Press release from CNW Group
Transcontinental Inc. increases its revenues by 8% in the third quarter and pursues the integration of Quad/Graphics Canada, Inc.
Thursday, September 06, 2012
Transcontinental Inc. increases its revenues by 8% in the third quarter and pursues the integration of Quad/Graphics Canada, Inc.10:57 EDT Thursday, September 06, 2012Highlights (in millions of dollars, except per share data)Q3-12Q3-11%YTD 2012YTD2011%Revenues$517.0$479.48%$1,527.0$1,467.74%Adjusted operating income (1)49.957.1(13%)148.8166.6(11%)Adjusted net income applicable to participating shares (1)24.932.5(23%)87.5100.8(13%)Per share0.310.40(23%)1.081.24(13%)Net income applicable to participating shares8.131.5(74%)(131.4) 89.9---Per share0.100.39(74%)(1.62)1.11---Note 1 : Please refer to the table " Reconciliation of Non-IFRS financial measures" in this press release.Ongoing development of digital advertising representation with the acquisition of a majority stake in Redux Media and a partnership with Glacier Media.Acquisition of all outstanding shares of the newspaper Métro Montréal.Withdrawal of Transcontinental Inc. from the one- and two-colour book market through the sale of the assets of two printing plants: Transcontinental Gagné and Transcontinental Métrolitho.Extension to 2019 of contracts to print Rogers' marketing products and magazines for a value of up to $250 million.Start of TC Media's television production activity with the morning show Ça commence bien!Net income applicable to participating shares declined 74% mainly due to restructuring, integration and acquisition costs related to the acquisition of Quad/Graphics Canada, Inc., to net income from discontinued operations and to the reduction in adjusted operating income.MONTREAL, Sept. 6, 2012 /CNW Telbec/ - Transcontinental's Inc. (TSX: TCL.A TCL.B TCL.PR.D) revenues grew 8% in the third quarter, from $479.4 million to $517.0 million. This growth was driven primarily by the acquisition of Quad/Graphics Canada, Inc. and Redux Media, among others, the volume generated from new printing contracts and the launches of new community newspapers in Quebec. It was, however, mitigated by the expected reduction in sales in the Educational Book Publishing Group, due mainly to the end of the school reform in Quebec, the incentives granted at the renewal of certain printing contracts and the decrease in national advertising in community newspapers outside Quebec. Excluding acquisitions, divestitures and closures, the impact of the exchange rate and the paper component variance, organic revenue growth was negative by 3% in the third quarter. The decrease originates in the Media Sector, while the Printing Sector recorded organic growth of 1%.Adjusted operating income was down 13% during the same period, from $57.1 million to $49.9 million. This decrease is mainly due to lower volume from educational book sales, as indicated above, as well as a soft national advertising market outside Quebec and incentives granted at the renewal of certain contracts. This decrease was partially offset by improved printing platform efficiency. Net income applicable to participating shares declined 74%, from $31.5 million, or $0.39 per share, to $8.1 million, or $0.10 per share. This decrease is mainly due to restructuring, integration and acquisition costs related to the acquisition of Quad/Graphics Canada, Inc., to net income from discontinued operations namely, one- and two-colour book printing, and to the reduction in adjusted operating income. Excluding unusual items and discontinued operations, adjusted net income applicable to participating shares was down 23%, from $32.5 million, or $0.40 per share, to $24.9 million, or $0.31 per share."The third quarter results demonstrate the resilience of our printing operations and the adverse impact of difficult market conditions on some niches in the Media Sector," said François Olivier, President and Chief Executive Officer. "In the Printing Sector, the integration of Quad/Graphics Canada, Inc. progressed and we are on track to generate the anticipated synergies of more than $40 million over the next 18 months. In fact, starting in the fourth quarter, we will reap