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Converge Technology Solutions Reports Second Quarter 2023 Financial Results

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Converge Technology Solutions Corp. (TSX: CTS) (FSE: 0ZB) (OTCQX: CTSDF) announced its financial results for the three and six months period ended June 30, 2023. The company reported gross sales of $957.2 million, an increase of 31% from Q2-22, and revenue of $665.8 million, a 29% increase from Q2-22. The adjusted EBITDA was $41.5 million, up by 6% from Q2-22. Converge achieved 112 net new logos in Q2-23 and secured 215 net new logos in H1-23. The company concluded its NCIB program after purchasing 4.28 million shares throughout Q2-23 and announced a second quarter dividend of $0.01 per common share.
Positive
  • 31% increase in gross sales from Q2-22
  • 29% increase in revenue from Q2-22
  • 6% increase in adjusted EBITDA from Q2-22
  • Acquisition of 4.28 million shares in Q2-23
  • Second quarter dividend of $0.01 per common share
Negative
  • None.

TORONTO and GATINEAU, QC, Aug. 9, 2023 /PRNewswire/ - Converge Technology Solutions Corp. ("Converge" or "the Company") (TSX: CTS) (FSE: 0ZB) (OTCQX: CTSDF) is pleased to provide its financial results for the three and six months period ended June 30, 2023 ("Q2-23").  All figures are in Canadian dollars unless otherwise stated.

Financial Summary

In $000s except per share amounts


 

Q2 2023

 

Q2 2022


 

H1 2023

 

H1 2022

Gross Sales1


957,219

729,678


1,922,477

1,403,607

Revenue


665,813

515,196


1,344,011

1,009,236

Gross profit (GP)


175,672

133,152


347,260

242,196

Gross profit (GP) %


26.4 %

25.8 %


25.8 %

24.0 %

Adjusted EBITDA1


41,527

39,187


82,735

68,836

Adjusted EBITDA1 as a % of GP


23.6 %

29.4 %


23.8 %

28.4 %

Adjusted EBITDA1 as a % of Revenue


6.2 %

7.6 %


6.2 %

6.8 %

Net (loss) income


(4,495)

11,678


(7,856)

9,270

Adjusted net income1


$25,124

29,900


$49,565

52,410

Adjusted EPS1


$0.12

$0.14


$0.24

$0.24

 

Q2-23 Financial Highlights:

  • Gross sales1 of $957.2 million compared to $729.7 million in Q2-22; an increase of $227.5 million or 31%
  • Gross services sales1 of $317.2 million increased by 33% year-over-year
  • Gross Profit of $175.7 million compared to $133.1 million in Q2-22; an increase of $42.5 million or 32%
  • Organic gross profit growth for Q2-23 was 2.5% driven by 14.4% increase in services organic gross profit
  • Adjusted EBITDA1 of $41.5 million, increasing from $39.2 million in Q2-22 by 6%
  • Revenue for Q2-23 of $665.8 million, an increase of 29% over Q2-22 
  • Product Bookings backlog2 at the end of Q2-23 was $447.6 million
  • Achieved 112 net new logos3 in Q2-23, securing 215 net new logos in H1-23

___________________________________

1 This is a Non-IFRS measure (including non-IFRS ratio) and not a recognized, defined or a standardized measure under IFRS. See the Non-IFRS Financial Measures section of this news release for definitions, uses and a reconciliation of historical non-IFRS financial measures to the most directly comparable IFRS financial measures.

2 Bookings backlog is calculated as purchase orders received from customers not yet delivered at the end of the fiscal period for North America Region.

3 Statistic based on North American Region.

 

Q2-23 Business Highlights & Subsequent to Quarter

  • Board of Directors authorize second quarter dividend of $0.01 per common share to be paid on September 22nd, 2023 to shareholders of record at the close of business on September 8th, 2023
  • Converge concluded its previously announced NCIB program after purchasing 4.28 million shares throughout Q2-23
  • The Company announced that the Toronto Stock Exchange approved the Company's Notice of Intention to make a Normal Course Issuer Bid. Pursuant to the NCIB, the Company may purchase for cancellation up to an aggregate of 19,427,276 common shares. All common shares acquired by the Company under the NCIB will be cancelled

"Converge continued to execute on its cross-sell strategy throughout the second quarter and drove high value solutions with clients by leveraging our advisory, implementation, and managed services across all practice areas.  Today 60% of Converge sales representatives in North America are now driving more than 4 solution areas with their clients," said Greg Berard, Converge Global CEO. "In today's IT environment, Converge continues to shape and transform innovation, revolutionizing client-technology interactions. A distinguishing reason clients continue to partner with Converge is our ability to provide end-to-end solutions for cloud, hardware, and software, all while leveraging the technical expertise required for effective professional and managed services.  Converge has built a unique set of skills supported by foundational partnerships across Analytics, AI, Cloud, and Cybersecurity and will continue to develop leading solutions to adapt with our clients' growing needs.  I am extremely proud of our team's performance which has resulted in record gross profit in Q2-23."

