Revenue more than Doubles in First Full Quarter after Service Experts Acquisition
(All amounts are in Canadian dollars unless otherwise stated)
TORONTO, ON--(Marketwired - November 10, 2016) - Enercare Inc. ("Enercare") (
(All amounts are in Canadian dollars unless otherwise stated)
Q3 2016 Highlights
(in thousands of Canadian dollars except per unit amounts(1))
|Three months ended
| Nine months ended
|Total revenue||$||315. 9||$||145.5||117||%||$||702.7||$||422.2||66||%|
|Acquisition Adjusted EBITDA2||$||79.6||$||61.1||30||%||$||212.4||$||176.7||20||%|
|Basic earnings per share||$||0.19||$||0.14||36||%||$||0.45||$||0.41||10||%|
|Tax Normalized Payout Ratio - Maintenance2||47||%||49||%||(200 bps||)||49||%||51||%||(200 bps||)|
|Tax Normalized Payout Ratio2||74||%||76||%||(200 bps||)||80||%||77||%||300 bps|
|Rental attrition (units)||6,900||7,300||(5||%)||22,000||26,000||(15||%)|
|Rental additions net of attrition||3,000||2,000||50||%||5,000||(3,000||)||(267||%)|
|Sub-metering contracted units||10,000||3,000||233||%||27,000||15,000||80||%|
"Our first full quarter with Service Experts was fantastic with record revenue and Acquisition Adjusted EBITDA," said John Macdonald, President and CEO of Enercare. "Across the board, our business is exceeding expectations."
Added Mr. Macdonald, "I would also like to commend the Ontario Government for introducing the Putting Consumers First Act, which seeks to ban door-to-door sales of household appliances such as water heaters, furnaces and air conditioners. Unsolicited door-to-door sales have been a longstanding problem in our industry and Enercare looks forward to assisting in the legislative process so the bill can pass, and the necessary regulations can be implemented quickly, to better protect our customers and Ontario consumers from aggressive sales tactics. If passed as described, we believe that Bill 59 will positively impact our rental water heater, HVAC and water treatment systems business."
(1) Unless otherwise noted, amounts are reported in thousands, except customers, units, shares and per share amounts and percentages. Dollar amounts are expressed in Canadian currency except as otherwise noted.
(2) EBITDA, Adjusted EBITDA, Acquisition Adjusted EBITDA, Tax Normalized Payout Ratio and Tax Normalized Payout Ratio - Maintenance are non-IFRS financial measures. Refer to the Non-IFRS Financial and Performance Measures section in the MD&A.
Results of Operations
|Three months ended September 30, 2016 (000's)||Enercare Home Services||Service Experts||Sub-metering||Corporate||Total|
|Sales and other services||7,967||155,609||670||-||164,246|
|Cost of goods sold:|
|Maintenance & servicing costs||(17,065||)||(4,942||)||-||-||(22,007||)|
|Sales and other services||(5,508||)||(98,672||)||(300||)||-||(104,480||)|
|Total cost of goods sold||(22,573||)||(103,614||)||(34,332||)||-||(160,519||)|
|Foreign exchange||37||45||40||2||12 4|
|Net (loss)/gain on disposal||(778||)||44||-||-||(734||)|
|Interest expense payable in cash||(8,011||)|
|Non-cash interest expense||(496||)|
|Total interest expense||(8,507||)|
|Earnings before income taxes||27,142|
|Current tax (expense)||(15,332||)|
|Deferred tax recovery||7,522|
|Acquisition Adjusted EBITDA||$||64,858||$||18,955||$||3,390||$||(7,637||)||$||79,566|
|Three months ended September 30, 2015 (000's)||Enercare Home Services||Service Experts||Sub-metering||
|Sales and other services||8,833||-||1,524||-||10,357|
|Cost of goods sold:|
|Maintenance & servicing costs||(16,522||)||-||-||-||(16,522||)|
|Sales a nd other services||(6,119||)||-||(872||)||-||(6,991||)|
|Total cost of goods sold||(22,641||)||-||(31,126||)||-||(53,767||)|
|Net (loss) on disposal||(1,001||)||-||-||-||(1,001||)|
|Interest expense payable in cash||(6,462||)|
|Non-cash interest expense||(493||)|
|Total interest expense||(6,955||)|
|Earnings before income taxes||17,669|
|Current tax (expense)||(2,169||)|
|Deferred tax (expense)||(2,376||)|
