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Operating highlights:
Quarter ended Nine months ended
September 30 September 30
--------------------- --------------------
2009 2008 2009 2008
---------- --------- --------- ---------
Revenues (millions) $ 451.1 $ 450.1 $ 1,237.4 $ 1,274.0
EBITDA (millions) $ 43.5 $ 47.5 $ 97.1 $ 94.9
Adjusted EPS $ 0.60 $ 0.68 $ 1.15 $ 1.08
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TORONTO, Nov. 3, 2009 (GLOBE NEWSWIRE) -- FirstService Corporation (TSX:FSV - News) (TSX:FSV.PR.U - News) (Nasdaq:FSRV - News) today reported results for its third quarter ended September 30, 2009. All amounts are in US dollars.
For the quarter ended September 30, 2009, revenues were $451.1 million, a slight increase relative to the same period in the prior year, EBITDA (1) was $43.5 million, down from $47.5 million and Adjusted EPS (2) was $0.60, versus $0.68 reported in the prior year period. GAAP EPS from continuing operations was $0.16 per share in the quarter, compared to $0.36 for the same quarter a year ago.
For the nine months ended September 30, 2009, revenues were $1.237 billion, a decrease of 3% relative to the same period in the prior year, EBITDA (1) was $97.1 million, up 2% from $94.9 million in the prior year and Adjusted EPS (2) was $1.15, up from $1.08 reported in the prior year period. GAAP EPS from continuing operations was a loss of $1.45 for the nine month period, compared to earnings of $0.53 for the same period a year ago.
"During the third quarter once again, we delivered solid results in Residential Property Management and excellent results in Property Services, while Commercial Real Estate continued to be under pressure primarily in North America and Europe," said Jay S. Hennick, Founder and Chief Executive Officer of FirstService Corporation. "We also recently completed several key initiatives including the acquisition of a 29.9% interest in publicly-traded Colliers CRE plc, the Colliers International operating partner in the UK, Ireland and Spain," he concluded.
On October 21, 2009, FirstService announced a $70 million public offering of 6.5% Convertible Unsecured Subordinated Debentures (the "Debentures"). FirstService has granted the underwriters a 10% over-allotment option, which may result in a total offering of up to $77 million. The Debentures are convertible into common shares at a price of US$28.00, and have a maturity date of December 31, 2014. FirstService has the right to pay interest and/or principal in cash or common shares, at its option. The net proceeds of the offering will be used to repay existing debt under the revolving credit facility and for general corporate purposes. On closing, currently expected to be November 10, 2009, FirstService will have in excess of $200 million of capital available for growth and acquisitions, represented by cash on hand and undrawn capacity on its revolving credit facility.
About FirstService Corporation
FirstService is a global diversified leader in the rapidly growing real estate services sector, providing services in the following three areas: commercial real estate; residential property management; and property services. Industry-leading service platforms include: Colliers International and FirstService Real Estate Advisors, together the third largest global player in commercial real estate; FirstService Residential Management, the largest manager of residential communities in North America; and TFC, North America's largest provider of property services through franchise and contractor networks.
FirstService is a diversified property services company with US$1.7 billion in annualized revenues and over 18,000 employees worldwide. More information about FirstService is available at www.firstservice.com.
Segmented Quarterly Results
Commercial Real Estate Services revenues totalled $156.0 million for the quarter, down 16% relative to the prior year quarter. Excluding the impact of acquisitions, revenues declined 23% (16% on a local currency basis) as a result of a reduction in investment sales and leasing activity, primarily in North America and Europe, due to the global economic slowdown and the depreciation of foreign currencies relative to the US dollar. Quarterly EBITDA, before a non-recurring $1.8 million cost containment charge, was $3.8 million, versus EBITDA of $12.3 million in the year-ago period.
Residential Property Management revenues increased to $174.8 million for the quarter, up 4% versus the prior year period, attributable to a 5% increase in property management contract revenue, offset by a decline in ancillary service revenues. EBITDA for the quarter was $17.6 million, versus $17.7 million in the prior year period.
Property Services revenues totalled $120.3 million, an increase of 23% over the prior year period. The revenue increase was attributable primarily to Field Asset Services. Revenues from the segment's consumer-oriented franchise operations declined 25% as a result of the continued weakness in the US economy. EBITDA in the third quarter was $24.2 million, an increase of 19% versus $20.3 million in the prior year.
Quarterly corporate costs were $3.6 million, relative to $3.2 million in the prior year period.
