Calian Technologies Ltd.
TSX : CTY

Calian Technologies Ltd.

February 02, 2006 12:28 ET

Calian Reports First Quarter Results: Business Mix Shifts Towards Services

KANATA, ONTARIO--(CCNMatthews - Feb. 2, 2006) - All amounts in this release are in Canadian Dollars

Calian Technologies Ltd. (TSX:CTY) today released unaudited results for the first quarter ended December 31, 2005. Revenues for the quarter were $47.4 million, an increase of 25% from the $38.0 million reported in the same quarter of the previous year. Net earnings were $1.7 million or $0.20 per share basic and diluted, compared to $1.5 million or $0.18 per share basic and diluted in the same quarter of the previous year.

"While the overall results are ahead of the first quarter of last year, the underlying makeup has changed dramatically" stated Ray Basler, President and CEO. "The BTS division has shown a significant year over year increase, due in large part to the Health Services Contract, but augmented by increases in other areas as well. With the Health Services contract now operationally stable, the division can focus more of its energy in pursing further growth opportunities," continued Basler. "The SED division was down in both revenues and profitability. The wind down of large longer-term contracts in the first quarter of 2006 has had a significant impact on SED's non-labor throughput during the quarter. There is strength in the area of digital audio radio and we remain optimistic for a rebound in the commercial satellite communications market, however, we expect the landscape over the next few quarters to remain difficult" said Basler.

As previously released on December 21, 2005, the Company was notified by one of its customers that its existing agreement for the supply of call centre agents was unlikely to be renewed when it expires on June 30, 2006. The customer is currently assessing its requirements and the Company continues discussions with the customer. Although a solution as not been finalized by the customer, management believes its is unlikely that the Company will play a significant role in the selected solution. Regardless of the selected solution, the company will work with the customer to effect an orderly and cost effective transition. While this contract represented 16% of Calian's 2005 revenues, the related margins are significantly lower than those in the Company's traditional business and therefore represented only 7% of the company's net margin. Management believes that it can more than offset this impact on earnings by focusing its efforts on traditional business.

For the balance of 2006, we continue to expect strong growth in the BTS division with the Health Services Support contract contributing a full year of revenues. The SED division must continue to cope with the on-going consolidation and belt-tightening in the commercial satellite sector coupled with the strength of the Canadian dollar. Based on this present outlook, and after taking into consideration the impact of the call center contract not likely being renewed, management's expects that consolidated revenues for 2006 will be in the range of $195 million to $205 million and net earnings per share in the range of $0.90 to $1.00.

About Calian

Calian sells technology services to industry and government in Canada and around the world. Calian provides customers with ready access to an exceptional team of engineers, telecommunications and technology professionals, health care professionals and other highly qualified staff. The Business and Technology Services Division augments customer workforces with flexible short and long-term placements, recruitment and outsourcing of engineering, health care professionals and other skilled professionals. The Systems Engineering Division plans, designs and implements solutions for many of the world's space agencies and leading communications satellite manufacturers and operators, as well as providing contract manufacturing services for customers in North America.

DISCLAIMER

Certain information included in this press release is forward-looking and is subject to important risks and uncertainties. The results or events predicted in these statements may differ materially from actual results or events. Such statements are generally accompanied by words such as "intend", "anticipate", "believe", "estimate", "expect" or similar statements. Factors which could cause results or events to differ from current expectations include, among other things: the impact of price competition; scarce number of qualified professionals; the impact of rapid technological and market change; loss of business or credit risk with major customers; technical risks on fixed price projects; general industry and market conditions and growth rates; international growth and global economic conditions, and including currency exchange rate fluctuations; and the impact of consolidations in the business services industry. For additional information with respect to certain of these and other factors, please see the Company's most recent annual report and other reports filed by Calian with the Ontario Securities Commission. Calian disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. No assurance can be given that actual results, performance or achievement expressed in, or implied by, forward-looking statements within this disclosure will occur, or if they do, that any benefits may be derived from them.



