Miami International Holdings Reports Results for Third Quarter 2025
- Net revenue grew 57% year-over-year to $109.5 million
- GAAP net loss of $102.1 million, impacted by one-time loss on extinguishment of debt and IPO-related expenses
- GAAP diluted EPS of $(1.46)
- Adjusted EBITDA more than doubled year-over-year to $48.0 million
- Adjusted earnings increased nearly five times year-over-year to $39.9 million
- Adjusted diluted EPS of $0.42
PRINCETON, N.J. and MIAMI, Nov. 5, 2025 /PRNewswire/ -- Miami International Holdings, Inc. (MIH) (NYSE:MIAX), a technology-driven leader in building and operating regulated financial markets across multiple asset classes, today announced results for the third quarter ended September 30, 2025.
"MIH produced strong results in the third quarter while also executing on a successful initial public offering, driven by our team's focus on providing customers with best-in-class technology, reliability and risk protections across our markets," said Thomas P. Gallagher, Chairman and Chief Executive Officer of MIH. "Elevated volatility supported record volumes, contributing to strong performance in our options business. Notably, we achieved record average daily volume of 9.6 million contracts across our options exchanges for the third quarter, increasing 56% over the same period in the prior year."
"Looking ahead, we remain committed to leveraging our ongoing investments in technology, relationships and industry expertise as we seek to further expand market share in our options business and grow our equities, futures, and international segments. With a strong foundation to build on, we are well-positioned to execute on our growth strategy and create long-term shareholder value."
Third Quarter 2025 Highlights
All figures are compared to the third quarter of 2024 unless otherwise stated.
- Net revenue, defined as revenues less cost of revenues, grew 57% to $109.5 million, compared to $69.6 million in the prior-year period primarily driven by strong options business performance, including increased industry volumes and the launch of the MIAX Sapphire® electronic options exchange in August 2024.
- Total operating expenses were $109.8 million, compared to $70.7 million in the prior-year period primarily due to initial public offering (IPO) related expenses and planned increases in headcount to support our growth initiatives.
- Operating loss of $0.3 million, compared to an operating loss of $1.2 million in the prior-year period.
- GAAP net loss of $102.1 million, compared to GAAP net loss of $3.2 million in the prior-year period primarily due to one-time loss on extinguishment of debt and IPO-related expenses.
- Adjusted earnings increased nearly five times to $39.9 million, compared to adjusted earnings of $8.3 million in the prior-year period.
- Adjusted EBITDA more than doubled to $48.0 million, compared to $18.7 million in the prior-year period driven primarily by strong growth in net revenues.
- Adjusted EBITDA margin expanded to 44% from 27% in the prior-year period.
Business Updates
- Launched the MIAX Sapphire options trading floor in Miami in September 2025.
- MIAX® options exchanges reached a market share record of 17.2% in the third quarter of 2025.
- Announced support for the trading of financial futures on the MIAX Futures™ Onyx trading platform in the first quarter of 2026.
- MIAX Futures to list futures on the Bloomberg 500 Index in collaboration with Bloomberg during the first quarter of 2026, with futures on the Bloomberg 100 Index to follow.
Summary of Selected Unaudited Condensed Consolidated Financial Results ($000, except per share amounts and percentages)
| |||
Consolidated Third Quarter Results | 3Q25 September 30, 2025 | 3Q24 September 30, 2024 | Change |
Total revenues less cost of revenues | $ 109,483 | $ 69,558 | 57 % |
Operating loss | $ (305) | $ (1,159) | NA |
Net loss attributable to MIH stockholders | $ (102,080) | $ (3,204) | NA |
Diluted EPS | $ (1.46) | $ (0.05) | NA |
Adjusted earnings* | $ 39,947 | $ 8,273 | 383 % |
Adjusted diluted EPS* | $ 0.42 | $ 0.11 | 282 % |
EBITDA | $ (93,941) | $ 5,768 | NA |
Adjusted EBITDA* | $ 48,019 | $ 18,690 | 157 % |
Adjusted EBITDA margin %* | 44 % | 27 % | 63 % |
* Reconciliation of non-GAAP results is included in the tables below. See "Non-GAAP Financial Information" below. |
Segment Results ($000)
| |||
Total Revenues Less Cost of Revenues | 3Q25 September 30, 2025 | 3Q24 September 30, 2024 | Change |
Options | $ 94,499 | $ 60,925 | 55 % |
Equities | 4,352 | 2,234 | 95 % |
Futures | 4,786 | 5,288 | (9) % |
International | 5,533 | 806 | 586 % |
Corporate/Other | 313 | 305 | 3 % |
Total | $ 109,483 | $ 69,558 | 57 % |
Options
- Net revenue grew 55% to $94.5 million, compared to $60.9 million in the prior-year period. The growth was primarily driven by higher net transaction fees that benefitted from increased industry volume, higher market share, and higher revenue per contract (RPC). Higher non-transaction fees were primarily driven by the launch of the MIAX Sapphire electronic options exchange in August 2024 which also contributed to increased revenues.
