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Joint Press Release of Constellation Software Inc. and Topicus.com Inc. -- Topicus.com Inc. completes acquisition of Cipal Schaubroeck in Belgium
Joint Press Release of Constellation Software Inc. and Topicus.com Inc. -- Topicus.com Inc. completes acquisition of Cipal Schaubroeck in Belgium

Yahoo

time6 days ago

  • Business
  • Yahoo

Joint Press Release of Constellation Software Inc. and Topicus.com Inc. -- Topicus.com Inc. completes acquisition of Cipal Schaubroeck in Belgium

TORONTO, June 02, 2025 (GLOBE NEWSWIRE) -- Constellation Software Inc. (TSX: CSU) and Inc. (TSXV: TOI) today announced that Topicus' subsidiary Total Specific Solutions (TSS) B.V. ('TSS') has completed the sale and transfer of all issued and outstanding shares in the capital of Cipal Schaubroeck NV to TSS. About Inc. is a leading pan-European provider of vertical market software and vertical market platforms to clients in public and private sector markets. Operating and investing in countries and markets across Europe with long-term growth potential, Inc. acquires, builds and manages leading software companies providing specialized, mission-critical and high-impact software solutions that address the particular needs of customers. For further information, contact: Baksh, Chief Financial OfficerEmail: jbaksh@ About Constellation Software Inc. Constellation acquires, manages and builds vertical market software businesses that provide mission-critical software solutions. For further information, contact: Constellation Software Baksh, Chief Financial OfficerEmail: jbaksh@

Joint Press Release of Constellation Software Inc. and Topicus.com Inc. — Topicus.com Inc. completes acquisition of Cipal Schaubroeck in Belgium
Joint Press Release of Constellation Software Inc. and Topicus.com Inc. — Topicus.com Inc. completes acquisition of Cipal Schaubroeck in Belgium

Hamilton Spectator

time6 days ago

  • Business
  • Hamilton Spectator

Joint Press Release of Constellation Software Inc. and Topicus.com Inc. — Topicus.com Inc. completes acquisition of Cipal Schaubroeck in Belgium

TORONTO, June 02, 2025 (GLOBE NEWSWIRE) — Constellation Software Inc. (TSX: CSU) and Inc. (TSXV: TOI) today announced that Topicus' subsidiary Total Specific Solutions (TSS) B.V. ('TSS') has completed the sale and transfer of all issued and outstanding shares in the capital of Cipal Schaubroeck NV to TSS. About Inc. is a leading pan-European provider of vertical market software and vertical market platforms to clients in public and private sector markets. Operating and investing in countries and markets across Europe with long-term growth potential, Inc. acquires, builds and manages leading software companies providing specialized, mission-critical and high-impact software solutions that address the particular needs of customers. For further information, contact: Inc. Jamal Baksh, Chief Financial Officer Email: jbaksh@ About Constellation Software Inc. Constellation acquires, manages and builds vertical market software businesses that provide mission-critical software solutions. For further information, contact: Constellation Software Inc. Jamal Baksh, Chief Financial Officer Email: jbaksh@

Joint Press Release of Constellation Software Inc. and Topicus.com Inc. -- Topicus.com Inc. completes acquisition of Cipal Schaubroeck in Belgium
Joint Press Release of Constellation Software Inc. and Topicus.com Inc. -- Topicus.com Inc. completes acquisition of Cipal Schaubroeck in Belgium

Yahoo

time6 days ago

  • Business
  • Yahoo

Joint Press Release of Constellation Software Inc. and Topicus.com Inc. -- Topicus.com Inc. completes acquisition of Cipal Schaubroeck in Belgium

