Form 6-K EXFO INC. For: Aug 31
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E-mailUNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16
Under the Securities Exchange Act of 1934
For the month of October 2019
EXFO Inc.
(Translation of registrant’s name into English)
400 Godin Avenue, Quebec, Quebec, Canada G1M 2K2
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
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Form 20-F ☑
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Form 40-F □
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Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
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Yes □
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No ☑
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If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-______.
On October 9, 2019, EXFO Inc., a Canadian corporation, reported its results of operations for the fourth fiscal quarter and year end for the fiscal year
ended August 31, 2019. This report on Form 6-K sets forth the news release relating to EXFO’s announcement and certain information relating to EXFO’s financial condition and results of operations for the fourth fiscal quarter and the fiscal year ended
August 31, 2019. This press release and information relating to EXFO’s financial condition and results of operations for the fourth fiscal quarter and year end for the fiscal year ended August 31, 2019 are hereby incorporated as a document by reference
to Form F-3 (Registration Statement under the Securities Act of 1933) declared effective as of July 30, 2001 and to Form F‑3 (Registration Statement under the Securities Act of 1933) declared effective as of March 11, 2002 and to amend certain material
information as set forth in these two Form F-3 documents.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
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EXFO INC.
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|
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By: /s/ Benoit Ringuette
Name: Benoit Ringuette
Title: General Counsel and Corporate Secretary
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Date: October 9, 2019
PRESS RELEASE
For immediate release
Fiscal 2019
|
◾
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Sales increased 6.4% to US$286.9 million
|
|
◾
|
Bookings improved 11.2% to US$297.8 million
|
|
◾
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IFRS net loss reduced by 79.8% to US$2.5 million
|
|
◾
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Adjusted EBITDA surged 48.8% to US$25.6 million
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Q4 2019
|
◾
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Sales reached US$70.2 million, up 1.4% year-over-year
|
|
◾
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Bookings attained US$70.9 million, up 12.3% year-over-year
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◾
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IFRS net loss totaled US$0.2 million
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◾
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Adjusted EBITDA amounted to US$6.2 million
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QUEBEC CITY, CANADA, October 9, 2019 — EXFO Inc. (NASDAQ: EXFO) (TSX: EXF), the communications industry’s test, monitoring and analytics experts, announced today financial
results for the fourth quarter and fiscal year ended August 31, 2019.
“I am pleased EXFO significantly improved its profitability in fiscal 2019 and surpassed its annual target with adjusted EBITDA of US$25.6 million, while achieving solid growth
in sales, bookings and cash flows from operations,” said Philippe Morin, EXFO’s Chief Executive Officer. “We also fully integrated our transformative acquisition of Astellia to create disruptive solutions that will support our growth objectives.”
“Based on sound operational discipline, we completed our restructuring plan, bolstered efficiency and maintained our proven innovation capabilities. Overall, I am confident we
have assembled the key building blocks to generate long-term growth supported by a highly differentiated offering for fiber, 5G mobility and network virtualization.”
Fiscal 2019 Highlights
|
◾
|
Sales growth. Total sales increased 6.4% to US$286.9 million in fiscal 2019.
Service Assurance, Systems and Services (SASS) sales improved 16.2% largely due to a full-year contribution from the Astellia acquisition and multi-million-dollar contract win for EXFO’s network topology and automation solution. Test
and Measurement (T&M) sales were up 3.7% year-over-year. Annual sales in Europe, Middle East and Africa (EMEA), Americas, and Asia-Pacific regions increased 9.5%, 6.3% and 1.6%, respectively, in 2019.
EXFO’s largest customer accounted for 6.9% of sales in 2019, while the company’s top-three customers represented 18.1%.
|
|
◾
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Bookings growth. Total bookings increased $11.2%
year-over-year to US$297.8 million in 2019 for a book-to-bill ratio of 1.04. SASS bookings grew 21.0% due in part to four monitoring orders related to 5G deployments, while T&M bookings improved 8.4% year‑over-year.
|
|
◾
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Profitability. IFRS net loss was
reduced by 79.8% to US$2.5 million in fiscal 2019 from US$12.3 million in 2018. Adjusted EBITDA, which surpassed the company’s annual profitability target, surged 48.8% to US$25.6 million in 2019 from US$17.2 million in 2018. Cash
flows from operations improved 20.0% to US$17.2 million in 2019 from US$14.4 million in 2018.
|
|
◾
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Innovation. EXFO released several
game-changing solutions in fiscal 2019 to accelerate its customers’ network transformations. The company introduced the industry’s first optical fiber multimeter, creating a new testing category that greatly simplifies, accelerates
and automates the task of frontline technicians while maximizing quality of fiber links. EXFO expanded its 400G test leadership with a new module featuring an Open Transceiver System that enables compatibility between current and
future high-speed transceivers with EXFO’s field and lab test platforms. EXFO released an automated fiber inspection tool for testing polarity, continuity and connector cleanliness on multifiber cables.
|
Business Outlook
EXFO forecasts sales between US$70 million and US$75 million for the first quarter of fiscal 2020.