CALIAN TECHNOLOGIES LTD.
CONSOLIDATED STATEMENTS OF EARNINGS AND RETAINED EARNINGS
(dollars in thousands except per share data)

Three months ended
December 31
(Unaudited)
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2005 2004
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Revenues $47,364 $38,037
Cost of revenues 39,242 31,112
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Gross profit 8,122 6,925
Selling and marketing 1,249 1,387
General and administration 3,222 2,295
Facilities 677 656
Amortization of capital assets 262 268
Amortization of intangibles 78 99
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Earnings before interest and income taxes 2,634 2,220
Interest income, net 102 156
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Earnings before income taxes 2,736 2,376
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Income taxes - current 947 878
Income taxes - future 75 (6)
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1,022 872
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NET EARNINGS 1,714 1,504
Retained earnings, beginning of period 25,807 19,740
Dividend (680) (663)
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Retained earnings, end of period $26,841 $20,581
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Net earnings per share: (Note 4)
Basic $0.20 $0.18
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Diluted $0.20 $0.18
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Weighted average number of shares: (Note 4)
Basic 8,504,273 8,319,292
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Diluted 8,575,254 8,411,104
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CALIAN TECHNOLOGIES LTD.
CONSOLIDATED BALANCE SHEETS
(dollars in thousands)

December 31, September 30,
2005 2005
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ASSETS
CURRENT ASSETS
Cash and cash equivalents $17,298 $17,889
Accounts receivable 31,480 35,843
Note receivable 179 172
Work in process 2,862 3,609
Prepaid expenses and other 1,109 825
Future income taxes 2,125 2,166
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55,053 60,504
NOTE RECEIVABLE 186 186
CAPITAL ASSETS 3,642 3,551
INTANGIBLES 938 1,016
GOODWILL 9,518 9,518
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$69,337 $74,775
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LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities $18,351 $24,343
Unearned contract revenue 6,790 7,312
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25,141 31,655
FUTURE INCOME TAXES 77 43
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$25,218 $31,698
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CONTINGENCIES (Note 6)
COMMITMENTS (Note 7)

SHAREHOLDERS' EQUITY
Share capital $17,278 $17,270
Retained earnings 26,841 25,807
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44,119 43,077
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$69,337 $74,775
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CALIAN TECHNOLOGIES LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollars in thousands)

Three months ended
December 31
(Unaudited)
---------------------------------------------------------------------
2005 2004
---------------------------------------------------------------------
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES
Net earnings $1,714 $1,504
Items not affecting cash:
Interest on note receivable (7) (10)
ESPP compensation expense 8 8
Amortization 340 367
Future income taxes 75 (6)
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2,130 1,863
Change in non-cash working capital
Accounts receivable 4,363 (3,613)
Work in process 747 1,723
Prepaid expenses and other (284) 251
Accounts payable and accrued liabilities (3,153) (2,025)
Unearned contract revenue (522) 1,093
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3,281 (708)
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CASH FLOWS USED IN FINANCING ACTIVITIES
Issuance of common shares 8 279
Dividend (680) (663)
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(672) (384)
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CASH FLOWS USED IN INVESTING ACTIVITIES
Acquisition of capital assets (353) (160)
Business acquisition (2,847) -
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(3,200) (160)
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NET CASH OUTFLOW (591) (1,252)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 17,889 30,997
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CASH AND CASH EQUIVALENTS, END OF PERIOD $17,298 $29,745
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CALIAN TECHNOLOGIES LTD.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the periods ended December 31, 2005 and 2004
(dollars in thousands)
(Unaudited)


1. ACCOUNTING POLICIES

These interim consolidated financial statements have been prepared in accordance with Canadian generally accepted accounting principles except that these interim consolidated financial statements do not provide full note disclosure.

These interim consolidated financial statements have been prepared using the same accounting policies used in the preparation of the audited annual consolidated financial statements for the year ended September 30, 2005. These interim consolidated financial statements should be read in conjunction with the audited annual consolidated financial statements.

2. ACCOUNTING ESTIMATES

For the period ended December 31, 2005 and December 31, 2004, there have been no material changes in estimates of amounts reported in prior interim periods or of amounts related to prior fiscal years.

3. SEASONALITY

The Company's revenues and earnings have historically been subject to some quarterly seasonality due to the timing of vacation periods and statutory holidays.

4. EARNINGS PER SHARE



The diluted weighted average number of shares has been calculated as
follows:

Three months ended
December 31
2005 2004
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Weighted average number of
shares - basic 8,504,273 8,319,292

Addition to reflect the dilutive
effect of employee stock options 12,809 91,812
Shares to be issued for the Titan acquisition 58,172 -

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Weighted number of shares - diluted 8,575,254 8,411,104
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The number of options outstanding at December 31, 2005 is 16,075.

5. SEGMENTED INFORMATION

Operating segments are identified as components of an enterprise
about which separate discrete financial information is available for
evaluation by the chief operating decision maker, regarding how to
allocate resources and assess performance. The Company's chief
operating decision maker is the Chief Executive Officer. The Company
operates in two reportable segments described below, defined by their
primary type of service offering, namely Systems Engineering and
Business and Technology Services.

