Colliers International Group Inc. (NASDAQ and TSX: CIGI)
(“Colliers” or the “Company”) today announced operating and
financial results for the fourth quarter and year ended December
31, 2021. All amounts are in US dollars.
For the quarter ended December 31, 2021,
revenues were $1.35 billion, up 47% (48% in local currency)
relative to the same quarter in the prior year. Adjusted EBITDA
(note 1) was $192.0 million, up 24% (25% in local currency) and
adjusted EPS (note 2) was $2.25, up 26% versus the prior year
period. Fourth quarter adjusted EPS would have been approximately
$0.03 higher excluding foreign exchange impacts. GAAP operating
earnings were $138.4 million, up from $79.4 million in the prior
year quarter. GAAP diluted net earnings per share were $0.92,
versus $0.80 in the prior year quarter. Fourth quarter GAAP EPS
would have been approximately $0.03 higher excluding changes in
foreign exchange rates.
For the full year ended December 31, 2021,
revenues were $4.09 billion, up 47% (44% in local currency)
relative to the same period in the prior year, adjusted EBITDA
(note 1) was $544.3 million, up 51% (48% in local currency) versus
prior year and adjusted EPS (note 2) was $6.18, up 48% versus prior
year. Full year ended December 31, 2021 adjusted EPS would have
been approximately $0.13 lower excluding foreign exchange impacts.
The GAAP operating loss was $131.5 million and included the
settlement of the Long-Term Incentive Arrangement (“LTIA”) with the
Company's Chairman & CEO which was approved by 95% of the
Company’s disinterested shareholders. The GAAP diluted loss per
share was $9.09. Full year GAAP EPS would have been approximately
$0.14 lower excluding changes in foreign exchange rates.
“Colliers delivered very strong fourth quarter
results with full year revenues exceeding the $4 billion
milestone,” said Jay S. Hennick, Global Chairman & CEO of
Colliers. “Capital Markets, Leasing and Outsourcing & Advisory
were all up significantly, across all service lines and
geographies, while Investment Management delivered record results,
raising more than $6 billion in new capital and finishing the year
with more than $50 billion in assets under management (AUM). With a
globally balanced and highly diversified business model and sharp
focus on continued growth in existing operations with emphasis on
more recurring revenue streams, Colliers is stronger and more
resilient than ever. Last month, we agreed to invest in Basalt
Infrastructure, a leading transatlantic infrastructure investment
management firm with more than $8 billion in AUM, adding another
highly differentiated investment management firm specializing in
the important utility, transportation, energy/renewables and
communications sectors. Together with the previously announced
acquisition of Milan-based Antirion to augment our Colliers Global
Investors business in Europe, we expect to add more than $12
billion in AUM to our Investment Management segment once these
transactions are completed. With a strong global brand and growth
platform, proven track record of more than 27 years, balanced and
highly diversified business model, unique enterprising culture and
significant inside ownership, Colliers is better positioned than at
any other time in our history to continue creating significant
value and superior investment returns for shareholders,” he
concluded.
About ColliersColliers (NASDAQ,
TSX: CIGI) is a leading diversified professional services and
investment management company. With operations in 64 countries, our
17,000 enterprising professionals work collaboratively to provide
expert real estate and investment advice to clients. For more than
27 years, our experienced leadership with significant inside
ownership has delivered compound annual investment returns of 20%
for shareholders. With annual revenues of $4.1 billion and more
than $50 billion of assets under management, Colliers maximizes the
potential of property and real assets to accelerate the success of
our clients, our investors and our people. Learn more at
corporate.colliers.com, Twitter @Colliers or LinkedIn.
Consolidated Revenues by Line of
Service
| |
|
Three months ended |
|
|
|
Twelve months ended |
|
|
| (in thousands of US$) |
|
December 31 |
Change |
Change |
|
December 31 |
Change |
Change |
| (LC =
local currency) |
|
2021 |
|
2020 |
in US$ % |
in LC% |
|
2021 |
|
2020 |
in US$ % |
in LC% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outsourcing & Advisory |
|
$ |
479,593 |
|
$ |
377,191 |
27 |
% |
28 |
% |
|
$ |
1,599,313 |
|
$ |
1,226,877 |
30 |
% |
27 |
% |
| Investment Management (1) |
|
|
79,511 |
|
|
43,676 |
82 |
% |
82 |
% |
|
|
252,890 |
|
|
172,594 |
47 |
% |
46 |
% |
| Leasing |
|
|
336,876 |
|
|
215,516 |
56 |
% |
57 |
% |
|
|
1,000,683 |
|
|
686,482 |
46 |
% |
43 |
% |
| Capital Markets |
|
|
449,485 |
|
|
277,333 |
62 |
% |
63 |
% |
|
|
1,236,243 |
|
|
700,904 |
76 |
% |
73 |
% |
| Total
revenues |
|
$ |
1,345,465 |
|
$ |
913,716 |
47 |
% |
48 |
% |
|
$ |
4,089,129 |
|
$ |
2,786,857 |
47 |
% |
44 |
% |
| (1) Investment
Management local currency revenues, excluding pass-through carried
interest, were up 45% and 29%, respectively for the three
and twelve months ended December 31, 2021. |
| |
Consolidated revenues for the fourth quarter of
2021 increased 48% on a local currency basis, driven by strong
growth across all service lines and in all geographies.
Consolidated internal revenues measured in local currencies were up
46% (note 3), versus prior year quarter results on robust
transaction activity, particularly in industrial and multifamily
asset classes. Relative to 2019 pre-pandemic peak levels, fourth
quarter 2021 Capital Markets revenues were up 60% on an internal
local currency basis, while Leasing revenues were up 12%.