- Operating income increased 56% to $51.4 million, compared to $32.9 million in the prior-year period. The growth was primarily due to higher net revenues, partially offset by higher expenses driven by share-based compensation costs.
- Adjusted EBITDA grew 70% to $69.1 million, compared to $40.7 million in the prior-year period.
Equities
- Net revenue nearly doubled to $4.4 million, compared to $2.2 million in the prior-year period. The increase was primarily due to higher net transaction fees from improved but still negative pricing as liquidity payments exceeded transaction revenues.
- Operating loss of $4.9 million, compared to an operating loss of $5.0 million in the prior-year period.
- Adjusted EBITDA of $(0.9) million, compared to $(2.5) million in the prior-year period.
Futures
- Net revenue was $4.8 million, compared to $5.3 million in the prior-year period. The decrease was due to participant migrations to the MIAX Futures Onyx trading platform and lower commodity market volatility, partially offset by the elimination of expenses related to CME Globex.
- Operating loss was $18.5 million, compared to an operating loss of $12.8 million in the prior-year period. The change was primarily due to lower revenue and higher operating expenses driven by share-based compensation costs.
- Adjusted EBITDA of $(9.6) million, compared to $(8.0) million in the prior-year period.
International
- Net revenue was $5.5 million, compared to $0.8 million in the prior-year period. The increase was primarily due to the acquisition of The International Stock Exchange Group Limited (TISE) in June 2025.
- Operating income was $0.8 million, compared to an operating loss of $2.6 million in the prior-year period. The change was primarily due to the impact of the TISE acquisition.
- Adjusted EBITDA of $1.7 million, compared to $(1.7) million in the prior-year period.
Capital and Liquidity
- On August 13, 2025, MIH raised $396.8 million in gross proceeds from its IPO of 17,250,000 shares of common stock, including the full exercise of the underwriters' option to purchase additional shares.
- On August 18, 2025, MIH repaid its outstanding senior secured loan agreement maturing in 2029. The amount repaid by MIH included $178.4 million of outstanding indebtedness, accrued and unpaid interest, the related premium, and fees.
- As of September 30, 2025, MIH had cash and cash equivalents of $401.5 million and total debt of $6.5 million.
Webcast and Conference Call
MIAX will host a webcast and conference call to review its third quarter financial results today, November 5, 2025 at 5:00 p.m. ET. Participants can access the call at 866-652-5200 using conference ID "10203428" (international dial-in 412-317-6060). The webcast can be accessed on the Investor Relations section of MIAX's website at https://ir.miaxglobal.com/. A webcast recording and corresponding presentation will be archived under Events & Presentations at the above link following the event.
Non-GAAP Financial Information
Adjusted earnings, a non-GAAP financial measure, is defined as net income (loss) attributable to MIH adjusted for share-based compensation, investment gain/loss, litigation costs, change in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, loss on extinguishment of debt, one time IPO payments, settlement fee, impairment charges, warrant modifications, and unrealized gain/loss on derivative assets, net of the income tax effects of these adjustments. A reconciliation of net income attributable to MIH to adjusted earnings, appears below.
Adjusted EBITDA, a non-GAAP financial measure, is defined as net income (loss) attributable to MIH adjusted for interest expense and amortization of debt discount costs, interest income, income taxes and depreciation and amortization, share-based compensation, investment gain/loss, litigation costs, change in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, loss on extinguishment of debt, one time IPO payments, settlement fee, impairment charges, gain/loss on intangible asset, warrant modifications, and unrealized gain/loss on derivative assets. A reconciliation of net income attributable to MIH to adjusted EBITDA, appears below.