|Adjusted EBITDA||$||59, 423||$||-||$||3,180||$||(5,372||)||$||57,231|
|Acquisition Adjusted EBITDA||$||63,190||$||-||$||3,359||$||(5,372||)||$||61,177|
|Nine months ended September 30, 2016 (000's)||Enercare Home Services||Service Experts||Sub-metering||
|Sales and other services||20,335||256,073||2,735||279,143|
|Cost of goods sold:||< /td>|
|Maintenance & servicing costs||(49,738||)||(6,344||)||-||-||(56,082||)|
|Sales and other services||(16,101||)||(157,935||)||(1,243||)||-||(175,279||)|
|Total cost of goods sold||(65,839||)||(164,279||)||(87,833||)||-||(317,951||)|
|Net loss on disposal||(3,587||)||(3||)||34||-||(3,556||)|
|Interest expense payable in cash||(24,668||)|
|Non-cash interest expense||(1,379||)|
|Total interest expense||(26,047||)|
|Earnings before income taxes||62,056|
|Current tax (expense)||(42,847||)|
|Deferred tax recovery||24,369|
|Acquisition Adjusted EBITDA||$||188,895||$||35,854||$||9,939||$||(22,322||)||$||212,366|
|Nine months ended Septem ber 30, 2015 (000's)||Enercare Home Services||Service Experts||Sub-metering||
|Sales and other services||28,241||-||1,831||-||30,072|
|Cost of goods sold:|
|Maintenance & servicing costs||(45,270||)||-||-||-||(45,270||)|
|Sales and other services||(19,520||)||-||(1,114||)||-||(20,634||)|
|Total cost of goods sold||(64,790||)||-||(83,776||)||-||(148,566||)|
|Net loss on disposal||(4,325||)||-||-||-||(4,325||)|
|Interest expense payable in cash||(19,612||)|
|Non-cash interest expense||(1,475||)|
|Total interest expense||(21,087||)|
|Earnings before income taxes||51,251|
|Current tax (expense)||(7,413||)|
|Deferred tax (expense)||(6,608||)|
|Acquisition Adjusted EBITDA||$||181,385||$||-||$||10,150||$||(14,854||)||$||176,681|
Total revenues of $315,944 for the third quarter of 2016 increased by $170,489 or 117% and by $280,490 or 66% to $702,695 year to date compared to the same periods in 2015 primarily as a result of the acquisition of Service Experts by Enercare, through an indirect wholly-owned subsidiary of Enercare Solutions Inc. ("Enercare Solutions"), on May 11, 2016 (the "SE Transaction").
Enercare Home Services revenues, excluding investment income, increased during the quarter by $4,157 to $110,977 and by $8,189 to $325,395 year to date, compared to the same periods in 2015, primarily as a result of a rental rate increase implemented in January 2016, changes in asset mix and growth in rental HVAC units. Contracted revenue in Enercare Home Services represents revenue generated by the rentals portfolio and pro tection plan contracts, while sales and other services revenue mainly pertains to one-time sales and installations of residential furnaces, boilers and air conditioners, as well as plumbing, duct cleaning and other services. Favourable warm weather trends during the third quarter led to higher cooling degree days which were 71% higher than the 25 year average. This resulted in a significant increase in the demand for air conditioning sales and rentals.
Enercare's strategy to emphasize HVAC rentals over outright sales resulted in significant increases in recurring revenue at the expense of sales and other services revenue.
Service Experts revenues, excluding investment income, of $162,350 for the third quarter of 2016 and $264,559 since the May 11, 2016 acquisition date were stronger than anticipated driven primarily by favourably warm weather conditions across the United States and higher average dollars per contract. Temperatures across the United States in July, August and September were each one of the top three warmest, compared to the same months, in the past 25 years. Service Experts sales in Eastern Canada were also positively impacted by the same weather trends experienced by the Enercare Home Services segment. Service Experts revenues were lowered by $6,698 during the third quarter of 2016 and $14,534 year to date, as a result of purchase accounting adjustments of deferred revenue associated with the SE Transaction.