IFRS net loss is expected to range between US$0.01 and US$0.05 per share in the first quarter of 2020. IFRS net loss includes US$0.04 per share in after-tax amortization of intangible assets and stock-based compensation costs.
This guidance, which is a forward-looking statement, was established by management based on existing backlog as of the date of this news release,
seasonality, expected bookings for the quarter, as well as exchange rates as of the day of this news release.
For fiscal 2020, EXFO is targeting adjusted EBITDA of US$33 million based on the newly adopted International Financial Reporting Standard 16 for leases (IFRS 16). Note the positive impact of IFRS 16 on
adjusted EBITDA for 2020 is projected to be approximately US$4 million.
This adjusted EBITDA target is a forward-looking statement. In addition, as it excludes items that pertain to future events that are not currently estimable with a
reasonable degree of accuracy, such as foreign exchange gain or loss and income taxes, no corresponding IFRS measure has been provided.
Selected Financial Information
(In thousands of US dollars)
|
Q4 2019
|
Q4 2018
|
FY 2019
|
FY 2018
|
|||||||||||||
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T&M sales
|
$
|
50,162
|
$
|
47,489
|
$
|
204,693
|
$
|
197,423
|
||||||||
|
SASS sales
|
20,202
|
21,649
|
82,788
|
71,248
|
||||||||||||
|
Foreign exchange gains (losses) on forward exchange contracts
|
(189
|
)
|
78
|
(591
|
)
|
875
|
||||||||||
|
Total sales
|
$
|
70,175
|
$
|
69,216
|
$
|
286,890
|
$
|
269,546
|
||||||||
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T&M bookings
|
$
|
50,378
|
$
|
41,485
|
$
|
210,055
|
$
|
193,836
|
||||||||
|
SASS bookings
|
20,723
|
21,575
|
88,341
|
72,982
|
||||||||||||
|
Foreign exchange gains (losses) on forward exchange contracts
|
(189
|
)
|
78
|
(591
|
)
|
875
|
||||||||||
|
Total bookings
|
$
|
70,911
|
$
|
63,138
|
$
|
297,805
|
$
|
267,693
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||||||||
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Book-to-bill ratio (bookings/sales)
|
1.01
|
0.91
|
1.04
|
0.99
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||||||||||||
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Gross margin before depreciation and amortization*
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$
|
39,915
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$
|
41,790
|
$
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168,213
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$
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164,542
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||||||||
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56.9
|
%
|
60.4
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%
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58.6
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%
|
61.0
|
%
|
|||||||||
|
Other selected information:
|
||||||||||||||||
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IFRS net loss attributable to the parent interest1
|
$
|
(227
|
)
|
$
|
(3,951
|
)
|
$
|
(2,480
|
)
|
$
|
(11,902
|
)
|
||||
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Amortization of intangible assets
|
$
|
1,870
|
$
|
1,942
|
$
|
9,012
|
$
|
10,327
|
||||||||
|
Stock-based compensation costs
|
$
|
477
|
$
|
468
|
$
|
1,831
|
$
|
1,748
|
||||||||
|
Restructuring charges
|
$
|
–
|
$
|
4,559
|
$
|
3,305
|
$
|
4,559
|
||||||||
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Change in fair value of cash contingent consideration
|
$
|
–
|
$
|
46
|
$
|
–
|
$
|
(670
|
)
|
|||||||
|
Acquisition-related deferred revenue fair value adjustment
|
$
|
–
|
$
|
873
|
$
|
1,435
|
$
|
2,095
|
||||||||
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Gain on disposal of capital assets
|
$
|
–
|
$
|
–
|
$
|
(1,732
|
)
|
$
|
–
|
|||||||
|
Deferred income tax recovery
|
$
|
–
|
$
|
–
|
$
|
(2,383
|
)
|
$
|
–
|
|||||||
|
Foreign exchange (gain) loss
|
$
|
894
|
$
|
77
|
$
|
949
|
$
|
(1,309
|
)
|
|||||||
|
Income tax effect of the above items
|
$
|
(281
|
)
|
$
|
(1,329
|
)
|
$
|
(1,396
|
)
|
$
|
(2,033
|
)
|
||||
|
Adjusted EBITDA*
|
$
|
6,213
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$
|
6,098
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$
|
25,585
|
$
|
17,198
|
||||||||
1 Represents net loss excluding share of the net loss attributable to Astellia’s minority shareholders.
Quarterly and Annual Overview
Sales in the fourth quarter of fiscal 2019 reached US$70.2 million compared to US$69.2 million in the fourth quarter of 2018. Annual sales improved 6.4% to US$286.9 million in fiscal 2019 from US$269.5 million in 2018.
