TORONTO, Aug. 7, 2024
/CNW/ - Lumine Group Inc. ("Lumine Group" or "the Company") (TSXV:
LMN) announces financial results for the three and six months
ended June 30, 2024. All amounts
referred to in this press release are in US dollars unless
otherwise stated.
The following press release should be read in conjunction with
the Company's unaudited condensed consolidated interim financial
statements for the three and six months ended June 30, 2024, and management's discussion and
analysis ("MD&A") for the three and six months ended
June 30, 2024, which can be found on
SEDAR+ at www.sedarplus.ca. Additional information about Lumine
Group is also available on SEDAR+ and on Lumine Group's website
www.luminegroup.com.
Q2 2024 Headlines:
- Revenue grew 25% to $162.8
million compared to $129.9
million in the same quarter prior year (including -12%
organic growth after adjusting for foreign exchange impacts).
- The Company generated operating income of $36.6 million during the quarter, a 1% increase
from $36.4 million in the same
quarter prior year.
- The Company generated a net loss of $2.2
million during the quarter, from net loss of $489.1 million in the same quarter prior
year.
- Cash flows from operations ("CFO") decreased $12.4 million to $10.0
million compared to $22.4
million in Q2 2023, representing a decrease of 55%.
- Free cash flow available to shareholders ("FCFA2S") decreased
$14.5 million to $2.8 million compared to $17.3 million in Q2 2023, representing a decrease
of 84%.
Year-to-Date Q2 2024 Headlines:
- Revenue grew 35% to $303.9
million compared to $225.3
million in the same six-month period prior year (including
-8% organic growth after adjusting for foreign exchange
impacts).
- The Company generated operating income of $81.1 million in the six-month period ended
June 30, 2024, an increase of 40%
from $58.0 million in the same period
prior year.
- An expense of $317.4 million was
incurred in the six-month period ended June
30, 2024 up to the Mandatory Conversion Date, $298.7 million is related to the mark to market
adjustments on the fair value of the Preferred and Special
Securities and $18.7 million is
related to the dividend payable. Fair value of the preferred and
special securities is primarily dependent on the price movement of
the Company's Subordinate Voting Shares.
- The Company generated a net loss of $306.6 million during the six-month period ended
June 30, 2024, from net loss of
$1,140.7 million in the same period
prior year. The net loss is primarily related to the redeemable
preferred and special securities expense in 2023.
- CFO increased $7.7 million to
$45.0 million compared to
$37.4 million in the six-month period
ended June 30, 2023, representing an
increase of 21%.
- FCFA2S increased $2.6 million to
$31.5 million compared to
$29.0 million in the six-month period
ended June 30, 2023, representing an
increase of 9%.
Total revenue for the three months ended June 30, 2024 is $162.8
million, an increase of 25%, or $32.9
million, compared to $129.9
million for the comparable period in 2023. For the six
months ended June 30, 2024, total
revenue was $303.9 million, an
increase of 35%, or $78.7 million,
compared to $225.3 million for the
comparable period in 2023. The increase for the three and six
months compared to the same period in the prior year is
attributable to revenues from new acquisitions. The Company
experienced organic growth of -12% and -7%, respectively for the
three and six months ended June 30,
2024, or -12% and -8% after adjusting for the impact of
changes in the valuation of the US dollar against most major
currencies in which the Company transacts business. For acquired
companies, organic growth is calculated as the difference between
actual revenues achieved by each business in the financial period
following acquisition, compared to the estimated revenues they
achieved in the corresponding financial period preceding the date
of acquisition by the Company. Organic growth is not a standardized
financial measure and might not be comparable to measures disclosed
by other issuers.
Operating income for the three months ended June 30, 2024 was $36.6
million, an increase of 1%, or $0.2
million, compared to $36.4
million for the same period in 2023. Operating income for
the six months ended June 30, 2024
was $81.1 million, an increase of
40%, or $23.0 million, compared to
$58.0 million for the same period in
2023. The increase for the three and six month periods is primarily
attributable to growth from 2023 acquisitions partially offset by
current period losses from 2024 acquisitions. Operating income is
not a standardized financial measure and might not be comparable to
measures disclosed by other issuers. See "Non-IFRS Measures".
