Constellation Software Inc. Announces Results for the Third Quarter Ended September 30, 2021, Declares Quarterly Dividend, and Appoints John Billowits as Chair of the Board of Directors
November 04 2021 - 5:04PM
Constellation Software Inc. (TSX:CSU) (“Constellation” or the
“Company”) today announced its financial results for the third
quarter ended September 30, 2021 and declared a $1.00 per share
dividend payable on January 11, 2022 to all common shareholders of
record at close of business on December 20, 2021. This dividend has
been designated as an eligible dividend for the purposes of the
Income Tax Act (Canada). Please note that all dollar amounts
referred to in this press release are in U.S. Dollars unless
otherwise stated.
The following press release should be read in
conjunction with the Company’s Unaudited Condensed Consolidated
Interim Financial Statements for the three and nine months ended
September 30, 2021 and the accompanying notes, our Management
Discussion and Analysis for the three and nine months ended
September 30, 2021 and with our annual Consolidated Financial
Statements, prepared in accordance with International Financial
Reporting Standards (“IFRS”) and our annual Management’s Discussion
and Analysis for the year ended December 31, 2020, which can be
found on SEDAR at www.sedar.com and on the Company’s website
www.csisoftware.com. Additional information about the Company is
also available on SEDAR at www.sedar.com
Q3 2021 Headlines:
- Revenue grew 30% (7% organic
growth, 5% after adjusting for changes in foreign exchange rates)
to $1,299 million compared to $1,003 million in Q3
2020.
- Net income attributable to common
shareholders decreased 13% to $107 million ($5.04 on a diluted per
share basis) from $122 million ($5.76 on a diluted per share basis)
in Q3 2020.
- A number of acquisitions were
completed for aggregate cash consideration of $126 million (which
includes acquired cash). Deferred payments associated with these
acquisitions have an estimated value of $47 million resulting in
total consideration of $173 million.
- Cash flows from operations (“CFO”)
were $292 million, an increase of 25%, or $58 million, compared to
$234 million for the comparable period in 2020.
- Free cash flow available to
shareholders1 (“FCFA2S”) increased $45 million to $226 million
compared to $181 million for the same period in 2020.
- Subsequent to September 30, 2021,
the Company completed or entered into agreements to acquire a
number of businesses for aggregate cash consideration of $329
million. Deferred payments associated with these acquisitions have
an estimated value of $41 million resulting in total consideration
of $370 million.
Total revenue for the quarter ended September
30, 2021 was $1,299 million, an increase of 30%, or $296 million,
compared to $1,003 million for the comparable period in 2020. For
the first nine months of 2021 total revenues were $3,724 million,
an increase of 29%, or $846 million, compared to $2,878 million for
the comparable period in 2020. The increase for both the three and
nine month periods compared to the same periods in the prior year
is primarily attributable to growth from acquisitions as the
Company experienced organic growth of 7% and 9% respectively, and
5% for both periods after adjusting for the impact of changes in
the valuation of the US dollar against most major currencies in
which the Company transacts business.
The net income attributable to common
shareholders of CSI for the quarter ended September 30, 2021 was
$107 million compared to net income of $122 million for the same
period in 2020. On a per share basis this translated into a net
income per diluted share of $5.04 in the quarter ended September
30, 2021 compared to net income per diluted share of $5.76 for the
same period in 2020. For the nine months ended September 30, 2021,
net income attributable to common shareholders of CSI was $186
million or $8.79 per diluted share compared to $288 million or
$13.58 per diluted share for the same period in 2020. There was no
change in the number of shares outstanding.
For the quarter ended September 30, 2021, CFO
increased $58 million to $292 million compared to $234 million for
the same period in 2020 representing an increase of 25%. For the
first nine months of 2021, CFO increased $127 million to $959
million compared to $831 million during the same period in 2020,
representing an increase of 15%.
For the quarter ended September 30, 2021, FCFA2S
increased $45 million to $226 million compared to $181 million for
the same period in 2020. For the first nine months of
2021, FCFA2S decreased $43 million to $639 million compared to $682
million during the same period in 2020, representing a decrease of
6%.
