TORONTO, Dec. 8, 2021 /CNW/ - TerraVest Industries
Inc., (TSX: TVK) ("TerraVest" or the "Company") announces its
results for the fourth quarter and year ended September 30,
2021 and the declaration of its quarterly dividend.
FOURTH QUARTER AND YEAR END REVIEW AND OUTLOOK
Business Performance
Management believes that there are certain non–IFRS financial
measures that can be used to assist shareholders in analyzing the
performance of TerraVest. The table below highlights certain
financial results and reconciles net income to adjusted earnings
before interests, income taxes, depreciation and amortization
("EBITDA") for the fourth quarter and year ended
September 30, 2021 and the comparative periods in
fiscal 2020.
|
Fourth quarters
ended
|
|
Years
ended
|
|
Sept. 30, 2021
|
Sept. 30, 2020
|
|
Sept. 30, 2021
|
Sept. 30, 2020
|
|
$
|
$
|
|
$
|
$
|
|
|
|
|
|
|
Sales
|
80,816
|
68,231
|
|
307,463
|
304,253
|
|
|
|
|
|
|
Net
Income
|
9,388
|
11,082
|
|
36,410
|
26,628
|
Add
(subtract):
|
|
|
|
|
|
Income tax
expense
|
2,111
|
3,652
|
|
9,636
|
8,870
|
Financing
costs
|
1,648
|
1,038
|
|
4,505
|
5,240
|
Depreciation and
amortization
|
5,049
|
5,308
|
|
19,253
|
18,867
|
Change in fair value
of derivative financial instruments
|
606
|
(800)
|
|
(1,345)
|
127
|
Change in fair value
of investment in equity instruments
|
(1)
|
(1,760)
|
|
(3,992)
|
(1,713)
|
(Gain) loss on
foreign exchange
|
(1,365)
|
490
|
|
2,119
|
(604)
|
Acquisition–related
cost
|
433
|
280
|
|
433
|
451
|
(Gain) loss on
disposal of property, plant and equipment
|
(695)
|
(255)
|
|
(1,283)
|
(555)
|
(Gain) loss on
disposal of assets held for sale
|
-
|
-
|
|
-
|
(931)
|
(Gain) loss on
contingent considerations
|
-
|
(1,587)
|
|
-
|
(1,648)
|
Adjusted
EBITDA
|
17,174
|
17,448
|
|
65,736
|
54,732
|
Sales for the fourth quarter and year ended
September 30, 2021 were $80,816 and $307,463 versus $68,231 and $304,253 for the prior comparable periods. This
represents increases of 18% and 1% respectively. However, TerraVest
acquired all of the issued and outstanding shares of ECR
International Inc. ("ECR") in August
2021 and all of the assets of Argo Sales Inc. ("Argo") in
December 2019 of which only Argo partially contributed to the
prior comparable periods. Excluding ECR, sales for the fourth
quarter were $69,707 versus
$68,231 for the prior comparable
period and excluding ECR and Argo, sales for the year ended
September 30, 2021 were $263,462 versus $268,293 for the prior comparable period. This
represents an increase of 2% and a decrease of 2% respectively for
TerraVest's base portfolio (excluding ECR and Argo).
Sales for the fourth quarter ended September 30, 2021
slightly increased versus the prior comparable period which is
explained by increased demand for oil and gas processing equipment
and service in Western Canada. The
sales increase was partially offset by lower demand for LPG
products. The sales for TerraVest's base portfolio decreased
slightly versus the prior year. This decrease was a result of
weaker sales in the first half of the year versus the prior period,
partially offset by stronger sales in the second half of the year
versus the prior period. During the year, TerraVest experienced
weaker demand for LPG and NGL storage and distribution equipment
partially offset by higher demand for most of TerraVest's other
products lines.
