EX-99.2 3 ats-financialstatementsxfy.htm EX-99.2 Document

Exhibit 99.2


















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ATS CORPORATION

Interim Condensed Consolidated Financial Statements

For the period ended September 29, 2024

(Unaudited)















ATS CORPORATION
Interim Condensed Consolidated Statements of Financial Position
(in thousands of Canadian dollars - unaudited)
As atNoteSeptember 29
2024
March 31
2024
ASSETS
14
Current assets
Cash and cash equivalents
 
$246,937 $170,177 
Accounts receivable
20
595,258 471,345 
Income tax receivable
 
16,058 13,428 
Contract assets
20
589,652 704,703 
Inventories
5
342,400 295,880 
Deposits, prepaids and other assets
6
99,920 98,161 
 
1,890,225 1,753,694 
Non-current assets
Property, plant and equipment
9
313,737 296,977 
Right-of-use assets
7
121,830 105,661 
Other assets
8
15,968 18,416 
Goodwill
10
1,333,483 1,228,600 
Intangible assets
11
738,848 679,547 
Deferred income tax assets1616,890 5,904 
 
2,540,756 2,335,105 
Total assets
 
$4,430,981 $4,088,799 
LIABILITIES AND EQUITY
Current liabilities
Bank indebtedness
14
$17,307 $4,060 
Accounts payable and accrued liabilities
 
531,653 604,488 
Income tax payable
 
41,669 44,732 
Contract liabilities
20
244,850 312,204 
Provisions
13
40,007 35,978 
Current portion of lease liabilities
7
31,407 27,571 
Current portion of long-term debt
14
171 176 
 
907,064 1,029,209 
Non-current liabilities
Employee benefits
26,268 24,585 
Long-term lease liabilities
7
96,945 83,808 
Long-term debt
14
1,594,002 1,171,796 
Deferred income tax liabilities
16
92,227 81,353 
Other long-term liabilities
8
26,776 14,101 
 
1,836,218 1,375,643 
Total liabilities
 
$2,743,282 $2,404,852 
Commitments and contingencies
14, 18
EQUITY
Share capital
15
$841,491 $865,897 
Contributed surplus
 
32,717 26,119 
Accumulated other comprehensive income
 
87,098 64,155 
Retained earnings
 
722,838 724,495 
Equity attributable to shareholders
 
1,684,144 1,680,666 
Non-controlling interests
 
3,555 3,281 
Total equity
 
1,687,699 1,683,947 
Total liabilities and equity
 
$4,430,981 $4,088,799 

See accompanying notes to the interim condensed consolidated financial statements.
2

ATS CORPORATION
Interim Condensed Consolidated Statements of Income (Loss)
(in thousands of Canadian dollars, except per share amounts - unaudited)

Three months ended
Six months ended
 
Note
September 29
2024
October 1
2023
September 29
2024
October 1
2023
Revenues
19, 20
$612,781 $735,716 $1,307,051 $1,489,365 
Operating costs and expenses
Cost of revenues
432,509 527,298 920,132 1,068,223 
Selling, general and administrative138,329 121,940 273,660 245,624 
Restructuring costs
13
17,075 — 17,075 — 
Stock-based compensation
17
2,700 3,455 6,423 13,445 
Earnings from operations
 
22,168 83,023 89,761 162,073 
Net finance costs
21
23,534 15,462 43,052 32,408 
Income (loss) before income taxes
 
(1,366)67,561 46,709 129,665 
Income tax expense (recovery)
16
(447)16,818 12,301 31,198 
Net income (loss)
 
$(919)$50,743 $34,408 $98,467 
Attributable to
Shareholders
 
 
$(887)$50,665 $34,395 $98,228 
Non-controlling interests
 
(32)78 13 239 
 
$(919)$50,743 $34,408 $98,467 
Earnings (loss) per share attributable to shareholders



Basic
22
$(0.01)$0.51 $0.35 $1.02 
Diluted
22
$(0.01)$0.51 $0.35 $1.01 

See accompanying notes to the interim condensed consolidated financial statements.

3

ATS CORPORATION
Interim Condensed Consolidated Statements of Comprehensive Income
(in thousands of Canadian dollars - unaudited)
Three months ended
Six months ended
 
September 29
2024
October 1
2023
September 29
2024
October 1
2023
Net income (loss)
$(919)$50,743 $34,408 $98,467 
Other comprehensive income (loss):
Items to be reclassified subsequently to net income (loss):
Currency translation adjustment (net of income taxes of $nil)
18,323 5,199 29,716 (15,028)
Net unrealized gain (loss) on derivative financial instruments designated as cash flow hedges
34 (4,443)(1,329)1,141 
Tax impact(10)1,139 334 (260)
Loss (gain) transferred to net income (loss) for derivatives designated as cash flow hedges
241 (83)268 2,404 
Tax impact(61)23 (71)(599)
Cross-currency interest rate swap adjustment(1,875)5,974 (560)1,658 
Tax impact469 (1,493)140 (414)
Variable for fixed interest rate swap adjustment(6,158)(11)(7,059)3,798 
Tax impact1,540 1,765 (950)
Other comprehensive income (loss)
12,503 6,307 23,204 (8,250)
Comprehensive income
$11,584 $57,050 $57,612 $90,217 
Attributable to
Shareholders$11,561 $56,968 $57,338 $90,244 
Non-controlling interests23 82 274 (27)
$11,584 $57,050 $57,612 $90,217 
    

See accompanying notes to the interim condensed consolidated financial statements.

4

ATS CORPORATION
Interim Condensed Consolidated Statements of Changes in Equity
(in thousands of Canadian dollars - unaudited)
Six months ended September 29, 2024
 
 
Share capital
Contributed surplus
 
 Retained earnings
Currency translation adjustments 
 Cash flow hedge reserve
Total accumulated other comprehensive income
Non-controlling interestsTotal equity
Balance, as at March 31, 2024
$865,897 $26,119 $724,495 $48,635 $15,520 $64,155 $3,281 $1,683,947 
Net income
  34,395    13 34,408 
Other comprehensive income (loss)
   29,455 (6,512)22,943 261 23,204 
Total comprehensive income (loss)
  34,395 29,455 (6,512)22,943 274 57,612 
Stock-based compensation
 6,626      6,626 
Exercise of stock options115 (28)     87 
Common shares held in trust (note 17)
(14,690)      (14,690)
Repurchase of common shares (note 15)
(9,831) (36,052)    (45,883)
 
Balance, as at September 29, 2024
$841,491 $32,717 $722,838 $78,090 $9,008 $87,098 $3,555 $1,687,699 