The directors of Constellation have unanimously
agreed to appoint John Billowits, a current director and former
Chief Executive Officer of Constellation's Vela operating group, as
the Chair of the Board of Directors of the Company. Mark Leonard
will continue in his current position as the President of the
Company and (apart from relinquishing his duties as Chairman) his
role and responsibilities within Constellation will remain
unchanged. Mr. Leonard stated: "John brings intimate knowledge of
the business of Constellation and had the deep respect of all of
our directors and operating group managers, and so I'm very happy
to leave the duties of Chair in John's very capable hands."
Forward Looking Statements
Certain statements herein may be “forward
looking” statements that involve known and unknown risks,
uncertainties and other factors that may cause the actual results,
performance or achievements of Constellation or the industry to be
materially different from any future results, performance or
achievements expressed or implied by such forward-looking
statements. Forward looking statements involve significant risks
and uncertainties, should not be read as guarantees of future
performance or results, and will not necessarily be accurate
indications of whether or not such results will be achieved. A
number of factors could cause actual results to vary significantly
from the results discussed in the forward looking statements. These
forward looking statements reflect current assumptions and
expectations regarding future events and operating performance and
are made as of the date hereof and Constellation assumes no
obligation, except as required by law, to update any forward
looking statements to reflect new events or circumstances.
Non-IFRS Measures
Free cash flow available to shareholders
‘‘FCFA2S’’ refers to net cash flows from operating activities less
interest paid on lease obligations, interest paid on other
facilities, credit facility transaction costs, repayments of lease
obligations, the TSS membership liability revaluation charge, and
property and equipment purchased, and includes interest and
dividends received. Constellation believes that FCFA2S is useful
supplemental information as it provides an indication of the
uncommitted cash flow that is available to shareholders if
Constellation does not make any acquisitions, or investments, and
does not repay any debts. While Constellation could use the FCFA2S
to pay dividends or repurchase shares, Constellation’s objective is
to invest all of our FCFA2S in acquisitions which meet
Constellation’s hurdle rate.
FCFA2S is not a recognized measure under IFRS
and, accordingly, readers are cautioned that FCFA2S should not be
construed as an alternative to net cash flows from operating
activities.
The following table reconciles FCFA2S to net
cash flows from operating activities:
|
|
|
Three months ended September 30, |
|
|
|
Nine months ended September 30, |
|
|
|
|
2021 |
|
2020 |
|
|
|
|
2021 |
|
2020 |
|
|
|
|
($ in millions, except percentages) |
|
($ in millions, except percentages) |
|
|
|
|
|
|
|
|
|
|
|
Net
cash flows from operating activities |
|
|
292 |
|
234 |
|
|
|
|
959 |
|
831 |
|
|
Adjusted for: |
|
|
|
|
|
|
|
|
|
|
Interest
paid on lease obligations |
|
|
(2 |
) |
(2 |
) |
|
|
|
(7 |
) |
(6 |
) |
|
Interest
paid on other facilities |
|
|
(12 |
) |
(8 |
) |
|
|
|
(30 |
) |
(22 |
) |
|
Credit
facility transaction costs |
|
|
(0 |
) |
(0 |
) |
|
|
|
(4 |
) |
(0 |
) |
|
Payments of
lease obligations |
|
|
(21 |
) |
(17 |
) |
|
|
|
(61 |
) |
(47 |
) |
|
IRGA / TSS
membership liability revaluation charge |
|
|
(25 |
) |
(20 |
) |
|
|
|
(107 |
) |
(55 |
) |
|
Property and
equipment purchased |
|
|
(7 |
) |
(5 |
) |
|
|
|
(18 |
) |
(19 |
) |
|
Interest and
dividends received |
|
|
1 |
|
0 |
|
|
|
|
1 |
|
0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
226 |
|
181 |
|
|
|
|
732 |
|
682 |
|
|
Less amount
attributable to |
|
|
|
|
|
|
|
|
|
|
Non-controlling interests |
|
|
1 |
|
|
|
|
|
(93 |
) |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
Free cash
flow available to shareholders |
|
|
226 |
|
181 |
|
|
|
|
639 |
|
682 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Due to
rounding, certain totals may not foot. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
About Constellation Software
Inc.