TORONTO, June 02, 2025 (GLOBE NEWSWIRE) -- Constellation Software Inc. (TSX: CSU) and Inc. (TSXV: TOI) today announced that Topicus' subsidiary Total Specific Solutions (TSS) B.V. ('TSS') has completed the sale and transfer of all issued and outstanding shares in the capital of Cipal Schaubroeck NV to TSS. About Inc. is a leading pan-European provider of vertical market software and vertical market platforms to clients in public and private sector markets. Operating and investing in countries and markets across Europe with long-term growth potential, Inc. acquires, builds and manages leading software companies providing specialized, mission-critical and high-impact software solutions that address the particular needs of customers. For further information, contact: Baksh, Chief Financial OfficerEmail: jbaksh@ About Constellation Software Inc. Constellation acquires, manages and builds vertical market software businesses that provide mission-critical software solutions. For further information, contact: Constellation Software Baksh, Chief Financial OfficerEmail: jbaksh@ in to access your portfolio

Constellation Software Inc. Announces Results of Voting for Directors at Annual General Shareholders' Meeting
Constellation Software Inc. Announces Results of Voting for Directors at Annual General Shareholders' Meeting

Yahoo

time13-05-2025

  • Business
  • Yahoo

Constellation Software Inc. Announces Results of Voting for Directors at Annual General Shareholders' Meeting

TORONTO, May 13, 2025 (GLOBE NEWSWIRE) -- Constellation Software Inc. (the 'Corporation') (TSX:CSU) is pleased to announce the results of the vote on directors at its May 13, 2025 annual general shareholders' meeting (the 'AGM'). Each of the nine nominees listed in the Corporation's management proxy circular dated March 28, 2025 was elected as a director. Voting was conducted by ballot with the following voting results: Name of Nominee Votes For % Votes Withheld % Jamal Baksh 15,262,903 95.93% 648,145 4.07% John Billowits 13,448,304 84.52% 2,462,743 15.48% Lawrence Cunningham 15,671,300 98.49% 239,747 1.51% Claire Kennedy 15,551,512 97.74% 359,536 2.26% Robert Kittel 14,355,779 90.23% 1,555,268 9.77% Mark Leonard 15,833,383 99.51% 77,664 0.49% Donna Parr 15,851,934 99.63% 59,114 0.37% Andrew Pastor 15,665,840 98.46% 245,208 1.54% Laurie Schultz 15,740,320 98.93% 170,728 1.07% Final voting results on all matters voted on at the annual meeting held on May 13, 2025 will be filed with the Canadian securities regulators. Jeff Bender, Susan Gayner, Mark Miller, Lori O'Neill, Dexter Salna, Barry Symons and Robin Van Poelje did not stand for re-election to the Corporation's board of directors at the AGM. The Corporation wishes to thank each of the directors for their contributions as board members. About Constellation Software Inc. Constellation Software acquires, manages and builds vertical market software businesses. For further information:Jamal BakshChief Financial Officer416-861-9677info@ 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

Constellation Software Inc. Announces Results for the Fourth Quarter and Year Ended December 31, 2024 and Declares Quarterly Dividend
Constellation Software Inc. Announces Results for the Fourth Quarter and Year Ended December 31, 2024 and Declares Quarterly Dividend

Yahoo

time07-03-2025

  • Business
  • Yahoo

Constellation Software Inc. Announces Results for the Fourth Quarter and Year Ended December 31, 2024 and Declares Quarterly Dividend