Six months ended October 1, 2023
Share capitalContributed surplusRetained earningsCurrency translation adjustmentsCash flow hedge reserveTotal accumulated other comprehensive incomeNon-controlling interestsTotal equity
Balance, as at March 31, 2023
$520,633 $15,468 $530,707 $51,206 $8,834 $60,040 $3,735 $1,130,583 
Net income
— — 98,228 — — — 239 98,467 
Other comprehensive income (loss)— — — (14,762)6,778 (7,984)(266)(8,250)
Total comprehensive income (loss)— — 98,228 (14,762)6,778 (7,984)(27)90,217 
Non-controlling interest — — 471 — — — (679)(208)
Stock-based compensation— 5,103 — — — — — 5,103 
Exercise of stock options1,516 (337)— — — — — 1,179 
U.S. initial public offering366,332 — — — — — — 366,332 
Common shares held in trust
(23,820)— — — — — — (23,820)
 
Balance, as at October 1, 2023
$864,661 $20,234 $629,406 $36,444 $15,612 $52,056 $3,029 $1,569,386 

See accompanying notes to the interim condensed consolidated financial statements.
5

ATS CORPORATION
Interim Condensed Consolidated Statements of Cash Flows
(in thousands of Canadian dollars - unaudited)
Three months ended
Six months ended
 
Note
September 29
2024
October 1
2023
September 29
2024
October 1
2023
Operating activities
Net income (loss)
$(919)$50,743 $34,408 $98,467 
Items not involving cash
Depreciation of property, plant and equipment
9
8,977 6,888 16,748 13,680 
Amortization of right-of-use assets
7
8,322 7,235 16,404 14,352 
Amortization of intangible assets
11
21,979 19,921 43,568 41,650 
Deferred income taxes
16
(10,882)9,683 (15,778)(327)
Other items not involving cash(1,261)(1,871)(1,061)(562)
Stock-based compensation
17
3,223 3,106 6,626 5,103 
   Change in non-cash operating working capital
23
(74,280)(87,212)(181,154)(271,666)
Cash flows provided by (used in) operating activities
$(44,841)$8,493 $(80,239)$(99,303)
Investing activities
Acquisition of property, plant and equipment
9
$(8,104)$(15,905)$(15,210)$(34,471)
Acquisition of intangible assets
11
(8,717)(5,896)(17,526)(10,305)
Business acquisitions, net of cash acquired
4
(181,669)(4,511)(181,669)(9,659)
Proceeds from disposal of property, plant and equipment
9
268 397 785 8,255 
Cash flows used in investing activities
$(198,222)$(25,915)$(213,620)$(46,180)
Financing activities
Bank indebtedness $7,657 $(389)$13,056 $(2,873)
Repayment of long-term debt(280,124)(20,022)(287,117)(465,944)
Proceeds from long-term debt595,854 131,889 714,518 315,984 
Proceeds from exercise of stock options27 229 87 1,179 
Proceeds from U.S. initial public offering,
    net of issuance fees
15 (685) 362,072 
Purchase of non-controlling interest  (208) (208)
Repurchase of common shares15 — (44,983)— 
Acquisition of shares held in trust17(14,690)(23,820)(14,690)(23,820)
Principal lease payments(7,616)(6,094)(14,566)(13,115)
Cash flows provided by financing activities
$301,108 $80,900 $366,305 $173,275 
Effect of exchange rate changes on cash and cash equivalents3,806 384 4,314 (277)
Increase in cash and cash equivalents
61,851 63,862 76,760 27,515 
Cash and cash equivalents, beginning of period
185,086 123,520 170,177 159,867 
Cash and cash equivalents, end of period
$246,937 $187,382 $246,937 $187,382 
Supplemental information
Cash income taxes paid $12,190 $13,925 $29,416 $25,716 
Cash interest paid$16,661 $11,820 $39,690 $34,138 

See accompanying notes to the interim condensed consolidated financial statements.

6

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

1. CORPORATE INFORMATION

ATS Corporation and its subsidiaries (collectively, “ATS” or the “Company”) is an industry leader in planning, designing, building, commissioning and servicing automated manufacturing systems - including automation products and test solutions - for a broadly-diversified base of customers.

The Company is listed on the Toronto Stock Exchange and New York Stock Exchange under the ticker symbol “ATS” and is incorporated and domiciled in Ontario, Canada. The address of its registered office is 730 Fountain Street North, Cambridge, Ontario, Canada.

The interim condensed consolidated financial statements of the Company for the three and six months ended September 29, 2024 were authorized for issue by the Board of Directors (the “Board”) on November 5, 2024.

2. BASIS OF PREPARATION

These interim condensed consolidated financial statements were prepared on a historical cost basis, except for derivative instruments that have been measured at fair value. The interim condensed consolidated financial statements are presented in Canadian dollars and all values are rounded to the nearest thousand, except where otherwise stated.

Statement of compliance
These interim condensed consolidated financial statements are prepared in accordance with International Accounting Standard (“IAS”) 34 - Interim Financial Reporting. Accordingly, certain information and disclosures normally included in annual financial statements prepared in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”), have been omitted or condensed. These interim condensed consolidated financial statements should be read in conjunction with the annual consolidated financial statements of the Company for the year ended March 31, 2024.

Standards adopted in fiscal 2025
The accounting policies adopted in the preparation of these interim condensed consolidated financial statements are consistent with those followed in the presentation of the Company’s annual consolidated financial statements for the year ended March 31, 2024, except as noted below:

(i) Amendments to IAS 1 - Presentation of Financial Statements

The IASB clarified the classification of liabilities as current or non-current based on the existence of a right to defer settlement at the reporting date. The classification of a liability remains unaffected by the intentions or expectations of the entity to exercise its right to defer settlement, or its ability to settle early.

The IASB reconfirmed that only covenants with which a company must comply on or before the reporting date affect the classification of a liability as current or non-current. Future covenants do not affect classification, however, if there is a future covenant on a non-current liability, entities are required to disclose information regarding the risk that those liabilities could become repayable within 12 months after the reporting date.

The Company adopted these amendments on April 1, 2024 and the adoption did not have an impact on the Company's interim condensed consolidated financial statements.

7

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

Standard issued but not yet effective

A number of new standards and amendments to standards have been issued but are not yet effective for the financial year ending March 31, 2025, and accordingly, have not been applied in preparing these interim condensed consolidated financial statements. The Company reasonably expects the following standard to be applicable at a future date:

(i) Issuance of IFRS 18 - Presentation and Disclosure in Financial Statements

On April 9, 2024, the IASB issued IFRS 18, which will replace IAS 1 for reporting periods beginning on or after January 1, 2027. The new standard aims to improve comparability and transparency of communication in financial statements. The requirements include required totals, subtotals and new categories in the consolidated statements of income; disclosure of management-defined performance measures and guidance on aggregation and disaggregation. Retrospective application is required in both annual and interim financial statements. The Company is in the process of reviewing the new standard to determine the impact on its consolidated financial statements.

3. CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS

The preparation of the Company’s interim condensed consolidated financial statements requires management to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and the disclosure of contingent assets and liabilities at the end of the reporting period. However, uncertainty about these estimates, judgments and assumptions could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods.

