Good morning, and welcome to the IntercontinentalExchange First Quarter 2014 Earnings Conference Call and Webcast. [Operator Instructions] Please note, this event is being recorded. Now I would like to turn the conference over to Kelly Loeffler. Please go ahead.

Good morning. ICE's first quarter 2014 earnings release and presentation can be found in the Investor section of our website at theice.com. These items will be archived and our call will be available for replay. Today's call may contain forward-looking statements. These statements, which we undertake no obligation to update, represent our current judgment and are subject to risks, assumptions and uncertainties. For a description of the risks that could cause our results to differ materially from those described in the forward-looking statements, please refer to the company's Form 10-K. Please note, that in addition to the GAAP results presented today, we've also referred to our adjusted operating results. These measures adjust our GAAP results for various extraordinary items, including our acquisition of NYSE Euronext, and we believe are more reflective of our core business performance than our GAAP results. You'll find a non-GAAP reconciliation and earnings release and presentation and an explanation of why we deem this information to be meaningful, as well as how management uses these measures. Net revenue refers to revenue net of transaction-based expenses. With us on the call today are Jeff Sprecher, Chairman and CEO; Scott Hill, Chief Financial Officer; and Chuck Vice, President and Chief Operating Officer. I'll now turn the call over to Scott.

Thank you, Kelly. Good morning, everyone, and thank you for joining us today. I'll begin on Slide 4, where we highlight our record results and the significant progress we've made during the quarter. Consolidated net revenues totaled $932 million, including strong contributions across our transaction, clearing and data businesses. We believe that performance demonstrates the value of the diversification of our global products and market, particularly in light of the muted volumes in certain energy and interest rate markets. We continue to focus on disciplined expense management and have now achieved over $220 million in synergies, double where we were in the fourth quarter, and well on track to the achievement of our stated objectives. And as a result of our strong revenue and expense performance, we delivered double-digit earnings growth with adjusted diluted earnings per share of $2.60, up 28%. Due to the first 4 months of 2014, we continue to make good progress on our integration and restructuring plans, including the planned IPO of Euronext and NYXT divestitures, along with the integration of Liffe in ICE Futures Europe. Even as we work on reorganizing and integrating NYSE Euronext, we remain focused on establishing new opportunities for future growth. We continue to expand our product offerings during the first quarter. And in February, we completed the acquisition of the Singapore Mercantile Exchange and clearing house, which we renamed to ICE Futures Singapore and ICE Clear Singapore. As you can see, it's been a busy and productive start to 2014. Please now turn to Slide 5, where I'll detail our first quarter results. Consolidated net revenues of $932 million benefited from strength across our agricultural, emissions and refined oil products, U.S. equity options, Euronext cash trading and CDS clearing. This revenue performance reflects growth of 1% compared to pro forma…

Thank you, Scott. That was a lot to digest. Today, I'd like to cover our energy and interest rate futures business, provide some thoughts on U.S. equity market structure and discuss the progress that we've made on integrating NYSE Euronext. Over the long term, trading and risk management activities continue to move on exchange and into clearing houses. While this trend was already underway and we began clearing energy swaps in 2002, it was only accelerated with the implementation of Dodd-Frank. With the near implementation taking place in Europe over the next year, the trend towards clearing is also playing out there. We're focused on meeting regulatory requirements and the demand for new products and capital efficiency. We're expanding our reach globally, most recently into Asia, to address the demand for market infrastructure. We believe that Asia will also implement financial reforms focused on enhancing risk management and supporting the development of regulated clearing houses. Ships in the global economy are driving demand, as the pan-Asian region moves to becoming the largest global consumer of commodities. With economic and regulatory change reshaping markets around the world, our geographic and product diversity across commodity and financial products, and our ability to evolve as markets change, position us very well for the long term. You can see the breadth of our energy markets on Slide 13, including the expansion activity through economic cycles and through regulatory change. Since the beginning of the financial crisis in 2008, our energy revenues have grown at a compound rate of 13% annually. And this is consistent with ICE futures Europe's 17 consecutive years of record volume. On the slide, you can see the strong base of revenue across the diversified mix of energy products, which are relied upon each day by global energy companies and consumers.…

[Operator Instructions] Our first question is from Rich Repetto of Sandler O'Neill. Richard H. Repetto - Sandler O'Neill + Partners, L.P., Research Division: Yes. The first question is on expenses, just to get away from the market structure debate for just 1 sec. But Scott, just following your walk on expenses, if you take your $463 million, add the $8 million onetime, you had $471 million. And I think I've got here where there's $15 million of extra Euronext to get you to $485 million in the low end. But it doesn't seem -- if you double the synergies in the quarter from -- to $220 million, I think you'd expect to start realizing, I guess, at least $25 million-or-so additional. So I'm just trying to follow the walk here and the realization of this -- the doubling of the synergies in the quarter.

