Colliers International Group Inc. (NASDAQ and TSX: CIGI)
(“Colliers” or the “Company”) today announced operating and
financial results for the second quarter ended June 30, 2023. All
amounts are in US dollars.
For the quarter ended June 30, 2023, revenues
were $1.08 billion, down 4% (4% in local currency) and adjusted
EBITDA (note 1) was $147.1 million, down 9% (8% in local currency).
Adjusted EPS (note 2) was $1.31, relative to $1.84 in the prior
year quarter and was primarily impacted by higher interest expense.
Second quarter adjusted EPS would have been approximately $0.01
higher excluding foreign exchange impacts. The GAAP operating
earnings were $75.3 million as compared to $103.9 million in the
prior year quarter. The GAAP diluted net loss per share was $0.16
versus earnings of $0.67 in the prior year quarter primarily due to
lower operating earnings and higher interest expense. The second
quarter GAAP diluted net loss per share would have been
approximately $0.01 lower excluding changes in foreign exchange
rates.
For the six months ended June 30, 2023, revenues
were $2.04 billion, down 4% (3% in local currency), adjusted EBITDA
(note 1) was $251.7 million, down 11% (11% in local currency) and
adjusted EPS (note 2) was $2.16, relative to $3.28 in the prior
year period. Six months ended June 30, 2023 adjusted EPS would have
been approximately $0.01 higher excluding foreign exchange impacts.
The GAAP operating earnings were $97.4 million as compared to
$144.7 million in the prior year period. The GAAP diluted net loss
per share was $0.61 as compared to earnings per share of $0.26 in
the prior year period. Six months ended June 30, 2023 GAAP diluted
net loss per share would have been approximately $0.01 lower
excluding changes in foreign exchange rates.
“During the second quarter, Colliers’ recurring
revenues continued to grow, accounting for 65% of Adjusted EBITDA.
Having significant recurring revenues highlights our balanced and
resilient business model, enables us to withstand market
fluctuations and sets us apart from the others. While Investment
Management and Outsourcing & Advisory experienced robust growth
during the quarter with revenues up 58% and 10%, respectively,
Capital Markets and, to a lesser extent, Leasing declined compared
to the prior year’s record revenue levels. Lower transaction
volumes were caused by rising interest rates, challenging debt
availability and continued price discovery, which we expect will
rebound once market conditions stabilize. Since most of our
business is performing well, we are maintaining our financial
outlook for the year,” said Jay S. Hennick, Chairman & CEO of
Colliers.
“In the quarter, Colliers continued to complete
strategic investments across the board, adding Engineering and
Project Management companies in the US, Australia and New Zealand.
Since 2015, Colliers has transformed into a highly diversified and
global professional services company with significant recurring
revenue streams and a proven record of creating value for
shareholders,” he concluded.
About ColliersColliers (NASDAQ,
TSX: CIGI) is a leading diversified professional services and
investment management company. With operations in 66 countries, our
18,000 enterprising professionals work collaboratively to provide
expert real estate and investment advice to clients. For more than
28 years, our experienced leadership with significant inside
ownership has delivered compound annual investment returns of
approximately 20% for shareholders. With annual revenues of $4.5
billion and $99 billion of assets under management, Colliers
maximizes the potential of property and real assets to accelerate
the success of our clients, our investors and our people. Learn
more at corporate.colliers.com, Twitter @Colliers or LinkedIn.
Consolidated Revenues by Line of
Service
|
Three months endedJune 30 |
Change in US$ |
Change in LC |
|
Six months endedJune 30 |
Change in US$ |
Change in LC |
(in thousands of
US$) |
|
(LC = local currency) |
2023 |
|
2022 |
% |
% |
|
2023 |
|
2022 |
% |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outsourcing &
Advisory |
$ |
519,578 |
|
$ |
475,865 |
9% |
10% |
|
$ |
974,508 |
|
$ |
890,410 |
9% |
11% |
Investment
Management (1) |
|
118,860 |
|
|
75,127 |
58% |
58% |
|
|
239,606 |
|
|
161,504 |
48% |
48% |
Leasing |
|
256,684 |
|
|
277,396 |
-7% |
-7% |
|
|
495,071 |
|
|
514,668 |
-4% |
-2% |
Capital
Markets |
|
182,916 |
|
|
299,458 |
-39% |
-38% |
|
|
334,756 |
|
|
562,176 |
-40% |
-39% |
Total
revenues |
$ |
1,078,038 |
|
$ |
1,127,846 |
-4% |
-4% |
|
$ |
2,043,941 |
|
$ |
2,128,758 |
-4% |
-3% |
(1) Investment
Management local currency revenues, excluding pass-through carried
interest, were up 62% and 78% for the three and six months ended
June 30, 2023, respectively. |
For the second quarter, consolidated revenues
decreased 4% on a local currency basis. Investment Management and
Outsourcing & Advisory generated robust growth. Capital Markets
and, to a lesser extent, Leasing declined as expected relative to
the prior year’s record levels, consistent with the overall market.
