CALGARY,
AB, Nov. 12, 2024 /CNW/ - Crown Capital
Partners Inc. ("Crown" or the "Corporation") (TSX: CRWN) today
announced its financial results for the three and nine months ended
September 30, 2024. Crown's complete
financial statements and management's discussion and analysis are
available on SEDAR at www.sedarplus.ca.
Q3 2024 Financial & Operating Overview
- Crown recognized a net loss of $(2.7)
million ($0.49 loss per basic
share) in Q3 2024 compared to a net loss of $(1.8) million ($0.32 loss per basic share) in Q3 2023.
- Adjusted EBITDA1 was $0.8
million in Q3 2024 compared to $0.4
million in Q3 2023 due primarily to improved earnings from
the Distribution Services and Network Services segments, partially
offset by decreased earnings from the Real Estate, Specialty
Finance and Distributed Power segments. For the nine months ended
September 30, 2024, Adjusted EBITDA
was $4.1 million compared with
$3.3 million in the comparable 2023
period, with increased contributions from each of the Distribution
Services and Real Estate segments and a reduced Corporate and Other
segment loss more than offsetting reduced contributions from the
Specialty Finance and Distributed Power segments.
- Distribution services revenue was $9.1
million in Q3 2024 compared to $8.9
million in Q3 2023. This segment reported a net loss before
income taxes of $(0.1) million (Q3
2023 – $(0.4) million) and Adjusted
EBITDA of $0.5 million (Q3 2023 -
$0.3 million), with the
year-over-year improvement attributable to the impact of
operational efficiencies implemented throughout 2023 and 2024 and
to increased capacity utilization across the warehouses. Capacity
utilization was 62% at September 30,
2024, compared with 58% at June 30,
2024, 52% at March 31, 2024
and 42% at December 31, 2023.
- Network services revenue was $7.0
million in Q3 2024 compared to $7.8
million in Q3 2023, with the decrease due primarily to the
continued runoff of customer contracts from WireIE and the
conclusion of a large construction-sector contract in mid-Q2 2023,
partially offset by modest growth in revenues from Community
Network Partners's customers located in Brooks, Alberta. This segment reported a net
loss before income taxes of $(0.5)
million (Q3 2023 – $(1.1)
million) and Adjusted EBITDA of $0.4
million (Q3 2023 - $(0.5)
million).
- Real Estate segment revenue was $1.1
million in Q3 2024 compared to $1.3
million in Q3 2023, with the decrease over the prior-year
quarter attributable primarily to the timing of fee recognition.
This segment recorded net income before income taxes of
$0.02 million (Q3 2023 - net income
before income taxes of $0.3 million)
and Adjusted EBITDA of $0.1 million
(Q3 2023 - $0.4 million).
- Distributed Power revenue was $0.3
million in Q3 2024 compared to $0.8
million in Q3 2023, with the decrease primarily related to
the reclassification of certain power assets as held for sale at
the end of 2023 and to the consolidation of the Wilson Creek assets. In addition to softer
power prices in the Alberta
market, merchant power revenues were lower than expected in the
third quarter of 2024 due to the delayed repair of engine coolers,
which reduced both available output and runtimes during the period.
This segment reported a net loss before income taxes of
$(0.3) million (Q3 2023 – net income
before income taxes of $0.4 million)
and Adjusted EBITDA of $(0.02)
million (Q3 2023 - $0.3
million).
- The Specialty Finance segment recorded net income before income
taxes of $0.2 million (Q3 2023 –$0.2
million), representing Crown's share of (losses) earnings of Crown
Partners Fund, and Adjusted EBITDA of $nil (Q3 2023 - $0.1 million), representing income distributions
received from Crown Partners Fund.
- Total equity at quarter-end decreased to $19.7 million from $38.2
million at the end of 2023 due to a net loss attributable to
shareholders of $(18.5) million,
which was driven primarily by Crown's share of the loss of Crown
Partners Fund of $(15.1) million with
the loss attributable to an unrealized loss recognized by the fund
during the period in respect of a loan investment carried at fair
value through profit or loss. Total equity per share decreased to
$3.52 per basic share from
$6.84 per basic share as at
December 31, 2023.
- Since September 30, 2023, Crown
has not satisfied certain financial covenant clauses of its credit
agreement with its bank. Accordingly, the bank is contractually
entitled to request immediate repayment of the outstanding loan in
the amount of $14.4 million as of
November 12, 2024 and the outstanding
balance of $23.9 million as at
September 30, 2024 is presented as a
current liability. On October 11,
2024, the credit agreement was amended to terminate the
$5 million operating loan portion of
the credit facility on full repayment on or before October 15, 2024 and to revise the maturity date
of the term loan portion of the credit facility to December 31, 2024. The operating loan portion of
the credit facility was repaid in full on October 11, 2024. Management is currently in
discussions with lenders regarding replacing its current credit
facility, however, there is no assurance that such arrangements
will become available.