the benefits of this acquisition more significantly. We sold our remaining one- and two-colour book printing assets and renewed several contracts with national retailers. We also recently extended contracts to print Rogers' marketing products and magazines.François Olivier noted also that "although the Media Sector has been affected by the exceptional events that have lowered the results of the Educational Book Publishing Group, we continued to invest in the development of new products and services. The scope of our digital network was expanded through the acquisition of Redux Media and the partnership with Glacier Media. We enriched the content of our platforms by acquiring all outstanding shares of the newspaper Métro Montréal and launching several mobile apps. In addition, the organization continues to generate significant cash flows and has a solid financial position. Over the next 12 to 18 months, our priorities will be to complete the integration of Quad/Graphics Canada, Inc., to further invest in our multiplatform offering and to improve the Media Sector's performance."Quarter HighlightsSold the assets of one- and two-colour book printing plants Transcontinental Gagné in Louiseville and Transcontinental Métrolitho in Sherbrooke, Quebec. Transcontinental Inc. plans to pursue its educational book printing activities in the four-colour web printing niche in the Quebec, Canada and U.S. markets.Extension to 2019 of contracts to print Rogers' marketing products and magazines for a value of up to $250 million. These agreements follow in the wake of other contracts renewed since January 2012 with key accounts in various sectors of the retail industry in Canada. These contracts with retailers are valued at more than $1.5 billion and have terms of three to six years.Ongoing development of Transcontinental Inc.'s digital and interactive activities with the acquisition of a majority stake in Redux Media, a leading online advertising network that specializes in real-time bidding, and by setting up a digital advertising representation partnership with Glacier Media, publisher of newspapers and business information products. In addition to expanding its digital network, the Corporation is providing new mobile applications, notably On the Table and P$ Mobile Service, an innovative remote parking payment solution for Stationnement de Montréal.Purchase of all outstanding shares of the newspaper Métro Montréal. With this transaction the weekday paper will become a provider of local, national and international information across the various TC Transcontinental platforms, including the new morning show, Ça commence bien! produced by the Corporation's television production house.The Corporation has been authorized to redeem, for cancellation on the open market, between April 13, 2012 and April 12, 2013, up to 5% of its Class A Subordinate Voting Shares and its Class B Shares. In the three and nine months ended July 31, 2012, the Corporation redeemed 471,500 of its Class A Subordinate Voting Shares at a weighted average price of $9.27 for a total cash consideration of $4.4 million, in accordance with its normal course issuer bid put in place on April 13, 2012.For more detailed financial information, please see Management's Discussion and Analysis for the third quarter ended July 31, 2012 as well as the financial statements in the "Investors" section of our website at www.tc.tcHighlights of the First Nine MonthsFor the first nine months of fiscal 2012, the revenues of Transcontinental Inc. grew 4%, from $1,467.7 million to $1,527.0 million. This increase is mainly due to the acquisition of Quad/Graphics Canada, Inc. and Redux Media, among others, to new contracts, notably with Canadian Tire, and to community-newspaper acquisitions in Quebec. It was mitigated by the lower volume from the non-recurring revenue from the printing contract for the Canadian Census last year, by the erosion of demand in the Educational Book Publishing Group due to the end of the school reform in Quebec, by the soft national advertising market which affected community newspapers outside Quebec and by the incentives granted at the renewal of certain printing contracts.Adjusted