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For more than 30 years, Cabling Installation & Maintenance has provided useful, practical information to professionals responsible for the specification, design, installation and management of structured cabling systems serving enterprise, data center and other environments. These professionals are challenged to stay informed of constantly evolving standards, system-design and installation approaches, product and system capabilities, technologies, as well as applications that rely on high-performance structured cabling systems. Our editors synthesize these complex issues into multiple information products. This portfolio of information products provides concrete detail that improves the efficiency of day-to-day operations, and equips cabling professionals with the perspective that enables strategic planning for networks’ optimum long-term performance.
Throughout our annual magazine, weekly email newsletters and 24/7/365 website, Cabling Installation & Maintenance digs into the essential topics our audience focuses on.
Design, Installation and Testing: We explain the bottom-up design of cabling systems, from case histories of actual projects to solutions for specific problems or aspects of the design process. We also look at specific installations using a case-history approach to highlight challenging problems, solutions and unique features. Additionally, we examine evolving test-and-measurement technologies and techniques designed to address the standards-governed and practical-use performance requirements of cabling systems.
Technology: We evaluate product innovations and technology trends as they impact a particular product class through interviews with manufacturers, installers and users, as well as contributed articles from subject-matter experts.
Data Center: Cabling Installation & Maintenance takes an in-depth look at design and installation workmanship issues as well as the unique technology being deployed specifically for data centers.
Physical Security: Focusing on the areas in which security and IT—and the infrastructure for both—interlock and overlap, we pay specific attention to Internet Protocol’s influence over the development of security applications.
Standards: Tracking the activities of North American and international standards-making organizations, we provide updates on specifications that are in-progress, looking forward to how they will affect cabling-system design and installation. We also produce articles explaining the practical aspects of designing and installing cabling systems in accordance with the specifications of established standards.
OTTAWA, Ontario, Nov. 26, 2024 (GLOBE NEWSWIRE) -- Calian® Group Ltd. (TSX:CGY), a diverse products and services company providing innovative healthcare, communications, learning and cybersecurity solutions, today released its results for the fourth quarter and FY24 ended September 30, 2024.
Highlights of Q4-24:
Revenue up 3% to $181 million
Gross margin at 35.3%, up from 31.7% last year
Adjusted EBITDA1 of $23 million (margin of 12.5%) an increase of 11% from the prior year
Announced collaborations with Microsoft and Walmart Canada
Highlights of record performance in FY24:
Revenue up 13% to $747 million
Gross margin at 34.0%, up from 31.0% last year
Adjusted EBITDA1 at $86 million, up 30% from last year
Operating free cash flow1 of $58 million, up from $45 million last year
Net debt to adjusted EBITDA1 ratio of 0.4x
Repurchased 115,248 shares in consideration of $6 million
Financial Highlights
Three months ended
Year ended
(in millions of $, except per share & margins)
September 30,
September 30,
2024
2023
%
2024
2023
%
Revenue
181.2
175.9
3
%
746.6
658.6
13
%
Adjusted EBITDA1
22.7
20.4
11
%
85.5
66.0
30
%
Adjusted EBITDA %1
12.5
%
11.6
%
90bps
11.5
%
10.0
%
150bps
Adjusted Net Profit1
11.5
12.7
(10) %
51.7
40.5
28
%
Adjusted EPS Diluted1
0.96
1.07
(11) %
4.33
3.45
26
%
Operating Free Cash Flow1
16.3
10.7
52
%
58.2
44.8
30
%
1 This is a non-GAAP measure. Please refer to the section “Reconciliation of non-GAAP measures to most comparable IFRS measures” at the end of this press release.
“We capped off FY24 with a record quarter,” said Kevin Ford, Calian CEO. “Revenues, gross margin and adjusted EBITDA all hit historical highs for the fourth quarter and the full year. During the year, we completed three strategic acquisitions, signed and acquired contracts valued at $785 million and expanded our product and service offering in new markets. We finished the year with revenues and adjusted EBITDA up 13% and 30%, respectively, on track with our three-year strategic plan of doubling our Adjusted EBITDA1 by the end of FY26. With tailwinds in our growth markets, a solid balance sheet and a strong pipeline of acquisitions, we are on track to achieve another record year in FY25,” stated Mr. Ford.