Consolidated internal revenues measured in local currencies
declined 10% (note 3) versus the prior year quarter.
For the six months ended June 30, 2023,
consolidated revenues decreased 3% on a local currency basis.
Investment Management and Outsourcing & Advisory were up
strongly while Capital Markets and, to a lesser extent, Leasing
declined in line with overall market conditions. Consolidated
internal revenues measured in local currencies were down 10% (note
3).
Segmented Second Quarter
ResultsRevenues in the Americas region totalled $631.3
million down 15% (14% in local currency) versus $740.7 million in
the comparative prior year quarter. The decline was attributable to
lower Capital Markets activity and, to a lesser extent, Leasing
relative to a record prior year quarter. Outsourcing & Advisory
revenues were up, led by Engineering & Design and Project
Management. Adjusted EBITDA was $69.6 million, down 31% (31% in
local currency) relative to the prior year quarter, which was
favourably impacted by an $11.7 million gain on the termination of
a lease. GAAP operating earnings were $46.5 million, relative to
$81.1 million in the prior year quarter.
Revenues in the EMEA region totalled $173.8
million, up 3% (1% in local currency) compared to $169.3 million in
the prior year quarter on higher Outsourcing & Advisory
revenues (including recent acquisitions), while Capital Markets and
Leasing declined, consistent with market conditions in the region.
Adjusted EBITDA was $6.3 million compared to $14.4 million in the
prior year quarter, attributable to the reduction in higher-margin
transactional revenues. The GAAP operating loss was $5.1 million
compared to earnings of $4.2 million in the prior year quarter.
Revenues in the Asia Pacific region totalled
$153.9 million compared to $142.6 million in the prior year
quarter, up 8% (14% in local currency), with growth in Leasing and
Outsourcing & Advisory (including recent acquisitions) more
than offsetting a modest decline in Capital Markets. Adjusted
EBITDA was $23.0 million, up 18% (24% in local currency) primarily
on changes in service mix. GAAP operating earnings were $19.6
million, versus $17.6 million in the prior year quarter.
Investment Management revenues were $118.9
million compared to $75.1 million in the prior year quarter, up 58%
(58% in local currency). Passthrough revenue (from historical
carried interest) was nil versus $1.9 million in the prior year
quarter. Excluding the impact of carried interest, revenue was up
62% (62% in local currency) driven by both acquisitions and
management fee growth from increased assets under management
(“AUM”). Adjusted EBITDA was $50.0 million, up 71% (71% in local
currency) over the prior year quarter. GAAP operating earnings were
$26.4 million in the quarter, versus $19.2 million in the prior
year quarter. AUM were $99.0 billion as of June 30, 2023 compared
to $97.7 billion as of December 31, 2022.
Unallocated global corporate costs as reported
in Adjusted EBITDA were $1.9 million in the second quarter,
relative to $3.4 million in the prior year quarter. The corporate
GAAP operating loss for the quarter was $12.1 million relative to
$18.2 million in the second quarter of 2022.
Outlook for 2023The Company is
maintaining the outlook previously provided in May 2023. Lower
Capital Markets and Leasing transaction volumes are expected to
persist for the remainder of the year. Robust growth (including the
impact of recent acquisitions) is expected to continue in the
Company’s high value recurring service lines, Investment Management
and Outsourcing & Advisory. The Company expects higher Adjusted
EBITDA margins in 2023 due to the change in service mix (greater
proportion of earnings coming from higher-margin Investment
Management) offset in part by lower Capital Markets margins, net of
cost control measures across the Company. Adjusted EPS growth is
expected to continue to be impacted by increased interest expense
as well as a larger proportion of earnings growth generated from
non-wholly owned operations.
