Accord Announces Voting Results of Annual Meeting
Shareholders voted in favour of all items of business put forth at the meeting as set out below. A total of 6,406,657 shares were represented at the AGM representing 74.85% of the total issued and outstanding shares.
1. Election of Directors
The following seven nominees were elected to serve as directors of the Company until the next annual meeting of shareholders or until their successors are elected or appointed:
Number of Votes
Percentage of Votes Cast
Name
For
Withheld
For
Withheld
David Beutel
6,105,873
300,599
95.31%
4.69%
Burt Feinberg
5,836,773
569,699
91.11%
8.89%
Simon Hitzig
5,798,373
608,099
90.51%
9.49%
Jean Holly
5,853,373
553,099
91.37%
8.63%
Gary Prager
5,829,873
576,599
91.00%
9.00%
David Spivak
5,813,273
593,199
90.74%
9.26%
Stephen Warden
5,836,773
569,699
91.11%
8.89%
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2. Appointment of Auditors
KPMG LLP, Chartered Professional Accountants, was appointed as auditors of the Company for the fiscal year ending December 31, 2025.
For
Withheld
For
Withheld
6,391,547
15,110
99.76%
0.24%
Expand
About Accord Financial Corp.
Accord Financial is one of North America's most dynamic commercial finance companies providing fast, versatile financing solutions including asset-based lending, factoring, inventory finance, equipment finance (in Canada), trade finance and film/media finance. By leveraging our unique combination of financial strength, deep experience and independent thinking, we craft winning financial solutions for small and medium-sized businesses, simply delivered, so our clients can thrive.
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'Based on the strength of our financial position, new $35-million credit facilities and reduced balance sheet risk, we are reassessing our capital allocation strategy to optimize the balance between supporting our growth objectives and maximizing returns to shareholders. Supporting the latter, the significant increase in our quarterly dividend payment reflects our growing backlog, greater confidence in our future performance, and our ability to sustain a strong cash flow generation.' FINANCIAL RESULTS(From continuing operations, in '000s of U.S. dollars, excluding per share amounts) Three-month periods ended May 31, 2025 May 31, 2024 Sales $72,229 $60,898 Gross profit $20,626 $16,828 Gross margin 28.6% 27.6% Restructuring expenses 5,374 2,340 Net income (loss) $17,826 ($2,187 ) per share - basic and diluted $0.83 ($0.10 ) Weighted average share outstanding ('000s) 21,586 21,586 NON-IFRS AND SUPPLEMENTARY FINANCIAL MEASURES(From continuing operations, in '000s of U.S. dollars, excluding per share amounts) Three-month periods ended May 31, 2025 May 31, 2024 Adjusted EBITDA $3,976 $2,846 Adjusted net income (loss) 90 $242 per share - basic and diluted $0.00 $0.01 UPDATE ON SIGNIFICANT TRANSACTIONS On March 31, 2025, the Company announced the closing sale of its French subsidiaries Velan S.A.S. and Segault S.A.S. for a total consideration of $208.2 million (€192.5 million) and net consideration of $183.1 million. Based on the net book value at the closing of the transaction and the related costs, a gain of $95.8 million was recorded in the first quarter of fiscal year 2026. The sale also triggered the recognition of a cumulative translation adjustment of $12.5 million. These amounts were recorded as part of the results from discontinued operations. Concurrently with the sale of its French subsidiaries, the Company entered into an agreement to sell its current and future exposure to Asbestos-related litigation in the United States. Part of the proceeds received from the sale of the French assets was used on April 3, 2025, to pay an amount of $143.0 million for this settlement. BACKLOG AND BOOKINGS BACKLOG As at ('000s of U.S. dollars) May 31, 2025 February 28, 2025 Backlog $286,088 $274,877 for delivery within the next 12 months $241,326 $225,662 BOOKINGS Three-month periods ended ('000s of U.S. dollars, excluding ratios) May 31, 2025 May 31, 2024 Bookings $78,234 $82,969 Book-to-bill ratio 1.08 1.36 As at May 31, 2025, the backlog from continuing operations stood at $286.1 million, up 4.1%, from $274.9 million as at February 28, 2025. Currency movements had a $7.1 million positive effect on the value of the backlog during the quarter mainly due to the strengthening of the euro versus the U.S. dollar. Excluding currency movements, the increase reflects bookings exceeding shipments in the first quarter of fiscal 2026. As at May 31, 2025, 84.4% of the backlog, representing orders of $241.3 million, is deliverable in the next 12 months, versus 90.5% of last year's backlog. 