Sub-metering revenues, excluding investment income, in the third quarter of 2016, were $42,596, an increase of $4,005 or 10%, with year to date revenues increasing $7,436 or 7% over the same periods in 2015, primarily as a result of higher billable units. The year to date increase compared to the same period in 2015 was also impacted by revenues generated from the acquisition of Triacta Power Technologies Inc. ("Triacta"). Sub-metering revenue includes total pass through energy charges of $34,032 in the third quarter, and $86,590 year to date in 2016, increase s of $3,778 or 12% and $3,928 or 5%, over the same periods in 2015. The acquisition of Triacta in the third quarter of 2015 resulted in $669 of revenues in the third quarter of 2016 and $2,635 year to date, a reduction of $356 and increase of $1,610, respectively.
Investment income was $21 in the third quarter of 2016 and $476 year to date, a decrease of $23 and an increase of $306, respectively, when compared to the same periods in 2015. The change in investment income was primarily attributable to non-recurring interest earned in the second quarter of 2016 from the proceeds of Enercare's bought deal offering of subscription receipts (the "SE Subscription Receipts") received in connection with the SE Transaction combined with interest income from the registered pension plan, which was in an asset balance instead of a net obligation during 2016.
Cost of Goods Sold
Total cost of goods sold for the third quarter of 2016 was $160,519 and $317,951 year to date, an increase of $106,752 or 199%, and $169,385 or 114%, respectively, compared to the same periods in 2015, primarily as a result of the SE Transaction.
Enercare Home Services cost of goods sold decreased by $68 in the third quarter of 2016, and increased by $1,049 year to date, compared to the same periods in 2015, primarily from approximately $1,300 of non-recurring supplier reimbursements and other items recorded in the second quarter of 2015. Maintenance and servicing costs in Enercare Home Services primarily consist of protection plan expenses and servicing costs related to the rental portfolio, while sales and other services expenses mainly pertain to one-time sales and installations of residential furnaces, boilers, air conditioners and small commercial products as well as plumbing, duct cleaning and other cleaning services.
Service Experts cost of goods sold amounted to $103,614 in the third quarter of 2016 and $164,279 since the May 11, 2016 acquisition date. Service Experts cost of goods sold were lowered by $5,239 during the third quarter of 2016 and $11,552 year to date, as a result of purchase accounting adjustments for the service obligation associated with the SE Transaction.
Sub-metering cost of goods sold of $34,332 in the third quarter and $87,833 year to date in 2016, increased by $3,206 or 10% and $4,057 or 5% respectively, as a result of an increase in pass through energy charges over the same periods in 2015. Sales and other services expenses for sub-metering relate to Triacta meter sales and the sale and installation of water conservation products in apartments and condominiums.
Selling, General & Administrative Expenses
Total selling, general and administrative expenses ("SG&A") were $80,837 in the third quarter of 2016 and $186,836 year to date, increases of $46,402 and $82,850, respectively, compared to the same period in 2015.
Enercare Home Services SG&A expenses of $23,818 in the third quarter and $73,226 year to date, decreased by $954 and $4,021, respectively, compared to the same periods in 2015. The $954 decrease in the third quarter was primarily as a result of approximately $1,700 in selling expenses and $1,000 in professional fees, both primarily from one time integration and rebranding activities in 2015, partly offset by higher office expenses of $1,200, primarily from higher rent and utility costs related to the opening of new staging facilities, and wages and benefits of $500. The $4,021 year to date decrease was primarily as a result of approximately $3,100 in lower selling expenses, $1,800 of professional fees, both primarily from one time integration and rebranding activities in 2015, $1,100 of billing and servicing costs and $400 of claims expenses partly offset by increases of $1,500 in wages and benefits, $800 in office expenses and $200 in bad debts. During the third quarter of 2016, there were acquisition related items totaling $930, compared to $1,400 in the same period of 2015, resu lting in improvements to SG&A expense. The improvements in both periods arose from revisions to estimates.
