EX-99 2 newsrelease.htm PRESS RELEASE FirstService Reports Solid Third Quarter Results

EXHIBIT 99.1

FirstService Reports Solid Third Quarter Results

Colliers International Delivers Strong Year Over Year Growth

Operating highlights:

  Three months ended Nine months ended
  September 30 September 30
  2010  2009  2010  2009 
         
Revenues (millions)  $ 530.4   $ 451.1    $ 1,434.2    $ 1,237.4  
Adjusted EBITDA (millions) (note 1)  45.7   43.5   110.3   97.1 
Adjusted EPS (note 2)  0.61   0.60   1.23   1.15 

TORONTO, Oct. 27, 2010 (GLOBE NEWSWIRE) -- FirstService Corporation (TSX:FSV) (Nasdaq:FSRV), preferred shares – (TSX:FSV.PR.U) today reported results for its third quarter ended September 30, 2010. All amounts are in U.S. dollars.

Revenues for the third quarter were $530.4 million, an 18% increase relative to the same quarter in the prior year, Adjusted EBITDA (note 1) was $45.7 million, up 5% from $43.5 million and Adjusted EPS (note 2) was $0.61, versus $0.60 reported in the prior year quarter. GAAP EPS from continuing operations was $0.18 per share in the quarter, compared to $0.16 for the same quarter a year ago.

For the nine months ended September 30, 2010, revenues were $1.43 billion, a 16% increase relative to the comparable prior year period, while Adjusted EBITDA was $110.3 million, up 14%, and Adjusted EPS was $1.23, up 7%. GAAP EPS from continuing operations for the nine month period was $0.24, compared to a loss of $1.45 in the prior year period.

"Overall, we are pleased with our third quarter results. Colliers International demonstrated strong revenue growth in the United States, Canada and Australia, while continuing to invest in its global platform. Revenues in Residential Property Management and Property Services also grew relative to the prior year quarter despite difficult market conditions," said Jay S. Hennick, Founder and Chief Executive Officer of FirstService. "With a strong balance sheet, low leverage ratios and significant financing capacity, FirstService is well positioned to continue generating strong growth for the balance of the year and beyond," he added.

About FirstService Corporation

FirstService Corporation is a global diversified leader in the rapidly growing real estate services sector, providing services in commercial real estate, residential property management and property services. Industry-leading service platforms include Colliers International, the third largest global player in commercial real estate services; FirstService Residential Management, the largest manager of residential communities in North America; and TFC, North America's largest provider of property services through franchise and contractor networks.

FirstService generates over US$1.9 billion in annual revenues and has more than 18,000 employees worldwide. More information about FirstService is available at www.firstservice.com.

Segmented Quarterly Results

Commercial Real Estate Services revenues totalled $222.7 million for the third quarter, up 43% relative to the prior year quarter. Revenue growth was comprised of 32% internal growth measured in local currencies, a 4% favourable impact from foreign currency translation and 7% growth from recent acquisitions. Internal growth was primarily driven by sharp year over year revenue increases in the United States, Canada and Australia. Adjusted EBITDA was $8.8 million, up 134% from $3.8 million reported in the prior year quarter. Third quarter results were negatively impacted by $2.0 million in Colliers International global re-branding costs, which are expected to continue being incurred throughout the balance of 2010 and the first half of 2011.

Residential Property Management revenues were $181.6 million for the third quarter, up 4% relative to the prior year quarter. Revenue growth was comprised of 1% internal growth and 3% from recent acquisitions. Adjusted EBITDA for the quarter was $19.4 million, up 10% versus $17.6 million in the prior year period.

Property Services revenues totalled $126.1 million, up 5% from $120.3 million in the prior year period, attributable evenly to franchising and foreclosure services growth. Adjusted EBITDA for the third quarter was $22.2 million, down 8% versus $24.2 million in the prior year quarter, primarily due to the Field Asset Services property preservation and foreclosure services operations. Foreclosure services margins were consistent with margins in each of the past three quarters and, relative to the prior year quarter, were affected by increases in the scope of client engagements.