For the year ended December 31, 2021,
consolidated revenues increased 44% on a local currency basis
driven by (i) strong growth in all service lines, led by Capital
Markets, and Leasing, whose prior year results were impacted by the
pandemic beginning in March 2020; and (ii) the favourable impact of
recent acquisitions. Consolidated internal revenues measured in
local currencies were up 36% (note 3). Relative to 2019
pre-pandemic peak levels, full year 2021 Capital Markets revenues
were up 38% on an internal local currency basis, while Leasing
revenues were up 2%.
Segmented Fourth Quarter
ResultsRevenues in the Americas region totalled $813.6
million for the fourth quarter, up 55% (54% in local currency)
versus $524.9 million in the prior year quarter. Revenue growth was
primarily driven by exceptionally strong Leasing activity led by
industrial and Capital Markets activity led by industrial, land and
multifamily asset classes. Outsourcing & Advisory revenues
increased on robust growth in Engineering & Design, Valuation
and Loan Servicing. Adjusted EBITDA was $94.5 million, up 34% (34%
in local currency) over the prior year quarter. Adjusted EBITDA
growth was driven by revenue growth but affected by (i) significant
incremental performance-based incentive compensation expense
calculated based on year over year growth in operating results, and
(ii) higher discretionary and variable costs relative to reduced
costs during the pandemic-impacted prior year quarter. GAAP
operating earnings were $78.8 million, relative to $54.8 million in
the prior year quarter.
Revenues in the EMEA region totalled $233.1
million for the fourth quarter compared to $182.5 million in the
prior year quarter, up 28% (32% in local currency) with robust
growth across all service lines, led by Outsourcing & Advisory
and Capital Markets. Adjusted EBITDA was $42.4 million, up 19% (25%
in local currency) over the prior year. GAAP operating earnings
were $34.9 million versus $26.4 million in the prior year
quarter.
Revenues in the Asia Pacific region totalled
$219.1 million for the fourth quarter compared to $162.6 million in
the prior year quarter, up 35% (36% in local currency). Revenue
growth was driven by strong Capital Markets activity across the
region, especially in Australia and New Zealand versus
pandemic-impacted prior year quarter results. Adjusted EBITDA was
$38.4 million, up 7% (7% in local currency) over the prior year
quarter and was affected by significantly higher performance-based
incentive compensation expense relative to the prior year quarter.
GAAP operating earnings were $35.3 million, versus $30.4 million in
the prior year quarter.
Investment Management revenues for the fourth
quarter were $79.5 million compared to $43.7 million in the prior
year quarter, up 82% (83% in local currency). Passthrough revenue
from historical carried interest represented $16.4 million for the
quarter versus nil in the prior year quarter. Excluding the impact
of carried interest, revenue was up 44% (45% in local currency)
driven by management fee growth from increased assets under
management. Adjusted EBITDA was $28.3 million, up 53% (54% in local
currency) over the prior year quarter. GAAP operating earnings were
$19.8 million in the quarter, versus $10.4 million in the prior
year quarter. Assets under management were $51.0 billion on
December 31, 2021, up 29% from $39.5 billion on December 31,
2020.
Unallocated global corporate costs as reported
in Adjusted EBITDA were $11.5 million in the fourth quarter,
relative to $5.4 million in the prior year quarter, with the change
primarily attributable to performance-based incentive compensation
accruals recorded in the current year period compared to zero in
the prior year period. The corporate GAAP operating loss for the
quarter was $30.4 million relative to a loss of $42.5 million in
the fourth quarter of 2020, with the prior year period impacted by
contingent acquisition consideration expense related to
acquisitions completed during the past three years.
Segmented Full Year
ResultsRevenues in the Americas region totalled $2.49
billion for the full year compared to $1.63 billion in the prior
year, up 53% (51% in local currency). Revenue growth was primarily
driven by strong results in Capital Markets, particularly
industrial, land and multifamily asset classes as well as Leasing
and the favourable impact of recent acquisitions. Adjusted EBITDA
was $296.1 million, up 64% (62% in local currency) from $180.4
million in the prior year, on higher revenues and the positive
impact of recent acquisitions. GAAP operating earnings were $233.8
million, versus $121.4 million in 2020.
EMEA region revenues were $672.7 million for the
full year compared to $516.5 million in the prior year, up 30% (27%
in local currency) on growth across all service lines. Adjusted
EBITDA was $82.5 million, up 80% (79% in local currency) versus
$45.9 million in the prior year with the improvement attributable
to operating leverage from higher revenues. GAAP operating earnings
were $59.6 million as compared to $8.3 million in 2020.
The Asia Pacific region generated revenues of
$673.7 million for the full year compared to $470.6 million in the
prior year, up 43% (36% in local currency). Revenue growth was
driven by a rebound in activity across all service lines, led by
Capital Markets. Adjusted EBITDA was $95.2 million, up 44% (36% in
local currency) versus $66.3 million in the prior year. GAAP
operating earnings were $82.0 million, versus $45.2 million in the
prior year.
Investment Management revenues were $252.9
million compared to $172.6 million in the prior year, up 47% (46%
in local currency). Pass-through revenue from historical carried
interest represented $35.0 million in the current year, versus $4.2
million in the prior year. Excluding the impact of pass-through
revenue, revenues were up 29% (29% in local currency) and were
positively impacted by strong fundraising in both open and
closed-ended fund series. Adjusted EBITDA was $95.1 million, up 37%
(37% in local currency), relative to $69.5 million in the prior
year. GAAP operating earnings were $63.7 million, versus $40.7
million in 2020.
