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NDAQ · Forward model · Bear case

The Bear case, 20 quarters out

Model as of

Each segment is projected from its own operating driver, rolled up into consolidated cash flow, and discounted back to a fair value per share. The assumptions below are editable — change them and every number on this page moves with them.

WHAT IS REPORTED. All seven verticals are printed lines. Nasdaq publishes a Revenue Detail table every quarter that splits Capital Access Platforms into Data and Listing Services, Index and Workflow and Insights, and Financial Technology into Financial Crime Management Technology, Regulatory Technology and Capital Markets Technology; Market Services is carried NET of the $712M of transaction rebates and $320M of brokerage, clearance and exchange fees that pass straight through. Nothing here is apportioned. Exactly one figure in ten quarters of history is estimated: Workflow and Insights in 2025 Q3, derived as restated full-year 2025 of $506M less the restated $123M, $126M and $129M of the other three quarters. WHAT THE HISTORY DOES NOT COVER. The reported Other revenues line - $9M to $17M a quarter through 2025 - is not a vertical, because it is the residue of divested businesses and it reached NIL in the basis quarter. A line whose curve can only ever be zero would render as a segment, a chart and a share of revenue, all of them zero. The consequence is visible and deliberate: the consolidated history above sits below reported net revenue by exactly that Other line in every quarter before the basis ($1,399M against a reported $1,407M in 2026 Q1, for instance) and matches it exactly at 2026 Q2, where the seven lines sum to $1,500M on the nose. THE ONE BASIS CHANGE. Solovis was sold in October 2025 and reclassified out of Capital Access Platforms into Other for all prior periods, but Nasdaq publishes that restatement only back to 2024 Q4. The three 2024 quarters in the Workflow and Insights line are as originally reported and carry roughly $7M a quarter that later moved, which is the $5M step down at 2024 Q4. Backing a quarterly Solovis figure out of the annual restatement would be apportioning a segment into unpublished sub-periods, so it is not done. WHAT IS ASSUMED. Every forward rate. Also two structural assumptions worth naming. First, margin: Nasdaq publishes operating income by DIVISION only, so the Capital Access Platforms margin of 65.4% is applied uniformly to listings, index and workflow alike, and the Financial Technology margin of 50.1% to all three of its lines. Index is very probably the highest-margin line in the company; that is not disclosed and it is not invented here. Second, corporate overhead of 1.87% of net revenue is the corporate segment's $150M operating loss less its $122M of acquired-intangible amortisation, which EBITDA adds back - a $28M residue of merger, restructuring, legal and divestiture charges. The release states the Adenza restructuring is finished, so holding that residue flat builds in conservatism. WHAT IT REPRODUCES. Nasdaq guides no revenue, so the target is the last reported quarter. Evaluated at their basis levels the seven drivers total $1,494.0M against a target of $1,494.0M - the reported $1,500M less the $6M one-time Index contract-modification benefit the company itself strips out of adjusted growth - for an error of zero. EBITDA at those levels is $873.2M against the reported $877M, and the $3.8M gap is that same $6M carried at the Capital Access Platforms margin. On the expense side the model's implied 2026 non-GAAP operating expenses land at about $2,570M against the guided $2,530M-$2,570M, at the top of the range. WHERE THE VALUE SITS. 81% of enterprise value is in the terminal, above the two-thirds line, so the exit multiple is the number to argue about rather than the revenue build: 13.5x gives $90.87 a share, 14.5x $97.01, 15.5x $103.15, 16.5x $109.28 and 17.5x $115.42. The discount rate is far flatter - 7.5% gives $108 and 9.5% gives $98.

NDAQ forward model
Horizon
Fair value per share $68.57 −25% against $91.31
Terminal-year revenue $7.65B last four projected quarters
Enterprise value $46.97B $10.85B explicit + $36.12B terminal

Both market-levered lines mean-revert at once and the software margin stops expanding. Index AUM stops appreciating and options volume drifts back toward its 2024 level while capture keeps compressing; the exit de-rates to 13x, roughly where a low-growth exchange trades, and the discount rate rises to 9.25%. What this case does NOT assume is a recession in Financial Technology: ARR keeps compounding, just at a lower monetisation rate.

NDAQ REVENUE MODEL

Latest: $1.96B (2031Q2E)

Period Value
2024Q1 $1.11B
2024Q2 $1.15B
2024Q3 $1.14B
2024Q4 $1.21B
2025Q1 $1.22B
2025Q2 $1.29B
2025Q3 $1.30B
2025Q4 $1.38B
2026Q1 $1.40B
2026Q2 $1.50B
2026Q3E $1.49B
2026Q4E $1.54B
2027Q1E $1.55B
2027Q2E $1.60B
2027Q3E $1.59B
2027Q4E $1.64B
2028Q1E $1.65B
2028Q2E $1.69B
2028Q3E $1.68B
2028Q4E $1.74B
2029Q1E $1.74B
2029Q2E $1.79B
2029Q3E $1.77B
2029Q4E $1.83B
2030Q1E $1.83B
2030Q2E $1.88B
2030Q3E $1.86B
2030Q4E $1.92B
2031Q1E $1.91B
2031Q2E $1.96B
Scenarios

Where each case comes from

Bear case — primary sources

The primary sources this case is built from — filings, calls and posts. Where they are claims by an interested party rather than disclosures, every number in the Bear column is what happens if they are taken at face value.

Bull case — primary sources

The primary sources this case is built from — filings, calls and posts. Where they are claims by an interested party rather than disclosures, every number in the Bull column is what happens if they are taken at face value.