- As of November 12, 2024, the
Corporation had not paid the scheduled interest payment of
$1.0 million due on June 30, 2024 in respect of the 10% unsecured
subordinated debentures ("Debentures"). Since July 31, 2024, this has constituted an event of
default under the terms of the trust indenture that governs the
Debentures. On October 18, 2024, the
holders of the Debentures approved amendments to the terms of the
Debentures to extend the maturity date to December 31, 2026, to amend the interest rates
and timing of interest payments and to grant security interest to
the trustee for the Debentures. The holders of the Debentures also
agreed to waive the default of the Corporation for failure to make
the June 30, 2024 interest payment,
subject to the Corporation paying such interest by December 17, 2024.
- As of November 12, 2024, the
Corporation had not paid the scheduled interest payment of
$0.04 million due on June 30, 2024 in respect of the 10% redeemable
secured subordinated debentures ("Subordinated Debentures"). This
constitutes an event of default, but the holders of the
Subordinated Debentures have not requested immediate
repayment.
- In Q3 2024, Crown's subsidiary, Community Network Partners,
received a grant funding payment of $20.3
million for the completion of the second sublot related to
its fibre network under the Province of Ontario's Accelerated High-Speed Internet
Program.
"We continue to advance our operating subsidiaries in the third
quarter while dealing with the restructuring of the Corporation's
balance sheet, including the paydown of the senior loans and
extension of the debentures. We are making progress in monetizing
the Corporation's assets which will be used to pay down debt," said
Chris Johnson, President and CEO of
Crown.
"We are pleased with the performance of our operating
subsidiaries, most significant is the progress Community Network
Partners is making with its contract to build fibre optic networks
in Northern Ontario. This is a
very large undertaking and will result in Community Network
Partners owning and operating the only fibre optic network in the
communities we are building in," added Mr. Johnson.
Q3 2024 Financial Results Summary
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
FOR THE PERIODS ENDED
SEP. 30
(THOUSANDS, EXCEPT PER
SHARE AND NUMBER OF COMMON SHARES)
|
|
2024
|
|
2023
|
|
2024
|
|
2023
|
Revenue:
|
|
|
|
|
|
|
|
|
Distribution services
revenue
|
$
9,083
|
|
$ 8,915
|
|
$
26,660
|
|
$ 26,154
|
Network services
revenue
|
6,951
|
|
7,843
|
|
19,579
|
|
21,530
|
Fees and other
income
|
1,541
|
|
1,758
|
|
5,261
|
|
4,057
|
Distributed power
interest revenue
|
157
|
|
686
|
|
525
|
|
1,852
|
Merchant power
revenue
|
143
|
|
58
|
|
942
|
|
58
|
Total
revenue
|
17,875
|
|
19,260
|
|
52,967
|
|
53,651
|
Share of earnings
(losses) of Crown Partners Fund
|
235
|
|
210
|
|
(15,132)
|
|
2,500
|
Loss attributable to
Shareholders
|
(2,731)
|
|
(1,807)
|
|
(18,488)
|
|
(3,674)
|
Comprehensive loss
attributable to Shareholders
|
(2,688)
|
|
(1,871)
|
|
(18,553)
|
|
(3,704)
|
Adjusted
EBITDA1
|
804
|
|
403
|
|
4,083
|
|
3,254
|
Total assets
|
172,361
|
|
179,002
|
|
172,361
|
|
179,002
|
Total equity
|
19,675
|
|
46,553
|
|
19,675
|
|
46,553
|
Per share:
|
|
|
|
|
|
|
|
|
- Net loss to
Shareholders - basic
|
$
(0.49)
|
|
$ (0.32)
|
|
$
(3.31)
|
|
$ (0.65)
|
- Net loss to
Shareholders - diluted
|
(0.49)
|
|
(0.32)
|
|
(3.31)
|
|
(0.65)
|
- Adjusted EBITDA per
share - basic1
|
0.14
|
|
0.07
|
|
0.73
|
|
0.58
|
- Total equity per
share - basic
|
3.52
|
|
8.33
|
|
3.52
|
|
8.33
|
Number of common
shares:
|
|
|
|
|
|
|
|
|
- Outstanding at end of
period
|
5,588,646
|
|
5,588,646
|
|
5,588,646
|
|
5,588,646
|
- Weighted average
outstanding - basic
|
5,588,646
|
|
5,605,536
|
|
5,588,646
|
|
5,626,132
|
- Weighted average
outstanding - diluted
|
5,588,646
|
|
5,605,536
|
|
5,588,646
|
|
5,626,132
|
Quarterly reconciliations of loss before income taxes to
Adjusted EBITDA
|
|
2024
|
|
2023
|
|
2022
|
FOR THE PERIODS
ENDED
(THOUSANDS)
|
|
Q3
|
|
Q2
|
|
Q1
|
|
Q4
|
|
Q3
|
|
Q2
|
|
Q1
|
|
