Altus Group Reports Fourth Quarter and Full Year 2013 Financial
Results
Altus Group Completes Successful Year Delivering Strong Overall
Results
TORONTO, ONTARIO--(Marketwired - Feb 25, 2014) - Altus Group
Limited ("Altus Group" or "the Company") (TSX:AIF) today announced
financial and operating results for the fourth quarter and full
year ended December 31, 2013. In addition, the Company today
adopted Advance Notice By-law No 2.
Financial Highlights for Full Year 2013:
- Revenues were $324.4 million, up 0.6% year-over-year; excluding
the impact of businesses sold or closed, revenues rose 2.7%.
- Adjusted EBITDA was $57.4 million, up 12.2% from the same
period last year.
- Global Asset and Investment Management strategy established and
building:
- Robust performance from ARGUS Software, as revenues rose 29.1%
year-over-year to $38.9 million. Adjusted EBITDA rose 223.3% to
$11.5 million, as compared to the same period last year.
- North America RVA performance was strong, as revenues were
$77.4 million, rising 9.6% from the same period in 2012. Adjusted
EBITDA was $19.8 million, up 27.2% year-over-year.
- North America Property Tax revenues were $63.9 million, rising
20.2% year-over-year. Adjusted EBITDA grew 2.3% to $13.6
million.
- Adjusted basic earnings per share were $1.14 for the year, as
compared to $0.95 in 2012.
Financial Highlights for Q4 2013:
- Revenues were $89.6 million, up 11.0% as compared to the same
period in 2012.
- Adjusted EBITDA was $16.7 million, up 41.6%
year-over-year.
- Global Asset and Investment Management strategy continued to
deliver results:
- Record quarterly performance from ARGUS Software, as revenues
rose 41.5% year-over-year to $11.2 million. Adjusted EBITDA rose
160.5% to $3.3 million, as compared to the same period last
year.
- North America RVA performance was steady, as revenues were
$20.6 million, rising 1.7% from the same period in 2012. Adjusted
EBITDA was $4.4 million, down 7.4% year-over-year.
- North America Property Tax revenues were $18.5 million, rising
37.1% year-over-year. Adjusted EBITDA rose 18.5% to $2.3 million,
as compared to the same period last year.
- Geomatics delivered a record quarter with revenues of $19.8
million up 8.2% year-over-year. Adjusted EBITDA was $3.4 million,
up 79.1%.
- Adjusted basic earnings per share were $0.31 for the quarter,
as compared to $0.30 in 2012.
- Declared dividends of $0.15 per common share.
"We are pleased with the very strong finish in each of
our business units," said Robert Courteau, Chief Executive Officer,
Altus Group. "2013 was a successful year as we implemented
operational improvements in our core businesses, strengthened our
balance sheet and developed our strategic agenda. Through our
highly talented team of professionals, differentiated service
offerings, software and data solutions, we will now expand our
focus on servicing the needs of our global clients."
2013 Key Operational and Business Highlights:
- Completed the public offering of 3,507,500 common shares at a
price of $13.15 per common share, for total gross proceeds of $46.1
million.
- Initiated Global Asset and Investment Management strategy.
- Completed the partial sale of our investment in Real Matters
for net consideration of $2.6 million and recorded a total gain of
$3.6 million, comprised of $1.3 million for the partial sale and
$2.3 million for the deemed disposal of our investment due to the
equity raise by Real Matters.
- Sold our 100% interest in Altus Residential Limited to Real
Matters for consideration of $8.2 million.
- Acquired Complex Property Advisors Corporation ("CPAC"), a
leading provider of appraisal and specialized property tax
consulting services to the healthcare and industrial sectors in the
United States.
- Completed strategic restructuring activities in ARGUS Software,
global Cost operations and in the corporate finance group.
- Adopted an Advance Notice By-law and amendments to general
By-law No. 1.
- Mr. Raymond Mikulich joined the Board as a US-based Independent
Director.
- Settled the contingent consideration payable of US$13.2 million
with respect to the 2010 acquisition of certain business assets of
the PwC Appraisal Management practice through the issuance of
1,360,625 common shares.
- Became the first company to be globally regulated by the Royal
Institution of Chartered Surveyors ("RICS"), the world's leading
qualification for professional standards in land, property and
construction, reinforcing our commitment to excellence in our
industry.
- Declared dividends of $0.60 per share and introduced a Dividend
Reinvestment Plan ("DRIP") program.
- Changed employee compensation structure to increase employee
ownership and focus on performance.
