EX-99.1 2 ex991.htm NEWS RELEASE DATED MAY 16, 2007 News Release dated May 16, 2007
EXHIBIT 99.1

 
 
COMPANY CONTACTS:
 
Jay S. Hennick
Founder & CEO
 
D. Scott Patterson
President & COO
 
John B. Friedrichsen
Senior Vice President & CFO
 
(416) 960-9500

FOR IMMEDIATE RELEASE
FirstService reports record fourth quarter and annual results

Strong internal growth and disciplined acquisitions drive financial performance

Yearend highlights: 
- Revenues $1.36 billion, up 27% 
- Adjusted EPS $1.37, up 36%
 

TORONTO, Ontario, May 16, 2007 - FirstService Corporation (NASDAQ: FSRV; TSX: FSV) today reported record results for its fourth quarter and fiscal year ended March 31, 2007 and updated its financial outlook for its fiscal year ending March 31, 2008. All amounts are in US dollars.

For the year ended March 31, 2007, revenues totalled $1.36 billion, up 27% relative to the prior year, while EBITDA (see definition and reconciliation below) increased 29% to $114.6 million versus $88.8 million in the prior year. Adjusted diluted net earnings per share from continuing operations (see definition and reconciliation below) were $1.37, up 36% from $1.01 in the prior year. Diluted earnings per share from continuing operations calculated in accordance with GAAP were $1.14, up 31% versus the prior year.

- 4 -

Fourth quarter revenues were $320.7 million, an increase of 29% relative to the same period last year. EBITDA increased 82% to $18.4 million versus $10.1 million in the prior year period. Adjusted diluted earnings per share from continuing operations for the quarter increased to $0.18 versus $0.06 in the prior year period. Diluted earnings per share from continuing operations calculated in accordance with GAAP for the quarter were $0.08 versus $0.01 in the prior year period.

“We set new records in our financial performance for fiscal 2007 through a combination of strong internal growth and disciplined acquisitions, while remaining true to the FirstService Way of operating”, said Jay S. Hennick, Founder and Chief Executive Officer of FirstService Corporation. “Over the last five years, our revenues, earnings and earnings per share have grown at a compound annual rate of about 30%, an impressive rate of growth across these important performance measures; and with more than $200 million in available cash and other resources, we are well positioned to deliver excellent growth again in fiscal 2008”, he concluded.

About FirstService Corporation
FirstService is a leader in the rapidly growing property services sector, providing services in the following areas: commercial real estate; residential property management; property improvement and integrated security services.  Market-leading brands include Colliers International in commercial real estate; The Continental Group, The Wentworth Group and The Merit Companies in residential property management; consumer brands California Closets, Paul Davis Restoration, Pillar to Post Home Inspections, CertaPro Painters and Handyman Connection in property improvement; and Intercon Security and Security Services and Technologies in integrated security.

FirstService is a diversified property services company with more than US$1.5 billion in annualized revenues and over 15,000 employees worldwide. More information about FirstService is available at www.firstservice.com. 

Segmented Quarterly Results
Revenues in Commercial Real Estate Services totalled $137.8 million for the quarter, an increase of 47% over the prior year period. Acquisitions contributed 32% of the increase while internal growth of 15% represented the balance. Internal growth was led by the Central European and Australian operations, which reported robust brokerage activity. Fourth quarter EBITDA was $10.1 million, up 83% compared to $5.5 million during the year-ago period.

Residential Property Management revenues increased to $107.7 million for the quarter, 23% higher than in the prior year period. Internal growth of 12% resulted from property management contracts added during the past twelve months. The balance of the growth was attributable to acquisitions. EBITDA for the quarter was $8.6 million, up 41% from $6.1 million one year ago.

- 5 -

Revenues in Property Improvement Services totalled $29.7 million, an increase of 15% over the prior year period. Internal revenue growth was 11%, due to higher system-wide sales at the Company’s franchise systems. The balance of the growth resulted from recent acquisitions. EBITDA in the fourth quarter was $2.0 million, up significantly from $0.4 million last year.

Integrated Security Services revenues for the fourth quarter were $45.2 million, an increase of 11% relative to the prior year period, attributable to increased systems installation activity in both the United States and Canada. Quarterly EBITDA was $2.2 million, up 54% versus $1.4 million in the prior year period.