Q4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income
taxes
|
(2,632)
|
|
(14,885)
|
|
(306)
|
|
(5,414)
|
|
(2,154)
|
|
(1,185)
|
|
(951)
|
|
(4,247)
|
Adjustments for amounts
attributable to shareholders in relation to:1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
2,826
|
|
2,804
|
|
2,718
|
|
3,122
|
|
2,314
|
|
2,275
|
|
2,197
|
|
2,010
|
Finance
costs
|
2,413
|
|
1,975
|
|
2,057
|
|
1,828
|
|
1,754
|
|
1,431
|
|
1,576
|
|
1,167
|
Payments of lease
obligations
|
(1,350)
|
|
(1,325)
|
|
(1,298)
|
|
(1,306)
|
|
(1,273)
|
|
(1,296)
|
|
(1,301)
|
|
(994)
|
Share based
compensation (recovery) expense
|
(358)
|
|
(340)
|
|
(138)
|
|
(264)
|
|
2
|
|
65
|
|
(112)
|
|
153
|
Impairments of property
and equipment and distributed power
equipment under development and related deposits
|
-
|
|
-
|
|
-
|
|
2,618
|
|
-
|
|
-
|
|
-
|
|
-
|
Loss on disposal of
assets held for sale
|
-
|
|
22
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
Remeasurement of
financial instruments
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(611)
|
|
-
|
Provisions for
(recoveries of) expected credit losses
|
140
|
|
2
|
|
4
|
|
98
|
|
(123)
|
|
(0)
|
|
1
|
|
(2)
|
Share of losses
(earnings) of Crown Partners Fund
|
(235)
|
|
17,594
|
|
(2,227)
|
|
(483)
|
|
(210)
|
|
(940)
|
|
(1,350)
|
|
680
|
Income distributions
received from Crown Partners Fund
|
-
|
|
157
|
|
-
|
|
230
|
|
90
|
|
2,069
|
|
635
|
|
590
|
Performance bonus
expense (recovery)
|
-
|
|
(4,015)
|
|
482
|
|
73
|
|
3
|
|
170
|
|
178
|
|
(184)
|
Adjusted
EBITDA1
|
804
|
|
1,988
|
|
1,291
|
|
502
|
|
403
|
|
2,589
|
|
262
|
|
(828)
|
Reconciliations of (loss) income before income taxes to
Adjusted EBITDA by operating segment
|
|
Reportable
Segments
|
|
|
FOR THE THREE MONTHS
ENDED SEP. 30, 2024
(THOUSANDS)
|
|
Distribution
Services
|
|
Network
Services
|
|
Specialty
Finance
|
|
Distributed
Power
|
|
Real
Estate
|
|
Corporate
and Other
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) income before
income taxes
|
(87)
|
|
(537)
|
|
235
|
|
(285)
|
|
17
|
|
(1,975)
|
|
(2,632)
|
Adjustments for amounts
attributable to shareholders in relation to:1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
1,521
|
|
991
|
|
-
|
|
123
|
|
119
|
|
71
|
|
2,826
|
Finance
costs
|
369
|
|
25
|
|
-
|
|
-
|
|
-
|
|
2,019
|
|
2,413
|
Payments of lease
obligations
|
(1,289)
|
|
(61)
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(1,350)
|
Share based
compensation recovery
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(358)
|
|
(358)
|
Loss on disposal of
assets held for sale
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
Provisions for expected
credit losses
|
-
|
|
-
|
|
-
|
|
140
|
|
-
|
|
-
|
|
140
|
Share of losses of
Crown Partners Fund
|
-
|
|
-
|
|
(235)
|
|
-
|
|
-
|
|
-
|
|
(235)
|
Income distributions
received from Crown Partners Fund
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
Performance bonus
recovery
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
Adjusted
EBITDA1
|
514
|
|
418
|
|
-
|
|
(21)
|
|
136
|
|
(243)
|
|
804
|
|
|
Reportable
Segments
|
|
FOR THE THREE MONTHS
ENDED SEP. 30, 2023
(THOUSANDS)
|
|
Distribution
Services
|
|
Network
Services
|
|
Specialty
Finance
|
|
Distributed
Power
|
|
Real
Estate
|
|
Corporate
and Other
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) income before
income taxes
|
(378)
|
|
(1,141)
|
|
207
|
|
399
|
|
317
|
|
(1,558)
|
|
(2,154)
|
Adjustments for amounts
attributable to shareholders in relation to:1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
1,390
|
|
740
|
|
-
|
|
1
|
|
118
|
|
65
|
|
2,314
|
Finance
costs
|
394
|
|
28
|
|
-
|
|
-
|
|
-
|
|
1,332
|
|
1,754
|
Payments of lease
obligations
|
(1,110)
|
|
(163)
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(1,273)
|
Share based
compensation expense
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
2
|
|
2
|
Recoveries of expected
credit losses
|
-
|
|
-
|
|
-
|
|
(123)
|
|
-
|
|
-
|
|
(123)
|
Share of earnings of
Crown Partners Fund
|
-
|
|
-
|
|
(210)
|
|
-
|
|
-
|
|
-
|
|
(210)
|
Income distributions
received from Crown Partners Fund