Yes. So, Rich, you did the walk almost perfectly. The only other thing I would add is in the second quarter, we'll see a little bit of an increase in our noncash expense. We were a little delayed in issuing our performance-related restricted shares this year. And so we only had 1 month in the first quarter. We'll have 3 months in the rest of the quarter. So that will move you right back into the middle of the guidance once you add in the $15 million of Euronext expense, which again, for clarity, is 100% of the reason the guidance went up and is more than offset by the additional revenues that we would expect based on first quarter volumes and the clearing agreement. But your question about the synergies, Rich, what I was saying and what I said in our February earnings call was that the first quarter expenses reflect that $220 million achievement. It's in the run rate. And then what I also said on that February call, and I'll repeat here, is that we would expect a little bit more. I think I said $15 million to $20 million as you go through the year of additional synergy realization. But that's going to come from the work we're doing to integrate the corporate staff, to integrate the Liffe business, and so that's going to be more in the back end of the year. And so what I said then, and I'll repeat again here, is we would expect 1Q, 2Q to be kind of stable. And then as you get to the back end of the year, it will trail off a little bit as those synergies bleed in. Also embedded in this, consistent with what we said in February, is we are making investments. I…

Yes, so it's a very good question. I wish we could act unilaterally. But today, in the world of smart order routers, as we change fees, those smart order routers react instantaneously. And we suspect that if we went to a single 2-sided rate, we can look at others that have that rate, and those smart order routers will basically leave us in the dust. And the New York -- if you look at the volume on the exchanges and trading platforms that have low 2-sided rates, their market share is probably less than 1%. And we're not going to take the New York Stock Exchange down to less than 1% market share. It's why -- I think there is a mechanism already that the SEC has set limits on what exchanges can charge. And I'm really suggesting that I think those should be revisited, and I think the more support that the industry will provide for a revisiting of those rates, the more likely it is that the SEC will put that up on their priority list. I will tell you that we've had many, many meetings with the SEC at all levels, and I find them to be very engaged and interested in making sure that we have a well-functioning U.S. capital markets system. I've been very impressed with them, and they've been incredibly gracious to listen to me and some of my ideas. And so I have quiet confidence that as more people speak out about improvements, that we'll see the industry coalesce around some good ideas.

Our next question is from Christian Bolu of Crédit Suisse. Chinedu Christian Onwugbolu - Crédit Suisse AG, Research Division: Scott, just quickly, just to make sure my math is right, if I just look at the core ICE segment expenses of $463 million and back out the Euronext expenses, and then I compare that segment to your expense account for the year, it feels like expenses, even for core ICE, is going up through the year. Help me just think about anything in terms of incremental investment spend versus the synergy you're talking about being realized at the end of the year.

Yes. Again, I mentioned in my remarks that we had about $8 million of kind of one-off accrual credits that we had in the first quarter, and then I mentioned in answer to Rich's question that we had -- we'd have an increase related to our performance RSUs in the second quarter. Once you adjust those things in, there is no increase in expense 1Q to 2Q or right in the middle of the range, and we're right where we said we'd be and where we'd expect to be. And importantly, you guys recall that we suggested that once we peeled Euronext out and put the NYSE businesses in disc ops, that we would anticipate margins would've been around 48% to 49%. In the quarter, they were 51%, even adjusted for those one-off items. You take the guidance and put it against relatively flat revenues from the first quarter, those margins are going to remain right around 50%. So we're right where we've said we'd be, right where we would expect to be and very happy with the progress we've made. Chinedu Christian Onwugbolu - Crédit Suisse AG, Research Division: Okay. I just want to hit on -- hit specifically on the European interest rate complex? And just more broadly speaking, how do you think about your opportunity in the longer-term products? Do you think you can actually win share from the current incumbent? Or is the focus here really more on creating kind of newer products?

It's -- again, it's a good question. I mean, the answer is we really just talk to our customers about what their needs are, and then we try to solve for those issues. And that may mean, in some cases, share is taken, and certainly, it means that we're going to be creating new opportunities and ideas. And I'm quite proud of the fact that we stood up a brand-new business that had no employees and no history and convinced the market that we should administer the LIBOR oversight and now again convince the market that we should take over the administration of the ISDA fix process. Those businesses put us very, very close to our customers daily, hourly contact with people talking about where the markets are moving. And they, in part, domain knowledge to us and give us insight into where our customers are thinking, where they're having stress points. And I think couple that with the fact that I'm very, very proud of what our colleagues have built in our clearing infrastructure, with the really sophisticated models and the quants that we've been able to attract and hire who increasingly are getting deeper into managing risk. I think we're just incredibly well positioned. We're lucky to have the Liffe rates complex now come to us. And that's a very, very good starting point for us to do both things that you suggest, to take market share from others and also continue to launch new products. So I think long story short, we're feeling very, very good about where life has taken us right now. I mean L-I-F-E.

Our next question is from Mike Carrier of Bank of America Merrill Lynch.