Enercare Home Services SG&A expenses in the third quarter of 2016 included $158 and $2,312 year to date of integration and business transformation costs related to the acquisition of the Ontario home and small commercial services business ("OHCS") of Direct Energy Marketing Limited ("DE") by Enercare on October 20, 2014 (the "DE Acquisition"), primarily from information technology integration activities to optimize the information technology platforms and marketing spend related to continued rebranding. In 2015, SG&A expenses in the third quarter and year to date included $3,767 and $6,156, respectively, of integration costs associated with the DE Acquisition, primarily from marketing spend related to rebranding activities.
Service Experts SG&A expenses in the third quarter of 2016 amounted to $43,956 and $75,376 since the May 11, 2016 acquisition date. During the third quarter of 2016 there were acquisition related items totaling $1,600 resulting in improvements to SG&A expense. These improvements arose from revisions to opening balance sheet estimates related to the SE Transaction. Included in SG&A expenses in the third quarter and year to date were $4,189 and $10,882, respectively, of acquisition related expenditures associated with the SE Transaction, primarily related to professional fees and integration costs. The year to date costs included $2,834 of pre-acquisition expenditures incurred by Enercare Home Services.
Sub-metering SG&A expenses in the third quarter of 2016 were $4,917, an increase of $624 over the same period in 2015, primarily from increases in bad debt expenses of $400 and wages and benefits of $300. Year to date, sub-metering SG&A expenses of $14,573 were $2,691 higher than the same period in 2015, as a result of $2,200 of higher wages and benefits, a full year of Triacta labour expenses and higher stock based compensat ion costs reflecting an increase in the price of Enercare common shares, $200 of higher selling expenses and $200 of bad debts. Sub-metering SG&A expenses in the third quarter and year to date in 2015 included $179 and $363, respectively, of costs associated with the acquisition of Triacta, primarily related to professional fees.
Corporate expenses of $8,146 in the third quarter and $23,661 year to date, increased by $2,776 and $8,804, respectively, compared to the same periods in 2015. The $2,776 increase in the third quarter was primarily as a result of approximately $1,900 in higher wages and benefits, driven by higher stock based compensation costs resulting from an increase in the price of Enercare common shares, and $800 of higher office expenses resulting from increased information technology costs. The $8,804 year to date increase was primarily as a result of approximately $5,500 in higher wages and benefits, driven partly by $4,900 of higher stock based compensation costs resulting from an increase in the price of Enercare common shares, and $2,800 of higher office expenses resulting primarily from increased information technology costs.
Corporate SG&A expenses in the third quarter of 2016 included $507 and $1,081 year to date of integration and business transformation costs related to the DE Acquisition, primarily from information technology integration activities to optimize the information technology platforms.
Amortization expense increased by $6,723 or 21% to $38,329 in the third quarter of 2016 and by $12,933 or 14% to $106,432 year to date, over the same periods in 2015, primarily due to an increasing capital asset base from asset mix changes in the rentals portfolio, the Service Experts Transaction and increased sub-metering capital investments, which are amortized over a shorter life than those of the Enercare Home Services business.
Net Loss on Disposal of Equipment
Enercare reported a net loss on disposal of equipment of $734 in the third quarter of 2016 and $3,556 year to date, a decrease of $267 or 27% and $769 or 18%, respectively, over the same periods in 2015. The net loss on disposal amount is influenced by the number of assets retired, proceeds on disposal of equipment, changes in the retirement asset mix and the age of the assets retired.
|Three months ended September 30,||Nine months ended September 30,|
|Interest expense payable in cash||$||8,011||$||6,462||$||22,253||$||19,612|
|Interest payable on subscription receipts||-||-||2,217||-|
|Equity bridge financing fees||-||-||198||-|
|Notional interest on employee benefit plans, net||210||274||630||822|
|Amortization of financing costs||286||219||749||653|
Interest expense payable in cash increased by $1,549 to $8,011 in the third quarter of 2016 and by $2,641 to $22,253 year to date, compared to the same periods in 2015. These increases were primarily related to the increase from the USD $200,000 4 year variable rate term credit facility (the "2016 Term Loan"), maturing on May 11, 2020, related to the financing of the SE Transaction, partially offset by the conversion of the 6.25% convertible unsecured subordinated debentures of Enercare ("Convertible Debentures") to Enercare common shares.
