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Calian Reports Results for the Second Quarter

(All amounts in release are in Canadian dollars)

OTTAWA, Ontario, May 14, 2025 (GLOBE NEWSWIRE) — Calian® Group Ltd. (TSX:CGY), a mission critical solutions company, with a focus on defence, space, healthcare and strategic growth markets, today released its results for the second quarter ended March 31, 2025.

“Our consolidated second quarter results reflect momentum in some areas, whilst challenging headwinds in others,” said Kevin Ford, Calian CEO. “Our defence solutions in both North America and Europe grew by 13%, highlighting the increasing need for global security and operational readiness. Our ITCS business saw a more challenging environment due to slower customer demand, and one-time investments we have made to re-position our offerings for long-term growth.”

Q2-25 Highlights:

  • Revenue at $194 million
  • Gross margin at 33.4%
  • Adjusted EBITDA1 of $17 million
  • Operating free cash flow1 of $10 million
  • Very strong signings of $248 million
  • Growth in our defence end market solutions of 13%
  • Since the launch of the NCIB, the Company repurchased 416,812 shares, or 4% of the float, in consideration of $19.7 million
  • Increasing NCIB – plan to repurchase up to 6% of float in FY25
  • Guidance withdrawn due to ongoing economic and geopolitical uncertainty as well as limited visibility and timing of key opportunities in the ITCS segment
  • Completed the acquisition of Advanced Medical Solutions (“AMS”) after quarter end

“Given ongoing economic and geopolitical uncertainty as well as limited visibility and timing of key opportunities in the ITCS segment,  we have made the decision to withdraw our guidance. Despite this, we remain confident in the future growth of Calian given strong momentum in signings, our backlog of close to $1.4 billion, including AMS, optimism around defence spending and a robust M&A pipeline – underscored by our most recent acquisition of AMS.”

          
Financial HighlightsThree months endedSix months ended
(i(in millions of $, except per share & margins)March 31,March 31,
 2025  20242 % 2025  20242 %
Revenue193.7  201.3 (4)% 378.7  380.4 — %
Adjusted EBITDA117.4  27.2 (36)% 35.2  48.5 (27)%
Adjusted EBITDA %19.0% 13.5%(450)bps 9.3% 12.7%(340)bps 
Adjusted Net Profit111.1  19.0 (42)% 21.5  33.0 (35)%
Adjusted EPS Diluted10.93  1.58 (41)% 1.81  2.73 (34)%
Operating Free Cash Flow19.8  21.0 (53)% 22.9  38.2 (40)%
          
          

1 This is a non-GAAP measure. Please refer to the section “Reconciliation of non-GAAP measures to most comparable IFRS measures” at the end of this press release.
2 Certain comparative figures have been reclassified to align with the current year’s presentation. For more information, please see the selected consolidated financial information section of the management discussion and analysis.

Access the full report on the Calian Financials web page.

Register for the conference call on Wednesday, May 14, 2025, 8:30 a.m. Eastern Time.

Second Quarter Results

Revenues decreased 4%, from $201 million to $194 million. Acquisitive growth was 4% and was generated by the acquisitions of the nuclear assets from MDA Ltd and Mabway completed last year. Organic growth was down 8% primarily due to reductions in the ITCS segment, partially offset by 51% organic growth in nuclear services, GNSS antenna products and defence solutions.

Gross margin stood at 33.4% slightly down compared to the same period last year and it represents the 12th quarter above the 30% mark. Adjusted EBITDA1 stood at $17 million, down 36% from $27 million last year, due to revenue slow downs in the current year, combined with a slight decrease in margin percentage, and investments made in selling and marketing efforts to build pipeline for future years. In the United States macro-economic uncertainty resulted in more cautious customer behavior and the Canadian election one month prior to our quarter end did impact the timing of revenues. As a result, adjusted EBITDA1 margin decreased to 9.0%, from 13.5% last year.  

Net profit decreased to $0.3 million, or $0.02 per diluted share, from $4.9 million, or $0.41 per diluted share last year. This decrease in profitability is primarily due to investments in our selling capacity, amortization and deemed compensation expenses related to acquisitions. Adjusted net profit1 was $11.1 million, or $0.93 per diluted share, down from $19.0 million, or $1.58  per diluted share last year.

1 This is a non-GAAP measure. Please refer to the section “Reconciliation of non-GAAP measures to most comparable IFRS measures” at the end of the press release.

Liquidity and Capital Resources

“In the second quarter we generated $10 million in operating free cash flow1, representing a 56% conversion rate from adjusted EBITDA1,” said Patrick Houston, Calian CFO. “We used our cash and a portion of our credit facility to make capital expenditure investments for $2 million. We also provided a return to shareholders in the form of dividends for $3 million and share buybacks for $4 million. We ended the quarter with a net debt to adjusted EBITDA1 ratio of 0.7x, well-positioned to pursue our growth objectives,” concluded Mr. Houston.