So, Jeff, you gave an update on Euronext just in terms of the June timeframe. Maybe just give us an update there in terms of what other regulatory approvals have to get done? And then, Scott, maybe just when you look at -- I guess it's tough to go into too much detail. But when you look at the valuation out there and maybe more the ownership percentage versus what you guys can release, just how can that either shift or accelerate over time? Just your, I guess, cash deployment opportunities and not just on Euronext, but we put that together with tech and then just the overall cash flow of the business throughout the rest of the year.

Let me ask Scott to answer both questions since he's been really helping to drive that IPO.

Okay. Yes, I'll tell you what I can on the process, Mike. As you would anticipate, the last step before we file the IPO later this quarter is we need the final approval from the College of Regulators. And I think we have a very good dialogue going on with them with regards to that process. We're well along in the process of putting the prospectus together, well along in the process of educating some of the potential investors. So we feel good about where we are in the process. That's why we've continued to stake this date. Clearly, we can't say with certainty when that regulatory approval will come. But we're pretty confident and feel good about where we are in the process right now but still, frankly, a lot of work to be done. With regards to what happens at the time of the IPO, that's hard to say without knowing what the market dynamics are at the time we launch or what the demand is at the time we launch. What I can tell you is what we've said publicly before, which is if required, we've committed to be a stable shareholder in Euronext for a period of time. But again, there's no certainty around that either as we move through the process. So I think the net of it is, we feel very good about where we are. We remain confident that we're on track to get it done. And to your question on cash use, as I said in the remarks, first of all, I thought the first quarter cash results really demonstrated the cash we can generate just from the business. Clearly, depending on the size of the stake we can sell on Euronext, that will help us accelerate our deleveraging. And then as you mentioned, the divestiture of the NYSE Technologies businesses will also fund that. So yes, we feel pretty good about where we are, not just with regards to the Euronext IPO but with cash generally and our ability to get our deleveraging done on time, if not more quickly, and then get back to our share repurchases and investing in our growth.

All right. And then, Jeff, just a follow-up. Just on the outlook for volumes, and I know there's a bunch of different trends that can have impacts, but I guess, when we look at it, if we look at some of the energy products, you're definitely on the rate side and even on the FX side. There's a lot of things that are having impact, but if you look at some of the regulatory pressures on the big financial institutions and even on clients, in an indirect way, do you see that as having much of an impact? Or is it the typical things that tend to impact your business in terms of low volatility, some macro uncertainty? Just trying to get any insight on just what you guys look at what's driving it and maybe what could be some levers moving forward to pick up the volumes.

Yes. So let me just say natural -- the U.S. natural gas markets are the markets where Chuck and I really first started ICE, and they remain core to our hearts for that reason. And we had, in the United States, as most of you know, very cold winter, colder than expected. And so people who were trading natural gas either made a lot of money or lost a lot of money, depending upon where you were positioned. And so part of, I think, the quietness of the natural gas markets right now is that we're in a shoulder month period and a lot of our customers are going back and scratching their heads and looking at what happened over the winter before they decide their positioning for summer and beyond. That has nothing to do with -- that has to do with weather, not regulatory issues. That being said, there's definitely a sense of totality of regulation that is sweeping over our customers. And it's complex, and it's somewhat unknown. And there is some trepidation, and dates and deadlines continue to move. And so we do -- we are having unbelievably active dialogue with our customers, trying to help them as we figure out where we need to be to meet those same kinds of dates and deadlines. So there does feel to be kind of appall, if you will, on hedging and trading activity right now as people digest a relatively large and new regulatory regime globally. I think, however, as I said in my prepared remarks, the trend is for exchanges and transparency to be embraced. And we've positioned ourselves well as a transparent and regulated exchange and clearing house venue.

And as we mentioned as well, I mean, we continue to see OI trends that are stable to significantly improving. We mentioned Brent and ICE being up 16% and 14% year-to-year. And, Mike, as we talked about from time to time, I look at the fact that we continue to see more people log into the system, more IDs. So the people are definitely there. The OI, the open positions are definitely there. And so as we mentioned in the remarks, once the volatility returns, we feel pretty well positioned.

Our next question is from Jillian Miller of BMO Capital.

One thing that wasn't totally clear to me from the comments, do you think that we basically need to do away with maker-taker entirely to really see a healthier market? Or do you think that just a lower cap on access fees might be enough on that front? And I guess, like, how do you see the longer-term market outcomes being different for those 2 potential regulatory changes?

