Condensed Consolidating Financial Statements (Unaudited) | Condensed Consolidating Financial Statements (Unaudited) In connection with our acquisition of NYSE, Intercontinental Exchange, Inc., or ICE, and NYSE Holdings LLC, or NYSE Holdings, established various guarantees to protect against structural subordination of each entity’s existing indebtedness. NYSE Holdings is our 100% owned subsidiary and fully and unconditionally guarantees, on an unsecured and unsubordinated basis, the payment of principal, premium, if any, and interest of our senior notes. Similarly, ICE fully and unconditionally guarantees, on an unsecured and unsubordinated basis, the payment of principal, premium, if any, and interest of the NYSE Notes. The ICE guarantees will remain in place until the earlier of when the NYSE Notes are paid off or mature in October 2017 and certain other actions are taken to terminate the guarantees. After all of the guarantees are terminated, we will cease including a Condensed Consolidating Financial Statements footnote in our quarterly and annual filings. The following consolidating financial information sets forth, under the equity method of accounting, the condensed consolidating statements of income and comprehensive income, the condensed consolidating balance sheets, and the condensed consolidating statements of cash flows for (i) ICE (Parent); (ii) NYSE Holdings; (iii) the subsidiary non-guarantors; (iv) elimination entries necessary to consolidate each of ICE (Parent) and NYSE Holdings with the non-guarantor subsidiaries; and (v) on a consolidated basis. The condensed consolidating financial information should be read in conjunction with the accompanying consolidated financial statements. Intercontinental Exchange, Inc. Condensed Consolidating Balance Sheets As of June 30, 2017 (In millions) ICE (Parent) Subsidiary Subsidiary Consolidating Adjustments Consolidated Total Current assets: Cash and cash equivalents $ 1 $ — $ 397 $ — $ 398 Intercompany receivable 2,398 — — (2,398 ) — Margin deposits and guaranty funds — — 53,585 — 53,585 Notes receivable from affiliate, current — 281 42 (323 ) — Other current assets 2 — 2,463 — 2,465 Total current assets 2,401 281 56,487 (2,721 ) 56,448 Property and equipment, net — — 1,161 — 1,161 Other non-current assets: Goodwill and other intangible assets, net — — 22,104 — 22,104 Investment in subsidiaries 24,302 13,912 — (38,214 ) — Notes receivable from affiliate, non-current 620 6,602 8,405 (15,627 ) — Other non-current assets 106 11 494 — 611 Total other non-current assets 25,028 20,525 31,003 (53,841 ) 22,715 Total assets $ 27,429 $ 20,806 $ 88,651 $ (56,562 ) $ 80,324 Current liabilities: Short-term debt $ 1,173 $ 850 $ — $ — $ 2,023 Margin deposits and guaranty funds — — 53,585 — 53,585 Intercompany payable — 1,805 593 (2,398 ) — Notes payable to affiliates, current 283 40 — (323 ) — Other current liabilities 20 — 1,191 — 1,211 Total current liabilities 1,476 2,695 55,369 (2,721 ) 56,819 Non-current liabilities: Long-term debt 3,874 — — — 3,874 Notes payable to affiliates, non-current 6,177 2,228 7,222 (15,627 ) — Other non-current liabilities 4 — 3,694 — 3,698 Total non-current liabilities 10,055 2,228 10,916 (15,627 ) 7,572 Total liabilities 11,531 4,923 66,285 (18,348 ) 64,391 Equity: Total shareholders’ equity 15,898 15,883 22,331 (38,214 ) 15,898 Non-controlling interest in consolidated subsidiaries — — 35 — 35 Total equity 15,898 15,883 22,366 (38,214 ) 15,933 Total liabilities and equity $ 27,429 $ 20,806 $ 88,651 $ (56,562 ) $ 80,324 Intercontinental Exchange, Inc. Condensed Consolidating Balance Sheets As of December 31, 2016 (In millions) ICE (Parent) Subsidiary Subsidiary Consolidating Adjustments Consolidated Total Current assets: Cash and cash equivalents $ 1 $ — $ 406 $ — $ 407 Intercompany receivable 2,340 — — (2,340 ) — Margin deposits and guaranty funds — — 55,150 — 55,150 Note receivable from affiliate, current — 281 23 (304 ) — Other current assets — — 1,576 — 1,576 Total current assets 2,341 281 57,155 (2,644 ) 57,133 