Tuckamore Capital Management Inc.
TSX : TX
TSX : TX.DB.B
TSX : TX.DB.C

Tuckamore Capital Management Inc.

August 14, 2012 08:00 ET

Tuckamore Announces Second Quarter 2012 Financial Results

TORONTO, ONTARIO--(Marketwire - Aug. 14, 2012) -

NOT FOR DISTRIBUTION TO THE U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Tuckamore Capital (TSX:TX)(TSX:TX.DB.B)(TSX:TX.DB.C) today announced its results for the three and six months ended June 30, 2012.

Second Quarter Results
6 months 6 months
($ millions, except per share amounts) Q2 2012 Q2 2011 2012 2011
Revenue 191.7 145.1 364.7 281.3
Gross profit 34.2 31.6 67.9 59.7
Selling, general & administrative expenses 26.5 22.7 53.7 46.3
Net (loss) income from continuing operations (5.6 ) (2.9 ) (13.9 ) 18.2
Adjusted EBITDA from continuing operations 7.7 8.8 14.1 12.4
Basic (loss) income per share from continuing operations (0.08 ) (0.04 ) (0.20 ) 0.25

Revenue for the three and six months period ended June 30, 2012 was $191.7 million and $364.7 million, versus $145.1 million and $281.3 million produced in 2011. Gross profit for three and six months ended June 30, 2012 was $34.2 million and $67.9 million representing a gross profit margin of 17.8% and 18.6%. For the same period last year, the Company reported gross profit of $31.6 million and $59.7 million representing a gross profit margin of 21.8% and 21.2% percent. Adjusted EBITDA was $7.7 million and $14.1 million for the three and six months ended June 30, 2012, compared to $8.8 million and $12.4 million for the corresponding periods in 2011.

INDUSTRIAL SERVICES

In the Industrial Services Quantum Murray had a disappointing quarter, recording an EBITDA loss. Project cost overruns and the lack of large industrial projects in the Demolition division drove the poor results. The Environmental division results were down compared to last year when several large remediation projects were underway. At the Metals division, there were increased volumes, however lower scrap prices offset these gains.

At ClearStream, the Conventional Industrial Services division benefited from increased activity levels across all regions. The Fabrication division also had a busy quarter as work continues to be performed on large module contracts. The Oil sands and Transportation divisions had increased volumes compared to the prior year as activity in the region continues to ramp up. The Wear division had lower revenues in the quarter due to the delay in overlay pipe orders from a significant client.

MARKETING

The Marketing segment had mixed results in the quarter. Gemma had a challenging quarter with revenues decreased in comparison to the same quarter in prior year due to reduction in outbound telesales with key clients and the elimination of higher margin programs. IC Group had improved results compared to the prior year due to increased sales to existing customers and improved margins from operational efficiencies.

OTHER

Gusgo continues to realize improved results over the previous year due to an increase in volumes from one of its' larger clients and business from a new significant client.

For Titan, economic activity in the general construction industry and oil sands development has remained strong compared to last year. Sales of higher margin products contributed to the year over year results improvement.

THIRD QUARTER OUTLOOK

The overall outlook for the next quarter is optimistic. The third quarter is a seasonally busier quarter and ClearStream is expected to continue the trend of increased business activity due to the stimulated oil and gas industry. The Conventional Industrial Services division is expecting increased volumes as the year progresses with the start-up of a new significant contract and other new business coming on line. The Fabrication division is also expecting a busy third quarter as work continues on several large Module contracts. The Oil sands division has several new opportunities starting in the next quarter which will add to the existing customer base. The transportation division is expecting continued success with capital investment needed to meet the ever growing demand for these services. The Wear technology division had a slow start to the year, however business in the second half of the year is expected to improve as new contracts have been signed and are being executed. The challenge will be to secure skilled labor to complete the work and to ensure sufficient working capital funding to support the growth.

At Quantum Murray there will be a continued focus on project bidding and cost management at the Demolition division. The Environmental division has a healthy backlog which should translate into solid results in the upcoming quarter. There is uncertainty for the next quarter at the Metal division due to unstable scrap prices.

Within the marketing segment, the outlook is mixed with results similar to the second quarter expected for the third quarter. At Gemma, the results for the second half of the year are expected to be improved from the first half of the year as successful client development efforts materialize and volumes with existing clients are expected to increase. The IC Group is anticipating further growth, with a focus on stimulating its specialized insurance business and continued growth with existing clients as they move more lines of their businesses to the IC Group.

In the other segment, both Titan and Gusgo are expecting a solid third quarter. At Titan, the fall buying season is expected to be robust for rigging products, while snow removal inventory carryover may reduce normal revenue levels for this product line. Gusgo is expecting comparable results to the first half of the year.

About Tuckamore

Tuckamore has investments in 7 businesses representing a diverse cross-section of the Canadian economy.