Yes, I personally think as long as we're talking about changing it, we should abolish it. I do not believe that it's healthy for exchanges and trading venues to pay for order flow. People talk about that as if it is liquidity, but because they are both maker-taker venues and then taker-maker venues, you end up with people buying on one venue and selling on another venue and not having any interest in really owning shares. And in other markets where we've got competitors that are doing massive payment for order flow and rebate structures, we end up with customers that want to advantage themselves of those. And what they do is they end up doing big low-risk trades, trades that are way out the curve, butterfly trades that carry no risk or low risk. They do them in the middle of the night. They do these big volume trades, and then the exchanges all go run around and talk about how fabulous their volumes are and use that as a marketing move technique to try to attract the true hedgers into a market that really, by that design, is incredibly illiquid and is a roach motel. And so I am not a fan of market structures that create false volume. I think there are plenty of people in our markets today, and you see them all through the historical markets that ICE has been involved in, that are willing to be market makers, legitimate market makers that will make a 2-way price and provide liquidity into the market, many using high-speed trading techniques that are helpful and meritorious to the market in exchange for access, discounts and other traditional market-making compensation that does not involve payment for order flow in the form of maker-taker or direct subsidies. And so I don't know why we wouldn't just go all the way. I think if you reduce this, it will certainly help. But again, false volume signals, I think, are as wrong as false price signals, which -- in which case, most people would go to jail. And I don't know why we should make the distinction when we all know that our customers are looking at both in making investment decisions.

Okay, that's helpful. And then, Scott, you had mentioned that there was, I think, you said $30 million of revenue growth in the first quarter alone that came from investments that you had made. And I apologize if I missed this in some other prepared remarks, but could you just give us a better idea for kind of what that was related to, like where that $30 million came from? Was that investments post-transaction, like, related to the deal? I'm just a little bit confused there.

No, I didn't link the 2 directly. What I said was in the first quarter, we did see $30 million of revenue growth. If you adjust 2013 for discontinued operations revenues and look year-over-year, we were up about 4%, a little more than $30 million. And what I was suggesting was, we are making investments this year to continue to generate revenue growth. So I was really just talking back to the same comments I made in February.

Our next question is from Ken Worthington of JPMorgan. Kenneth B. Worthington - JP Morgan Chase & Co, Research Division: First on other revenue, a hefty $134 million this quarter, and you've done some rejiggering to what is reported in that line. At this point, what is the composition of other revenue? How variable should it be from 1 quarter to the next? And why was the guidance down versus 1Q levels?

Yes. So, Ken, I think in my prepared remarks, I mentioned that there are membership fees, there are transaction services, there are the corporate governance businesses that we own. And so if -- there are networking colo, so there are a number of items that make up other. It's a bit of a mishmash. We had a few million dollars in the first quarter related to a termination of a contract that won't continue through the rest of the year. We gave guidance for the quarter of $120 million to $130 million. And I think you could expect -- and by the way, you take out the few million dollars to -- for that onetime, we would have been right at the top end of that range. And I think similar to what you've seen in the past, through ICE other revenues, you should expect stability in that range throughout the year. Kenneth B. Worthington - JP Morgan Chase & Co, Research Division: Okay, great. And then maybe just I wanted to hear additional comments on Nat Gas. Given the volatility in January and February, are you hearing that this is or will lead to how much is hedged and how gas is kind of traded going forward? And is there any merit to a potential transition to more shale gas trading where ICE has such a dominant presence?

I think -- we look at our OI trends. And the -- while trading has been subdued in these shoulder months, the OI trends are still quite good in North American natural gas. In Europe, as I commented, like, our -- what we've been able to do there is unbelievably successful. And so many of the global trading companies are -- have been active in Europe while they've been quiet in the U.S. So we've seen them kind of shift their market-making, risk-taking appetite to where the markets warrant. So I don't see anything long term structurally negative. It's just we are aware that it was very, very interesting over the winter on some of -- where some of our customers were positioned. And they were either right or wrong, many of them. And so people go back and rejigger their models and think about their personnel and think about their capital deployment. And it feels like that's what they're doing over these spring months. Kenneth B. Worthington - JP Morgan Chase & Co, Research Division: Okay. But in terms of corporates, the corporates aren't changing the way they hedge to go to Pennsylvania gas as opposed to Henry Hub.

No, not really. Henry Hub is still is the marker for the U.S. and people still continue to use it. And as we've seen in other markets, there are imperfect benchmarks that exist in the world and we can all talk about how we could design a more perfect one, but the market tends to try to just continue to evolve and adapt around the imperfect ones and as opposed to abandon them. And so we -- that's really what we see going on here. And we've had a lot of dialogue with our customers about the potential to launch new delivery points or new contract designs or new specifications. Obviously, that's why we're changing our gas oil contract from a High Sulfur Gasoil, which is really heating oil to Low Sulphur Gasoil, which is really diesel fuel. And so, we do, do those kinds of things, but what's interesting, if you look at what we announced is that the market told us, don't launch a new gas oil contract, just change the one that we have now from high sulfur to low sulfur, so that things can continue and it's that kind of attitude that we're seeing by energy traders in the U.S. natural gas base.

Our next question is from Alex Kramm of UBS.