Constellation's common shares are listed on the
Toronto Stock Exchange under the symbol "CSU". Constellation
acquires, manages and builds vertical market software
businesses.
For further information:
Jamal BakshChief Financial Officer (416)
861-9677 info@csisoftware.comwww.csisoftware.com
SOURCE: CONSTELLATION
SOFTWARE INC.
|
|
|
|
|
|
|
|
|
CONSTELLATION
SOFTWARE INC. |
Consolidated
Statements of Financial
Position |
(In millions of U.S.
dollars, except per share amounts. Due to rounding, numbers
presented may not foot.) |
|
|
|
|
|
|
|
|
|
|
|
|
Unaudited |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2021 |
December 31, 2020 |
September 30, 2020 |
|
|
|
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
|
Cash |
|
|
|
|
|
|
$ |
961 |
|
$ |
758 |
|
$ |
565 |
|
|
Accounts receivable |
|
|
|
|
|
|
512 |
|
|
483 |
|
|
420 |
|
|
Unbilled revenue |
|
|
|
|
|
|
144 |
|
|
98 |
|
|
102 |
|
|
Inventories |
|
|
|
|
|
|
|
32 |
|
|
27 |
|
|
30 |
|
|
Other assets |
|
|
|
|
|
|
278 |
|
|
219 |
|
|
217 |
|
|
|
|
|
|
|
|
|
|
|
1,929 |
|
|
1,585 |
|
|
1,333 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-current assets: |
|
|
|
|
|
|
|
|
|
Property and equipment |
|
|
|
|
|
91 |
|
|
86 |
|
|
80 |
|
|
Right of use assets |
|
|
|
|
|
|
252 |
|
|
251 |
|
|
239 |
|
|
Deferred income taxes |
|
|
|
|
|
63 |
|
|
52 |
|
|
50 |
|
|
Other assets |
|
|
|
|
|
|
94 |
|
|
75 |
|
|
79 |
|
|
Intangible assets |
|
3,006 |
|
|
2,325 |
|
|
2,097 |
|
|
|
|
|
|
|
|
|
|
|
3,506 |
|
|
2,790 |
|
|
2,546 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
|
|
|
|
|
$ |
5,434 |
|
$ |
4,375 |
|
$ |
3,879 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Shareholders' Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
Debt with recourse to Constellation Software Inc. |
|
|
$ |
137 |
|
$ |
113 |
|
$ |
104 |
|
|
Debt without recourse to Constellation Software Inc. |
|
|
54 |
|
|
28 |
|
|
4 |
|
|
Redeemable preferred securities |
|
|
|
|
7 |
|
|
- |
|
|
- |
|
|
Accounts payable and accrued liabilities |
|
|
|
|
720 |
|
|
666 |
|
|
535 |
|
|
Dividends payable |
|
|
|
|
|
|
21 |
|
|
21 |
|
|
21 |
|
|
Deferred revenue |
|
|
|
|
|
|
1,168 |
|
|
962 |
|
|
917 |
|
|
Provisions |
|
|
|
|
|
|
|
11 |
|
|
12 |
|
|
11 |
|
|
Acquisition holdback payables |
|
|
|
|
|
92 |
|
|
85 |
|
|
71 |
|
|
Lease obligations |
|
|
|
|
|
|
81 |
|
|
74 |
|
|
68 |
|
|
Income taxes payable |
|
|
|
|
|
86 |
|
|
78 |
|
|
90 |
|
|
|
|
|
|
|
|
|
|
|
2,377 |
|
|
2,040 |
|
|
1,821 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-current liabilities: |
|
|
|
|
|
|
|
|
|
Debt with recourse to Constellation Software Inc. |
|
|
|
550 |
|
|
421 |
|
|
397 |
|
|
Debt without recourse to Constellation Software Inc. |
|
|
325 |
|
|
199 |
|
|
169 |
|
|
Deferred income taxes |
|
|
|
|
|
393 |
|
|
285 |
|
|
253 |
|
|
Acquisition holdback payables |
|
|
|
|
|
49 |
|
|
37 |
|
|
30 |
|
|
Lease obligations |
|
|
|
|
|
|
195 |
|
|
201 |
|
|
191 |
|
|
Other liabilities |
|
|
|
|
|
|
145 |
|
|
146 |
|
|
116 |
|
|
|
|
|
|
|
|
|
|
|
1,656 |
|
|
1,288 |
|
|
1,155 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
|
|
|
|
|
4,034 |
|