Forward-looking information

This press release contains certain forward-looking information. Certain information included in this press release may constitute forward-looking information within the meaning of securities laws. In some cases, forward-looking information can be identified by terminology such as "may", "will", "should", "expect", "plan", "anticipate", "believe", "estimate", "predict", "potential", "continue" or the negative of these terms or other similar expressions concerning matters that are not historical facts. Forward-looking information may relate to management's future outlook and anticipated events or results and may include statements or information regarding the future plans or prospects of Tuckamore or the Operating Partnerships and reflects management's expectations and assumptions regarding the growth, results of operations, performance and business prospects and opportunities of Tuckamore and the Operating Partnerships. Without limitation, information regarding the future operating results and economic performance of Tuckamore and the Operating Partnerships constitute forward-looking information. Such forward-looking information reflects management's current beliefs and is based on information currently available to management of Tuckamore and the Operating Partnerships.
Forward-looking information involves significant risks and uncertainties. A number of factors could cause actual events or results to differ materially from the events and results discussed in the forward-looking information including risks related to investments, conditions of capital markets, economic conditions, dependence on key personnel, limited customer bases, interest rates, regulatory change, ability to meet working capital requirements and capital expenditures needs of the Operating Partners, factors relating to the weather and availability of labour. These factors should not be considered exhaustive. In addition, in evaluating this information, investors should specifically consider various factors, including the risks outlined under "Risk Factors," which may cause actual events or results to differ materially from any forward-looking statement. In formulating forward-looking information herein, management has assumed that business and economic conditions affecting Tuckamore and the Operating Partnerships will continue substantially in the ordinary course, including without limitation with respect to general levels of economic activity, regulations, taxes and interest rates. Although the forward-looking information is based on what management of Tuckamore and the Operating Partnerships consider to be reasonable assumptions based on information currently available to it, there can be no assurance that actual events or results will be consistent with this forward-looking information, and management's assumptions may prove to be incorrect. This forward-looking information is made as of the date of this press release, and Tuckamore does not assume any obligation to update or revise it to reflect new events or circumstances except as required by law. Undue reliance should not be placed on forward-looking information. Tuckamore is providing the forward-looking financial information set out in this PRESS RELEASE for the purpose of providing investors with some context for the "Third Quarter Outlook" presented. Readers are cautioned that this information may not be appropriate for any other purpose.

Non-standard measures

The terms "EBITDA" and "adjusted EBITDA", (collectively the "Non-IFRS measures") are financial measures used in this press release that are not standard measures under International Financial Reporting Standards ("IFRS"). Tuckamore's method of calculating Non-IFRS measures may differ from the methods used by other issuers. Therefore, Tuckamore's Non-IFRS measures, as presented may not be comparable to similar measures presented by other issuers.

EBITDA refers to net earnings determined in accordance with IFRS, before depreciation and amortization, interest expense and income tax expense. EBITDA is used by management and the Directors as well as many investors to determine the ability of an issuer to generate cash from operations. Management also uses EBITDA to monitor the performance of Tuckamore's reportable segments and believes that in addition to net income or loss and cash provided by operating activities, EBITDA is a useful supplemental measure from which to determine Tuckamore's ability to generate cash available for debt service, working capital, capital expenditures, income taxes and distributions. Tuckamore has provided a reconciliation of income to EBITDA in its press release.

Adjusted EBITDA refers to EBITDA excluding the gain or loss on reduction or sale of ownership interest (dilution gains or losses), the write-down of goodwill and intangible assets, restructuring costs, gain on re-measurement of investments, gain on debt extinguishment, fair value adjustments on stock based compensation expense and the impairment of long-term investments. Tuckamore has used Adjusted EBITDA as the basis for the analysis of its past operating financial performance. Adjusted EBITDA is used by Tuckamore and management believes it is a useful supplemental measure from which to determine Tuckamore's ability to generate cash available for debt service, working capital, capital expenditures, and income taxes. Adjusted EBITDA is a measure that management believes facilitates the comparability of the results of historical periods and the analysis of its operating financial performance which may be useful to investors.

Investors are cautioned that the Non-standard Measures are not alternatives to measures under IFRS and should not, on their own, be construed as an indicator of performance or cash flows, a measure of liquidity or as a measure of actual return on the shares. These Non-standard Measures should only be used in conjunction with the financial statements included in the press release and Tuckamore's (formally Newport Partners Income Fund) annual audited financial statements available on SEDAR at www.sedar.com or www.tuckamore.ca.