Net loss for the three months ended June
30, 2024 was $2.2 million
compared to net loss of $489.1
million for the same period in 2023. Net loss for the six
months ended June 30, 2024 was
$306.6 million compared to net loss
of $1,140.7 million for the same
period in 2023. The decrease in net loss for the three and six
month periods is primarily attributable to the Mandatory Conversion
of Preferred and Special Securities on March
25, 2024 such that no further preferred and special
securities expense was booked in the current quarter.
For the three months ended June 30,
2024, CFO decreased $12.4
million to $10.0 million
compared to $22.4 million for the
same period in 2023 representing a decrease of 55%. The decrease in
CFO is primarily attributable to current period losses from 2024
acquisitions.
For the six months ended June 30,
2024, CFO increased $7.7
million to $45.0 million
compared to $37.4 million for the
same period in 2023 representing an increase of 21%. The primary
reason for the increase is that CFO includes the impact of changes
in non-cash operating assets and liabilities exclusive of effects
of business combinations or, changes in non-cash operating working
capital ("NCOWC") which improved during the six months ended
June 30, 2024 compared to the same
period prior year.
For the three months ended June 30,
2024, FCFA2S decreased $14.5
million, or 84%, to $2.8
million compared to $17.3
million for the same period in 2023. The decrease is
primarily a result of lower CFO during the period. For the six
months ended June 30, 2024, FCFA2S
increased $2.6 million, or 9%, to
$31.5 million compared to
$29.0 million for the same period in
2023. The increase is primarily a result of higher CFO during the
period. FCFA2S is not a standardized financial measure and might
not be comparable to measures disclosed by other issuers. See
"Non-IFRS Measures".
Non-IFRS Measures
Operating income (loss) refers to income (loss) before income
taxes, amortization of intangible assets, redeemable Preferred and
Special Share expense, and finance and other expenses (income). We
believe that operating income is useful supplemental information as
it provides an indication of the profitability of the Company
related to its core operations. Operating income (loss) is not a
recognized measure under IFRS and may not be comparable to similar
financial measures disclosed by other issuers. Accordingly, readers
are cautioned that operating income (loss) should not be construed
as an alternative to net income (loss).
The following table reconciles operating income to net
income:
|
Three months
ended
June 30,
|
Six months
ended
June 30,
|
|
2024
|
2023
|
2024
|
2023
|
Net income
(loss)
|
(2.2)
|
(489.1)
|
(306.6)
|
(1,140.7)
|
Adjusted
for:
|
|
|
|
|
Amortization of
intangible assets
|
29.2
|
21.5
|
52.0
|
36.3
|
Redeemable preferred
and special securities expense
|
-
|
496.6
|
317.4
|
1,151.2
|
Finance and other
expense (income)
|
5.7
|
4.3
|
10.0
|
6.3
|
Income tax expense
(recovery)
|
3.9
|
3.1
|
8.3
|
4.9
|
Operating income
(loss)
|
36.6
|
36.4
|
81.1
|
58.0
|
Free cash flow available to shareholders ''FCFA2S'' refers to
net cash flows from operating activities less interest paid on
lease obligations, interest paid on bank debt, transaction costs on
bank debt, repayments of lease obligations, dividends paid to
redeemable preferred and special securities holders, and property
and equipment purchased. The Company believes that FCFA2S is useful
supplemental information as it provides an indication of the
uncommitted cash flow that is available to shareholders if Lumine
Group does not make any acquisitions, or investments, and does not
repay any debts. While the Company could use the FCFA2S to pay
dividends or repurchase shares, the Company's objective is to
invest all of its FCFA2S in acquisitions which meet the Company's
hurdle rate.
FCFA2S is not a recognized measure under IFRS and may not be
comparable to similar financial measures disclosed by other
issuers. Accordingly, readers are cautioned that FCFA2S should not
be construed as an alternative to net cash flows from operating
activities.