Corporate costs were $5.4 million in the third quarter, relative to $3.6 million in the prior year period. Consistent with the second quarter, the current quarter's results were primarily impacted by higher performance-based compensation accruals and foreign currency translation of Canadian dollar-denominated expenses.

Deferred Income Tax Valuation Allowance

During the third quarter, the Company recorded an increase in its valuation allowance with respect to deferred income tax assets, which increased income tax expense by $6.8 million and decreased GAAP earnings per share by $0.21. In the prior year quarter, the valuation allowance amounted to $3.6 million, or $0.11 per share. For the nine months ended September 30, 2010, the increase to income tax expense and reduction to GAAP earnings per share were $13.3 million and $0.41, respectively (2009 - $18.5 million and $0.58, respectively). The valuation allowance relates to tax loss carry-forwards in the Company's Commercial Real Estate operations, which remain available to offset income tax over the next 17 to 20 years.

Conference Call

FirstService will be holding a conference call on Wednesday, October 27, 2010 at 11:00 a.m. Eastern Time to discuss results for the first quarter. The call will be simultaneously web cast and can be accessed live or after the call at www.firstservice.com in the "Investors / Newsroom" section.

Forward-looking Statements

This press release includes or may include forward-looking statements. Forward-looking statements include the Company's financial performance outlook and statements regarding goals, beliefs, strategies, objectives, plans or current expectations. These statements involve known and unknown risks, uncertainties and other factors which may cause the actual results to be materially different from any future results, performance or achievements contemplated in the forward-looking statements. Such factors include: (i) general economic and business conditions, which will, among other things, impact demand for the Company's services and the cost of providing services; (ii) the ability of the Company to implement its business strategy, including the Company's ability to acquire suitable acquisition candidates on acceptable terms and successfully integrate newly acquired businesses with its existing businesses; (iii) changes in or the failure to comply with government regulations; and (iv) other factors which are described in the Company's filings with applicable Canadian and United States securities regulatory authorities (which factors are adopted herein).

Summary financial information is provided in this press release. This press release should be read in conjunction with the Company's quarterly financial statements and MD&A to be made available on SEDAR at www.sedar.com.

Notes

1. Reconciliation of net earnings (loss) from continuing operations to Adjusted EBITDA:

Adjusted EBITDA is defined as net earnings from continuing operations before non-controlling interest share of earnings, income taxes, interest, depreciation, amortization, goodwill impairment charges, acquisition-related items, stock-based compensation expense and cost containment expense. The Company uses this measure to evaluate its own operating performance and as an integral part of its planning and reporting systems. Additionally, the Company uses this measure in conjunction with discounted cash flow models to determine its overall enterprise valuation and to evaluate acquisition targets. The Company believes this measure is a reasonable indicator of operating performance because of the low capital intensity of its service operations. The Company believes 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. The Company's 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 from continuing operations to Adjusted EBITDA appears below.

  Three months ended Nine months ended
(in thousands of US$) September 30 September 30
  2010  2009  2010  2009 
         
Net earnings (loss) from continuing operations  $ 14,366 $ 16,678 $ 35,677  $ (15,990)
Income tax  12,491  12,036  23,452  31,220
Other expense (income)  836 (3,499)  3,748 (4,553)
Interest expense, net  4,541  2,928  13,196  8,622
Operating earnings  32,234  28,143  76,073  19,299
Depreciation and amortization  11,642  12,077  35,240  35,694
EBITDA  43,876  40,220  111,313  54,993
Goodwill impairment charge  --  --  --  29,583
Acquisition-related items  1,131  -- (3,080)  --
Stock-based compensation expense  661  1,525  2,079  4,696
Cost containment  --  1,766  --  7,841
Adjusted EBITDA  $ 45,668 $ 43,511  $ 110,312 $ 97,113