Bookings totaled US$70.9 million for a book-to-bill ratio of 1.01 in the fourth quarter of fiscal 2019 compared to US$63.1 million in the fourth quarter of 2018.
Overall for fiscal 2019, bookings increased 11.2% to US$297.8 million for a book-to-bill ratio of 1.04 from US$267.7 million in 2018.
Gross margin before depreciation and amortization* attained 56.9% of sales in the fourth quarter of fiscal 2019 compared 60.4% in the fourth quarter of 2018. In
fiscal 2019, gross margin before depreciation and amortization reached 58.6% of sales compared to 61.0% in 2018.
Selling and administrative expenses totaled US$23.0 million, or 32.8% of sales, in the fourth quarter of fiscal 2019 compared to US$24.7 million, or 35.7% of
sales, in the fourth quarter of 2018. In fiscal 2019, selling and administrative expenses amounted to US$98.6 million, or 34.4% of sales, compared to US$98.8 million, or 36.7% of sales, in 2018.
Net R&D expenses amounted to US$11.1 million, or 15.9% of sales, in the fourth quarter of fiscal 2019 compared to US$16.7 million, or 24.1% of sales, in the
fourth quarter of 2018. In fiscal 2019, net R&D expenses totaled US$50.6 million, or 17.6% of sales, compared to US$57.2 million, or 21.2% of sales, in 2018.
In the fourth quarter of fiscal 2019, IFRS net loss amounted to US$0.2 million, or US$0.00 per share, compared to US$4.0 million, or US$0.07 per share, in the
fourth quarter of 2018. Net loss in the fourth quarter of 2019 included net expenses totaling US$3.0 million: US$1.6 million in after-tax amortization of intangible assets, US$0.5 million in stock-based compensation costs and a
foreign exchange loss of US$0.9 million.
In fiscal 2019, IFRS net loss attributable to the parent interest totaled US$2.5 million, or US$0.04 per share, compared to US$11.9 million, or US$0.22 per
share, in 2018. Net loss attributable to the parent interest in 2019 included net expenses totaling US$15.1 million: US$7.8 million in after-tax amortization of intangible assets, US$1.8 million in stock-based compensation
costs, US$3.2 million in after-tax restructuring charges, US$1.4 million for the deferred revenue fair-value adjustment related to the Astellia acquisition, and a foreign exchange loss of US$0.9 million. Net loss attributable to
the parent interest also included US$1.7 million for a gain on the disposal of capital assets and US$2.4 million for a deferred income tax recovery.
Adjusted EBITDA* amounted to US$6.2 million, or 8.9% of sales, in the fourth quarter of fiscal 2019 compared US$6.1 million, or 8.8% of sales, in the fourth
quarter of 2018. In fiscal 2019, adjusted EBITDA totaled US$25.6 million, or 8.9% of sales, compared to US$17.2 million, or 6.4% of sales, in 2018.
Conference Call and Webcast
EXFO will host a conference call today at 5 p.m. (Eastern time) to review fourth quarter and year-end financial results for fiscal 2019. To listen to the conference call and participate in the question period via telephone, dial 1-323-794-2093. Please take note the following
conference ID number will be required: 6921858. EXFO’s Executive Chairman Germain Lamonde, CEO Philippe Morin, and Pierre Plamondon, CPA, Vice-President of Finance and Chief Financial Officer, will participate in the
call. An audio replay of the conference call will be available two hours after the event until 8:00 p.m. on October 16, 2019. The replay number is 1-719-457-0820 and the conference ID number
is 6921858. The audio Webcast and replay of the conference call will also be available on EXFO’s Website at www.EXFO.com, under the Investors section.
About EXFO
EXFO (NASDAQ: EXFO) (TSX: EXF) develops smarter test, monitoring and analytics solutions for fixed and mobile network operators, webscale companies and
equipment manufacturers in the global communications industry. Our customers count on us to deliver superior network performance, service reliability and subscriber insights. They count on our unique blend of equipment,
software and services to accelerate digital transformations related to fiber, 4G/LTE and 5G deployments. They count on our expertise with automation, real-time troubleshooting and big data analytics, which are critical to
their business performance. We’ve spent over 30 years earning this trust, and today 1,900 EXFO employees in over 25 countries work side by side with our customers in the lab, field, data center and beyond.