2013 Full Year Review:
For the year, revenues increased by 2.7%, excluding the impact
of businesses sold or closed. ARGUS Software experienced strong
growth in license revenues, including sales of ARGUS Enterprise, as
well as solid growth in maintenance and consulting revenues. North
America RVA growth was bolstered by new client additions in the
appraisal management business in the US and due diligence and right
of way work in Canada. Growth in the North America Property Tax
business was driven by organic increases in our business in Ontario
and as a result of our US expansion both organically and as a
result of our acquisition of CPAC. The UK tax business also showed
slight improvements as a result of contingency and empty rates
settlements. In Geomatics, start of year revenues were impacted by
lower activity in the Western Canada energy sector but showed
strong improvement in the second half of the year. Revenues in the
global Cost practices were impacted in the year as we restructured
the business towards higher margin engagements and closed
unproductive offices.
Adjusted EBITDA for the year grew a solid 12.2% over prior year.
The increase was a reflection of improved revenue performance in
ARGUS Software, North America RVA, and North America Property Tax
and UK Tax. Results were also impacted by lower revenues in
Geomatics and the global Cost practices.
Profit (Loss), as reported under IFRS, was $18.6 million and
$0.77 per share basic and $0.71 per share, diluted, as compared to
a Profit (Loss) of $(12.7) million and $(0.55) per share, basic and
$(0.76) per share diluted, in 2012.
2013 Fourth Quarter Review:
For the fourth quarter, revenues grew by 11.0% over prior year.
The growth was attributable to all business segments with the
exception of the global Cost practices that underwent restructuring
activities and transitioned to higher margin engagements. ARGUS
Software continued its performance in the quarter consistent with
its improving performance throughout the year. Increased sale of
ARGUS Enterprise drove license and maintenance revenues. North
America Property Tax had a solid quarter as a result of continued
organic growth in Ontario and the CPAC acquisition. UK tax also
experienced solid growth as a result of higher empty rates,
valuation and agency services as well as from a strengthening
British pound. Geomatics finished the year on very solid footing as
surveying work and right of way services continued to reflect
improved market conditions in the Western Canadian energy sector.
North America RVA showed slight improvement over the prior year
period as 2012 included a one-time client engagement in Canada. The
global Cost practices showed modest improvement over prior quarters
but still lagged from prior year due to transition and
restructuring.
Adjusted EBITDA for the fourth quarter grew 41.6%. Principal
contributors to the growth were again ARGUS Software with an
increase of 160.5%, Geomatics driven by higher quarterly revenues,
the global Property Tax practices which benefited from higher
organic growth in both North America and the UK along with the
acquisition of CPAC, and North America Cost which began to see some
improvements in its restructuring and transitioning activities.
North America RVA saw a slight decrease in Adjusted EBITDA, owing
to increased personnel investments and one-time revenue