1 This is a non-GAAP measure. Please refer to the section “Reconciliation of non-GAAP measures to most comparable IFRS measures” at the end of the press release.

Normal Course Issuer Bid

In the three-month period ended March 31, 2025, the Company repurchased 93,900 shares for cancellation in consideration of $4.4 million. For the six-month period ended March 31, 2025, the Company repurchased 195,250 shares for cancellation in consideration of $9.3 million. For the remainder of the fiscal year, the Company plans on accelerating its share buybacks by combining daily repurchases with block trades. Its intention is to repurchase up to 6% of the Company’s public float as defined at the time of the NCIB announcement on August 16, 2024.

Appointed New Regional VP of Defence for Europe, U.K. and NATO

On January 23, 2025, Calian announced the appointment of Major-General (Ret.) Roch Pelletier to the role of Regional Vice President (RVP) Global Defence & Security. This newly created role addresses the growth of Calian’s defence business, driven by increased global military spending, geopolitical instability and the rising demand for advanced technologies. This appointment will advance Calian’s strategic business development, strengthen relationships with stakeholders, and provide operational support to drive growth and efficiencies within the region.

Appointed New Board Member

On April 24, 2025, Calian announced the appointment of Eric Demirian to its Board of Directors. Demirian is currently chair of Descartes and a director of IMAX Corporation. He has held board and audit committee roles at a number of public and private companies including Enghouse. With the recent additions of Josh Blair and Lisa Greatrix in February, the appointment of Demirian brings the total number of board members to 10, of which nine are independent and half are women.

Completed the Acquisition of Advanced Medical Solutions

On May 14, 2025, Calian acquired Advanced Medical Solutions (AMS), a leading provider of remote and emergency healthcare services in Northern Canada. Headquartered in Yellowknife, Northwest Territories (NWT), AMS is a Canadian-owned company that specializes in the delivery of 24/7/365 operational and medical support across Canada’s northern regions, including the NWT, Yukon, Nunavut and parts of Canada’s northern provinces.  Founded in 1995, the company employs over 300 frontline medical personnel who deliver well-rounded, full-spectrum healthcare services through six distinct divisions.

Quarterly Dividend

On May 13, 2025, Calian declared a quarterly dividend of $0.28 per share. The dividend is payable June 10, 2025, to shareholders of record as of May 27, 2025. Dividends paid by the Company are considered “eligible dividend” for tax purposes.

About Calian

www.calian.com

We keep the world moving forward. Calian® helps people communicate, innovate, learn and lead safe and healthy lives. Every day, our employees live our values of customer commitment, integrity, innovation, respect and teamwork to engineer reliable solutions that solve complex challenges. That’s Confidence. Engineered. A stable and growing 40-year company, we are headquartered in Ottawa with offices and projects spanning North American, European and international markets. Visit calian.com to learn about innovative healthcare, communications, learning and cybersecurity solutions.

Product or service names mentioned herein may be the trademarks of their respective owners. 

Media inquiries:
media@calian.com
613-599-8600

Investor Relations inquiries:
ir@calian.com

—————————————————————————–
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 · Head Office · 770 Palladium Drive · Ottawa · Ontario · Canada · K2V 1C8
Tel: 613.599.8600 · Fax: 613-592-3664 · General info email: info@calian.com

 
CALIAN GROUP LTD.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
As at March 31, 2025 and September 30, 2024
(Canadian dollars in thousands, except per share data)
        
 March 31, September 30,
 2025 2024
ASSETS       
CURRENT ASSETS       
Cash and cash equivalents$64,150  $51,788 
Accounts receivable 213,476   157,376 
Work in process 19,537   20,437 
Inventory 26,805   23,199 
Prepaid expenses 23,328   23,978 
Derivative assets 71   32 
Total current assets 347,367   276,810 
NON-CURRENT ASSETS       
Property, plant and equipment 40,835   40,962 
Right of use assets 41,556   36,383 
Prepaid expenses 7,018   7,820 
Deferred tax asset 3,464   3,425 
Investments 3,875   3,875 
Acquired intangible assets 116,457   128,253 
Goodwill 214,640   210,392 
Total non-current assets 427,845   431,110 
TOTAL ASSETS$775,212  $707,920 
LIABILITIES AND SHAREHOLDERS’ EQUITY       
CURRENT LIABILITIES       
Accounts payable and accrued liabilities$171,962  $124,884 
Provisions 1,873   3,075 
Unearned contract revenue 41,447   41,723 
Lease obligations 6,103   5,645 
Contingent earn-out 30,978   39,136 
Derivative liabilities 151   92 
Total current liabilities 252,514   214,555 
NON-CURRENT LIABILITIES       
Debt facility 120,750   89,750 
Lease obligations 38,714   33,798 
Unearned contract revenue 17,164   14,503 
Contingent earn-out 2,692   2,697 
Deferred tax liabilities 21,557   25,862 
Total non-current liabilities 200,877   166,610 
TOTAL LIABILITIES 453,391   381,165 
        