Conference Call Details:
Date: Wednesday, Aug 9th, 2023
Time: 8:00 AM Eastern Time

Participant Webcast Link: 
Webcast Link – https://app.webinar.net/gkXqYQ1YE8v
Participant Dial-in Details with Operator Assistance:
Conference ID: 70789128
Toronto: 416-764-8609
North American Toll Free: 888-390-0605

International Toll-Free Numbers:
Germany: 08007240293
Ireland: 1800939111
Spain: 900834776
Switzerland: 0800312635
United Kingdom: 08006522435

You may register and enter your phone number to receive an instant automated call back via 
https://emportal.ink/3OgdiaZ 

Recording Playback:
Webcast Link - https://app.webinar.net/gkXqYQ1YE8v
Toronto: 416-764-8677
North American Toll Free:  1-888-390-0541
Replay Code: 789128 #
Expiry Date: August 16th, 2023

Please connect at least 15 minutes prior to the conference call to ensure time for any software download that may be required to access the webcast. A live audio webcast accompanied by presentation slides and archive of the conference call and webcast will be available by visiting the Company's website at https://convergetp.com/investor-relations/.

About Converge

Converge Technology Solutions Corp. is a services-led, software-enabled, IT & Cloud Solutions provider focused on delivering industry-leading solutions. Converge's global approach delivers advanced analytics, application modernization, cloud platforms, cybersecurity, digital infrastructure, and digital workplace offerings to clients across various industries. The Company supports these solutions with advisory, implementation, and managed services expertise across all major IT vendors in the marketplace. This multi-faceted approach enables Converge to address the unique business and technology requirements for all clients in the public and private sectors. For more information, visit convergetp.com.

Summary of Consolidated Statements of Financial Position
(expressed in thousands of Canadian dollars)



June 30, 2023

December 31, 2022

Assets




Current




     Cash


$             78,443

$             159,890

     Restricted cash


2,611

5,230

     Trade and other receivables


781,330

781,683

     Inventories


160,411

158,430

     Prepaid expenses and other assets


23,337

23,046




1,046,132

1,128,279

Non-current




     Other assets


17,943

4,646

     Property, equipment, and right-of-use assets, net


73,659

88,352

     Intangible assets, net


419,403

463,751

     Goodwill


561,283

563,848

Total assets


$          2,118,420

$          2,248,876






Liabilities




Current




     Trade and other payables


$             814,855

$             824,924

     Other financial liabilities


63,082

123,932

     Deferred revenue


47,475

60,210

     Borrowings


398

421,728

     Income taxes payable


7,816

7,112




933,626

1,437,906

Non-current




     Other financial liabilities


51,701

77,183

     Borrowings


429,909

-

     Deferred tax liabilities


88,278

102,977

 Total liabilities


$          1,503,514

$          1,618,066






Shareholders' equity




     Common shares


604,144

595,019

     Contributed surplus


9,243

7,919

     Exchange rights


-

1,705

     Accumulated other comprehensive income


156

13,708

     Deficit


(27,186)

(18,441)

Total equity attributable to shareholders of Converge


586,357

599,910

Non-controlling interest


28,549

30,900



614,906

630,810

Total liabilities and shareholders' equity


$        2,118,420

$        2,248,876

 

Summary of Consolidated Statements of Loss and Comprehensive Loss
(expressed in thousands of Canadian dollars)

   


Three months ended
June 30,


Six months ended
June 30,



2023


2022


2023


2022










Revenues









  Product

$

511,597

$

410,361

$

1,048,286

$

807,753

  Service


154,216


104,835


295,725


201,483

Total revenue


665,813


515,196


1,344,011


1,009,236

Cost of sales


490,141


382,044


996,751


767,040

Gross profit


175,672


133,152


347,260


242,196










Selling, general and administrative expenses 


136,699


95,823


268,732


176,235

Income before the following


38,973


37,329


78,528


65,961










Depreciation and amortization


26,893


17,178


52,783


31,657

Finance expense, net


10,652


3,094


20,002


4,912

Special charges


13,292


5,559


17,576


11,280

Share-based compensation


1,117


1,685


1,965


2,897

Other (income) expenses


(6,529)