2. Reconciliation of net earnings (loss) and net earnings (loss) per common share from continuing operations to adjusted net earnings and adjusted net earnings per share:

Adjusted diluted net earnings per common share from continuing operations is defined as diluted net earnings per common share from continuing operations plus the effect, after income tax, of: (i) the non-controlling interest redemption increment recognized in connection with the accounting standards on non-controlling interests ("NCI"); (ii) amortization expense related to intangible assets recognized in connection with acquisitions; (iii) goodwill impairment charges; (iv) acquisition-related items; (v) stock-based compensation expense; (vi) cost containment expense and (vii) deferred income tax valuation allowances related to tax loss carry-forwards. The Company believes adjusted earnings per share is a useful measure of operating performance because it enhances the comparability of operating results from period to period. This is not a recognized measure of financial performance under GAAP, and should not be considered as a substitute for diluted net earnings per common share from continuing operations, as determined in accordance with GAAP. The Company's method of calculating this measure may differ from other issuers and, accordingly, this measure may not be comparable to measures used by other issuers. A reconciliation appears below.

  Three months ended Nine months ended
(in thousands of US$) September 30 September 30
  2010 2009 2010 2009
         
Net earnings (loss) attributable to common shareholders $ 5,370 $ 4,793 $ 7,138  $ (45,604)
Non-controlling interest redemption increment  2,643  6,940  8,863  17,787
Company share of net loss from discontinued operations, net of tax  --  19  --  2,973
Acquisition-related items  1,131  -- (3,080)  --
Amortization of intangible assets  4,510  4,949  14,519  16,202
Goodwill impairment charge  --  --  --  29,583
Stock-based compensation expense  661  1,525  2,079  4,696
Cost containment  --  1,766  --  7,841
Realized gain on available-for-sale securities  -- (3,545)  -- (4,488)
Income tax on adjustments (1,806) (1,534) (5,759) (8,187)
Deferred income tax valuation allowance  6,792   3,563  13,262  18,521
Non-controlling interest on adjustments (712) (672)  411 (5,381)
Adjusted net earnings from continuing operations  $ 18,589  $ 17,804  $ 37,433  $ 33,943
         
  Three months ended Nine months ended
(in US$) September 30 September 30
  2010 2009  2010  2009 
         
Net earnings (loss) per common share from continuing operations $ 0.18 $ 0.16 $ 0.24  $ (1.45)
Non-controlling interest redemption increment  0.09  0.24  0.29  0.60
Acquisition-related items  0.03  -- (0.04)  --
Amortization of intangible assets, net of tax  0.09  0.10  0.29  0.33
Goodwill impairment charge  --  --  --  0.93
Stock-based compensation expense, net of tax  0.01  0.03  0.04  0.09
Cost containment, net of tax  --  0.04  --  0.17
Realized gain on available-for-sale securities  -- (0.08)  -- (0.10)
Deferred income tax valuation allowance  0.21  0.11  0.41  0.58
Adjusted diluted net earnings per common share $ 0.61 $ 0.60 $ 1.23 $ 1.15
         
FIRSTSERVICE CORPORATION        
Condensed Consolidated Statements of Earnings (Loss)        
(in thousands of US dollars, except per share amounts)        
  Three months Nine months
  ended September 30 ended September 30
(unaudited)  2010  2009  2010  2009 
         