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Administration costs from continuing operations amounted to $18.3 million, or 25.4% of sales, in the first quarter of fiscal 2026, compared to $15.4 million, or 25.2% of sales, in the first quarter of fiscal 2025. The variation reflects higher sales commissions and higher professional fees. In the first quarter of fiscal 2026, the Company incurred restructuring expenses of $5.4 million, including $6.1 million in transaction-related costs, partially offset by a $0.7 million reversal of asbestos-related costs. In the first quarter of fiscal 2025, restructuring expenses consisted of asbestos-related costs of $2.3 million. Excluding restructuring expenses, adjusted EBITDA from continuing operations for the first quarter of fiscal 2026 was $4.0 million, versus $2.8 million in the first quarter of fiscal 2025. The increase is primarily attributable to higher gross profit, partially offset by higher administration costs, as explained above. 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Reflecting this increase, the Board of Directors has declared a dividend of CA$0.10 per common share payable on August 29, 2025, to shareholders of record as at August 15, 2025. CONFERENCE CALL NOTICE Financial analysts, shareholders, and other interested individuals are invited to attend the first quarter conference call to be held on Friday, July 11, 2025, at 8:00 a.m. (EDT). The toll-free call-in number is 1-800-990-4777 or by RapidConnect URL: The material that will be referenced during the conference call will be made available shortly before the event on the company's website under the Investor Relations section ( A recording of this conference call will be available for seven days at 1-289-819-1450 or 1-888-660-6345 and entering the replay code 86319. ABOUT VELAN Founded in Montreal in 1950, Velan Inc. ( is one of the world's leading manufacturers of industrial valves, with sales from continuing operations of US$295.2 million in its last reported fiscal year. The Company employs 1,284 people and has manufacturing plants in 9 countries. Velan Inc. is a public company with its shares listed on the Toronto Stock Exchange under the symbol VLN. SAFE HARBOUR STATEMENT This news release may include forward-looking statements, which generally contain words like 'should', 'believe', 'anticipate', 'plan', 'may', 'will', 'expect', 'intend', 'continue' or 'estimate' or the negatives of these terms or variations of them or similar expressions, all of which are subject to risks and uncertainties, which are disclosed in the Company's filings with the appropriate securities commissions. While these statements are based on management's assumptions regarding historical trends, current conditions and expected future developments, as well as other factors that it believes are reasonable and appropriate in the circumstances, no forward-looking statement can be guaranteed and actual future results may differ materially from those expressed herein. The Company disclaims any intention or obligation to update or revise any forward-looking statements contained herein whether as a result of new information, future events or otherwise, except as required by the applicable securities laws. The forward-looking statements contained in this news release are expressly qualified by this cautionary statement. NON-IFRS AND SUPPLEMENTARY FINANCIAL MEASURES In this press release, the Company has presented measures of performance or financial condition which are not defined under IFRS ('non-IFRS measures') and are, therefore, unlikely to be comparable to similar measures presented by other companies. These measures are used by management in assessing the operating results and financial condition of the Company and are reconciled with the performance measures defined under IFRS. The Company has also presented supplementary financial measures which are defined at the end of this report. Reconciliation and definition can be found below. Adjusted net income (loss), Adjusted net income (loss) per share, Earnings before interest, taxes, depreciation and amortization ("EBITDA") and Adjusted EBITDA Three-month periods ended (in thousands, except per share amounts; certain totals may not add up due to rounding) May 31, 2025$ May 31, 2024$ Reconciliation of net income (loss) from continuing operations to adjusted net income (loss) from continuing operations and adjusted net income (loss) from continuing operations per share Net income (loss) from continuing operations 17,826 (2,187 ) Adjustments for: Asbestos-related costs (754 ) 2,340 Transaction-related costs 6,128 - Other restructuring costs - 89 Non-recurring tax recovery on France transaction (23,110 ) - Adjusted net income (loss) from continuing operations 90 242 per