Quarterly corporate costs were $4.4 million, relative to $3.2 million in the prior year period, resulting primarily from incremental performance based executive compensation and increased stock-based compensation expenses.

A comparison of segmented EBITDA to operating earnings is provided below.

Updated Financial Outlook
FirstService is updating the outlook for its fiscal year ending March 31, 2008 issued on January 30, 2007 to reflect the completion of the Company’s annual budgeting process and the recently announced acquisition. The Company is also updating its definition of EBITDA, as noted below, to better reflect the consolidated EBITDA generated by its operations before non-cash long-term stock-based compensation expenses.
(US$ millions, except per share amounts)
 
Year ending March 31, 2008
 
   
Updated
   
Previous
As Amended1
   
Previous
As Reported
 
Revenues
 
$
1,525 - $1,625
 
$
1,450 - $1,550
 
$
1,450 - $1,550
 
EBITDA
 
$
137 - $147
 
$
131 - $141
 
$
126 - $136
 
Adjusted EPS2
 
$
1.48 - $1.60
 
$
1.40 - $1.50
 
$
1.40 - $1.50
 
 
Notes:
 
1.
Included in the outlook figures in the “Updated” and “Previous As Amended” columns is an increase of $5.0 million to each of the lower and upper EBITDA ranges for stock-based compensation expense, which is now excluded from the definition of EBITDA. This change has no effect on earnings per share.
 
2.
Adjusted EPS refers to adjusted diluted earnings per share from continuing operations. The adjustment to EPS eliminates the impact of accelerated amortization of short-lived intangible assets recognized on acquisitions completed in the Company’s Commercial Real Estate services operations.
 
3.
The outlook assumes (i) no further acquisitions or divestitures completed during the outlook period and (ii) current economic conditions in the markets in which the Company operates remaining unchanged and in particular the market for commercial real estate services. Actual results may differ materially. The Company undertakes no obligation to continue to update this information.
 
 
- 6 -

Repurchases of FirstService Shares
On March 5, 2007 and March 6, 2007, the Company repurchased 38,500 Subordinate Voting Shares for cancellation through the facilities of the Toronto Stock Exchange and NASDAQ National Market pursuant to a normal course issuer bid. The total number of shares repurchased during the fiscal year ended March 31, 2007 is 697,700 at an average cost of US$23.78 representing 2.3% of the total shares outstanding prior to the repurchases. The repurchases were funded with cash on hand.

Conference Call
FirstService will be holding a conference call on Wednesday, May 16, 2007 at 11:00 a.m. Eastern Time to discuss the results for the fourth quarter and full fiscal year as well as the updated outlook for fiscal 2008. The call will be simultaneously web cast and can be accessed live or after the call at www.firstservice.com in the “Investor Relations / News Releases” section.

Forward-looking Statements
This press release includes 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 the Ontario Securities Commission.

-30 -
- 7 -


FIRSTSERVICE CORPORATION
Condensed Consolidated Statements of Earnings
(in thousands of US dollars, except per share amounts)
(unaudited)
   
Three months ended
March 31
     
Yeah ended
March 31 
 
   
2007
     
2006
     
2007
     
2006
 
                               
Revenues
$
320,744
   
$
247,947
   
$
1,359,686
   
$
1,068,134
 
Cost of revenues
 
190,961
     
162,181
     
860,236
     
684,280
 
Selling, general and administrative expenses
 
111,360
     
75,647
     
384,875
     
295,050
 
Depreciation and amortization other than backlog
 
6,869
     
4,472
     
23,423
     
16,024
 
Amortization of brokerage backlog (1)
 
1,294
     
2,684
     
8,164
     
7,554
 
Operating earnings
 
10,260
     
2,963
     
82,988
     
65,226
 
Interest expense, net
 
2,252
     
3,113
     
9,954
     
11,879
 
Other expense (income)
 
81
     
(47
)
   
(4,848
)
   
(3,776
)
Impairment loss on available-for-sale securities
 
3,139
     
-
     
3,139
     
-
 
   
4,788
     
(103
)
   
74,743
     
57,123
 
Income taxes
 
(1,224
)
   
(2,015
)
   