The outlook for 2023, including the impact of
acquisitions completed in 2022 and to the present date in 2023, is
as follows:
Measure |
2022 |
Outlook for 2023 |
Revenue |
$4.5 billion |
$4.4 billion - $4.6 billion |
AEBITDA |
$630.5 million |
$670
million - $720 million |
AEPS |
$6.99 |
$6.70 - $7.50 |
The financial outlook is based on the Company’s
best available information as of the date of this press release,
and remains subject to change based on numerous macroeconomic,
health, social, geopolitical and related factors.
Conference CallColliers will be
holding a conference call on Wednesday, August 2, 2023 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 and real asset 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 asset 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 employees; 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, war
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 investment management 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.
This press release does not constitute an offer
to sell or a solicitation of an offer to purchase an interest in
any fund.
NotesNon-GAAP
Measures
1. 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) loss on disposal of operations; (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 |
|
Six months
ended |
|
June
30 |
|
June
30 |
(in thousands of US$) |
2023 |
|
2022 |
|
2023 |
|
2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings |
$ |
35,001 |
|
|
$ |
66,731 |
|
|
$ |
34,094 |
|
|
$ |
88,048 |
|
Income tax |
|
16,477 |
|
|
|
28,610 |
|
|
|
20,016 |
|
|
|
44,937 |
|
Other income, including equity earnings from non-consolidated
investments |
|
(886 |
) |
|
|
(1,062 |
) |
|
|
(4,206 |
) |
|
|
(4,190 |
) |
Interest expense, net |
|
24,670 |
|
|
|
9,571 |
|
|
|
47,502 |
|
|
|
15,889 |
|
Operating earnings |
|
75,262 |
|
|
|
103,850 |
|
|
|
97,406 |
|
|
|
144,684 |
|
Loss on disposal of operations |
|
2,282 |
|
|
|
950 |
|
|
|
2,282 |
|
|
|
27,040 |
|
Depreciation and amortization |
|
50,794 |
|
|
|
44,097 |
|
|
|
100,286 |
|
|
|
80,737 |
|
Gains attributable to MSRs |
|
(6,052 |
) |
|
|
(2,526 |
) |
|
|
(9,087 |
) |
|
|
(7,823 |
) |
Equity earnings from non-consolidated investments |
|
532 |
|
|
|
906 |
|
|
|
3,686 |
|
|
|
4,066 |
|
Acquisition-related items |
|
11,668 |
|
|
|
9,365 |
|
|
|
38,136 |
|
|
|
24,448 |
|
Restructuring costs |
|
7,038 |
|
|
|
181 |
|
|
|
7,781 |
|
|
|
271 |
|
Stock-based compensation expense |
|
5,556 |
|
|
|
4,490 |
|
|
|
11,213 |
|
|
|
9,351 |
|
Adjusted EBITDA |
$ |
147,080 |
|
|
$ |
161,313 |
|
|
$ |
251,703 |
|
|
$ |
282,774 |
|
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) loss on disposal of operations;
(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 and
fully converted or redeemed by June 1, 2023. 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 |
|
Six months
ended |
|
June
30 |
|
June
30 |
(in thousands of US$) |
2023 |
|
2022 |
|
2023 |
|
2022 |
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings |
$ |
35,001 |
|
|
$ |
66,731 |
|
|
$ |
34,094 |
|
|
$ |
88,048 |
|
Non-controlling interest share of earnings |
|
(13,816 |
) |
|
|
(11,806 |
) |
|
|
(24,757 |
) |
|
|
(20,322 |
) |
Interest on Convertible Notes |
|
561 |
|
|
|
2,300 |
|
|
|
2,861 |
|
|
|
4,600 |
|
Loss on disposal of operations |
|
2,282 |
|
|
|
950 |
|
|
|
2,282 |
|
|
|
27,040 |
|
Amortization of intangible assets |
|
37,330 |
|
|
|
32,279 |
|
|
|
74,173 |
|
|
|
56,870 |
|
Gains attributable to MSRs |
|
(6,052 |
) |
|
|
(2,526 |
) |
|
|
(9,087 |
) |
|
|
(7,823 |
) |
Acquisition-related items |
|
11,668 |
|
|
|
9,365 |
|
|
|
38,136 |
|
|
|
24,448 |
|
Restructuring costs |
|
7,038 |
|
|
|
181 |
|
|
|
7,781 |
|
|
|
271 |
|
Stock-based compensation expense |