Forward-Looking Statements
This news release contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995, and
we intend that such forward-looking statements be subject to the safe harbors created thereby. Forward-looking statements are statements other than historical information or statements of current condition. Words such as
may, expect, believe, plan, anticipate, intend, could, estimate, continue, or similar expressions or the negative of such expressions are intended to identify forward-looking statements. In addition, any statements that
refer to expectations, projections or other characterizations of future events and circumstances are considered forward-looking statements. They are not guarantee of future performance and involve risks and uncertainties.
Actual results may differ materially from those in forward-looking statements due to various factors including, but not limited to, macroeconomic uncertainty, including trade wars; our ability to successfully integrate
businesses that we acquire; capital spending and network deployment levels in the telecommunications industry (including our ability to quickly adapt cost structures to anticipated levels of business and our ability to
manage inventory levels with market demand); future economic, competitive, financial and market conditions; consolidation in the global telecommunications test, service assurance and analytics solutions markets and increased
competition among vendors; capacity to adapt our future product offering to future technological changes; limited visibility with regard to the timing and nature of customer orders; delay in revenue recognition due to longer
sales cycles for complex systems involving customers’ acceptance; fluctuating exchange rates; concentration of sales; timely release and market acceptance of our new products and other upcoming products; our ability to
successfully expand international operations and to conduct business internationally; and the retention of key technical and management personnel. Assumptions relating to the foregoing involve judgments and risks, all of
which are difficult or impossible to predict and many of which are beyond our control. Other risk factors that may affect our future performance and operations are detailed in our Annual Report, on Form 20-F, and our other
filings with the U.S. Securities and Exchange Commission and the Canadian securities commissions. We believe that the expectations reflected in the forward-looking statements are reasonable based on information currently
available to us, but we cannot assure you that the expectations will prove to have been correct. Accordingly, you should not place undue reliance on these forward-looking statements. These statements speak only as of the
date of this document. Unless required by law or applicable regulations, we undertake no obligation to revise or update any of them to reflect events or circumstances that occur after the date of this document.
*Non-IFRS Measures
EXFO provides non-IFRS measures (gross margin before depreciation and amortization and adjusted EBITDA) as supplemental information regarding its
operational performance. Gross margin before depreciation and amortization represents sales, less cost of sales, excluding depreciation and amortization. Adjusted EBITDA represents net earnings (loss) attributable to
the parent interest before interest and other expense, income taxes, depreciation and amortization, stock-based compensation costs, restructuring charges, acquisition-related deferred revenue fair value adjustment,
change in fair value of cash contingent consideration, and foreign exchange gain or loss.
These non-IFRS measures eliminate the effect on IFRS results of non-cash statement of earnings elements, restructuring charges, as well as elements
subject to significant volatility such as foreign exchange gain or loss. EXFO uses these measures for evaluating historical and prospective financial performance, as well as performance relative to competitors. These
non-IFRS measures are also used by financial analysts that evaluate and compare the company’s performance against that of competitors and industry players in the sector.
Finally, these measures help EXFO plan and forecast future periods as well as make operational and strategic decisions. EXFO believes that providing
this information to investors, in addition to the IFRS measures, allows them to see the company’s results through the eyes of management, and to better understand historical and future financial performance. More
importantly, it enables the comparison of EXFO’s performance on a relatively similar basis against that of other public and private companies in the industry worldwide.
The presentation of this additional information is not prepared in accordance with IFRS. Therefore, the information may not necessarily be
comparable to that of other companies and should be considered as a supplement to, not a substitute for, the corresponding measures calculated in accordance with IFRS.