|
3,328 |
|
|
2,976 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders' equity: |
|
|
|
|
|
|
|
|
|
Capital stock |
|
|
|
|
|
|
99 |
|
|
99 |
|
|
99 |
|
|
Other equity |
|
|
|
|
|
|
(162 |
) |
|
- |
|
|
- |
|
|
Accumulated other comprehensive income (loss) |
|
|
|
(69 |
) |
|
(31 |
) |
|
(49 |
) |
|
Retained earnings |
|
|
|
|
|
|
1,103 |
|
|
980 |
|
|
852 |
|
|
Non-controlling interests |
|
|
|
|
|
429 |
|
|
- |
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
1,401 |
|
|
1,048 |
|
|
902 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and shareholders' equity |
|
|
|
$ |
5,434 |
|
$ |
4,375 |
|
$ |
3,879 |
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSTELLATION
SOFTWARE INC. |
|
Condensed Consolidated
Interim Statements of Income
(loss) |
|
(In millions of U.S.
dollars, except per share amounts. Due to rounding, numbers
presented may not foot.) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three and nine months
ended September 30, 2021 |
|
Unaudited |
|
|
|
|
|
|
|
|
Three months ended September 30, |
|
Nine months ended September 30, |
|
|
|
|
|
|
|
|
|
2021 |
|
|
|
2020 |
|
|
|
2021 |
|
|
|
2020 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
License |
|
|
|
|
$ |
69 |
|
|
$ |
57 |
|
|
$ |
206 |
|
|
$ |
166 |
|
|
Professional services |
|
|
|
|
256 |
|
|
|
187 |
|
|
|
747 |
|
|
|
534 |
|
|
Hardware and other |
|
|
|
|
45 |
|
|
|
45 |
|
|
|
127 |
|
|
|
122 |
|
|
Maintenance and other recurring |
|
|
|
929 |
|
|
|
713 |
|
|
|
2,643 |
|
|
|
2,056 |
|
|
|
|
|
|
|
|
|
|
1,299 |
|
|
|
1,003 |
|
|
|
3,724 |
|
|
|
2,878 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
Staff |
|
|
|
|
|
676 |
|
|
|
504 |
|
|
|
1,982 |
|
|
|
1,493 |
|
|
Hardware |
|
|
|
|
|
25 |
|
|
|
25 |
|
|
|
71 |
|
|
|
70 |
|
|
Third party license, maintenance and professional services |
|
113 |
|
|
|
82 |
|
|
|
317 |
|
|
|
237 |
|
|
Occupancy |
|
|
|
|
|
10 |
|
|
|
9 |
|
|
|
30 |
|
|
|
26 |
|
|
Travel, telecommunications, supplies, software and equipment |
|
46 |
|
|
|
32 |
|
|
|
129 |
|
|
|
114 |
|
|
Professional fees |
|
|
|
|
21 |
|
|
|
15 |
|
|
|
53 |
|
|
|
41 |
|
|
Other, net |
|
|
|
|
|
21 |
|
|
|
5 |
|
|
|
41 |
|
|
|
10 |
|
|
Depreciation |
|
|
|
|
|
31 |
|
|
|
26 |
|
|
|
90 |
|
|
|
77 |
|
|
Amortization of intangible assets |
|
|
|
134 |
|
|
|
103 |
|
|
|
376 |
|
|
|
293 |
|
|
|
|
|
|
|
|
|
|
1,077 |
|
|
|
800 |
|
|
|
3,087 |
|
|
|
2,362 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign exchange loss (gain) |
|
|
|
(5 |
) |
|
|
1 |
|
|
|
(3 |
) |
|
|
5 |
|
|
IRGA/TSS Membership liability revaluation charge |
|
25 |
|
|
|
20 |
|
|
|
107 |
|
|
|
55 |
|
|
Finance and other expense (income) |
|
|
(4 |
) |
|
|
(2 |
) |
|
|
(9 |
) |
|
|
(4 |
) |
|
Bargain purchase gain |
|
|
|
|
(1 |
) |
|
|
(0 |
) |
|
|
(1 |
) |
|
|
(0 |
) |
|
Impairment of intangible and other non-financial assets |
|
1 |
|
|
|
3 |
|
|
|
7 |
|
|
|
11 |
|
|
Redeemable preferred securities expense (income) |
|
- |
|
|
|
- |
|
|
|
295 |
|
|
|
- |
|
|
Finance costs |
|
|
|
|
|
18 |
|
|
|
13 |
|
|
|
50 |
|
|
|
34 |
|
|
|
|
|
|
|
|
|
|
34 |
|
|
|
34 |
|
|
|
446 |
|
|
|