Deferred Income Tax Charge
During the quarter, the Company recorded a non-cash valuation allowance with respect to deferred income tax assets, which increased income tax expense by $3.6 million and reduced GAAP earnings per share by $0.11. For the nine month period ended September 30, 2009, the valuation allowance amounted to $18.5 million, or $0.58 per share. The valuation allowance relates to tax loss carry-forwards in the Company's North American Commercial Real Estate operations. The loss carry-forwards remain available to offset taxes over the next 20 years.
Conference Call
FirstService will be holding a conference call on Tuesday, November 3, 2009 at 11:00 a.m. Eastern Time to discuss results for the third quarter. The call will be simultaneously web cast and can be accessed live or after the call at www.firstservice.com in the "Investors / Newsroom" section.
Footnotes
1. Reconciliation of net earnings (loss) from continuing operations to EBITDA:
Three months ended Nine months ended
(in thousands of US September 30 September 30
dollars) --------------------- --------------------
(unaudited) 2009 2008 2009 2008
---------- --------- --------- ---------
Net earnings (loss) from
continuing operations $ 16,678 $ 19,257 $ (15,990) $ 36,904
Income tax 12,036 8,151 31,220 8,330
Other income 46 (1,354) (65) (3,274)
Integrated Security
division divesture bonus -- 5,715 -- 5,715
Impairment loss on
available-for-sale
securities (3,545) 2,485 (4,488) 2,485
Interest expense, net 2,928 1,188 8,622 8,757
---------- --------- --------- ---------
Operating earnings 28,143 35,442 19,299 58,917
Depreciation 7,128 5,592 19,492 17,217
Amortization of
intangible assets 4,949 4,457 16,202 13,744
Goodwill impairment
charge -- -- 29,583 --
---------- --------- --------- ---------
40,220 45,491 84,576 89,878
Stock-based
compensation expense 1,525 326 4,696 2,646
Cost containment 1,766 1,634 7,841 2,424
---------- --------- --------- ---------
EBITDA $ 43,511 $ 47,451 $ 97,113 $ 94,948
---------- --------- --------- ---------
EBITDA is defined as net earnings from continuing operations before income taxes, interest, depreciation and amortization, stock-based compensation expense and other non-cash or non-recurring expenses. The Company uses EBITDA to evaluate operating performance. EBITDA is an integral part of the Company's planning and reporting systems. Additionally, the Company uses multiples of current and projected EBITDA in conjunction with discounted cash flow models to determine its overall enterprise valuation and to evaluate acquisition targets. The Company believes EBITDA is a reasonable measure of operating performance because of the low capital intensity of its service operations. The Company also believes EBITDA is a financial metric used by many investors to compare companies, especially in the services industry, on the basis of operating results and the ability to incur and service debt. EBITDA is not a recognized measure of financial performance under United States generally accepted accounting principles (GAAP), and should not be considered as a substitute for operating earnings, net earnings or cash flows from operating activities, as determined in accordance with GAAP. The Company's method of calculating EBITDA may differ from other issuers and accordingly, EBITDA may not be comparable to measures used by other issuers.