Net income for the fourth quarter and year ended
September 30, 2021 were $9,388 and $36,410
versus $11,082 and $26,628 for the prior comparable periods. This
represents a decrease of 15% and an increase 37% respectively. The
decrease for the fourth quarter is the result of increased raw
material costs, reduced government subsidies versus comparable
quarter, additional financing costs following the acquisition of
ECR and an unfavorable change in the fair value of derivative
financial instruments, partially offset by the addition of ECR. In
addition, in the fourth quarter of fiscal 2020, TerraVest had
benefited from a non-recurring gain on contingent consideration and
a favorable change in the fair value of investment in equity
instrument which was subsequently sold during the second quarter of
fiscal 2021.
The increase in net income for the year ended September 30, 2021 is a result of a more
favorable product mix, government wage subsidies to help maintain
employment during the COVID–19 pandemic and other government
subsidies available for entities experiencing significant revenue
decreases as well as cost control measures put in place and a
favorable change in the fair value of derivative financial
instruments. The changes in net income are also a result of the
variations highlighted in the table above.
Adjusted EBITDA for the fourth quarter and year ended
September 30, 2021 were $17,174 and $65,736
versus $17,448 and $54,732 for the prior comparable periods. This
represents a decrease of 2% and an increase of 20% respectively,
which are a result of the reasons explained above.
During the year, TerraVest recognized $12,988 in net income ($12,553 for the year ended September 30, 2020) in relation to the
Canada Emergency Wage Subsidy
("CEWS") as part of the Federal Government's response to the
COVID-19 pandemic. Had the CEWS program not been available,
TerraVest would have made incremental significant personnel
reductions to mitigate reduced business activity. TerraVest also
recognized $5,107 in net income
during the year in relation to other various government subsidies
available in response to the COVID–19 pandemic.
The table below reconciles cash flow from operating activities
to cash available for distribution for the fourth quarter and year
ended September 30, 2021 and the comparative periods in
fiscal 2020.
|
Fourth quarters
ended
|
|
Years
ended
|
|
Sept. 30, 2021
|
Sept. 30, 2020
|
|
Sept. 30, 2021
|
Sept. 30, 2020
|
|
$
|
$
|
|
$
|
$
|
|
|
|
|
|
|
Cash Flow from
(used in) Operating Activities
|
(1,481)
|
16,657
|
|
23,064
|
64,876
|
Add
(subtract):
|
|
|
|
|
|
Change in non–cash
operating working capital items
|
14,121
|
(3,474)
|
|
23,874
|
(21,435)
|
Maintenance capital
expenditures
|
(1,353)
|
(581)
|
|
(5,829)
|
(3,221)
|
Repayment of lease
liabilities
|
(1,123)
|
(1,032)
|
|
(4,381)
|
(3,603)
|
Cash Available for
Distribution
|
10,164
|
11,570
|
|
36,728
|
36,617
|
Dividends Paid in the
Period
|
1,757
|
1,868
|
|
7,317
|
7,337
|
Dividend Payout
Ratio
|
17%
|
16%
|
|
20%
|
20%
|
Cash flow from (used in) operating activities for the fourth
quarter and year ended September 30, 2021 were $(1,481) and $23,064 versus $16,657 and $64,876
for the prior comparable periods. This represents decreases of 109%
and 64% respectively. The decreases in cash flow from operating
activities is largely attributable to increased working capital as
activity levels increased throughout the year. The significant
increase in steel and other raw materials pricing has also had a
noticeable effect on working capital levels.
Maintenance capital expenditures were $1,353 for the fourth quarter ended
September 30, 2021 versus $581
for the prior comparable period representing an increase of 133%.
This variation is due to the timing of certain larger capital
projects that fell within the period. During the fourth quarter,
TerraVest's total purchase of property, plant and equipment paid
was $4,845 of which $3,492 is considered growth capital. The growth
capital incurred during the fourth quarter consisted of additions
to the Company's rental fleet and deposits on new robotic equipment
to automate certain production lines. These growth projects are
expected to result in increased capacity and greater efficiencies
in several of TerraVest's businesses.
Cash available for distribution for the fourth quarter and year
ended September 30, 2021 decreased by 12% and had a
negligeable change respectively versus the prior comparable
periods. The variations are a result of reasons
explained above and previously in this press release.
