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OTC Markets Group Reports Third Quarter 2022 Results Delivering Continued Revenue Growth

Third Quarter 2022 Highlights:

  • Gross revenues of $25.9 million for the quarter, up 3% versus the prior year quarter
  • Operating income of $9.0 million for the quarter, down 7% versus the prior year quarter
  • Operating profit margin of 35.9% versus 39.5% during the prior year quarter
  • Net income of $7.2 million, down 5% versus the prior year quarter, driving a 3% decrease in the quarterly diluted GAAP EPS to $0.60
  • Total cash returned to shareholders during the quarter in the form of dividends of $2.1 million
  • Announcing special dividend of $1.50 per share and fourth quarter 2022 dividend of $0.18 per share
  • 609 OTCQX® companies and 1,245 OTCQB® companies at quarter-end, up 9% and 17%, respectively, versus the prior year quarter
  • 23 graduates to a national securities exchange during the quarter
  • 105 subscribers to OTC Link ECN as of September 30, 2022, up 15 versus September 30, 2021; approximately 32,000 average daily trades during the quarter, down 17% from the prior year period
  • Continued progress in achieving state Blue Sky recognition for our OTCQX and OTCQB markets, with exemptions in 38 states and 1 U.S. territory as of November 1, 2022
  • Launched fixed income 15c2-11 data product, a premium offering that applies our expertise on Rule 15c2-11 compliance in the equity market to TRACE-eligible corporate debt securities
  • Announced closing of the acquisition of EDGAR® Online, an established supplier of real-time SEC regulatory data and financial analytics, from Donnelley Financial, LLC. The transaction closed on November 9, 2022

NEW YORK, Nov. 14, 2022 (GLOBE NEWSWIRE) -- OTC Markets Group Inc. (OTCQX: OTCM), operator of regulated markets for 12,000 U.S. and international securities, today announced its financial results for the third quarter of 2022.

“Our acquisition of the Edgar® Online business expands our data coverage, domain expertise, and connectivity. It includes a full complement of U.S. public company disclosure, adding SEC reporting data to the issuer data we currently provide through our OTC Disclosure & News Service®," said R. Cromwell Coulson, President and Chief Executive Officer. “The mission-critical platform supports our current subscribers, expands our client base and brings in-house vital services that power our automated processes for tracking issuers’ compliance with disclosure, financial standards and regulatory reporting requirements. Over the longer term, the acquisition provides an opportunity to enhance our data offerings and distribution channels and better serve our subscribers.”

“OTC Markets Group’s diversified product offering and revenue streams allowed us to deliver year-on-year revenue growth in an increasingly challenging economic environment,” said Antonia Georgieva, Chief Financial Officer. “Our Corporate Services business saw continued strong growth, while our Market Data Licensing business benefited from professional and enterprise subscriber growth and the additional revenue from the Blue Sky Data Corp acquisition earlier in the year. This growth helped to offset the impact of reduced OTC Link trading activity and the decline in the number of non-professional users of our market data. Our higher third quarter expenses reflect our thoughtful and deliberate investments in our talent and platform in support of our strategic priorities, including our enhanced regulatory role under amended Rule 15c2-11, the continued development of our product offering and our unwavering focus on the security and reliability of our core trading systems.”

Third Quarter 2022 compared to Third Quarter 2021

Financial Highlights

  Three Months Ended September 30,    
(in thousands, except shares and per share data)  2022   2021  % change $ change
OTC Link $5,027  $6,110  (18%)  (1,083) 
Market data licensing  9,028   8,489  6%  539 
Corporate services  11,860   10,621  12%  1,239 
Gross revenues  25,915   25,220  3%  695 
Net revenues  25,141   24,476  3%  665 
Revenues less transaction-based expenses  23,836   22,808  5%  1,028 
Operating expenses  14,799   13,132  13%  1,667 
Income from operations  9,037   9,676  (7%)  (639) 
Operating profit margin  35.9%   39.5%     
Income before provision for income taxes  9,038   9,688  (7%)  (650) 
Net income $7,169  $7,512  (5%)  (343) 
Diluted earnings per share $0.60  $0.62  (3%)   
Adjusted diluted earnings per share $0.88  $0.90  (2%)   
Weighted-average shares outstanding, diluted  11,866,903   11,812,910  -     