(3,265)


(4,060)


3,138

Income before income taxes


(6,452)


13,078


(9,738)


12,077










Income tax (recovery) expense


(1,957)


1,400


(1,882)


2,807










Net (loss) income

$

(4,495)

$

11,678

$

(7,856)

$

9,270

Net (loss) income attributable to:









      Shareholders of Converge


(3,548)


12,017


(5,505)


10,223

      Non-controlling interest


(947)


(339)


(2,351)


(953)


$

(4,495)

$

11,678

$

(7,856)

$

9,270

Other comprehensive (loss) income









Item that may be reclassified subsequently to income:









Exchange differences on translation of foreign operations


(15,725)


5,554


(13,552)


(1,034)



(15,725)


5,554


(13,552)


(1,034)

Comprehensive (loss) income

$

(20,220)

$

17,232

$

(21,408)

$

8,236

Comprehensive (loss) income attributable to:









 Shareholders of Converge 


(19,273)


17,571


(19,057)


9,189

 Non-controlling interest


(947)


(339)


(2,351)


(953)



(20,220)


17,232


(21,408)


8,236










Adjusted EBITDA


41,527


39,187


82,735


68,836

Adjusted EBITDA as a % of Gross Profit


23.6 %


29.4 %


23.8 %


28.4 %

Adjusted EBITDA as a % of Revenue


6.2 %


7.6 %


6.2 %


6.8 %

                   

 

Summary of Consolidated Statements of Cash Flows
(expressed in thousands of Canadian dollars)




For the three months
ended June 30,

For the six months

ended June 30,




2023


2022


2023


2022











Cash flows (used in) from operating activities










Net (loss) income


$

(4,495)

$

11,678

$

(7,856)

$

9,270

Adjustments to reconcile net (loss) income to net
cash from operating activities










Depreciation and amortization



29,235


18,739


56,785


33,969

Unrealized foreign exchange (gains) losses



(5,281)


(2,968)


(2,818)


3,701

Share-based compensation expense



1,117


1,685


1,965


2,897

   Finance expense, net



10,652


3,094


20,002


4,912

   Gain on sale of property and equipment



(598)


-


(598)


-

   Change in fair value of contingent consideration



6,551


-


6,551


-

   Income tax (recovery) expense



(1,957)


1,400


(1,882)


2,807




35,224


33,628


72,149


57,556

   Changes in non-cash working capital items



(40,349)


9,214


(41,585)


(44,290)




(5,125)


42,842


30,564


13,266

   Income taxes paid



(4,520)


(16,272)


(11,446)


(17,025)

Cash (used in) from operating activities



(9,645)


26,570


19,118


(3,759)











Cash flows used in investing activities










Purchase of property and equipment



(2,091)


(3,123)


(7,197)


(14,479)

Proceeds on disposal of property and equipment 



3,681


-


3,749


178

Payment of contingent consideration



(975)


-


(9,935)


(10,168)

Payment of deferred consideration



(4,066)


(5,208)


(29,720)


(6,948)

Payment of NCI liability



-


-


(29,994)


-

Business combinations, net of cash acquired



-


(131,545)


-


(199,471)

Cash used in investing activities



(3,451)


(139,876)


(73,097)


(230,888)











Cash flows (used in) from financing activities










Transfers from (to) restricted cash



2,371


58,980


2,587


(4,513)

Interest paid



(7,365)


(2,102)


(15,242)


(3,058)

Dividend paid



(2,067)


(1,100)


(2,067)


(1,100)

Payments of lease liabilities



(5,089)


(2,304)


(10,224)


(5,032)

Repurchase of common shares



(14,230)


-


(14,230)


-

Repayment of notes payable



(40)


(38)


(80)


(159)

Net (repayment) proceeds from borrowings



(22,815)


22,351


11,384


184,819

Cash (used in) from financing activities



(49,235)


75,787


(27,872)


170,957











Net change in cash during the period



(62,331)


(37,519)


(81,851)


(63,690)

Effect of foreign exchange on cash



1,746


4,526


404


(328)

Cash, beginning of period



139,028


217,168


159,890


248,193

Cash, end of period


$

78,443

$

184,175

$

78,443

$

184,175

 

Non-IFRS Financial Measures

This release refers to certain performance indicators including Adjusted EBITDA that does not have any standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other companies.  Management believes that these measures are useful to most shareholders, creditors, and other stakeholders in analyzing the Company's results. These non-IFRS financial measures should not be considered as an alternative to the consolidated income (loss) or any other measure of performance under IFRS. 