The dividend payout ratio for the fourth quarter and year ended
September 30, 2021 were 17% and 20% versus 16% and 20%
respectively for the prior comparable periods.
Outlook
The current global pandemic continues to create a challenging
business environment for TerraVest on many fronts. Over the past
year, the Company and its employees have done an excellent job
managing through COVID–19 pandemic related restrictions, all while
keeping tight control on operating costs and improving
manufacturing efficiency. However, new challenges continue to
present themselves, as a result of the COVID–19 pandemic, such as
disrupted global supply chains resulting in rising raw material
prices and, in many cases, supply shortages. Navigating these
challenges, while continuing to keep our employees, our customers
and our vendors safe will be the primary focus for the Company for
the remainder of the year. Additionally, TerraVest will remain
vigilant in managing its cost structure and will make targeted
investments in manufacturing efficiency improvements as well as
continue to pursue its acquisition strategy. During the year,
TerraVest entered the renewable natural gas equipment market and to
date as been awarded three contracts to supply renewable natural
gas equipment to customers in Canada. While these contracts do
not represent a meaningful amount of revenue to TerraVest today,
management is optimistic about the future of this business
line.
Business Combinations
On August 19, 2021, a subsidiary of TerraVest entered into
an acquisition agreement to acquire all the issued and outstanding
shares of ECR, a privately-owned manufacturing company
head-quartered in Utica, New York
that produces heating and cooling products under a family of brand
names in North America, including
the Dunkirk, Utica and Olsen brands, among others. The
business combination has been accounted for using the acquisition
method with the results of operations included in earnings from the
date of acquisition. TerraVest acquired the shares of ECR using its
existing cash and credit facilities. For information regarding the
fair value of the consideration transferred, the assets acquired
and the liabilities assumed at the acquisition date, please refer
to Note 4 of the audited consolidated financial statements for
the year ended September 30, 2021, available
on SEDAR.
Effective November 1, 2021,
TerraVest acquired an additional 6,202,740 shares in Green Energy
Services ("GES") and now owns 66.8% of the outstanding shares of
GES. GES, operating under the name Fraction Energy Services, is an
industry leader in water management and environmental solutions.
TerraVest acquired the shares of GES using its existing credit
facilities and the issuance of TerraVest common shares. For further
information on the subsequent event, please refer to note 31 of
TerraVest's audited consolidated financial statements for the year
ended September 30, 2021.
CONSOLIDATED RESULTS OF OPERATIONS
The following section provides the financial results of
TerraVest's operations for the fourth quarter and year ended
September 30, 2021 and the comparative periods in
fiscal 2020.
|
Fourth quarters
ended
|
|
Years
ended
|
|
Sept. 30, 2021
|
Sept. 30, 2020
|
|
Sept. 30, 2021
|
Sept. 30, 2020
|
|
$
|
$
|
|
$
|
$
|
|
|
|
|
|
|
Sales
|
80,816
|
68,231
|
|
307,463
|
304,253
|
Cost of
sales
|
59,161
|
48,854
|
|
226,829
|
231,990
|
Gross
profit
|
21,655
|
19,377
|
|
80,634
|
72,263
|
|
|
|
|
|
|
Administration
expenses
|
7,435
|
6,314
|
|
26,816
|
31,164
|
Selling
expenses
|
2,745
|
1,174
|
|
7,690
|
5,656
|
Financing
costs
|
1,648
|
1,038
|
|
4,505
|
5,240
|
Share of associates
and joint venture net loss (income)
|
(217)
|
29
|
|
78
|
29
|
Other (gains)
losses
|
(1,455)
|
(3,912)
|
|
(4,501)
|
(5,324)
|
|
10,156
|
4,643
|
|
34,588
|
36,765
|
|
|
|
|
|
|
Earnings before
income taxes
|
11,499
|
14,734
|
|
46,046
|
35,498
|
Income tax
expense
|
2,111
|
3,652
|
|
9,636
|
8,870
|
Net Income
|
9,388
|
11,082
|
|
36,410
|
26,628
|
Allocated to
non–controlling interest
|
(7)
|
(91)
|
|
(208)
|
(211)
|
Net income
attributable to common shareholders
|
9,395
|
11,173
|
|
36,618
|
26,839
|
|
|
|
|
|
|
Weighted average
shares outstanding – Basic
|
17,567,469
|
18,681,250
|
|
18,099,965
|
18,486,064
|
Weighted average
shares outstanding – Diluted
|
17,762,042
|
18,926,946
|
|
18,352,184
|
19,030,735
|
Net income per share
– Basic
|
$0.53
|
$0.60
|
|
$2.02
|
$1.45
|
Net income per share
– Diluted
|
$0.53
|
$0.59
|
|
$2.00
|
$1.42
|
Sales for the fourth quarter and year ended
September 30, 2021 increased by 18% and 1% respectively
versus the prior comparable periods. The reasons have been
explained previously in this press release.