  • Gross revenues increased $695 thousand, or 3%, to $25.9 million as compared to the prior year quarter. Revenues less transaction-based expenses increased 5%.
  • OTC Link revenues decreased 18%, primarily driven by a reduction in transaction-based revenues from OTC Link ECN and OTC Link NQB, consistent with a decline in trading volumes on our markets, when compared to the levels of market activity experienced in the same prior year period.
  • Market Data Licensing revenues grew 6%, reflecting professional and enterprise subscriber growth and the acquisition of Blue Sky Data Corp. The number of professional subscribers increased 2%, resulting in a likewise increase in related revenues. As a result of new enterprise subscribers, revenues from broker-dealer enterprise licenses increased 14% and revenues from internal system licenses, delayed data licenses and certain other data services increased 18%. The increase in Market Data Licensing revenues was partially offset by a 46% decline in revenue from non-professional users.
  • Corporate Services saw a 12% growth in revenues, with revenues from our OTCQX market up 5% and revenues from our OTCQB market up 18%. New sales and the 96% retention rate we achieved for OTCQX during the 2022 annual renewal cycle, up from 94% in 2021, contributed to the growth. OTCQB maintained an over 90% renewal rate. Revenues from our Disclosure & News Service increased 11% as a result of the higher average number of companies subscribing.
  • Operating expenses increased $1.7 million, or 13%, to $14.8 million, primarily as a result of an 11% increase in compensation costs, reflecting higher headcount and the impact of annual salary increases as well as higher incentive compensation. Contributing to the increase in operating expenses was also a 68% increase in professional and consulting fees, primarily related to higher spending on external consulting services to support our web-based applications, databases and security initiatives.
  • Operating income and net income decreased 7% and 5%, respectively.
  • Adjusted EBITDA, which excludes non-cash, stock-based compensation expense, decreased 2% to $10.7 million, or $0.88 per adjusted diluted share.

Dividend Declaration – Quarterly and Special Cash Dividend

OTC Markets Group announced today that its Board of Directors authorized and approved a special cash dividend of $1.50 per share of Class A Common Stock and a quarterly cash dividend of $0.18 per share of Class A common stock. The special dividend is payable on December 8, 2022 to stockholders of record on November 23, 2022. The ex-dividend date is November 22, 2022. The quarterly dividend is payable on December 22, 2022 to stockholders of record on December 8, 2022. The ex-dividend date is December 7, 2022.

Stock Buyback Program

The Company is authorized to purchase shares from time to time on the open market, from employees and through block trades, in compliance with applicable law. The Company did not repurchase any shares during the third quarter of 2022.

On March 7, 2022, the Board of Directors refreshed the Company’s stock repurchase program, giving the Company authorization to repurchase up to 300,000 shares of the Company’s Class A Common Stock.

Non-GAAP Financial Measures

In addition to disclosing results prepared in accordance with GAAP, the Company also discloses certain non-GAAP results of operations, including adjusted EBITDA and adjusted diluted earnings per share that either exclude or include amounts that are described in the reconciliation table of GAAP to non-GAAP information provided at the end of this release. Non-GAAP financial measures do not replace and are not superior to the presentation of GAAP financial results but are provided to improve overall understanding of the Company’s current financial performance. Management believes that this non-GAAP information is useful to both management and investors regarding certain additional financial and business trends related to the operating results. Management uses this non-GAAP information, along with GAAP information, in evaluating its historical operating performance.

Third Quarter 2022 Conference Call and Webcast

The Company will host a conference call and webcast on Tuesday, November 15, 2022, at 8:30 a.m. Eastern Time, during which management will discuss the financial results in further detail. The call and webcast may be accessed as follows:

The conference webcast and management presentation can be accessed at the following link (replay available until November 14, 2023):

Live Call:
Participants intending to ask a question during the live call and Q&A session should also register in advance at:

Upon registration, participants will receive a dial-in number along with a unique PIN number that can be used to access the live call. Live call participants may also select a “Call Me” option.

OTC Markets Group’s Quarterly Report for the quarter ended September 30, 2022, the earnings release, transcript of the earnings call and management presentation will also be available in the Investor Relations section of our corporate website at

About OTC Markets Group Inc.

OTC Markets Group Inc. (OTCQX: OTCM) operates regulated markets for trading 12,000 U.S. and international securities. Our data-driven disclosure standards form the foundation of our three public markets: OTCQX® Best Market, OTCQB® Venture Market and Pink® Open Market.