FY24 Results
Revenues increased 13%, from $659 million to $747 million. This represents the highest revenue for the Company on record and the 7th consecutive year of double-digit growth. Acquisitive growth was 11% and was generated by the acquisitions of Hawaii Pacific Teleport (“HPT”), Decisive Group, the nuclear assets from MDA Ltd and Mabway. Organic growth was 2% and was driven by double-digit growth in the Health segment.
Gross margin reached 34.0% and represents the highest annual gross margin for the Company on record. Adjusted EBITDA1 reached $86 million, up 30% from $66 million last year, driven by the higher margin contribution from acquisitions and increased product revenue. Adjusted EBITDA1 margin reached 11.5%, up from 10.0% last year, as a result of a favorable revenue mix and increased volume.
Net profit reached $11 million, or $0.93 per diluted share, down from $19 million, or $1.61 per diluted share last year. This decrease in profitability is primarily due to increased amortization and interest expenses related to acquisitions, partially offset by higher adjusted EBITDA1. Adjusted net profit1 reached $52 million, or $4.33 per diluted share, up from $40 million, or $3.45 per diluted share last year.
Liquidity and Capital Resources
“In FY24 we generated $58 million in operating free cash flow1, representing a 68% conversion rate from adjusted EBITDA1,” said Patrick Houston, Calian CFO. “We used our cash and a portion of our credit facility to invest in our business with the acquisitions of Decisive Group, the nuclear assets from MDA and Mabway, coupled with earn-outs for $88 million and capital expenditures of $12 million. We also provided a return to shareholders in the form of dividends of $13 million and share buybacks of $6 million. We ended the year with a net debt to adjusted EBITDA1 ratio of 0.4x, well-positioned to pursue our growth objectives,” concluded Mr. Houston.
Normal Course Issuer Bid
On August 28, 2024, the TSX accepted Calian’s Notice of Intention to Make a Normal Course Issuer Bid (“NCIB”) to purchase for cancellation up to 995,904 common shares during the 12-month period commencing September 1, 2024 and ending August 31, 2025, representing approximately 10% of the public float of its common shares as at August 16, 2024.
On August 30, 2023, the TSX accepted Calian’s Notice of Intention to Make a NCIB to purchase for cancellation up to 1,044,012 common shares during the 12-month period commencing September 1, 2023 and ending August 31, 2024, representing approximately 10% of the public float of its common shares as at August 22, 2023.
In the three-month period ended September 30, 2024, the Company repurchased 61,422 shares for cancellation in consideration of $3 million. For the twelve-month period ended September 30, 2024, the Company repurchased 115,248 shares for cancellation in consideration of $6 million.
Announced Collaborations with Microsoft and Walmart Canada
On October 1, 2024, Calian announced it agreed to collaborate with Walmart Canada to expand the retailer's specialty pharmacy capabilities through licensing Calian's custom-built digital health platform NexiTM.
On September 27, 2024, Calian announced a collaboration with Microsoft to offer scalable cloud-native cybersecurity solutions through the adoption of Microsoft Sentinel.
Quarterly Dividend
On November 25, 2024, Calian declared a quarterly dividend of $0.28 per share. The dividend is payable December 23, 2024, to shareholders of record as of December 9, 2024. Dividends paid by the Company are considered “eligible dividend” for tax purposes.
Guidance
Aligning with industry practice, the Company has decided to change its definition of adjusted EBITDA1 starting in FY25. The table below reconciles the previously reported definition of adjusted EBITDA1 for fiscal years 2023 and 2024 to the new definition of adjusted EBITDA1 that will be used going forward. The new definition of adjusted EBITDA1 adds back stock based compensation expense as well as one-time integration/M&A costs.
(in thousands of $)
FY2024
FY2023
Adj. EBITDA (previously reported)
85,535
66,548
Stock based compensation expense
4,373
3,870
Integration/M&A costs
2,251
545
Adj. EBITDA (going forward)
92,159
70,963
The table below presents the FY25 guidance based on the new definition of adjusted EBITDA.