21,738
     
17,208
 
   
6,012
     
1,912
     
53,005
     
39,915
 
Minority interest share of earnings
 
3,188
     
1,441
     
16,318
     
11,881
 
Net earnings from continuing operations
 
2,824
     
471
     
36,687
     
28,034
 
Net (loss) earnings from discontinued operations, net of tax (2)
 
(471
)
   
35,961
     
(471
)
   
41,463
 
   
2,353
     
36,432
     
36,216
     
69,497
 
Cumulative effect of change in accounting principle, net of tax (3)
 
-
     
-
     
(1,353
)
   
-
 
Net earnings
$
2,353
   
$
36,432
   
$
34,863
   
$
69,497
 
                               
Net earnings (loss) per share
                             
Basic
                             
    Continuing operations
$
0.10
   
$
0.02
   
$
1.23
   
$
0.93
 
    Discontinued operations
 
(0.02
)
   
1.19
     
(0.02
)
   
1.37
 
    Cumulative effect of change in accounting principle
 
-
     
-
     
(0.04
)
   
-
 
 
$
0.08
   
$
1.21
   
$
1.17
   
$
2.30
 
                               
Diluted (4)
                             
    Continuing operations
$
0.08
   
$
0.01
   
$
1.14
   
$
0.87
 
    Discontinued operations
 
(0.02
)
   
1.17
     
(0.02
)
   
1.34
 
    Cumulative effect of change in accounting principle
 
-
     
-
     
(0.04
)
   
-
 
 
$
0.06
   
$
1.18
   
$
1.08
   
$
2.21
 
                               
Weighted average shares outstanding:
(in thousands)
   
Basic
   
29,913
     
30,035
     
29,903
     
30,171
 
     
Diluted 
   
30,275
      30,683       30,354       30,896  
                             
Net earnings per share, adjusted diluted from
    continuing operations (5)
$
0.18
   
$
0.06
   
$
1.37
   
$
1.01
 

Notes to Condensed Consolidated Statements of Earnings
(1) Amortization of short-lived brokerage backlog intangible assets recognized upon the acquisitions of Commercial Real Estate Services businesses in the past twelve months. Brokerage backlog represents the fair value of pending commercial real estate brokerage transactions and listings as at the acquisition date. Amortization is recorded to coincide with the completion of the related brokerage transactions.
(2) Represents (loss) earnings and gain on sale of Resolve, which was sold in March 2006.
(3) Cumulative effect of the adoption of SFAS No. 123(R), Share Based Payment, on April 1, 2006.
(4) Numerators for diluted earnings per share calculations have been adjusted to reflect dilution from stock options at subsidiaries. The adjustment for the quarter ended March 31, 2007 was $679 (2006 - $269) and year ended March 31, 2007 was $2,228 (2006 - $1,253).
(5) See “Reconciliation of operating earnings, net earnings and net earnings per share to adjusted operating earnings, adjusted net earnings and adjusted net earnings per share” below.
 

 
- 8 -

Reconciliation of Operating Earnings, Net Earnings and Net Earnings Per Share to Adjusted Operating Earnings, Adjusted Net Earnings and Adjusted Net Earnings Per Share
(in thousands of US dollars, except per share amounts)
(unaudited)

The Company is presenting adjusted earnings measures to eliminate the impact of (i) the amortization of the short-lived brokerage backlog intangible asset recognized upon the acquisitions of Commercial Real Estate Services businesses within the past twelve months and (ii) the unrealized impairment loss on the Company’s investment in securities of Resolve Business Outsourcing Income Trust. All of the adjustments are non-cash and are considered “non-GAAP financial measures” under OSC and SEC guidelines. The following tables provide a reconciliation of the adjusted measures:
 
     
Three months ended
March 31
   
Year ended
March 31
 
     
2007
   
2006
   
2007
   
2006
 
                           
Operating earnings
 
$
10,260
 
$
2,963
 
$
82,988
 
$
65,226
 
Amortization of brokerage backlog
   
1,294
   
2,684
   
8,164
   
7,554
 
Adjusted operating earnings
 
$
11,554
 
$
5,647
 
$
91,152
 
$
72,780
 
                           
                           