2. Reconciliation of net earnings (loss) and net earnings (loss) per common share from continuing operations to adjusted net earnings and adjusted net earnings per share:
(in thousands of US dollars)
(unaudited) Three months ended Nine months ended
September 30 September 30
--------------------- --------------------
2009 2008 2009 2008
---------- --------- --------- ---------
Net earnings (loss)
attributable to common
shareholders $ 4,793 $ 115,128 $ (45,604) $ 106,332
Non-controlling interest
redemption increment 6,940 (36,344) 17,787 (24,276)
Company share of net
(earnings) loss from
discontinued operations,
net of tax 19 (68,074) 2,973 (66,218)
Amortization of
intangible assets 4,949 4,457 16,202 13,744
Goodwill impairment
charge -- -- 29,583 --
Integrated Security
division divestiture
bonus -- 5,715 -- 5,715
Stock-based
compensation expense 1,525 326 4,696 2,646
Cost containment 1,766 1,634 7,841 2,424
(Gain) loss on AFS
securities (3,545) 2,485 (4,488) 2,485
Income tax on adjustments (1,534) (4,705) (8,187) (8,954)
Deferred income tax
valuation allowance 3,563 -- 18,521 --
Non-controlling
interest on adjustments (672) (479) (5,381) (1,420)
---------- --------- --------- ---------
Adjusted net earnings
from continuing
operations $ 17,804 $ 20,143 $ 33,943 $ 32,478
---------- --------- --------- ---------
(in US dollars)
(unaudited)
Three months ended Nine months ended
September 30 September 30
--------------------- --------------------
2009 2008 2009 2008
---------- --------- --------- ---------
Diluted net earnings
(loss) per common
share from
continuing operations $ 0.16 $ 0.36 $ (1.45) $ 0.53
Non-controlling interest
redemption increment 0.24 -- 0.60 --
Amortization of
intangible assets,
net of income tax 0.10 0.09 0.33 0.26
Goodwill impairment charge -- -- 0.93 --
Integrated Security
division divestiture
bonus, net
of income tax -- 0.12 -- 0.12
Stock-based compensation
expense, net of
income tax 0.03 0.01 0.09 0.05
Cost containment,
net of income tax 0.04 0.03 0.17 0.05
(Gain) loss on AFS
securities, net of
income tax (0.08) 0.07 (0.10) 0.07
Deferred income tax
valuation allowance 0.11 -- 0.58 --
---------- --------- --------- ---------
Adjusted diluted net
earnings per common
share from $ 0.60 $ 0.68 $ 1.15 $ 1.08
continuing operations ---------- --------- --------- ---------
The Company is presenting adjusted earnings measures to eliminate the impact of: (i) the non-controlling interest ("NCI") redemption increment in connection with ASC 810-10 and related guidance; (ii) amortization expense related to intangible assets recognized in connection with acquisitions; (iii) a non-recurring goodwill impairment charge; (iv) stock-based compensation expense; (v) non-recurring cost containment expenses; (vi) any realized gains on sale or unrealized losses on impairment of available-for-sale securities and (vii) a deferred income tax valuation allowance related to tax loss carry-forwards. All of the adjustments are considered "non-GAAP financial measures" under applicable securities regulatory authority policies and guidelines.
Forward-looking Statements
This 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: (i) general economic and business conditions, which will, among other things, impact demand for the Company's services and the cost of providing services; (ii) the ability of the Company to implement its business strategy, including the Company's ability to acquire suitable acquisition candidates on acceptable terms and successfully integrate newly acquired businesses with its existing businesses; (iii) changes in or the failure to comply with government regulations; and (iv) other factors which are described in the Company's filings with applicable Canadian and United States securities regulatory authorities (which factors are adopted herein).
Summary financial information is provided in this press release. This press release should be read in conjunction with the Company's full quarterly financial statements and MD&A to be made available on SEDAR at www.sedar.com.
FIRSTSERVICE CORPORATION
Condensed Consolidated Statements of Earnings
---------------------------------------------
(in thousands of US dollars, except per share amounts)
Three months ended Nine months ended
September 30 September 30
---------------------- ----------------------
(unaudited) 2009 2008 2009 2008
---------- ---------- ---------- ----------
Revenues $ 451,080 $ 450,051 $1,237,433 $1,273,951
Cost of revenues 275,469 267,635 762,397 773,499
Selling, general and
administrative
expenses 135,391 136,925 390,460 410,574
Depreciation 7,128 5,592 19,492 17,217
Amortization of