Guidance for the year ended September 30, 2025
FY24 Results
YOY Growth at Midpoint
(in thousands of $)
Low
Midpoint
High
Revenue
800,000
840,000
880,000
746,611
12
%
Adj. EBITDA1
96,000
101,000
106,000
92,159
10
%
This guidance includes the full-year contribution from the Decisive Group acquisition, closed on December 1, 2023, the nuclear asset acquisition from MDA Ltd., closed on March 5, 2024 and the Mabway acquisition, closed on May 9, 2024. It does not include any other further acquisitions that may close within the fiscal year. The guidance reflects another record year for the Company and positions it well to achieve its long-term growth targets.
At the midpoint of the range, this guidance reflects revenue and adjusted EBITDA1 growth of 12% and 10%, respectively, and an adjusted EBITDA1 margin of 12.0%. It would represent the 8th consecutive year of double-digit revenue growth and record revenue and adjusted EBITDA1 levels.
Calian Adopts an Advance Notice By-law and Amends and Restates its Operating By-law
Calian Group Ltd. (“Calian” or the “Company”) announces the adoption by its board of directors (the “Board”) of an advance notice by-law (the “Advance Notice By-law”) and an amended and restated operating by-law (the “Operating By-law”).
The Advance Notice By-law establishes procedures for shareholders giving advance notice to the Company of nominations for directors at any meeting of shareholders where directors are being elected in order to facilitate an orderly and efficient meeting process and allow all shareholders a reasonable opportunity to evaluate all proposed nominees and make an informed voting decision. The Advance Notice By-law is similar to the advance notice by-laws adopted by many other Canadian companies.
Under the Advance Notice By-law, shareholders seeking to nominate a candidate for a Board seat are generally required to provide notice to the Company in the event of:
an annual meeting of the shareholders, not less than 30 days before the date of the meeting, or 40 days before if the Company uses notice-and-access provisions under National Instrument 54-101 -Communication with Beneficial Owners of Securities of a Reporting Issuer for delivery of proxy related materials; or
a special meeting where directors are being elected, not later than the close of business on the 15th day after the announcement of the meeting.
As the Operating By-law was initially adopted in 2002, it has been amended and restated to align with current laws and governance practices. The amendments include, among other things, to allow the Chief Executive Officer to delegate signing authority, to remove deviations from the Canada Business Corporations Act with respect to conflicts of interest and the inspection of corporate records, to remove the discretion for the board to revise the quorum for a meeting of the directors, to allow the board to appoint from among its members its chair, to reflect the current committees, to remove reference to specific officer duties and powers and to clarify the term of office, to allow for dividends to be paid electronically, to allow the board to call for a shareholder meeting by entirely electronic means only if there is a compelling reason to not hold the meeting in person, to allow the board discretion to accept proxies after the deadline, and to increase the quorum for a meeting of the shareholders to two persons present and holding or representing by proxy at least 25% of the votes attached to all shares entitled to vote at the meeting.
In accordance with the Canada Business Corporations Act, both the Operating By-law and the Advance Notice By-law are currently in effect and the Company will submit them to the shareholders at the next annual meeting. Provided the shareholders confirm the Operating By-law and the Advance Notice By-law at the meeting, each will continue in effect in the form it was confirmed.
The foregoing descriptions are only summaries and copies of the Operating By-law and Advance Notice By-law have been filed under the Company’s profile on SEDAR+ at www.sedarplus.ca.
We keep the world moving forward. Calian® helps people communicate, innovate, learn and lead safe and healthy lives. Every day, our employees live our values of customer commitment, integrity, innovation, respect and teamwork to engineer reliable solutions that solve complex challenges. That’s Confidence. Engineered. A stable and growing 40-year company, we are headquartered in Ottawa with offices and projects spanning North American, European and international markets. Visit calian.com to learn about innovative healthcare, communications, learning and cybersecurity solutions.
Product or service names mentioned herein may be the trademarks of their respective owners.