Net earnings from continuing operations
 
$
2,824
 
$
471
 
$
36,687
 
$
28,034
 
Amortization of brokerage backlog
   
1,294
   
2,684
   
8,164
   
7,554
 
Impairment loss on available-for-sale securities
   
3,139
   
-
   
3,139
   
-
 
Deferred income tax
   
(983
)
 
(1,064
)
 
(3,304
)
 
(2,892
)
Minority interest
   
(150
)
 
(206
)
 
(896
)
 
(364
)
Adjusted net earnings from continuing operations
 
$
6,124
 
$
1,885
 
$
43,790
 
$
32,332
 
                           
                           
Diluted net earnings per share from continuing operations
 
$
0.08
 
$
0.01
 
$
1.14
 
$
0.87
 
Amortization of brokerage backlog, net of tax
   
0.02
   
0.05
   
0.15
   
0.14
 
Impairment loss on available-for-sale securities, net of tax
   
0.08
   
-
   
0.08
   
-
 
Adjusted diluted net earnings per share from continuing operations
 
$
0.18
 
$
0.06
 
$
1.37
 
$
1.01
 


- 9 -

Reconciliation of EBITDA to Operating Earnings
(in thousands of US dollars)
(unaudited)

EBITDA is defined as net earnings from continuing operations before minority interest share of earnings, income taxes, interest, depreciation and amortization and stock-based compensation expense. The Company uses EBITDA to evaluate operating performance. EBITDA is an integral part of the Company’s planning and reporting systems. Additionally, the Company uses multiples of current and projected EBITDA in conjunction with discounted cash flow models to determine its overall enterprise valuation and to evaluate acquisition targets. The Company believes EBITDA is a reasonable measure of operating performance because of the low capital intensity of its service operations. The Company believes EBITDA is a financial metric used by many investors to compare companies, especially in the services industry, on the basis of operating results and the ability to incur and service debt. EBITDA is not a recognized measure of financial performance under United States generally accepted accounting principles (GAAP), and should not be considered as a substitute for operating earnings, net earnings or cash flows from operating activities, as determined in accordance with GAAP. The Company’s method of calculating EBITDA may differ from other issuers and accordingly, EBITDA may not be comparable to measures used by other issuers. A reconciliation of EBITDA to operating earnings appears below.


     
Three months ended
March 31
   
Year ended
March 31
 
     
2007
   
2006
   
2007
   
2006
 
                           
Operating earnings
 
$
10,260
 
$
2,963
 
$
82,988
 
$
65,226
 
Depreciation and amortization other than backlog
   
6,869
   
4,472
   
23,423
   
16,024
 
Amortization of brokerage backlog
   
1,294
   
2,684
   
8,164
   
7,554
 
     
18,423
   
10,119
   
114,575
   
88,804
 
Stock-based compensation expense
   
4,211
   
1,288
   
6,781
   
2,591
 
                           
EBITDA
 
$
22,634
 
$
11,407
 
$
121,356
 
$
91,395
 


- 10 -

Condensed Consolidated Balance Sheets
(in thousands of US dollars)
(unaudited)
 
   
March 31
2007
   
March 31
2006
 
               
Assets
             
Cash and cash equivalents
 
$
99,038
 
$
167,938
 
Restricted cash
   
16,930
   
-
 
Accounts receivable
   
163,581
   
128,276
 
Inventories
   
31,768
   
27,267
 
Prepaids and other current assets
   
51,040
   
31,928
 
     Current assets
   
362,357
   
355,409
 
Fixed assets
   
66,297
   
48,733
 
Other non-current assets
   
41,405
   
39,600
 
Goodwill and intangibles
   
346,939
   
267,262
 
     Total assets
 
$
816,998
 
$
711,004
 
               
Liabilities and shareholders’ equity
             
Accounts payable and accrued liabilities
 
$
205,529
 
$
149,875
 
Other current liabilities
   
29,179
   
16,187
 
Long term debt - current
   
22,119
   
18,646
 
     Current liabilities
   
256,827
   
184,708
 
Long term debt - non-current
   
213,030
   
230,040
 
Deferred income taxes
   
29,084
   
30,041
 
Other liabilities
   
4,876
   
-
 
Minority interest
   
48,306
   
28,463
 
Shareholders’ equity
   
264,875
   
237,752
 
     Total liabilities and equity
 
$
816,998
 
$
711,004
 
               
               