I want to start with coming back to expenses, but maybe ask a little bit more vague longer-term question. I think, historically, ICE has done a really great job of cutting expenses and discretionary expenses when you have lower volumes. If I look at your, I think, your proxy right now, for example, I think a lot of management compensation is also going to be tight. Your synergy realization at the same time, those have a much bigger organization that's now doing things like listings in other parts. So as you look at this current environment and the volume environment, if that persists, but you do well on other things like [indiscernible] you still have the kind of discretionary or that flexibility on the comp side as we approach the end of the year?

100%. Yes, we are a performance-based pay company and we remain a performance-based compensation company. So that flexibility will absolute exist. I think we've been pretty explicit. Look, we understand that there's a lot of noise in putting these 2 companies together, and we're trying to be very explicit, more explicit than -- we haven't given revenue guidance before and we gave you a number, we are trying to break our expense guidance down into pieces to be helpful, but if you look at that guidance, I mean, it's reflective of what would be a very good year. If we don't hit those numbers, our compensation will be adjusted accordingly across the board.

Alex, the biggest issue is that this particular management team that's sitting in this room on this call doesn't really want to run a big bureaucratic organization. We just -- it's not what we do well and none of us enjoy it and we enjoy feedback directly from customers. And you can only get that when you are running incredibly flat and you get the senior management dialoguing directly with employees that are touching customers day in and day out. So the culture here is just one where we don't want to be that and we don't like it. And as a result of that, we're not going to tolerate a lot of bureaucracy.

Okay, great. And then, maybe secondly, just coming back to the European interest rate business for a second, I think you gave some highlights of new product launches, and things like that. But can you talk about other things that you've been -- maybe doing behind the scenes that maybe not be as obvious like obviously, I think you changed some market maker incentives? And then, Scott, does that actually help the pricing? And should that continue to help pricing? And then, but also, in terms of your sales organization or other things that you do when you interface with your customers, I mean, what are you doing different than maybe that Liffe did not do as well in the past?

This is Jeff. Let me try to tackle that at a high level. First of all, the main thing that we're doing is we're pushing the Liffe and the ICE organizations together and we're taking the best people from those 2 organizations. At the same time, we're pushing the Liffe products onto the ICE trading platform because we have -- we think better distribution or lighter weight platform or platform that's easier to deploy, it's accessible via the Internet, and so we're doing a lot of technology work to really modify the traditional commodities-based ICE platform to handle a wide range of financial products, including some that are incredibly complex. We're also looking at our interest rate footprint as a global footprint, and we're combining our interest rate products in ways that will give economic offsets in clearing, but also, we'll be complementary to the way people trade and we're designing the platform usage to try to exploit that. And in that regard, when it comes to pricing and market maker schemes and what have you, we basically are moving from the Liffe model to the historical ICE model. And just aligning, pricing and schemes and things to what we believe works for us and the comments I made about market structure for the equities market apply to our views on all of our markets and how we think about rebates and market maker schemes and payment for order flow and limiting high-frequency traders to those that have meritorious behavior. And all of those kinds of things are kind of built into our thinking and are built into the ICE platform and so there's a lot going on right now around those products. It represents a huge opportunity for us, so we're quite focused on it. While I spent a large portion of my prepared remarks talking about the U.S. equity structure, that's largely because it's in the news. The reality is, as you know, it's not a particularly large business for us and we have incredible flexibility to try to make some changes to that business, because we have the opportunity of scale. And so we speak with one voice here and I think that's how you're going to see us operate in the interest rate complex, which I think is materially different than some of our peers and I think it will be well-received, frankly.

Yes, So Scott, then anything on the pricing on the interest rates you want to call out?

No. Again, I think it had not a particularly material impact on the pricing overall and you have seen it to continue to expect pricing similar to other proxies, reasonably stable.

Our next question is from Niamh Alexander of KBW. Niamh Alexander - Keefe, Bruyette, & Woods, Inc., Research Division: If I talk about the cash, you suggest so -- such a great track record with the cash earnings consistently kind of exceeding the operating earnings and the returns on the capital. Now I see you're kind of upping the CapEx guidance here and then going to the bottom of Slide 21, you seem to be investing in a new matching engine for U.S. engines. I guess I'm a little concerned because your predecessors, NYSE, have historically -- we've kind of examined the organization, as we used to cover them, we always covered ICE. I mean, it was such a story of contrast and you're kind of minimizing the CapEx and maximizing your returns and still having minimum downtime, whereas New York kind of was constantly throwing cash into its systems and reinventing the systems and still having kind of very low margins. So I'm a little nervous that you're raising the CapEx guidance here and you seem to be investing in, yet again, another engine for U.S. equities and options, and that's been done by them for several years. So just help me reconcile the two?