operating income was down 11%, from $166.6 million to $148.8 million, primarily due to the above-noted reasons, and to margin erosion stemming from competitive pressures in the local solutions market. Net income applicable to participating shares decreased, from $89.9 million, or $1.11 per share, to a loss of $131.4 million, or $1.62 per share. This decrease is mainly due to an impairment of assets of $180.8 million, which is non-cash and non-operational. The notices of re-assessment received from the federal and provincial tax authorities last February, totalling $58 million, which the Corporation is currently contesting, and the restructuring, integration and acquisition costs to integrate Quad/Graphics; Canada, Inc. also contributed to the decrease. Excluding unusual items and discontinued operations, adjusted net income applicable to participating shares was down 13%, from $100.8 million, or $1.24 per share, to $87.5 million, or $1.08 per share.Reconciliation of Non-IFRS Financial MeasuresFinancial data have been prepared in conformity with IFRS. However, certain measures used in this press release do not have any standardized meaning under IFRS and could be calculated differently by other companies. We believe that many readers analyze our results based on certain non-IFRS financial measures because such measures are more appropriate for evaluating the Corporation's operating performance. Internally, Management uses such non-IFRS financial information as an indicator of business performance, and evaluates management's effectiveness with specific reference to these indicators. These measures should be considered in addition to, not as a substitute for or superior to, measures of financial performance prepared in accordance with IFRS.The following table reconciles IFRS financial measures to non-IFRS financial measures. Reconciliation of Non-IFRS financial measures(unaudited) Three months ended July 31 Nine months ended July 31(in millions of dollars, except per share amounts) 2012 2011 2012 2011Net income (loss) applicable to participating shares$8.1 $31.5 $(131.4) $89.9Dividends on preferred shares 1.7 1.7 5.1 5.1Net loss (income) related to discontinued operations (after tax) 5.7 (0.1) 7.1 (1.0)Non-controlling interest (0.2) - - 0.8Unusual adjustments to income taxes - - 42.0 -Income tax expenses 10.8 12.9 6.5 26.3Expenses related to long-term debt prepayment - - - 5.8Financial expenses related to unusual adjustments to income taxes - - 16.0 -Financial expenses 9.0 9.9 22.7 29.3Gain on business acquisition - - (31.7) -Impairment of assets - 0.4 180.8 3.9Restructuring and integration expenses and acquisition costs 14.8 0.8 31.7 6.5Adjusted operating income$49.9 $57.1 $148.8 $166.6Amortization 28.7 29.2 85.0 88.8Adjusted operating income before amortization$78.6 $86.3 $233.8 $255.4Net income (loss) applicable to participating shares$8.1 $31.5 $(131.4) $89.9Net loss (income) from discontinued operations (after tax) 5.7 (0.1) 7.1 (1.0)Unusual adjustments to income taxes (after tax) - - 42.0 -Expenses related to long-term debt prepayment (after tax) - - - 4.2Financial expenses related to unusual adjustments to income taxes (after tax) - - 16.0 -Gain on business acquisition (after tax) - - (31.7) -Impairment of assets (after tax) - 0.4 162.7 2.9Restructuring and integration expenses and acquisition costs (after tax) 11.1 0.7 22.8 4.8Adjusted net income applicable to participating shares$24.9 $32.5 $87.5 $100.8Average number of participating shares outstanding 80.9 81.0 81.0 81.0Adjusted net income applicable to participating shares per share$0.31 $0.40 $1.08 $1.24 As at July 31,2012 As at October 31,2011Long-term debt $205.5 $292.5Current portion of long-term debt 330.1 271.9Cash and cash equivalents (28.5) (75.0)Net indebtedness $507.1 $489.4Amount to be paid to Quad/Graphics following the closing of the transaction to acquire the shares of Quad/Graphics Canada - 50.0Adjusted net indebtedness $507.1 $539.4Adjusted operating income before amortization (last 12 months) $343.8 $365.4Net indebtedness ratio 1.47x 1.34xAdjusted net indebtedness ratio 1.47x 1.48xDividendAt its September 6, 2012 meeting, the Corporation's Board of Directors