Notional interest of $210 in the third quarter and $630 year to date in 2016 relate to the d efined benefit employee benefits plans. Amortization of financing costs includes the previously unamortized costs associated with the $250,000 of 4.30% Series 2012-1 Senior Unsecured 2012 Notes of Enercare Solutions, which mature on November 30, 2017, $225,000 of 4.60% Series 2013-1 Senior Unsecured, 2013 Notes of Enercare Solutions, which mature on February 3, 2020, the Convertible Debentures, the $210,000 4 year variable rate, non-revolving 2014 term loan of Enercare Solutions (the "2014 Term Loan"), maturing on October 20, 2018 and the 2016 Term Loan.
As part of the SE Transaction, SE Subscription Receipts were issued during the first quarter of 2016 and subsequently exchanged for Enercare common shares upon the closing of the SE Transaction on May 11, 2016. While the SE Subscription Receipts remained outstanding, they were classified as debt, resulting in interest expense of $2,217 year to date, which was the equivalent to the dividend payments on such SE Subscription Receipts if they had been Enercare common shares. Equity bridge financing fees of $198 were also incurred as part of the SE Transaction.
During the second quarter of 2015, Enercare realized a one-time settlement of $580 from a supplier of sub-metering equipment.
Enercare reported current tax expenses of $15,332 in the third quarter of 2016 and $42,847 year to date, increases of $13,163 and $35,434, respectively, over the same periods in 2015, primarily as a result of a one year tax deferral recognized in 2015, available through a subsidiary of Enercare Solutions. The deferred income tax recoveries of $7,522 in the third quarter of 2016 and $24,369 year to date, increases of $9,898 and $30,977, respectively, compared to the deferred tax expenses recorded in the same periods in 2015, were primarily as a result of temporary difference reversals in the Enercare Home Services and sub-metering businesses.
Net earnings were $19,332 in the third quarter of 2016 and $43,578 year to date, increases of $6,208 and $6,348, respectively, compared to the same periods in 2015, as previously described.
EBITDA, Adjusted EBITDA and Acquisition Adjusted EBITDA
The following table summarizes comparative quarterly results for the last eight quarters, and reconciles net earnings, an IFRS measure, to EBITDA, Adjusted EBITDA and Acquisition Adjusted EBITDA.
|Deferred tax (recovery)/expense||(7,522||)||(7,633||)||(9,214||1,069||2,376||1,323||2,909||(3,222||)|
|Current tax expense||15,332||15,259||12,256||2,784||2,169||2,290||2,954||5,949|
|Add: Net loss/(gain) on disposal||734||891||1,931||(1,455||)||1,001||1,572||1,752||2,180|
|Add: Acquisition SG&A||4,854||5,128||4,293||3,028||3,946||1,961||612||4,138|
|Acquisition Adjusted EBITDA||$||79,566||$||74,679||$||58,121||$||58,056||$||61,177||$||61,415||$||54,089||$||52,165|
(a) Historical EBITDA has been conformed to the current presentation which includes investment income and other income.
(b) Historical Adjusted EBITDA has been conformed to the current presentation which includes investment income and other income and excludes net loss on disposal.
The forward-looking statements contained in this section are not historical facts but, rather, reflect Enercare's current expectations regarding future results or events and are based on information currently available to management. Please see the section entitled "Cautionary Note Regarding Forward-Looking Statements" in this news release.
Enercare Home Services Segment
Servi ce Experts Segment
2016 Income Taxes
2016 Capital Investments
|Target Range for 2016|
|HVAC rentals||$40M - $47M|
|Sub-metering growth||$15M - $20M|
|In-house financing||$2M - $ 4M|
|Water heater additions||$32M - $36M|
|Water heater exchanges||$33M - $37M|
|Corporate||$9M - $12M|
|Building||$10M - $12M|
|Total Range||$141M - $168M(2)|
(1) Excludes acquisitions.
