CHICAGO, July 31, 2015 /PRNewswire/ -- CBOE Holdings, Inc. (NASDAQ: CBOE) today reported net income allocated to common stockholders of $44.6 million, or $0.54 per diluted share, for the second quarter of 2015, compared with $42.6 million, or $0.50 per diluted share, in the second quarter of 2014. Operating revenue for the quarter was $148.7 million, up 3 percent compared with $143.9 million in the second quarter of 2014.

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There were no non-GAAP adjustments for the second quarter of 2015 or 2014.

"CBOE Holdings posted solid results for the quarter just ended. I am pleased to add that our unwavering focus on executing our strategic initiatives throughout the quarter positioned the company for ongoing growth. We continued to uniquely 'create, collaborate and connect' with the marketplace to efficiently and cost effectively expand our business, most recently with the trading of Weeklys on the CBOE Volatility Index(®) (VIX(® )Index) and our collaboration with the Singapore Exchange (SGX) to launch The CBOE Options Institute at SGX," said Edward T. Tilly, CBOE Holdings' Chief Executive Officer. "We are confident that the significant progress made in and since the second quarter will enable us to continue to deliver sustainable long-term value to our customers and our shareholders."

"CBOE delivered solid earnings in the second quarter despite a continuation of an industrywide low-volume trading environment, reflecting our disciplined approach to cost management. As the trading environment improved toward the end of the quarter and volume accelerated, CBOE was well positioned to benefit, most notably in our highest-margin, proprietary products," said Alan J. Dean, CBOE Holdings' Executive Vice President and Chief Financial Officer. "We are pleased that our ability to consistently deliver strong cash flow allows us to continue to return excess cash to our shareholders, which includes growing dividends. As we have done every year since 2010, earlier this week our Board increased CBOE's quarterly cash dividend by 10 percent, taking our dividend to $0.23 from $0.21."

Key Statistics and Financial Highlights

The table below highlights CBOE Holdings' operating results on a GAAP basis and an adjusted basis for the comparative quarters and six-month periods ended June 30, 2015 and 2014. Financial results presented on an adjusted basis provide supplemental information to facilitate period-over-period comparisons by adjusting for certain items that management believes are not indicative of the company's core operating performance.


    (in millions,
     except per share,
     revenue per
     contract and
     trading days)     2Q 2015   2Q 2014  Y/Y Change   YTD 2015 YTD 2014   Y/Y Change
    ------------------ -------   -------  ----------   -------- --------   ----------

    Key Statistics:
    ---------------

    Total Trading Days        63                    63                               124            124
    ------------------       ---                   ---                               ---            ---

    Average Daily
     Volume (options
     and futures)           4.38                  4.83                (9%)                    4.57            5.22          (12%)
    ----------------        ----                  ----                 ---                     ----            ----           ----

    Total Trading
     Volume (options
     and futures)          275.9                 304.4                (9%)                   566.6           647.2          (12%)
    ----------------       -----                 -----                 ---                    -----           -----           ----

    Average Revenue
     Per Contract                  $0.368                          $0.322                      14%                  $0.354                     $0.326    9%
    ---------------                ------                          ------                      ---                   ------                     ------   ---

    GAAP Financial
     Highlights:
    --------------

    Total Operating
     Revenues                      $148.7                          $143.9                       3%                  $291.5                     $301.8  (3%)
    ---------------                ------                          ------                      ---                   ------                     ------   ---

    Total Operating
     Expenses               75.3                  74.2                  2%                   148.6           150.1           (1%)
    ---------------         ----                  ----                 ---                    -----           -----            ---

    Operating Income        73.4                  69.7                  5%                   142.9           151.7           (6%)
    ----------------        ----                  ----                 ---                    -----           -----            ---

    Operating Margin %   49.3%                48.4%             90 bps                   49.0%          50.3%                  (130) bps
    -----------------       ----                  ----              ------                    ----            ----                   ---------

    Net Income                      $44.8                           $43.0                       4%                   $87.1                      $92.0  (5%)
    ----------                      -----                           -----                      ---                    -----                      -----   ---

    Net Income
     Allocated to
     Common
     Stockholders                   $44.6                           $42.6                       5%                   $86.7                      $91.1  (5%)
    -------------                   -----                           -----                      ---                    -----                      -----   ---

    Diluted EPS                     $0.54                           $0.50                       8%                   $1.04                      $1.06  (2%)
    -----------                     -----                           -----                      ---                    -----                      -----   ---