declines.
Profit (Loss), as reported under IFRS, was $7.0 million and
$0.26 per share basic and $0.24 per share, diluted, as compared to
a Profit (Loss) of $(21.5) million and $(0.94) per share, basic and
diluted, in 2012.
| Selected Financial Information |
For the three months ended December 31, |
|
For the twelve months ended December 31, |
|
| In thousands of Canadian Dollars, except for per
share amounts |
2013 |
2012 |
|
2013 |
2012 |
|
| Operations |
|
|
|
|
|
|
| Revenues |
$ |
89,584 |
$ |
80,737 |
|
$ |
324,449 |
$ |
322,599 |
|
| Adjusted EBITDA |
|
16,681 |
|
11,784 |
|
|
57,378 |
|
51,146 |
|
| Operating profit (loss) |
|
14,096 |
|
(22,365 |
) |
|
41,331 |
|
(1,376 |
) |
| Profit (loss) |
|
6,957 |
|
(21,462 |
) |
|
18,607 |
|
(12,654 |
) |
| Earnings (loss) per share: |
|
|
|
|
|
|
|
|
|
|
|
Basic |
$ |
0.26 |
$ |
(0.94 |
) |
$ |
0.77 |
$ |
(0.55 |
) |
|
Diluted |
$ |
0.24 |
$ |
(0.94 |
) |
$ |
0.71 |
$ |
(0.76 |
) |
|
Adjusted basic |
$ |
0.31 |
$ |
0.30 |
|
$ |
1.14 |
$ |
0.95 |
|
| Dividends declared per share |
$ |
0.15 |
$ |
0.15 |
|
$ |
0.60 |
$ |
0.60 |
|
|
|
|
|
|
|
|
|
|
|
|
| Segmented Information: Revenues |
Three months ended December 31, |
|
Twelve months ended December 31, |
|
| In thousands of Canadian Dollars |
2013 |
|
2012 |
|
% Change |
|
2013 |
|
2012 |
|
% Change |
|
| Property Tax: |
|
|
|
|
|
|
|
|
|
|
|
|
|
North America |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property Tax |
$ |
18,475 |
|
$ |
13,471 |
|
37.1 |
% |
$ |
63,867 |
|
$ |
53,123 |
|
20.2 |
% |
|
UK |
|
7,162 |
|
|
6,406 |
|
11.8 |
% |
|
23,676 |
|
|
22,739 |
|
4.1 |
% |
| Global Asset and Investment Management: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America RVA |
|
20,644 |
|
|
20,301 |
|
1.7 |
% |
|
77,388 |
|
|
70,585 |
|
9.6 |
% |
|
ARGUS Software |
|
11,179 |
|
|
7,898 |
|
41.5 |
% |
|
38,917 |
|
|
30,138 |
|
29.1 |
% |
| North America |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Geomatics |
|
19,834 |
|
|
18,333 |
|
8.2 |
% |
|
70,760 |
|
|
71,788 |
|
(1.4 |
%) |
| Cost Consulting and Project Management: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America Cost |
|
7,694 |
|
|
8,082 |
|
(4.8 |
%) |
|
30,243 |
|
|
44,308 |
|
(31.7 |
%) |
|
Asia Pacific Cost |
|
4,714 |
|
|
6,333 |
|
(25.6 |
%) |
|
19,948 |
|
|
30,916 |
|
(35.5 |
%) |
| Intercompany |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
eliminations |
|
(118 |
) |
|
(87 |
) |
(35.6 |
%) |
|
(350 |
) |
|
(998 |
) |
64.9 |
% |
| Revenues |
$ |
89,584 |
|
$ |
80,737 |
|
11.0 |
% |
$ |
324,449 |
|
$ |
322,599 |
|
0.6 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Segmented Information: Adjusted EBITDA |
Three months ended December 31, |
|
Twelve months ended December 31, |
|
| In thousands of Canadian Dollars |
2013 |
|
2012 |
% Change |
|
2013 |
|
2012 |
|
% Change |
|
| Property Tax: |
|
|
|
|
|
|
|
|
|
|
|
|
North America |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property Tax |
$ |
2,325 |
|
$ |
1,962 |
18.5 |
% |
$ |
13,619 |
|
$ |
13,312 |
|
2.3 |
% |
|
UK |
|
1,643 |
|
|
1,123 |
46.3 |
% |
|
6,018 |
|
|
5,721 |
|
5.2 |
% |
| Global Asset and Investment Management: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America RVA |
|
4,377 |
|
|
4,727 |
(7.4 |
%) |
|
19,762 |
|
|
15,532 |
|
27.2 |
% |
|
ARGUS Software |
|
3,347 |
|
|
1,285 |
160.5 |
% |
|
11,539 |
|
|
3,569 |
|
223.3 |