share – basic and diluted 0.00 0.01 Reconciliation of net income (loss) from continuing operations to Adjusted EBITDA from continuing operations Net income (loss) from continuing operations 17,826 (2,187 ) Adjustments for: Depreciation of property, plant and equipment 1,573 1,349 Amortization of intangible assets and financing costs 771 623 Finance costs – net 390 194 Income tax expense (recovery) (21,958 ) 406 EBITDA (1,398 ) 385 Adjustments for: Asbestos-related costs (754 ) 2,340 Transaction-related costs 6,128 - Other restructuring costs - 121 Adjusted EBITDA 3,976 2,846 The term 'Adjusted net income (loss)' is defined as net income or loss attributable to Subordinate and Multiple Voting Shares plus adjustment, net of income taxes, for costs related to restructuring and to the proposed transaction. The terms 'Adjusted net income (loss) per share' is obtained by dividing Adjusted net income (loss) by the total amount of subordinate and multiple voting shares. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement. The term 'EBITDA' is defined as adjusted net income plus depreciation of property, plant & equipment, plus amortization of intangible assets, plus net finance costs, plus income tax provision. The term 'Adjusted EBITDA' is defined as EBITDA plus adjustment for costs related to restructuring and to the proposed transaction. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement. Definitions of supplementary financial measures The term 'Net new orders' or 'bookings' is defined as firm orders, net of cancellations, recorded by the Company during a period. Bookings are impacted by the fluctuation of foreign exchange rates for a given period. The measure provides an indication of the Company's sales operation performance for a given period as well as well as an expectation of future sales and cash flows to be achieved on these orders. The term 'backlog' is defined as the buildup of all outstanding bookings to be delivered by the Company. The Company's backlog is impacted by the fluctuation of foreign exchange rates for a given period. The measure provides an indication of the future operational challenges of the Company as well as an expectation of future sales and cash flows to be achieved on these orders. The term 'book-to-bill' is obtained by dividing bookings by sales. The measure provides an indication of the Company's performance and outlook for a given period. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement. Contact: Rishi Sharma, Chief Financial and Administrative Officer Martin Goulet, CFA Velan Inc. MBC Capital Markets Advisors Tel: (438) 817-4430 Tel.: (514) 731-0000, ext. 2291 Net income or loss refer to net income or loss attributable to Subordinate and Multiple Voting Shares2 Non-IFRS and supplementary financial measures – more information at the end of this Statements of Financial Position (in thousands of U.S. dollars) As at May 31, February 28, 2025 2025 $ $ Assets Current assets Cash and cash equivalents 59,102 34,872 Short-term investments 399 358 Accounts receivable 61,849 62,612 Income taxes recoverable 6,114 5,617 Inventories 138,079 134,969 Deposits and prepaid expenses 3,829 3,689 Derivative assets 789 24 Assets held for sale - 176,762 270,161 418,903 Non-current assets Property, plant and equipment 52,259 51,349 Intangible assets and goodwill 6,468 5,893 Deferred income taxes 5,261 25,101 Other assets 777 720 64,765 83,063 Total assets 334,926 501,966 Liabilities Current liabilities Bank indebtedness 3,318 2,508 Accounts payable and accrued liabilities 85,392 78,776 Income taxes payable 1,826 1,818 Customer deposits 16,019 22,338 Provisions 9,739 153,957 Derivative liabilities 525 480 Current portion of long-term lease liabilities 1,514 1,437 Current portion of long-term debt 1,692 2,096 Liabilities held for sale - 110,883 120,025 374,293 Non-current liabilities Long-term lease liabilities 4,697 4,727 Long-term debt 14,704 14,107 Income taxes payable - 692 Deferred income taxes 1,255 737 Customer deposits 8,984 3,876 Other liabilities 4,999 4,796 34,639 28,935 Total liabilities 154,664 403,228 Total equity 180,262 98,738 Total liabilities and equity 334,926 501,966 Consolidated Statements of Loss (in thousands of U.S. dollars, excluding number of shares and per share amounts) Three-month periods ended May 31, May 31, 2025 2024 $ $ Sales 72,229 60,898 Cost of sales 51,603 44,070 Gross profit 20,626 16,828 Administration costs 18,313 15,368 Restructuring expenses 5,374 2,340 Other expenses 732 762 Operating loss (3,793 ) (1,642 ) Financing expenses (390 ) (195 ) Loss before income taxes (4,183 ) (1,837 ) Income tax expense (recovery) (21,958 ) 406 Net Income (loss) for the period from continuing operations 17,775 (2,243 ) Results