declared a quarterly dividend of $0.145 per Class A Subordinate Voting Shares and Class B Shares. This dividend is payable on October 19, 2012 to participating shareholders of record at the close of business on October 1, 2012. On an annual basis, this represents a dividend of $0.58 per share. Furthermore, at the same meeting, the Board also declared a quarterly dividend of $0.4242 per share on cumulative 5-year rate reset first preferred shares, series D. This dividend is payable on October 15, 2012. On an annual basis, this represents a dividend of $1.6875 per preferred share.Additional InformationUpon releasing its third quarter results, Transcontinental Inc. will hold a conference call for the financial community today at 4:15 p.m. The dial-in numbers are (514) 807-9895 or (647) 427-7450 or 1-888-231-8191 and the access code is: 86643033. Media may hear the call in listen-only mode or tune in to the simultaneous audio broadcast on the Corporation's Web site, which will then be archived for 30 days. For media requests for information or interviews, please contact Nancy Bouffard, Director, Internal and External Communications of TC Transcontinental, at 514 954-2809.ProfileTC Transcontinental creates marketing products and services that allow businesses to attract, reach and retain their target customers. The Corporation is the largest printer in Canada and the fourth-largest in North America. As the leading publisher of consumer magazines and French-language educational resources, and of community newspapers in Quebec and the Atlantic provinces, it is also one of Canada's major media groups. TC Transcontinental is also the leading door-to-door distributor of advertising material in Canada through its Publisac network in Quebec and Targeo in the rest of Canada. Thanks to a wide digital network of more than 3,500 websites, the Corporation reaches over 18.7 million unique visitors per month in Canada. TC Transcontinental also offers interactive marketing products and services that use new communication platforms supported by marketing strategy and planning services, database analytics, premedia, e-flyers, email marketing, custom communications and mobile solutions.Transcontinental Inc. (TSX: TCL.A, TCL.B, TCL.PR.D), known by the brands TC Transcontinental, TC Media and TC Transcontinental Printing, has approximately 10,000 employees in Canada and the United States, and reported revenues of C$2.0 billion in 2011. For more information about the corporation, please visit www.tc.tc Forward-looking StatementsThis press release contains certain forward-looking statements concerning the future performance of the Corporation. Such statements, based on the current expectations of management, inherently involve numerous risks and uncertainties, known and unknown. We caution that all forward-looking information is inherently uncertain and actual results may differ materially from the assumptions, estimates or expectations reflected or contained in the forward-looking information, and that actual future performance will be affected by a number of factors, many of which are beyond the Corporation's control, including, but not limited to, the economic situation, structural changes in its industries, exchange rate, availability of capital, energy costs, increased competition, as well as the Corporation's capacity to engage in strategic transactions and integrate acquisitions into its activities. The risks, uncertainties and other factors that could influence actual results are described in the Management's Discussion and Analysis (MD&A) for the fiscal year ended on October 31st, 2011 and in the Annual Information Form and have been updated in the MD&A for the third quarter ended July 31st, 2012.The forward-looking information in this release is based on current expectations and information available as at September 6, 2012. The Corporation's management disclaims any intention or obligation to update or revise any forward-looking statements unless otherwise required by the Securities Authorities.CONSOLIDATED STATEMENTS OF INCOME (LOSS)Unaudited Three months ended Nine months ended July 31 July 31(in millions of Canadian dollars, except per share