% |
| North America |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Geomatics |
|
3,419 |
|
|
1,909 |
79.1 |
% |
|
15,206 |
|
|
17,280 |
|
(12.0 |
%) |
| Cost Consulting and Project Management: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America Cost |
|
1,024 |
|
|
533 |
92.1 |
% |
|
5,515 |
|
|
7,020 |
|
(21.4 |
%) |
|
Asia Pacific Cost |
|
(36 |
) |
|
191 |
(118.8 |
%) |
|
490 |
|
|
3,712 |
|
(86.8 |
%) |
| Corporate |
|
582 |
|
|
45 |
1,193.3 |
% |
|
(14,771 |
) |
|
(14,297 |
) |
(3.3 |
%) |
| Intercompany |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
eliminations |
|
- |
|
|
9 |
(100.0 |
%) |
|
- |
|
|
(703 |
) |
100.0 |
% |
| Adjusted EBITDA |
$ |
16,681 |
|
$ |
11,784 |
41.6 |
% |
$ |
57,378 |
|
$ |
51,146 |
|
12.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of Adjusted EBITDA to Profit (Loss) |
Three months ended December 31, |
|
Twelve months ended December 31, |
|
|
In thousands of Canadian Dollars |
2013 |
|
2012 |
|
2013 |
|
2012 |
|
|
Adjusted EBITDA |
$ |
16,681 |
|
$ |
11,784 |
|
$ |
57,378 |
|
$ |
51,146 |
|
|
Depreciation and amortization |
|
(4,677 |
) |
|
(5,040 |
) |
|
(18,432 |
) |
|
(22,376 |
) |
|
Acquisition related (expenses) income |
|
(19 |
) |
|
(5,769 |
) |
|
(718 |
) |
|
(5,947 |
) |
|
Share of profit (loss) of associate |
|
(522 |
) |
|
(186 |
) |
|
(1,415 |
) |
|
(846 |
) |
|
Unrealized foreign exchange gain (loss) |
|
311 |
|
|
(74 |
) |
|
155 |
|
|
2,212 |
|
|
Gain (loss) on sale of property, plant and equipment |
|
(1 |
) |
|
(111 |
) |
|
(245 |
) |
|
1,245 |
|
|
Gain (loss) on hedging transactions |
|
- |
|
|
- |
|
|
- |
|
|
(400 |
) |
|
Gain (loss) on sale of certain business assets |
|
3,613 |
|
|
- |
|
|
8,832 |
|
|
395 |
|
|
Executive Compensation Plan costs |
|
(121 |
) |
|
(107 |
) |
|
(481 |
) |
|
(318 |
) |
|
Restructuring costs |
|
(962 |
) |
|
(77 |
) |
|
(2,916 |
) |
|
(3,252 |
) |
|
Impairment charge |
|
- |
|
|
(22,500 |
) |
|
- |
|
|
(22,500 |
) |
|
Other non-operating and/or non-recurring costs |
|
(207 |
) |
|
(285 |
) |
|
(827 |
) |
|
(735 |
) |
|
Operating profit (loss) |
|
14,096 |
|
|
(22,365 |
) |
|
41,331 |
|
|
(1,376 |
) |
|
Finance (costs) income, net |
|
(5,298 |
) |
|
(3,618 |
) |
|
(18,388 |
) |
|
(11,881 |
) |
|
Profit (loss) before income tax |
|
8,798 |
|
|
(25,983 |
) |
|
22,943 |
|
|
(13,257 |
) |
|
Income tax recovery (expense) |
|
(1,841 |
) |
|
4,521 |
|
|
(4,336 |
) |
|
603 |
|
|
Profit (loss) for the period |
$ |
6,957 |
|
$ |
(21,462 |
) |
$ |
18,607 |
|
$ |
(12,654 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Consolidated Statements of Comprehensive Income
(Loss) |
|
| For the Years Ended December 31, 2013 and 2012 |
|
| (Expressed in Thousands of Canadian Dollars, Except for
Shares and Per Share Amounts) |
|
|
For the year ended |
|
For the year ended |
|
|
December 31, |
|
December 31, |
|
|
2013 |
|
2012 |
|
| Revenues |
|
|
|
|
|
Revenues |
$ |
324,449 |
|
$ |
322,599 |
|
|
Less: disbursements |
|
27,285 |
|
|
36,247 |
|
|
Net revenue |
|
297,164 |
|
|
286,352 |
|
|
|
|
|
|
|
|
| Expenses |
|
|
|
|
|
|
|
Employee compensation |
|
191,099 |
|
|
187,570 |
|
|
Occupancy |
|
13,676 |
|
|
13,525 |
|
|
Office and other operating |
|
36,409 |
|
|
32,107 |
|
|
Amortization of intangibles |
|
13,515 |
|
|
17,182 |
|
|
Depreciation of property, plant and equipment |
|
4,917 |
|
|
5,194 |
|
|
Acquisition related expenses (income) |