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, which have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next fiscal year, are consistent with those disclosed in the Company’s fiscal 2024 audited consolidated financial statements.

The Company based its estimates, judgments and assumptions on parameters available when the interim condensed consolidated financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising beyond the control of the Company. Such changes are reflected in the estimates when they occur.

4. ACQUISITIONS

(i) On July 24, 2024, the Company acquired 100% of the shares of Paxiom Group (“Paxiom”), a provider of primary, secondary, and end-of-line packaging machines in the food and beverage, cannabis, and pharmaceutical industries. The total purchase price paid in the second quarter of fiscal 2025, pending post-closing adjustments, was $148,718.

8

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

Cash used in investing activities was determined as follows:
Cash consideration$148,718 
Less: cash acquired(9,923)
$138,795 
The allocation of the purchase price at fair value is as follows:
Purchase price allocation
Cash$9,923 
Other current assets20,743 
Property, plant and equipment1,588 
Right-of-use assets11,562 
Intangible assets with a definite life
Technology10,200 
Customer relationships44,700 
Other1,694 
Intangible assets with an indefinite life
Brands12,200 
Current liabilities(17,895)
Other long-term liabilities(10,887)
Deferred tax liability(16,115)
Net identifiable assets$67,713 
Residual purchase price allocated to goodwill81,005 
Purchase consideration$148,718 

Current assets include accounts receivable of $6,750, representing the fair value of accounts receivable expected to be collected.

The purchase cost was allocated to the underlying assets acquired and liabilities assumed based upon the estimated fair values at the date of acquisition. The fair value of the assets acquired and the liabilities assumed have been determined on a provisional basis based on information that is currently available to the Company. Final valuations of certain assets including intangible assets and working capital, are not yet complete due to timing of the acquisition and inherent complexity associated with valuations. The allocation to intangible assets has preliminarily been determined using relative values from comparable transactions. Specifically, a third-party valuation has not been finalized. Therefore, the purchase price allocation is preliminary and is subject to adjustment upon completion of the valuation process and analysis of resulting tax effects.

The primary factors that contributed to a residual purchase price that resulted in the recognition of goodwill are: the acquired workforce, access to growth opportunities in new markets and with existing customers, and the combined strategic value to the Company’s growth plan. Of the amounts assigned to goodwill and intangible assets, approximately 86% of the aggregate are not expected to be deductible for tax purposes. This acquisition was accounted for as a business combination with the Company as the acquirer of Paxiom. The purchase method of accounting was used with an acquisition date of July 24, 2024. Paxiom contributed approximately $9,140 in revenue and $54 in net income from the acquisition date July 24, 2024 to September 29, 2024. If Paxiom had been acquired at the beginning of ATS' fiscal year (April 1, 2024), the Company estimates that revenues and net income of the
9

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

combined Paxiom and ATS entity for the six months ended September 29, 2024 would have been approximately $18,279 and $108 higher, respectively.

(ii) On August 30, 2024, the Company acquired all material assets from Heidolph Instruments GmbH & Co. KG and Hans Heidolph GmbH (“Heidolph”), a leading manufacturer of premium lab equipment for the life sciences and pharmaceutical industries. This acquisition was accounted for as a business combination with the Company as the acquirer as Heidolph meets the definition of a business under IFRS 3 - Business Combinations. The total purchase price was $45,064 (30,252 Euros).

Cash used in investing activities was determined as follows:
Cash consideration$45,064 
Less: cash acquired(2,190)
$42,874 
The allocation of the purchase price at fair value is as follows:
Purchase price allocation
Cash$2,190 
Other current assets20,565 
Property, plant and equipment18,014 
Right-of-use assets3,204 
Intangible assets with a definite life
Customer relationships1,043 
Other297 
Intangible assets with an indefinite life
Brands4,841 
Current liabilities(2,194)
Other long-term liabilities(4,739)
Net identifiable assets$43,221 
Residual purchase price allocated to goodwill1,843 
Purchase consideration$45,064 

Current assets include accounts receivable of $2,331, representing the fair value of accounts receivable expected to be collected.

The purchase cost was allocated to the underlying assets acquired and liabilities assumed based upon the estimated fair values at the date of acquisition. The fair value of the assets acquired and the liabilities assumed have been determined on a provisional basis based on information that is currently available to the Company. Final valuations of certain assets including intangible assets and property, plant, and equipment, are not yet complete due to timing of the acquisition and inherent complexity associated with valuations. The allocation to intangible assets has preliminarily been determined using relative values from comparable transactions. Specifically, a third-party valuation has not been finalized. Therefore, the purchase price allocation is preliminary and is subject to adjustment upon completion of the valuation process and analysis of resulting tax effects.

The primary factors that contributed to a residual purchase price that resulted in the recognition of goodwill are: the acquired workforce and adjacent strategic capabilities that will complement existing ATS businesses to provide comprehensive laboratory solutions. The amounts assigned to goodwill
10

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

and intangible assets are not expected to be deductible for tax purposes. The purchase method of accounting was used with an acquisition date of August 30, 2024.

5. INVENTORIES
As at
September 29
2024
March 31
2024
Raw materials$153,384 $153,433 
Work in progress123,900 98,245 
Finished goods65,116 44,202 
$342,400 $295,880 

The amount charged to net income (loss) and included in cost of revenues for the write-down of inventories for valuation issues during the three and six months ended September 29, 2024 was $1,094 and $2,066 respectively (three and six months ended October 1, 2023 - $1,788 and $3,030, respectively). The amount of inventories carried at net realizable value as at September 29, 2024 was $4,834 (March 31, 2024 - $6,904).

6. DEPOSITS, PREPAIDS AND OTHER ASSETS    

As at
September 29
2024
March 31
2024
Prepaid assets$39,894 $38,046 
Supplier deposits33,222 35,686 
Investment tax credit receivable21,015 19,379 
Current portion of cross-currency interest rate swap instrument691 — 
Current portion of variable for fixed interest rate swap instrument85 — 
Forward foreign exchange contracts5,013 5,050 
$99,920 $98,161 

7. RIGHT-OF-USE ASSETS AND LEASE LIABILITIES

Changes in the net balance of right-of-use assets during the six months ended September 29, 2024 were as follows:
NoteBuildings
Vehicles and equipment
Total
Balance, at March 31, 2024
$85,588 $20,073 $105,661 
Additions9,017 6,237 15,254 
Amortization(11,688)(4,716)(16,404)
Acquisition of subsidiaries
4
14,766 — 14,766 
Exchange and other adjustments1,621 932 2,553 
Balance, at September 29, 2024
$99,304 $22,526 $121,830 

Changes in the balance of lease liabilities during the six months ended September 29, 2024 were as follows:
11

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

Note
 
Balance, at March 31, 2024
$111,379 
Additions15,254 
Interest2,938 
Payments(17,504)
Acquisition of subsidiaries
4
14,766 
Exchange and other adjustments1,519 
Balance, at September 29, 2024
$128,352 
Less: current portion31,407 
$96,945 

The right-of-use assets and lease liabilities relate to leases of real estate properties, automobiles and other equipment. For the three and six months ended September 29, 2024, the Company recognized expense related to short-term and low-value leases of $954 and $1,791, respectively, in cost of revenues (October 1, 2023 - $1,225 and $2,226, respectively), and $486 and $1,042, respectively, in selling, general and administrative expenses (October 1, 2023 - $203 and $509, respectively) in the interim condensed consolidated statements of income (loss).

