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Calian Reports Results for the Third Quarter

(All amounts in release are in Canadian dollars)

OTTAWA, Ontario, Aug. 13, 2025 (GLOBE NEWSWIRE) -- Calian® Group Ltd. (TSX:CGY), a mission-critical solutions company focused on defence, space, healthcare and other strategic critical infrastructure sectors, today released its results for the third quarter ended June 30, 2025.

“In the third quarter, our total defence solutions revenue grew by 12%, reflecting strong momentum across Europe and the U.K., as well as early signs of growing investments in Canada,” said Kevin Ford, Calian CEO. “This will be further accelerated by the recent $250 million increase in our health contract with the Department of National Defence. Excluding the ITCS segment, which continues to experience demand headwinds and reduced profitability, we delivered a robust 9% revenue growth and a 10% increase in adjusted EBITDA1. Looking ahead, we remain confident in our trajectory, as evidenced by over $1 billion in new contract signings this year, including $642 million this quarter, bringing our backlog to an all time high of $1.5 billion.”

Q3-25 Highlights:

  • Revenue at $192 million
  • Gross margin at 34.8%
  • Adjusted EBITDA1 of $19 million
  • Operating free cash flow1 of $12 million
  • New signings of $642 million, bringing year-to-date signings to over $1.0 billion
  • Announced a $250 million increase to its Health Care Provider Recruitment (HCPR) contract with the Department of National Defence (DND)
  • Achieved 12% year-over-year growth in defence end market solutions
  • Completed the acquisition of Advanced Medical Solutions ("AMS")
  • Appointed Chris Pogue as President, Defence & Space
  • Repurchased 556,308 shares, or approximately 5% of the public float this year
  • The Company intends to renew its NCIB in August 2025, subject to TSX approval
                         
Financial Highlights Three months ended   Nine months ended   
(in millions of $, except per share & margins) June 30,   June 30,   
  2025   20242   %   2025   20242   %  
Revenue 192.2   185.0   4%   570.9   565.4   1%  
Adjusted EBITDA1 19.0   19.9   (5)%   54.2   68.4   (21)%  
Adjusted EBITDA %1 9.9 % 10.7 % (80)bps   9.5 % 12.1 % (260)bps  
Adjusted Net Profit1 11.6   12.8   (9)%   33.1   45.7   (28)%  
Adjusted EPS Diluted1 1.00   1.06   (6)%   2.81   3.81   (26)%  
Operating Free Cash Flow1 12.0   15.0   (20)%   34.8   53.2   (34)%  
                         

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, August 13, 2025, 8:30 a.m. Eastern Time.

Third Quarter Results

Revenues increased 4%, from $185 million to $192 million. Acquisitive growth was 4% and was generated by the acquisitions of Mabway completed last year and Advanced Medical Solutions completed in May. Organic growth was flat as growth in our Defence solutions and the Company's GNSS products were offset by declines in ITCS. Excluding ITCS, organic growth was 4%.

Gross margin stood at 34.8%, up compared to the same period last year, and represents the 13th quarter above the 30% mark. Adjusted EBITDA1 stood at $19 million, down 5% from $20 million last year. The decline was primarily driven by lower profitability in the ITCS segment. Strategic investments made to re-platform the cyber business and expanded marketing and sales efforts, combined with lower revenues have resulted in reduced adjusted EBITDA1. The remainder of the business combined grew adjusted EBITDA1 by 10%. As a result, adjusted EBITDA1 margin decreased to 9.9%, from 10.7% last year.

Net profit decreased to $0.6 million, or $0.05 per diluted share, from $1.3 million, or $0.11 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 $11.6 million, or $1.00 per diluted share, down from $12.8 million, or $1.06 per diluted share last year.