|
718 |
|
|
5,947 |
|
|
Share of (profit) loss of associate |
|
1,415 |
|
|
846 |
|
|
Restructuring costs |
|
2,916 |
|
|
3,252 |
|
|
(Gain) loss on sale of certain business assets |
|
(8,832 |
) |
|
(395 |
) |
|
Impairment charge |
|
- |
|
|
22,500 |
|
| Operating profit (loss) |
|
41,331 |
|
|
(1,376 |
) |
| Finance costs (income), net |
|
18,388 |
|
|
11,881 |
|
| Profit (loss) before income tax |
|
22,943 |
|
|
(13,257 |
) |
| Income tax expense (recovery) |
|
4,336 |
|
|
(603 |
) |
| Profit (loss) for the year attributable to equity
holders |
$ |
18,607 |
|
$ |
(12,654 |
) |
| Other comprehensive income (loss): |
|
|
|
|
|
|
| Items that may be reclassified to profit or loss in
subsequent periods: |
|
|
|
|
|
|
|
Cash flow hedges |
|
836 |
|
|
1,241 |
|
|
Currency translation differences |
|
9,614 |
|
|
(3,678 |
) |
|
Share of other comprehensive income (loss) of associate |
|
(43 |
) |
|
- |
|
| Other comprehensive income (loss), net of tax |
|
10,407 |
|
|
(2,437 |
) |
| Total comprehensive income (loss) for the year, net of
tax, attributable to equity holders |
$ |
29,014 |
|
$ |
(15,091 |
) |
|
|
|
|
|
|
|
| Earnings (loss) per share attributable to the equity
holders of the Company during the year |
|
|
|
|
|
|
| Basic earnings (loss) per share |
$ |
0.77 |
|
$ |
(0.55 |
) |
| Diluted earnings (loss) per share |
$ |
0.71 |
|
$ |
(0.76 |
) |
|
|
|
|
|
|
|
| Consolidated Balance Sheets |
|
| As at December 31, 2013 and 2012 |
|
| (Expressed in Thousands of Canadian Dollars) |
|
|
|
|
December 31, 2013 |
|
December 31, 2012 |
|
| Assets |
|
|
|
|
| Current assets |
|
|
|
|
|
Cash and cash equivalents |
$ |
16,664 |
|
$ |
4,703 |
|
|
Trade and other receivables |
|
109,589 |
|
|
105,746 |
|
|
Income taxes recoverable |
|
1,294 |
|
|
637 |
|
|
|
127,547 |
|
|
111,086 |
|
| Non-current assets |
|
|
|
|
|
|
|
Trade and other receivables |
|
304 |
|
|
3,320 |
|
|
Investment in associate |
|
14,130 |
|
|
6,380 |
|
|
Deferred income taxes |
|
13,018 |
|
|
12,429 |
|
|
Property, plant and equipment |
|
18,213 |
|
|
18,663 |
|
|
Intangibles |
|
76,964 |
|
|
80,022 |
|
|
Goodwill |
|
192,262 |
|
|
186,139 |
|
|
|
314,891 |
|
|
306,953 |
|
| Total Assets |
$ |
442,438 |
|
$ |
418,039 |
|
| Liabilities |
|
|
|
|
|
|
| Current liabilities |
|
|
|
|
|
|
|
Trade and other payables |
$ |
59,851 |
|
$ |
69,599 |
|
|
Income taxes payable |
|
678 |
|
|
997 |
|
|
Borrowings |
|
1,441 |
|
|
1,361 |
|
|
Provisions |
|
1,738 |
|
|
2,098 |
|
|
|
63,708 |
|
|
74,055 |
|
| Non-current liabilities |
|
|
|
|
|
|
|
Trade and other payables |
|
10,981 |
|
|
6,120 |
|
|
Borrowings |
|
155,420 |
|
|
205,449 |
|
|
Derivative financial instruments |
|
1,637 |
|
|
3,783 |
|
|
Provisions |
|
141 |
|
|
102 |
|
|
Deferred income taxes |
|
2,692 |
|
|
1,084 |
|
|
Amounts payable to unitholders |
|
5,646 |
|
|
3,052 |
|
|
|
176,517 |
|
|
219,590 |
|
| Total Liabilities |
|
240,225 |
|
|
293,645 |
|
| Shareholders' Equity |
|
|
|
|
|
|
|
Share capital |
|
340,445 |
|
|
279,227 |
|
|
Equity component of convertible debentures |
|
6,338 |
|
|
6,356 |
|
|
Contributed surplus |
|
6,130 |
|
|
3,598 |
|
|
Accumulated other comprehensive income (loss) |
|
9,440 |
|
|
(967 |
) |
|
Deficit |
|
(160,140 |
) |
|
(163,820 |
) |
| Total Shareholders' Equity |
|
202,213 |
|
|
124,394 |
|
| Total Liabilities and Shareholders' Equity |
$ |
442,438 |