8. OTHER ASSETS AND LIABILITIES

Other assets consist of the following:
As at
September 29
2024
March 31
2024
Cross-currency interest rate swap instrument (i)
$15,952 $17,204 
Variable for fixed interest rate swap instruments (ii)
 1,198 
Other          
16 14 
Total          
$15,968 $18,416 

Other long-term liabilities consist of the following:
As at
September 29
2024
March 31
2024
Cross-currency interest rate swap instrument (i)
$20,832 $14,101 
Variable for fixed interest rate swap instrument (ii)
5,944 — 
Total          
$26,776 $14,101 

(i) On April 20, 2022, the Company entered into a cross-currency interest rate swap instrument to swap U.S. $175,000 into Canadian dollars to hedge a portion of its foreign exchange risk related to its U.S. dollar-denominated Senior Notes. The Company will receive interest of 4.125% U.S. per annum and pay interest of 4.169% Canadian. The terms of the hedging instrument will end on December 15, 2025.

The Company entered into a cross-currency interest rate swap instrument on April 20, 2022 to swap 161,142 Euros into Canadian dollars to hedge the net investment in European operations. The Company will receive interest of 4.169% Canadian per annum and pay interest of 2.351% Euros. The terms of the hedging relationship will end on December 15, 2025.

(ii) Effective November 4, 2022, the Company entered into a variable for fixed interest rate swap instrument to swap the variable interest rate on its $300,000 non-amortized secured term credit facility to a fixed 4.241% interest plus a margin. The terms of the hedging instrument ended on November 4, 2024.

12

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

On November 21, 2023, the Company entered into a variable for fixed interest rate swap instrument to swap the variable interest rate on its $300,000 non-amortized secured term credit facility to a fixed 4.044% interest plus a margin for the period November 4, 2024 to November 4, 2026.

9. PROPERTY, PLANT AND EQUIPMENT
NoteLandBuildings and leaseholdsProduction equipmentOther equipmentTotal
Cost:
Balance, at March 31, 2024
$39,727 $226,225 $54,464 $102,423 $422,839 
Additions737 3,102 2,687 8,684 15,210 
Acquisition of subsidiaries     
4
4,359 11,212 2,060 1,971 19,602 
Disposals— (148)(472)(634)(1,254)
Exchange and other adjustments580 364 1,556 (735)1,765 
Balance, at September 29, 2024
$45,403 $240,755 $60,295 $111,709 $458,162 
 
 
LandBuildings and leaseholdsProduction equipmentOther equipmentTotal
Depreciation:
Balance, at March 31, 2024
$— $(46,780)$(22,753)$(56,329)$(125,862)
Depreciation expense— (6,478)(3,990)(6,280)(16,748)
Disposals— 19 254 341 614 
Exchange and other adjustments— (849)(595)(985)(2,429)
Balance, at September 29, 2024
$ $(54,088)$(27,084)$(63,253)$(144,425)
 
Net book value:
At September 29, 2024
$45,403 $186,667 $33,211 $48,456 $313,737 
At March 31, 2024
$39,727 $179,445 $31,711 $46,094 $296,977 
    
10. GOODWILL

The carrying amount of goodwill acquired through business combinations has been allocated to a group of CGUs that combine to form a single operating segment, ATS Corporation, as follows:
                
As at
Note          
September 29
2024
March 31
2024
Balance, at April 1$1,228,600 $1,118,262 
Acquisition of subsidiaries
4
82,848 112,201 
Exchange and other adjustments22,035 (1,863)
Balance, at September 29, 2024
$1,333,483 $1,228,600 









13

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

11. INTANGIBLE ASSETS
NoteDevelopment projectsComputer software, licenses and otherTechnologyCustomer relationships
Brands(i)
Total
Cost:
Balance, at March 31, 2024
$80,367 $69,656 $315,256 $345,318 $199,828 $1,010,425 
Additions12,925 3,856 — — 745 17,526 
Acquisition of subsidiaries     
4
— 1,991 10,200 45,743 17,041 74,975 
Exchange and other adjustments12,428 1,562 5,509 3,289 135 22,923 
Balance, at September 29, 2024
$105,720 $77,065 $330,965 $394,350 $217,749 $1,125,849 
 
 
Development projectsComputer software, licenses and otherTechnologyCustomer relationships
Brands(i)
Total
Amortization:
Balance, at March 31, 2024
$(34,045)$(38,085)$(99,364)$(152,973)$(6,411)$(330,878)
Amortization(3,988)(5,243)(16,750)(16,087)(1,500)(43,568)
Exchange and other adjustments(8,045)(1,060)(3,062)(2,952)2,564 (12,555)
Balance, at September 29, 2024
$(46,078)$(44,388)$(119,176)$(172,012)$(5,347)$(387,001)
 
Net book value:
At September 29, 2024
$59,642 $32,677 $211,789 $222,338 $212,402 $738,848 
At March 31, 2024
$46,322 $31,571 $215,892 $192,345 $193,417 $679,547 

(i) The Company has assessed a portion of its brand intangible assets to have a useful life of five years. The carrying amount of the intangible assets estimated to have an indefinite life as at September 29, 2024 was $200,473 (March 31, 2024 - $183,432).

12. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

During the three and six months ended September 29, 2024 and the three and six months ended October 1, 2023, there were no changes in the classification of financial assets as a result of a change in the purpose or use of those assets.

During the three and six months ended September 29, 2024 and the three and six months ended October 1, 2023, there were no transfers of financial instruments between Level 1 and Level 2 fair value measurements, and no transfers into or out of Level 3 fair value measurements.

Instruments not subject to hedge accounting
As part of the Company’s risk management strategy, forward contract derivative financial instruments are used to manage foreign currency exposure related to the translation of foreign currency net assets to the subsidiary’s functional currency. As these instruments have not been designated as hedges, the change in fair value is recorded in selling, general and administrative expenses in the interim condensed consolidated statements of income (loss).