Unallocated global corporate costs as reported
in Adjusted EBITDA were $24.7 million in 2021, relative to $0.7
million in the prior year with the change attributable to
significant performance-based incentive compensation accruals
relative to zero in the prior year. The corporate GAAP operating
loss, inclusive of the LTIA settlement, was $570.6 million,
relative to $51.1 million in 2020.
Conference CallColliers will be
holding a conference call on Thursday, February 10, 2022 at 11:00
a.m. Eastern Time to discuss the quarter’s results. The call, as
well as a supplemental slide presentation, will be simultaneously
web cast and can be accessed live or after the call at
corporate.colliers.com in the Events section.
Forward-looking StatementsThis
press release includes or may include forward-looking statements.
Forward-looking statements include the Company’s financial
performance outlook and statements regarding goals, beliefs,
strategies, objectives, plans or current expectations. These
statements involve known and unknown risks, uncertainties and other
factors which may cause the actual results to be materially
different from any future results, performance or achievements
contemplated in the forward-looking statements. Such factors
include: economic conditions, especially as they relate to
commercial and consumer credit conditions and consumer spending,
particularly in regions where our business may be concentrated;
commercial real estate property values, vacancy rates and general
conditions of financial liquidity for real estate transactions;
trends in pricing and risk assumption for commercial real estate
services; the effect of significant movements in average
capitalization rates across different property types; a reduction
by companies in their reliance on outsourcing for their commercial
real estate needs, which would affect revenues and operating
performance; competition in the markets served by the Company; the
ability to attract new clients and to retain major clients and
renew related contracts; the ability to retain and incentivize
producers; increases in wage and benefit costs; the effects of
changes in interest rates on the cost of borrowing; unexpected
increases in operating costs, such as insurance, workers’
compensation and health care; changes in the frequency or severity
of insurance incidents relative to historical experience; the
effects of changes in foreign exchange rates in relation to the US
dollar on the Company’s Canadian dollar, Euro, Australian dollar
and UK pound sterling denominated revenues and expenses; the impact
of pandemics on client demand for the Company’s services, the
ability of the Company to deliver its services and the health and
productivity of its employees; the impact of global climate change;
the impact of political events including elections, referenda,
trade policy changes, immigration policy changes, hostilities and
terrorism on the Company’s operations; the ability to identify and
make acquisitions at reasonable prices and successfully integrate
acquired operations; the ability to execute on, and adapt to,
information technology strategies and trends; the ability to comply
with laws and regulations related to our global operations,
including real estate and mortgage banking licensure, labour and
employment laws and regulations, as well as the anti-corruption
laws and trade sanctions; and changes in government laws and
policies at the federal, state/provincial or local level that may
adversely impact the business.
Additional information and risk factors are
identified in the Company’s other periodic filings with Canadian
and US securities regulators (which factors are adopted herein and
a copy of which can be obtained at www.sedar.com). Forward looking
statements contained in this press release are made as of the date
hereof and are subject to change. All forward-looking statements in
this press release are qualified by these cautionary statements.
Except as required by applicable law, Colliers undertakes no
obligation to publicly update or revise any forward-looking
statement, whether as a result of new information, future events or
otherwise.
Summary financial information is provided in
this press release. This press release should be read in
conjunction with the Company's consolidated financial
statements and MD&A to be made available on SEDAR at
www.sedar.com.
NotesNon-GAAP
Measures1. Reconciliation of net earnings to adjusted
EBITDA:
Adjusted EBITDA is defined as net earnings,
adjusted to exclude: (i) income tax; (ii) other expense (income);
(iii) interest expense; (iv) the settlement of the LTIA; (v)
depreciation and amortization, including amortization of mortgage
servicing rights (“MSRs”); (vi) gains attributable to MSRs; (vii)
acquisition-related items (including contingent acquisition
consideration fair value adjustments, contingent acquisition
consideration-related compensation expense and transaction costs);
(viii) restructuring costs and (ix) stock-based compensation
expense. We use adjusted EBITDA to evaluate our own operating
performance and our ability to service debt, as well as an integral
part of our planning and reporting systems. Additionally, we use
this measure in conjunction with discounted cash flow models to
determine the Company’s overall enterprise valuation and to
evaluate acquisition targets. We present adjusted EBITDA as a
supplemental measure because we believe such measure is useful to
investors as a reasonable indicator of operating performance
because of the low capital intensity of the Company’s service
operations. We believe this measure is a financial metric used by
many investors to compare companies, especially in the services
industry. This measure is not a recognized measure of financial
performance under GAAP in the United States, and should not be
considered as a substitute for operating earnings, net earnings or
cash flow from operating activities, as determined in accordance
with GAAP. Our method of calculating adjusted EBITDA may differ
from other issuers and accordingly, this measure may not be
comparable to measures used by other issuers. A reconciliation of
net earnings to adjusted EBITDA appears below.