Liquidity and Capital Resources

“In the third quarter we generated $12 million in operating free cash flow1, representing a 63% conversion rate from adjusted EBITDA1,” said Patrick Houston, Calian CFO. “We used our cash and a portion of our credit facility to fund capital expenditures of $4 million as well as acquisitions and earnouts of $27 million. We also provided a return to shareholders in the form of dividends for $3 million and share buybacks for $16 million. We ended the quarter with a net debt to adjusted EBITDA1 ratio of 1.1x, leaving us considerable capital to pursue growth initiatives,” 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 June 30, 2025, the Company repurchased 361,058 shares for cancellation in consideration of $15.9 million. For the nine-month period ended June 30, 2025, the Company repurchased 556,308 shares for cancellation in consideration of $25.2 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.

The Company intends to renew its NCIB in August 2025, subject to TSX approval.

Announced a $250 million increase to its HCPR contract with DND

On July 8, 2025, Calian announced a $250 million increase to its Health Care Provider Recruitment (HCPR) contract with the Department of National Defence (DND). This amendment reinforces Calian’s commitment to the Canadian Armed Forces (CAF) and its members ensuring the continued delivery of essential health services to support their operational readiness and well-being. Since 2005, Calian’s work under the Health Support Services Contract and since 2018, the Health Care Provider Recruitment (HCPR)— has delivered physicians, nurses, dentists and mental health professionals to CAF clinics across Canada and remains foundational to the health and preparedness of those who serve. The award contributes to Calian’s total contract backlog of $1.5 billion, two thirds of which is related to its defence business, supporting defence customers in Canada and internationally. This increase reflects the ongoing partnership between Calian and government and military organizations, as well as the continued trust in its services.

Appointed Chris Pogue as President, Defence & Space

On June 24, 2025, Calian announced that Chris Pogue will join the company as President, Defence & Space, effective July 7, 2025. In this newly created role, Pogue will lead a high-performance organization that brings together Calian’s Advanced Technologies and Learning business units—leveraging the synergies of its communications and manufacturing solutions alongside its immersive training and simulation expertise to accelerate mission success for defence and space customers alike.

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 August 12, 2025, Calian declared a quarterly dividend of $0.28 per share. The dividend is payable September 9, 2025, to shareholders of record as of August 26, 2025. Dividends paid by the Company are considered “eligible dividend” for tax purposes.

About Calian

www.calian.com

For over 40 years, Calian has delivered mission-critical solutions when failure is not an option. Trusted worldwide, we empower organizations in critical industries to overcome obstacles, manage risks and drive progress. By combining the expertise of our people, proven industry insight, cutting-edge technology, bold innovation, and global reach, we deliver tailored solutions that solve complex challenges. Headquartered in Ottawa, Canada, with over 5,000 people around the world, Calian’s solutions protect lives, strengthen security, foster global connectivity and drive economic progress, making a lasting impact where and when it matters most. 

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

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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 June 30, 2025 and September 30, 2024
(Canadian dollars in thousands, except per share data)
 
           
  June 30,   September 30,
  2025   2024
ASSETS          
CURRENT ASSETS          
Cash and cash equivalents $ 58,013   $ 51,788
Accounts receivable   160,149     157,376
Work in process   20,475     20,437
Inventory   25,459     23,199
Prepaid expenses   24,403     23,978
Derivative assets   122     32
Total current assets   288,621     276,810
NON-CURRENT ASSETS          
Property, plant and equipment   44,999     40,962
Right of use assets   40,362     36,383
Prepaid expenses   6,456     7,820
Deferred tax asset   3,415     3,425
Investments   3,875     3,875
Acquired intangible assets   113,383     128,253
Goodwill   222,479     210,392
Total non-current assets   434,969     431,110
TOTAL ASSETS $ 723,590   $ 707,920
LIABILITIES AND SHAREHOLDERS’ EQUITY          
CURRENT LIABILITIES          
Accounts payable and accrued liabilities $ 131,713   $ 124,884
Provisions   2,189     3,075
Unearned contract revenue   34,912     41,723
Lease obligations   5,625     5,645
Contingent earn-out   29,898     39,136
Derivative liabilities   35     92
Total current liabilities   204,372     214,555
NON-CURRENT LIABILITIES          
Debt facility   141,000     89,750
Lease obligations   38,058     33,798
Unearned contract revenue   14,938     14,503
Contingent earn-out   2,693     2,697
Deferred tax liabilities   21,274     25,862
Total non-current liabilities   217,963     166,610
TOTAL LIABILITIES   422,335     381,165
           
