Constellation Software Inc. Announces Results for the Second Quarter Ended June 30, 2015 and Declares Quarterly Dividend

Actualizado el 29 de julio, 2015 - 23.07hs.

TORONTO, ONTARIO -- (Marketwired) -- 07/29/15 -- Constellation Software Inc. (TSX: CSU) ("Constellation" or the "Company") today announced its financial results for the second quarter ended June 30, 2015 and declared a $1.00 per share dividend payable on October 5, 2015 to all common shareholders of record at close of business on September 17, 2015. This dividend has been designated as an eligible dividend for the purposes of the Income Tax Act (Canada). Please note that all dollar amounts referred to in this press release are in U.S. Dollars unless otherwise stated.

The following press release should be read in conjunction with the Company's Unaudited Condensed Consolidated Interim Financial Statements for the three and six months ended June 30, 2015 and the accompanying notes, our Management's Discussion and Analysis for the three and six months ended June 30, 2015, our annual Consolidated Financial Statements, prepared in accordance with International Financial Reporting Standards ("IFRS") and our annual Management's Discussion and Analysis for the year ended December 31, 2014, which can be found on SEDAR at www.sedar.com and on the Company's website www.csisoftware.com. Additional information about the Company is also available on SEDAR at www.sedar.com.

Q2 2015 Headlines:


--  Revenue grew 7% (negative 4% organic growth) to $444 million compared to
    $416 million in Q2 2014. Changes in foreign exchange rates resulted in
    an approximate 6% reduction in organic growth.
--  Adjusted EBITA increased $18 million or 22% to $99 million as compared
    to $81 million in Q2 2014. Changes in foreign exchange rates resulted in
    less than a 1% reduction in Adjusted EBITA margin.
--  Adjusted Net Income increased 23% to $80 million ($3.76 on a diluted per
    share basis) from $65 million ($3.07 on a diluted per share basis) in Q2
    2014.
--  Net income increased 42% to $33 million ($1.54 on a diluted per share
    basis) from $23 million ($1.08 on a diluted per share basis) in Q2 2014.
--  Eight acquisitions were completed for aggregate cash consideration of
    $112 million (which includes acquired cash). Deferred payments
    associated with these acquisitions have an estimated value of $10
    million.
--  Cash flows from operations were $64 million, an increase of 46%, or $20
    million, compared to $44 million for the comparable period in 2014.
--  The amount drawn on the Company's credit facilities increased to $298
    million from $204 million in Q1 2015.

Second quarter 2015 revenue was $444 million, an increase of 7%, or $28 million, compared to $416 million for the comparable period in 2014. For the first six months of 2015 total revenues were $866 million, an increase of 7%, or $56 million, compared to $811 million for the comparable period in 2014. The increase for both the three and six month periods ended June 30, 2015 compared to the same periods in the prior year is attributable to growth from acquisitions as the Company experienced negative organic growth of growth of 4% and 3%, respectively.

Adjusted EBITA for the second quarter of 2015 was $99 million, a 22% increase compared to the prior year's second quarter Adjusted EBITA of $81 million. Second quarter 2015 Adjusted EBITA per share on a diluted basis increased 22% to $4.67, compared to $3.83 for the same period last year. Adjusted EBITA for the six month period ended June 30, 2015 was $192 million, a 34% increase over last year's Adjusted EBITA of $144 million for the same period. Adjusted EBITA per share on a diluted basis for the six month period ended June 30, 2015 increased 34% to $9.08, compared to $6.79 for the same period last year.

Adjusted Net Income for the second quarter of 2015 was $80 million, compared to the prior year's second quarter Adjusted Net Income of $65 million, a 23% increase. Second quarter 2015 Adjusted Net Income per share on a diluted basis increased 23% to $3.76 compared to $3.07 for the prior year's second quarter. Adjusted Net Income for the six month period ended June 30, 2015 was $154 million, an increase of 30% over last year's Adjusted Net Income of $118 million. Adjusted Net Income per share on a diluted basis for the six month period ended June 30, 2015 increased 30% to $7.29, compared to $5.58 for the same period in 2014.