The following table reconciles FCFA2S to net cash flows from
operating activities:
|
Three months
ended
June 30,
|
Six months
ended
June 30,
|
|
2024
|
2023
|
2024
|
2023
|
Net cash flows from
operating activities:
|
10.0
|
22.4
|
45.0
|
37.4
|
Adjusted
for:
|
|
|
|
|
Interest paid on lease
obligations
|
(0.1)
|
(0.2)
|
(0.3)
|
(0.3)
|
Interest paid on other
facilities
|
(5.1)
|
(3.2)
|
(7.6)
|
(3.6)
|
Credit facility
transaction costs
|
(0.2)
|
0.0
|
(1.8)
|
(1.8)
|
Payment of lease
obligations
|
(1.5)
|
(1.5)
|
(3.0)
|
(2.4)
|
Property and equipment
purchased
|
(0.4)
|
(0.2)
|
(0.7)
|
(0.4)
|
Free cash flow
available to shareholders
|
2.8
|
17.3
|
31.5
|
29.0
|
Forward Looking Statements
Certain statements herein may be "forward looking" statements
that involve known and unknown risks, uncertainties and other
factors that may cause the actual results, performance or
achievements of Lumine Group or the industry to be materially
different from any future results, performance or achievements
expressed or implied by such forward-looking statements. Forward
looking statements involve significant risks and uncertainties,
should not be read as guarantees of future performance or results,
and will not necessarily be accurate indications of whether or not
such results will be achieved. A number of factors could cause
actual results to vary significantly from the results discussed in
the forward looking statements. These forward looking statements
reflect current assumptions and expectations regarding future
events and operating performance and are made as of the date hereof
and Lumine Group assumes no obligation, except as required by law,
to update any forward looking statements to reflect new events or
circumstances.
About Lumine Group Inc.
Lumine Group acquires, strengthens, and grows, vertical market
software businesses in the communications and media industry. Learn
more at www.luminegroup.com.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
Lumine Group Inc.
Condensed Consolidated Interim Statements of Financial
Position
(In thousands of USD. Due to rounding, numbers presented may
not foot.)
Unaudited
|
June 30,
2024
|
December 31,
2023
|
|
|
|
Assets
|
|
|
|
|
|
Current
assets:
|
|
|
Cash
|
$
167,773
|
$
146,509
|
Accounts receivable,
net
|
127,329
|
104,955
|
Unbilled revenue,
net
|
49,828
|
39,858
|
Inventories
|
561
|
521
|
Other assets
|
46,780
|
46,377
|
|
392,271
|
338,220
|
|
|
|
Non-current
assets:
|
|
|
Property and
equipment
|
7,138
|
4,164
|
Right of use
assets
|
9,060
|
11,973
|
Deferred income
taxes
|
6,371
|
6,197
|
Other assets
|
11,518
|
13,063
|
Intangible assets and
goodwill
|
845,525
|
762,665
|
|
879,612
|
798,062
|
|
|
|
Total assets
|
$
1,271,883
|
$
1,136,282
|
|
|
|
Liabilities and
Equity
|
|
|
|
|
|
Current
liabilities:
|
|
|
Accounts payable and
accrued liabilities
|
$
100,821
|
$
97,533
|
Due to related parties,
net
|
1,529
|
2,380
|
Current portion of bank
debt
|
2,166
|
3,071
|
Deferred
revenue
|
97,110
|
91,726
|
Acquisition holdback
payables
|
318
|
319
|
Lease
obligations
|
6,073
|
6,358
|
Income taxes
payable
|
11,702
|
12,436
|
Preferred and Special
Securities
|
-
|
4,469,996
|
|
219,720
|
4,683,819
|
|
|
|
Non-current
liabilities:
|
|
|
Deferred income
taxes
|
115,341
|
124,878
|
Bank debt
|
288,818
|
149,636
|
Lease
obligations
|
4,079
|
6,921
|
Other
liabilities
|
9,684
|
12,995
|
|
417,922
|
294,430
|
|
|
|
Total
liabilities
|
637,641
|
4,978,249
|
|
|
|
Equity:
|
|
|
Capital
stock
|
490,669
|
-
|
Contributed
surplus
|
185,142
|
(1,015,661)
|
Accumulated other
comprehensive income (loss)
|
(10,896)
|
(6,296)
|
Retained earnings
(deficit)
|
(30,673)
|
(2,820,010)
|
|
634,242
|
(3,841,967)
|
|
|
|
Subsequent
events
|
|
|
|
|
|
Total liabilities and
equity
|
$
1,271,883
|
$
1,136,282
|
Lumine Groupe Inc.