| |
Three months
ended |
|
Twelve months
ended |
| |
December 31 |
|
December 31 |
| (in thousands of
US$) |
2021 |
|
|
2020 |
|
|
2021 |
|
|
2020 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
| Net earnings
(loss) |
$ |
99,741 |
|
|
$ |
49,568 |
|
|
$ |
(237,557 |
) |
|
$ |
94,489 |
|
| Income tax |
|
37,020 |
|
|
|
22,980 |
|
|
|
85,510 |
|
|
|
42,046 |
|
| Other income, including equity earnings from non-consolidated
investments |
|
(5,726 |
) |
|
|
(1,427 |
) |
|
|
(11,273 |
) |
|
|
(2,906 |
) |
| Interest expense, net |
|
7,319 |
|
|
|
8,322 |
|
|
|
31,819 |
|
|
|
30,949 |
|
| Operating earnings (loss) |
|
138,354 |
|
|
|
79,443 |
|
|
|
(131,501 |
) |
|
|
164,578 |
|
| Settlement of LTIA |
|
- |
|
|
|
- |
|
|
|
471,928 |
|
|
|
- |
|
| Depreciation and amortization |
|
38,155 |
|
|
|
38,795 |
|
|
|
145,094 |
|
|
|
125,906 |
|
| Gains attributable to MSRs |
|
(8,486 |
) |
|
|
(9,668 |
) |
|
|
(29,214 |
) |
|
|
(17,065 |
) |
| Equity earnings from non-consolidated investments |
|
1,565 |
|
|
|
1,468 |
|
|
|
6,190 |
|
|
|
2,919 |
|
| Acquisition-related items |
|
11,235 |
|
|
|
34,349 |
|
|
|
61,008 |
|
|
|
45,848 |
|
| Restructuring costs |
|
5,018 |
|
|
|
6,947 |
|
|
|
6,484 |
|
|
|
29,628 |
|
| Stock-based compensation expense |
|
6,169 |
|
|
|
3,572 |
|
|
|
14,349 |
|
|
|
9,628 |
|
| Adjusted
EBITDA |
$ |
192,010 |
|
|
$ |
154,906 |
|
|
$ |
544,338 |
|
|
$ |
361,442 |
|
2. Reconciliation of net earnings and diluted
net earnings per common share to adjusted net earnings and adjusted
EPS:
Adjusted EPS is defined as diluted net earnings
per share as calculated under the “if-converted” method, adjusted
for the effect, after income tax, of: (i) the non-controlling
interest redemption increment; (ii) the settlement of the LTIA;
(iii) amortization expense related to intangible assets recognized
in connection with acquisitions and MSRs; (iv) gains attributable
to MSRs; (v) acquisition-related items; (vi) restructuring costs
and (vii) stock-based compensation expense. We believe this measure
is useful to investors because it provides a supplemental way to
understand the underlying operating performance of the Company and
enhances the comparability of operating results from period to
period. Adjusted EPS is not a recognized measure of financial
performance under GAAP, and should not be considered as a
substitute for diluted net earnings per share from continuing
operations, as determined in accordance with GAAP. Our method of
calculating this non-GAAP measure may differ from other issuers
and, accordingly, this measure may not be comparable to measures
used by other issuers. A reconciliation of net earnings to adjusted
net earnings and of diluted net earnings per share to adjusted EPS
appears below.
Adjusted EPS is calculated using the
“if-converted” method of calculating earnings per share in relation
to the Convertible Notes, which were issued on May 19, 2020. As
such, the interest (net of tax) on the Convertible Notes is added
to the numerator and the additional shares issuable on conversion
of the Convertible Notes are added to the denominator of the
earnings per share calculation to determine if an assumed
conversion is more dilutive than no assumption of conversion. The
“if-converted” method is used if the impact of the assumed
conversion is dilutive. The “if-converted” method is dilutive for
the adjusted EPS calculation for all periods presented.
| |
Three months
ended |
|
Twelve months
ended |
| |
December 31 |
|
December 31 |
| (in thousands of
US$) |
2021 |
|
|
2020 |
|
|
2021 |
|
|
2020 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
| Net earnings
(loss) |
$ |
99,741 |
|
|
$ |
49,568 |
|
|
$ |
(237,557 |
) |
|
$ |
94,489 |
|
| Non-controlling interest share of earnings |
|
(20,317 |
) |
|
|
(15,666 |
) |
|
|
(53,465 |
) |
|
|
(29,572 |
) |
| Interest on Convertible Notes |
|
2,300 |
|
|
|
2,300 |
|
|
|
9,200 |
|
|
|
5,673 |
|
| Settlement of LTIA |
|
- |
|
|
|
- |
|
|
|
471,928 |
|
|
|
- |
|
| Amortization of intangible assets |
|
25,202 |
|
|
|
27,544 |
|
|
|
99,221 |
|
|
|
86,557 |
|
| Gains attributable to MSRs |
|
(8,486 |
) |
|
|
(9,668 |
) |
|
|
(29,214 |
) |
|
|
(17,065 |
) |
| Acquisition-related items |
|
11,235 |
|
|
|
34,349 |
|
|
|
61,008 |
|
|
|
45,848 |
|
| Restructuring costs |
|
5,018 |
|
|
|
6,947 |
|
|
|
6,484 |
|
|
|
29,628 |
|
| Stock-based compensation expense |
|
6,169 |
|
|
|
3,572 |
|
|
|
14,349 |
|
|
|
9,628 |
|
| Income tax on adjustments |
|
(8,099 |
) |
|
|
(15,115 |
) |
|
|
(35,216 |
) |
|
|
(35,350 |
) |
| Non-controlling interest on adjustments |
|
(2,871 |
) |
|
|
(4,257 |
) |
|
|
(12,791 |
) |
|
|
(11,479 |
) |
| Adjusted net
earnings |
$ |
109,892 |
|
|
$ |
79,574 |
|
|
$ |
293,947 |
|
|
$ |
178,357 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
| |
Three months
ended |
|
Twelve months
ended |
| |
December 31 |
|
December 31 |
| (in US$) |
2021 |
|
|
2020 |
|
|
2021 |
|
|
2020 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
| Diluted net earnings (loss) per common share(1) |