SHAREHOLDERS’ EQUITY       
Issued capital 226,347   225,747 
Contributed surplus 5,193   6,019 
Retained earnings 78,501   91,268 
Accumulated other comprehensive income (loss) 11,780   3,721 
TOTAL SHAREHOLDERS’ EQUITY 321,821   326,755 
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY$775,212  $707,920 
Number of common shares issued and outstanding 11,690,276   11,802,364 
        

CALIAN GROUP LTD.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF NET PROFIT
For the three months and six months ended March 31, 2025 and 2024
(Canadian dollars in thousands, except per share data)
        
 Three months ended Six months ended
 March 31, March 31,
 2025 2024 2025 2024
Revenue$193,667  $201,268  $378,714  $380,447 
Cost of revenues 129,025   131,231   255,271   252,192 
Gross profit 64,642   70,037   123,443   128,255 
        
Selling, general and administrative 44,477   40,192   82,582   74,337 
Research and development 2,771   2,695   5,667   5,414 
Share based compensation 949   1,128   2,040   2,318 
Profit before under noted items 16,445   26,022   33,154   46,186 
        
Restructuring expense 372   1,495   1,064   1,495 
Depreciation and amortization 11,474   10,113   23,014   19,119 
Mergers and acquisition costs 2,373   5,329   4,693   7,309 
Profit before interest income and income tax expense 2,226   9,085   4,383   18,263 
        
Interest expense 2,111   1,734   3,894   3,281 
Income tax expense (recovery) (180)   2,426   1,170   4,532 
NET PROFIT (LOSS)$295  $4,925  $(681)  $10,450 
        
Net profit (loss) per share:       
Basic$0.03  $0.42  $(0.06)  $0.88 
Diluted$0.02  $0.41  $(0.06)  $0.87 
                

CALIAN GROUP LTD.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the three months and six months ended March 31, 2025 and 2024
(Canadian dollars in thousands)
            
 Three months ended Six months ended
 March 31, March 31,
 2025 2024 2025 2024
CASH FLOWS GENERATED FROM (USED IN) OPERATING ACTIVITIES           
Net profit$295  $4,925  $(681) $10,450 
Items not affecting cash:           
Interest expense 1,612   1,426   2,907   2,524 
Changes in fair value related to contingent earn-out 558   4,088   1,116   4,814 
Lease obligations interest expense 499   308   987   757 
Income tax expense (recovery) (180)  2,426   1,170   4,532 
Employee share purchase plan expense 115   134   289   296 
Share based compensation expense 834   1,010   1,751   2,023 
Depreciation and amortization 11,474   10,113   23,014   19,119 
Deemed compensation 1,470   911   3,033   1,515 
  16,677   25,341   33,586   46,030 
Change in non-cash working capital           
Accounts receivable (55,935)  (49,996)  (56,102)  (61,185)
Work in process 668   1,341   900   443 
Prepaid expenses and other 3,884   (3,483)  1,146   (3,557)
Inventory 2,637   3,570   (3,605)  980 
Accounts payable and accrued liabilities 48,068   59,181   47,210   74,697 
Unearned contract revenue 1,092   4,534   2,386   4,740 
  17,091   40,488   25,521   62,148 
Interest paid (2,111)  (1,734)  (3,894)  (3,281)
Income tax paid (5,120)  (2,966)  (7,385)  (5,541)
  9,860   35,788   14,242   53,326 
CASH FLOWS GENERATED FROM (USED IN) FINANCING ACTIVITIES           
Issuance of common shares net of costs 664   945   1,545   1,639 
Dividends (3,292)  (3,319)  (6,584)  (6,633)
Net draw on debt facility 5,000   (24,750)  31,000   31,250 
Payment of lease obligations (1,664)  (1,429)  (3,106)  (2,600)
Repurchase of common shares (4,384)     (9,310)  (1,357)
  (3,676)  (28,553)  13,545   22,299 
CASH FLOWS USED IN INVESTING ACTIVITIES           
Business acquisitions (678)  (10,840)  (11,893)  (58,297)
Property, plant and equipment (2,396)  (2,796)  (3,532)  (5,196)
  (3,074)  (13,636)  (15,425)  (63,493)
            
NET CASH INFLOW (OUTFLOW)$3,110  $(6,401) $12,362  $12,132 
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 61,040   52,267   51,788   33,734 
CASH AND CASH EQUIVALENTS, END OF PERIOD$64,150  $45,866  $64,150  $45,866 
                