Condensed Consolidated Interim Statements of Income
(Loss)
(In thousands of USD, except per share amounts. Due to rounding,
numbers presented may not foot.)
Unaudited
|
Three months ended June
30,
|
Six months ended June
30,
|
|
2024
|
2023
|
2024
|
2023
|
|
|
|
|
|
Revenue
|
|
|
|
|
License
|
$
11,687
|
$
11,094
|
$
23,407
|
$
21,743
|
Professional
services
|
28,909
|
23,440
|
53,842
|
40,267
|
Hardware and
other
|
2,326
|
4,728
|
4,743
|
9,336
|
Maintenance and other
recurring
|
119,903
|
90,623
|
221,932
|
153,920
|
|
162,825
|
129,885
|
303,924
|
225,266
|
Expenses
|
|
|
|
|
Staff
|
87,704
|
71,285
|
160,733
|
119,904
|
Hardware
|
1,418
|
3,132
|
2,938
|
6,451
|
Third party license,
maintenance and professional services
|
11,867
|
8,050
|
20,406
|
12,785
|
Occupancy
|
975
|
789
|
1,871
|
1,566
|
Travel,
telecommunications, supplies, software and equipment
|
12,751
|
5,214
|
19,508
|
9,886
|
Professional
fees
|
5,655
|
2,919
|
8,487
|
10,232
|
Other, net
|
3,509
|
(94)
|
4,455
|
2,688
|
Depreciation
|
2,337
|
2,195
|
4,452
|
3,705
|
Amortization of
intangible assets
|
29,211
|
21,481
|
52,032
|
36,317
|
|
155,427
|
114,971
|
274,882
|
203,535
|
|
|
|
|
|
Redeemable Preferred
and Special Securities expense
|
-
|
496,588
|
317,362
|
1,151,203
|
Finance and other
expenses (income)
|
5,698
|
4,332
|
9,970
|
6,257
|
|
5,698
|
500,920
|
327,332
|
1,157,460
|
|
|
|
|
|
Income (loss) before
income taxes
|
1,700
|
(486,006)
|
(298,290)
|
(1,135,729)
|
|
|
|
|
|
Current income tax
expense (recovery)
|
9,209
|
10,649
|
17,555
|
18,162
|
Deferred income tax
expense (recovery)
|
(5,274)
|
(7,557)
|
(9,272)
|
(13,227)
|
Income tax expense
(recovery)
|
3,935
|
3,092
|
8,283
|
4,935
|
|
|
|
|
|
Net income
(loss)
|
$
(2,235)
|
$
(489,098)
|
$ (306,573)
|
$
(1,140,664)
|
|
|
|
|
|
Weighted average shares
outstanding:
|
|
|
|
|
Basic
|
256,620,388
|
74,008,247
|
171,366,154
|
70,914,357
|
Diluted
|
256,620,388
|
253,106,712
|
254,978,572
|
236,914,312
|
|
|
|
|
|
Earnings per
share:
|
|
|
|
|
Basic and
diluted
|
$
(0.01)
|
$
(6.61)
|
$
(1.79)
|
$
(16.09)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lumine Group Inc.
Condensed Consolidated Interim Statements of Comprehensive
Income (Loss)
(In thousands of USD. Due to rounding, numbers presented may not
foot.)
Unaudited
|
Three months ended June
30,
|
Six months ended June
30,
|
|
2024
|
2023
|
2024
|
2023
|
|
|
|
|
|
Net income
(loss)
|
$
(2,235)
|
$
(489,098)
|
$
(306,573)
|
$
(1,140,664)
|
|
|
|
|
|
Items that are or may
be reclassified subsequently to net income (loss):
|
|
|
|
|
|
|
|
|
|
Foreign currency
translation differences from foreign operations and
other
|
5,321
|
(900)
|
(4,600)
|
(311)
|
|
|
|
|
|
Other comprehensive
(loss) income for the year, net of income tax
|
5,321
|
(900)
|
(4,600)
|
(311)
|
|
|
|
|
|
Total comprehensive
income (loss) for the year
|
$
3,086
|
$
(489,998)
|
$
(311,173)
|
$
(1,140,975)
|
Lumine Group Inc.