$ |
0.89 |
|
|
$ |
0.76 |
|
|
$ |
(8.21 |
) |
|
$ |
1.15 |
|
| Interest on Convertible Notes, net of tax |
|
0.03 |
|
|
|
0.04 |
|
|
|
0.14 |
|
|
|
0.10 |
|
| Non-controlling interest redemption increment |
|
0.74 |
|
|
|
0.01 |
|
|
|
2.09 |
|
|
|
0.37 |
|
| Settlement of LTIA |
|
- |
|
|
|
- |
|
|
|
9.92 |
|
|
|
- |
|
| Amortization expense, net of tax |
|
0.31 |
|
|
|
0.35 |
|
|
|
1.25 |
|
|
|
1.23 |
|
| Gains attributable to MSRs, net of tax |
|
(0.10 |
) |
|
|
(0.09 |
) |
|
|
(0.34 |
) |
|
|
(0.22 |
) |
| Acquisition-related items |
|
0.18 |
|
|
|
0.53 |
|
|
|
0.93 |
|
|
|
0.82 |
|
| Restructuring costs, net of tax |
|
0.07 |
|
|
|
0.12 |
|
|
|
0.10 |
|
|
|
0.51 |
|
| Stock-based compensation expense, net of tax |
|
0.13 |
|
|
|
0.07 |
|
|
|
0.30 |
|
|
|
0.22 |
|
| Adjusted EPS |
$ |
2.25 |
|
|
$ |
1.79 |
|
|
$ |
6.18 |
|
|
$ |
4.18 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
| Diluted weighted
average shares for Adjusted EPS (thousands) |
|
48,867 |
|
|
|
44,365 |
|
|
|
47,559 |
|
|
|
42,647 |
|
| (1)Amounts shown reflect the "if-converted"
method's dilutive impact on the adjusted EPS calculation for the
years ended December 31, 2021 and 2020. |
3. Local currency revenue growth rate and internal revenue
growth rate measures
Percentage revenue variances presented on a
local currency basis are calculated by translating the current
period results of our non-US dollar denominated operations to US
dollars using the foreign currency exchange rates from the periods
against which the current period results are being compared.
Percentage revenue variances presented on an internal growth basis
are calculated assuming no impact from acquired entities in the
current and prior periods. Revenue from acquired entities,
including any foreign exchange impacts, are treated as acquisition
growth until the respective anniversaries of the acquisitions. We
believe that these revenue growth rate methodologies provide a
framework for assessing the Company’s performance and operations
excluding the effects of foreign currency exchange rate
fluctuations and acquisitions. Since these revenue growth rate
measures are not calculated under GAAP, they may not be comparable
to similar measures used by other issuers.
4. Assets under management
We use the term assets under management (“AUM”)
as a measure of the scale of our Investment Management operations.
AUM is defined as the gross market value of operating assets and
the projected gross cost of development assets of the funds,
partnerships and accounts to which we provide management and
advisory services, including capital that such funds, partnerships
and accounts have the right to call from investors pursuant to
capital commitments. Our definition of AUM may differ from those
used by other issuers and as such may not be directly comparable to
similar measures used by other issuers.
| COLLIERS
INTERNATIONAL GROUP INC. |
| CONDENSED
CONSOLIDATED STATEMENTS OF EARNINGS (LOSS) |
| (in thousands of
US$, except per share amounts) |
| |
|
|
|
|
Three months |
|
|
Twelve months |
| |
|
|
|
|
ended December
31 |
|
|
ended December
31 |
|
(unaudited) |
|
|
2021 |
|
|
|
2020 |
|
|
|
2021 |
|
|
|
2020 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Revenues |
|
$ |
1,345,465 |
|
|
$ |
913,716 |
|
|
$ |
4,089,129 |
|
|
$ |
2,786,857 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cost of revenues |
|
|
830,361 |
|
|
|
543,124 |
|
|
|
2,519,866 |
|
|
|
1,740,860 |
|
| Selling, general and administrative expenses |
|
|
327,360 |
|
|
|
218,005 |
|
|
|
1,022,734 |
|
|
|
709,665 |
|
| Depreciation |
|
|
12,953 |
|
|
|
11,251 |
|
|
|
45,873 |
|
|
|
39,349 |
|
| Amortization of intangible assets |
|
|
25,202 |
|
|
|
27,544 |
|
|
|
99,221 |
|
|
|
86,557 |
|
| Acquisition-related items (1) |
|
|
11,235 |
|
|
|
34,349 |
|
|
|
61,008 |
|
|
|
45,848 |
|
| Settlement of long-term incentive arrangement
(2) |
|
|
- |
|
|
|
- |
|
|
|
471,928 |
|
|
|
- |
|
| Operating earnings (loss) |
|
|
138,354 |
|
|
|
79,443 |
|
|
|
(131,501 |
) |
|
|
164,578 |
|
| Interest expense, net |
|
|
7,319 |
|
|
|
8,322 |
|
|
|
31,819 |
|
|
|
30,949 |
|
| Equity earnings from unconsolidated
investments |
|
|
(1,565 |
) |
|
|
(1,468 |
) |
|
|
(6,190 |
) |
|
|
(2,919 |
) |
| Other income |
|
|
(4,161 |
) |
|
|
41 |
|
|
|
(5,083 |
) |
|
|
13 |
|
| Earnings (loss) before income tax |
|
|
136,761 |
|
|
|
72,548 |
|
|
|
(152,047 |
) |
|
|
136,535 |
|
| Income tax |
|
|
37,020 |
|
|
|
22,980 |
|
|
|
85,510 |
|
|
|
42,046 |
|
| Net earnings (loss) |
|
|
99,741 |
|
|
|
49,568 |
|
|
|
(237,557 |
) |
|
|
94,489 |
|
| Non-controlling interest share of earnings |
|
|
20,317 |
|
|
|
15,666 |
|
|
|
53,465 |
|
|
|
29,572 |
|
| Non-controlling interest redemption increment |
|
|
36,136 |
|
|
|
270 |
|
|
|
99,316 |
|
|
|
15,843 |
|
| Net earnings (loss) attributable to
Company |
|
$ |
43,288 |
|
|
$ |
33,632 |
|
|
$ |
(390,338 |
) |
|
$ |
49,074 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net earnings (loss) per common