    Weighted Average
     Shares
     Outstanding            83.3                  85.8                (3%)                    83.6            86.1           (3%)
    ----------------        ----                  ----                 ---                     ----            ----            ---

    Adjusted Financial
     Highlights (1)
    ------------------

    Total Operating
     Expenses                       $75.3                           $74.2                       2%                  $148.6                     $147.5    1%
    ---------------                 -----                           -----                      ---                   ------                     ------   ---

    Operating Income        73.4                  69.7                  5%                   142.9           154.3           (7%)
    ----------------        ----                  ----                 ---                    -----           -----            ---

    Operating Margin %   49.3%                48.4%             90 bps                   49.0%          51.1%                  (210) bps
    -----------------       ----                  ----              ------                    ----            ----                   ---------

    Net Income                      $44.8                           $43.0                       4%                   $87.5                      $93.5  (6%)
    ----------                      -----                           -----                      ---                    -----                      -----   ---

    Net Income
     Allocated to
     Common
     Stockholders                   $44.6                           $42.6                       5%                   $87.1                      $92.6  (6%)
    -------------                   -----                           -----                      ---                    -----                      -----   ---

    Diluted EPS                     $0.54                           $0.50                       8%                   $1.04                      $1.08  (4%)
    -----------                     -----                           -----                      ---                    -----                      -----   ---





    (1) A full reconciliation of our non-
     GAAP results to our GAAP results for
     the 2015 and 2014 reporting periods
     is included in the attached tables.
     See "Non-GAAP Information" in the
     accompanying financial tables.

Revenues

Operating revenue was $148.7 million in the second quarter of 2015, up $4.8 million, or 3 percent, from $143.9 million in the second quarter of 2014. This increase primarily reflects an increase of $3.7 million in transaction fees and $3.8 million in other revenue, offset somewhat by a decrease of $1.4 million in access fees and $1.1 million in regulatory fees. The increase in other revenue reflects higher regulatory fines assessed to trading permit holders resulting from disciplinary actions. Regulatory fines are only used to offset regulatory expenses.

Transaction fees increased 4 percent in the quarter, driven by a 14 percent increase in the average revenue per contract (RPC), partially offset by a 9 percent decrease in trading volume compared with the second quarter of 2014. Total trading volume in the second quarter was 275.9 million contracts, or 4.38 million contracts per day, compared with volume of 304.4 million contracts, or 4.83 million contracts per day, in last year's second quarter. The RPC was $0.368 compared with $0.322 in the second quarter of 2014.

The increase in RPC primarily reflects a shift in the mix of products traded as well as RPC gains across each product category resulting from fee adjustments and lower volume discounts and incentives. The RPC on index options and futures contracts increased by 4 percent and 7 percent, respectively. With respect to the shift in the volume mix, the highest RPC product categories, index options and futures contracts, accounted for a higher percent of trading volume at 37.2 percent in the second quarter of 2015 compared with 33.9 percent in the second quarter of 2014.

The average revenue per contract represents total transaction fee revenue divided by total reported trading volume for Chicago Board Options Exchange(®) (CBOE(®)), C2 Options Exchange(SM) (C2(SM)) and CBOE Futures Exchange(SM) (CFE(®)).

Operating Expenses

Total operating expenses were $75.3 million for the second quarter of 2015, up $1.1 million or 2 percent, compared with $74.2 million for the same period in 2014. Operating expenses for the quarter reflect the net impact of higher costs for professional fees and outside services, royalty fees and depreciation and amortization and lower costs for compensation and benefits. There were no adjustments to operating expenses in the second quarter of 2015 or 2014.

The company's core operating expenses, which include total operating expenses less volume-based expenses, depreciation and amortization, accelerated stock-based compensation expense and unusual or one-time expenses, were $46.7 million for the second quarter of 2015, down $1.8 million, or 4 percent, compared with last year's second quarter. The decrease in core operating expenses primarily reflects a decrease of $6.2 million in compensation and benefits offset somewhat by an increase of $4.7 million in professional fees and outside services. The decline in compensation and benefits largely reflects lower expenses related to salaries, stock-based compensation and incentive compensation. The increase in professional fees and outside services, as well as the decrease in salaries, is primarily attributed to the company's outsourcing of certain regulatory services to FINRA, which occurred in December of 2014.