|
$ |
418,039 |
|
|
|
|
|
|
|
|
| Consolidated Statements of Cash Flows |
|
| For the Years Ended December 31, 2013 and 2012 |
|
| (Expressed in Thousands of Canadian Dollars) |
|
|
|
|
For the year ended December 31, 2013 |
|
For the year ended December 31, 2012 |
|
|
|
|
|
|
|
Cash flows from operating activities |
|
|
|
|
|
|
|
Profit (loss) before income tax |
$ |
22,943 |
|
$ |
(13,257 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments for: |
|
|
|
|
|
|
|
|
|
Amortization of intangibles |
|
13,515 |
|
|
17,182 |
|
|
|
|
Depreciation of property, plant and equipment |
|
4,917 |
|
|
5,194 |
|
|
|
|
Amortization of lease inducements |
|
82 |
|
|
50 |
|
|
|
|
Impairment charge |
|
- |
|
|
22,500 |
|
|
|
|
Tax credits recorded through employee compensation |
|
(1,160 |
) |
|
(172 |
) |
|
|
|
Finance costs (income), net |
|
18,388 |
|
|
11,881 |
|
|
|
|
Share-based compensation |
|
1,193 |
|
|
318 |
|
|
|
|
Unrealized foreign exchange (gain) loss |
|
(155 |
) |
|
(2,212 |
) |
|
|
|
(Gain) loss on sale of certain business assets |
|
(8,891 |
) |
|
(395 |
) |
|
|
|
(Gain) loss on disposal of property, plant and equipment |
|
245 |
|
|
(1,245 |
) |
|
|
|
Share of (profit) loss of associate |
|
1,415 |
|
|
846 |
|
|
|
|
Net changes in operating working capital |
|
5,900 |
|
|
(4,990 |
) |
|
Net cash generated by (used in) operations |
|
58,392 |
|
|
35,700 |
|
|
|
|
Less: interest paid |
|
(13,058 |
) |
|
(14,081 |
) |
|
|
|
Less: income taxes paid |
|
(2,621 |
) |
|
(529 |
) |
|
|
|
Add: income taxes received |
|
260 |
|
|
842 |
|
|
Net cash provided by (used in) operating
activities |
|
42,973 |
|
|
21,932 |
|
|
Cash flows from financing activities |
|
|
|
|
|
|
|
|
|
Proceeds from exercise of options |
|
1,695 |
|
|
26 |
|
|
|
|
Redemption of Altus UK LLP Class B and D limited liability
partnership units |
|
(260 |
) |
|
(138 |
) |
|
|
|
Financing fees paid |
|
(2,642 |
) |
|
(2,675 |
) |
|
|
|
Proceeds from equity offering |
|
46,124 |
|
|
- |
|
|
|
|
Proceeds from borrowings |
|
- |
|
|
48,000 |
|
|
|
|
Repayment of borrowings |
|
(54,589 |
) |
|
(59,905 |
) |
|
|
|
Dividends paid |
|
(12,855 |
) |
|
(13,809 |
) |
|
|
|
Treasury shares purchased under Restricted Share Plan |
|
(2,277 |
) |
|
- |
|
|
|
|
Interest paid to other unitholders |
|
(210 |
) |
|
(236 |
) |
|
Net cash provided by (used in) financing
activities |
|
(25,014 |
) |
|
(28,737 |
) |
|
Cash flows from investing activities |
|
|
|
|
|
|
|
|
|
Purchase of intangibles |
|
(731 |
) |
|
(2,192 |
) |
|
|
|
Purchase of property, plant and equipment |
|
(3,866 |
) |
|
(4,705 |
) |
|
|
|
Proceeds from disposal of property, plant and equipment |
|
117 |
|
|
5,417 |
|
|
|
|
Acquisitions |
|
(4,416 |
) |
|
- |
|
|
|
|
Proceeds from partial sale of investment in associate |
|
2,605 |
|
|
- |
|
|
|
|
Proceeds from disposal of certain business assets |
|
- |
|
|
6,251 |
|
|
Net cash provided by (used in) investing
activities |
|
(6,291 |
) |
|
4,771 |
|
| Effect of foreign currency translation |
|
293 |
|
|
147 |
|
| Net increase (decrease) in cash and cash
equivalents |
|
11,961 |
|
|
(1,887 |
) |
| Cash and cash equivalents |
|
|
|
|
|
|
|
|
|
Beginning of year |
|
4,703 |
|
|
6,590 |
|
|
|
|
End of year |
$ |
16,664 |
|
$ |
4,703 |
|
|
|
|
|
|
|
|
Company Adopts Advance Notice By-law:
The Board of Directors today approved the adoption of By-law No.