|
5,556 |
|
|
|
4,490 |
|
|
|
11,213 |
|
|
|
9,351 |
|
Income tax on adjustments |
|
(11,845 |
) |
|
|
(9,891 |
) |
|
|
(23,193 |
) |
|
|
(16,310 |
) |
Non-controlling interest on adjustments |
|
(5,773 |
) |
|
|
(4,269 |
) |
|
|
(10,926 |
) |
|
|
(7,939 |
) |
Adjusted net earnings |
$ |
61,950 |
|
|
$ |
87,804 |
|
|
$ |
102,577 |
|
|
$ |
158,234 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months
ended |
|
Six months
ended |
|
June
30 |
|
June
30 |
(in US$) |
2023 |
|
2022 |
|
2023 |
|
2022 |
|
|
|
|
|
|
|
|
|
|
|
|
Diluted net earnings (loss) per common share(1) |
$ |
(0.14 |
) |
|
$ |
0.64 |
|
|
$ |
(0.57 |
) |
|
$ |
0.24 |
|
Interest on Convertible Notes, net of tax |
|
0.01 |
|
|
|
0.04 |
|
|
|
0.04 |
|
|
|
0.07 |
|
Non-controlling interest redemption increment |
|
0.59 |
|
|
|
0.51 |
|
|
|
0.77 |
|
|
|
1.16 |
|
Loss on disposal of operations |
|
0.05 |
|
|
|
0.02 |
|
|
|
0.05 |
|
|
|
0.56 |
|
Amortization expense, net of tax |
|
0.49 |
|
|
|
0.41 |
|
|
|
0.97 |
|
|
|
0.71 |
|
Gains attributable to MSRs, net of tax |
|
(0.07 |
) |
|
|
(0.03 |
) |
|
|
(0.11 |
) |
|
|
(0.09 |
) |
Acquisition-related items |
|
0.19 |
|
|
|
0.18 |
|
|
|
0.70 |
|
|
|
0.45 |
|
Restructuring costs, net of tax |
|
0.11 |
|
|
|
- |
|
|
|
0.12 |
|
|
|
- |
|
Stock-based compensation expense, net of tax |
|
0.08 |
|
|
|
0.07 |
|
|
|
0.19 |
|
|
|
0.18 |
|
Adjusted EPS |
$ |
1.31 |
|
|
$ |
1.84 |
|
|
$ |
2.16 |
|
|
$ |
3.28 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted weighted average shares for Adjusted EPS (thousands) |
|
47,422 |
|
|
|
47,804 |
|
|
|
47,442 |
|
|
|
48,302 |
|
(1) Amounts shown
reflect the "if-converted" method's dilutive impact on the adjusted
EPS calculation for the three months and six months ended June 30,
2023 and 2022, respectively. |
3. Reconciliation of net cash flow from
operations to free cash flow
Free cash flow is defined as net cash flow from
operating activities plus contingent acquisition consideration
paid, less purchases of fixed assets, plus cash collections on AR
Facility deferred purchase price less distributions to
non-controlling interests. We use free cash flow as a measure to
evaluate and monitor operating performance as well as our ability
to service debt, fund acquisitions and pay of dividends to
shareholders. We present free cash flow as a supplemental measure
because we believe this measure is a financial metric used by many
investors to compare valuation and liquidity measures across
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 free cash flow may differ from other issuers and
accordingly, this measure may not be comparable to measures used by
other issuers. A reconciliation of net cash flow from operating
activities to free cash flow appears below.
|
Three months
ended |
|
Six months
ended |
|
June
30 |
|
June
30 |
(in thousands of US$) |
2023 |
|
2022 |
|
2023 |
|
2022 |
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) operating activities |
$ |
98,973 |
|
|
$ |
32,399 |
|
|
$ |
(33,595 |
) |
|
$ |
(248,310 |
) |
Contingent acquisition consideration paid |
|
2,719 |
|
|
|
1,257 |
|
|
|
2,991 |
|
|
|
60,810 |
|
Purchase of fixed assets |
|
(22,179 |
) |
|
|
(13,581 |
) |
|
|
(41,062 |
) |
|
|
(23,416 |
) |
Cash collections on AR Facility deferred purchase price |
|
28,539 |
|
|
|
90,101 |
|
|
|
59,311 |
|
|
|
256,429 |
|
Distributions paid to non-controlling interests |
|
(40,059 |
) |
|
|
(26,628 |
) |
|
|
(51,120 |
) |
|
|
(41,554 |
) |
Free cash flow |
$ |
67,993 |
|
|
$ |
83,548 |
|
|
$ |
(63,475 |
) |
|
$ |
3,959 |
|
4. Local currency revenue and AEBITDA growth
rate and internal revenue growth rate measures
Percentage revenue and AEBITDA 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.