TORONTO, March 07, 2025 (GLOBE NEWSWIRE) -- Constellation Software Inc. (TSX:CSU) ('Constellation' or the 'Company') today announced its financial results for the fourth quarter and year ended December 31, 2024 and declared a $1.00 per share dividend payable on April 15, 2025 to all common shareholders of record at close of business on March 28, 2025. This dividend has been designated as an eligible dividend for the purposes of the Income Tax Act (Canada). Please note that all dollar amounts referred to in this press release are in U.S. Dollars unless otherwise stated. The following press release should be read in conjunction with the Company's annual Consolidated Financial Statements, prepared in accordance with IFRS Accounting Standards ('IFRS') and our annual Management's Discussion and Analysis for the year ended December 31, 2024, which can be found on SEDAR+ at and on the Company's website Additional information about the Company is also available on SEDAR+ at Q4 2024 Headlines: Revenue grew 16% (1% organic growth, 2% after adjusting for changes in foreign exchange rates) to $2,703 million compared to $2,323 million in Q4 2023. Net income attributable to common shareholders increased 102% to $285 million ($13.44 on a diluted per share basis) from $141 million ($6.65 on a diluted per share basis) in Q4 2023. A number of acquisitions were completed for aggregate cash consideration of $475 million (which includes acquired cash). Deferred payments associated with these acquisitions have an estimated value of $144 million resulting in total consideration of $620 million. Cash flows from operations ('CFO') was $678 million, an increase of 33%, or $167 million, compared to $511 million for the comparable period in 2023. Free cash flow available to shareholders1 ('FCFA2S') was $482 million, an increase of 48%, or $157 million compared to $325 million for the comparable period in 2023. 2024 Headlines: Revenue grew 20% (2% organic growth, 2% after adjusting for changes in foreign exchange rates) to $10,066 million compared to $8,407 million in 2023. Net income attributable to common shareholders increased 29% to $731 million ($34.48 on a diluted per share basis) from $565 million ($26.67 on a diluted per share basis) in 2023. A number of acquisitions were completed for total consideration of $1,792 million including holdbacks and contingent consideration. Cash flows from operations ('CFO') was $2,196 million, an increase of 23%, or $417 million, compared to $1,779 million for the comparable period in 2023. Free cash flow available to shareholders ('FCFA2S') was $1,472 million, an increase of 27%, or $312 million, compared to $1,160 million for the comparable period in 2023. Total revenue for the quarter ended December 31, 2024 was $2,703 million, an increase of 16%, or $380 million, compared to $2,323 million for the comparable period in 2023. For the year ended December 31, 2024 total revenues were $10,066 million, an increase of 20%, or $1,660 million, compared to $8,407 million for the comparable period in 2023. The increase for both the three and twelve month periods compared to the same periods in the prior year is primarily attributable to growth from acquisitions as the Company experienced organic growth of 1% and 2% respectively, 2% for both periods after adjusting for the impact of changes in the valuation of the US dollar against most major currencies in which the Company transacts business. Organic growth is not a standardized financial measure and might not be comparable to measures disclosed by other issuers. Net income attributable to common shareholders of CSI for the quarter ended December 31, 2024 was $285 million compared to $141 million for the same period in 2023. On a per share basis this translated into a net income per diluted share of $13.44 in the quarter ended December 31, 2024 compared to net income per diluted share of $6.65 for the same period in 2023. For the year ended December 31, 2024, net income attributable to common shareholders of CSI was $731 million or $34.48 per diluted share compared to $565 million or $26.67 per diluted share for the same period in 2023. For the quarter ended December 31, 2024, CFO increased $167 million to $678 million compared to $511 million for the same period in 2023 representing an increase of 33%. For the year ended December 31, 2024, CFO increased $417 million to $2,196 million compared to $1,779 million during the same period in 2023, representing an increase of 23%. For the quarter ended December 31, 2024, FCFA2S increased $157 million to $482 million compared to $325 million for the same period in 2023 representing an increase of 48%. For the year ended December 31, 2024, FCFA2S increased $312 million to $1,472 million compared to $1,160 million for the same period in 2023 representing an increase of 27%. 