Volume-based expenses, which include royalty fees and order-routing fees, were $17.4 million in the second quarter of 2015, an increase of $1.6 million or 10 percent, compared with the same period last year. This increase includes higher royalty fees of $2.1 million, partially offset by lower order-routing fees of $0.5 million. The increase in royalty fees was primarily due to a shift in the mix of licensed products traded, which resulted in an increase in the average royalty rate per licensed contract.

Operating Margin

The company's operating margin increased by 90 basis points to 49.3 percent for the second quarter of 2015 compared with 48.4 percent for the second quarter of 2014. The margin increase was due to leverage gained from a higher revenue base.

Effective Tax Rate

The company reported an effective tax rate of 39.1 percent for the current quarter compared with 38.1 percent in last year's second quarter. Year to date, the company's effective tax rate is 39.0 percent, in line with its guidance range for the full-year 2015 of 38.5 percent to 39.5 percent.

Operational Highlights and Recent Developments


    --  On July 30, the company announced that it is collaborating with the
        Singapore Exchange (SGX) to launch the first outpost of the
        world-renowned CBOE Options Institute. The new CBOE Options Institute at
        SGX is expected to open in the fourth quarter of this year.
    --  On July 23, the company listed futures with weekly expirations on the
        CBOE Volatility Index(®) (VIX(®) Index). VIX Weeklys options at CBOE
        are expected to launch on October 8, 2015.
    --  On June 2, the company announced plans to acquire the market data
        services and trading analytics platforms of Livevol, Inc., a leading
        provider of equity and index options technology and market data services
        to professional and retail traders. The close of the deal is pending as
        the companies work to finalize details.
    --  On May 20, CBOE announced that it has entered into an agreement with
        Eurekahedge, a hedge-fund research and data collection company, to
        collaborate on the development of a series of new benchmark indexes that
        will measure the performance of hedge funds that use volatility-based
        investment strategies.
    --  On April 21, CBOE launched options on the MSCI Emerging Markets (MXEF)
        and MSCI EAFE (MXEA) Indexes.

2015 Fiscal Year Financial Guidance

The company reaffirmed its guidance for the 2015 fiscal year as follows:


    --  Core expenses for the 2015 fiscal year are expected to be in the range
        of $190.0 million to $194.0 million.
    --  Continuing stock-based compensation expense included in core expenses is
        expected to be approximately $12.0 million for the full year.
    --  Capital expenditures are expected to be in the range of $37.0 million to
        $40.0 million.
    --  Depreciation and amortization expense is expected to be in the range of
        $46.0 million to $48.0 million.
    --  Effective tax rate for the full-year 2015 is expected to be in the range
        of 38.5 percent to 39.5 percent. Significant changes in trading volume,
        expenses, state and local tax rates and other items, including ongoing
        state and federal tax audits, could materially impact this expectation.

Return of Capital to Stockholders

As announced on July 29, 2015, CBOE Holdings' Board of Directors increased the company's quarterly dividend by 10 percent to $0.23 per share, effective with the third-quarter dividend. The Board also declared a third-quarter dividend payable September 18, 2015, to stockholders of record as of September 4, 2015. This follows the Board's authorization of an additional $100 million for the company's share repurchase program on May 21, 2015.

During the second quarter of 2015, the company repurchased 819,556 shares of its common stock under its share repurchase program at an average price of $57.61 per share, for an aggregate purchase price of $47.2 million. Year to date, the company repurchased 1,330,507 shares at an average price of $59.10 per share, for an aggregate purchase price of $78.6 million.

Since the inception of its share repurchase program in 2011 through June 30, 2015, the company has repurchased 9,185,577 shares of its common stock at an average price of $42.35 per share, for a total of $389.0 million.

As of June 30, 2015, the company had approximately $111.0 million of availability remaining under its existing share repurchase authorizations.

Earnings Conference Call

Executives of CBOE Holdings will host a conference call to review its second-quarter financial results today, July 31, 2015, at 8:30 a.m. ET/7:30 a.m. CT. The conference call and any accompanying slides will be publicly available via live webcast from the Investor Relations section of the company's website at www.cboe.com under Events & Presentations. Participants may also listen via telephone by dialing (866) 807-9684 from the United States, (866) 450-4696 from Canada or (412) 317-5415 for international callers. Telephone participants should place calls 10 minutes prior to the start of the call. The webcast will be archived on the company's website for replay. A telephone replay of the earnings call also will be available from approximately 11:00 a.m. CT, July 31, 2015, through 11:00 p.m. CT, August 7, 2015, by calling (877) 344-7529 from the U.S., (855) 669-9658 from Canada or (412) 317-0088 for international callers, using replay code 10067317.