The following table summarizes the reconciliation of adjusted EBITDA to IFRS net loss attributable to the parent interest, in thousands of US
dollars:
Adjusted EBITDA
|
Q4 2019
|
Q4 2018
|
FY 2019
|
FY 2018
|
|||||||||||||
|
IFRS net loss attributable to the parent interest
|
$
|
(227
|
)
|
$
|
(3,951
|
)
|
$
|
(2,480
|
)
|
$
|
(11,902
|
)
|
||||
|
Add (deduct):
|
||||||||||||||||
|
Depreciation of property, plant and equipment
|
1,282
|
1,472
|
5,469
|
5,444
|
||||||||||||
|
Amortization of intangible assets
|
1,870
|
1,942
|
9,012
|
10,327
|
||||||||||||
|
Interest and other expenses
|
1,157
|
508
|
718
|
1,378
|
||||||||||||
|
Income taxes
|
760
|
254
|
5,346
|
5,678
|
||||||||||||
|
Stock-based compensation costs
|
477
|
468
|
1,831
|
1,748
|
||||||||||||
|
Restructuring charges
|
–
|
4,409
|
3,305
|
4,409
|
||||||||||||
|
Change in fair value of cash contingent consideration
|
–
|
46
|
–
|
(670
|
)
|
|||||||||||
|
Acquisition-related deferred revenue fair value adjustment
|
–
|
873
|
1,435
|
2,095
|
||||||||||||
|
Foreign exchange (gain) loss
|
894
|
77
|
949
|
(1,309
|
)
|
|||||||||||
|
Adjusted EBITDA for the period
|
$
|
6,213
|
$
|
6,098
|
$
|
25,585
|
$
|
17,198
|
||||||||
|
Adjusted EBITDA in percentage of sales
|
8.9
|
%
|
8.8
|
%
|
8.9
|
%
|
6.4
|
%
|
||||||||
For more information
Vance Oliver
Director, Investor Relations
(418) 683-0913, Ext. 23733
Condensed Unaudited Interim Consolidated Balance Sheets
(in thousands of US dollars)
|
As at August 31,
|
||||||||
|
2019
|
2018
|
|||||||
|
Assets
|
||||||||
|
Current assets
|
||||||||
|
Cash
|
$
|
16,518
|
$
|
12,758
|
||||
|
Short-term investments
|
2,918
|
2,282
|
||||||
|
Accounts receivable
|
||||||||
|
Trade
|
51,517
|
47,273
|
||||||
|
Other
|
3,396
|
4,137
|
||||||
|
Income taxes and tax credits recoverable
|
3,159
|
4,790
|
||||||
|
Inventories
|
38,017
|
38,589
|
||||||
|
Prepaid expenses
|
6,510
|
5,291
|
||||||
|
Other assets
|
3,083
|
2,279
|
||||||
|
125,118
|
117,399
|
|||||||
|
Tax credits recoverable
|
46,704
|
47,677
|
||||||
|
Property, plant and equipment
|
39,364
|
44,310
|
||||||
|
Intangible assets
|
21,654
|
29,866
|
||||||
|
Goodwill
|
38,648
|
39,892
|
||||||
|
Deferred income tax assets
|
4,821
|
4,714
|
||||||
|
Other assets
|
1,293
|
686
|
||||||
|
$
|
277,602
|
$
|
284,544
|
|||||
|
Liabilities
|
||||||||
|
Current liabilities
|
||||||||
|
Bank loan
|
$
|
5,000
|
$
|
10,692
|
||||
|
Accounts payable and accrued liabilities
|
50,790
|
47,898
|
||||||
|
Provisions
|
1,065
|
2,954
|
||||||
|
Income taxes payable
|
704
|
873
|
||||||
|
Deferred revenue
|
24,422
|
16,556
|
||||||
|
Other liabilities
|
1,606
|
3,197
|
||||||
|
Current portion of long-term debt
|
2,449
|
2,921
|
||||||
|
86,036
|
85,091
|
|||||||
|
Provisions
|
2,737
|
2,347
|
||||||
|
Deferred revenue
|
9,056
|
6,947
|
||||||
|
Long-term debt
|
3,293
|
5,907
|
||||||
|
Deferred income tax liabilities
|
3,598
|
5,910
|
||||||
|
Other liabilities
|
318
|
421
|
||||||
|
105,038
|
106,623
|
|||||||
|
Shareholders’ equity
|
||||||||
|
Share capital
|
92,706
|
91,937
|
||||||
|
Contributed surplus
|
19,196
|
18,428
|
||||||
|
Retained earnings
|
112,173
|
114,906
|
||||||
|
Accumulated other comprehensive loss
|
(51,511
|
)
|
(47,350
|
)
|
||||
|
172,564
|
177,921
|
|||||||
|
$
|
277,602
|
$
|
284,544
|
|||||
Condensed Unaudited Interim Consolidated Statements of Earnings