|
-
|
|
-
|
|
90
|
|
-
|
|
-
|
|
-
|
|
90
|
Performance bonus
expense
|
-
|
|
-
|
|
3
|
|
-
|
|
-
|
|
-
|
|
3
|
Adjusted
EBITDA
|
296
|
|
(536)
|
|
90
|
|
276
|
|
435
|
|
(159)
|
|
403
|
1 Adjusted EBITDA is not a measure of
financial performance (nor does it have a standardized meaning)
under IFRS. In evaluating this measure, investors should consider
that the methodology applied in calculating these measures might
differ among companies and analysts. The Corporation has provided a
reconciliation of loss before income taxes attributable to
Shareholders to Adjusted EBITDA in this news release. Amounts in
respect of non-controlling interests are excluded in the
calculation of Adjusted EBITDA. We believe that Adjusted EBITDA is
a useful supplemental measure in the context of Crown's operations
to assist investors in assessing the performance of our business as
it provides a more relevant picture of operating results by
facilitating a comparison of our performance on a consistent basis
from period-to-period and provides a more complete understanding of
factors and trends affecting our business. Adjusted EBITDA should
not be considered as the sole measure of Crown's performance and
should not be considered in isolation from, or as a substitute for,
analysis of the Corporation's financial statements.
About Crown Capital Partners (TSX:CRWN)
Founded in 2000 within Crown Life Insurance Company, Crown
Capital Partners is a capital partner to entrepreneurs and growth
businesses mainly operating in the telecommunications
infrastructure, distribution services, and distributed power
markets. We focus on growth industries that require a specialized
capital partner, and we aim to create long-term value by acting as
both a direct investor in operating businesses serving these
markets and as a manager of investment funds for institutional
partners. For additional information, please
visit crowncapital.ca.
FORWARD-LOOKING STATEMENTS
This news release
contains certain "forward looking statements" and certain "forward
looking information" as defined under applicable Canadian and U.S.
securities laws. Forward-looking statements can generally be
identified by the use of forward-looking terminology such as "may",
"will", "expect", "intend", "estimate", "anticipate",
"believe", "continue", "plans" or similar terminology.
Forward-looking statements in this news release include, but are
not limited to, statements, management's beliefs, expectations or
intentions regarding the distribution services market, the network
services market and the general economy, Crown's business plans and
strategy, including anticipated investment dispositions and capital
deployments and the timing thereof, anticipated refinancing
activity and Crown's future earnings. Forward-looking statements
are based on forecasts of future results, estimates of amounts not
yet determinable and assumptions that while believed by management
to be reasonable, are inherently subject to significant business,
economic and competitive uncertainties and contingencies.
Forward-looking statements are subject to various risks and
uncertainties concerning the specific factors identified in the
Crown's periodic filings with Canadian securities regulators.
See Crown's most recent annual
information form for a detailed discussion of the risk factors
affecting Crown. In addition, Crown's dividend policy will be
reviewed from time to time in the context of the Corporation's
earnings, financial requirements for its operations, and other
relevant factors and the declaration of a dividend will always be
at the discretion of the board of directors of the Corporation.
Crown undertakes no obligation to update forward-looking
information except as required by applicable law. Such
forward-looking information represents management's best judgment
based on information currently available. No forward-looking
statement can be guaranteed and actual future results may vary
materially. Accordingly, readers are advised not to place undue
reliance on forward-looking statements or information.
SOURCE Crown Capital Partners Inc.