Property and equipment, net — — 1,129 — 1,129 Other non-current assets: Goodwill and other intangible assets, net — — 22,711 — 22,711 Investment in subsidiaries 23,266 13,238 — (36,504 ) — Note receivable from affiliate, non-current 620 5,958 6,373 (12,951 ) — Other non-current assets 100 11 919 — 1,030 Total other non-current assets 23,986 19,207 30,003 (49,455 ) 23,741 Total assets $ 26,327 $ 19,488 $ 88,287 $ (52,099 ) $ 82,003 Current liabilities: Short-term debt $ 1,642 $ 851 $ — $ — $ 2,493 Margin deposits and guaranty funds — — 55,150 — 55,150 Intercompany payable — 1,935 405 (2,340 ) — Notes payable to affiliates, current 281 23 — (304 ) — Other current liabilities 31 — 943 — 974 Total current liabilities 1,954 2,809 56,498 (2,644 ) 58,617 Non-current liabilities: Long-term debt 3,871 — — — 3,871 Notes payable to affiliates, non-current 4,781 1,592 6,578 (12,951 ) — Other non-current liabilities 4 — 3,721 — 3,725 Total non-current liabilities 8,656 1,592 10,299 (12,951 ) 7,596 Total liabilities 10,610 4,401 66,797 (15,595 ) 66,213 Redeemable non-controlling interest — — 36 — 36 Equity: Total shareholders’ equity 15,717 15,087 21,417 (36,504 ) 15,717 Non-controlling interest in consolidated subsidiaries — — 37 — 37 Total equity 15,717 15,087 21,454 (36,504 ) 15,754 Total liabilities and equity $ 26,327 $ 19,488 $ 88,287 $ (52,099 ) $ 82,003 Intercontinental Exchange, Inc. Condensed Consolidating Statements of Income Six Months Ended June 30, 2017 (In millions) ICE (Parent) Subsidiary Subsidiary Consolidating Adjustments Consolidated Total Revenues: Transaction and clearing, net $ — $ — $ 1,615 $ — $ 1,615 Data services — — 1,041 — 1,041 Listings and other revenues — — 307 — 307 Revenues — — 2,963 — 2,963 Transaction-based expenses — — 621 — 621 Revenues, less transaction-based expenses — — 2,342 — 2,342 Operating expenses: Compensation and benefits 1 — 478 — 479 Acquisition-related transaction and integration costs — — 23 — 23 Technology and communication — — 195 — 195 Selling, general, administrative and other — — 178 — 178 Depreciation and amortization — — 276 — 276 Operating expenses 1 — 1,150 — 1,151 Operating income (loss) (1 ) — 1,192 — 1,191 Intercompany interest on loans (25 ) 35 (10 ) — — Other income (expense), net (71 ) (8 ) 176 — 97 Total other income (expense), net (96 ) 27 166 — 97 Income (loss) before income taxes (97 ) 27 1,358 — 1,288 Income tax expense — — 352 — 352 Equity earnings from subsidiaries 1,017 765 — (1,782 ) — Net income $ 920 $ 792 $ 1,006 $ (1,782 ) $ 936 Net income attributable to non-controlling interest — — (16 ) — (16 ) Net income attributable to ICE $ 920 $ 792 $ 990 $ (1,782 ) $ 920 Intercontinental Exchange, Inc. Condensed Consolidating Statements of Comprehensive Income Six Months Ended June 30, 2017 (In millions) ICE (Parent) Subsidiary Subsidiary Consolidating Adjustments Consolidated Total Net income $ 920 $ 792 $ 1,006 $ (1,782 ) $ 936 Other comprehensive income (loss): Foreign currency translation adjustments — — 85 — 85 Change in fair value of available-for-sale-securities — — 68 — 68 Reclassification of realized gain on available-for-sale investment to other income — — (176 ) — (176 ) Total other comprehensive loss — — (23 ) — (23 ) Comprehensive loss of subsidiaries (23 ) (38 ) — 61 — Comprehensive income 897 754 983 (1,721 ) 913 Comprehensive income attributable to non-controlling interests — — (16 ) — (16 ) Comprehensive income attributable to ICE $ 897 $ 754 $ 967 $ (1,721 ) $ 897 Intercontinental Exchange, Inc. Condensed Consolidating Statements of Income Three Months Ended June 30, 2017 (In millions) ICE (Parent) Subsidiary Subsidiary Consolidating Adjustments Consolidated Total Revenues: Transaction and clearing, net $ — $ — $ 817 $ — $ 817 Data services — — 521 — 521 Listings and other revenues — — 156 — 156 Revenues — — 1,494 — 1,494 Transaction-based expenses — — 316 — 316 Revenues, less transaction-based expenses — — 1,178 — 1,178 Operating expenses: Compensation and benefits — — 234 — 234 Acquisition-related transaction