data)2012 2011 2012 2011 Revenues$517.0 $ 479.4 $1,527.0 $ 1,467.7Operating expenses 438.4 393.1 1,293.2 1,212.3Restructuring, integration and acquisition costs 14.8 0.8 31.7 6.5Impairment of assets - 0.4 180.8 3.9Gain on business acquisition - - (31.7) - Operating income before amortization 63.8 85.1 53.0 245.0Amortization 28.7 29.2 85.0 88.8 Operating income (loss) 35.1 55.9 (32.0) 156.2Financial expenses 9.0 9.9 38.7 35.1 Income (loss) before income taxes 26.1 46.0 (70.7) 121.1Income taxes 10.8 12.9 48.5 26.3 Net income (loss) from continuing operations 15.3 33.1 (119.2) 94.8Net income (loss) from discontinued operations (5.7) 0.1 (7.1) 1.0 Net income (loss) 9.6 33.2 (126.3) 95.8Non-controlling interests (0.2) - - 0.8Net income (loss) attributable to shareholders of the Corporation 9.8 33.2 (126.3) 95.0Dividends on preferred shares, net of related taxes 1.7 1.7 5.1 5.1Net income (loss) attributable to participating shares$8.1 $ 31.5 $ (131.4) $89.9 Net income (loss) per participating share - basic and diluted Continuing operations$0.17 $0.39 $(1.53) $1.10 Discontinued operations (0.07) - (0.09) 0.01 $0.10 $0.39 $(1.62) $1.11 Weighted average number of shares outstanding - basic (in millions) 80.9 81.0 81.0 81.0 Weighted average number of shares outstanding - diluted (in millions) 80.9 81.1 81.0 81.1CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)Unaudited Three months ended Nine months ended July 31 July 31(in millions of Canadian dollars)2012 2011 2012 2011 Net income (loss)$9.6 $33.2 $(126.3) $95.8 Other comprehensive loss Items that will be reclassified to net income (loss): Net change related to cash flow hedges Net change in the fair value of derivatives designated as cash flow hedges (0.4) (0.9) (2.0) 4.4 Reclassification of the net change in the fair value of derivatives designated as cash flowhedges in prior periods, recognized in net income (loss) during the period (0.5) (1.0) 4.4 (2.6) Related income taxes (1.8) (0.4) 1.0 0.8 0.9 (1.5) 1.4 1.0 Cumulative translation differences Net gains (losses) on the translation of the financial statements of foreign operations 0.8 0.2 0.7 (5.3) Items that will not be reclassified to net income (loss): Changes in actuarial gains and losses of defined benefit pensions plans Actuarial losses of defined benefit pension plans (49.4) (29.4) (79.7) (18.0) Related income taxes (13.3) (7.8) (22.1) (4.8) (36.1) (21.6) (57.6) (13.2) Other comprehensive loss (34.4) (22.9) (55.5) (17.5)Comprehensive income (loss) $(24.8) $10.3 $(181.8) $78.3 Attributable to: Shareholders of the Corporation$(24.6) $10.3 $(181.8) $77.5 Non-controlling interests (0.2) - - 0.8 $(24.8) $10.3 $(181.8) $ 78.3CONSOLIDATED STATEMENTS OF CHANGES IN EQUITYUnaudited(in millions of Canadian dollars) Attributable to shareholders of the Corporation Share capital Contributedsurplus Retainedearnings Accumulatedothercomprehensiveloss Total Non-controllinginterests Total equity Balance as at October 31, 2011$478.1 $1.8 $754.1 $(28.1) $1,205.9 $0.8 $ 1,206.7Net loss - - (126.3) - (126.3) - (126.3)Other comprehensive loss - - - (55.5) (55.5) - (55.5)Shareholders' contributions and distributions to shareholders Redemption of participating shares (2.6) - (1.8) - (4.4) - (4.4) Exercise of stock options 0.6 (0.1) - - 0.5 - 0.5 Dividends - - (39.5) - (39.5) - (39.5) Stock-option based compensation - 0.6 - - 0.6 - 0.6Balance as at July 31, 2012$476.1 $ 2.3 $ 586.5 $ (83.6) $ 981.3 $ 0.8 $ 982.1 Balance as at November 1, 2010$477.9 $ 1.1 $ 673.1 $ (4.5) $ 1,147.6 $ 0.8 $ 1,148.4Net income - - 95.0 - 95.0 0.8 95.8Other comprehensive loss - - - (17.5) (17.5) - (17.5)Shareholders' contributions and distributions to shareholders Exercise of stock options 0.2 - - - 0.2 - 0.2 Dividends - - (33.8) - (33.8) (0.8) (34.6) Stock-option based compensation - 0.5 - - 0.5 - 0.5Balance as at July 31, 2011$478.1 $ 1.6 $ 734.3 $ (22.0) $ 1,192.0 $ 0.8 $ 1,192.8CONSOLIDATED STATEMENTS OF FINANCIAL POSITIONUnaudited (in millions of Canadian dollars)As atJuly 31,2012 As atOctober 31,2011 Current assets Cash and cash equivalents$28.5 $ 75.0 Accounts receivable 370.9 425.5 Income taxes receivable 26.2 14.7 Inventories 78.5 77.2 Prepaid expenses and other