(in thousands of US dollars, except share and per share data)
|
Three months
ended
August 31, 2019
|
Twelve months
ended
August 31, 2019
|
Three months
ended
August 31, 2018
|
Twelve months
ended
August 31, 2018
|
|||||||||||||
|
Sales
|
$
|
70,175
|
$
|
286,890
|
$
|
69,216
|
$
|
269,546
|
||||||||
|
Cost of sales (1,2)
|
30,260
|
118,677
|
27,426
|
105,004
|
||||||||||||
|
Selling and administrative (2)
|
23,036
|
98,646
|
24,728
|
98,794
|
||||||||||||
|
Net research and development (2)
|
11,143
|
50,553
|
16,714
|
57,154
|
||||||||||||
|
Depreciation of property, plant and equipment
|
1,282
|
5,469
|
1,472
|
5,444
|
||||||||||||
|
Amortization of intangible assets
|
1,870
|
9,012
|
1,942
|
10,327
|
||||||||||||
|
Change in fair value of cash contingent consideration
|
–
|
–
|
46
|
(670
|
)
|
|||||||||||
|
Interest and other expense
|
1,157
|
718
|
508
|
1,378
|
||||||||||||
|
Foreign exchange (gain) loss
|
894
|
949
|
77
|
(1,309
|
)
|
|||||||||||
|
Share in net loss of an associate
|
–
|
–
|
–
|
2,080
|
||||||||||||
|
Gain on deemed disposal of the investment in an associate
|
–
|
–
|
–
|
(2,080
|
)
|
|||||||||||
|
Earnings (loss) before income taxes
|
533
|
2,866
|
(3,697
|
)
|
(6,576
|
)
|
||||||||||
|
Income taxes
|
760
|
5,346
|
254
|
5,678
|
||||||||||||
|
Net loss for the period
|
$
|
(227
|
)
|
$
|
(2,480
|
)
|
$
|
(3,951
|
)
|
$
|
(12,254
|
)
|
||||
|
Net loss for the period attributable to non-controlling interest
|
$
|
–
|
$
|
–
|
$
|
–
|
$
|
(352
|
)
|
|||||||
|
Net loss for the period attributable to parent interest
|
$
|
(227
|
)
|
$
|
(2,480
|
)
|
$
|
(3,951
|
)
|
$
|
(11,902
|
)
|
||||
|
Basic and diluted net loss attributable to parent interest per share
|
$
|
(0.00
|
)
|
$
|
(0.04
|
)
|
$
|
(0.07
|
)
|
$
|
(0.22
|
)
|
||||
|
Basic and diluted weighted average number of shares outstanding (000’s)
|
55,379
|
55,325
|
55,112
|
54,998
|
||||||||||||
|
(1)
|
The cost of sales is exclusive of depreciation and amortization, shown separately.
|
|
(2)
|
Restructuring charges included in:
|
|
Cost of sales
|
$
|
–
|
$
|
304
|
$
|
517
|
$
|
517
|
||||||||
|
Selling and administrative
|
–
|
495
|
673
|
673
|
||||||||||||
|
Net research and development
|
–
|
2,506
|
3,219
|
3,219
|
||||||||||||
|
Interest and other expense
|
–
|
–
|
150
|
150
|
||||||||||||
|
Income taxes
|
–
|
(63
|
)
|
(1,150
|
)
|
(1,150
|
)
|
|||||||||
|
$
|
–
|
$
|
3,242
|
$
|
3,409
|
$
|
3,409
|
Condensed Unaudited Interim Consolidated Statements of Comprehensive Income (Loss)
(in thousands of US dollars)
|
Three months
ended
August 31, 2019
|
Twelve months
ended
August 31, 2019
|
Three months
ended
August 31, 2018
|
Twelve months
ended
August 31, 2018
|
|||||||||||||
|
Net loss for the period
|
$
|
(227
|
)
|
$
|
(2,480
|
)
|
$
|
(3,951
|
)
|
$
|
(12,254
|
)
|
||||
|
Other comprehensive income (loss), net of income taxes
|
||||||||||||||||
|
Items that may be reclassified subsequently to net earnings
|
||||||||||||||||
|
Foreign currency translation adjustment
|
1,983
|
(4,177
|
)
|
(1,458
|
)
|
(6,491
|
)
|
|||||||||
|
Unrealized gains/losses on forward exchange contracts
|
442
|
(795
|
)
|
(505
|
)
|
(1,476
|
)
|
|||||||||
|
Reclassification of realized gains/losses on forward exchange contracts in net earnings
|
534
|
744
|
(132
|
)
|
(972
|
)
|
||||||||||
|
Deferred income tax effect of gains/losses on forward exchange contracts
|
(289
|
)
|
67
|