For the three and six months ended September 29, 2024, the Company recorded risk management losses of $2,881 and $4,191, respectively (three and six months ended October 1, 2023 - losses of $1,790 and gains of $4,846, respectively), on foreign currency risk management forward contracts in the interim condensed consolidated statements of income (loss). Included in these amounts, during the three and six months ended September 29, 2024, were unrealized gains of $1,650 and $1,287, respectively (three and six months ended October 1, 2023 - unrealized gains of $232 and $324,
14

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

respectively), representing the change in fair value. In addition, during the three and six months ended September 29, 2024, the Company realized foreign exchange losses of $4,531 and $5,478, respectively (three and six months ended October 1, 2023 - realized losses of $2,022 and realized gains of $4,522, respectively), which were settled.

13. PROVISIONS

WarrantyRestructuringOtherTotal
Balance, at March 31, 2024
$13,192 $21,863 $923 $35,978 
Provisions made2,006 17,075 6,611 25,692 
Acquisition of subsidiaries— 1,353 199 1,552 
Provisions used(2,767)(14,694)(6,474)(23,935)
Exchange adjustments253 467 — 720 
Balance, at September 29, 2024
$12,684 $26,064 $1,259 $40,007 
            
Warranty provisions
Warranty provisions are related to sales of products and are based on experience reflecting statistical trends of warranty costs.

Restructuring
Restructuring charges are recognized in the period incurred and when the criteria for provisions are fulfilled. Termination benefits are recognized as a liability and an expense when the Company is demonstrably committed through a formal restructuring plan.

As the Company has discussed in ATS’ management’s discussion and analysis for the first quarter of fiscal 2025, the North American Electric Vehicle market was, and is continuing to, experience a slowdown in sales growth and this has resulted in reduced investment, program cancellations, deferrals, and production volume reductions by various automakers. In response to the expected resulting lower demand for the Company's solutions in this space, the Company initiated activities to reduce the cost structure of its transportation-related businesses. This includes reallocation of resources to other parts of the business, along with workforce reductions. In the second quarter of fiscal 2025, restructuring expenses of $17,075 were recorded in relation to the reorganization. The majority of the remaining actions are expected to be completed during the third quarter of fiscal 2025. The total estimated cost of these activities is expected to be at the higher end of the previously disclosed range of $15,000 to $20,000.

Other provisions
Other provisions are related to medical insurance expenses that have been incurred during the period but are not yet paid, and other miscellaneous provisions.

14. BANK INDEBTEDNESS AND LONG-TERM DEBT

On October 5, 2023, the Company amended its senior secured credit facility (the “Credit Facility”) to extend the term loan maturity to match the maturity of the revolving line of credit. The Credit Facility consists of (i) a $750,000 secured committed revolving line of credit and (ii) a fully drawn $300,000 non-amortized secured term credit facility; both maturing on November 4, 2026. The Credit Facility is secured by the Company’s assets, including a pledge of shares of certain of the Company’s subsidiaries. Certain of the Company’s subsidiaries also provide guarantees under the Credit Facility. At September 29, 2024, the Company had utilized $732,532 under the Credit Facility, of which $732,520
15

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

was classified as long-term debt (March 31, 2024 - $703,972) and $12 by way of letters of credit (March 31, 2024 - $12).
The Credit Facility is available in Canadian dollars by way of prime rate advances, Term CORRA advances and/or Daily Compounded CORRA advances, in U.S. dollars by way of base rate advances and/or Term SOFR advances, in Euros by way of EURIBOR advances, in British pounds sterling by way of Daily Simple SONIA advances, and by way of letters of credit for certain purposes. The interest rates applicable to the Credit Facility are determined based on a net debt-to-EBITDA ratio as defined in the Credit Facility. For prime rate advances and base rate advances, the interest rate is equal to the Agent's prime rate or the Agent's U.S. dollar base rate in Canada, respectively, plus a margin ranging from 0.45% to 2.00%. For Term CORRA advances, Daily Compounded CORRA advances, Term SOFR advances, EURIBOR advances and Daily Simple SONIA advances, the interest rate is equal to the Term CORRA rate, the Daily Compounded CORRA rate, the Term SOFR rate, the EURIBOR rate or the Daily Simple SONIA rate, respectively, plus a margin that varies from 1.45% to 3.00%. The Company pays a fee for usage of financial letters of credit that ranges from 1.45% to 3.00%, and a fee for usage of non-financial letters of credit that ranges from 0.97% to 2.00%. The Company pays a standby fee on the unadvanced portions of the amounts available for advance or drawdown under the Credit Facility at rates ranging from 0.29% to 0.60%. The Company's Credit Facility is subject to changes in market interest rates. Changes in economic conditions outside of the Company's control could result in higher interest rates, thereby increasing its interest expense. The Company uses a variable for fixed interest rate swap to hedge a portion of its Credit Facility (see note 8).

The Credit Facility is subject to financial covenants including a net debt-to-EBITDA test and an interest coverage test. Under the terms of the Credit Facility, the Company is restricted from encumbering any assets with certain permitted exceptions. At September 29, 2024, all of the covenants were met.

The Company has additional credit facilities available of $110,935 (40,573 Euros, $24,000 U.S, 120,000 Thai Baht, 5,000 GBP, 5,000 CNY, $150 AUD and $2,111 CAD). The total amount outstanding on these facilities as at September 29, 2024 was $19,497, of which $17,307 was classified as bank indebtedness (March 31, 2024 - $4,060), $2,190 was classified as long-term debt (March 31, 2024 - $2,299) and $nil by way of letters of credit (March 31, 2024 - $376). The interest rates applicable to the credit facilities range from 0.03% to 8.45% per annum. A portion of the long-term debt is secured by certain assets of the Company.

The Company’s U.S. $350,000 aggregate principal amount of senior notes (“the US Senior Notes”) were issued at par, bear interest at a rate of 4.125% per annum and mature on December 15, 2028. After December 15, 2023, the Company may redeem the US Senior Notes, in whole at any time or in part from time to time, at specified redemption prices and subject to certain conditions required by the US Senior Notes. If the Company experiences a change of control, the Company may be required to repurchase the US Senior Notes, in whole or in part, at a purchase price equal to 101% of the aggregate principal amount of the US Senior Notes, plus accrued and unpaid interest, if any, to, but not including, the redemption date. The US Senior Notes contain customary covenants that restrict, subject to certain exceptions and thresholds, some of the activities of the Company and its subsidiaries, including the Company’s ability to dispose of assets, incur additional debt, pay dividends, create liens, make investments, and engage in specified transactions with affiliates. At September 29, 2024, all of the covenants were met. Subject to certain exceptions, the US Senior Notes are guaranteed by each of the subsidiaries of the Company that is a borrower or has guaranteed obligations under the Credit Facility. Transaction fees of $8,100 were deferred and are being amortized over the term of the US Senior Notes. The Company uses a cross-currency interest rate swap instrument to hedge a portion of its US Senior Notes (see note 8).