Condensed Consolidated Interim Statement of Changes in
Equity
(In thousands of USD. Due to rounding, numbers presented may
not foot.)
Unaudited
Six months ended June
30, 2024
|
|
|
|
|
|
|
Capital
stock
|
Contributed
surplus
|
Accumulated
other
comprehensive
(loss) income
|
Retained
earnings
(deficit)
|
Total
equity
|
|
|
|
|
|
|
Balance at January
1, 2024
|
$
-
|
$
(1,015,661)
|
$
(6,296)
|
$
(2,820,010)
|
$
(3,841,967)
|
|
|
|
|
|
|
Total comprehensive
income (loss) for the period:
|
|
|
|
|
|
Net income
(loss)
|
-
|
-
|
-
|
(306,573)
|
(306,573)
|
|
|
|
|
|
|
Other comprehensive
income (loss):
|
|
|
|
|
|
Foreign currency
translation differences from foreign operations and
other
|
-
|
-
|
(4,600)
|
-
|
(4,600)
|
Total other
comprehensive income (loss) for the period
|
-
|
-
|
(4,600)
|
-
|
(4,600)
|
|
|
|
|
|
|
Total comprehensive
income (loss) for the period
|
-
|
-
|
(4,600)
|
(306,573)
|
(311,173)
|
|
|
|
|
|
|
Mandatory Conversion of
Special and Preferred Shares
|
87,368
|
-
|
-
|
-
|
87,368
|
Settlement of Preferred
and Special Share Dividends in Subordinate Voting Shares
|
403,301
|
1,200,803
|
-
|
3,095,910
|
4,700,014
|
Balance at June 30,
2024
|
$
490,669
|
$
185,142
|
$
(10,896)
|
$
(30,673)
|
$
634,242
|
Lumine Group Inc.
Condensed Consolidated Interim Statement of Changes in
Equity
(In thousands of USD. Due to rounding, numbers presented may
not foot.)
Unaudited
|
|
|
|
|
|
|
Six months ended June
30, 2023
|
|
|
|
|
|
|
|
Capital
stock
|
Contributed
surplus
|
Accumulated
other
comprehensive
(loss) income
|
Retained
earnings
(deficit)
|
Total
equity
|
|
|
|
|
|
|
Balance at January
1, 2023
|
$
-
|
$
162,692
|
$
(8,912)
|
$
-
|
$
153,780
|
|
|
|
|
|
|
Total comprehensive
income (loss) for the period:
|
|
|
|
|
|
Net income
(loss)
|
-
|
-
|
-
|
(1,140,664)
|
(1,140,664)
|
|
|
|
|
|
|
Other comprehensive
income (loss):
|
|
|
|
|
|
Foreign currency
translation differences from foreign operations and
other
|
-
|
-
|
(311)
|
-
|
(311)
|
|
|
|
|
|
|
Total other
comprehensive income (loss) for the period
|
-
|
-
|
(311)
|
-
|
(311)
|
|
|
|
|
|
|
Total comprehensive
income (loss) for the period
|
-
|
-
|
(311)
|
(1,140,664)
|
(1,140,975)
|
|
|
|
|
|
|
Transactions with
Parent, recorded directly in equity
|
|
|
|
|
|
Capital contributions
by Parent
|
-
|
22,451
|
-
|
-
|
22,451
|
Amalgamation with
Lumine Group (Holdings) Inc.
|
-
|
(1,200,803)
|
-
|
-
|
(1,200,803)
|
Special Share
conversion
|
-
|
-
|
-
|
4,040
|
4,040
|
|
|
|
|
|
|
Balance at June 30,
2023
|
$
-
|
$
(1,015,660)
|
$
(9,223)
|
$
(1,136,624)
|
$
(2,161,507)
|
|
|
|
|
|
|
|
|
|
Lumine Group Inc.