2 of the Company (the "Advance Notice By-law"), a by-law which
establishes a framework for advance notice of nominations of
directors by shareholders of Altus Group. Among other things, the
Advance Notice By-law fixes a deadline by which shareholders must
submit director nominations to the Secretary of the Company prior
to any annual or special meeting of shareholders and sets forth the
information a shareholder must include in such notice for an
effective nomination to occur.
In the case of an annual meeting of shareholders, notice to the
Company must be given not less than 30 and not more than 65 days
prior to the date of the annual meeting; provided, however, that in
the event that the annual meeting is to be held on a date that is
less than 50 days after the date on which the first public
announcement of the date of the annual meeting was made, notice
shall be given not later than the close of business on the 10th day
following such public announcement.
In the case of a special meeting of shareholders (which is not
also an annual meeting), notice to the Company must be given not
later than the close of business on the 15th day following the day
on which the first public announcement of the date of the special
meeting was made.
The Board of Directors also adopted certain amendments to the
Company's existing general By-law No. 1 (the "By-law Amendments"),
which are intended to ensure that By-law No. 1 remains consistent
with evolving corporate governance practices. The By-law Amendments
increase the quorum requirements for shareholder meetings to two or
more persons holding or representing at least 25 percent of the
outstanding common shares of the Company.
The Advance Notice By-law and the By-law Amendments are
effective immediately. Shareholders of Altus Group will be asked to
ratify and confirm the Advance Notice By-law and the By-law
Amendments at the next meeting of shareholders that is currently
scheduled for April 28, 2014. If either the Advance Notice By-law
or the By-law amendments are not confirmed by ordinary resolution
of the shareholders at such meeting, they will terminate and be of
no further force and effect following the termination of such
meeting. The full text of the Advance Notice By-law and By-law No.
1, as amended by the By-law Amendments, have been filed under Altus
Group's profile at www.sedar.com and posted on Altus Group's
website at www.altusgroup.com.
Analyst Call Details
To discuss these results, Altus Group will hold its Q4 and FY
2013 analyst conference call at 5:00 p.m. (ET) on Tuesday, February
25, 2014. To access the conference call, please dial one of the
following numbers five minutes prior to the scheduled start time:
416-340-2216 (GTA) or
1-866-226-1792
toll-free.
A recording of this call will be available February 26 - March
4, 2014. To access the recording, please call 905-694-9451 (GTA) or
1-800-408-3053
toll-free (passcode: 9166759). The recording will also be available
at www.altusgroup.com.
Non-IFRS Measures
Altus Group uses certain non-IFRS measures as indicators of
financial performance. Readers are cautioned that they are not
defined performance measures under IFRS and may differ from similar
computations as reported by other similar entities and,
accordingly, may not be comparable to financial measures as
reported by those entities. We believe that these measures are
useful supplemental measures that may assist investors in assessing
an investment in shares of Altus Group and provide more insight
into our performance.
Adjusted Earnings before Interest, Taxes, Depreciation and
Amortization, ("Adjusted EBITDA"), represents operating profit
(loss) adjusted for the effect of amortization of intangibles,
depreciation of property, plant and equipment, acquisition-related
expenses (income), restructuring costs, share of profit or loss of
associate, unrealized foreign exchange gains (losses), gains
(losses) on sale of property, plant and equipment, gains (losses)
on sale of business assets, impairment charges, Executive
Compensation Plan costs, gains (losses) on hedging transactions and
other expenses or income of a non-operating and/or non-recurring
nature.
Adjusted Basic Earnings (Loss) per Share, ("Adjusted Basic
EPS"), represents basic earnings per share adjusted for the effect
of amortization of intangibles acquired as part of business
acquisitions, non-cash finance costs (income) related to the
revaluation of amounts payable to unitholders, distributions
related to amounts payable to unitholders, acquisition-related
expenses (income), restructuring costs, share of profit or loss of
associate, unrealized foreign exchange gains (losses), gains
(losses) on sale of property, plant and equipment, gains (losses)
on sale of business assets, interest accretion on vendor payables,
gain (loss) on settlement of US convertible debentures, impairment
charges, Executive Compensation Plan costs, gains (losses) on
hedging transactions and other expenses or income of a
non-operating and/or non-recurring nature. All of the adjustments
are made net of tax.
Forward-Looking Information
Certain information in this press release may constitute
"forward-looking information" within the meaning of applicable
securities legislation. All information contained in this press
release, other than statements of current and historical fact, is
forward-looking information. Forward-looking information includes
information that relates to, among other things, its objectives,
strategies and intentions, and future financial and operating
performance and prospects. Generally, forward-looking information
can be identified by use of words such as "may", "will", "expect",
"believe", "plan", "would", "could" and other similar terminology.