5. 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.
6. Adjusted EBITDA from recurring revenue
percentage
Adjusted EBITDA from recurring revenue
percentage is computed on a trailing twelve-month basis and
represents the proportion of adjusted EBITDA (note 1) that is
derived from Outsourcing & Advisory and Investment Management
service lines. Both these service lines represent medium to
long-term duration revenue streams that are either contractual or
repeatable in nature. Adjusted EBITDA for this purpose is
calculated in the same manner as for our debt agreement covenant
calculation purposes, incorporating the expected full year impact
of business acquisitions and dispositions.
Colliers
International Group Inc. |
Condensed
Consolidated Statements of Earnings (Loss) |
(in thousands of US$,
except per share amounts) |
|
|
Three
months |
|
|
Six
months |
|
|
ended June
30 |
|
|
ended June
30 |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Revenues |
$ |
1,078,038 |
|
|
$ |
1,127,846 |
|
|
$ |
2,043,941 |
|
|
$ |
2,128,758 |
|
Cost of revenues |
|
640,650 |
|
|
|
703,302 |
|
|
|
1,226,910 |
|
|
|
1,334,855 |
|
Selling, general and administrative expenses |
|
297,382 |
|
|
|
266,282 |
|
|
|
578,921 |
|
|
|
516,994 |
|
Depreciation |
|
13,464 |
|
|
|
11,818 |
|
|
|
26,113 |
|
|
|
23,867 |
|
Amortization of intangible assets |
|
37,330 |
|
|
|
32,279 |
|
|
|
74,173 |
|
|
|
56,870 |
|
Acquisition-related items (1) |
|
11,668 |
|
|
|
9,365 |
|
|
|
38,136 |
|
|
|
24,448 |
|
Loss on disposal of operations |
|
2,282 |
|
|
|
950 |
|
|
|
2,282 |
|
|
|
27,040 |
|
Operating earnings |
|
75,262 |
|
|
|
103,850 |
|
|
|
97,406 |
|
|
|
144,684 |
|
Interest expense, net |
|
24,670 |
|
|
|
9,571 |
|
|
|
47,502 |
|
|
|
15,889 |
|
Equity earnings from unconsolidated investments |
|
(532 |
) |
|
|
(906 |
) |
|
|
(3,686 |
) |
|
|
(4,066 |
) |
Other income |
|
(354 |
) |
|
|
(156 |
) |
|
|
(520 |
) |
|
|
(124 |
) |
Earnings before income tax |
|
51,478 |
|
|
|
95,341 |
|
|
|
54,110 |
|
|
|
132,985 |
|
Income tax |
|
16,477 |
|
|
|
28,610 |
|
|
|
20,016 |
|
|
|
44,937 |
|
Net earnings |
|
35,001 |
|
|
|
66,731 |
|
|
|
34,094 |
|
|
|
88,048 |
|
Non-controlling interest share of earnings |
|
13,816 |
|
|
|
11,806 |
|
|
|
24,757 |
|
|
|
20,322 |
|
Non-controlling interest redemption increment |
|
28,036 |
|
|
|
24,564 |
|
|
|
36,340 |
|
|
|
56,005 |
|
Net earnings (loss) attributable to Company |
$ |
(6,851 |
) |
|
$ |
30,361 |
|
|
$ |
(27,003 |
) |
|
$ |
11,721 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings (loss) per common share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
$ |
(0.15 |
) |
|
$ |
0.70 |
|
|
$ |
(0.61 |
) |
|
$ |
0.27 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted (2) |
$ |
(0.16 |
) |
|
$ |
0.67 |
|
|
$ |
(0.61 |
) |
|
$ |
0.26 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EPS (3) |
$ |
1.31 |
|
|
$ |
1.84 |
|
|
$ |
2.16 |
|
|
$ |
3.28 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares (thousands) |
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
45,069 |
|
|
|
43,336 |
|
|
|
44,064 |
|
|
|
43,698 |
|
Diluted |
|
45,362 |
|
|
|
47,804 |
|
|
|
44,064 |
|
|
|
44,328 |
|
Notes to Condensed Consolidated
Statements of Earnings
- Acquisition-related items include contingent acquisition
consideration fair value adjustments, contingent acquisition
consideration-related compensation expense and transaction
costs.