Certain information included in this press release is forward-looking and is subject to important risks and uncertainties. The results or events predicted in these statements may differ materially from actual results or events. Such statements are generally accompanied by words such as “intend”, “anticipate”, “believe”, “estimate”, “expect” or similar statements. Factors which could cause results or events to differ from current expectations include, among other things: the impact of price competition; scarce number of qualified professionals; the impact of rapid technological and market change; loss of business or credit risk with major customers; technical risks on fixed price projects; general industry and market conditions and growth rates; international growth and global economic conditions, and including currency exchange rate fluctuations; and the impact of consolidations in the business services industry. For additional information with respect to certain of these and other factors, please see the Company’s most recent annual report and other reports filed by Calian with the Ontario Securities Commission. Calian disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. No assurance can be given that actual results, performance or achievement expressed in, or implied by, forward-looking statements within this disclosure will occur, or if they do, that any benefits may be derived from them.
Calian · Head Office · 770 Palladium Drive · Ottawa · Ontario · Canada · K2V 1C8 Tel: 613.599.8600 · Fax: 613-592-3664 · General info email: info@calian.com
CALIAN GROUP LTD. AUDITED ANNUAL CONSOLIDATED STATEMENTS OF FINANCIAL POSITION As at September 30, 2024 and 2023 (Canadian dollars in thousands, except per share data)
September 30,
September 30,
2024
2023
ASSETS
CURRENT ASSETS
Cash and cash equivalents
$
51,788
$
33,734
Accounts receivable
157,376
173,052
Work in process
20,437
16,580
Inventory
23,199
21,983
Prepaid expenses
23,978
19,040
Derivative assets
32
155
Total current assets
276,810
264,544
NON-CURRENT ASSETS
Property, plant and equipment
40,962
37,223
Right of use assets
36,383
34,637
Prepaid expenses
7,820
10,386
Deferred tax asset
3,425
967
Investments
3,875
3,673
Acquired intangible assets
128,253
75,160
Goodwill
210,392
159,133
Total non-current assets
431,110
321,179
TOTAL ASSETS
$
707,920
$
585,723
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES
Debt facility
$
—
$
37,750
Accounts payable and accrued liabilities
124,884
105,550
Provisions
3,075
2,848
Unearned contract revenue
41,723
32,423
Lease obligations
5,645
4,949
Contingent earn-out
39,136
11,263
Derivative liabilities
92
353
Total current liabilities
214,555
195,136
NON-CURRENT LIABILITIES
Debt facility
89,750
—
Lease obligations
33,798
32,057
Unearned contract revenue
14,503
15,592
Contingent earn-out
2,697
2,535
Deferred tax liabilities
25,862
12,031
Total non-current liabilities
166,610
62,215
TOTAL LIABILITIES
381,165
257,351
SHAREHOLDERS’ EQUITY
Issued capital
225,747
225,540
Contributed surplus
6,019
4,856
Retained earnings
91,268
96,859
Accumulated other comprehensive income (loss)
3,721
1,117
TOTAL SHAREHOLDERS’ EQUITY
326,755
328,372
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
$
707,920
$
585,723
Number of common shares issued and outstanding
11,802,364
11,812,650
CALIAN GROUP LTD. AUDITED ANNUAL CONDENSED CONSOLIDATED STATEMENTS OF NET PROFIT For the three and twelve month periods ended September 30, 2024 and 2023 (Canadian dollars in thousands, except per share data)
Three months ended
Year ended
September 30,
September 30,
2024
2023
2024
2023
Revenue
$
181,166
$
175,948
$
746,611
$
658,583
Cost of revenues
117,242
120,152
492,597
454,371
Gross profit
63,924
55,796
254,014
204,212
Selling and marketing
13,466
10,545
55,115
45,410
General and administration
24,734
22,034
101,397
81,363
Research and development
3,047
