Tradeweb Investor Presentation Deck
Reconciliation of Non-GAAP Items (continued) ($ in thousands, except per share and share
Successor
FY21
$1.09a
Successor
FY20
$0.88a
amounts)
Reconciliation of Net Income attributable to Tradeweb Markets
Inc. to Adjusted Net Income and Adjusted Diluted EPS
Earnings per diluted share¹
Pre-IPO net income attributable to Tradeweb Markets LLC 1
Net income attributable to Tradeweb Markets Inc.1
Net income attributable to non-controlling interests ¹.2
Net income
Provision for income taxes
Contingent consideration
Acquisition transaction costs 3
D&A related to acquisitions and the Refinitiv Transaction4
Stock-based compensation expense5
Foreign exchange (gains) / losses 6
Tax receivable agreement liability adjustment?
Adjusted Net Income before income taxes.
Adjusted income taxes8
Adjusted Net Income
Adjusted Diluted EPS 1,9
$
Reconciliation of Diluted Weighted Average Shares Outstanding to Adjusted
Diluted Weighted Average Shares Outstanding
Adjusted Net Income (in thousands)
Adjusted Diluted EPS
Successor
1Q22
$0.40a
Diluted weighted average TWM LLC shares outstanding ¹
Diluted weighted average shares of Class A and Class B common stock outstanding
Weighted average of other participating securities 2
Assumed exchange of LLC Interests for shares of Class A or Class B common stock 3
Adjusted diluted weighted average shares outstanding
28
2022 Tradeweb Markets LLC. All rights reserved.
82,965a
14,480a
$97,445a
13,710
(18)
31,769
3,869
732
147,507
(32,452)
115,055 $
$0.48a
Successor
1Q21
$0.33a
Successor
1Q22
207,497,102
53,756
30,296.879
237,847,737
67,859a
13,706a
$81,565a
16,269
1,761
29,603
6,383
(5,353)
$ 115,055 $
$
0.48 $
130,228
(28,650)
101,578 $
$0.43a
226,828a
46,280a
$273,108a
96,875
Successor
1Q21
5,073
124,580
16,509
(4,702)
(12,745)
498,698
(109,713)
388,985 $
$1.63a
101,578 $
0.43 $
Successor
FY21
205,028,717 207,254,840
31,214,407 30,699,577
236,243,124 237,954,417
166,296a
52,094a
$218,390a
56,074
110,187
13,025
6,279
(11,425)
392,530
388,985 $
1.63 $
(86,357)
306,173 $
$1.31a
188,223,032
Successor
FY19
45,828,289
$0.54a
0.19b
$42,352b
83,769a
46,903a
$173,024a,b
52,302
Successor
Successor
FY20 Post-IPO Period
FY19
234,051,321
97,565
25,098
(1,085)
(33,134)
313,770
(82,835)
230,935 $
$0.77a
0.23b
306,173 $
1.31 $
156,540,246
Successor
4Q18
$0.13b
74,279,741
230,819,987
$29,307b
178,745 $
0.77 $
$29,307b
3,415
22,413
353
55,488
(14,649)
40,839 $
$0.18b
1. As a result of the Reorganization Transactions and the IPO completed in April 2019, certain earnings information is being presented separately for Tradeweb Markets LLC and Tradeweb Markets Inc.
Presents information for Tradeweb Markets Inc. (post-IPO period).
a.
b.
Presents information. Tradeweb Markets LLC (pre-IPO period).
2. For post-IPO periods, represents the reallocation of net income attributable to non-controlling interests from the assumed exchange of all outstanding LLC Interests held by non-controlling interests for shares of Class A or Class B common stock.
3. Represents transaction and other costs related to the NFI Acquisition, which closed in June 2021. Acquisition-related costs primarily include legal, consulting and advisory fees and severance costs incurred that relate to the acquisition transaction.
4. Represents intangible asset and acquired software amortization resulting from the NFI Acquisition and intangible asset amortization and increased tangible asset and capitalized software depreciation and amortization resulting from the application of pushdown accounting to the Refinitiv
Transaction (where all assets were marked to fair value as of the closing date of the Refinitiv Transaction).
5. Represents non-cash stock-based compensation expense associated with the Special Option Award and post-IPO options awarded in 2019 and payroll taxes associated with exercises of such options and non-cash accelerated stock-based compensation expense associated with our former CFO
and our retiring CEO and related payroll taxes during the applicable periods.
6. Represents unrealized gain or loss recognized on foreign currency forward contracts and foreign exchange gain or loss from the revaluation of cash denominated in a different currency than the entity's functional currency.
7. Represents income recognized during the applicable period due to changes in the tax receivable agreement liability recorded in the statement of financial condition as a result of changes in the mix of earnings, tax legislation and tax rates in various jurisdictions which impacted our tax savings.
8. Represents corporate income taxes at an assumed effective tax rate of 22.0% applied to Adjusted Net Income before income taxes for the years ended December 31, 2021 and 2020 and the three months ended March 31, 2021 and 2022 and an effective tax rate of 26.4% applied to Adjusted Net
Income before income taxes for all other periods presented. For pre-IPO periods, this adjustment assumes Tradeweb Markets LLC was subject to a corporate tax rate for the periods presented.
9. Due to the Reorganization Transactions and the IPO completed in April 2019, shares outstanding during the year ended December 31, 2019 and subsequent periods, represent shares of TWM LLC (pre-IPO period) and shares of Class A and Class B common stock of Tradeweb Markets, Inc.
(post-IPO period). For a summary of the calculation of Adjusted Diluted EPS, see "Reconciliation of Diluted Weighted Average Shares Outstanding to Adjusted Diluted Weighted Average Shares Outstanding" below.
The table below summarizes the calculation of Adjusted Diluted EPS for the periods presented:
**o.
Tradeweb
Predecessor Predecessor Predecessor
9M 18
$0.60b
223,320,457
$130,160b
$130,160b
11,900
26,830
19,576
(1,881)
186,585
(49,258)
137,327 $
$0.64b
FY17
$0.39b
$83,648b
$83,648b
6,129
58,520
40,839 $
0.18 $
31,236
(1,042)
178,491
(47,122)
131,369 $
$0.62b
Successor Successor Predecessor Predecessor
Pre-IPO Period
4Q18
9M18
FY19
137,327 $
0.64 $
222,243,851 215,365,920 212,568,635
FY17
223,320,457 222,243,851 215,365,920 212,568,635
52,190 $
131,369 $
0.23 $
0.62 $
FY16
$0.445
$93,161b
$93,161b
(725)
26,224
41,125
160,342
(42,330)
118,012
$0.56b
557
Predecessor
FY16
210,979,704
210,979,704
118,012
0.56
3. Assumes the full exchange of the weighted average of all outstanding LLC Interests held by non-controlling interests for shares of Class A or Class B common stock, resulting in the elimination of the non-
controlling interests and recognition of the net income attributable to non-controlling interests.
1. Due to the Reorganization Transactions and the IPO completed in April 2019, shares outstanding during the year ended December 31, 2019 and subsequent periods, represent shares of TWM LLC (pre-IPO
period) and shares of Class A and Class B common stock of Tradeweb Markets Inc. (post-IPO period).
2. Weighted average unvested restricted stock units and unsettled vested performance-based restricted stock units issued to certain retired executives that are entitled to non-forfeitable dividend equivalent rights.
and are considered participating securities prior to being issued and outstanding shares of common stock in accordance with the two-class method used for purposes of calculating earnings per share.View entire presentation