(2) The target range of capital spend for Enercare Home Service is largely based on the number and type of equipment originated (assumed to be approximately 24,000 water heater and water treatment rental additions, 45,000 water heater exchanges and 13,000 HVAC rental additions) and the mix between rental, sales and financing arrangements similar to actual results experienced in the last 9 months of operations. The target range for capital spend in sub-metering is based on the number and type of metering equipment installed during the year assumed to be approximately 10,000 units. Corporate capital includes IT software and hardware, furniture and fixtures and other capital projects. The building relates to a new head office purchased in Q2 of 2016.
Financial Statements and Management's Discussion and Analysis
Enercare's financial statements and management's discussion and analysis for the quarter ended September 30, 2016 are available on SEDAR at www.sedar.com or on Enercare's investor relations website at www.enercareinc.com.
Conference Call and Webcast Management will host a conference call and live audio webcast to discuss Enercare's financial results for the third quarter ended September 30, 2016 this morning at 10:00 a.m. ET. John Macdonald, President and CEO and Evelyn Sutherland, CFO, will review Enercare's results and discuss the quarter's operating highlights. Those wishing to listen to the teleconference may access the live webcast as follows: Date: Thursday, November 10, 2016 Time: 10:00 a.m. - 11:00 a.m. (ET) By telephone: 647.788.4922 or 1.877.223.4471 Please allow 10 minutes to be connected to the conference call. Webcast: gowebcasting.com/7097 Note: this is a listen-only audio webcast. Media Player or Real Player is required to listen to the broadcast. Replay: An archived audio webcast will be available at enercare.ca for one year following the original broadcast. Note: A slide presentation intended for simultaneous viewing with the conference call will be available the morning of Thursday, November 10, 2016 at enercare.ca. Cautionary Note Regarding Forward-looking Statements This news release contains certain forward-looking statements within the meaning of applicable Canadian securities laws ("forward-looking statements" or "forward-looking information") that involve various risks and uncertainties and should be read in conjunction with Enercare's 2015 audited consolidated fi nancial statements. Additional information in respect of Enercare, including the Annual Information Form of Enercare dated March 21, 2016 ("AIF"), can be found on SEDAR at www.sedar.com. Statements other than statements of historical fact contained in this news release may be forward-looking statements, including, without limitation, management's expectations, intentions and beliefs concerning anticipated future events, results, circumstances, economic performance or expectations with respect to Enercare, including Enercare's business operations, business strategy and financial condition. When used herein, the words "anticipates", "believes", "budgets", "could", "estimates", "expects", "forecasts", "goal", "intends", "may", "might", "outlook", "plans", "projects", "schedule", "should", "strive", "target", "will", "would" and similar expressions are often intended to identify forward-looking information, although not all forward-looking information contains these identifying words. These forward-looking statements may reflect the internal projections, expectations, future growth, results of operations, performance, business prospects and opportunities of Enercare and are based on information currently available to Enercare and/or assumptions that Enercare believes are reasonable. Many factors could cause actual results to differ materially from the results and developments discussed in the forward-looking information. In developing these forward-looking statements, certain material assumptions were made. These forward-looking statements are also subject to certain risks. These factors include, but are not limited to: Material factors or assumptions that were applied to drawing a conclusion or making an estimate set out in forward-looking statements, including pro forma financial information, include: There can be no assurance that the anticipated strategic benefits and operational, competitive and cost synergies from the SE Transaction will be realized. Readers are cautioned that the preceding list of material factors or assumptions is not exhaustive. Although forward-looking statements contained in this news release are based upon what management believes are reasonable assumptions, there can be no assurance that actual results will be consistent with these forward-looking statements. Accordingly, readers should not place undue reliance on such forwar d-looking statements and assumptions as management cannot provide assurance that actual results or developments will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, Enercare. All forward-looking information in this news release is made as of the date of this news release. These forward-looking statements are subject to change as a result of new information, future events or other circumstances, in which case they will only be updated by Enercare where required by law. About Enercare Enercare is headquartered in Toronto, Ontario, Canada and is publicly traded on the Toronto Stock Exchange ( For more information on Enercare visit enercare.ca. Additional information regarding Enercare is available on SEDAR at www.sedar.com. Source: Enercare Inc.
For further information, please contact:
Evelyn Suthe rland