Gross profit for the fourth quarter and year ended
September 30, 2021 increased by 12% versus the prior
comparable periods. This is primarily explained by the addition of
ECR, a more favorable product mix and increased government
subsidies versus last fiscal year, partially offset by significant
increase in raw material prices and decreased sales volume for some
of
TerraVest's base portfolio businesses. The amount of government
subsidies recognized during the fourth quarter ended September 30, 2021 is also less than the prior
comparable period.
Administration expenses for the fourth quarter and year ended
September 30, 2021 increased by 18% and decreased by 14%
respectively versus the prior comparable periods. The variation is
mainly the result of the addition of ECR in the fourth quarter and
non-recurring acquisition–related expenses mitigated by cost
control measures during the year.
Selling expenses for the fourth quarter and year ended
September 30, 2021 increased by 134% and 36% respectively
versus the prior comparable periods. The increase over the prior
comparable periods is primarily a result of increased commissions
due to increased sales and the addition of ECR during the fourth
quarter.
Financing costs for the fourth quarter and year ended
September 30, 2021 increased by 59% and decreased by 14%
respectively versus the prior comparable periods. The increase in
the fourth quarter is mainly a result of the interest expense on
the additional debt incurred to purchase ECR. The financing cost
decrease for the year is primarily explained by lower interest
expense because of the prime rate reductions in March 2020 and April
2020 and by reduced debt balances for the first nine
month of the fiscal year, partially offset by additional debt
incurred in the fourth quarter.
Other (gains) losses variance for the fourth quarter and year
ended September 30, 2021 is a result of favorable changes in
the fair value of derivative financial instruments and investment
in equity instruments (both unfavorable for the fourth quarter) as
well as a gain on disposal of property, plant and equipment which
were partially offset by a loss on foreign exchange (gain in
the fourth quarter). In addition, TerraVest had recognized a
non-recurring gain on contingent consideration in the fourth
quarter ended September 30, 2020.
Income tax expense decreased for the fourth quarter and
increased for the year ended September 30, 2021 versus
the prior comparable periods. The decrease for the fourth quarter
ended September 30, 2021 is mainly
explained by decreased taxable earnings and the timing of income
tax expense adjustments while the increase for the year ended
September 30, 2021 is the result of
increased taxable earnings, partially offset by a reduction of the
tax rates for certain subsidiaries of TerraVest and the use of
available carry-forward capital losses to offset current year
capital gains.
As a result of the above, net income attributable to common
shareholders for the fourth quarter and year ended
September 30, 2021 decreased by 16% and increased by 36%
respectively versus the prior comparable periods.
DIVIDENDS
TerraVest is pleased to announce that The Board of Directors has
declared its quarterly dividend of 10 cents per common share
payable on January 10, 2022 to shareholders of record as at
the close of business on December 31, 2021. The dividend is
designated an "eligible dividend" for Canadian income tax
purposes.
Additional information can be found in TerraVest's annual
consolidated financial statements and MD&A which are available
on SEDAR at www.sedar.com.