2,836
11,967
11,452
Profit before under noted items
22,677
20,381
85,535
65,987
Depreciation of property, plant and equipment
2,750
2,133
10,048
9,043
Depreciation of right of use assets
1,587
1,352
6,043
4,501
Amortization of acquired intangible assets
7,577
4,460
25,738
14,874
Restructuring expense
368
2,618
1,864
2,618
Other changes in fair value
(202
)
(314
)
(202
)
(314
)
Deemed compensation
1,797
403
4,322
550
Changes in fair value related to contingent earn-out
2,495
416
8,767
3,858
Profit before interest income and income tax expense
6,305
9,313
28,955
30,857
Interest expense
1,988
793
6,635
896
Income tax expense - current
4,623
3,776
15,442
12,919
Income tax expense (recovery) - deferred
262
(375
)
(4,302
)
(1,843
)
NET PROFIT
$
(568
)
$
5,119
$
11,180
$
18,885
Net profit per share:
Basic
$
(0.05
)
$
0.43
$
0.95
$
1.61
Diluted
$
(0.05
)
$
0.43
$
0.93
$
1.61
CALIAN GROUP LTD. AUDITED ANNUAL CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the three and twelve month periods ended ended September 30, 2024 and 2023 (Canadian dollars in thousands)
Three months ended
Year ended
September 30,
September 30,
2024
2023
2024
2023
CASH FLOWS GENERATED FROM (USED IN) OPERATING ACTIVITIES
Net profit
$
(568
)
$
5,119
$
11,180
$
18,885
Items not affecting cash:
Interest expense
1,410
634
4,826
365
Changes in fair value related to contingent earn-out
2,495
416
8,767
3,858
Lease obligations interest expense
578
159
1,809
531
Income tax expense
4,885
3,401
11,140
11,076
Employee share purchase plan expense
122
130
549
597
Share based compensation expense
562
1,618
3,824
3,273
Depreciation and amortization
11,914
7,945
41,829
28,418
Deemed compensation
1,797
403
4,322
550
Other changes in fair value
(202
)
(314
)
(202
)
(314
)
22,993
19,511
88,044
67,239
Change in non-cash working capital
Accounts receivable
(9,631
)
(8,971
)
17,625
1,393
Work in process
(1,123
)
6,166
(2,509
)
23,285
Prepaid expenses and other
3,007
(3,849
)
337
(829
)
Inventory
1,002
1,873
2,795
(3,340
)
Accounts payable and accrued liabilities
9,133
9,476
(1,064
)
(17,947
)
Unearned contract revenue
(1,687
)
4,918
(6
)
928
23,694
29,124
105,222
70,729
Interest paid
(1,988
)
(791
)
(6,635
)
(895
)
Income tax paid
(2,289
)
(5,629
)
(11,366
)
(13,059
)
19,417
22,704
87,221
56,775
CASH FLOWS GENERATED FROM (USED IN) FINANCING ACTIVITIES
Issuance of common shares net of costs
618
760
2,786
2,901
Dividends
(3,397
)
(3,335
)
(13,351
)
(13,163
)
Draw on debt facility
(4,250
)
37,750
52,000
30,250
Payment of lease obligations
(1,318
)
(1,261
)
(5,289
)
(4,382
)
Repurchase of common shares
(2,819
)
(1,670
)
(5,648
)
(1,670
)
(11,166
)
32,244
30,498
13,936
CASH FLOWS USED IN INVESTING ACTIVITIES
Investments
—
—
—
(2,689
)
Business acquisitions
—
(59,834
)
(87,862
)
(68,494
)
Property, plant and equipment
(2,462
)
(2,368
)
(11,803
)
(8,440
)
(2,462
)
(62,202
)
(99,665
)
(79,623
)
NET CASH INFLOW (OUTFLOW)
$
5,789
$
(7,254
)
$
18,054
$
(8,912
)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD
45,999
40,988
33,734
42,646
CASH AND CASH EQUIVALENTS, END OF PERIOD
$
51,788
$
33,734
$
51,788
$
33,734
Reconciliation of Non-GAAP Measures to Most Comparable IFRS Measures
These non-GAAP measures are mainly derived from the consolidated financial statements, but do not have a standardized meaning prescribed by IFRS; therefore, others using these terms may calculate them differently. The exclusion of certain items from non-GAAP performance measures does not imply that these are necessarily nonrecurring. From time to time, we may exclude additional items if we believe doing so would result in a more transparent and comparable disclosure. Other entities may define the above measures differently than we do. In those cases, it may be difficult to use similarly named non-GAAP measures of other entities to compare performance of those entities to the Company’s performance.