101 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes |
|
|
|
188 |
|
|
|
168 |
|
|
|
190 |
|
|
|
414 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current income tax expense (recovery) |
|
|
70 |
|
|
|
62 |
|
|
|
209 |
|
|
|
177 |
|
|
Deferred income tax expense (recovery) |
|
|
(4 |
) |
|
|
(16 |
) |
|
|
(43 |
) |
|
|
(50 |
) |
|
Income tax expense (recovery) |
|
|
|
67 |
|
|
|
46 |
|
|
|
166 |
|
|
|
127 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
|
|
|
121 |
|
|
|
122 |
|
|
|
24 |
|
|
|
288 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to: |
|
|
|
|
|
|
|
|
|
|
Common shareholders of Constellation Software Inc. |
|
107 |
|
|
|
122 |
|
|
|
186 |
|
|
|
288 |
|
|
Non-controlling interests |
|
|
|
|
15 |
|
|
|
- |
|
|
|
(162 |
) |
|
|
- |
|
|
Net income (loss) |
|
|
|
|
121 |
|
|
|
122 |
|
|
|
24 |
|
|
|
288 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per common share of Constellation Software Inc. |
|
|
|
|
|
|
|
|
|
Basic and diluted |
|
|
|
$ |
5.04 |
|
|
$ |
5.76 |
|
|
$ |
8.79 |
|
|
$ |
13.58 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSTELLATION
SOFTWARE INC. |
|
Condensed Consolidated
Interim Statements of Comprehensive Income
(Loss) |
|
(In millions of U.S.
dollars, except per share amounts. Due to rounding, numbers
presented may not foot.) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three and nine months
ended September 30, 2021 |
|
Unaudited |
|
|
|
|
|
|
|
|
Three months ended September 30, |
|
Nine months ended September 30, |
|
|
|
|
|
|
|
|
|
2021 |
|
|
|
2020 |
|
|
2021 |
|
|
|
2020 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
|
|
$ |
121 |
|
|
$ |
122 |
|
$ |
24 |
|
|
$ |
288 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Items that are or may be reclassified subsequently to net income
(loss): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translation differences from foreign
operations and other |
|
(21 |
) |
|
|
8 |
|
|
(39 |
) |
|
|
(9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income (loss) for the period, net of income
tax |
|
(21 |
) |
|
|
8 |
|
|
(39 |
) |
|
|
(9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income (loss) for the period |
$ |
100 |
|
|
$ |
130 |
|
$ |
(15 |
) |
|
$ |
279 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other comprehensive income (loss) attributable to: |
|
|
|
|
|
|
|
|
Common shareholders of Constellation Software Inc. |
|
(13 |
) |
|
|
8 |
|
|
(19 |
) |
|
|
(9 |
) |
|
Non-controlling interests |
|
|
|
|
(8 |
) |
|
|
- |
|
|
(19 |
) |
|
|
- |
|
|
Total other comprehensive income (loss) |
$ |
(21 |
) |
|
$ |
8 |
|
$ |
(39 |
) |
|
$ |
(9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income (loss) attributable to: |
|
|
|
|
|
|
|
|
Common shareholders of Constellation Software Inc. |
|
93 |
|
|
|
130 |
|
|
167 |
|
|
|
279 |
|
|
Non-controlling interests |
|
|
|
|
7 |
|
|
|
- |
|
|
(182 |
) |
|
|
- |
|
|
Total comprehensive income (loss) |
|
|
$ |
100 |
|
|
$ |
130 |
|
$ |
(15 |
) |
|
$ |
279 |
|
|
|
|
|
|
|
|
|
CONSTELLATION
SOFTWARE INC. |
Condensed Consolidated
Interim Statement of Changes in Equity |
(In millions of U.S.