Adjusted EBITDA

Adjusted EBITDA represents net income or loss adjusted to exclude amortization, depreciation, interest expense and finance costs, foreign exchange gains and losses, share-based compensation expense, income tax expense, and special charges. Special charges consist primarily of restructuring related expenses for employee terminations, lease terminations, and restructuring of acquired companies, as well as certain legal fees or provisions related to acquired companies. From time to time, it may also include adjustments in the fair value of contingent consideration, and other such non-recurring costs related to restructuring, financing, and acquisitions.

The Company uses Adjusted EBITDA to provide investors with a supplemental measure of its operating performance and thus highlight trends in its core business that may not otherwise be apparent when relying solely on IFRS financial measures. The Company believes that securities analysts, investors and other interested parties frequently use non-IFRS measures in the evaluation of issuers. Management also uses non-IFRS measures to facilitate operating performance comparisons from period to period, prepare annual operating budgets and assess the ability to meet capital expenditure and working capital requirements.

Adjusted EBITDA is not a recognized, defined or standardized measure under IFRS. The Company's definition of Adjusted EBITDA will likely differ from that used by other companies and therefore comparability may be limited.  Adjusted EBITDA should not be considered a substitute for or in isolation from measures prepared in accordance with IFRS.  Investors are encouraged to review the Company's financial statements and disclosures in their entirety and are cautioned not to put undue reliance on non-IFRS measures and view them in conjunction with the most comparable IFRS financial measures.

The Company has reconciled Adjusted EBITDA to the most comparable IFRS financial measure as follows:


For the three months

ended June 30,

For the six months

ended June 30,


2023

2022

2023

2022


Net income (loss) before taxes

$    (6,452)

$    13,078

$    (9,738)

$     12,077


Finance expense

10,652

3,094

20,002

4,912


Share-based compensation expense

1,117

1,685

1,965

2,897


Depreciation and amortization

26,893

17,178

52,783

31,657


Depreciation included in cost of sales

2,342

1,561

4,002

2,312


Foreign exchange loss (gain)

(6,317)

(2,968)

(3,855)

3,701


Special charges

13,292

5,559

17,576

11,280


Adjusted EBITDA

$    41,527

$   39,187

$    82,735

$   68,836


 

Adjusted EBITDA as a % of Gross Profit

The Company believes that Adjusted EBITDA as a % of Gross Profit is a useful measure of the Company's operating efficiency and profitability. This is calculated by dividing Adjusted EBITDA by gross profit.

Adjusted Net Income (Loss) and Adjusted Earnings per Share ("EPS")

Adjusted Net Income (Loss) represents net income (loss) adjusted to exclude special charges, amortization of acquired intangible assets, and share-based compensation. The Company believes that Adjusted Net Income (Loss) is a more useful measure than net income (loss) as it excludes the impact of one-time, non-cash and/or non-recurring items that are not reflective of Converge's underlying business performance. Adjusted EPS is calculated by dividing Adjusted Net Income (Loss) by the total weighted average shares outstanding on a basic and diluted basis. 

The Company has provided a reconciliation to the most comparable IFRS financial measure as follows:


For the three months

For the six months

ended June 30,

ended June 30,


2023

2022

2023

2022

Net (loss) income

$    (4,495)

$    11,678

$    (7,856)

$       9,270

Special charges

13,292

5,559

17,576

11,280

Amortization of acquired intangible assets

21,527

13,946

41,735

25,262

Foreign exchange loss

(6,317)

(2,968)

(3,855)

3,701

Share-based compensation

1,117

1,685

1,965

2,897

Adjusted Net Income:

$    25,124

$    29,900

$     49,565

$     52,410

     Basic

0.12

0.14

0.24

0.24

 

Gross sales and gross sales for organic growth

Gross sales, which is a non-IFRS measurement, reflects the gross amount billed to customers, adjusted for amounts deferred or accrued. The Company believes gross sales is a useful alternative financial metric to net revenue, the IFRS measure, as it better reflects volume fluctuations as compared to net revenue. Under the applicable IFRS 15 'principal vs agent' guidance, the principal records revenue on a gross basis and the agent records commission on a net basis. In transactions where Converge is acting as an agent between the customer and the vendor, net revenue is calculated by reducing gross sales by the cost of sale amount. 