Adjusted EBITDA margin, a non-GAAP financial measure, is defined as adjusted EBITDA divided by adjusted revenues less cost of revenues.
Adjusted EPS, a non-GAAP financial measure, is defined as adjusted earnings divided by diluted weighted average shares outstanding used for adjusted diluted earnings per share (which includes the impact of anti-dilutive securities on a GAAP basis).
For a reconciliation of our non-GAAP results to our GAAP results, see the tables below.
About MIAX
Miami International Holdings, Inc. (NYSE:MIAX) is a technology-driven leader in building and operating regulated financial markets across multiple asset classes and geographies. MIAX® operates nine exchanges across options, futures, equities and international markets including MIAX® Options, MIAX Pearl®, MIAX Emerald®, MIAX Sapphire®, MIAX Pearl Equities™, MIAX Futures™, MIAXdx™, The Bermuda Stock Exchange (BSX) and The International Stock Exchange (TISE). MIAX also owns Dorman Trading, a full-service Futures Commission Merchant. To learn more about MIAX please visit www.miaxglobal.com.
Disclaimer and Cautionary Note Regarding Forward-Looking Statements
This press release may contain forward-looking statements, including forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements describe future expectations, plans, results, or strategies and are generally preceded by words such as "may," "future," "plan" or "planned," "will" or "should," "expected," "anticipates," "draft," "eventually" or "projected." You are cautioned that such statements are based on management's current expectations and are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including the risks that actual results may differ materially from those projected in the forward-looking statements. Additional risks and uncertainties that may cause actual results to differ materially include the risks and uncertainties listed in Miami International Holdings, Inc.'s (together with its subsidiaries, the Company) public filings with the Securities and Exchange Commission. In providing forward-looking statements, the Company is not undertaking any duty or obligation to update these statements publicly as a result of new information, future events or otherwise.
All third-party trademarks (including logos and icons) referenced by the Company remain the property of their respective owners. Unless specifically identified as such, the Company's use of third-party trademarks does not indicate any relationship, sponsorship, or endorsement between the owners of these trademarks and the Company. Any references by the Company to third-party trademarks is to identify the corresponding third-party goods and/or services and shall be considered nominative fair use under the trademark law.
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Miami International Holdings, Inc. and Subsidiaries Condensed Consolidated Statements of Operations (Unaudited) ($000, except share and per share amounts) | |||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||
2025 | 2024 | 2025 | 2024 | ||||
Revenues: | |||||||
Transaction and clearing fees | $ 292,814 | $ 240,623 | $ 868,257 | $ 712,209 | |||
Access fees | 27,096 | 22,490 | 77,285 | 66,787 | |||
Market data fees | 10,730 | 9,143 | 30,625 | 24,808 | |||
Other revenue | 9,138 | 4,400 | 18,472 | 12,372 | |||
Total revenues | 339,778 | 276,656 | 994,639 | 816,176 | |||
Cost of revenues: | |||||||
Liquidity payments | 217,286 | 167,797 | 606,983 | 525,399 | |||
Brokerage, clearing, and exchange fees | 11,612 | 17,731 | 42,547 | 51,134 | |||
Section 31 fees | — | 20,241 | 35,225 | 40,108 | |||
Equity rights program | — | — | — | 1,975 | |||
Other cost of revenues | 1,397 | 1,329 | 3,855 | 3,621 | |||
Total cost of revenues | 230,295 | 207,098 | 688,610 | 622,237 | |||
Revenues less cost of revenues | 109,483 | 69,558 | 306,029 | 193,939 | |||
Operating expenses: | |||||||
Compensation and benefits | 68,753 | 37,850 | 146,734 | 107,227 | |||