Our OTC Link® Alternative Trading Systems (ATSs) provide critical market infrastructure that broker-dealers rely on to facilitate trading. Our innovative model offers companies more efficient access to the U.S. financial markets.

OTC Link ATS, OTC Link ECN and OTC Link NQB are each an SEC regulated ATS, operated by OTC Link LLC, a FINRA and SEC registered broker-dealer, member SIPC.

To learn more about how we create better informed and more efficient markets, visit

EDGAR® and SEC® are trademarks of the U.S. Securities and Exchange Commission. OTC Market Group Inc.'s products and services are not affiliated with or approved by the U.S. Securities and Exchange Commission.

Investor Contact:

Antonia Georgieva
Chief Financial Officer
Phone: 212-220-2215



(in thousands, except share and per share information)


 Three Months Ended September 30, 
  2022   2021  
OTC Link$5,027  $6,110  
Market data licensing 9,028   8,489  
Corporate services 11,860   10,621  
Gross revenues 25,915   25,220  
Redistribution fees and rebates (774)  (744) 
Net revenues 25,141   24,476  
Transaction-based expenses (1,305)  (1,668) 
Revenues less transaction-based expenses 23,836   22,808  
Operating expenses    
Compensation and benefits 9,431   8,471  
IT Infrastructure and information services 1,917   2,062  
Professional and consulting fees 1,690   1,008  
Marketing and advertising 294   218  
Occupancy costs 584   521  
Depreciation and amortization 556   446  
General, administrative and other 327   406  
Total operating expenses 14,799   13,132  
Income from operations 9,037   9,676  
Other income    
Interest income 1   -  
Other income, net -   12  
Income before provision for income taxes 9,038   9,688  
Provision for income taxes 1,869   2,176  
Net income $7,169  $7,512  
Net income per share    
Basic$0.61  $0.64  
Diluted$0.60  $0.62  
Basic weighted average shares outstanding 11,597,871   11,501,186  
Diluted weighted average shares outstanding 11,866,903   11,812,910  
Non-GAAP Reconciliation    
 Three Months Ended September 30, 
  2022   2021  
Net Income$7,169  $7,512  
Interest Income (1)  -  
Provision for income taxes 1,869   2,176  
Depreciation and amortization 556   446  
Stock-based compensation expense 1,066   782  
Adjusted EBITDA$10,659  $10,916  
Adjusted diluted earnings per share$0.88  $0.90  
Note: We use non-GAAP financial measures of operating performance. Non-GAAP measures do not replace and are not superior to the presentation of our GAAP financial results, but are provided to improve overall understanding of the Company's current financial performance. 




(in thousands, except share information)


 September 30, December 31,
  2022   2021 
Current assets   
Cash$44,745  $50,394 
Accounts receivable, net of allowance for credit losses of $298 and $244 8,237   7,404 
Prepaid income taxes 36   790 
Prepaid expenses and other current assets 1,513   1,363 
Total current assets 54,531   59,951 
Property and equipment, net 4,716   5,049 
Operating lease right-of-use assets 13,954   14,889 
Deferred tax assets, net 2,583   387 
Goodwill 3,984   251 
Intangible assets, net 8,138   40 
Long-term restricted cash 1,566   1,564 
Other assets 503   124 
Total Assets$89,975  $82,255 
Liabilities and stockholders' equity   
Current liabilities   
Accounts payable$1,031  $962 
Accrued expenses and other current liabilities 11,159   12,357 
Income taxes payable 2,512   13 
Deferred revenue 20,563   28,432 
Total current liabilities 35,265   41,764 
Income tax reserve 604   989 
Operating lease liabilities 13,625   14,548 
Total Liabilities 49,494   57,301 
Commitments and contingencies   
Stockholders' equity   
Common stock - par value $0.01 per share   
Class A - 17,000,000 authorized, 12,591,119 issued, 11,864,612 outstanding at   
September 30, 2022; 12,483,128 issued, 11,801,761 outstanding at December 31, 2021 126   125 
Additional paid-in capital 24,201   21,681 
Retained earnings 32,569   16,787 
Treasury stock - 726,507 shares at September 30, 2022 and 681,367 shares at December 31, 2021 (16,415)  (13,639)
Total Stockholders' Equity 40,481   24,954 
Total Liabilities and Stockholders' Equity$89,975  $82,255 

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