Neve, this is Jeff. Let me start. What we decided to do at -- in the cash equities and equity options business is to standardize on one lightweight, easily deployable and high-capacity platform. What the past management inherited at NYSE were 5 different exchanges that have 5 different platforms and they spent a significant amount of time and energy to get those platforms to work together as a single cohesive unit and they should be credited for that because they're 5 disparate systems. What we want to do now is just really take that to the next level, which is replace all of that with a single platform because the differences between market structures in those businesses are not great enough to warrant having different platforms. But there are, frankly, there are different features between different regulatory exchanges, largely revolve around maker-taker pricing and the way market makers are compensated. And again, owing to our earlier comments, we want to standardize that. We want to simplify that. We want to have a single, fast, lightweight platform that is reliable and so we're making a one-time investment. What will come out of that and we think is a great return on invested capital because we're going to so dramatically simplify things that will be able to shed a lot of excess complexity and things that add to decreasing reliability by the incumbent system. We've got that kind of DNA inside ICE. We started the company at the height of the Dotcom boom. We really believe in embracing low-cost hardware that is easily deployable and that has a lot of redundancy in its networking design. And so we're bringing that kind of mindset to this new product. Niamh Alexander - Keefe, Bruyette, & Woods, Inc., Research Division: Okay, fair enough. And just, I guess, for my follow-up, on Euronext, can you walk me through your interest or desire to have to -- what scenario will you still be consolidating Euronext? I'm just trying to get a sense, I guess, basically of, if there's enough demand, would you be interested in kind of no longer consolidating or no longer having a controlling interest in the organization, if there's enough demand and if the structure allows that?

Yes, Neve, that -- whether we consolidate or not, it is pretty straightforward accounting. If we've got more than 50%, we'll consolidate it, if it's less than 50%, we won't. Clearly, we said early days that we didn't think we were the optimal owner of what is an attractive business. But it's a business that serves local markets and we didn't bring much to the table. And so there's no particular goal on our side to own a majority and to consolidate the results. What we're going to be able to sell at the time of the IPO that I mentioned earlier is going to depend on what the market dynamics are, but we don't have any desire to continue to consolidate the business for any long-term period. Niamh Alexander - Keefe, Bruyette, & Woods, Inc., Research Division: So is this valuation -- are there certain valuation levels you'll be willing to sell more, but it pays you more to kind of keep it?

Yes, that's exactly right. Sorry to step on your question, but when we are -- as we talk about market dynamics, price, demand, all of those factor in.

Neve, I think -- Jeff -- this is Jeff. I think, we're -- it's going to be one of those situations where shortly before we take the business to the public markets, we're going to look at the markets and look in the mirror and talk to our advisers and try to make the best decision on behalf of our shareholders, of what is the immediate benefit of exiting versus what is the longer-term economic benefit of keeping and what will the market allow us to do and we're just going to stick our finger in the wind and try to make the most informed decision that we can at that moment in time. So we're prepared for any eventuality. I mean, fortunately, Scott has done a very good job with the debt that we've been able to secure that gives us a lot of flexibility. And as you can see, we're generating a lot of cash that allows us to service that debt. So we have a lot of flexibility in looking at that market as we move into the IPO.

Our next question is from Alex Blostein of Goldman Sachs.

Sorry, another one on expenses, but given the reaction from investors, I think, today, it's clear that it's still kind of a concern out there. But maybe if you look at the guidance for the ICE segment on the operating basis, and somebody else talked a little bit earlier about your ability, historically, to kind of deliver operating leverage on the positive side even in a tough revenue environment. So within the $1.56 billion to $1.58 billion, Scott, can you give us a sense of what kind of volume or revenue backdrop you anticipate embedded in that expense guidance?

Yes, look, I think people saw a headline that expense guidance was up and the stock is up on that, but to me, that's a buying uptick, because we didn't say anything different, right? What we said about expenses is 100% consistent with what I said in February with one exception, and that's that we're going to add expenses related to Euronext, predominately related to the clearing arrangement that started on April 1. We said our margins will be 48% to 49% with that Euronext and NYXT, they were more than 50%. All the expense guidance due for the year, again, on revenues that similar to what we saw in the first quarter, it's 50%. The expense in the first quarter reflects a run rate of over $220 million of synergies, more than 40% is already done. That's what we said in February, it's true. We said there will be some investments, as we go through the year, some additional synergies as we go through the year and we said we'd grow revenue. In the first quarter, we grew revenue of 4%. So again, we'll go look at whether or not maybe there's some lack of clarity in the guidance, but it is very consistent. It is very positive and it's right on track with where we expect to be.

Okay. And then speaking of the stock and the buying opportunity, I guess, you guys have said in the past that it's frustrating that your hands are kind of tied, that you can't take advantage of buying back stock here. Now assuming that the divestitures kind of take place as you would expect, but also understanding that there's a Eurobond that you would like to retire next year. Can you speak to your flexibility to perhaps pay down the commercial paper this year to kind of get the leverage ratio in the right place and start the buyback sooner?