16

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

On August 21, 2024, the Company completed a private placement of $400,000 aggregate principal amount of senior unsecured notes (the “CAD Senior Notes”). Transaction fees of $6,080 were deferred and will be amortized over the term of the CAD Senior Notes. The Company used the net proceeds to repay amounts owing under the Credit Facility.

The CAD Senior Notes were issued at par, bear interest at a rate of 6.50% per annum and mature on August 21, 2032. The Company may redeem the CAD Senior Notes, at any time after August 21, 2027, in whole or in part, at specified redemption prices and subject to certain conditions required by the CAD Senior Notes. If the Company experiences a change of control, the Company may be required to repurchase the CAD Senior Notes, in whole or in part, at a purchase price equal to 101% of the aggregate principal amount of the CAD Senior Notes, plus accrued and unpaid interest, if any, to, but not including, the redemption date. The CAD Senior Notes contain customary covenants that restrict, subject to certain exception and thresholds, some of the activities of the Company and its subsidiaries, including the Company's ability to dispose of assets, incur additional debt, pay dividends, create liens, make investments, and engage in specified transactions with affiliates. At September 29, 2024, all of the covenants were met. Subject to certain exceptions, the CAD Senior Notes are guaranteed by each of the subsidiaries of the Company that is a borrower or has guaranteed obligations under the Credit Facility.

(i) Bank indebtedness
As at
September 29
2024
March 31
2024
Other facilities$17,307 $4,060 

(ii) Long-term debt

As at
September 29
2024
March 31
2024
Credit Facility$732,520 $703,972 
Senior Notes873,095 474,075 
Other facilities2,190 2,299 
Issuance costs(13,632)(8,374)
1,594,173 1,171,972 
Less: current portion171 176 
$1,594,002 $1,171,796 

Scheduled principal repayments and interest payments on long-term debt as at September 29, 2024 are as follows (variable interest repayments on the Credit Facility are not reflected in the table below as they fluctuate based on the amounts drawn):




Principal

Interest
Less than one year$171 $45,630 
One - two years237 45,622 
Two - three years732,714 45,613 
Three - four years187 45,604 
Four - five years473,293 30,957 
Thereafter401,203 76,037 
$1,607,805 $289,463 

        
17

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

15. SHARE CAPITAL

Authorized share capital of the Company consists of an unlimited number of common shares, without par value, for unlimited consideration.

On December 13, 2023, the Company announced that the Toronto Stock Exchange (“TSX”) had accepted a notice filed by the Company of its intention to make a normal course issuer bid (“NCIB”). Under the NCIB, ATS may purchase for cancellation up to a maximum of 8,044,818 common shares during the 12-month period ending December 14, 2024.

During the six months ended September 29, 2024, the Company purchased 1,020,887 common shares under the NCIB program for $44,983 (March 31, 2024 - purchased 300 common shares for $14). At September 29, 2024, a total of 7,023,631 common shares remained available for repurchase under the NCIB. All purchases are made in accordance with the bid at prevalent market prices plus brokerage fees, or such other prices that may be permitted by the TSX, with consideration allocated to share capital up to the average carrying amount of the shares, and any excess allocated to retained earnings. Included in share capital is $900 of transaction costs related to taxes on the share repurchase (note 16).

The changes in the common shares issued and outstanding during the period presented were as follows:
NoteNumber of common sharesShare capital
Balance, at March 31, 2024
98,219,496 $865,897 
Exercise of stock options2,927 115 
Common shares held in trust17(332,165)(14,690)
Repurchase of common shares(1,020,887)(9,831)
Balance, at September 29, 2024
96,869,371 $841,491 

On May 30, 2023, the Company announced the closing of its U.S. initial public offering on the New York Stock Exchange. A total of 6,900,000 common shares were sold by the Company, at a price of $55.04 ($41 U.S.) per share, for gross proceeds to the Company of $379,797 ($282,900 U.S.). Offering costs of $17,725 ($13,203 U.S.) were paid and deferred tax of $4,260 ($3,173 U.S.) related to the offering costs were recorded to share capital.

16. TAXATION

(i) Reconciliation of income taxes: Income tax expense differs from the amounts that would be obtained by applying the combined Canadian basic federal and provincial income tax rate to income before income taxes. These differences result from the following items:

18

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

Three months ended
Six months ended
 
Note
September 29
2024
October 1
2023
September 29
2024
October 1
2023
Income (loss) before income taxes and non-controlling interest
$(1,366)$67,561 $46,709 $129,665 
Combined Canadian basic federal and provincial income tax rate26.50%26.50%26.50%26.50%
Income tax expense (recovery) based on combined Canadian basic federal and provincial income tax rate$(362)$17,903 $12,378 $34,361 
Increase (decrease) in income taxes resulting from:
Adjustments in respect of current income tax of previous periods(769)907 (88)752 
Non-taxable items net of non-deductible items
(102)(1,959)(1,197)(3,674)
Unrecognized assets1,889 2,868 4,060 4,607 
Income taxed at different rates and statutory rate changes(518)(2,430)(1,917)(4,079)
Manufacturing and processing allowance and all other items(585)(471)(935)(769)
At the effective income tax rate of 26%
(October 1, 2023 – 24%)
$(447)$16,818 $12,301 $31,198 
Income tax expense (recovery) reported in the interim condensed consolidated statements of income (loss):
Current tax expense
$10,435 $7,135 $28,079 $31,525 
Deferred tax expense (recovery)
(10,882)9,683 (15,778)(327)
$(447)$16,818 $12,301 $31,198 
Deferred tax related to items charged or
credited directly to equity and goodwill:
Gain (loss) on revaluation of cash flow hedges
$1,938 $(329)$2,168 $(2,223)
Opening deferred tax of acquired company
4
(16,115)(61)(16,115)(715)
Other items recognized through equity(846)3,562 (1,042)4,798 
Income tax charged directly to equity and goodwill$(15,023)$3,172 $(14,989)$1,860 

Pillar Two legislation became enacted in Canada and came into effect on April 1, 2024 for the Company. Pillar Two introduces a 15% global minimum tax on income earned in each jurisdiction where the Company operates. During the three months and six months ended September 29, 2024, the Company recognized income tax expense related to Pillar Two income taxes of $538 and $1,051 respectively ($nil and $nil in the three and six months ended October 1, 2023) in the interim condensed consolidated statement of income (loss). The Company has applied the exception to recognizing and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes.

On June 20, 2024, Bill C-59 received Royal Assent, enacting a 2% tax on certain share buybacks. The impact of this tax is reflected in the interim condensed consolidated financial statements (note 15).

17. STOCK-BASED COMPENSATION

In the calculation of the stock-based compensation expense in the interim condensed consolidated statements of income (loss), the fair value of the Company’s stock option grants were estimated using the Black-Scholes option pricing model for time-vesting stock options. During the three and six months ended September 29, 2024, the Company granted nil and 241,327 time vesting stock options (nil and
19

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

176,112 in the three and six months ended October 1, 2023, respectively). The stock options granted vest over four years and expire on the seventh anniversary from the date of issue.