share |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Basic |
|
$ |
0.98 |
|
|
$ |
0.84 |
|
|
$ |
(9.09 |
) |
|
$ |
1.23 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Diluted (3) |
|
$ |
0.92 |
|
|
$ |
0.80 |
|
|
$ |
(9.09 |
) |
|
$ |
1.22 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Adjusted EPS (4) |
|
$ |
2.25 |
|
|
$ |
1.79 |
|
|
$ |
6.18 |
|
|
$ |
4.18 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Weighted average common shares (thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Basic |
|
|
44,038 |
|
|
|
40,111 |
|
|
|
42,920 |
|
|
|
39,986 |
|
| |
|
Diluted |
|
|
48,867 |
|
|
|
44,365 |
|
|
|
42,920 |
|
|
|
40,179 |
|
| Notes to
Condensed Consolidated Statements of Earnings |
|
(1) |
|
Acquisition-related items include contingent acquisition
consideration fair value adjustments, contingent acquisition
consideration-related compensation expense and transaction
costs. |
| (2) |
|
Settlement of Long-Term Incentive Arrangement with the Company’s
Chairman and CEO as approved by 95% of the Company’s disinterested
shareholders. The settlement resulted in a cash payment of $96,200
and the issuance of 3,572,858 Subordinate Voting Shares on April
16, 2021. |
| (3) |
|
Diluted
EPS is calculated using the “if-converted” method of calculating
earnings per share in relation to the Convertible Notes, which were
issued on May 19, 2020. As such, the interest (net of tax) on the
Convertible Notes is added to the numerator and the additional
shares issuable on conversion of the Convertible Notes are added to
the denominator of the earnings per share calculation to determine
if an assumed conversion is more dilutive than no assumption of
conversion. The “if-converted” method is used if the impact of the
assumed conversion is dilutive. The “if-converted” method is
dilutive for the three-months ended December 31, 2021 and 2020. The
“if-converted” method is anti-dilutive for the years ended December
31, 2021 and 2020. |
| (4) |
|
See
definition and reconciliation above. |
| |
|
|
| |
|
|
|
|
|
| COLLIERS
INTERNATIONAL GROUP INC. |
| CONDENSED
CONSOLIDATED BALANCE SHEETS |
| (in thousands of
US$) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
December 31, |
|
December 31, |
|
(unaudited) |
2021 |
|
2020 |
| |
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
| Cash and cash
equivalents |
$ |
396,745 |
|
$ |
156,614 |
| Restricted cash
(1) |
|
28,526 |
|
|
20,919 |
| Accounts
receivable and contract assets |
|
573,710 |
|
|
433,250 |
| Warehouse
receivables (2) |
|
174,717 |
|
|
232,207 |
| Prepaids and other
assets |
|
353,220 |
|
|
192,821 |
| Real estate assets
held for sale |
|
1,286 |
|
|
- |
| |
Current
assets |
|
1,528,204 |
|
|
1,035,811 |
| Other non-current
assets |
|
120,071 |
|
|
94,679 |
| Fixed assets |
|
144,755 |
|
|
129,221 |
| Operating lease
right-of-use assets |
|
316,517 |
|
|
288,134 |
| Deferred tax
assets, net |
|
68,502 |
|
|
45,008 |
| Goodwill and
intangible assets |
|
1,652,878 |
|
|
1,699,314 |
| Real estate assets
held for sale |
|
42,803 |
|
|
- |
| |
Total
assets |
$ |
3,873,730 |
|
$ |
3,292,167 |
| |
|
|
|
|
|
|
|
Liabilities and shareholders' equity |
|
|
|
|
|
| Accounts payable
and accrued liabilities |
$ |
1,082,774 |
|
$ |
748,660 |
| Other current
liabilities |
|
186,089 |
|
|
53,661 |
| Long-term debt -
current |
|
1,458 |
|
|
9,024 |
| Warehouse credit
facilities (2) |
|
162,911 |
|
|
218,018 |
| Operating lease
liabilities - current |
|
80,928 |
|
|
78,923 |
| Liabilities
related to real estate assets held for sale |
|
6 |
|
|
- |
| |
Current
liabilities |
|
1,514,166 |
|
|
1,108,286 |
| Long-term debt -
non-current |
|
529,596 |
|
|
470,871 |
| Operating lease
liabilities - non-current |
|
296,633 |
|
|
251,680 |
| Other
liabilities |
|
120,489 |
|
|
158,366 |
| Deferred tax
liabilities, net |
|
42,371 |
|
|
50,523 |
| Convertible
notes |
|
225,214 |
|
|
223,957 |
| Liabilities
related to real estate assets held for sale |
|
23,089 |
|
|
- |
| Redeemable
non-controlling interests |
|
536,903 |
|
|
442,375 |
| Shareholders'
equity |
|
585,269 |
|
|
586,109 |
|
|
Total liabilities and equity |
$ |
3,873,730 |
|
$ |
3,292,167 |
| |
|
|
|
|
|
|
|
Supplemental balance sheet information |
|
|
|
|
|
| Total debt
(3) |
$ |
531,054 |
|
$ |
479,895 |
| Total debt, net of
cash and cash equivalents (3) |
|
134,309 |
|
|
323,281 |
| Net debt / pro
forma adjusted EBITDA ratio (4) |
|
0.3 |
|
|
1.0 |
Note to Condensed Consolidated Balance
Sheets(1) Restricted cash consists primarily of cash
amounts set aside to satisfy legal or contractual requirements
arising in the normal course of business.(2) Warehouse
receivables represent mortgage loans receivable, the majority of
which are offset by borrowings under warehouse credit facilities
which fund loans that financial institutions have committed to
purchase.(3) Excluding warehouse credit facilities and
convertible notes.(4) Net debt for financial leverage ratio
excludes restricted cash, warehouse credit facilities and
convertible notes, in accordance with debt agreements.