and integration costs — — 9 — 9 Technology and communication — — 97 — 97 Selling, general, administrative and other — — 87 — 87 Depreciation and amortization — — 142 — 142 Operating expenses — — 569 — 569 Operating income — — 609 — 609 Intercompany interest on loans (15 ) 17 (2 ) — — Other expense, net (34 ) (4 ) (6 ) — (44 ) Total other income (expense), net (49 ) 13 (8 ) — (44 ) Income (loss) before income taxes (49 ) 13 601 — 565 Income tax expense — — 139 — 139 Equity earnings from subsidiaries 467 335 — (802 ) — Net income $ 418 $ 348 $ 462 $ (802 ) $ 426 Net income attributable to non-controlling interest — — (8 ) — (8 ) Net income attributable to ICE $ 418 $ 348 $ 454 $ (802 ) $ 418 Intercontinental Exchange, Inc. Condensed Consolidating Statements of Comprehensive Income Three Months Ended June 30, 2017 (In millions) ICE (Parent) Subsidiary Subsidiary Consolidating Adjustments Consolidated Total Net income $ 418 $ 348 $ 462 $ (802 ) $ 426 Other comprehensive income: Foreign currency translation adjustments — — 60 — 60 Total other comprehensive income — — 60 — 60 Comprehensive income of subsidiaries 60 49 — (109 ) — Comprehensive income 478 397 522 (911 ) 486 Comprehensive income attributable to non-controlling interests — — (8 ) — (8 ) Comprehensive income attributable to ICE $ 478 $ 397 $ 514 $ (911 ) $ 478 Intercontinental Exchange, Inc. Condensed Consolidating Statements of Income Six Months Ended June 30, 2016 (In millions) ICE (Parent) Subsidiary Guarantor - NYSE Holdings Subsidiary Consolidating Adjustments Consolidated Total Revenues: Transaction and clearing, net $ — $ — $ 1,789 $ — $ 1,789 Data services — — 974 — 974 Listings and other revenues — — 295 — 295 Revenues — — 3,058 — 3,058 Transaction-based expenses — — 775 — 775 Revenues, less transaction-based expenses — — 2,283 — 2,283 Operating expenses: Compensation and benefits 1 — 471 — 472 Acquisition-related transaction and integration costs — — 47 — 47 Technology and communication — — 184 — 184 Selling, general, administrative and other — — 156 — 156 Depreciation and amortization — — 289 — 289 Operating expenses 1 — 1,147 — 1,148 Operating income (loss) (1 ) — 1,136 — 1,135 Intercompany interest on loans (10 ) 16 (6 ) — — Other income (expense), net (79 ) (8 ) 8 — (79 ) Total other income (expense), net (89 ) 8 2 — (79 ) Income (loss) before income taxes (90 ) 8 1,138 — 1,056 Income tax expense — — 316 — 316 Equity earnings from subsidiaries 816 611 — (1,427 ) — Net income $ 726 $ 619 $ 822 $ (1,427 ) $ 740 Net income attributable to non-controlling interest — — (14 ) — (14 ) Net income attributable to ICE $ 726 $ 619 $ 808 $ (1,427 ) $ 726 Intercontinental Exchange, Inc. Condensed Consolidating Statements of Comprehensive Income Six Months Ended June 30, 2016 (In millions) ICE (Parent) Subsidiary Guarantor - NYSE Holdings Subsidiary Consolidating Adjustments Consolidated Total Net income $ 726 $ 619 $ 822 $ (1,427 ) $ 740 Other comprehensive income (loss): Foreign currency translation adjustments — — (199 ) — (199 ) Change in fair value of available-for-sale-securities — — 129 — 129 Total other comprehensive loss — — (70 ) — (70 ) Comprehensive loss of subsidiaries (70 ) (18 ) — 88 — Comprehensive income 656 601 752 (1,339 ) 670 Comprehensive income attributable to non-controlling interests — — (14 ) — (14 ) Comprehensive income attributable to ICE $ 656 $ 601 $ 738 $ (1,339 ) $ 656 Intercontinental Exchange, Inc. Condensed Consolidating Statements of Income Three Months Ended June 30, 2016 (In millions) ICE (Parent) Subsidiary Guarantor - NYSE Holdings Subsidiary Consolidating Adjustments Consolidated Total Revenues: Transaction and clearing, net $ — $ — $ 860 $ — $ 860 Data services — — 497 — 497 Listings and other revenues — — 147 — 147 Revenues — — 1,504 — 1,504 Transaction-based expenses — — 375 — 375 Revenues, less transaction-based expenses — — 1,129 — 1,129 Operating expenses: Compensation and benefits 1 — 235 — 236 Acquisition-related transaction and integration costs — — 20 — 20 Technology and communication — — 92 — 92 Selling, general, administrative and other — — 84 — 84 Depreciation and amortization — — 146 — 146 Operating expenses 1 — 577 — 578 Operating income (loss) (1 ) — 552 — 551 Intercompany interest on loans (6 ) 8 (2 ) — — Other income (expense), net (38 ) (4 ) 7 — (35 ) Total other income (expense), net (44 ) 4 5 — (35 ) Income (loss) before income taxes (45 ) 4 557 — 516 Income tax expense — — 153 — 153 Equity earnings from subsidiaries 402 324 — (726 ) — Net income $ 357 $ 328 $ 404 $ (726 ) $ 363 Net income attributable to non-controlling interest — — (6 ) — (6 ) Net income attributable to ICE $ 357 $ 328 $ 398 $ (726 ) $ 357 Intercontinental Exchange, Inc. Condensed Consolidating Statements of Comprehensive Income Three Months Ended June 30, 2016 (In millions) ICE (Parent) Subsidiary Guarantor - NYSE Holdings Subsidiary Consolidating Adjustments Consolidated Total Net income $ 357 $ 328 $ 404 $ (726 ) $ 363 Other comprehensive income (loss): Foreign currency translation adjustments — — (125 ) — (125 ) Change in fair value of available-for-sale-securities — — 75 — 75 Total other comprehensive loss — — (50 ) — (50 ) Comprehensive loss of subsidiaries (50 ) (28 ) — 78 — Comprehensive income 307 300 354 (648 ) 313 Comprehensive income attributable to non-controlling interests — — (6 ) — (6 ) Comprehensive income attributable to ICE $ 307 $ 300 $ 348 $ (648 ) $ 307 Intercontinental Exchange, Inc. Condensed Consolidating Statements of Cash Flows Six Months Ended June 30, 2017 (In millions) ICE (Parent) Subsidiary Subsidiary Non-Guarantors Consolidating Adjustments Consolidated Total Net cash provided by (used in) operating activities $ (14 ) $ 121 $ 951 $ 40 $ 1,098 Investing activities: Cash received for divestitures (net of cash paid for acquisitions) — — 10 — 10 Loans to subsidiaries (63 ) (644 ) (2,051 ) 2,758 — Capital expenditures and capitalized software development costs — — (150 ) — (150 ) Increase in restricted cash and investments — — (89 ) — (89 ) Proceeds from sale of Cetip, net — — 438 — 438 Net cash provided by (used in) investing activities (63 ) (644 ) (1,842 ) 2,758 209 Financing activities: Repayments of commercial paper, net (469 ) — — — (469 ) Intercompany borrowing 1,398 523 837 (2,758 ) — Dividends to shareholders (239 ) — — — (239 ) Intercompany dividends — — 40 (40 ) — Repurchases of common stock (469 ) — — — (469 ) Other financing activities (144 ) — — — (144 ) Net cash provided by (used in) financing activities 77 523 877 (2,798 ) (1,321 ) Effect of exchange rates on cash and cash equivalents — — 5 — 5 Net decrease in cash and cash equivalents — — (9 ) — (9 ) Cash and cash equivalents, beginning of period 1 — 406 — 407 Cash and cash equivalents, end of period $ 1 $ — $ 397 $ — $ 398 Intercontinental Exchange, Inc. Condensed Consolidating Statements of Cash Flows Six Months Ended June 30, 2016 (In millions) ICE (Parent) Subsidiary Guarantor - NYSE Holdings Subsidiary Non-Guarantors Consolidating Adjustments Consolidated Total Net cash provided by (used in) operating activities $ (40 ) $ 59 $ 1,149 $ (65 ) $ 1,103 Investing activities: Loans to subsidiaries (91 ) (1,943 ) (1,554 ) 3,588 — Capital expenditures and capitalized software development costs — — (157 ) — (157 ) Increase in restricted cash and investments — — (75 ) — (75 ) Other investing activities — — (70 ) — (70 ) Net cash used in investing activities (91 ) (1,943 ) (1,856 ) 3,588 (302 ) Financing activities: Repayments of commercial paper, net (780 ) (1 ) — — (781 ) Intercompany borrowing 1,152 1,885 551 (3,588 ) — Dividends to shareholders (205 ) — — — (205 ) Intercompany dividends — — (65 ) 65 — Other financing activities (35 ) — (10 ) — (45 ) Net cash provided by (used in) financing activities 132 1,884 476 (3,523 ) (1,031 ) Effect of exchange rates on cash and cash equivalents — — (7 ) — (7 ) Net increase (decrease) in cash and cash equivalents 1 — (238 ) — (237 ) Cash and cash equivalents, beginning of period 1 — 626 — 627 Cash and cash equivalents, end of period $ 2 $ — $ 388 $ — $ 390 |