Daily Volume (ADV)(1)
CME Group ADV (in thousands)
 
Product Line 3Q 2021 4Q 2021 1Q 2022 2Q 2022 3Q 2022
Interest rates 8,111  9,805  12,484  10,630  10,357 
Equity indexes 5,100  5,943  7,950  7,751  7,445 
Foreign exchange 776  800  904  950  1,091 
Energy 2,179  2,252  2,515  1,932  1,837 
Agricultural commodities 1,141  1,216  1,474  1,308  1,208 
Metals 480  475  593  484  498 
Total 17,786  20,490  25,920  23,055  22,437 
Venue
CME Globex 16,652  19,043  24,060  21,531  21,021 
Open outcry 598  792  1,030  725  704 
Privately negotiated 536  656  830  799  711 
Total 17,786  20,490  25,920  23,055  22,437 
Quarterly Average Rate Per Contract (RPC)(1)
CME Group RPC
 
Product Line 3Q 2021 4Q 2021 1Q 2022 2Q 2022 3Q 2022
Interest rates $ 0.483  $ 0.487  $ 0.484  $ 0.493  $ 0.479 
Equity indexes 0.555  0.526  0.526  0.532  0.524 
Foreign exchange 0.803  0.779  0.800  0.767  0.729 
Energy 1.127  1.111  1.124  1.171  1.140 
Agricultural commodities 1.319  1.323  1.378  1.411  1.351 
Metals 1.463  1.452  1.482  1.506  1.520 
Average RPC $ 0.677  $ 0.650  $ 0.644  $ 0.647  $ 0.631 
1. ADV and RPC includes futures and options on futures only.










CME Group Inc. and Subsidiaries
Reconciliation of GAAP to non-GAAP Measures
(dollars in millions, except per share amounts; shares in thousands)
Quarter Ended
September 30,
Nine Months Ended,
September 30,
2022 2021 2022 2021
Net Income Attributable to CME Group $ 679.6  $ 926.5  $ 2,053.1  $ 2,011.2 
Restructuring and severance —  6.6  10.2  25.8 
Amortization of purchased intangibles(1)
68.5  63.1  206.4  183.1 
Strategic transaction-related costs(2)
1.2  18.7  3.4  36.0 
Foreign exchange transaction (gains) losses (10.5) (3.2) (23.6) 0.2 
Unrealized and realized (gains) losses on investments (1.1) (434.5) (4.6) (455.5)
Debt costs related to refinancing —  —  7.7  — 
Realized and unrealized losses on assets 0.7  0.5  0.7  1.7 
Litigation matters —  —  —  (3.1)
Trading floor enhancements —  1.4  4.8  1.4 
Income tax effect related to above (11.3) (0.8) (40.1) (34.1)
Other income tax items(3)
(8.0) (3.9) (16.2) 37.5 
Adjusted Net Income Attributable to CME Group $ 719.1  $ 574.4  $ 2,201.8  $ 1,804.2 
Adjusted Net Income Attributable to Common Shareholders of CME Group $ 710.0  $ 574.4  $ 2,174.1  $ 1,804.2 
Earnings per Share Attributable to Common Shareholders of CME Group:
     Basic $ 1.87  $ 2.59  $ 5.65  $ 5.61 
     Diluted 1.87  2.58  5.64  5.60 
Adjusted Earnings per Share Attributable to Common Shareholders of CME Group:
     Basic $ 1.98  $ 1.60  $ 6.06  $ 5.04 
     Diluted 1.98  1.60  6.05  5.03 
Weighted Average Number of Common Shares:
     Basic 358,715  358,363  358,655  358,258 
     Diluted 359,288  358,988  359,206  358,894 
Preferred shares(4)
4,584  —  4,584  — 
1. Includes $10.6 million of amortization of purchased intangibles (net of tax) at OSTTRA and $2.4 million of amortization of purchased intangibles at S&P/Dow Jones Indices LLC, reported in Equity in net earnings of unconsolidated subsidiaries for the third quarter of 2022.
2. Strategic transaction-related costs primarily include professional fees related to the NEX integration.
3. Other income tax items include benefits recognized for the settlement of various tax audits.
4. Preferred shares have similar rights as common shares without voting rights.