All of the forward-looking information in this press release is
qualified by this cautionary statement.
Forward-looking information includes, but is not limited to, the
discussion of Altus Group's business and operating initiatives; its
expectations of future performance for its various business units
and its consolidated financial results; and its expectations with
respect to cash flows and its level of liquidity. Forward-looking
information is not, and cannot be, a guarantee of future results or
events. Forward-looking information is based on, among other
things, opinions, assumptions, estimates and analyses that, while
considered reasonable by Altus Group at the date the
forward-looking information is provided, inherently are subject to
significant risks, uncertainties, contingencies and other factors
that may cause actual results, performance or achievements,
industry results or events to be materially different from those
expressed or implied by the forward-looking information. The
material factors or assumptions that were identified and were
applied by Altus Group in drawing conclusions or making forecasts
or projections set out in the forward-looking information include,
but are not limited to: the successful execution of Altus Group's
business strategies; consistent and stable economic conditions or
conditions in the financial markets; consistent and stable
legislation in the various countries in which Altus Group operates;
no disruptive changes in the technology environment; the
opportunity to acquire accretive businesses; the successful
integration of Altus Group's businesses; and the continued
availability of qualified professionals.
Inherent in the forward-looking information are known and
unknown risks, uncertainties and other factors that could cause
Altus Group's actual results, performance or achievements, or
industry results, to differ materially from any results,
performance or achievements expressed or implied by such
forward-looking information. Those risks, uncertainties and other
factors that could cause actual results to differ materially from
the forward-looking information include, but are not limited to:
general state of the economy; competition in the industry; ability
to attract and retain professionals; commercial real estate market;
integration of acquisitions; oil and gas sector; Canadian
multi-residential market; customer concentration; currency risk;
interest rate risk; reliance on larger software transactions with
longer and less predictable sales cycles; success of new product
introductions; ability to respond to technological change and
develop products on a timely basis; ability to maintain
profitability and manage growth; revenue and cash flow volatility;
credit risk; protection of intellectual property or defending
against claims of intellectual property rights of others; weather;
fixed-price and contingency engagements; operating risks;
performance of obligations/maintenance of client satisfaction;
appraisal mandates; information technology governance and security;
legislative and regulatory changes; risk of future legal
proceedings; insurance limits; income tax matters; ability to meet
solvency requirements to pay dividends; leverage and restrictive
covenants; unpredictability and volatility of common share price;
capital investment; and issuance of additional common shares
diluting existing shareholders' interests, as well as those
described in Altus Group's publicly filed documents, including the
Annual Information Form (which are available on SEDAR at
www.sedar.com).
Given these risks, uncertainties and other factors, investors
should not place undue reliance on forward-looking information as a
prediction of actual results. The forward-looking information
reflects management's current expectations and beliefs regarding
future events and operating performance and is based on information
currently available to management. Although Altus Group has
attempted to identify important factors that could cause actual
results to differ materially from the forward-looking information
contained herein, there are other factors that could cause results
not to be as anticipated, estimated or intended. The
forward-looking information contained herein is current as of the
date of this press release and, except as required under applicable
law, Altus Group does not undertake to update or revise it to
reflect new events or circumstances. Additionally, Altus Group
undertakes no obligation to comment on analyses, expectations or
statements made by third parties in respect of Altus Group, its
financial or operating results, or its securities.
About Altus Group
Altus Group is a leading provider of independent commercial real
estate consulting and advisory services, software and data
solutions. We operate five Business Units, bringing together years
of experience and a broad range of expertise into one comprehensive
platform: Research, Valuation and Advisory; ARGUS Software;
Property Tax Consulting; Cost Consulting and Project Management and
Geomatics. Our suite of services and software enables clients to
analyze, gain insight and recognize value on their real estate
investments.
Altus Group has over 1,800 employees in multiple offices around
the world, including Canada, the United States, the United Kingdom,
Australia and Asia Pacific. Altus Group's clients include financial
institutions, private and public investment funds, insurance
companies, accounting firms, public real estate organizations, real
estate investment trusts, healthcare institutions, industrial
companies, foreign and domestic private investors, real estate
developers, governmental institutions and firms in the oil and gas
sector.
For more information, please visit www.altusgroup.com.
Altus Group LimitedElif McDonaldVice President, Investor
Relations(416) 641 -
9804Investor.relations@altusgroup.comwww.altusgrouplimited.com
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