For the six months ended
September 29
2024
October 1
2023
Number of stock optionsWeighted average exercise priceNumber of stock optionsWeighted average
exercise price
Stock options outstanding, beginning of period823,527 $33.56 785,429 $26.69 
Granted241,327 45.37176,112 57.71
Exercised (i)
(2,927)30.77(50,195)23.50
Forfeited(13,346)43.35(5,128)38.38
Stock options outstanding, end of period1,048,581 $36.16 906,218 $32.83 
Stock options exercisable, end of period, time-vested options550,415 $28.04 424,635 $23.65 

(i) For the six months ended September 29, 2024, the weighted average share price at the date of exercise was $42.91 (October 1, 2023 - $60.25).

The fair values of the Company’s stock options issued during the periods presented were estimated at the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions. Expected stock price volatility was determined at the time of the grant by considering historical share price volatility. Expected stock option grant life was determined at the time of the grant by considering the average of the grant vesting period and the grant exercise period.

 For the six months ended
September 29
2024
October 1
2023
Weighted average risk-free interest rate3.75 %3.52 %
Dividend yield0 %%
Weighted average expected volatility35 %36 %
Weighted average expected life4.75 years4.77 years
Number of stock options granted:
Time-vested
241,327176,112
Weighted average exercise price per option$ 45.37$ 57.71
Weighted average value per option:
Time-vested
$ 16.45$ 20.83
Restricted Share Unit Plan:

During the three and six months ended September 29, 2024, the Company granted 11,031 and 204,308 time-vesting restricted share units (“RSUs”) (23,229 and 151,828 in the three and six months ended October 1, 2023), and nil and 210,803 performance-based RSUs (nil and 126,944 in the three and six months ended October 1, 2023). The Company measures these RSUs based on the fair value at the date of grant and a compensation expense is recognized over the vesting period in the interim condensed consolidated statements of income (loss) with a corresponding increase in contributed surplus. The performance-based RSUs vest upon successful achievement of certain operational and share price targets.

On May 18, 2022, the RSU plan was amended so that RSUs granted may be settled in ATS Common Shares, where deemed advisable by the Company, as an alternative to cash payments. It is the Company's intention to settle these RSUs with ATS Common Shares and therefore the Company measures these RSUs as equity awards based on fair value. During the three and six months ended September 29, 2024, 332,165 common shares were purchased for $14,690 and placed in trust (387,794
20

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

shares for $23,820 in the three and six months ended October 1, 2023). At September 29, 2024, 1,057,455 shares are held in a trust and may be used to settle some or all of the RSU grants when they are fully vested. The trust is consolidated in the Company’s interim condensed consolidated financial statements with the value of the acquired common shares presented as a reduction of share capital.

The RSUs issued prior to May 18, 2022 give the employee the right to receive a cash payment based on the market value of a common share of the Company. The RSU liability is recognized quarterly based on the expired portion of the vesting period and the change in the Company’s stock price. The change in value of the RSU liability is included in the interim condensed consolidated statements of income (loss) in the period of the change. At September 29, 2024, the value of the outstanding liability related to the RSU plan was $37 (March 31, 2024 - $13,875). The RSU liability is included in accounts payable and accrued liabilities on the interim condensed consolidated statements of financial position.

The weighted average remaining vesting period for the time-vesting RSUs and performance-based RSUs to be settled in cash is 0.75 years.

Deferred Stock Unit Plan:

During the three and six months ended September 29, 2024, the Company granted nil and 43,456 units, respectively (three and six months ended October 1, 2023 - nil and 29,395, respectively). The Deferred Stock Unit (“DSU”) liability is revalued at each reporting date based on the change in the Company’s stock price. The change in value of the DSU liability is included in the interim condensed consolidated statements of income (loss). As at September 29, 2024, the value of the outstanding liability related to the DSUs was $18,209 (March 31, 2024 - $19,661). The DSU liability is revalued at each reporting date based on the change in the Company’s stock price. The DSU liability is included in accounts payable and accrued liabilities on the interim condensed consolidated statements of financial position. The change in the value of the DSU liability is included in the interim condensed consolidated statements of income (loss) in the period of change.

The following table shows the compensation expense (recovery) related to the Company’s share-based payment plans:

For the three months ended
September 29
2024
October 1
2023
Stock options$753 $ 500
RSUs3,315 3,703 
DSUs(1,368)(748)
$2,700 $3,455 

For the six months ended
September 29
2024
October 1
2023
Stock options$1,510 $1,012 
RSUs6,365 10,994 
DSUs(1,452)1,439 
$6,423 $13,445 






21

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

18. COMMITMENTS AND CONTINGENCIES

The minimum purchase obligations are as follows as at September 29, 2024:
Less than one year$321,936 
One - two years37,276 
Two - three years1,322 
Three - four years524 
Four - five years53 
More than five years149 
$361,260 

The Company’s off-balance sheet arrangements consist of purchase obligations, primarily commitments for material purchases, which have been entered into in the normal course of business.

In accordance with industry practice, the Company is liable to customers for obligations relating to contract completion and timely delivery. In the normal conduct of its operations, the Company may provide letters of credit as security for advances received from customers pending delivery and contract performance. In addition, the Company provides letters of credit for post-retirement obligations and may provide letters of credit as security on equipment under lease and on order. As at September 29, 2024, the total value of outstanding letters of credit was approximately $237,272 (March 31, 2024 - $171,065).

In the normal course of operations, the Company is party to a number of lawsuits, claims and contingencies. Although it is possible that liabilities may be incurred in instances for which no accruals have been made, the Company does not believe that the ultimate outcome of these matters will have a material impact on its interim condensed consolidated statements of financial position.

19. SEGMENTED DISCLOSURE

The Company’s operations are reported as one operating segment, Automation Systems, which plans, allocates resources, builds capabilities and implements best practices on a global basis.

Geographic segmentation of revenues is determined based on revenues by customer location. Non-current assets represent property, plant and equipment, right-of-use assets and intangible assets that are attributable to individual geographic segments, based on location of the respective operations.

As at
September 29, 2024
Right-of-use assetsProperty, plant and equipmentIntangible assets
Canada$33,880 $65,615 $96,702 
United States22,059 139,864 421,873 
Germany25,418 53,416 44,491 
Italy18,061 41,292 133,443 
Other Europe18,045 10,899 32,917 
Other4,367 2,651 9,422 
Total Company$121,830 $313,737 $738,848 

22

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

As at
March 31, 2024
Right-of-use assetsProperty, plant and equipmentIntangible
assets
Canada$30,483 $62,895 $28,558 
United States11,273 143,642 434,039 
Germany24,849 35,158 38,945 
Italy16,819 39,439 133,447 
Other Europe17,627 13,581 34,672 
Other4,610 2,262 9,886 
Total Company$105,661 $296,977 $679,547 

Revenue from external customers
Three months ended
Six months ended
September 29
2024
October 1
2023
September 29
2024
October 1
2023
Canada$30,484 $21,780 $68,069 $64,927 
United States262,731 371,018 583,063 723,755 
Germany57,383 74,914 109,624 146,294 
Italy24,620 32,809 45,664 66,472 
Other Europe146,731 149,760 298,404 296,482 
Other90,832 85,435 202,227 191,435 
Total Company$612,781 $735,716 $1,307,051 $1,489,365 

For the six months ended September 29, 2024, the Company had revenues from a single customer that amounted to 10.9% of total consolidated revenues (six months ended October 1, 2023 - revenues from a single customer amounted to 25.5%).