About CBOE Holdings

CBOE Holdings, Inc. (NASDAQ: CBOE) is the holding company for Chicago Board Options Exchange (CBOE), CBOE Futures Exchange (CFE) and other subsidiaries. CBOE, the largest U.S. options exchange and creator of listed options, continues to set the bar for options and volatility trading through product innovation, trading technology and investor education. CBOE Holdings offers equity, index and ETP options, including proprietary products, such as S&P 500 options (SPX), the most active U.S. index option, and options and futures on the CBOE Volatility Index (the VIX Index). Other products engineered by CBOE include equity options, security index options, Weeklys options, LEAPS options, FLEX options, and benchmark products such as the CBOE S&P 500 BuyWrite Index (BXM). CBOE Holdings is home to the world-renowned Options Institute and www.cboe.com, the go-to place for options and volatility trading resources.

Forward-Looking Statements

This press release may contain forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are those statements that reflect our expectations, assumptions or projections about the future and involve a number of risks and uncertainties. These statements are only predictions based on our current expectations and projections about future events. There are important factors that could cause actual results to differ materially from that expressed or implied by the forward-looking statements, including: the loss of our right to exclusively list certain index options and futures products; increasing price competition in our industry; compliance with legal and regulatory obligations and obligations under agreements with regulatory agencies; decreases in the amount of trading volumes or a shift in the mix of products traded on our exchanges; our ability to operate our business, monitor and maintain our systems or program them so that they operate correctly, including in response to increases in trading volume and order transaction traffic; the accuracy of our estimates and expectations; legislative or regulatory changes; increasing competition by foreign and domestic entities; our index providers ability to perform under our agreements; our ability to operate our business without violating the intellectual property rights of others and the costs associated with protecting our intellectual property rights; our ability to maintain access fee revenues; our ability to protect our systems and communication networks from security risks, including cyber-attacks; economic, political and market conditions; our ability to attract and retain skilled management and other personnel; our ability to maintain our growth effectively; our dependence on third party service providers; and the ability of our compliance and risk management methods to effectively monitor and manage our risks.

More detailed information about factors that may affect our performance may be found in our filings with the SEC, including in our Annual Report on Form 10-K for the year ended December 31, 2014 and other filings made from time to time with the SEC.

The condensed consolidated statements of income, balance sheets and statements of cash flows are unaudited and subject to reclassification.

CBOE-F

Trademarks:

CBOE(®), Chicago Board Options Exchange(®), CBOE Volatility Index(®), CFE(®), Execute Success(®), FLEX(®), LEAPS(®) and VIX(®) are registered trademarks and BuyWrite(SM), BXM(SM), CBOE Futures Exchange(SM), The Options Institute(SM), and Weeklys(SM) are service marks of Chicago Board Options Exchange, Incorporated (CBOE). C2(SM) and C2 Options Exchange(SM) are service marks of C2 Options Exchange, Incorporated (C2). Standard & Poor's(®), S&P(®) and S&P 500(® )are registered trademarks of Standard & Poor's Financial Services LLC and have been licensed for use by CBOE, C2 and CFE.

MSCI(®) and the MSCI index names are service marks of MSCI Inc. or its affiliates and have been licensed for use by the CBOE and CFE. Options contracts on any MSCI index are not sponsored, guaranteed or endorsed by MSCI, its affiliates or any other party involved in, or related to, making or compiling such MSCI index. All other trademarks and service marks are the property of their respective owners.



                                CBOE Holdings, Inc.

                      Selected Quarterly Operating Statistics

                   Average Daily Volume by Product (in thousands)


                 2Q 2015   1Q 2015    4Q 2014   3Q 2014    2Q 2014
                 -------   -------    -------   -------    -------

    PRODUCT:
    --------

     Equities      1,530                 1,808                 1,940 1,852 1,806
     --------      -----                 -----                 ----- ----- -----

     Indexes       1,445                 1,399                 1,759 1,476 1,472
     -------       -----                 -----                 ----- ----- -----

      Exchange-
      traded
      products     1,221                 1,371                 1,709 1,426 1,389
      ---------    -----                 -----                 ----- ----- -----

         Total
         Options
         Average
         Daily
         Volume    4,196                 4,578                 5,408 4,754 4,667
         -------   -----                 -----                 ----- ----- -----

    Futures          183                   187                   236   198   166
    -------          ---                   ---                   ---   ---   ---