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 Constellation 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 Constellation assumes no obligation, except as required by law, to update any forward looking statements to reflect new events or circumstances. Non-IFRS MeasuresFree cash flow available to shareholders ''FCFA2S'' refers to net cash flows from operating activities less interest paid on lease obligations, interest paid on debt, debt transaction costs, payments of lease obligations, the IRGA / TSS membership liability revaluation charge, and property and equipment purchased, and includes interest and dividends received, and the proceeds from sale of interest rate caps. The portion of this amount applicable to non-controlling interests is then deducted. We believe that FCFA2S is useful supplemental information as it provides an indication of the uncommitted cash flow that is available to shareholders if we do not make any acquisitions, or investments, and do not repay any debts. While we could use the FCFA2S to pay dividends or repurchase shares, our objective is to invest all of our FCFA2S in acquisitions which meet our hurdle rate. FCFA2S is not a recognized measure under IFRS and, 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 December 31, Year ended December 31, 2024 2023 2024 2023 ($ in millions) ($ in millions) Net cash flows from operating activities 678 511 2,196 1,779 Adjusted for: Interest paid on lease obligations (4 ) (3 ) (14 ) (11 ) Interest paid on debt (37 ) (37 ) (178 ) (133 ) Proceeds from sale of interest rate cap - - - 5 Debt transaction costs (3 ) (2 ) (16 ) (5 ) Payments of lease obligations (29 ) (31 ) (118 ) (109 ) IRGA / TSS membership liability revaluation charge (61 ) (58 ) (183 ) (152 ) Property and equipment purchased (25 ) (13 ) (67 ) (42 ) Interest and dividends received 9 2 33 3 527 369 1,653 1,333 Less amount attributable to Non-controlling interests (45 ) (44 ) (180 ) (173 ) Free cash flow available to shareholders 482 325 1,472 1,160 Due to rounding, certain totals may not foot. About Constellation Software Inc. Constellation's common shares are listed on the Toronto Stock Exchange under the symbol "CSU". Constellation acquires, manages and builds vertical market software businesses. For further information: Jamal BakshChief Financial Officer (416) 861-9677 info@ SOURCE: CONSTELLATION SOFTWARE INC. CONSTELLATION SOFTWARE INC. Consolidated Statements of Financial Position (In millions of U.S. dollars, except per share amounts. Due to rounding, numbers presented may not foot.) December 31, 2024 December 31, 2023 Assets Current assets: Cash $ 1,980 $ 1,284 Accounts receivable 1,292 1,138 Unbilled revenue 369 325 Inventories 56 51 Other assets 597 541 4,294 3,339 Non-current assets: Property and equipment 223 142 Right of use assets 328 312 Deferred income taxes 219 108 Other assets 329 286 Intangible assets 7,470 6,675 8,569 7,523 Total assets $ 12,863 $ 10,862 Liabilities and Shareholders' Equity Current liabilities: Debt with recourse to Constellation Software Inc. $ 303 $ 861 Debt without recourse to Constellation Software Inc. 319 225 Redeemable preferred securities - 814 Accounts payable and accrued liabilities 1,589 1,427 Dividends payable 21 21 Deferred revenue 1,967 1,757 Provisions 22 9 Acquisition holdback payables 225 168 Lease obligations 115 112 Income taxes payable 111 89 4,672 5,483 Non-current liabilities: Debt with recourse to Constellation Software Inc. 1,855 863 Debt without recourse to Constellation Software Inc. 1,689 1,385 Deferred income taxes 673 604 Acquisition