Revenues  $ 530,418 $  451,080 $ 1,434,181  1,237,433
         
Cost of revenues   332,008  275,469 890,130  762,397
Selling, general and administrative expenses   153,403  135,391 435,818  390,460
Depreciation   7,132  7,128 20,721  19,492
Amortization of intangible assets   4,510  4,949 14,519  16,202
Goodwill impairment charge   --  --  --  29,583
Acquisition-related items (1)   1,131  -- (3,080)  --
Operating earnings  32,234  28,143  76,073  19,299
Interest expense, net   4,541  2,928  13,196  8,622
Other expense (income)   836 (3,499)  3,748 (4,553)
Earnings before income tax   26,857  28,714  59,129  15,230
Income tax (2)   12,491  12,036  23,452  31,220
Net earnings (loss) from continuing operations   14,366  16,678  35,677 (15,990)
Discontinued operations, net of income tax (3)   -- (19)  -- (3,248)
Net earnings (loss)  14,366  16,659  35,677 (19,238)
Non-controlling interest share of earnings   3,828  2,401  12,100  1,003
Non-controlling interest redemption increment   2,643  6,940  8,863  17,787
Net earnings (loss) attributable to Company   7,895  7,318  14,714  (38,028)
Preferred share dividends   2,525  2,525  7,576  7,576
Net earnings (loss) attributable to common shareholders  $ 5,370  $ 4,793  $ 7,138 $ (45,604)
         
Net earnings (loss) per common share         
Basic         
Continuing operations  $  0.18 $ 0.16 $ 0.24  $ (1.45)
Discontinued operations   --  --  -- (0.10)
  $ 0.18 $ 0.16 $ 0.24 $ (1.55)
         
Diluted         
Continuing operations  $ 0.18 $ 0.16 $ 0.24 $ (1.45)
Discontinued operations   --  --  -- (0.10)
  $ 0.18 $ 0.16 $ 0.24 $ (1.55)
         
Adjusted diluted net earnings per common share from continuing operations (4)  $ 0.61 $ 0.60  $ 1.23 $ 1.15
         
Weighted average common shares (thousands)         
Basic   30,245  29,442   30,018   29,401 
Diluted   30,494  29,548   30,265   29,433 

Notes to Condensed Consolidated Statements of Earnings

(1) Acquisition-related items include contingent acquisition consideration fair value adjustments, contingent acquisition consideration-related compensation expense, settlements of contingent liabilities of acquired entities initially recognized at the acquisition date and transaction costs.

(2) Income tax expense for the three months ended September 30, 2010 includes a $6,792 valuation allowance related to deferred income tax assets (2009 - $3,563); income tax expense for the nine months ended September 30, 2010 includes a $13,262 valuation allowance (2009 - $18,521).

(3) Amount shown is before NCI share. For the three months ended September 30, 2010, NCI share of discontinued operations was nil (2009 – nil); for the nine months ended September 30, 2010, NCI share of discontinued operations was nil (2009 – ($275)).

(4) See definition and reconciliation above.

Condensed Consolidated Balance Sheets    
(in thousands of US dollars)    
     
     
(unaudited)  September 30, 2010 December 31, 2009
     
Assets     
Cash and cash equivalents  $ 94,893  $ 99,778
Restricted cash   4,426  5,039
Accounts receivable   253,285  214,285
Inventories   10,008  9,458
Prepaid expenses and other current assets   56,211  53,733
Current assets  418,823  382,293
Other non-current assets   43,529  46,479
Fixed assets   80,523  75,939
Goodwill and intangible assets   533,429  504,819
Total assets $ 1,076,304 $  1,009,530
     
     
Liabilities and shareholders' equity     
Accounts payable and accrued liabilities  $ 301,213 $  269,668
Other current liabilities   30,097  29,008
Long-term debt - current   40,464  22,347
Current liabilities  371,774  321,023
Long-term debt - non-current   191,952  213,647
Convertible unsecured subordinated debentures   77,000  77,000
Other liabilities   32,770  27,606
Deferred income tax   40,622  40,052
Non-controlling interests   168,898  164,168
Shareholders' equity   193,288  166,034
Total liabilities and equity $ 1,076,304  1,009,530
     
     
Supplemental balance sheet information    
Total debt  $ 309,416 $  312,994
Total debt excluding convertible debentures   232,416  235,994
Total debt, net of cash   214,523  213,216
Total debt excluding convertible debentures, net of cash   137,523  136,216
     
Consolidated Statements of Cash Flows        
(in thousands of US dollars)        
  Three months ended Nine months ended
  September 30 September 30
(unaudited)  2010  2009  2010  2009 
         