        Total
        Average
        Daily
        Volume     4,379                 4,765                 5,644 4,952 4,833
        -------    -----                 -----                 ----- ----- -----


                               Mix of Trading Volume by Product


               2Q 2015  1Q 2015       4Q 2014      3Q 2014      2Q 2014
               -------  -------       -------      -------      -------

    PRODUCT:
    --------

     Equities     34.9%                  37.9%                     34.4%    37.4%     37.4%
     --------      ----                    ----                       ----      ----       ----

     Indexes      33.0%                  29.4%                     31.1%    29.8%     30.5%
     -------       ----                    ----                       ----      ----       ----

     Exchange-
      traded
      products    27.9%                  28.8%                     30.3%    28.8%     28.7%
     ---------     ----                    ----                       ----      ----       ----

     Futures       4.2%                   3.9%                      4.2%     4.0%      3.4%
     -------        ---                     ---                        ---       ---        ---

       Total     100.0%                 100.0%                    100.0%   100.0%    100.0%
       -----      -----                   -----                      -----     -----      -----


                                    Average Revenue Per Contract by Product


                     2Q 2015                  1Q 2015                  4Q 2014        3Q 2014        2Q 2014
                     -------                  -------                  -------        -------        -------

    Trading Days                 63                        61                      64             64             63
    ------------                ---                       ---                     ---            ---            ---

    PRODUCT:
    --------

     Equities                $0.093                    $0.077                  $0.068         $0.077         $0.079
     --------                ------                    ------                  ------         ------         ------

     Indexes                  0.697                     0.712                   0.696          0.680          0.670
     -------                  -----                     -----                   -----          -----          -----

     Exchange-
      traded
      products                0.117                     0.118                   0.105          0.115          0.111
     ---------                -----                     -----                   -----          -----          -----

       Total Options
        Average
        Revenue Per
        Contract              0.308                     0.284                   0.284          0.275          0.275
       -------------          -----                     -----                   -----          -----          -----

    Futures                   1.758                     1.705                   1.616          1.625          1.639
    -------                   -----                     -----                   -----          -----          -----

       Total Average
        Revenue Per
        Contract             $0.368                    $0.340                  $0.340         $0.329         $0.322
       -------------         ------                    ------                  ------         ------         ------


                                                      Transaction Fees by Product (in thousands)


                          2Q 2015  1Q 2015  4Q 2014    3Q 2014     2Q 2014
                          -------  -------  -------    -------     -------

    PRODUCT:
    --------

     Equities                        $8,942                           $8,541                            $8,429          $9,075  $8,974
     --------                        ------                           ------                            ------          ------  ------

     Indexes                63,441             60,807                  78,359                  64,205          62,152
     -------                ------             ------                  ------                  ------          ------

     Exchange-traded
      products               8,966              9,893                  11,508                  10,451           9,707
     ---------------         -----              -----                  ------                  ------           -----

        Total Options
         Transaction Fees           $81,349                          $79,241                           $98,296         $83,731 $80,833
        -----------------           -------                          -------                           -------         ------- -------

    Futures                 20,268             19,482                  24,435                  20,580          17,099
    -------                 ------             ------                  ------                  ------          ------

       Total Transaction
        Fees                       $101,617                          $98,723                          $122,731        $104,311 $97,932
       -----------------           --------                          -------                          --------        -------- -------

Non-GAAP Information

In addition to disclosing results determined in accordance with GAAP, CBOE Holdings has disclosed certain non-GAAP measures of operating performance. These measures are not in accordance with, or a substitute for, GAAP, and may be different from or inconsistent with non-GAAP financial measures used by other companies. The non-GAAP measures provided in this press release include core operating expenses, adjusted operating expenses, adjusted operating income, adjusted operating margin, adjusted net income, adjusted net income allocated to common stockholders and adjusted diluted earnings per share.

Management believes that the non-GAAP financial measures presented in this press release, including adjusted net income and core operating expenses, provide useful and comparative information to assess trends in our core operations and a means to evaluate period-to-period comparisons. Non-GAAP financial measures disclosed by management, including adjusted diluted EPS, are provided as additional information to investors in order to provide them with an alternative method for assessing our financial condition and operating results.

The table below shows core operating expenses, which is the company's operating expenses after excluding (i) volume-based expenses, (ii) depreciation and amortization expense, (iii) accelerated stock-based compensation expense and (iv) other unusual or one-time expenses.