Non–IFRS Financial Measures
This news release makes reference to certain non–IFRS
financial measures. These measures are not recognized measures
under IFRS and do not have a standardized meaning prescribed by
IFRS. TerraVest's definitions may differ from those of other
issuers and therefore may not be comparable to similarly titled
measures used by other issuers. The Company uses non–IFRS financial
measures including adjusted EBITDA, cash available for
distribution, dividend payout ratio and maintenance capital
expenditures.
Adjusted EBITDA: is defined as net income
adjusted for income tax expense, financing costs, depreciation,
amortization, gains or losses on disposal of property, plant and
equipment and on disposal of assets held for sale, change in fair
value of derivative financial instruments, change in fair value of
investment in equity instruments, gains or losses on foreign
exchange, non-recurring acquisition–related costs, impairment
charges and other non–recurring and/or non–operations related items
that do not reflect the current ongoing operations of TerraVest.
Management believes this is a useful metric in evaluating the
ongoing operating performance of TerraVest. Readers are cautioned
that adjusted EBITDA should not be construed as an alternative to
net income determined in accordance with IFRS as an indicator of
TerraVest's performance.
Cash Available for Distribution: is defined as cash
flow from operating activities adjusted for changes in non-cash
operating working capital, maintenance capital expenditures and
repayment of lease liabilities. Management believes that cash
available for distribution, as a liquidity measure, is a useful
metric that provides an indication of the cash available from
ongoing operations that can be distributed to shareholders as a
dividend. Readers are cautioned that cash available for
distribution should not be construed as an alternative to cash flow
from operating activities determined in accordance with IFRS as an
indicator of TerraVest's liquidity and cash flows.
Dividend Payout Ratio: is defined as dividends paid in
cash during the period divided by cash available for distribution
for the period. Management believes that dividend payout ratio is a
useful metric as it provides an indication of TerraVest's ability
to sustain its current dividend policy. There is no directly
comparable IFRS measure for dividend payout ratio.
Maintenance Capital Expenditures: is defined as
capital expenditures made to sustain the operations of TerraVest's
operating businesses and to maintain the productive capacity of the
businesses over an economic cycle, whether or not they yield
significant cost or production efficiencies. Management believes
that maintenance capital expenditures should be funded by cash flow
from existing operating activities and, therefore, deducted in
determining cash available for distribution. There is no directly
comparable IFRS measure for maintenance
capital expenditures.
Caution Regarding Forward-Looking Statements
This news release contains forward-looking statements. All
statements other than statements of historical fact contained in
this news release are forward-looking statements, including,
without limitation, statements regarding our strategic direction
and evaluation of the business segments and TerraVest as a whole,
and other plans and objectives of or involving TerraVest. Readers
can identify many of these statements by looking for words such as
"expects" and "will" or similar terms or variations of these words.
Although management believes that the expectations represented in
such forward-looking statements are reasonable, there can be no
assurance that such expectations will prove to be correct.
By their nature, forward-looking statements require us to
make assumptions and, accordingly, forward looking statements are
subject to inherent risks and uncertainties. There is significant
risk that the forward-looking statements will not prove to be
accurate. We caution readers of this news release not to place
undue reliance on our forward-looking statements because a number
of factors may cause actual future circumstances, results,
conditions, actions or events to differ materially from the plans,
expectations, estimates or intentions expressed in the
forward-looking statements and the assumptions underlying the
forward-looking statements.
Assumptions and analysis about the performance of TerraVest
as a whole and its business segments, the markets in which the
business segments compete and the prospects and values of the
business segments are considered in setting the business plan for
TerraVest, plans and/or ability to pay dividends, outlook for
operations, financial position, results and cash flows, other plans
and objectives and in making related forward-looking statements.
Such assumptions include, without limitation, demand for
products and services of the business segments in respect of the
Canadian and other markets in which the businesses are active will
be stable, and that input costs to business segments do not vary
significantly from levels experienced
historically. Should any of these factors or
assumptions vary, actual results may differ materially from the
forward-looking statements.
SOURCE TerraVest Industries Inc.