- Systems Engineering involves planning, designing and implementing
solutions that meet a customer's specific business and technical
needs, primarily in the satellite communications sector.

- Business and Technology Services involves both short and long-term
placements of personnel to augment customers' workforces (Staffing)
as well as the long-term management of projects, facilities and
customer business processes (Outsourcing).

The Company evaluates performance and allocates resources based on
earnings before interest and income taxes. The accounting policies
of the segments are the same as those described in the significant
accounting policies note in the audited annual consolidated financial
statements.

Three months ended December 31, 2005
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Business and
Systems Technology
Engineering Services Corporate Total
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Revenues $8,879 $38,485 $- $47,364
Earnings before
interest and
income taxes 910 2,325 (601) 2,634
Interest income, net 102
Income taxes 1,022
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Net earnings $1,714
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Total assets other
than cash and
goodwill $10,070 $31,796 $655 $42,521
Goodwill 9,518 9,518
Cash 17,298
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Total assets $69,337
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Three months ended December 31, 2004
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Business and
Systems Technology
Engineering Services Corporate Total
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Revenues $13,139 $24,898 $- $38,037
Earnings before
other income,
interest and income
taxes 1,651 971 (402) 2,220
Gain on sale of
investment -
Interest income, net 156
Income taxes 872
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Net earnings $1,504
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Year Ended September 30, 2005
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Business and
Systems Technology
Engineering Services Corporate Total
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Total assets $14,578 $32,257 $533 $47,368
other than
cash and goodwill
Goodwill - 9,518 9,518
Cash 17,889
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Total assets $74,775
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6. CONTINGENCIES

On January 24, 2005, the Company was served with a civil lawsuit by way of a Statement of Claim filed in the Ontario Superior Court of Justice claiming $100 million in damages from the Company and an employee of the Company for breach of confidence, breach of fiduciary duty and unlawful interference with economic interests. The claim relates to the limitation of expenditure contract awarded in December 2004 by the Department of National Defence for the provision and management of Health Service Providers. The contract value for the initial 5-year period is in excess of $400 million with the potential for 5 additional option years worth an additional $480 million in total. The Company intends to vigorously defend the claim, including the basis of the claim and the amounts being sought. The plaintiff also filed a complaint with the Canadian International Trade Tribunal (CITT) related to this contract award. In June 2005, the Tribunal issued its determination, confirming Calian as the successful bidder. On July 15, 2005, the plaintiff applied to the Federal Court of Appeal seeking to set aside the decision of the CITT by seeking a judicial review of that decision. The hearing date for the Federal Court of Appeal is currently scheduled for February 22, 2006. The likely outcomes of the judicial review of the CITT decision and the civil lawsuit cannot be determined at this time.

At December 31, 2005 the Company's accrued liabilities include the liability associated with the issuance of the shares related to its acquisition in 2004 of Titan Consulting Group Ltd. The shares to be issued on February 28, 2006 were not recorded as share capital due to the fact that the number of shares is unknown at December 31, 2005 as it is based on the average market price of the shares for the ten days prior to February 28, 2006. Based on the share price at December 31, 2005, 64,294 shares would be issuable. These shares are included in the dilutive earnings per share calculation.

7. COMMITMENTS

As part of its e-business strategy, during the year 2000, the Company entered into a 10-year lease for an office building in the Ottawa area expiring in April 2010. Upon exit of the e-business sector in 2001, the Company did not have any requirements for the space and accordingly sublet the excess space to a third party for a period of 5 years ending May 2006. During 2005, the Company entered into a new agreement with the existing sub-tenant to lease a significant portion of the space for a 5-year period extending to April 2010 at the current market price. As a result, the Company will be required to assume a portion of the costs associated with this facility. Unless the sub-lessee defaults on future payments, it is expected that the current provision of $2,000 will be sufficient to cover the Company's share of the costs. The lease payments including operating costs relating to the excess space amount to approximately $940 per year.


Management Discussion and Analysis - At December 31, 2005:

RESULTS OF OPERATIONS - FIRST QUARTER 2006

Revenues:

For the first quarter of 2006, revenues were $47.4 million, representing an increase of 25% over the $38.0 million reported in the first quarter of 2005.