SHAREHOLDERS’ EQUITY          
Issued capital   220,247     225,747
Contributed surplus   6,306     6,019
Retained earnings   67,111     91,268
Accumulated other comprehensive income (loss)   7,591     3,721
TOTAL SHAREHOLDERS’ EQUITY   301,255     326,755
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 723,590   $ 707,920
Number of common shares issued and outstanding   11,345,860     11,802,364



CALIAN GROUP LTD.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF NET PROFIT
For the three months and nine months ended June 30, 2025 and 2024
(Canadian dollars in thousands, except per share data)
               
  Three months ended   Nine months ended
  June 30,   June 30,
  2025   2024   2025     2024
Revenue $ 192,216   $ 184,998   $ 570,930     $ 565,445
Cost of revenues   125,361     123,163     380,632       375,355
Gross profit   66,855     61,835     190,298       190,090
               
Selling, general and administrative   44,682     38,455     127,264       112,792
Research and development   3,208     3,506     8,875       8,920
Share based compensation   1,354     1,370     3,394       3,688
Profit before under noted items   17,611     18,504     50,765       64,690
               
Restructuring expense   1,414     1     2,478       1,496
Depreciation and amortization   11,635     10,796     34,649       29,915
Mergers and acquisition costs   1,102     3,320     5,795       10,629
Profit before interest income and income tax expense   3,460     4,387     7,843       22,650
               
Interest expense   1,932     1,366     5,826       4,647
Income tax expense (recovery)   938     1,723     2,108       6,255
NET PROFIT (LOSS) $ 590   $ 1,298   $ (91 )   $ 11,748
               
Net profit (loss) per share:              
Basic $ 0.05   $ 0.11   $ (0.01 )   $ 0.99
Diluted $ 0.05   $ 0.11   $ (0.01 )   $ 0.98



CALIAN GROUP LTD.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the three and nine months ended June 30, 2025 and 2024
(Canadian dollars in thousands)
                       
  Three months ended   Nine months ended
  June 30,   June 30,
    2025       2024       2025       2024  
CASH FLOWS GENERATED FROM (USED IN) OPERATING ACTIVITIES                      
Net profit (loss) $ 590     $ 1,298     $ (91 )   $ 11,748  
Items not affecting cash:                      
Interest expense   1,406       892       4,313       3,416  
Changes in fair value related to contingent earn-out   (775 )     1,458       341       6,272  
Lease obligations interest expense   526       474       1,513       1,231  
Income tax expense   938       1,723       2,108       6,255  
Employee share purchase plan expense   144       131       433       427  
Share based compensation expense   1,210       1,239       2,961       3,262  
Depreciation and amortization   11,635       10,796       34,649       29,915  
Deemed compensation   1,334       1,010       4,367       2,525  
    17,008       19,021       50,594       65,051  
Change in non-cash working capital                      
Accounts receivable   60,453       88,441       4,351       27,256  
Work in process   (938 )     (1,829 )     (38 )     (1,386 )
Prepaid expenses and other   2,363       886       3,509       (2,671 )
Inventory   1,837       813       (1,768 )     1,793  
Accounts payable and accrued liabilities   (41,618 )     (84,893 )     5,592       (10,196 )
Unearned contract revenue   (8,761 )     (3,059 )     (6,375 )     1,681  
    30,344       19,380       55,865       81,528  
Interest paid   (1,932 )     (1,366 )     (5,826 )     (4,647 )
Income tax paid   (3,626 )     (3,536 )     (11,011 )     (9,077 )
    24,786       14,478       39,028       67,804  
CASH FLOWS GENERATED FROM (USED IN) FINANCING ACTIVITIES                      
Issuance of common shares net of costs   490       529       2,035       2,168  
Dividends   (3,183 )     (3,321 )     (9,767 )     (9,954 )
Net draw on debt facility   20,250       25,000       51,250       56,250  
Payment of lease obligations   (1,619 )     (1,371 )     (4,725 )     (3,971 )
Repurchase of common shares   (15,887 )     (1,472 )     (25,197 )     (2,829 )
    51       19,365       13,596       41,664  
CASH FLOWS USED IN INVESTING ACTIVITIES                      
Business acquisitions   (27,196 )     (29,565 )     (39,089 )     (87,862 )
Property, plant and equipment   (3,778 )     (4,145 )     (7,310 )     (9,341 )
    (30,974 )     (33,710 )     (46,399 )     (97,203 )
                       