| |
|
|
|
|
|
|
|
|
|
|
|
|
| COLLIERS INTERNATIONAL GROUP
INC. |
|
|
|
| CONDENSED CONSOLIDATED STATEMENTS OF CASH
FLOWS |
|
|
|
|
|
|
| (in thousands of US$) |
| |
|
|
|
Three months
ended |
|
|
Twelve months
ended |
| |
|
|
|
December 31 |
|
|
December 31 |
|
(unaudited) |
|
|
2021 |
|
|
|
2020 |
|
|
|
2021 |
|
|
|
2020 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cash provided by (used in) |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Operating activities |
|
|
|
|
|
|
|
|
|
|
|
|
| Net earnings (loss) |
|
$ |
99,740 |
|
|
$ |
49,568 |
|
|
$ |
(237,557 |
) |
|
$ |
94,489 |
|
| Items not affecting cash: |
|
|
|
|
|
|
|
|
|
|
|
|
| |
Depreciation
and amortization |
|
|
38,155 |
|
|
|
38,795 |
|
|
|
145,094 |
|
|
|
125,906 |
|
| |
Settlement of long-term incentive arrangement |
|
|
- |
|
|
|
- |
|
|
|
375,742 |
|
|
|
- |
|
| |
Gains attributable to mortgage servicing rights |
|
|
(8,486 |
) |
|
|
(9,668 |
) |
|
|
(29,214 |
) |
|
|
(17,065 |
) |
| |
Gains attributable to the fair value of loan premiums and
origination fees |
|
|
(14,040 |
) |
|
|
(22,418 |
) |
|
|
(48,839 |
) |
|
|
(38,531 |
) |
| |
Deferred income tax |
|
|
(4,081 |
) |
|
|
3,790 |
|
|
|
(37,538 |
) |
|
|
(13,184 |
) |
| |
Other |
|
|
18,871 |
|
|
|
43,214 |
|
|
|
105,933 |
|
|
|
80,497 |
|
| |
|
|
|
130,159 |
|
|
|
103,281 |
|
|
|
273,621 |
|
|
|
232,112 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
| (Increase) decrease in accounts receivable, prepaid
expenses and other assets |
|
|
(182,709 |
) |
|
|
(31,683 |
) |
|
|
(322,331 |
) |
|
|
49,039 |
|
| Increase (decrease) in accounts payable, accrued
expenses and other liabilities |
|
|
77,561 |
|
|
|
(73,645 |
) |
|
|
153,119 |
|
|
|
(13,901 |
) |
| (Decrease) increase in accrued compensation |
|
|
172,044 |
|
|
|
67,780 |
|
|
|
246,278 |
|
|
|
(78,591 |
) |
| Contingent acquisition consideration paid |
|
|
(7,545 |
) |
|
|
(2,540 |
) |
|
|
(18,017 |
) |
|
|
(18,224 |
) |
| Proceeds from sale of mortgage loans |
|
|
607,795 |
|
|
|
744,907 |
|
|
|
2,577,283 |
|
|
|
1,226,041 |
|
| Origination of mortgage loans |
|
|
(608,750 |
) |
|
|
(769,532 |
) |
|
|
(2,467,733 |
) |
|
|
(1,395,734 |
) |
| (Decrease) increase in warehouse credit
facilities |
|
|
10,006 |
|
|
|
36,802 |
|
|
|
(55,107 |
) |
|
|
193,168 |
|
| (Repurchases from) sales to AR Facility, net |
|
|
(120,654 |
) |
|
|
(13,141 |
) |
|
|
(98,133 |
) |
|
|
(27,431 |
) |
| Net cash provided by operating activities |
|
|
77,907 |
|
|
|
62,229 |
|
|
|
288,980 |
|
|
|
166,479 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Investing activities |
|
|
|
|
|
|
|
|
|
|
|
|
| Acquisition of businesses, net of cash
acquired |
|
|
(56,035 |
) |
|
|
(1,692 |
) |
|
|
(60,832 |
) |
|
|
(205,608 |
) |
| Purchases of fixed assets |
|
|
(13,501 |
) |
|
|
(10,823 |
) |
|
|
(57,951 |
) |
|
|
(40,353 |
) |
| Purchase of held for sale real estate assets |
|
|
(20,973 |
) |
|
|
(38,464 |
) |
|
|
(31,074 |
) |
|
|
(84,382 |
) |
| Proceeds from sale of held for sale real estate
assets |
|
|
10,080 |
|
|
|
84,382 |
|
|
|
10,080 |
|
|
|
178,604 |
|
| Cash collections on AR facility deferred purchase
price |
|
|
116,907 |
|
|
|
13,862 |
|
|
|
151,202 |
|
|
|
51,994 |
|
| Other investing activities |
|
|
(25,903 |
) |
|
|
(12,573 |
) |
|
|
(60,839 |
) |
|
|
(13,713 |
) |
| Net cash (used in) provided by investing
activities |
|
|
10,575 |
|
|
|
34,692 |
|
|
|
(49,414 |
) |
|
|
(113,458 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Financing activities |
|
|
|
|
|
|
|
|
|
|
|
|
| Increase (decrease) in long-term debt, net |
|
|
157,060 |
|
|
|
(181,192 |
) |
|
|
72,063 |
|
|
|
(163,064 |
) |
| Issuance of convertible notes |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
230,000 |