136
|
554
|
|||||||||||
|
Other comprehensive income (loss)
|
2,670
|
(4,161
|
)
|
(1,959
|
)
|
(8,385
|
)
|
|||||||||
|
Comprehensive income (loss) for the period
|
2,443
|
(6,641
|
)
|
(5,910
|
)
|
(20,639
|
)
|
|||||||||
|
Comprehensive loss for the period attributable to non-controlling interest
|
‒
|
‒
|
‒
|
(352
|
)
|
|||||||||||
|
Comprehensive income (loss) for the period attributable to parent interest
|
$
|
2,443
|
$
|
(6,641
|
)
|
$
|
(5,910
|
)
|
$
|
(20,287
|
)
|
|||||
Condensed Unaudited Interim Consolidated Statements of Changes in Shareholders’ Equity
(in thousands of US dollars)
|
Year ended August 31, 2018
|
||||||||||||||||||||||||
|
Share
capital |
Contributed
surplus |
Retained
earnings |
Accumulated
other comprehensive loss |
Non-controlling
interest |
Total
shareholders’ equity |
|||||||||||||||||||
|
Balance as at September 1, 2017
|
$
|
90,411
|
$
|
18,184
|
$
|
127,160
|
$
|
(38,965
|
)
|
$
|
–
|
$
|
196,790
|
|||||||||||
|
Reclassification of stock-based compensation costs
|
1,526
|
(1,526
|
)
|
–
|
–
|
–
|
–
|
|||||||||||||||||
|
Stock-based compensation costs
|
–
|
1,770
|
–
|
–
|
–
|
1,770
|
||||||||||||||||||
|
Business combination
|
–
|
–
|
–
|
–
|
(3,662
|
)
|
(3,662
|
)
|
||||||||||||||||
|
Acquisition of non-controlling interest on acquisition of subsidiary
|
–
|
–
|
(352
|
)
|
–
|
4,014
|
3,662
|
|||||||||||||||||
|
Net loss for the year
|
–
|
–
|
(11,902
|
)
|
–
|
(352
|
)
|
(12,254
|
)
|
|||||||||||||||
|
Other comprehensive loss
|
||||||||||||||||||||||||
|
Foreign currency translation adjustment
|
–
|
–
|
–
|
(6,491
|
)
|
–
|
(6,491
|
)
|
||||||||||||||||
|
Changes in unrealized gains/losses on forward exchange contracts, net of deferred income taxes of $554
|
–
|
–
|
–
|
(1,894
|
)
|
–
|
(1,894
|
)
|
||||||||||||||||
|
Total comprehensive loss for the year
|
(20,639
|
)
|
||||||||||||||||||||||
|
Balance as at August 31, 2018
|
$
|
91,937
|
$
|
18,428
|
$
|
114,906
|
$
|
(47,350
|
)
|
$
|
–
|
$
|
177,921
|
|||||||||||
|
Year ended August 31, 2019
|
||||||||||||||||||||
|
Share
capital |
Contributed
surplus |
Retained
earnings |
Accumulated
other comprehensive loss |
Total
shareholders’ equity |
||||||||||||||||
|
Balance as at August 31, 2018
|
$
|
91,937
|
$
|
18,428
|
$
|
114,906
|
$
|
(47,350
|
)
|
$
|
177,921
|
|||||||||
|
Adoption of IFRS 9
|
–
|
–
|
(253
|
)
|
–
|
(253
|
)
|
|||||||||||||
|
Adjusted balance as at September 1, 2018
|
91,937
|
18,428
|
114,653
|
(47,350
|
)
|
177,668
|
||||||||||||||
|
Reclassification of stock-based compensation costs
|
1,106
|
(1,106
|
)
|
–
|
–
|
–
|
||||||||||||||
|
Redemption of share capital
|
(337
|
)
|
25
|
–
|
–
|
(312
|
)
|
|||||||||||||
|
Stock-based compensation costs
|
–
|
1,849
|
–
|
–
|
1,849
|
|||||||||||||||
|
Net loss for the year
|
–
|
–
|
(2,480
|
)
|
–
|
(2,480
|
)
|
|||||||||||||
|
Other comprehensive income (loss)
|
||||||||||||||||||||
|
Foreign currency translation adjustment
|
–
|
–
|
–
|
(4,177
|
)
|
(4,177
|
)
|
|||||||||||||
|
Changes in unrealized gains/losses on forward exchange contracts, net of deferred income taxes of $67
|
–
|
–
|
–
|
16
|
16
|
|||||||||||||||
|
Total comprehensive loss for the year
|
(6,641
|
)
|
||||||||||||||||||
|
Balance as at August 31, 2019
|
$
|
92,706
|
$
|
19,196
|
$
|
112,173
|
$
|
(51,511
|
)
|
$
|
172,564
|
|||||||||
|
Three months
ended
August 31, 2019
|
Twelve months
ended
August 31, 2019