NET CASH INFLOW (OUTFLOW) $ (6,137 )   $ 133     $ 6,225     $ 12,265  
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD   64,150       45,866       51,788       33,734  
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 58,013     $ 45,999     $ 58,013     $ 45,999  


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     Nine months ended
    June 30,     June 30,
    2025     20241     2025       20241
Net profit (loss) $ 590   $ 1,298   $ (91 )   $ 11,748
Share based compensation   1,354     1,370     3,394       3,688
Restructuring expense   1,414     1     2,478       1,496
Depreciation and amortization   11,635     10,796     34,649       29,915
Mergers and acquisition costs   1,102     3,320     5,795       10,629
Interest expense   1,932     1,366     5,826       4,647
Income tax   938     1,723     2,108       6,255
Adjusted EBITDA $ 18,965   $ 19,874   $ 54,159     $ 68,378
Adjusted EBITDA per share - Basic   1.65     1.68     4.65       5.78
Adjusted EBITDA per share - Diluted $ 1.63   $ 1.65   $ 4.59     $ 5.70


Adjusted Net Profit and Adjusted EPS

    Three months ended     Nine months ended
    June 30,     June 30,
    2025     20241     2025       20241
Net profit (loss) $ 590   $ 1,298   $ (91 )   $ 11,748
Share based compensation   1,354     1,370     3,394       3,688
Restructuring expense   1,414     1     2,478       1,496
Mergers and acquisition costs   1,102     3,320     5,795       10,629
Amortization of intangibles   7,128     6,777     21,528       18,161
Adjusted net profit   11,588     12,766     33,104       45,722
Weighted average number of common shares basic   11,475,347     11,856,132     11,658,313       11,838,348
Adjusted EPS Basic   1.01     1.08     2.84       3.86
Adjusted EPS Diluted $ 1.00   $ 1.06   $ 2.81     $ 3.81


Operating Free Cash Flow

                       
    Three months ended     Nine months ended
    June 30,     June 30,
    2025       20241       2025       20241  
Cash flows generated from operating activities (free cash flow) $ 24,786     $ 14,478     $ 39,028     $ 67,804  
Adjustments:                      
M&A costs included in operating activities   543       852       1,087       1,832  
Change in non-cash working capital   (13,336 )     (359 )     (5,271 )     (16,477 )
Operating free cash flow $ 11,993     $ 14,971     $ 34,844     $ 53,159  
Operating free cash flow per share - basic   1.05       1.26       2.99       4.49  
Operating free cash flow per share - diluted   1.03       1.24       2.95       4.43  
Operating free cash flow conversion   63 %     75 %     64 %     78 %


Net Debt to Adjusted EBITDA

   
  June 30,   September 30,
    2025     20241
Cash $ 58,013   $ 45,999
Debt facility   141,000     94,000
Net debt (net cash)   82,987     48,001
Trailing twelve month adjusted EBITDA   77,938     90,706
Net debt to adjusted EBITDA   1.1     0.5


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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