- 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 and fully converted or
redeemed by June 1, 2023. 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-month periods ended June 30, 2023 and 2022,
respectively and anti-dilutive for the six-month periods ended June
30, 2023 and 2022, respectively.
- See definition and reconciliation above.
Colliers International Group Inc. |
|
|
|
|
|
|
|
|
Condensed Consolidated Balance Sheets |
|
|
|
|
|
|
|
|
(in thousands of US$) |
|
|
|
|
|
|
|
|
|
|
|
|
|
June
30, |
|
December
31, |
|
June
30, |
|
2023 |
|
2022 |
|
2022 |
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
$ |
172,371 |
|
$ |
173,661 |
|
$ |
171,312 |
Restricted cash (1) |
|
85,207 |
|
|
25,381 |
|
|
35,142 |
Accounts receivable and contract assets |
|
669,311 |
|
|
669,803 |
|
|
609,196 |
Warehouse receivables (2) |
|
77,443 |
|
|
29,623 |
|
|
33,595 |
Prepaids and other assets |
|
287,490 |
|
|
269,605 |
|
|
264,690 |
Real estate assets held for sale |
|
41,084 |
|
|
45,353 |
|
|
199,461 |
Current assets |
|
1,332,906 |
|
|
1,213,426 |
|
|
1,313,396 |
Other non-current assets |
|
182,305 |
|
|
166,726 |
|
|
140,677 |
Fixed assets |
|
182,944 |
|
|
164,493 |
|
|
144,346 |
Operating lease right-of-use assets |
|
365,198 |
|
|
341,623 |
|
|
316,731 |
Deferred tax assets, net |
|
67,959 |
|
|
63,460 |
|
|
68,429 |
Goodwill and intangible assets |
|
3,167,063 |
|
|
3,148,449 |
|
|
2,198,567 |
Total assets |
$ |
5,298,375 |
|
$ |
5,098,177 |
|
$ |
4,182,146 |
|
|
|
|
|
|
|
|
|
Liabilities and shareholders' equity |
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities |
$ |
1,008,318 |
|
$ |
1,128,754 |
|
$ |
913,059 |
Other current liabilities |
|
101,528 |
|
|
100,840 |
|
|
96,272 |
Long-term debt - current |
|
8,960 |
|
|
1,360 |
|
|
4,808 |
Warehouse credit facilities (2) |
|
70,009 |
|
|
24,286 |
|
|
27,208 |
Operating lease liabilities - current |
|
88,659 |
|
|
84,989 |
|
|
78,138 |
Liabilities related to real estate assets held for sale |
|
- |
|
|
1,353 |
|
|
109,666 |
Current liabilities |
|
1,277,474 |
|
|
1,341,582 |
|
|
1,229,151 |
Long-term debt - non-current |
|
1,659,461 |
|
|
1,437,739 |
|
|
1,035,178 |
Operating lease liabilities - non-current |
|
348,707 |
|
|
322,496 |
|
|
298,121 |
Other liabilities |
|
157,379 |
|
|
139,392 |
|
|
129,094 |
Deferred tax liabilities, net |
|
44,722 |
|
|
57,754 |
|
|
55,093 |
Convertible notes |
|
- |
|
|
226,534 |
|
|
225,866 |
Redeemable non-controlling interests |
|
1,093,696 |
|
|
1,079,306 |
|
|
720,685 |
Shareholders' equity |
|
716,936 |
|
|
493,374 |
|
|
488,958 |
Total liabilities and equity |
$ |
5,298,375 |
|
$ |
5,098,177 |
|
$ |
4,182,146 |
|
|
|
|
|
|
|
|
|
Supplemental balance sheet information |
|
|
|
|
|
|
|
|
Total debt (3) |
$ |
1,668,421 |
|
$ |
1,439,099 |
|
$ |
1,039,986 |
Total debt, net of cash and cash equivalents (3) |
|
1,496,050 |
|
|
1,265,438 |
|
|
868,674 |
Net debt / pro forma adjusted EBITDA ratio (4) |
|
2.4 |
|
|
1.8 |
|
|
1.4 |
Notes to Condensed Consolidated Balance
Sheets
- Restricted cash consists primarily of cash amounts set aside to
satisfy legal or contractual requirements arising in the normal
course of business.
- 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.
- Excluding warehouse credit facilities and convertible
notes.