                                 Three Months Ended June 30,                 Six Months Ended June 30,



    (in thousands)              2015                  2014          2015                        2014
                                ----                  ----          ----                        ----

    Total Operating Expenses            $75,355                          $74,226                       $148,640  $150,073

    Less:

    Depreciation and
     amortization             11,275                          9,895                  21,677               18,499

     Accelerated stock-based
      compensation expense         -                             -                      -               2,530

     Volume-based expenses:

    Royalty fees              16,755                         14,707                  30,905               30,609

    Order routing                627                          1,120                   1,414                2,246
                                 ---                          -----                   -----                -----

    Core Operating Expenses
     (non-GAAP):                        $46,698                          $48,504                        $94,644   $96,189

    Less: Continuing stock-
     based compensation
     expense                   3,147                          4,457                   5,801                8,840
                               -----                          -----                   -----                -----

    Core Operating Expenses
     Excluding Continuing
     Stock-Based
     Compensation (non-GAAP)            $43,551                          $44,047                        $88,843   $87,349
                                        -------                          -------                        -------   -------


    Detail of Core Operating
     Expenses (non-GAAP)

    Compensation and benefits           $24,136                          $30,306                        $49,574   $61,150

    Technology support
     services                  4,813                          4,783                  10,138                9,504

    Professional fees and
     outside services         12,594                          7,855                  24,544               15,233

    Travel and promotional
     expenses                  2,526                          2,446                   5,027                4,433

    Facilities costs           1,293                          1,590                   2,677                2,903

    Other expenses             1,336                          1,524                   2,684                2,966
                               -----                          -----                   -----                -----

            Total                       $46,698                          $48,504                        $94,644   $96,189
                                        -------                          -------                        -------   -------

The table below shows the reconciliation of each financial measure from GAAP to non-GAAP. The non-GAAP financial measures exclude the impact of those items detailed in the footnotes below and are referred to as adjusted financial measures. In the second quarter of 2015 and 2014, there were no non-GAAP financial measures.



    (in thousands,
     except per share
     amounts)                             Six months ended June 30, 2015                                          Six months ended June 30, 2014
    -----------------                     ------------------------------                                          ------------------------------

                                        Items Impacting Results                                                   Items Impacting
                                                                                                                         Results
                                          -----------------------                                                ---------------

                      Reported (GAAP)   Operating     Other Income/    After Considering     Reported (GAAP)        Operating       After Considering
                                       Expenses(1)    (Expense)(2)     Items (non-GAAP)                              Expenses(3)      Items (non-GAAP)
                       -------------- ------------   -------------    ------------------       --------------     ------------     ------------------

    Total Operating
     Revenues                             $291,564                                              $291,564                                                      $301,827                              $301,827

    Total Operating
     Expenses                 148,640                                               148,640                 150,073                                  (2,530)            147,543

    Operating Income          142,924                                               142,924                 151,754                                    2,530             154,284

    Operating Margin            49.0%                                                49.0%                  50.3%                                              51.1%

    Total Other
     Income/
     (Expense)                   (15)                           246                     118           349                                              (816)                      (816)

    Income Before
     Income Taxes             142,909                            246                     118       143,273                                            150,938               2,530           153,468

    Income Tax
     Provision                 55,804                             96                      46        55,946                                             58,933               1,009            59,942

    Effective Income
     Tax Rate                   39.0%                                                39.0%                  39.0%                                              39.1%

    Net Income                             $87,105                                     $150                     $72                                             $87,327                               $92,005  $1,521 $93,526

    Net Income
     Allocated to
     Participating
     Securities                 (379)                           (1)                    (1)        (381)                                             (879)               (15)            (894)

    Net Income
     Allocated to
     Common
     Stockholders                          $86,726                                     $149                     $71                                             $86,946                               $91,126  $1,506 $92,632

    Diluted Net
     Income per Share
     Allocated to
     Common
     Stockholders                            $1.04                              $         -            $         -                                              $1.04                                 $1.06   $0.02   $1.08
                                             -----                            ---       ---          ---       ---                                              -----                                 -----   -----   -----


    NOTES:  Amounts may not foot due to
     rounding.

            1)      In the first quarter of 2015,
                     the company recorded an
                     impairment of an advance to
                     an affiliate.

            2)      In the first quarter of 2015,
                     the company recorded an
                     impairment for an investment
                     in an affiliate.

            3)      In the first quarter of 2014,
                     the company accelerated the
                     vesting of certain stock
                     awards.


