The stable outlook reflects our expectation that CBOE Holdings Inc. will reduce leverage, with a funds from operations (FFO)-to-debt ratio approaching 35% over the next two years while successfully integrating the Bats acquisition. We could downgrade CBOE if its leverage metrics were to significantly weaken beyond our expectations-—for example, if the company failed to deleverage as fast as we anticipate. This would particularly be the case if, due to increased leverage or weaker operating performance, the FFO-to-debt ratio were to remain substantially below 35%. An upgrade in the next two years would rest on CBOE's ability to integrate Bats smoothly into its culture and management and governance without any key departures, while reducing leverage so that FFO-to-debt exceeds 35% on