                

Reconciliation of Non-GAAP Measures to Most Comparable IFRS Measures

These non-GAAP measures are mainly derived from the consolidated financial statements, but do not have a standardized meaning prescribed by IFRS; therefore, others using these terms may calculate them differently. The exclusion of certain items from non-GAAP performance measures does not imply that these are necessarily nonrecurring. From time to time, we may exclude additional items if we believe doing so would result in a more transparent and comparable disclosure. Other entities may define the above measures differently than we do. In those cases, it may be difficult to use similarly named non-GAAP measures of other entities to compare performance of those entities to the Company’s performance.

Management believes that providing certain non-GAAP performance measures, in addition to IFRS measures, provides users of the Company’s financial reports with enhanced understanding of the Company’s results and related trends and increases transparency and clarity into the core results of the business. Adjusted EBITDA excludes items that do not reflect, in our opinion, the Company’s core performance and helps users of our MD&A to better analyze our results, enabling comparability of our results from one period to another.

Adjusted EBITDA

  Three months ended  Six months ended
  March 31,  March 31,
 2025 20241
 2025 20241
Net profit$295  $4,925  $(681) $10,450 
Share based compensation 949   1,128   2,040   2,318 
Restructuring expense 372   1,495   1,064   1,495 
Depreciation and amortization 11,474   10,113   23,014   19,119 
Mergers and acquisition costs 2,373   5,329   4,693   7,309 
Interest expense 2,111   1,734   3,894   3,281 
Income tax (180)  2,426   1,170   4,532 
Adjusted EBITDA$17,394  $27,150  $35,194  $48,504 
Adjusted EBITDA per share – Basic 1.48   2.29   3.00   4.10 
Adjusted EBITDA per share – Diluted$1.46  $2.26  $2.95  $4.02 
                

Adjusted Net Profit and Adjusted EPS

  Three months ended  Six months ended
  March 31,  March 31,
 2025
 20241
 2025 20241
Net profit$295  $4,925  $(681) $10,450 
Share based compensation 949   1,128   2,040   2,318 
Restructuring expense 372   1,495   1,064   1,495 
Mergers and acquisition costs 2,373   5,329   4,693   7,309 
Amortization of intangibles 7,066   6,149   14,400   11,384 
Adjusted net profit 11,055   19,026   21,516   32,956 
Weighted average number of common shares basic 11,726,127   11,846,338   11,749,796   11,829,456 
Adjusted EPS Basic 0.94   1.61   1.83   2.79 
Adjusted EPS Diluted$0.93  $1.58  $1.81  $2.73 
                

Operating Free Cash Flow

  Three months ended  Six months ended
  March 31,  March 31,
 2025 20241 2025 20241
Cash flows generated from operating activities (free cash flow)$9,860  $35,788  $14,242  $53,326 
Adjustments:           
   M&A costs included in operating activities 345   330   544   980 
   Change in non-cash working capital (414)   (15,147)   8,065   (16,118) 
Operating free cash flow$9,791  $20,971  $22,851  $38,188 
Operating free cash flow per share – basic 0.83   1.77   1.94   3.23 
Operating free cash flow per share – diluted 0.82   1.74   1.92   3.17 
Operating free cash flow conversion 56 %  77 %  65 %  79 %
                

Net Debt to Adjusted EBITDA

 March 31, September 30,
 2025
 20241
Cash$64,150  $45,866 
Debt facility 120,750   69,000 
Net debt (net cash) 56,600   23,134 
Trailing twelve month adjusted EBITDA 78,846   86,355 
Net debt to adjusted EBITDA 0.7   0.3 
        

Operating free cash flow measures the company’s cash profitability after required capital spending when excluding working capital changes. The Company’s ability to convert adjusted EBITDA to operating free cash flow is critical for the long term success of its strategic growth. These measurements better align the reporting of our results and improve comparability against our peers. We believe that securities analysts, investors and other interested parties frequently use non-GAAP measures in the evaluation of issuers. Management also uses non-GAAP measures in order to facilitate operating performance comparisons from period to period, prepare annual operating budgets and assess our ability to meet our capital expenditure and working capital requirements. Non-GAAP measures should not be considered a substitute for or be considered in isolation from measures prepared in accordance with IFRS. Investors are encouraged to review our financial statements and disclosures in their entirety and are cautioned not to put undue reliance on non-GAAP measures and view them in conjunction with the most comparable IFRS financial measures. The Company has reconciled adjusted profit to the most comparable IFRS financial measure as shown above.

1 Certain comparative figures have been reclassified to align with the current year’s presentation. For more information, please see the selected quarterly financial information section of the management discussion and analysis.

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