from discontinued operations 59,379 1,083 77,154 (1,160 ) Net loss attributable to: Subordinate Voting Shares and Multiple Voting Shares 77,205 (1,104 ) Non-controlling interest (51 ) (56 ) Net Income (loss) for the period 77,154 (1,160 ) Net Income (loss) per Subordinate and Multiple Voting Share Basic and diluted from continuing operations 0.83 (0.10 ) Basic and diluted from discontinued operations 2.75 0.05 Basic and diluted all operations 3.58 (0.05 ) Dividends declared per Subordinate and Multiple 0.24 - Voting Share (CA$ 0.33 ) (CA$ - ) Total weighted average number of Subordinate and Multiple Voting Shares Basic and diluted 21,585,635 21,585,635 Consolidated Statements of Comprehensive Income (loss) (in thousands of U.S. dollars) Three-month periods ended May 31, May 31, 2025 2024 $ $ Comprehensive Income (loss) Net Income (loss) for the period 77,154 (1,160 ) Other comprehensive income (loss) Foreign currency translation of foreign subsidiaries (2,872 ) (91 ) Foreign currency translation of foreign subsidiaries from discontinued operations - 337 Reclassification of foreign currency translation from discontinued operations 12,456 - Comprehensive Income (loss) 86,738 (914 ) Comprehensive Income (loss) attributable to: Subordinate Voting Shares and Multiple Voting Shares 86,789 (858 ) Non-controlling interest (51 ) (56 ) Comprehensive Income (loss) 86,738 (914 ) Other comprehensive income (loss) is composed solely of items that may be reclassified subsequently to the consolidated statement of income (loss).Consolidated Statements of Changes in Equity (in thousands of U.S. dollars, excluding number of shares) Equity attributable to the Subordinate and Multiple Voting shareholders Share capital Contributedsurplus Accumulatedothercomprehensiveloss Retainedearnings Total Non-controllinginterest Total equity Balance - February 29, 2024 72,695 6,260 (38,692 ) 141,914 182,177 1,082 183,259 Net loss for the period - - - (1,104 ) (1,104 ) (56 ) (1,160 ) Other comprehensive loss - - 246 - 246 - 246 Comprehensive Income (loss) - - 246 (1,104 ) (858 ) (56 ) (914 ) Balance - May 31, 2024 72,695 6,260 (38,446 ) 140,810 181,319 1,026 182,345 Balance - February 28, 2025 72,695 6,355 (47,141 ) 65,952 97,861 877 98,738 Net income (loss) for the period - - - 77,205 77,205 (51 ) 77,154 Other comprehensive loss - - (2,872 ) - (2,872 ) - (2,872 ) Comprehensive income (loss) - - (2,872 ) 77,205 74,333 (51 ) 74,282 Reclassification of foreign currency translation to discontinued operations - - 12,456 - 12,456 - 12,456 Dividends Multiple Voting Shares - - - (3,770 ) (3,770 ) - (3,770 ) Subordinate Voting Shares - - - (1,444 ) (1,444 ) - (1,444 ) Balance - February 28, 2025 72,695 6,355 (37,557 ) 137,943 179,436 826 180,262 Consolidated Statements of Cash Flow (in thousands of U.S. dollars) Three-month periods ended May 31, May 31, 2025 2024 $ $ Cash flows from Operating activities Net income (loss) for the period 77,154 (1,160 ) Less: results from discontinued operations (59,379 ) (1,083 ) Net Income (loss) for the period for continued operations 17,775 (2,243 ) Adjustments to reconcile net loss to cash provided by operating activities (17,173 ) (833 ) Changes in non-cash working capital items (160,620 ) 14,994 Cash provided (used) by operating activities from continued operations (160,018 ) 11,918 Investing activities Short-term investments (32 ) (441 ) Additions to property, plant and equipment (1,953 ) (1,748 ) Additions to intangible assets - (804 ) Proceeds on disposal of property, plant and equipment 953 8 Net change in other assets 35 (52 ) Cash provided (used) by investing activities from continued operations (excluding proceeds on disposal of France assets) (997 ) (3,037 ) Proceeds on disposal of France assets 183,143 - Cash provided (used) by investing activities from continued operations 182,146 (3,037 ) Financing activities Increase in long-term debt 1,064 253 Repayment of long-term debt (871 ) (3,816 ) Repayment of long-term lease liabilities (399 ) (447 ) Cash provided (used) by financing activities from continued operations (206 ) (4,010 ) Effect of exchange rate differences on cash 1,498 (533 ) Net change in cash during the period from continued operations 23,420 4,338 Net change in cash during the period from discontinued operations 9,525 (6,762 ) Net change in cash during the period 32,945 (2,424 ) Net cash – Beginning of the period 32,364 27,283 Net cash – End of the period 55,784 31,621 Net cash is composed of: Cash and cash equivalents 59,102 33,400 Bank indebtedness (3,318 ) (1,779 ) Net cash – End of the period 55,784 31,621 Supplementary information Interest paid (239 ) (201 ) Income taxes paid (1,427 ) (850 )Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