Index reset case — primary sources

The primary sources this case is built from — filings, calls and posts. Where they are claims by an interested party rather than disclosures, every number in the Index reset column is what happens if they are taken at face value.

Valuation

From cash flow to fair value

The published model, discounted at 9.25% a year with an exit multiple of 13.0x on EBITDA. The sliders above do not change this walk.

Present value of free cash flow, 20 quarters$10.85B
Terminal-year revenue$7.65B
Terminal-year EBITDA$4.32B
Exit multiple, on EBITDA13.0x
Terminal value$56.21B
Discounted at 9.25% a year, terminal value becomes$36.12B
Share of enterprise value from the terminal77%
Enterprise value$46.97B
Net cash−$8.04B
Equity value$38.93B
Shares0.57B
Fair value per share$68.57
Against the deployed price of $91.31, as of −25%

An ENTERPRISE DCF, not the equity one the banks in this corpus use. Nasdaq's $8,761M of debt is real acquisition financing - $10.5 billion of Adenza, $2.75 billion of Verafin - not deposits, so it is netted against $520M of cash and $198M of financial investments to give netCash of -$8,043M. The $2,323M of default funds and margin deposits on the balance sheet are excluded because they appear identically as an asset and a liability and cancel: they are clearing-member collateral, not Nasdaq's money. The 8.5% discount rate sits above a computed 8.1% weighted average cost of capital: a 4.2% risk-free rate plus a 0.95 beta on a 5% equity risk premium at an 85.9% equity weight, against 3.0% after-tax debt at 14.1%. The cost of debt leg is grounded rather than assumed - $86M of quarterly interest expense on $8,761M of debt is 3.93% before tax - while the risk-free rate, the premium and the beta are judgement. The 15.5x exit is anchored to NDAQ's own multiple rather than to a peer set: enterprise value of $61.5 billion over trailing-twelve-month EBITDA of $3,235M is 19.0x today, so the exit is a 3.5-turn de-rating as growth roughly halves by 2031.

Read the other way round: at $91.31 the market is paying 17.6x terminal-year EBITDA, holding every other assumption on this page fixed. That is the number to argue about.

Quarter by quarter

The projected path

Quarter Data and Listing ServicesIndexWorkflow and InsightsFinancial Crime Management TechnologyRegulatory TechnologyCapital Markets TechnologyMarket Services Revenue YoY EBITDA Capex FCF R40 PV of FCF
2026 Q3E $220M$270M$134M$102M$123M$299M$343M $1.49B +15% $837M $72M $586M +54 $573M
2026 Q4E $222M$275M$134M$105M$126M$335M$346M $1.54B +12% $866M $74M $605M +51 $579M
2027 Q1E $225M$279M$134M$109M$128M$324M$350M $1.55B +11% $872M $74M $610M +50 $571M
2027 Q2E $227M$284M$135M$113M$131M$355M$353M $1.60B +6% $897M $76M $628M +46 $575M
2027 Q3E $230M$288M$135M$116M$134M$329M$356M $1.59B +7% $895M $75M $628M +46 $562M
2027 Q4E $232M$292M$136M$120M$137M$369M$358M $1.64B +6% $924M $77M $648M +46 $567M
2028 Q1E $235M$296M$136M$123M$139M$356M$361M $1.65B +6% $928M $77M $651M +46 $558M
2028 Q2E $237M$300M$136M$127M$142M$389M$364M $1.69B +6% $954M $79M $669M +46 $561M
2028 Q3E $240M$304M$137M$130M$145M$359M$367M $1.68B +6% $950M $78M $667M +46 $547M
2028 Q4E $242M$307M$137M$134M$147M$402M$369M $1.74B +6% $980M $81M $688M +45 $551M
2029 Q1E $244M$311M$137M$138M$150M$386M$372M $1.74B +6% $982M $80M $690M +45 $541M
2029 Q2E $246M$315M$137M$141M$152M$421M$374M $1.79B +5% $1.01B $82M $708M +45 $543M
2029 Q3E $249M$318M$138M$145M$155M$389M$377M $1.77B +5% $1.00B $81M $704M +45 $528M
2029 Q4E $251M$322M$138M$148M$157M$434M$379M $1.83B +5% $1.03B $84M $725M +45 $532M
2030 Q1E $253M$325M$138M$152M$160M$416M$381M $1.83B +5% $1.03B $83M $726M +45 $521M
2030 Q2E $255M$329M$138M$155M$162M$453M$384M $1.88B +5% $1.06B $86M $745M +45 $523M
2030 Q3E $257M$332M$138M$159M$165M$418M$386M $1.86B +5% $1.05B $84M $740M +45 $508M
2030 Q4E $259M$336M$139M$162M$167M$465M$388M $1.92B +5% $1.08B $87M $761M +45 $511M
2031 Q1E $261M$339M$139M$166M$170M$446M$390M $1.91B +5% $1.08B $87M $761M +45 $500M
2031 Q2E $263M$342M$139M$169M$172M$485M$393M $1.96B +5% $1.11B $89M $780M +44 $501M

Every row is projected. A year-over-year change is shown only where the quarter it compares against exists — an em dash means there is no comparable quarter, not a flat year.

Track record

Model revisions

Assumptions are marked to reality as each quarter prints. Every change is appended here, with the fair value the model produced at the time, so the model's own history stays visible.

DateFair value thenNote
2026-09-10 $103.15 Created from the 2026 Q2 research brief: seven disclosed revenue lines, three of them monetised ARR, two monetised volume, one monetised listings and one a rate. Calibrated to reproduce the basis quarter.