Systems Engineering's revenues were $8.9 million in the quarter, a decrease of 32% from the $13.1 million recorded in the first quarter of last year. Due to the project nature of its business, the SED division is susceptible to significant variation in volumes of activity from period to period. During the first quarter of 2006, SED continued the wind down on several of its larger long-term contracts. Although there was significant activity in the quarter with customers in the digital radio broadcasting area, the activity on these contracts was not sufficient to compensate for the reduced activity on the other projects. Business and Technology Services reported a 55% increase with revenues of $38.5 million compared to $24.9 million for the same quarter of last year. The majority of the increase is due to the inclusion of three months of revenues relating to the Health Services Support contract. The balance of the division continues to report modest growth.

Gross margin:

Gross margin was 17.1% in the first quarter of 2006, which is significantly lower than the 18.2% reported in the first quarter a year ago. The decrease is attributable to a change in divisional proportions with the Business and Technology Services accounting for a greater percentage of the overall revenue base.

Gross margin in Systems Engineering was 23.9% compared to 22.8% in the first quarter of 2005. The SED division realized excellent margins this quarter due to solid execution and retiring risk on certain large contracts nearing completion. Gross margin in Business and Technology Services was 15.6% compared to the 15.8% reported in the first quarter of 2005. Although the revenue mix changed as a result of the inclusion of the Health Services Support contract, the division was able to maintain a similar overall margin level. In the event the call center contract is not renewed, margin percentages thereafter will be favourably impacted due to the low margin currently being realized on this contract.

Operating expenses:

Selling, marketing, general and administration expenses totaled $5.1 million or 10.9% of revenues in the first quarter of 2006 compared to the $4.3 million or 11.4% of revenues reported in the first quarter of 2005. The increase in absolute dollars is mainly attributable to the inclusion of operating expenses relating to the Health Services Support contract and increased corporate compliance costs. Operating expenses are expected to remain similar for the balance of the year.

Amortization of intangibles

The Company acquired intangibles as a result of its acquisition of Titan in September 2004 and recorded amortization of $0.1 million similar to the amortization recorded in the first quarter of 2005. These intangibles are amortized over their expected useful life, not exceeding 5 years.

Income taxes

The provision for income taxes for the first quarter of 2006 was $1.0 million or 37.3% of earnings before tax compared to $0.9 million in 2005 or 36.7% of earnings before tax, in line with current effective income tax rates.

Net earnings:

As a result of the foregoing, the Company recorded net earnings of $1.7 million or $0.20 per share basic and diluted in the first quarter of 2006, compared to $1.5 million or $0.18 per share basic and diluted in the same quarter of the prior year.

BACKLOG

The backlog at December 31, 2005 is $1,078 million with terms extending to fiscal 2014. This compares to $1,098 million reported at the end of September 30, 2005. Contracted Backlog represents revenues remaining to be earned on signed contracts, whereas Option Renewals represent customers' options to further extend existing contracts under similar terms and conditions. Most contracts provide the customer with the ability to adjust the timing and level of effort throughout the contract life and as such the following represents management's best estimate of the ultimate backlog and related consumption profile. During the quarter, the Company won a number of contract renewals in competitive bidding situations thereby maintaining the Company's excellent track record of securing repeat business.



(dollars in millions) TOTAL Fiscal 2006 Fiscal 2007 Beyond
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Contracted Backlog $475 $112 $95 $268
Option Renewals 603 1 26 576
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TOTAL $1,078 $113 $121 $844
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Business and
Technology Services $1,046 $95 $114 $837
Systems Engineering 32 18 7 7
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TOTAL $1,078 $113 $121 $844
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FINANCIAL CONDITION AND CASHFLOWS:

Cash inflows from operating activities during the first quarter of 2006 were $3.3 million as compared with a cash outflow of $0.7 million during the same period in 2005. Cash flows from earnings increased by $0.2 million while working capital increased over the first quarter of 2005 in line with the ebbs and flows of the business. The Company also paid the final cash payment of $2.8 million related to the Titan acquisition.

As a result of its steady cash inflows, the Company continues to pay a quarterly dividend. During the first quarter of 2006 and 2005, the Company paid a dividend of 8 cents per share or $0.7 million.

SEASONALITY

The Company's operations have historically been subject to some quarterly seasonality due to the timing of vacation periods and statutory holidays. Typically the Company's first and last quarter will be negatively impacted as a result of the Christmas season and summer vacation period. During these periods, the Company can only invoice for work performed and is also required to pay for statutory holidays. This results in reduced levels of revenues and in a drop in gross margins. This seasonality may not be apparent in the overall results of the Company depending on the impact of the realized sales mix of its various projects.

OUTLOOK

Management believes the Company is well positioned for sustained growth in the long-term. The Company operates in markets that will continue to require the services that the Company delivers. To further assure itself of a stable source of revenues, the Company will focus on increasing the percentage of its revenues derived from recurring business. Its acquisition strategy, focused on adding complementary businesses to the Company's mix, will also be a potential source of growth.