Yes, so that's one of the reasons why we shifted a lot of it at the end of the commercial paper, that is easily repayable once we've got the cash in hand to do that. We are looking at the dynamics for an early payment on the Eurobond and what that would entail. We're in discussions with the ratings agencies on how they would treat it if we had the debt but we also satisfied cash. With that [indiscernible] net debt treatment, so that our leverage would be viewed at a point where you can say we can get back to executing on the authorized share repurchase that we have today. So I feel pretty confident that once we get through the Euronext IPO, with, as Jeff said, the strength in our operating cash flow, that we've got a very flexible debt structure that will allow us to get the deleveraging done efficiently.

Great. And just a clarification on the incremental revenues from the Euronext clearing arrangement that is anticipated to starting, I guess, April 1.

Yes, so again, the agreement started April 1. The net of the arrangement is there's some expenses that I mentioned, $9 million to $10 million, that would be incurred and revenues of $16 million to $17 million. Just to be clear, that's really based on looking at first quarter volumes and what with the revenues have been based on those volumes. And then assuming similar volumes in 2Q is what it would yield, but embedded in that, obviously, is that amount of revenues will be tied to the derivatives volume that is related to the clearing agreement.

Our next question is from Chris Harris of Wells Fargo Securities.

So another follow-up question on the volumes. I appreciate all the color you guys have given regarding what's happening in the market, but one thing I'm just kind of thinking about is kind of the decline in the volumes that you've seen. They seem to kind of be correlating exactly with a pull back from the banks and others that are kind of closing their commodity trading desks or significantly reducing them and also the slowdown in Asia. So you guys have mentioned those things, but I was wondering if there -- are any of those having an impact on your volumes?

This is Jeff. We don't really see that. I would -- at least, it's always hard to know why somebody trades, but honestly, it doesn't feel like that it's that correlated to the banks. The banks that we deal with, as I said in my prepared remarks, those that have separated themselves from some of their trading operations. Those trading operations have largely gone other places and continue to give us business and the banks still are facilitating a lot of customer business that they tend to have always done. The banks have never been a particularly large percentage of our commodity markets per se. And these are widely distributed markets that are global and it is interesting that we do still see growth coming out of Asia. That's why we want to own an exchange and clearing house in Singapore. And if you look at our energy business, amazingly, to me, our European energy business, what people think of as our historical European energy business, has less volume coming from the EU than it does from places outside the EU, as we sit here today. Its growth has been incredibly global and incredibly dispersed. So I think, U.S. natural gas was -- is really a weather-related issue. There are structural changes going on the gas market, but volumes, specifically tend to be somewhat volatility-related and gas oil we're changing the spec and so people are adjusting that. And the interest rate complex in the U.K. is waiting for the Bank of England and the U.K. economy, which we have cautious optimism has turned the corner and is improving and we'll start to put volatility in the rates business, so all those things feel like us -- like a spring that's coiled for upside, particularly when you lay over our open interest trends on it. And none of that has anything to do with the way banks are restructuring, in my mind.

Okay. And a quick follow-up for Scott, just kind of a point of clarification. Again, sorry, Scott, on the synergies and expense guidance. So I know the expense guidance excludes NYXT. But one thing, I just want to make sure I'm getting right. The remaining synergies you guys have left, does that also exclude NYXT or are there expenses embedded in there related to NYXT as part of your synergies that are remaining?

Now that's a great question. So we had about -- of the $220 about $35 million to $40 million of that came from the NYXT business, which is now sitting in disc ops. Those businesses that we are divesting or have shut down or all in disc ops, as we go forward, I think the simplest way to think of it, is the rest of the synergies you're going to see show up in the ICE segment expenses.

Okay. So it all hit the P&L then?

Yes.

And our next question is from Bill Katz of Citigroup.

As we think about the combination of ICE and New York Stock Exchange. I think one of the themes was that you might be able to get more expenses out of the business than you maybe have or articulated. So based on sales commentary, it sounds like you're going to spend a little bit first, but we're now at a point where the incremental synergies of the business might be more on the top line or could there still be some more incremental savings that you could see on the other side in 2015?

I think the opportunity exists for both. One of the key expense synergies that we're working on, it's not even really the integration, it's frankly, the merger of Liffe into ICE Futures Europe on 2 1 site. It's already sitting in 1 clearing house, but on 2 1 platform. And one of the things that we've seen historically, as we move more people onto a single platform, that tends to boost trading. You just get more people staring at the screen, more people who are able to trade, et cetera. And so I definitely think that there are synergy opportunities on the top line related to that, setting aside that the opportunity that exists as the European economy tends to -- starts to improve or continues to improve and we continue to launch new products. So I definitely think there are top line opportunities. And look, I think you said it exactly right. One of the reasons that we're making the investment that Jeff described earlier in the NYSE Technology platform is because we believe a simple, elegant, single technology platform would be much less costly to maintain than 5 separate technology platforms. And so I do anticipate that we will continue to find expense synergy opportunities. I'm not saying that 500 is more today, but I'm saying there's an opportunity for 500 to be more and I think as a management team, we've demonstrated a very good ability to get expense out where those opportunities have existed.

