Tradeweb Investor Presentation Deck
Reconciliation of Non-GAAP Items (continued) ($ in thousands, except per share and share
Reconciliation of Net Income attributable to Tradeweb Markets
Inc. to Adjusted Net Income and Adjusted Diluted EPS
Successor
FY21
Successor
FY20
Earnings per diluted share¹
$1.09a
$0.88a
amounts)
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
$
Diluted weighted average TWM LLC shares outstanding ¹
Diluted weighted average shares of Class A and Class B common stock outstanding ¹
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
Adjusted Net Income (in thousands)
Adjusted Diluted EPS
29
Successor
6M22
The table below summarizes the calculation of Adjusted Diluted EPS for the periods presented:
Reconciliation of Diluted Weighted Average Shares Outstanding to Adjusted
Diluted Weighted Average Shares Outstanding
2022 Tradeweb Markets LLC. All rights reserved.
151,309a
27,736a
$179,045a
39,258
$0.73a
(3)
63,530
11,164
(2,334)
290,660
(63,946)
226,714 $
$0.95a
$
$
Successor
6M21
$0.60a
Successor
6M22
123,175a
24,623a
$147,798a
33,503
4,727
59,843
9,186
(4,883)
250,174
(55,038)
195,136 $
$0.82a
226,828a
46,280a
$273,108a
96,875
5,073
124,580
16,509
(4,702)
(12,745)
498,698
(109,713)
388,985 $
$1.63a
Successor Successor
6M21
FY21
166,296a
52,094a
$218,390a
56,074
206,253,756 207,254,840
110,187
13,025
6,279
(11,425)
392,530
(86,357)
306,173 $
$1.31a
Successor
FY19
$0.54a
0.19b
$42,352b
83,769a
46,903a
$173,024a,b
52,302
188,223,032
97,565
25,098
(1,085)
(33,134)
313,770
(82,835)
230,935 $
$0.77a
0.23b
Successor
Successor
FY20 Post-IPO Period
FY19
Successor
4Q18
$0.13b
156,540,246
$29,307b
$29,307b
3,415
22,413
353
55,488
(14,649)
40,839
$0.18b
Successor
Pre-IPO Period
FY19
Predecessor
9M 18
$0.60b
$
$130,160b
$130,160b
11,900
26,830
19,576
(1,881)
186,585
(49,258)
137,327 $
$0.64b
Tradeweb
Predecessor Predecessor
FY17
$0.39b
$83,648b
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 for 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 the exercise of such options totaling $1.6 million and $2.8 million during the three months ended June 30, 2022 and 2021,
respectively, and $3.8 million and $9.2 million during the six months ended June 30, 2022 and 2021, respectively. During the three and six months ended June 30, 2022, this adjustment also includes $5.7 million and $7.4 million, respectively, of non-cash accelerated stock-based compensation
expense and related payroll taxes associated with our former CFO and our retiring CEO.
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 consolidated 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 six months ended June 30, 2022 and 2021 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.
$83,648b
6,129
58,520
31,236
(1,042)
178,491
(47,122)
131,369 $
$0.62b
FY16
$0.445
$93,161b
$93,161b
(725)
26,224
41,125
557
160,342
(42,330)
118,012
$0.56b
Successor Predecessor Predecessor Predecessor
4Q18
9M18
FY17
FY16
223,320,457 222,243,851 215,365,920 212,568,635 210,979,704
207,371,372
80,778
30,133,370
237,585,520
226,714 $
0.95 $
30,871,285 30,699,577 45,828,289
237,125,041 237,954,417 234,051,321
195,136 $ 388,985 $ 306,173 $
0.82 $
1.63 $
1.31 $
74,279,741
230,819,987
178,745 $
0.77 $
223,320,457
52,190 $
0.23 $
222,243,851 215,365,920 212,568,635 210,979,704
40,839 $
137,327 S 131,369 $ 118,012
0.18 $
0.64 $
0.62 $
0.56
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. Represents 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.
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.View entire presentation