current assets 15.9 18.1 Assets from discontinued operations - 14.0 520.0 624.5 Property, plant and equipment 664.1 680.4Intangible assets 194.3 149.6Goodwill 516.9 679.2Deferred income taxes 197.9 197.7Other assets 34.0 20.2Assets from discontinued operations - 13.5 $2,127.2 $2,365.1 Current liabilities Accounts payable and accrued liabilities$256.0 $288.0 Provisions 17.4 8.6 Income taxes payable 43.7 33.5 Deferred subscription revenues and deposits 36.0 32.5 Current portion of long-term debt 330.1 271.9 Assets from discontinued operations - 7.6 683.2 642.1 Long-term debt 205.5 292.5Deferred income taxes 39.5 127.2Provisions 19.5 8.7Other liabilities 197.4 87.9 1,145.1 1,158.4 Equity Share capital 476.1 478.1 Contributed surplus 2.3 1.8 Retained earnings 586.5 754.1 Accumulated other comprehensive loss (83.6) (28.1) Attributable to shareholders of the Corporation 981.3 1,205.9 Non-controlling interests 0.8 0.8 982.1 1,206.7 $2,127.2 $2,365.1CONSOLIDATED STATEMENTS OF CASH FLOWSUnaudited Three months ended Nine months ended July 31 July 31(in millions of Canadian dollars)2012 2011 2012 2011 Operating activities Net income (loss)$ 9.6 $33.2 $(126.3) $95.8 Less: Net income (loss) from discontinued operations (5.7) 0.1 (7.1) 1.0 Net income (loss) from continuing operations 15.3 33.1 (119.2) 94.8 Adjustments to reconcile net income (loss) from continuing operations and cash flows from operating activities: Amortization 31.7 35.1 99.0 107.6 Impairment of assets - 0.4 180.8 3.9 Gain on business acquisition - - (31.7) - Financial expenses on long-term debt 6.9 7.7 20.2 25.9 Interest on tax contingencies - - 16.0 - Expenses related to long-term debt prepayment - - - 5.8 Net loss (gain) on disposal of assets 0.1 0.1 (0.2) (0.2) Income taxes 10.8 12.9 48.5 26.3 Stock-option based compensation 0.2 0.2 0.6 0.5 Loss (gain) on pension plans curtailment 0.1 - (3.4) - Other 4.7 (0.5) 2.0 (2.6) Cash flows generated by operating activities before changes in non-cash operating items and income tax paid 69.8 89.0 212.6 262.0 Changes in non-cash operating items 18.5 (10.3) (25.4) (33.5) Income taxes recovered (paid) (46.0) 3.7 (50.4) (19.4) Cash flows from continuing operations 42.3 82.4 136.8 209.1 Cash flows from discontinued operations 0.8 (0.7) 1.2 2.2 43.1 81.7 138.0 211.3 Investing activities Business acquisitions (1.4) - (59.2) (5.4) Acquisitions of property, plant and equipment (9.4) (8.6) (26.3) (37.1) Disposals of property, plant and equipment 0.4 0.2 0.9 0.8 Increase in intangible assets and other assets (7.3) (6.4) (16.8) (14.5) Cash flows from investments in continuing operations (17.7) (14.8) (101.4) (56.2) Cash flows from investments in discontinued operations 10.0 (1.1) 10.0 (1.9) (7.7) (15.9) (91.4) (58.1) Financing activities Reimbursement of long-term debt (8.2) (59.2) (89.4) (167.3) Increase in revolving term credit facility 2.0 78.4 57.8 109.4 Financial expenses on long-term debt (6.8) (7.8) (19.4) (23.9) Expenses related to long-term debt prepayment - (1.0) - (4.4) Dividends on participating shares (11.7) (10.9) (34.4) (28.7) Dividends on preferred shares (1.7) (1.7) (5.1) (5.1) Issuance of participating shares 0.2 - 0.5 0.2 Redemption of participating shares (4.4) - (4.4) - Bond forward contract - - - (6.0) Cash flows from the financing of continuing operations (30.6) (2.2) (94.4) (125.8) Effect of exchange rate changes on cash and cash equivalents denominated in foreign currencies 1.5 (0.4) 1.3 (1.2) Increase (decrease) in cash and cash equivalents 6.3 63.2 (46.5) 26.2Cash and cash equivalents (bank overdraft) at beginning of period 22.2 (0.7) 75.0 36.3Cash and cash equivalents at end of period$ 28.5 $ 62.5 $28.5 $ 62.5 Non-cash investing and financing activities Net change in capital asset acquisitions financed by accounts payable$(0.8) $(1.5) $ (3.0) $ (15.5)SOURCE: TRANSCONTINENTAL INC.For further information: Media Nancy Bouffard Director, Internal and External Communications TC Transcontinental Telephone : 514 954‑2809 email@example.comFinancial Community Jennifer F. McCaughey Senior Director, Investor Relations and Financial Communications TC Transcontinental Telephone : 514 954‑2821 firstname.lastname@example.org www.tc.tc