And maybe I should mention, this is Jeff. We're well along on how we're going to move to a more simple technology model inside NYSE and the related exchanges and we have a competitor that is going to be moving people on the new platforms and so we're looking at when we can move and the timing around that, so that we don't put the industry through too much stress. But we are making rapid progress that will allow us to both cut costs and simplify and grow that business. We believe that, I think it would be meaningful in the not-too-distant future, given the speed that we've been working. We didn't announce it, but we've been -- we've respectively been working on that platform since the first day that we acquired the company and things are going well in terms of how we've been able to organize and get ready to deploy that.

Okay. So then my follow-up question comes back to market structure. And Jeff, I appreciate your comments. As you think about everything you've mentioned, it seems like there's pros and cons for both the industry, as well as ICE. How should we think about the forgone revenue or economics that might come about from some of these promulgated changes. Obviously, [indiscernible] have to get versus the opportunity for maybe some consolidation of fragmentation?

Well, I think to a certain degree, the exchanges are somewhat responsible for the fragmentation of the market by what was perceived as innovation with all these new order types and rates. And to me, it's not completely surprising that people wanted to flee those markets and trade elsewhere. Today, you have in the United States about 40% of the business that is not trading on exchanges and that's quite sad and it's definitely impacting in less liquid names. The price discovery process, you've got conversation about whether or not we should move to $0.05 pick sizes, whether we should do other kinds of stimulations to try to bring people back to some of the more illiquid names and the reality is, I think the easiest way to bring people back to transparent markets are to make it easy for them and simple for them to access those markets. And so, I think, whatever we would give up in some of the "innovative things" that we have at our exchange, we would more than make up in volume. Beyond that, what's saddening about the U.S. equity market is that when I go out and talk to my friends, they do not have confidence in those markets and that is a -- trying to take a bigger piece of a shrinking pie is a silly business, and we should all be trying in this industry to grow that pie. And yes, we can bang each other's heads and compete for pieces of pie, but the reality is, if you look at the quality of people that are writing algorithms, these people are literally some of the smartest people in the world and we, as an industry, have been deployed on trying to get pieces of a shrinking pie and it's just from a societal standpoint, it seems like a misallocation of resources. So I'm quite confident that we can simplify the model, make it easy to access, that it will grow because the markets were up over 30% last year in the United States and who wouldn't want to be 30% richer in their liquid net worth today? And if our entire U.S. pension obligation were levered against a 30% increase, we would be in a substantially better place than we are today for our retirees. So I think that, that thing can grow. But it's got to become simpler and easier to access and I think The New York Stock Exchange, as I said before, will get more than its fair share of the business. Until we get there, what we're seeing us do is investing and making it simpler, easier, smaller and less complicated and that is something that we control, and that's what we're doing and the small investment that we're making in that platform, we believe, will have, as I said, a very high return on invested capital as we simplify those companies.

Our next question and our last question today is a follow-up from Alex Kramm of UBS.

Guys, real quick. Since you legally separated ICE and Euronext, do you -- can you actually already give us the kind of net debt balance that Euronext is going to be carrying? I don't think it's in the Q.

No, it's not in the Q. It's not publicly available. Sorry, but just to be clear, what we've legally separated was Liffe out of Euronext, not Euronext from ICE. So it's not a separate company yet. Although, its management team quite successfully ran the first quarter in a very independent manner.

Okay. And then, just maybe secondly, and sorry to come back to the U.S. equities market structure, but Jeff, I think you said that you have a lot of ideas, a lot of things that you think should change in equity market structure. But it sounds like to some degree, you also acknowledge that it's different to drive change because volumes would just go somewhere else and you would lose market share, but to one degree, I would say, you have 3 markets if you run in equities today and one of those markets EMEX or MKT, whatever it's called to these days is obviously doesn't have much market share. So why don't you start experimenting? Like why don't you try to drive some of these changes that you think should be right in some of those markets and then go out there and talk to customers to acknowledge them?

First of all, I'm smiling because you think about the name of that business in the same way I do, which is I don't understand it. It doesn't have a lot of brand equity and it's something that they were talking about. But beyond that, we never talk about the things that we're doing behind the scenes. We'll roll out our businesses when we think it's appropriate, but you can rest assure that we're looking for opportunities, talking to a lot of people and looking at the assets that we have in much of which in the way you're thinking about it. And what I wanted to talk about on the call today, were the things that the industry should be doing, but I don't necessarily want to preview the things that we're doing.

And this concludes our question-and-answer session. I would like to turn the conference back over to Jeffrey Sprecher for any closing remarks.

Thanks, Emily. I want to thank all of you for joining us on today's call, and we're continuing to move a lot of parts and pieces and advance our business, and we'll continue to upgrade -- update you on that progress on these initiatives as we move through the quarter. And thanks again for your participation today.

The conference is now concluded. Thank you for attending today's presentation. You may now disconnect.