holdback payables 134 88 Lease obligations 252 236 Other liabilities 300 242 4,903 3,418 Total liabilities 9,575 8,901 Shareholders' equity: Capital stock 99 99 Accumulated other comprehensive income (loss) (224 ) (99 ) Retained earnings 2,919 1,876 Non-controlling interests 493 85 3,288 1,961 Total liabilities and shareholders' equity $ 12,863 $ 10,862 CONSTELLATION SOFTWARE INC. Consolidated Statements of Income (loss) (In millions of U.S. dollars, except per share amounts. Due to rounding, numbers presented may not foot.) Years ended December 31, 2024 2023 Revenue License $ 393 $ 386 Professional services 1,975 1,766 Hardware and other 302 268 Maintenance and other recurring 7,396 5,985 10,066 8,407 Expenses Staff 5,322 4,493 Hardware 169 158 Third party license, maintenance and professional services 960 810 Occupancy 64 51 Travel, telecommunications, supplies, software and equipment 502 398 Professional fees 178 151 Other, net 182 138 Depreciation 182 162 Amortization of intangible assets 1,044 859 8,602 7,219 Foreign exchange loss (gain) (26 ) 43 IRGA/TSS Membership liability revaluation charge 183 152 Finance and other expense (income) (60 ) (34 ) Bargain purchase gain (10 ) (54 ) Impairment of intangible and other non-financial assets 28 26 Redeemable preferred securities expense (income) 58 597 Finance costs 280 192 452 922 Income (loss) before income taxes 1,011 265 Current income tax expense (recovery) 525 370 Deferred income tax expense (recovery) (281 ) (166 ) Income tax expense (recovery) 244 204 Net income (loss) 767 62 Net income (loss) attributable to: Common shareholders of Constellation Software Inc. 731 565 Non-controlling interests 37 (503 ) Net income (loss) 767 62 Earnings per common share of Constellation Software Inc. Basic and diluted $ 34.48 $ 26.67 CONSTELLATION SOFTWARE INC. Consolidated Statements of Comprehensive Income (loss) (In millions of U.S. dollars, except per share amounts. Due to rounding, numbers presented may not foot.) Years ended December 31, 2024 2023 Net income (loss) $ 767 $ 62 Items that are or may be reclassified subsequently to net income (loss): Foreign currency translation differences from foreign operations and other, net of tax (135 ) 51 Other comprehensive income (loss), net of income tax (135 ) 51 Total comprehensive income (loss) $ 633 $ 113 Total other comprehensive income (loss) attributable to: Common shareholders of Constellation Software Inc. (119 ) 38 Non-controlling interests (16 ) 13 Total other comprehensive income (loss) $ (135 ) $ 51 Total comprehensive income (loss) attributable to: Common shareholders of Constellation Software Inc. 612 603 Non-controlling interests 21 (490 ) Total comprehensive income (loss) $ 633 $ 113 CONSTELLATION SOFTWARE INC. Consolidated Statement of Changes in Equity (In millions of U.S. dollars, except per share amounts. Due to rounding, numbers presented may not foot.) Year ended December 31, 2024 Equity Attributable to Common Shareholders of CSI Capital stock Accumulatedother comprehensive income (loss) Retained earnings Total Non-controlling interests Total equity Balance at January 1, 2024 $ 99 $ (99 ) $ 1,876 $ 1,877 $ 85 $ 1,961 Total comprehensive income (loss): Net income (loss) - - 731 731 37 767 Other comprehensive income (loss) Foreign currency translation differences from foreign operations and other, net of tax - (119 ) - (119 ) (16 ) (135 ) Total other comprehensive income (loss) - (119 ) - (119 ) (16 ) (135 ) Total comprehensive income (loss) - (119 ) 731 612 21 633 Transactions with owners, recorded directly in equity Non-controlling interests arising from business combinations - - - - (0 ) (0 ) Conversion of Lumine Special Shares to subordinate voting shares of Lumine and settlement of accrued dividend on Lumine Special Shares through the issuance of subordinate voting shares of Lumine - - - - 872 872 Conversion of Lumine Preferred Shares to subordinate voting shares of Lumine and settlement of accrued dividend on Lumine Preferred Shares through the issuance of subordinate voting shares of Lumine (6 ) 400 394 (394 ) - Other movements in non-controlling interests - - (2 ) (2 ) (2 ) (4 ) Dividends paid to non-controlling interests - - - - (89 ) (89 ) Dividends to shareholders of the Company - - (85 ) (85 ) - (85 ) Balance at December 31, 2024 $ 99 $ (224 ) $ 2,919 $ 2,795 $ 493 $ 3,288 CONSTELLATION SOFTWARE INC. Consolidated Statement of Changes in Equity (In millions of U.S. dollars, except per share amounts. Due to rounding, numbers presented may not foot.) Year ended December 31, 2023 Equity Attributable to Common Shareholders of CSI Capital stock Accumulated other comprehensive income (loss) Retained earnings Total Non-controlling interests Total equity Balance at January 1, 2023 $ 99 $ (150 ) $ 1,763 $ 1,713 $ 221 $ 1,933 Total comprehensive income (loss): Net income (loss) - - 565 565 (503 ) 62 Other comprehensive income (loss) Foreign currency translation differences from foreign operations and other, net of tax - 38 - 38 13 51 Total other comprehensive income (loss) - 38 - 38 13 51 Total comprehensive income (loss) - 38 565 603 (490 ) 113 Transactions with owners, recorded directly in equity Special dividend of Lumine Subordinate Voting Shares - 12 (378 ) (366 ) 366 - Non-controlling interests arising from business combinations 2 2 Acquisition of non-controlling interests - - - - (2 ) (2 ) Conversion of Lumine Special Shares to subordinate voting shares of Lumine - - - - 5 5 Other movements in non-controlling interests - 0 15 15 (17 ) (2 ) Other distributions and movements in equity 2 (4 ) (3 ) - (3 ) Dividends to shareholders of the Company (note 17) - - (85 ) (85 ) - (85 ) Balance at December 31, 2023 $ 99 $ (99 ) $ 1,876 $ 1,877 $ 85 $ 1,961 CONSTELLATION SOFTWARE INC. Consolidated Statements of Cash Flows (In millions of U.S. dollars, except per share amounts. Due to rounding, numbers presented may not foot.) Years ended December 31, 2024 2023 Cash flows from (used in) operating activities: Net income (loss) $ 767 $ 62 Adjustments for: Depreciation 182 162 Amortization of intangible assets 1,044 859 IRGA/TSS Membership liability revaluation charge 183 152 Finance and other expense (income) (60 ) (34 ) Bargain purchase (gain) (10 ) (54 ) Impairment of intangible and other non-financial assets 28 26 Redeemable preferred securities expense (income) 58 597 Finance costs 280 192 Income tax expense (recovery) 244 204 Foreign exchange loss (gain) (26 ) 43 Depreciation of third party costs 12 - Change in non-cash operating assets and liabilities exclusive of effects of business combinations (45 ) (36 ) Income taxes paid (460 ) (394 ) Net cash flows from (used in) operating activities 2,196 1,779 Cash flows from (used in) financing activities: Interest paid on lease obligations (14 ) (11 ) Interest paid on debt (178 ) (133 ) Proceeds from sale of interest rate cap - 5 Increase (decrease) in CSI facility (578 ) 256 Increase (decrease) in Topicus revolving credit debt facility without recourse to CSI 73 27 Proceeds from issuance of debentures - 209 Proceeds from issuance of Senior Notes 1,000 - Proceeds from issuance of debt facilities without recourse to CSI 381 447 Repayments of debt facilities without recourse to CSI (149 ) (282 ) Other financing activities (25 ) (1 ) Dividends paid to non-controlling interests (89 ) - Debt transaction costs (16 ) (5 ) Payments of lease obligations, net of sublease receipts (118 ) (109 ) Distribution to the Joday Group (64 ) - Principal repayments to the Joday Group pursuant to the Call Notice (22 ) - Dividends paid to common shareholders of the Company (85 ) (85 ) Net cash flows from (used in) in financing activities 114 316 Cash flows from (used in) investing activities: Acquisition of businesses (1,347 ) (1,609 ) Cash obtained with acquired businesses 164 152 Post-acquisition settlement payments, net of receipts (336 ) (238 ) Purchases of investments and other assets (8 ) (23 ) Proceeds from sales of other investments and other assets 7 119 Decrease (increase) in restricted cash (14 ) (2 ) Interest, dividends and other proceeds received 33 4 Property and equipment purchased (67 ) (42 ) Net cash flows from (used in) investing activities (1,567 ) (1,639 ) Effect of foreign currency on cash (48 ) 17 Increase (decrease) in cash 696 473 Cash, beginning of period $ 1,284 $ 811 Cash, end of period $ 1,980 $ 1,284

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