20. REVENUE FROM CONTRACTS WITH CUSTOMERS

(a) Revenue by type:

Three months ended
Six months ended
September 29
2024
October 1
2023
September 29
2024
October 1
2023
Revenues from construction contracts$317,462 $479,755 $712,455 $988,623 
Services rendered162,554 149,078 333,743 291,381 
Sale of goods132,765 106,883 260,853 209,361 
Total Company$612,781 $735,716 $1,307,051 $1,489,365 

(b) Disaggregation of revenue from contracts with customers:

Three months ended
Six months ended
Revenues by market
September 29
2024
October 1
2023
September 29
2024
October 1
2023
Life Sciences$350,363 $291,458 $678,784 $576,428 
Transportation69,220 252,201 213,644 470,734 
Food & Beverage93,908 109,840 190,723 240,454 
Consumer Products73,486 64,541 161,230 148,184 
Energy25,804 17,676 62,670 53,565 
Total Company$612,781 $735,716 $1,307,051 $1,489,365 

23

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

Three months ended
Six months ended
Timing of revenue recognition based on transfer of control
September 29
2024
October 1
2023
September 29
2024
October 1
2023
Goods and services transferred at a point in time$132,765 $106,883 $260,853 $209,361 
Goods and services transferred over time480,016 628,833 1,046,198 1,280,004 
Total Company$612,781 $735,716 $1,307,051 $1,489,365 

(c) Contract balances:
As at
September 29
2024
March 31
2024
Trade receivables$559,536 $437,329 
Contract assets589,652 704,703 
Contract liabilities(244,850)(312,204)
Unearned revenue (i)
(69,590)(51,056)
Net contract balances$834,748 $778,772 
(i) The unearned revenue liability is included in accounts payable and accrued liabilities on the interim condensed consolidated statements of financial position.

As at
September 29
2024
March 31
2024
Contracts in progress:
Costs incurred$4,167,581 $3,936,631 
Estimated earnings1,484,945 1,354,259 
5,652,526 5,290,890 
Progress billings(5,307,724)(4,898,391)
Net contract assets and liabilities$344,802 $392,499 

The Company applies estimates, judgments and assumptions based on parameters available when the interim condensed consolidated financial statements were prepared. While the Company has a disagreement with one of its electric vehicle customers, revenue in the interim condensed consolidated financial statements is recognized based on the amount of consideration that the Company expects to receive based on fulfillment of its contractual obligations. Pending resolution of this disagreement, the realization of certain contract assets and trade receivables may be delayed outside the Company’s normal operating cycle.

21. NET FINANCE COSTS
Three months ended
Six months ended
Note
September 29
2024
October 1
2023
September 29
2024
October 1
2023
Interest expense$22,652 $14,517 $41,066 $30,618 
Interest on lease liabilities71,518 1,459 2,938 2,644 
Interest income(636)(514)(952)(854)
$23,534 $15,462 $43,052 $32,408 






24

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

22. EARNINGS (LOSS) PER SHARE    

Basic earnings (loss) per share
Earnings (loss) per common share is calculated by dividing earnings (loss) attributable to common shareholders by the weighted average number of common shares outstanding.

Diluted earnings (loss) per share
The treasury stock method is used to determine the dilutive impact of stock options and RSUs. This method assumes any proceeds from the exercise of stock options and vesting of RSUs would be used to purchase common shares at the average market price during the period.

For the three months ended
September 29
2024
October 1
2023
Weighted average number of common shares outstanding97,926,369 98,883,583 
Dilutive effect of RSUs124,452 134,615 
Dilutive effect of performance-based RSUs202,081 190,633 
Dilutive effect of stock option conversion184,434 373,369 
Diluted weighted average number of common shares outstanding98,437,336 99,582,200 

For the six months ended
September 29
2024
October 1
2023
Weighted average number of common shares outstanding98,022,787 96,617,655 
Dilutive effect of RSUs129,894 123,997 
Dilutive effect of performance-based RSUs202,081 197,339 
Dilutive effect of stock option conversion207,595 378,166 
Diluted weighted average number of common shares outstanding98,562,357 97,317,157 

The Company presents basic and diluted earnings (loss) per share data. Basic earnings (loss) per share is calculated by dividing the net income (loss) attributable to shareholders of the Company by the weighted average number of common shares outstanding during the period, adjusted for common shares held in trust under the RSU Plans. Diluted earnings (loss) per share is determined by further adjusting the weighted average number of common shares outstanding for the effects of all potential dilutive shares, which comprise stock options, RSUs and performance-based RSUs granted to executive officers and designated employees.

For the three and six months ended September 29, 2024, stock options to purchase 411,560 common shares, 191,414 RSUs and 337,442 performance-based RSUs are excluded from the weighted average number of common shares in the calculation of diluted earnings (loss) per share as they are anti-dilutive (97,320 common shares, 125,690 RSUs and nil performance-based RSUs were excluded for the three and six months ended October 1, 2023).

23. SUPPLEMENTAL CASH FLOW INFORMATION

The following table sets forth the supplemental cash flow information on net change in non-cash working capital:

25

ATS CORPORATION
Notes to Interim Condensed Consolidated Financial Statements
    (in thousands of Canadian dollars, except per share amounts - unaudited)    

Three months ended
Six months ended
September 29
2024
October 1
2023
September 29
2024
October 1
2023
Accounts receivable$(17,972)$(107,220)$(114,832)$(111,171)
Income tax receivable(2,343)(2,219)(2,193)$(2,866)
Contract assets136,775 15,768 115,051 $(65,135)
Inventories(8,377)(10,473)(17,235)$(23,207)
Deposits, prepaids and other assets9,596 (4,297)2,366 $(1,524)
Accounts payable and accrued liabilities(72,030)(5,031)(89,976)$(54,346)
Income tax payable(121)(6,329)(5,395)$379 
Contract liabilities(120,509)35,770 (67,354)$(9,435)
Provisions8,700 (1,784)2,477 $(6,925)
Foreign exchange and other(7,999)(1,397)(4,063)$2,564 
Total change in non-cash working capital$(74,280)$(87,212)$(181,154)$(271,666)

26