    CBOE Holdings, Inc. and Subsidiaries

    Condensed Consolidated Statements of Income (Unaudited)

    Six months ended June 30, 2015 and 2014


                                                                  Three Months Ended June 30,                    Six Months Ended June 30,
                                                                  ---------------------------                    -------------------------

    (in thousands, except per share
     amounts)                                                  2015                     2014          2015                  2014
    -------------------------------                            ----                     ----          ----                  ----


    Operating Revenues:

    Transaction fees                                                   $101,617                            $97,932                         $200,340  $210,722

    Access fees                                              13,371                            14,875                    27,057               30,107

    Exchange services and other fees                          9,736                             9,676                    19,464               19,168

    Market data fees                                          7,557                             7,815                    15,569               14,973

    Regulatory fees                                           8,746                             9,744                    17,128               19,601

    Other revenue                                             7,698                             3,900                    12,006                7,256
    -------------                                             -----                             -----                    ------                -----

    Total Operating Revenues                                148,725                           143,942                   291,564              301,827
    ------------------------                                -------                           -------                   -------              -------


    Operating Expenses:

    Compensation and benefits                                24,136                            30,306                    49,574               63,680

    Depreciation and amortization                            11,275                             9,895                    21,677               18,499

    Technology support services                               4,813                             4,783                    10,138                9,504

    Professional fees and outside
     services                                                12,594                             7,855                    24,544               15,233

    Royalty fees                                             16,755                            14,707                    30,905               30,609

    Order routing                                               627                             1,120                     1,414                2,246

    Travel and promotional expenses                           2,526                             2,446                     5,027                4,433

    Facilities costs                                          1,293                             1,590                     2,677                2,903

    Other expenses                                            1,336                             1,524                     2,684                2,966
    --------------                                            -----                             -----                     -----                -----

    Total Operating Expenses                                 75,355                            74,226                   148,640              150,073
    ------------------------                                 ------                            ------                   -------              -------


    Operating Income                                         73,370                            69,716                   142,924              151,754


    Other Income/(Expense):

    Investment income                                            59                                12                       110                   26

    Net income (loss) from
     investment in affiliates                                   202                             (333)                      121                (842)

    Impairment of advance to
     affiliate                                                    -                                -                    (246)                   -
    ------------------------                                    ---                              ---                     ----                  ---

    Total Other Income/(Expense)                                261                             (321)                     (15)               (816)
    ----------------------------                                ---                              ----                       ---                 ----


    Income Before Income Taxes                               73,631                            69,395                   142,909              150,938

    Income tax provision                                     28,786                            26,414                    55,804               58,933
    --------------------                                     ------                            ------                    ------               ------

    Net Income                                               44,845                            42,981                    87,105               92,005

    Net Income Allocated to
     Participating Securities                                 (199)                            (383)                    (379)               (879)
    -------------------------                                  ----                              ----                      ----                 ----

    Net Income Allocated to Common
     Stockholders                                                       $44,646                            $42,598                          $86,726   $91,126
    ------------------------------                                      -------                            -------                          -------   -------


    Net Income Per Share Allocated
     to Common Stockholders:

    Basic                                                                 $0.54                              $0.50                            $1.04     $1.06

    Diluted                                                    0.54                              0.50                      1.04                 1.06

    Weighted average shares used in
     computing income per share:

    Basic                                                    83,290                            85,831                    83,621               86,140

    Diluted                                                  83,290                            85,831                    83,621               86,140




    CBOE Holdings,
     Inc. and
     Subsidiaries

    Condensed
     Consolidated
     Balance Sheets
     (Unaudited)

    June 30, 2015 and
     December 31,
     2014



    (in thousands,
     except share
     amounts)                        June 30, 2015 December 31, 2014
    --------------                   ------------- -----------------

    Assets

    Current Assets:

    Cash and cash
     equivalents                                             $89,634            $147,927

    Accounts
     receivable-net
     allowances of
     2015 - $387 and
     2014 - $285                            63,387                       58,386

    Marketing fee
     receivable                              7,646                       10,697

    Income taxes
     receivable                             23,216                       21,503

    Other prepaid
     expenses                               10,459                        4,622

    Other current
     assets                                    277                          972
    -------------                              ---                          ---

    Total Current
     Assets                                194,619                      244,107
    -------------                          -------                      -------


    Investments in
     and Advances to
     Affiliates                             43,407                       12,351

    Land                                     4,914                        4,914

    Total Property
     and Equipment-
     Net                                    62,168                       66,856

    Total Other
     Assets-Net                             57,001                       55,673
    -----------                             ------                       ------