Cash provided by (used in)         
         
Operating activities         
Net earnings (loss) from continuing operations  $ 14,366 $ 16,678 $ 35,677  $ (15,990)
Items not affecting cash:         
Depreciation and amortization   11,642  12,077  35,240  35,694 
Goodwill impairment charge   --  --  --  29,583 
Deferred income tax  (3,776) (1,547) (7,002)  879 
Other  3,195  721 (1,298)  1,837 
         
Changes in operating assets and liabilities   18,884  4,905 (2,190) (26,572)
Discontinued operations   --  6,573  --  621 
Net cash provided by operating activities   44,311  39,407  60,427  26,052 
         
Investing activities         
Acquisition of businesses, net of cash acquired  (9,132) (51) (13,595) (5,225)
Purchases of fixed assets  (8,037) (7,233) (23,157) (18,548)
Other investing activities  (771)  11,456  3,505  8,442 
Discontinued operations   --  307  -- (167)
Net cash (used in) provided by investing activities  (17,940)  4,479 (33,247) (15,498)
         
Financing activities         
Increase in long-term debt, net  (16,982) (32,035) (6,577)  15,786 
Purchases of non-controlling interests  (2,405) (8,993) (19,593) (29,098)
Dividends paid to preferred shareholders  (2,525) (2,525) (7,576) (7,576)
Other financing activities  (1,532) (3,900) (2,540) (9,444)
Net cash used in financing activities  (23,444) (47,453) (36,286) (30,332)
         
Effect of exchange rate changes on cash   1,737  1,757  4,221  3,149
         
Increase (decrease) in cash and cash equivalents   4,664 (1,810) (4,885) (16,629)
         
Cash and cash equivalents, beginning of period including cash held by discontinued operations   90,229  65,230  99,778  80,049
         
Cash and cash equivalents, end of period including cash held by discontinued operations   $ 94,893 $ 63,420 $ 94,893 $ 63,420
           
Segmented Revenues, Adjusted EBITDA and Operating Earnings          
(in thousands of US dollars)          
           
  Commercial Residential      
  Real Estate Property Property    
(unaudited) Services Management Services Corporate Consolidated
           
Three months ended September 30          
           
2010           
Revenues $ 222,675  $ 181,579   $ 126,138  $ 26  $ 530,418 
Adjusted EBITDA  8,817   19,448   22,177  (5,435)  45,007 
Stock-based compensation          661 
           45,668 
Operating earnings  943   16,984   19,715  (5,408)  32,234 
           
2009           
Revenues  $ 155,984  $ 174,757  $ 120,305  $ 34  $ 451,080 
Adjusted EBITDA  2,008   17,646   24,180  (3,614)  40,220 
Stock-based compensation          1,525 
Cost containment  1,766         1,766 
   3,774         43,511 
           
Operating earnings (4,338)  14,720   21,457  (3,696)  28,143 
           
           
  Commercial Residential      
  Real Estate Property Property    
  Services Management Services Corporate Consolidated
           
Nine months ended September 30          
           
2010           
Revenues $ 593,903  $ 497,602   $ 342,569  $ 107  $ 1,434,181 
Adjusted EBITDA  22,726   47,574   52,332  (14,399)  108,233 
Stock-based compensation          2,079 
           110,312 
Operating earnings  6,806   38,481   45,254  (14,468)  76,073 
           
2009           
Revenues $ 417,043  $ 489,271  $ 331,020  $ 99  $ 1,237,433 
Adjusted EBITDA (13,516)  46,074   60,414  (8,396)  84,576 
Stock-based compensation          4,696 
Cost containment  7,841         7,841 
  (5,675)        97,113 
           
Operating earnings (62,827)  37,403   53,351  (8,628)  19,299 
CONTACT:  FirstService Corporation
          Jay S. Hennick, Founder & CEO
          D. Scott Patterson, President & COO
          John B. Friedrichsen, Senior Vice President & CFO
          (416) 960-9500