dollars, except per share amounts. Due to rounding, numbers
presented may not foot.) |
|
|
|
|
|
|
|
|
|
|
Unaudited |
|
|
|
|
|
|
|
|
Nine months ended September 30, 2021 |
|
|
|
|
|
|
|
|
|
|
Equity Attributable to Shareholders of CSI |
|
|
|
|
|
Capital
stock |
Other
equity |
Accumulated
other comprehensive income (loss) |
Retained
earnings |
Total |
Non-controlling interests |
Total
equity |
|
|
|
|
|
|
|
|
|
|
Balance at January 1, 2021 |
$ |
99 |
$ |
- |
|
$ |
(31 |
) |
$ |
980 |
|
$ |
1,048 |
|
|
- |
|
$ |
1,048 |
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income (loss) for the period: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
- |
|
- |
|
|
- |
|
|
186 |
|
|
186 |
|
|
(162 |
) |
|
24 |
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translation differences from
foreign operations and other |
|
- |
|
- |
|
|
(19 |
) |
|
- |
|
|
(19 |
) |
|
(19 |
) |
|
(39 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other comprehensive income (loss) for
the period |
|
- |
|
- |
|
|
(19 |
) |
|
- |
|
|
(19 |
) |
|
(19 |
) |
|
(39 |
) |
|
|
|
|
|
|
|
|
|
|
Total comprehensive income (loss) for the
period |
|
- |
|
- |
|
|
(19 |
) |
|
186 |
|
|
167 |
|
|
(182 |
) |
|
(15 |
) |
|
|
|
|
|
|
|
|
|
|
Transactions with owners, recorded directly in equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Special dividend of Topicus Subordinate Voting Shares |
|
- |
|
(141 |
) |
|
(16 |
) |
|
- |
|
|
(157 |
) |
|
157 |
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
Issuance of Topicus Coop Ordinary Units to non-controlling
interests |
|
- |
|
(21 |
) |
|
(2 |
) |
|
- |
|
|
(23 |
) |
|
23 |
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
Net acquisition of non-controlling interest associated with
acquisitions and other movements |
|
- |
|
1 |
|
|
- |
|
|
1 |
|
|
1 |
|
|
1 |
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
Dividends to shareholders of the Company |
|
- |
|
|
- |
|
|
(64 |
) |
|
(64 |
) |
|
- |
|
|
(64 |
) |
|
|
|
|
|
|
|
|
|
|
Reclassification of redeemable preferred securities of Topicus Coop
from liabilities to non-controlling interest |
|
- |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
434 |
|
|
434 |
|
|
|
|
|
|
|
|
|
|
|
Accrued dividends to preference unit holders of Topicus Coop |
|
- |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(5 |
) |
|
(5 |
) |
|
|
|
|
|
|
|
|
|
|
Balance at September 30, 2021 |
$ |
99 |
$ |
(162 |
) |
|
(69 |
) |
$ |
1,103 |
|
$ |
972 |
|
$ |
429 |
|
$ |
1,401 |
|
|
|
|
|
|
|
|
|
|
|
CONSTELLATION
SOFTWARE INC. |
|
Condensed Consolidated
Interim Statement of Changes in Equity |
|
(In millions of U.S.