intangible assets 4,949 4,457 16,202 13,744
Goodwill
impairment charge -- -- 29,583 --
---------- ---------- ---------- ----------
Operating earnings 28,143 35,442 19,299 58,917
Integrated Security
division divestiture
bonus -- 5,715 -- 5,715
(Gain) loss on
available-for-sale
securities (3,545) 2,485 (4,488) 2,485
Interest expense, net 2,928 1,188 8,622 8,757
Other expense (income) 46 (1,354) (65) (3,274)
---------- ---------- ---------- ----------
28,714 27,408 15,230 45,234
Income tax (1) 12,036 8,151 31,220 8,330
---------- ---------- ---------- ----------
Net earnings (loss)
from continuing
operations 16,678 19,257 (15,990) 36,904
Discontinued operations,
net of tax (2) (19) 67,628 (3,248) 64,410
---------- ---------- ---------- ----------
Net earnings (loss) 16,659 86,885 (19,238) 101,314
Non-controlling
interest share
of earnings (loss) 2,401 5,563 1,003 11,488
Non-controlling interest
redemption increment 6,940 (36,344) 17,787 (24,276)
---------- ---------- ---------- ----------
Net earnings (loss)
attributable to
Company $ 7,318 $ 117,666 $ (38,028) $ 114,102
Preferred share
dividends 2,525 2,538 7,576 7,770
---------- ---------- ---------- ----------
Net earnings (loss)
attributable to
common shareholders $ 4,793 $ 115,128 $ (45,604) $ 106,332
========== ========== ========== ==========
Net earnings (loss)
per common share (3)
Basic
Continuing
operations $ 0.16 $ 0.36 $ (1.45) $ 0.53
Discontinued
operations -- 2.32 (0.10) 2.22
---------- ---------- ---------- ----------
$ 0.16 $ 2.68 $ (1.55) $ 2.75
========== ========== ========== ==========
Diluted (4)
Continuing
operations $ 0.16 $ 0.36 $ (1.45) $ 0.53
Discontinued
operations -- 2.30 (0.10) 2.20
---------- ---------- ---------- ----------
$ 0.16 $ 2.66 $ (1.55) $ 2.73
========== ========== ========== ==========
Adjusted diluted net
earnings per common
share from
continuing operations
(5) $ 0.60 $ 0.68 $ 1.15 $ 1.08
========== ========== ========== ==========
Weighted average
common shares
outstanding: (in
thousands)
Basic 29,441 29,395 29,401 29,824
Diluted 29,548 29,568 29,443 30,055
Notes to Condensed Consolidated Statements of Earnings
(1) Income tax expense for the three months ended September 30, 2009
includes a $3,563 non-cash valuation allowance charge related to
deferred income tax assets (2008 - nil); income tax expense for the
nine months ended September 30, 2009 includes a $18,521 non-cash
valuation allowance charge related to deferred income tax assets (2008
- nil).
(2) Reflects (i) the Integrated Security segment; (ii) the Canadian
commercial mortgage securitization operation; and (iii) the Chicago-
based US mortgage brokerage and servicing operation. Amounts shown
are before NCI share. For the three months ended September 30, 2009,
NCI share was nil (2008 - $445) and for the nine months ended
September 30, 2009 NCI share was $(275) (2008 - $1,808).
(3) Based on the implementation rules within ASC 810-10 and related
guidance, comparative earnings per share for both the three month and
nine month periods ended September 30, 2008 were not restated for the
changes in accounting for NCI.
(4) Numerators for diluted earnings per share calculations have been
adjusted to reflect dilution from stock options at a subsidiary. The
adjustment for the three months ended September 30, 2009 was nil (2008
- $62) and nine months ended September 30, 2009 was nil (2008 - $79).
(5) See definition and reconciliation above.
Condensed Consolidated Balance Sheets
-------------------------------------
(in thousands of US dollars)
September 30 December 31
(unaudited) 2009 2008
------------ ------------
Assets
------
Cash and cash equivalents $ 63,274 $ 79,642
Restricted cash 3,715 10,240
Accounts receivable 212,597 175,520
Inventories 10,213 10,572
Prepaids and other current assets 48,016 50,674
Assets held for sale 415 14,210
------------ ------------
Current assets 338,230 340,858
Fixed assets 76,310 76,789
Other non-current assets 23,754 39,363
Goodwill and intangibles 501,316 527,124
Assets held for sale 2,205 6,503
------------ ------------
Total assets $ 941,815 $ 990,637
============ ============
Liabilities and shareholders' equity
------------------------------------
Accounts payable and accrued liabilities $ 219,882 $ 215,992
Other current liabilities 39,197 35,242
Long term debt - current 23,181 20,899
Liabilities related to assets held for sale 10 12,946
------------ ------------
Current liabilities 282,270 285,079
Long term debt - non-current 261,540 245,470
Other liabilities 24,792 21,832
Deferred income tax 41,999 42,072
Liabilities related to assets held for sale -- 278