    Total                                                   $362,109            $383,901
    -----                                                   --------            --------


    Liabilities and
     Stockholders'
     Equity

    Current
     Liabilities:

    Accounts payable
     and accrued
     liabilities                                             $52,003             $58,566

    Marketing fee
     payable                                 8,354                       11,236

    Deferred revenue
     and other
     liabilities                            10,940                        1,988

    Post-retirement
     benefit
     obligation -
     current                                    48                          101

    Income tax
     payable                                 1,119                        1,774
    ----------                               -----                        -----

    Total Current
     Liabilities                            72,464                       73,665
    -------------                           ------                       ------


    Total Long-term
     Liabilities                            62,628                       60,169
    ---------------                         ------                       ------

    Total Liabilities                      135,092                      133,834
    -----------------                      -------                      -------


    Stockholders'
     Equity:

    Preferred stock,
     $0.01 par value:
     20,000,000
     shares
     authorized, no
     shares issued
     and outstanding
     at June 30, 2015
     or December 31,
     2014                                        -                           -

    Unrestricted
     common stock,    92,569,189
     $0.01 par value: issued and
     325,000,000      84,114,475
     shares           outstanding at
     authorized;      December 31,
     92,735,808       2014
     issued and
     82,900,495
     outstanding at
     June 30, 2015;                            927                          926

    Additional paid-
     in-capital                            117,158                      110,112

    Retained earnings                      523,822                      472,005

    Treasury stock at
     cost - 9,835,313
     shares at June
     30, 2015 and
     8,454,714 shares
     at December 31,
     2014                                (414,038)                   (332,287)

    Accumulated other
     comprehensive
     loss                                    (852)                       (689)
                                              ----                         ----

    Total
     Stockholders'
     Equity                                227,017                      250,067
    --------------                         -------                      -------


    Total                                                   $362,109            $383,901
    -----                                                   --------            --------




    CBOE Holdings, Inc. and
     Subsidiaries

    Condensed Consolidated
     Statements of Cash Flows
     (Unaudited)

    Six months ended June 30,
     2015 and 2014


                                Six Months Ended June 30,
                                -------------------------

    (in thousands)                 2015                   2014
    -------------                  ----                   ----

    Cash Flows from Operating
     Activities:

    Net income                              $87,105               $92,005

    Adjustments to reconcile
     net income to net cash
     flows from operating
     activities:


    Depreciation and
     amortization                21,677                   18,499

    Other amortization               36                       49

    Provision for deferred
     income taxes                   536                    (451)

    Stock-based compensation      5,801                   11,370

    Loss on disposition of
     property                       392                      533

    (Gain)/Loss on investment
     in affiliate                 (239)                     842

    Impairment of investment
     in affiliate                   118                        -

     Net change in assets and
      liabilities               (9,601)                 (1,611)

    Net Cash Flows provided
     by Operating Activities    105,825                  121,236
    ------------------------    -------                  -------

    Cash Flows from Investing
     Activities:

    Capital and other assets
     expenditures              (17,636)                (28,326)

    Investment in and
     advances to affiliates    (30,935)                   (973)

    Other                           246                        3
    -----                           ---                      ---

    Net Cash Flows used in
     Investing Activities      (48,325)                (29,296)
    ----------------------      -------                  -------

    Cash Flows from Financing
     Activities:

    Payment of quarterly
     dividends                 (35,288)                (31,307)

    Payment of special
     dividend                         -                (43,831)

    Purchase of unrestricted
     common stock from
     employees                  (3,119)                 (8,291)

    Excess tax benefit from
     stock-based
     compensation                 1,246                    3,531

    Purchase of unrestricted
     common stock under
     announced program         (78,632)                (88,272)
    ------------------------

    Net Cash Flows used in
     Financing Activities     (115,793)               (168,170)
    ----------------------     --------                 --------


    Net Decrease in Cash and
     Cash Equivalents          (58,293)                (76,230)
    ------------------------    -------                  -------


    Cash and Cash Equivalents
     at Beginning of Period     147,927                  221,341
    -------------------------   -------                  -------

    Cash and Cash Equivalents
     at End of Period                       $89,634              $145,111
    -------------------------               -------              --------


    Supplemental Disclosure
     of Cash Flow Information

    Cash paid for income
     taxes                                  $53,860               $53,530

    Non-cash activities:

    Unpaid liability to
     acquire equipment and
     software                                $3,841                $2,745

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SOURCE CBOE Holdings, Inc.