- 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 |
|
Six months
ended |
|
June
30 |
|
June
30 |
|
2023 |
|
2022 |
|
2023 |
|
2022 |
|
|
|
|
|
|
|
|
|
|
|
|
Cash provided by (used in) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating activities |
|
|
|
|
|
|
|
|
|
|
|
Net earnings |
$ |
35,001 |
|
|
$ |
66,731 |
|
|
$ |
34,094 |
|
|
$ |
88,048 |
|
Items not affecting cash: |
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
50,794 |
|
|
|
44,097 |
|
|
|
100,286 |
|
|
|
80,737 |
|
Loss on disposal of operations |
|
2,282 |
|
|
|
950 |
|
|
|
2,282 |
|
|
|
27,040 |
|
Gains attributable to mortgage servicing rights |
|
(6,052 |
) |
|
|
(2,526 |
) |
|
|
(9,087 |
) |
|
|
(7,823 |
) |
Gains attributable to the fair value of loan |
|
|
|
|
|
|
|
|
|
|
|
premiums and origination fees |
|
(4,009 |
) |
|
|
(4,272 |
) |
|
|
(8,026 |
) |
|
|
(11,554 |
) |
Deferred income tax |
|
(10,915 |
) |
|
|
(16 |
) |
|
|
(21,904 |
) |
|
|
(11,193 |
) |
Other |
|
31,212 |
|
|
|
22,842 |
|
|
|
66,521 |
|
|
|
40,629 |
|
|
|
98,313 |
|
|
|
127,806 |
|
|
|
164,166 |
|
|
|
205,884 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase in
accounts receivable, prepaidexpenses and other assets |
|
(26,970 |
) |
|
|
(165,922 |
) |
|
|
(56,725 |
) |
|
|
(337,927 |
) |
Increase
(decrease) in accounts payable, accruedexpenses and other
liabilities |
|
(2,654 |
) |
|
|
(19,206 |
) |
|
|
457 |
|
|
|
(9,346 |
) |
Increase (decrease) in accrued compensation |
|
26,678 |
|
|
|
60,535 |
|
|
|
(153,630 |
) |
|
|
(208,235 |
) |
Contingent acquisition consideration paid |
|
(2,719 |
) |
|
|
(1,257 |
) |
|
|
(2,991 |
) |
|
|
(60,810 |
) |
Mortgage origination activities, net |
|
6,285 |
|
|
|
7,527 |
|
|
|
9,070 |
|
|
|
16,271 |
|
Sales to AR Facility, net |
|
40 |
|
|
|
22,916 |
|
|
|
6,058 |
|
|
|
145,853 |
|
Net cash provided by (used in) operating activities |
|
98,973 |
|
|
|
32,399 |
|
|
|
(33,595 |
) |
|
|
(248,310 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Investing activities |
|
|
|
|
|
|
|
|
|
|
|
Acquisition of businesses, net of cash acquired |
|
(59,698 |
) |
|
|
(328,120 |
) |
|
|
(59,698 |
) |
|
|
(380,598 |
) |
Purchases of fixed assets |
|
(22,179 |
) |
|
|
(13,581 |
) |
|
|
(41,062 |
) |
|
|
(23,416 |
) |
Purchase of held for sale real estate assets |
|
(2,580 |
) |
|
|
(117,042 |
) |
|
|
(40,576 |
) |
|
|
(117,042 |
) |
Proceeds from sale of held for sale real estate assets |
|
- |
|
|
|
48,505 |
|
|
|
44,000 |
|
|
|
48,505 |
|
Cash collections on AR Facility deferred purchase price |
|
28,539 |
|
|
|
90,101 |
|
|
|
59,311 |
|
|
|
256,429 |
|
Other investing activities |
|
(8,476 |
) |
|
|
(10,682 |
) |
|
|
(29,543 |
) |
|
|
(31,647 |
) |
Net cash used in investing activities |
|
(64,394 |
) |
|
|
(330,819 |
) |
|
|
(67,568 |
) |
|
|
(247,769 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Financing activities |
|
|
|
|
|
|
|
|
|
|
|
Increase in long-term debt, net |
|
47,248 |
|
|
|
345,676 |
|
|
|
219,668 |
|
|
|
537,406 |
|
Purchases of non-controlling interests, net |
|
(3,789 |
) |
|
|
(7,595 |
) |
|
|
(16,333 |
) |
|
|
(33,557 |
) |
Dividends paid to common shareholders |
|
- |
|
|
|
- |
|
|
|
(6,440 |
) |
|
|
(6,608 |
) |
Distributions paid to non-controlling interests |
|
(40,059 |
) |
|
|
(26,628 |