Non-controlling interests 162,316 196,765
Shareholders' equity 168,898 199,141
------------ ------------
Total liabilities and equity $ 941,815 $ 990,637
============ ============
Supplemental Balance Sheet information
Total debt $ 284,721 $ 266,369
------------ ------------
Total debt, net of cash 221,447 186,727
------------ ------------
Condensed Consolidated Statements of Cash Flows
-----------------------------------------------
(in thousands of US dollars)
Three months ended Nine months ended
(unaudited) September 30 September 30
------------------ ------------------
2009 2008 2009 2008
-------- -------- -------- --------
Operating activities
Net earnings (loss) from
continuing operations $ 16,678 $ 19,257 $(15,990) $ 36,904
Items not affecting cash:
Depreciation and amortization 12,077 10,051 35,694 30,963
Goodwill impairment charge -- -- 29,583 --
Deferred income tax (1,547) (3,047) 879 (22,641)
Other 721 190 1,837 3,986
-------- -------- -------- --------
27,929 26,451 52,003 49,212
Changes in operating assets
and liabilities 4,905 4,089 (26,572) (38,810)
Discontinued operations 6,573 381 621 7,688
-------- -------- -------- --------
Net cash provided by operating
activities 39,407 30,921 26,052 18,090
-------- -------- -------- --------
Investing activities
Acquisitions of businesses,
net of cash acquired (9,044) (15,189) (34,323) (43,716)
Purchases of fixed assets, net (7,233) (4,010) (18,548) (19,285)
Other investing activities 11,456 1,218 8,442 8,612
Discontinued operations 307 155,101 (167) 154,413
-------- -------- -------- --------
Net cash (used in) provided by
investing activities (4,514) 137,120 (44,596) 100,024
-------- -------- -------- --------
Financing activities
(Decrease) increase in
long-term debt, net (32,035) (136,357) 15,786 (87,778)
Preferred share dividends (2,525) (2,538) (7,576) (7,770)
Other financing activities (3,900) (3,374) (9,444) (27,308)
Discontinued operations -- -- -- 140
-------- -------- -------- --------
Net cash used in financing
activities (38,460) (142,269) (1,234) (122,716)
-------- -------- -------- --------
Effect of exchange rate
changes on cash 1,757 56 3,149 (2,379)
-------- -------- -------- --------
(Decrease) increase in cash
and cash equivalents (1,810) 25,828 (16,629) (6,981)
Cash and cash equivalents,
beginning of period including
cash held by discontinued
operations $ 65,230 $ 69,227 $ 80,049 $102,036
-------- -------- -------- --------
Cash and cash equivalents, end
of period including cash held
by discontinued operations $ 63,420 $ 95,055 $ 63,420 $ 95,055
======== ======== ======== ========
Segmented Revenues, EBITDA and Operating Earnings
-------------------------------------------------
(in thousands of US dollars)
Commercial
Real Residential
Estate Property Property
(unaudited) Services Management Services Corporate Consolidated
---------------------------------------------------------
Three
months
ended
September
30
2009
Revenues $ 155,984 $ 174,757 $ 120,305 $ 34 $ 451,080
EBITDA 2,008 17,646 24,180 (3,614) 40,220
Stock-based
compen-
sation 1,525
Cost
containment 1,766 1,766
--------- ---------
3,774 43,511
--------- ---------
Operating
earnings
(loss) (4,338) 14,720 21,457 (3,696) 28,143
2008
Revenues $ 185,158 $ 167,388 $ 97,467 $ 38 $ 450,051
EBITDA 10,649 17,744 20,266 (3,168) 45,491
Stock-based
compen-
sation 326
Cost
containment 1,634 1,634
--------- ---------
12,283 47,451
--------- ---------
Operating
earnings 5,250 15,039 18,408 (3,255) 35,442
Commercial
Real Residential
Estate Property Property
(unaudited) Services Management Services Corporate Consolidated
---------------------------------------------------------
Nine months
ended
September
30
2009
Revenues $ 417,043 $ 489,271 $ 331,020 $ 99 $ 1,237,433
EBITDA (13,516) 46,074 60,414 (8,396) 84,576
Stock-based
compen-
sation 4,696
Cost
containment 7,841 7,841
---------- -----------
(5,675) 97,113
---------- -----------
Operating
earnings
(loss) (1) (62,827) 37,402 53,351 (8,627) 19,299
2008
Revenues $ 564,342 $ 471,038 $ 238,412 $ 159 $ 1,273,951
EBITDA 19,321 43,626 35,369 (8,438) 89,878
Stock-based
compen-
sation 2,646
Cost
containment 2,424 2,424
---------- -----------
21,745 94,948
---------- -----------
Operating
earnings 2,729 35,009 29,932 (8,753) 58,917
(1) Includes goodwill impairment charge in the amount of $29,583
recorded in the Commercial Real Estate Services segment during
the quarter ended March 31, 2009.
FirstService Corporation
Jay S. Hennick, Founder & CEO
D. Scott Patterson, President & COO
John B. Friedrichsen, Senior Vice President & CFO
(416) 960-9500
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