TUCKAMORE CAPITAL MANAGEMENT INC.
Consolidated Interim Balance Sheets
(In thousands of Canadian dollars)
(unaudited)
June 30, 2012 December 31, 2011
Assets
Current Assets:
Cash $ 3,164 $ 28,625
Cash and short-term
investments held in trust 6,076 8,108
Accounts receivable 159,493 149,371
Inventories 30,359 37,464
Prepaid expenses 3,723 3,486
Other current assets 3,208 3,046
Current assets of discontinued operations - 3,517
$ 206,023 $ 233,617
Property, plant and equipment 61,055 60,100
Goodwill 77,093 77,093
Intangible assets 73,645 78,928
Other assets 3,345 3,114
$ 421,161 $ 452,852
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable and accrued liabilities 83,175 91,173
Deferred revenue 5,524 8,608
Current portion of
obligations under capital leases 3,968 5,540
Current portion of senior credit facility - 10,000
Current liabilities of
discontinued operations - 651
$ 92,667 $ 115,972
Obligations under capital leases 7,426 3,681
Senior credit facility 80,755 85,705
Secured debentures 149,551 146,314
Unsecured debentures 16,338 14,215
Deferred tax liability 9,755 11,028
Shareholders' equity 64,669 75,937
$ 421,161 $ 452,852
TUCKAMORE CAPITAL MANAGEMENT INC.
Consolidated Interim Statements of (Loss) Income and Comprehensive (Loss) Income
(In thousands of Canadian dollars, except per unit amounts)
(unaudited)
Three months ended Six months ended
June 30 June 30
2012 2011 2012 2011
Revenues $ 191,682 $ 145,060 $ 364,657 $ 281,294
Cost of revenues (157,507 ) (113,416 ) (296,794 ) (221,628 )
Gross profit 34,175 31,644 67,863 59,666
Selling, general and administrative (26,456 ) (22,677 ) (53,741 ) (46,290 )
Amortization of intangible assets (2,296 ) (3,239 ) (4,960 ) (6,810 )
Depreciation (3,836 ) (3,375 ) (7,008 ) (7,297 )
Income from equity investments - - - 372
Interest expense, net (7,576 ) (7,445 ) (16,145 ) (14,558 )
(Loss) gain on debt extinguishment - - (2,812 ) 37,451
Fair value adjustment to stock based compensation expense - - - (883 )
Transaction costs - (205 ) - (1,383 )
(Loss) income before income taxes $ (5,989 ) $ (5,297 ) $ (16,803 ) $ 20,268
Income tax expense - current (11 ) (5 ) (11 ) (8 )
Income tax recovery (expense) - deferred 431 2,441 2,835 (2,094 )
Net (loss) income from continuing operations $ (5,569 ) $ (2,861 ) $ (13,979 ) $ 18,166
Income from discontinued operations (net of income tax) 1,956 2,787 1,968 2,532
Net (loss) income and comprehensive (loss) income $ (3,613 ) $ (74 ) $ (12,011 ) $ 20,698
(Loss) income per share
Basic:
Continuing operations $ (0.08 ) $ (0.04 ) $ (0.20 ) $ 0.25
Net (loss) income $ (0.05 ) $ (0.00 ) $ (0.17 ) $ 0.29
Diluted:
Continuing operations $ (0.08 ) $ (0.04 ) $ (0.20 ) $ 0.25
Net (loss) income $ (0.05 ) $ (0.00 ) $ (0.17 ) $ 0.28
TUCKAMORE CAPITAL MANAGEMENT INC.
Consolidated Interim Statements of Cash Flows
(In thousands of Canadian dollars)
(unaudited)
Six months ended Six months ended
June 30, 2012 June 30, 2011
Cash provided by (used in):
Operating activities:
Net (loss) income for the period $ (12,011 ) $ 20,698
Items not affecting cash:
Income from discontinued operations (1,968 ) (2,532 )
Amortization of intangible assets 4,960 6,810
Depreciation 7,008 7,297
Deferred income tax (recovery) expense (2,835 ) 2,094
Income from equity investments, net of cash received - 372
Non-cash interest expense 5,361 3,190
Loss (gain) on extinguishment of debt 2,812 (37,451 )
Stock based compensation expense 743 2,195
Changes in non-cash working capital (16,293 ) (33,053 )
Distributions from discontinued operations - 1,401
Cash provided by (used in) discontinued operations 106 (558 )
$ (12,117 ) $ (29,537 )
Investing activities:
Acquisition of businesses, net of cash acquired - (14,547 )
Proceeds on disposal of investment 7,557 -
Purchase of property, plant and equipment (2,950 ) (671 )
Net proceeds on disposal of property, plant and equipment 141 523
Purchase of software (21 ) (710 )
Increase in other assets (551 ) -
Cash (used in) provided by discontinued operations (7 ) 567
$ 4,169 $ (14,838 )
Financing activities:
Increase of long-term debt - 29,766
Repayment of long-term debt (6,200 ) -
Repayment of revolving credit facility (10,000 ) -
Decrease (increase) in cash held in trust 2,032 (1,011 )
Repayment of capital lease obligations (2,960 ) (2,828 )
Cash used in discontinued operations (385 ) (1,017 )
$ (17,513 ) $ 24,910
Decrease in cash (25,461 ) (19,465 )
Cash, beginning of period - continuing operations 28,340 27,230
Cash, beginning of period - discontinued operations 285 509
Cash, end of period $ 3,164 $ 8,274
Cash, end of period - continuing operations $ 3,164 $ 7,932
Cash, end of period - discontinued operations - 342
Supplemental cash flow information:
Interest paid 12,814 6,621
Cash acquired upon acquisition - 20
Supplemental disclosure of non-cash financing and investing activities:
Acquisition of property, plant and equipment through capital leases 5,149 728
Debt and accrued interest repaid through issuance of debentures - 152,951

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