|
| (Purchases) sales of non-controlling interests,
net |
|
|
14,648 |
|
|
|
(813 |
) |
|
|
(5,534 |
) |
|
|
(19,791 |
) |
| Dividends paid to common shareholders |
|
|
- |
|
|
|
- |
|
|
|
(4,209 |
) |
|
|
(3,992 |
) |
| Distributions paid to non-controlling
interests |
|
|
(8,010 |
) |
|
|
(6,636 |
) |
|
|
(51,508 |
) |
|
|
(35,698 |
) |
| Other financing activities |
|
|
(916 |
) |
|
|
4,581 |
|
|
|
7,789 |
|
|
|
(6,406 |
) |
| Net cash provided by (used in) financing
activities |
|
|
162,782 |
|
|
|
(184,060 |
) |
|
|
18,601 |
|
|
|
1,049 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Effect of exchange rate changes on cash |
|
|
(5,464 |
) |
|
|
16,939 |
|
|
|
(10,429 |
) |
|
|
8,470 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net change in cash and cash equivalents
and restricted cash |
|
|
245,800 |
|
|
|
(70,200 |
) |
|
|
247,738 |
|
|
|
62,540 |
|
| Cash and cash equivalents and restricted
cash, beginning of period |
|
|
179,471 |
|
|
|
247,733 |
|
|
|
177,533 |
|
|
|
114,993 |
|
| Cash
and cash equivalents and restricted cash, end of period |
|
$ |
425,271 |
|
|
$ |
177,533 |
|
|
$ |
425,271 |
|
|
$ |
177,533 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| COLLIERS
INTERNATIONAL GROUP INC. |
|
|
|
| SEGMENTED
RESULTS |
| (in thousands of
US dollars) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
Asia |
|
Investment |
|
|
|
|
|
(unaudited) |
Americas |
|
EMEA |
|
Pacific |
|
Management |
|
Corporate |
|
Consolidated |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Three
months ended December 31 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2021 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
$ |
813,573 |
|
$ |
233,116 |
|
$ |
219,089 |
|
$ |
79,523 |
|
$ |
164 |
|
|
$ |
1,345,465 |
|
| |
Adjusted
EBITDA |
|
94,476 |
|
|
42,367 |
|
|
38,391 |
|
|
28,277 |
|
|
(11,501 |
) |
|
|
192,010 |
|
| |
Operating earnings
(loss) |
|
78,818 |
|
|
34,903 |
|
|
35,281 |
|
|
19,759 |
|
|
(30,407 |
) |
|
|
138,354 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 2020 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Revenues |
$ |
524,860 |
|
$ |
182,461 |
|
$ |
162,616 |
|
$ |
43,676 |
|
$ |
103 |
|
|
$ |
913,716 |
|
| |
Adjusted EBITDA |
|
70,267 |
|
|
35,599 |
|
|
36,034 |
|
|
18,425 |
|
|
(5,419 |
) |
|
|
154,906 |
|
|
|
Operating earnings (loss) |
|
54,834 |
|
|
26,407 |
|
|
30,354 |
|
|
10,391 |
|
|
(42,543 |
) |
|
|
79,443 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
Asia |
|
Investment |
|
|
|
|
|
|
Americas |
|
EMEA |
|
Pacific |
|
Management |
|
Corporate |
|
Consolidated |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Twelve
months ended December 31 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2021 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Revenues |
$ |
2,489,217 |
|
$ |
672,737 |
|
$ |
673,661 |
|
$ |
252,890 |
|
$ |
624 |
|
|
$ |
4,089,129 |
|
| |
Adjusted
EBITDA |
|
296,133 |
|
|
82,505 |
|
|
95,238 |
|
|
95,122 |
|
|
(24,660 |
) |
|
|
544,338 |
|
| |
Operating earnings
(loss) |
|
233,788 |
|
|
59,606 |
|
|
82,023 |
|
|
63,659 |
|
|
(570,577 |
) |
|
|
(131,501 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2020 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Revenues |
$ |
1,626,372 |
|
$ |
516,507 |
|
$ |
470,632 |
|
$ |
172,594 |
|
$ |
752 |
|
|
$ |
2,786,857 |
|
| |
Adjusted EBITDA |
|
180,427 |
|
|
45,934 |
|
|
66,292 |
|
|
69,488 |
|
|
(699 |
) |
|
|
361,442 |
|
|
|
Operating earnings (loss) |
|
121,371 |
|
|
8,336 |
|
|
45,221 |
|
|
40,738 |
|
|
(51,088 |
) |
|
|
164,578 |
|
COMPANY CONTACTS:Jay S. HennickGlobal Chairman & Chief
Executive Officer
Christian MayerGlobal Chief Financial Officer(416) 960-950
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