|
Three months
ended
August 31, 2018
|
Twelve months
ended
August 31, 2018
|
|||||||||||||
|
Cash flows from operating activities
|
||||||||||||||||
|
Net loss for the period
|
$
|
(227
|
)
|
$
|
(2,480
|
)
|
$
|
(3,951
|
)
|
$
|
(12,254
|
)
|
||||
|
Add (deduct) items not affecting cash
|
||||||||||||||||
|
Stock-based compensation costs
|
477
|
1,831
|
468
|
1,748
|
||||||||||||
|
Depreciation and amortization
|
3,152
|
14,481
|
3,414
|
15,771
|
||||||||||||
|
Gain on disposal of capital assets
|
–
|
(1,732
|
)
|
–
|
–
|
|||||||||||
|
Write-off of capital assets
|
1,125
|
1,386
|
267
|
592
|
||||||||||||
|
Change in fair value of cash contingent consideration
|
–
|
–
|
46
|
(670
|
)
|
|||||||||||
|
Deferred revenue
|
(1,142
|
)
|
10,477
|
316
|
1,998
|
|||||||||||
|
Deferred income taxes
|
192
|
(2,103
|
)
|
(1,165
|
)
|
1,368
|
||||||||||
|
Share in net loss of an associate
|
–
|
–
|
–
|
2,080
|
||||||||||||
|
Gain on deemed disposal of the investment in an associate
|
–
|
–
|
–
|
(2,080
|
)
|
|||||||||||
|
Changes in foreign exchange gain/loss
|
264
|
(46
|
)
|
58
|
(181
|
)
|
||||||||||
|
3,841
|
21,814
|
(547
|
)
|
8,372
|
||||||||||||
|
Changes in non-cash operating items
|
||||||||||||||||
|
Accounts receivable
|
2,252
|
(4,786
|
)
|
(418
|
)
|
7,275
|
||||||||||
|
Income taxes and tax credits
|
(93
|
)
|
1,536
|
2,873
|
86
|
|||||||||||
|
Inventories
|
534
|
(134
|
)
|
(1,008
|
)
|
(1,020
|
)
|
|||||||||
|
Prepaid expenses
|
(927
|
)
|
(1,307
|
)
|
(148
|
)
|
57
|
|||||||||
|
Other assets
|
(456
|
)
|
(1,459
|
)
|
(542
|
)
|
(1,311
|
)
|
||||||||
|
Accounts payable, accrued liabilities and provisions
|
1,171
|
3,184
|
1,028
|
1,033
|
||||||||||||
|
Other liabilities
|
(79
|
)
|
(1,606
|
)
|
(223
|
)
|
(122
|
)
|
||||||||
|
6,243
|
17,242
|
1,015
|
14,370
|
|||||||||||||
|
Cash flows from investing activities
|
||||||||||||||||
|
Additions to short-term investments
|
(1,301
|
)
|
(1,879
|
)
|
(1,068
|
)
|
(1,550
|
)
|
||||||||
|
Proceeds from disposal and maturity of short-term investments
|
–
|
1,168
|
–
|
234
|
||||||||||||
|
Purchases of capital assets
|
(1,180
|
)
|
(7,498
|
)
|
(2,772
|
)
|
(10,452
|
)
|
||||||||
|
Proceeds from disposal of capital assets
|
–
|
3,318
|
–
|
–
|
||||||||||||
|
Investment in an associate
|
–
|
–
|
–
|
(12,530
|
)
|
|||||||||||
|
Business combinations, net of cash acquired
|
–
|
–
|
(480
|
)
|
(19,600
|
)
|
||||||||||
|
(2,481
|
)
|
(4,891
|
)
|
(4,320
|
)
|
(43,898
|
)
|
|||||||||
|
Cash flows from financing activities
|
||||||||||||||||
|
Bank loan
|
(143
|
)
|
(5,195
|
)
|
(189
|
)
|
11,061
|
|||||||||
|
Repayment of long-term debt
|
(652
|
)
|
(2,817
|
)
|
(661
|
)
|
(1,688
|
)
|
||||||||
|
Redemption of share capital
|
(207
|
)
|
(312
|
)
|
–
|
–
|
||||||||||
|
Other liabilities
|
–
|
–
|
(1,449
|
)
|
(1,449
|
)
|
||||||||||
|
Acquisition of non-controlling interest
|
–
|
–
|
–
|
(3,657
|
)
|
|||||||||||
|
(1,002
|
)
|
(8,324
|
)
|
(2,299
|
)
|
4,267
|
||||||||||
|
Effect of foreign exchange rate changes on cash
|
135
|
(267
|
)
|
(127
|
)
|
(416
|
)
|
|||||||||
|
Change in cash
|
2,895
|
3,760
|
(5,731
|
)
|
(25,677
|
)
|
||||||||||
|
Cash – Beginning of the period
|
13,623
|
12,758
|
18,489
|
38,435
|
||||||||||||
| Cash – End of the period | $ | 16,518 |
$ |
16,518 |
$ |
12,758 |
$ |
12,758 |
||||||||
Page 14 of 14
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