Information technology and communication costs | 9,290 | 7,250 | 25,689 | 21,442 | |||
Depreciation and amortization | 8,229 | 6,045 | 21,337 | 17,107 | |||
Occupancy costs | 3,568 | 2,335 | 9,018 | 7,032 | |||
Professional fees and outside services | 10,807 | 12,658 | 30,159 | 34,663 | |||
Marketing and business development | 759 | 663 | 2,077 | 2,198 | |||
Acquisition-related costs | — | — | 2,901 | — | |||
General, administrative, and other | 8,382 | 3,916 | 18,835 | 14,253 | |||
Total operating expenses | 109,788 | 70,717 | 256,750 | 203,922 | |||
Operating income (loss) | (305) | (1,159) | 49,279 | (9,983) | |||
Non-operating (expense) income: | |||||||
Change in fair value of puttable common stock | (338) | (6,791) | (2,229) | (8,149) | |||
Change in fair value of puttable warrants issued with debt | (255) | (1,635) | (1,172) | (1,635) | |||
Interest income | 2,658 | 840 | 5,371 | 1,976 | |||
Interest expense and amortization of debt issuance costs | (3,378) | (2,208) | (12,710) | (9,532) | |||
Gain (loss) on sale of intangible asset | — | — | (2,054) | 52,604 | |||
Unrealized gain (loss) on derivative assets | 7,979 | 10,010 | (39,039) | 76,684 | |||
Loss on debt extinguishment | (107,656) | — | (107,656) | — | |||
Other, net | (1,595) | (703) | 10,765 | (149) | |||
Income (loss) before income tax provision | (102,890) | (1,646) | (99,445) | 101,816 | |||
Income tax (expense) benefit | 810 | (1,559) | (528) | (2,721) | |||
Net income (loss) | (102,080) | (3,205) | (99,973) | 99,095 | |||
Net loss attributable to non-controlling interest | — | (1) | — | (137) | |||
Net income (loss) attributable to Miami International Holdings, | $ (102,080) | $ (3,204) | $ (99,973) | $ 99,232 | |||
Weighted-average shares of common stock outstanding | |||||||
Basic | 70,128,197 | 63,246,820 | 66,168,315 | 60,477,992 | |||
Diluted | 70,128,197 | 63,246,820 | 66,168,315 | 75,212,560 | |||
Net income (loss) per share attributable to common stock | |||||||
Basic | $ (1.46) | $ (0.05) | $ (1.51) | $ 1.64 | |||
Diluted | $ (1.46) | $ (0.05) | $ (1.51) | $ 1.35 | |||
Miami International Holdings, Inc. and Subsidiaries Condensed Consolidated Balance Sheets (Unaudited) September 30, 2025 and December 31, 2024 ($000, except share and per share amounts) | |||
September 30, | December 31, | ||
Assets | |||
Current assets: | |||
Cash and cash equivalents | $ 401,482 | $ 150,341 | |
Cash and securities segregated under federal and other regulations | 29,509 | 30,809 | |
Accounts receivable, net | 99,864 | 92,415 | |
Restricted cash | 6,005 | 6,270 | |
Clearing house performance bonds and guarantee funds | 86,204 | 87,744 | |
Participant margin deposits | 1,151 | 1,234 | |
Receivables from broker-dealers, futures commission merchants, and clearing organizations | 123,302 | 147,164 | |
Current portion of derivative assets | 14,052 | 33,536 | |
Other current assets | 30,452 | 23,303 | |
Total current assets | 792,021 | 572,816 | |
Investments | 14,180 | 31,022 | |
Fixed assets, net | 47,861 | 44,478 | |
Internally developed software, net | 35,987 | 32,262 | |
Goodwill | 64,739 | 46,818 | |
Other intangible assets, net | 189,125 | 114,224 | |
Derivative assets, net of current portion | 12,955 | 50,304 | |
Other assets, net | 68,402 | 81,727 | |
Total assets | $ 1,225,270 | $ 973,651 | |
Liabilities and Stockholders' Equity | |||
Current liabilities: | |||
Accounts payable and other liabilities | $ 81,803 | $ 120,361 | |
Accrued compensation payable | 31,910 | 33,523 | |
Current portion of long-term debt | 4,957 | 4,767 | |
Deferred transaction revenues | 9,166 | 2,710 | |
Clearing house performance bonds and guarantee funds | 85,704 | 87,244 | |
Participant margin deposits | 1,151 | 1,234 | |
Payables to customers | 133,853 | 152,637 | |
Payables to clearing organizations | 745 | 2,746 | |
Total current liabilities | 349,289 | 405,222 | |
Long-term debt | 1,506 | 32,268 | |
Deferred income taxes | 21,999 | 10,766 | |