The Systems Engineering Division has been working within a depressed satellite sector for the last few years with no significant rebound expected in the near-term. In addition, several large satellite operators have recently been purchased using highly leveraged financial structures and industry consolidation continues. We believe this may impact capital spending, which in turn may reduce new opportunities in the near term. However, management believes that new systems adopting the latest technologies will be required in the medium term to maintain and improve service offerings. Although management is confident that systems such as MSTAR will continue to be in demand in the security and surveillance market it cannot predict the timing and extent of future orders. The continued strengthening of the Canadian dollar will impact the Systems Engineering Division's competitiveness when bidding against foreign competition on projects denominated in US dollars and EUROs.

The Business and Technology Services Division's services are adaptable to many different markets. Currently, its strength lies in providing program management and delivery services to the Department of National Defence. Management believes that this department and many others within the federal government will continue to require more support services from private enterprises to supplement their current workforce. Although Calian has experienced delays during the last few years, management believes that the types of service the division offers will continue to be attractive to government agencies going forward. The acquisition of Titan coupled with existing standing agreements for SAP and Peoplesoft resources, positions Calian to take advantage of the expected growth in government ERP requirements.

Should the call center services lapse; management believes that it can effectively refocus its resources on traditional business to offset the impact on earnings. In the intervening period, management will work with the customer to effect an orderly and cost effective transition. Should there be any costs of transition, the Company may be required to absorb any such costs to the extent not recoverable from the customer.

Due to significant signings in the past year in the BTS division coupled with a few large contracts nearing completion in the SED division, our backlog is heavily weighted towards BTS. The market environment for SED is expected to remain difficult in the short term whereas BTS enjoys a more favourable outlook. Accordingly, the company expects to experience a shift in both revenue and profitability proportions towards the Business and Technology Services division. As the BTS division traditionally earns lower margins, the changing mix will continue to have a dampening effect on operating profit percentages.

As indicated in Note 6 of the Company's financial statements, the Company was served with a civil lawsuit by way of a Statement of Claim for $100 million in damages from the Company and an employee of the Company. The Company intends to vigorously defend the claim, including the basis of the claim and the amounts being sought. The plaintiff also filed a complaint with the Canadian International Trade Tribunal (CITT) related to this contract award. In June 2005, the Tribunal issued its determination, confirming Calian as the successful bidder. On July 15, 2005, the plaintiff applied to the Federal Court of Appeal seeking to set aside the decision of the CITT by seeking a judicial review of that decision. The hearing date for the Federal Court of Appeal is currently scheduled for February 22, 2006. The likely outcomes of the judicial review of the CITT decision and the civil lawsuit cannot be determined at this time.

GUIDANCE

Our current base of business for 2006 is firmer in some segments than others and when taken in conjunction with the above information related to the current market conditions and demand, and after taking into consideration the impact of the call center contract not likely being renewed, the Company expects 2006 revenues to be in the range of $195 million to $205 million and net earnings per share in the range of $0.90 to $1.00.

FORWARD-LOOKING STATEMENT

Certain information included in this management discussion and analysis is forward-looking and is subject to important risks and uncertainties. The results or events predicted in these statements may differ materially from actual results or events. Such statements are generally accompanied by words such as "intend", "anticipate", "believe", "estimate", "expect" or similar statements. Factors which could cause results or events to differ from current expectations include, among other things: the impact of price competition; scarce number of qualified professionals; the impact of rapid technological and market change; loss of business or credit risk with major customers; technical risks on fixed price projects; general industry and market conditions and growth rates; international growth and global economic conditions, and including currency exchange rate fluctuations; and the impact of consolidations in the business services industry. For additional information with respect to certain of these and other factors, please see the Company's most recent annual report and other reports filed by the Company with the Ontario Securities Commission. Calian disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. No assurance can be given that actual results, performance or achievement expressed in, or implied by, forward-looking statements within this disclosure will occur, or if they do, that any benefits may be derived from them.

The foregoing discussion and analysis should be read in conjunction with the financial statements for the first quarter of 2006, and with the Management Discussion and Analysis in the 2005 annual report, including the section on risks and opportunities.

Contact Information

  • Calian Technologies Ltd.
    Ray Basler
    President and Chief Executive Officer
    (306) 931-3425
    or
    Calian Technologies Ltd.
    Jacqueline Gauthier
    Chief Financial Officer
    (613) 599-8600
    ir@calian.com
    www.calian.com