Management believes that providing certain non-GAAP performance measures, in addition to IFRS measures, provides users of the Company’s financial reports with enhanced understanding of the Company’s results and related trends and increases transparency and clarity into the core results of the business. Adjusted EBITDA excludes items that do not reflect, in our opinion, the Company’s core performance and helps users of our MD&A to better analyze our results, enabling comparability of our results from one period to another.
Adjusted EBITDA
Three months ended
Year ended
September 30,
September 30,
2024
2023
2024
2023
Net profit
$
(568
)
$
5,119
$
11,180
$
18,885
Depreciation of equipment and application software
2,750
2,133
10,048
9,043
Depreciation of right of use asset
1,587
1,352
6,043
4,501
Amortization of acquired intangible assets
7,577
4,460
25,738
14,874
Restructuring expense
368
2,618
1,864
2,618
Other changes in fair value
(202
)
(314
)
(202
)
(314
)
Interest expense
1,988
793
6,635
896
Changes in fair value related to contingent earn-out
2,495
416
8,767
3,858
Deemed Compensation
1,797
403
4,322
550
Income tax
4,885
3,401
11,140
11,076
Adjusted EBITDA
$
22,677
$
20,381
$
85,535
$
65,987
Adjusted Net Profit and Adjusted EPS
Three months ended
Year ended
September 30,
September 30,
2024
2023
2024
2023
Net profit
$
(568
)
$
5,119
$
11,180
$
18,885
Restructuring expense
368
2,618
1,864
2,618
Other changes in fair value
(202
)
(314
)
(202
)
(314
)
Changes in fair value related to contingent earn-out
2,495
416
8,767
3,858
Deemed Compensation
1,797
403
4,322
550
Amortization of intangibles
7,577
4,460
25,738
14,874
Adjusted net profit
11,467
12,702
51,669
40,471
Weighted average number of common shares basic
11,835,037
11,790,964
11,837,520
11,714,887
Adjusted EPS Basic
0.97
1.08
4.36
3.45
Adjusted EPS Diluted
$
0.96
$
1.07
$
4.33
$
3.45
Operating Free Cash Flow
Three months ended
Year ended
September 30,
September 30,
2024
2023
2024
2023
Cash flows generated from operating activities
$
19,417
$
22,704
$
87,221
$
56,775
Property, plant and equipment
(2,462
)
(2,368
)
(11,803
)
(8,440
)
Free cash flow
$
16,955
$
20,336
$
75,418
$
48,335
Free cash flow
$
16,955
$
20,336
$
75,418
$
48,335
Adjustments:
Change in non-cash working capital
(701
)
(9,613
)
(17,178
)
(3,490
)
Operating free cash flow
$
16,254
$
10,723
$
58,240
$
44,845
Operating free cash flow per share - basic
1.37
0.91
4.92
3.83
Operating free cash flow per share - diluted
1.35
0.91
4.86
3.81
Operating free cash flow conversion
72
%
53
%
68
%
68
%
Net Debt to Adjusted EBITDA
September 30,
September 30,
2024
2023
Cash
$
51,788
$
33,734
Debt facility
89,750
37,750
Net debt (net cash)
37,962
4,016
Trailing twelve month adjusted EBITDA
85,535
65,987
Net debt to adjusted EBITDA
0.4
0.1
Operating free cash flow measures the company’s cash profitability after required capital spending when excluding working capital changes. The Company’s ability to convert adjusted EBITDA to operating free cash flow is critical for the long term success of its strategic growth. These measurements better align the reporting of our results and improve comparability against our peers. We believe that securities analysts, investors and other interested parties frequently use non-GAAP measures in the evaluation of issuers. Management also uses non-GAAP measures in order to facilitate operating performance comparisons from period to period, prepare annual operating budgets and assess our ability to meet our capital expenditure and working capital requirements. Non-GAAP measures should not be considered a substitute for or be considered in isolation from measures prepared in accordance with IFRS. Investors are encouraged to review our financial statements and disclosures in their entirety and are cautioned not to put undue reliance on non-GAAP measures and view them in conjunction with the most comparable IFRS financial measures. The Company has reconciled adjusted profit to the most comparable IFRS financial measure as shown above.