Puttable common stock, net of current portion | — | 78,424 | |
Puttable warrants issued with debt | — | 64,188 | |
Other non-current liabilities | 20,567 | 15,166 | |
Total liabilities | 393,361 | 606,034 | |
Commitments and contingencies | — | — | |
Stockholders' equity: | |||
Convertible preferred stock - par value $0.001 (25,000,000 authorized, and 0 issued and | — | 1 | |
Common stock - voting and nonvoting, par value $0.001 (600,000,000 authorized (400,000,000 | 82 | 63 | |
Common stock in treasury, at cost, 353,799 shares at September 30, 2025 and 38,469 shares | (8,232) | (775) | |
Additional paid-in capital | 1,502,973 | 930,638 | |
Accumulated deficit | (662,283) | (562,310) | |
Accumulated other comprehensive loss, net | (631) | — | |
Total stockholders' equity | 831,909 | 367,617 | |
Total liabilities and stockholders' equity | $ 1,225,270 | $ 973,651 | |
Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA | |||||||||||
The following table is a reconciliation of net income (loss) allocated to common stockholders to EBITDA and Adjusted EBITDA by segment ($000): | |||||||||||
Three Months Ended September 30, 2025 | |||||||||||
Options | Equities | Futures | International | Corporate / | Total | ||||||
Net income (loss) allocated to common | $ 51,846 | $ (4,858) | $ (18,426) | $ 8,477 | $ (139,119) | $ (102,080) | |||||
Interest expense and amortization of | — | — | 36 | — | 3,342 | 3,378 | |||||
Interest income | (482) | — | (207) | (111) | (1,858) | (2,658) | |||||
Income tax expense (benefit) | — | — | — | 396 | (1,206) | (810) | |||||
Depreciation and amortization | 3,826 | 1,570 | 1,692 | 435 | 706 | 8,229 | |||||
EBITDA | 55,190 | (3,288) | (16,905) | 9,197 | (138,135) | (93,941) | |||||
Share-based compensation(1) | 13,322 | 2,399 | 7,103 | 511 | 5,763 | 29,098 | |||||
Investment loss(2) | — | — | 239 | — | — | 239 | |||||
Litigation costs(3) | 608 | — | — | — | 203 | 811 | |||||
Impairment charges(4) | — | — | — | — | 1,978 | 1,978 | |||||
Change in fair value of puttable warrants | — | — | — | — | 255 | 255 | |||||
Change in fair value of puttable common | — | — | — | — | 338 | 338 | |||||
Unrealized gain on derivative assets(7) | — | — | — | (7,979) | — | (7,979) | |||||
One time IPO payments(8) | — | — | — | — | 8,048 | 8,048 | |||||
Warrant modifications(9) | — | — | — | — | 1,516 | 1,516 | |||||
Loss on extinguishment of debt(10) | — | — | — | — | 107,656 | 107,656 | |||||
Adjusted EBITDA | $ 69,120 | $ (889) | $ (9,563) | $ 1,729 | $ (12,378) | $ 48,019 | |||||
(1) | Share-based compensation represents expenses associated with stock options of $3.7 million, restricted stock awards of $25.1 million, and warrants of $0.3 million that have been granted to employees, directors and service providers. The 2025 expense of $29.1 million is made up of $27.8 million to employees within compensation and benefits, $0.9 million to service providers within professional fees and outside services, and $0.4 million to directors within general, administrative, and other. |
(2) | Investment loss of $0.2 million represents an unrealized loss on available for sale marketable securities. |
(3) | Litigation costs are associated with ongoing litigation related to the Nasdaq matter. |
(4) | Impairment charges of $2.0 million related to owned land and building impairments. |
(5) | The change in fair value of warrants issued with debt represents the change in fair value of outstanding puttable warrants issued in connection with the issuance of the 2029 senior secured term loan. The right to put warrants terminated upon completion of the IPO in August 2025. |
(6) | The change in fair value of puttable common stock represents the change in fair value of outstanding puttable common stock issued in connection with MIAX's ERPs I and II that have an associated put right which requires MIAX to repurchase a certain percentage of the fair market value of the award upon exercise. The right to put shares terminated upon completion of the IPO in August 2025. |