) |
|
|
(51,120 |
) |
|
|
(41,554 |
) |
Repurchases of Subordinate Voting Shares |
|
- |
|
|
|
(53,681 |
) |
|
|
- |
|
|
|
(126,366 |
) |
Other financing activities |
|
(1,350 |
) |
|
|
(4,329 |
) |
|
|
13,637 |
|
|
|
(34,053 |
) |
Net cash provided by financing activities |
|
2,050 |
|
|
|
253,443 |
|
|
|
159,412 |
|
|
|
295,268 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash |
|
(1,704 |
) |
|
|
(14,167 |
) |
|
|
287 |
|
|
|
(18,006 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Net change
in cash and cash equivalents and restricted cash |
|
34,925 |
|
|
|
(59,144 |
) |
|
|
58,536 |
|
|
|
(218,817 |
) |
Cash and
cash equivalents and restricted cash, beginning of period |
|
222,653 |
|
|
|
265,598 |
|
|
|
199,042 |
|
|
|
425,271 |
|
Cash and cash equivalents and restricted cash, end of period |
$ |
257,578 |
|
|
$ |
206,454 |
|
|
$ |
257,578 |
|
|
$ |
206,454 |
|
Colliers International Group Inc. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segmented
Results |
(in thousands of US
dollars) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
Investment |
|
|
|
|
|
Americas |
|
EMEA |
|
Pacific |
|
Management |
|
Corporate |
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended June 30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
$ |
631,332 |
|
$ |
173,818 |
|
|
$ |
153,915 |
|
$ |
118,860 |
|
$ |
113 |
|
|
$ |
1,078,038 |
Adjusted EBITDA |
|
69,588 |
|
|
6,315 |
|
|
|
23,032 |
|
|
50,042 |
|
|
(1,897 |
) |
|
|
147,080 |
Operating earnings (loss) |
|
46,450 |
|
|
(5,053 |
) |
|
|
19,554 |
|
|
26,407 |
|
|
(12,096 |
) |
|
|
75,262 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
$ |
740,711 |
|
$ |
169,271 |
|
|
$ |
142,604 |
|
$ |
75,148 |
|
$ |
112 |
|
|
$ |
1,127,846 |
Adjusted EBITDA |
|
101,573 |
|
|
14,367 |
|
|
|
19,543 |
|
|
29,199 |
|
|
(3,369 |
) |
|
|
161,313 |
Operating earnings (loss) |
|
81,108 |
|
|
4,209 |
|
|
|
17,558 |
|
|
19,150 |
|
|
(18,175 |
) |
|
|
103,850 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
Investment |
|
|
|
|
|
Americas |
|
EMEA |
|
Pacific |
|
Management |
|
Corporate |
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended June 30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
$ |
1,212,883 |
|
$ |
317,189 |
|
|
$ |
274,008 |
|
$ |
239,606 |
|
$ |
255 |
|
|
$ |
2,043,941 |
Adjusted EBITDA |
|
123,451 |
|
|
(4,946 |
) |
|
|
31,081 |
|
|
104,936 |
|
|
(2,819 |
) |
|
|
251,703 |
Operating earnings (loss) |
|
79,321 |
|
|
(30,087 |
) |
|
|
24,593 |
|
|
41,211 |
|
|
(17,632 |
) |
|
|
97,406 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
$ |
1,382,409 |
|
$ |
322,596 |
|
|
$ |
261,984 |
|
$ |
161,525 |
|
$ |
244 |
|
|
$ |
2,128,758 |
Adjusted EBITDA |
|
182,639 |
|
|
19,286 |
|
|
|
29,762 |
|
|
56,000 |
|
|
(4,913 |
) |
|
|
282,774 |
Operating earnings (loss) (1) |
|
142,415 |
|
|
(26,572 |
) |
|
|
25,783 |
|
|
36,371 |
|
|
(33,313 |
) |
|
|
144,684 |
Notes to Segmented Results
- Operating earnings (loss) include loss on disposal of certain
operations, primarily in EMEA.
COMPANY CONTACTS:
Jay S. Hennick
Chairman & Chief Executive Officer
Chris McLernon
Chief Executive Officer, Real Estate Services
Christian Mayer
Chief Financial Officer
(416) 960-9500
Colliers (TSX:CIGI)
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