Condensed Consolidated Interim Statements of Cash Flows
(In thousands of USD. Due to rounding, numbers presented may
not foot.)
Unaudited
|
|
|
|
|
Three months ended June
30,
|
Six months ended June
30,
|
|
2024
|
2023
|
2024
|
2023
|
|
|
|
|
|
Cash flows from (used
in) operating activities:
|
|
|
|
|
Net income
(loss)
|
$ (2,235)
|
$
(489,098)
|
$
(306,573)
|
$
(1,140,664)
|
Adjustments
for:
|
|
|
|
|
Depreciation
|
2,337
|
2,195
|
4,452
|
3,705
|
Amortization of
intangible assets
|
29,211
|
21,481
|
52,032
|
36,317
|
Contingent
consideration adjustments
|
915
|
(3,149)
|
958
|
(2,478)
|
Preferred and Special
Securities expense (income)
|
-
|
496,588
|
317,362
|
1,151,203
|
Finance and other
expenses (income)
|
5,698
|
4,332
|
9,970
|
6,257
|
Income tax expense
(recovery)
|
3,935
|
3,092
|
8,283
|
4,935
|
Change in non-cash
operating assets and liabilities exclusive of effects of business
combinations
|
(26,134)
|
(6,355)
|
(34,127)
|
(10,388)
|
Income taxes (paid)
received
|
(3,680)
|
(6,679)
|
(7,317)
|
(11,512)
|
Net cash flows from
(used in) operating activities
|
10,047
|
22,407
|
45,040
|
37,375
|
|
|
|
|
|
Cash flows from (used
in) financing activities:
|
|
|
|
|
Interest paid on lease
obligations
|
(130)
|
(167)
|
(284)
|
(259)
|
Interest paid on bank
debt
|
(5,130)
|
(3,249)
|
(7,602)
|
(3,591)
|
Cash transferred from
(to) Parent
|
118
|
(7,165)
|
(1,990)
|
(11,835)
|
Proceeds from issuance
of bank debt
|
50,500
|
-
|
140,500
|
175,000
|
Repayments of bank
debt
|
(244)
|
(410)
|
(488)
|
(654)
|
Transaction costs on
bank debt
|
(194)
|
-
|
(1,849)
|
(1,771)
|
Payments of lease
obligations
|
(1,468)
|
(1,525)
|
(3,034)
|
(2,365)
|
Issuance of Preferred
Shares to Parent
|
-
|
-
|
-
|
181,484
|
Dividends
paid
|
-
|
(12)
|
-
|
(12)
|
Net cash flows from
(used in) in financing activities
|
43,452
|
(12,528)
|
125,253
|
335,997
|
|
|
|
|
|
Cash flows from (used
in) investing activities:
|
|
|
|
|
Acquisition of
businesses
|
(144,325)
|
-
|
(144,325)
|
(314,760)
|
Cash obtained with
acquired businesses
|
-
|
-
|
-
|
33,965
|
Post-acquisition
settlement payments, net of receipts
|
-
|
(2,307)
|
(685)
|
(2,669)
|
Property and equipment
purchased
|
(363)
|
(180)
|
(724)
|
(421)
|
Other investing
activities
|
(271)
|
(657)
|
(265)
|
(657)
|
Net cash flows from
(used in) investing activities
|
(144,959)
|
(3,143)
|
(145,999)
|
(284,542)
|
|
|
|
|
|
|
|
|
|
|
Effect of foreign
currency on cash and cash equivalents
|
(554)
|
(314)
|
(3,030)
|
(12)
|
|
|
|
|
|
Increase (decrease) in
cash
|
(92,014)
|
6,422
|
21,264
|
88,818
|
|
|
|
|
|
Cash, beginning of
period
|
259,787
|
149,481
|
146,509
|
67,085
|
|
|
|
|
|
Cash, end of
period
|
$
167,773
|
$
155,903
|
$
167,773
|
$
155,903
|
SOURCE Lumine Group Inc