(7) | Represents the unrealized gain on 250 million Pyth tokens that remain locked by the Pyth Network. |
(8) | One time IPO bonuses paid to certain employees and termination payments to former directors. |
(9) | Represents expense recognized upon the extension of expiration date of certain warrants. |
(10) | Represents write-off of the unamortized debt discount and issuance costs and payment of prepayment premium related to the repayment of the 2029 senior secured term loan. |
Three Months Ended September 30, 2024 | |||||||||||
Options | Equities | Futures | International | Corporate / | Total | ||||||
Net income (loss) allocated to common | $ 33,192 | $ (4,999) | $ (11,448) | $ 7,364 | $ (27,313) | $ (3,204) | |||||
Interest expense and amortization of | — | — | 91 | — | 2,117 | 2,208 | |||||
Interest income | (265) | — | (224) | — | (351) | (840) | |||||
Income tax expense | — | — | — | — | 1,559 | 1,559 | |||||
Depreciation and amortization | 2,835 | 1,581 | 927 | 146 | 556 | 6,045 | |||||
EBITDA | 35,762 | (3,418) | (10,654) | 7,510 | (23,432) | 5,768 | |||||
Share-based compensation(1) | 3,929 | 924 | 3,685 | 818 | 2,532 | 11,888 | |||||
Investment (gain) loss(2) | — | — | (1,058) | — | 2,037 | 979 | |||||
Litigation costs(3) | 1,042 | — | — | — | 347 | 1,389 | |||||
Change in fair value of puttable warrants | — | — | — | — | 1,635 | 1,635 | |||||
Change in fair value of puttable common | — | — | — | — | 6,791 | 6,791 | |||||
Settlement fee(6) | — | — | — | — | 250 | 250 | |||||
Unrealized gain on derivative assets(7) | — | — | — | (10,010) | — | (10,010) | |||||
Adjusted EBITDA | $ 40,733 | $ (2,494) | $ (8,027) | $ (1,682) | $ (9,840) | $ 18,690 | |||||
(1) | Share-based compensation represents expenses associated with stock options of $3.4 million, restricted stock awards of $7.5 million and warrants of $1.0 million that have been granted to employees, directors and service providers. The 2024 expense of $11.9 million is made up of $10.2 million to employees within compensation and benefits, $1.2 million to service providers within professional fees and outside services, $0.5 million to directors within general, administrative, and other. |
(2) | Investment loss of $1.0 million represents an unrealized loss for an observable price change in the value of an investment, net of unrealized gain on available for sale marketable securities. |
(3) | Litigation costs are associated with ongoing litigation related to the Nasdaq matter. |
(4) | The change in fair value of warrants issued with debt represents the change in fair value of outstanding puttable warrants issued in connection with the issuance of the 2029 senior secured term loan. |
(5) | The change in fair value of puttable common stock represents the change in fair value of outstanding puttable common stock issued in connection with MIAX's ERPs I and II that have an associated put right which requires MIAX to repurchase a certain percentage of the fair market value of the award upon exercise. |
(6) | MIAX recognized expense of $0.3 million related to an estimated settlement fee for the repayment of its Prior Loan Agreement. |
(7) | Represents the unrealized gain on 375 million Pyth tokens that remain locked by the Pyth Network as of September 30, 2024. These tokens were recorded at fair market value during the second quarter of 2024 when an active market emerged for the tokens. |
Segment Operating Results | ||||||||||||
The following summarizes revenues less cost of revenues, operating expenses, operating income (loss), adjusted EBITDA and adjusted EBITDA margin | ||||||||||||
Options | Equities | |||||||||||
Three Months Ended | Three Months Ended | |||||||||||
September 30, | Percent | September 30, | Percent | |||||||||
2025 | 2024 | Change | 2025 | 2024 | Change | |||||||
Revenues less cost of revenues | $ 94,499 | $ 60,925 | 55.1 % | $ 4,352 | $ 2,234 | 94.8 % | ||||||