The Company has provided a reconciliation of gross sales to net revenue, which is the most comparable IFRS financial measure, as follows:



For the three months

For the six months

ended June 30,

ended June 30,



2023

2022

2023

2022

Product


$    639,996

$    491,821

$    1,305,306

$       945,210

Managed services


45,182

32,268

85,818

66,251

Third party and professional services


272,041

205,589

531,353

392,146

Gross sales


$    957,219

$    729,678

$    1,922,477

$    1,403,607

Adjustment for sales transacted as agent


(291,406)

(214,482)

(578,466)

(394,371)

Net Revenue


$    665,813

$    515,196

$    1,344,011

$    1,009,236

 

Organic Growth

The Company measures organic growth at the gross sales and gross profit levels, and includes the contributions under Converge ownership in the current and comparative period(s). In calculating organic growth, the Company therefore deducts gross sales and gross profit generated from companies that were acquired in the current reporting period.

Gross sales organic growth is calculated by deducting prior period gross sales, as reported in the Company's public filings, from current period gross sales for the same portfolio of companies. Gross sales organic growth percentage is calculated by dividing organic growth by prior period reported gross sales.

The following table calculates gross sales organic growth for three and six months ended June 30, 2023:



For the three months

For the six months

ended June 30,

ended June 30,



2023

2022

2023

2022

Gross sales


$    957,219

$    729,678

$    1,922,477

$    1,403,607

Less: gross sales from companies not
owned in comparative period


214,227

215,748

459,857

404,433

Gross sales of companies owned in
comparative period


$    742,992

$    513,930

$    1,462,620

$       999,174

Prior period gross sales


729,678

452,120

1,403,607

860,220

Organic Growth - $


$      13,314

$      61,810

$         59,013

$       138,954

Organic Growth - %


1.8 %

13.7 %

4.2 %

16.2 %

 

Gross profit organic growth is calculated by deducting prior period gross profit, as reported in the Companies public filings, from current period gross profit for the same portfolio of companies. Gross profit organic growth percentage is calculated by dividing organic growth by prior period reported gross profit.



For the three months

For the six months

ended June 30,

ended June 30,



2023

2022

2023

2022

Gross profit


$    175,672

$    133,152

$      347,260

$      242,196

Less: gross profit from companies not
owned in comparative period


39,239

40,737

83,836

72,545

Gross profit of companies owned in
comparative period


$    136,433

$      92,415

$      263,424

$      169,651

Prior period gross profit


133,152

78,244

242,197

146,041

Organic Growth - $


$        3,281

$      14,171

$        21,227

$        23,610

Organic Growth - %


2.5 %

18.1 %

8.8 %

16.2 %

 

Forward-Looking Information 

This press release contains certain "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of applicable Canadian securities legislation regarding Converge and its business. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected" "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts". "estimates", "believes" or intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could, "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Except as required by law, Converge assumes no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change.  The reader is cautioned not to place undue reliance on forward-looking statements.

For a detailed description of the risks and uncertainties facing the Company and its business and affairs, readers should refer to the Company's filings statement available on SEDAR under the Company's profile at www.sedar.com including its most recent Annual Information Form, its Management Discussion and Analysis and its Annual and Quarterly Financial Statements.

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SOURCE Converge Technology Solutions Corp.

FAQ

What are Converge Technology Solutions Corp.'s stock ticker symbols?

Converge Technology Solutions Corp.'s stock ticker symbols are TSX: CTS, FSE: 0ZB, and OTCQX: CTSDF.

What were Converge Technology Solutions Corp.'s financial results for Q2-23?

Converge reported gross sales of $957.2 million, revenue of $665.8 million, and adjusted EBITDA of $41.5 million for Q2-23.

How much did Converge Technology Solutions Corp.'s gross sales increase in Q2-23 compared to Q2-22?

Converge's gross sales increased by 31% in Q2-23 compared to Q2-22.

What dividends did Converge Technology Solutions Corp. announce for the second quarter?

Converge announced a second quarter dividend of $0.01 per common share.

How many net new logos did Converge Technology Solutions Corp. achieve in Q2-23?

Converge achieved 112 net new logos in Q2-23 and secured 215 net new logos in H1-23.

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