dollars, except per share amounts. Due to rounding, numbers
presented may not foot.) |
|
|
|
|
|
|
|
|
|
|
|
|
Unaudited |
|
Nine months ended
September 30, 2020 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity Attributable to Shareholders of CSI |
|
|
|
|
|
|
Capital
stock |
Other
equity |
Accumulated
other comprehensive income (loss) |
Retained
earnings |
Total |
Non-controlling interests |
Total
equity |
|
|
|
|
|
|
|
|
|
|
|
|
Balance at January 1, 2020 |
$ |
99 |
$ |
- |
$ |
(40 |
) |
$ |
628 |
|
$ |
687 |
|
$ |
- |
$ |
687 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income (loss) for the period: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
- |
|
- |
|
- |
|
|
288 |
|
|
288 |
|
|
- |
|
288 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translation differences from
foreign operations and other |
|
- |
|
- |
|
(9 |
) |
|
- |
|
|
(9 |
) |
|
- |
|
(9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Total other comprehensive income (loss) for the
period |
|
- |
|
- |
|
(9 |
) |
|
- |
|
|
(9 |
) |
|
- |
|
(9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income (loss) for the
period |
|
- |
|
- |
|
(9 |
) |
|
288 |
|
|
279 |
|
|
- |
|
279 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners, recorded directly in equity |
|
|
|
|
|
|
|
|
Dividends to shareholders of the Company |
|
- |
|
|
- |
|
|
(64 |
) |
|
(64 |
) |
|
- |
|
(64 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Balance at September 30, 2020 |
$ |
99 |
$ |
- |
$ |
(49 |
) |
$ |
852 |
|
$ |
902 |
|
$ |
- |
$ |
902 |
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSTELLATION
SOFTWARE INC. |
Condensed Consolidated
Interim Statements of Cash
Flows |
(In millions of U.S.
dollars, except per share amounts. Due to rounding, numbers
presented may not foot.) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three and nine months
ended September 30,
2021 |
Unaudited |
|
|
|
|
|
|
|
|
Three months ended September 30, |
|
Nine months ended September 30, |
|
|
|
|
|
|
|
|
|
2021 |
|
|
|
2020 |
|
|
|
2021 |
|
|
|
2020 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from (used in) operating activities: |
|
|
|
|
|
|
|
|
Net income (loss) |
|
|
$ |
121 |
|
|
$ |
122 |
|
|
$ |
24 |
|
|
$ |
288 |
|
|
Adjustments for: |
|
|
|
|
|
|
|
|
|
|
|
Depreciation |
|
|
|
31 |
|
|
|
26 |
|
|
|
90 |
|
|
|
77 |
|
|
|
Amortization of intangible assets |
|
134 |
|
|
|
103 |
|
|
|
376 |
|
|
|
293 |
|
|
|
IRGA/TSS Membership liability revaluation charge |
|
25 |
|
|
|
20 |
|
|
|
107 |
|
|
|
55 |
|
|
|
Finance and other expense (income) |
|
(4 |
) |
|
|
(2 |
) |
|
|
(9 |
) |
|
|
(4 |
) |
|
|
Bargain purchase (gain) |
|
(1 |
) |
|
|
(0 |
) |
|
|
(1 |
) |
|
|
(0 |
) |
|
|
Impairment of intangible and other non-financial assets |
|
|
1 |
|
|
|
3 |
|
|
|
7 |
|
|
|
11 |
|
|
|
Redeemable preferred securities expense (income) |
|
|
- |
|
|
|
- |
|
|
|
295 |
|
|
|
- |
|
|
|
Finance costs |
|
|
|
18 |
|
|
|
13 |
|
|
|
50 |
|
|
|
34 |
|
|
|
Income tax expense (recovery) |
|
67 |
|
|
|
46 |
|
|
|
166 |
|
|
|
127 |
|
|
|
Foreign exchange loss (gain) |
|
(5 |
) |
|
|
1 |
|
|
|