Operating expenses | 43,135 | 27,998 | 54.1 % | 9,210 | 7,233 | 27.3 % | ||||||
Operating income (loss) | $ 51,364 | $ 32,927 | 56.0 % | $ (4,858) | $ (4,999) | * | ||||||
Adjusted EBITDA(1) | $ 69,120 | $ 40,733 | 69.7 % | $ (889) | $ (2,494) | * | ||||||
Adjusted EBITDA margin(2) | 73.1 % | 66.9 % | * | * | ||||||||
Futures | International | |||||||||||
Three Months Ended | Three Months Ended | |||||||||||
September 30, | Percent | September 30, | Percent | |||||||||
2025 | 2024 | Change | 2025 | 2024 | Change | |||||||
Revenues less cost of revenues | $ 4,786 | $ 5,288 | (9.5) % | $ 5,533 | $ 806 | 586.5 % | ||||||
Operating expenses | 23,322 | 18,108 | 28.8 % | 4,750 | 3,452 | 37.6 % | ||||||
Operating income (loss) | $ (18,536) | $ (12,820) | * | $ 783 | $ (2,646) | * | ||||||
Adjusted EBITDA(1) | $ (9,563) | $ (8,027) | * | $ 1,729 | $ (1,682) | * | ||||||
Adjusted EBITDA margin(2) | * | * | 31.2 % | * | ||||||||
* Not meaningful | |
(1) | See Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA above. |
(2) | Adjusted EBITDA margin represents adjusted EBITDA divided by adjusted revenues less cost of revenues. |
Reconciliations of GAAP Net Loss to Adjusted Earnings | ||||
The following table is a reconciliation of net loss allocated to common stockholders to Adjusted Earnings ($000): | ||||
Three Months Ended | ||||
2025 | 2024 | |||
Net loss allocated to common shareholders | $ (102,080) | $ (3,204) | ||
Share-based compensation(1) | 29,098 | 11,888 | ||
Investment loss(2) | 239 | 979 | ||
Litigation costs(3) | 811 | 1,389 | ||
Impairment charge(4) | 1,978 | — | ||
Change in fair value of puttable warrants issued with debt(5) | 255 | 1,635 | ||
Change in fair value of puttable common stock(6) | 338 | 6,791 | ||
Unrealized gain on derivative assets(7) | (7,979) | (10,010) | ||
Settlement fee(8) | — | 250 | ||
Loss on extinguishment of debt(9) | 107,656 | — | ||
Warrant modifications(10) | 1,516 | — | ||
One time IPO payments(11) | 8,048 | — | ||
Tax effect of adjustments | 67 | (1,445) | ||
Adjusted earnings | $ 39,947 | $ 8,273 | ||
(1) | Share-based compensation represents expenses associated with stock options, restricted stock awards and warrants that have been granted to employees, directors and service providers. |
(2) | 2025 investment loss of $0.2 million represents an unrealized loss on available for sale marketable securities. 2024 investment loss of $1.0 million represents an unrealized loss for an observable price change in the value of an investment, net of unrealized gain on available for sale marketable securities. |
(3) | Litigation costs are associated with ongoing litigation related to the Nasdaq matter. |
(4) | Impairment charges related to owned land and building impairments. |
(5) | The change in fair value of warrants issued with debt represents the change in fair value of outstanding puttable warrants issued in connection with the issuance of the 2029 senior secured term loan. The right to put warrants terminated upon completion of the IPO in August 2025. |
(6) | The change in fair value of puttable common stock represents the change in fair value of outstanding puttable common stock issued in connection with MIAX's ERPs I and II that have an associated put right which requires MIAX to repurchase a certain percentage of the fair market value of the award upon exercise. The right to put shares terminated upon completion of the IPO in August 2025. |
(7) | 2025 represents the unrealized gain on 250 million Pyth tokens that remain locked by the Pyth Network. 2024 represents the unrealized gain on 375 million Pyth tokens that remain locked by the Pyth Network as of September 30, 2024. These tokens were recorded at fair market value during the second quarter of 2024 when an active market emerged for the tokens. |
(8) | MIAX recognized expense of $0.3 million related to an estimated settlement fee for the repayment of its Prior Loan Agreement. |