Total debt
 
$
235,149
 
$
248,686
 
Total debt, net of cash
   
136,111
   
80,748
 

- 11 -

Condensed Consolidated Statements of Cash Flows
(in thousands of US dollars)
(unaudited)
 
 
Year ended
March 31
     
2007
   
2006
 
Operating activities
             
Net earnings from continuing operations
 
$
36,687
 
$
28,034
 
Items not affecting cash:
             
    Depreciation and amortization
   
31,587
   
23,578
 
    Deferred income taxes
   
(9,531
)
 
(4,901
)
    Minority interest share of earnings
   
16,318
   
11,881
 
    Other
   
5,810
   
2,648
 
               
Changes in operating assets and liabilities
   
(20,850
)
 
(8,992
)
Discontinued operations
   
(231
)
 
7,101
 
Net cash provided by operating activities
   
59,790
   
59,349
 
               
Investing activities
             
Acquisitions of businesses, net of cash acquired
   
(73,431
)
 
(26,103
)
Purchases of fixed assets, net
   
(26,723
)
 
(18,837
)
Other investing activities
   
(1,153
)
 
109,985
 
Discontinued operations
   
(838
)
 
(8,563
)
Net cash (used in) provided by investing
   
(102,145
)
 
56,482
 
               
Financing activities
             
(Decrease) increase in long-term debt, net
   
(15,495
)
 
28,514
 
Other financing activities
   
(13,429
)
 
(12,793
)
Net cash (used in) provided by financing
   
(28,924
)
 
15,721
 
Effect of exchange rate changes on cash
   
2,379
   
(1,072
)
(Decrease) increase in cash and cash equivalents
   
(68,900
)
 
130,480
 
Cash and cash equivalents, beginning of period
   
167,938
   
37,458
 
Cash and cash equivalents, end of period
 
$
99,038
 
$
167,938
 

- 12 -

Segmented Revenues, EBITDA and Operating Earnings
(in thousands of US dollars)
(unaudited)
 
   
Commercial Real Estate Services
   
Residential Property Management
   
Property Improve-ment Services
   
Integrated Security Services
   
Corporate
   
Consolidated
 
Three months ended March 31
                       
                                       
2007
                                     
Revenues
 
$
137,805
 
$
107,722
 
$
29,728
 
$
45,156
 
$
333
 
$
320,744
 
EBITDA
   
10,063
   
8,612
   
1,951
   
2,158
   
(4,361
)
 
18,423
 
Stock-based compensation
                                 
4,211
 
                                 
$
22,634
 
Operating earnings
   
6,021
   
6,303
   
927
   
1,386
   
(4,377
)
 
10,260
 
                                       
                                       
2006
                                     
Revenues
 
$
93,941
 
$
87,342
 
$
25,926
 
$
40,598
 
$
140
 
$
247,947
 
EBITDA
   
5,494
   
6,102
   
372
   
1,399
   
(3,248
)
 
10,119
 
Stock-based compensation
                                 
1,288
 
                                 
$
11,407
 
Operating earnings
   
1,671
   
4,496
   
(666
)
 
751
   
(3,289
)
 
2,963
 
                                       

Year ended March 31
                       
                                       
2007
                                     
Revenues
 
$
608,065
 
$
423,797
 
$
150,794
 
$
176,476
 
$
554
 
$
1,359,686
 
EBITDA
   
47,699
   
40,267
   
30,564
   
10,601
   
(14,556
)
 
114,575
 
Stock-based compensation
                                 
6,781
 
                                 
$
121,356
 
Operating Earnings
   
31,464
   
32,623
   
25,911
   
7,769
   
(14,779
)
 
82,988
 
                                       
                                       
2006
                                     
Revenues
 
$
438,434
 
$
346,133
 
$
134,136
 
$
149,063
 
$
368
 
$
1,068,134
 
EBITDA
   
36,465
   
31,390
   
25,765
   
7,660
   
(12,476
)
 
88,804
 
Stock-based compensation
                                 
2,591
 
                                 
$
91,395
 
Operating earnings
   
25,079
   
25,767
   
22,016
   
5,005
   
(12,641
)
 
65,226
 

- 13 -