(3 |
) |
|
|
5 |
|
|
Change in non-cash operating assets and liabilities
exclusive of effects of business combinations |
|
(47 |
) |
|
|
(32 |
) |
|
|
53 |
|
|
|
69 |
|
|
Income taxes paid |
|
(48 |
) |
|
|
(66 |
) |
|
|
(196 |
) |
|
|
(123 |
) |
|
Net cash flows from (used in) operating activities |
|
292 |
|
|
|
234 |
|
|
|
959 |
|
|
|
831 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from (used in) financing activities: |
|
|
|
|
|
|
|
|
Interest paid on lease obligations |
|
|
(2 |
) |
|
|
(2 |
) |
|
|
(7 |
) |
|
|
(6 |
) |
|
Interest paid on debt |
|
|
|
(12 |
) |
|
|
(8 |
) |
|
|
(30 |
) |
|
|
(22 |
) |
|
Increase (decrease) in CSI facility |
|
|
- |
|
|
|
(100 |
) |
|
|
- |
|
|
|
(65 |
) |
|
Increase (decrease) in revolving credit debt facilities without
recourse to CSI |
|
12 |
|
|
|
- |
|
|
|
24 |
|
|
|
(55 |
) |
|
Proceeds from issuance of term debt facilities without recourse to
CSI |
|
6 |
|
|
|
7 |
|
|
|
140 |
|
|
|
22 |
|
|
Repayments of term debt facilities without recourse to CSI |
|
(2 |
) |
|
|
(1 |
) |
|
|
(4 |
) |
|
|
(5 |
) |
|
Credit facility transaction costs |
|
(0 |
) |
|
|
(0 |
) |
|
|
(4 |
) |
|
|
(0 |
) |
|
Payments of lease obligations |
|
|
(21 |
) |
|
|
(17 |
) |
|
|
(61 |
) |
|
|
(47 |
) |
|
Distribution to the Joday Group |
|
|
- |
|
|
|
- |
|
|
|
(22 |
) |
|
|
- |
|
|
Dividends paid |
|
(21 |
) |
|
|
(21 |
) |
|
|
(64 |
) |
|
|
(64 |
) |
|
Net cash flows from (used in) in financing activities |
|
(41 |
) |
|
|
(143 |
) |
|
|
(29 |
) |
|
|
(242 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from (used in) investing activities: |
|
|
|
|
|
|
|
|
Acquisition of businesses |
|
(130 |
) |
|
|
(123 |
) |
|
|
(736 |
) |
|
|
(298 |
) |
|
Cash obtained with acquired businesses |
|
|
28 |
|
|
|
31 |
|
|
|
112 |
|
|
|
55 |
|
|
Post-acquisition settlement payments, net of receipts |
|
(16 |
) |
|
|
(24 |
) |
|
|
(101 |
) |
|
|
(79 |
) |
|
Receipt of additional subscription amount from the sellers of
Topicus.com B.V. |
|
|
- |
|
|
|
- |
|
|
|
33 |
|
|
|
- |
|
|
Purchases of other investments |
|
|
(14 |
) |
|
|
- |
|
|
|
(15 |
) |
|
|
(2 |
) |
|
Proceeds from sales of other investments |
|
|
8 |
|
|
|
- |
|
|
|
8 |
|
|
|
- |
|
|
Interest, dividends and other proceeds received |
|
1 |
|
|
|
1 |
|
|
|
4 |
|
|
|
2 |
|
|
Property and equipment purchased |
|
(7 |
) |
|
|
(5 |
) |
|
|
(18 |
) |
|
|
(19 |
) |
|
Net cash flows from (used in) investing activities |
|
(131 |
) |
|
|
(120 |
) |
|
|
(713 |
) |
|
|
(340 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effect of foreign currency on cash and cash
equivalents |
|
(10 |
) |
|
|
8 |
|
|
|
(13 |
) |
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (decrease) in cash |
|
110 |
|
|
|
(21 |
) |
|
|
203 |
|
|
|
249 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash, beginning of period |
$ |
851 |
|
|
$ |
585 |
|
|
$ |
758 |
|
|
$ |
316 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash, end of period |
|
961 |
|
|
$ |
565 |
|
|
$ |
961 |
|
|
$ |
565 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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