(9) | Represents write-off of the unamortized debt discount and issuance costs and payment of prepayment premium related to the repayment of the 2029 senior secured term loan. |
(10) | Represents expense recognized upon the extension of expiration date of certain warrants. |
(11) | One time IPO bonuses paid to certain employees and termination payments to former directors. |
Earnings Per Share | |||
The following table sets forth the computation of diluted loss and adjusted earnings per share ($000, | |||
Three Months Ended | |||
September 30, | |||
2025 | 2024 | ||
Net loss attributable to MIH | $ (102,080) | $ (3,204) | |
Weighted-average common shares outstanding | 70,128,197 | 63,246,820 | |
Diluted net loss per share | $ (1.46) | $ (0.05) | |
Adjusted earnings | $ 39,947 | $ 8,273 | |
Diluted weighted average shares outstanding used for | 96,100,563 | 75,669,313 | |
Adjusted diluted earnings per share | $ 0.42 | $ 0.11 | |
Key Business Metrics | |||||||||||||||
Three Months Ended | Increase/ | Percent Change | Nine Months Ended | Increase/ | Percent Change | ||||||||||
2025 | 2024 | 2025 | 2024 | ||||||||||||
Options: | |||||||||||||||
Number of trading days | 64 | 64 | — | — % | 186 | 188 | (2) | (1.1) % | |||||||
Total contracts: | |||||||||||||||
Market contracts – Equity | 3,573,731 | 2,844,836 | 728,895 | 25.6 % | 10,042,003 | 8,136,518 | 1,905,485 | 23.4 % | |||||||
MIH contracts – Equity and | 615,910 | 394,511 | 221,399 | 56.1 % | 1,674,370 | 1,205,502 | 468,868 | 38.9 % | |||||||
Average daily volume | |||||||||||||||
Market ADV – Equity and | 55,840 | 44,451 | 11,389 | 25.6 % | 53,989 | 43,279 | 10,710 | 24.7 % | |||||||
MIHADV – Equity and | 9,624 | 6,164 | 3,460 | 56.1 % | 9,002 | 6,412 | 2,590 | 40.4 % | |||||||
MIH market share | 17.2 % | 13.9 % | 3.3 pts | 23.7 % | 16.7 % | 14.8 % | 1.9 pts | 12.8 % | |||||||
Total Options revenue per contract | $0.103 | $0.095 | $0.008 | 8.4 % | $0.108 | $0.087 | $0.021 | 24.1 % | |||||||
U.S. Equities: | |||||||||||||||
Number of trading days | 64 | 64 | — | — % | 186 | 188 | (2) | (1.1) % | |||||||
Total shares: | |||||||||||||||
Market shares (in millions) | 1,116,705 | 736,209 | 380,496 | 51.7 % | 3,198,279 | 2,194,890 | 1,003,389 | 45.7 % | |||||||
MIH shares (in millions) | 12,058 | 12,027 | 31 | 0.3 % | 34,708 | 37,874 | (3,166) | (8.4) % | |||||||
ADV(1): | |||||||||||||||
Market ADV (in millions)(1) | 17,449 | 11,503 | 5,946 | 51.7 % | 17,195 | 11,675 | 5,520 | 47.3 % | |||||||
MIH ADV (in millions)(1) | 188 | 188 | — | — % | 187 | 201 | (14) | (7.0) % | |||||||
MIH market share | 1.1 % | 1.6 % | (0.5) pts | (31.3) % | 1.1 % | 1.7 % | (0.6) pts | (35.3) % | |||||||
Equities capture (per 100 shares) | $(0.015) | $(0.040) | $0.025 | * | $(0.016) | $(0.042) | $0.026 | * | |||||||
Futures: | |||||||||||||||
Number of trading days | 64 | 64 | — | — % | 187 | 188 | (1) | (0.5) % | |||||||
Agricultural products total contracts | 513,406 | 784,097 | (270,691) | (34.5) % | 2,736,313 | 2,411,625 | 324,688 | 13.5 % | |||||||
Agricultural products ADV(1) | 8,022 | 12,252 | (4,230) | (34.5) % | 14,633 | 12,828 | 1,805 | 14.1 % | |||||||
Agricultural products RPC(2) | $2.369 | $2.508 | $(0.139) | (5.5) % | $2.233 | $2.519 | $(0.286) | (11.4) % | |||||||
* Percentage calculation is not meaningful. Represents a change in inverted fees. | |
(1) | ADV is calculated as total contracts or shares for the period divided by total trading days for the period. |
(2) | RPC represents transaction and clearing fees less liquidity payments, brokerage, clearing and exchange fees and Section 31 fees (Net Transaction Fees), divided by total contracts traded during the period. |
(3) | Equities capture per one hundred shares refers to transaction and clearing fees less liquidity payments, brokerage, clearing and exchange fees, and Section 31 fees (Net Transaction Fees), divided by one-hundredth of total shares. |
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SOURCE MIAX