Net income for the second quarter 2015 was $33 million compared to the prior year's second quarter net income of $23 million. Net income per share on a diluted per share basis for the second quarter of 2015 increased 42% to $1.54, compared to $1.08 for the same period of 2014. Net income for the six month period ended June 30, 2015 was $66 million, an increase of 106% over net income of $32 million for the same period in 2014. Net income per share on a diluted basis for the six month period ended June 30, 2015 increased 106% to $3.09, compared to $1.50 for the same period in 2014.

Cash flows from operations for the second quarter of 2015 were $64 million, an increase of 46%, or $20 million, compared to $44 million for the comparable period in 2014. For the first six months of 2015 cash flows from operations were $177 million, an increase of 23%, or $33 million, compared to $144 million for the comparable period in 2014.

The following table displays our revenue by reportable segment and the percentage change for the three and six months ended June 30, 2015 compared to the same periods in 2014:


                   ---------------------------- ----------------------------
                    Three months                   Six months
                           ended  Period-Over-          ended  Period-Over-
                        June 30, Period Change       June 30, Period Change
                   ---------------------------- ----------------------------
                     2015   2014      $      %    2015   2014      $      %
                   ------ ------ ------ ------  ------ ------ ------ ------
                     ($M, except percentages)     ($M, except percentages)
Public Sector
Licenses             22.2   21.0    1.2      6%   41.4   37.2    4.2     11%
Professional
 services            78.9   81.5   (2.6)    -3%  153.7  156.7   (3.0)    -2%
Hardware and other   25.6   29.8   (4.2)   -14%   50.9   58.4   (7.5)   -13%
Maintenance and
 other recurring    181.6  161.4   20.2     13%  353.1  319.2   33.9     11%
                   ---------------------------- ----------------------------
                    308.3  293.7   14.6      5%  599.2  571.5   27.7      5%
                   ---------------------------- ----------------------------

Private Sector
Licenses             10.9    9.4    1.5     16%   21.9   19.6    2.3     12%
Professional
 services            17.5   17.8   (0.3)    -2%   35.4   34.5    0.9      3%
Hardware and other    6.4    5.3    1.1     22%   12.1   10.5    1.7     16%
Maintenance and
 other recurring    100.5   89.8   10.7     12%  197.8  174.8   23.0     13%
                   ---------------------------- ----------------------------
                    135.3  122.2   13.0     11%  267.2  239.3   27.9     12%
                   ---------------------------- ----------------------------

Public Sector

For the quarter ended June 30, 2015, total revenue in the public sector reportable segment increased by 5%, or $15 million to $308 million, compared to $294 million for the quarter ended June 30, 2014. For the six months ended June 30, 2015, total revenue increased by 5%, or $28 million to $599 million, compared to $572 million for the comparable period in 2014. Total revenue growth from acquired businesses contributed approximately $30 million to our Q2 2015 revenues and $50 million to our six months ended June 30, 2015 revenues compared to the same periods in 2014, as we completed 18 acquisitions since the beginning of 2014. Organic revenue growth was negative 5% in Q2 2015 and negative 4% for the six months ended June 30, 2015 compared to the same periods in 2014. For the three and six months ended June 30, 2015, the appreciation of the US dollar against most major currencies in which the Company transacts business resulted in approximate 7% and 6% respective reductions in the public sector revenue organic growth rates compared to the comparable periods of 2014.

Private Sector

For the quarter ended June 30, 2015, total revenue in the private sector reportable segment increased 11%, or $13 million to $135 million, compared to $122 million for the quarter ended June 30, 2014. For the six months ended June 30, 2015 total revenue increased by 12%, or $28 million to $267 million, compared to $239 million for the comparable period in 2014. Total revenue growth from acquired businesses contributed approximately $16 million to our Q2 2015 revenues and $33 million to our six months ended June 30, 2015 revenues compared to the same periods in 2014, as we completed 16 acquisitions since the beginning of 2014. Organic revenue growth was negative 2% for both the three and six month periods ended June 30, 2015 compared to the same periods in 2014. For the three and six months ended June 30, 2015, the appreciation of the US dollar against most major currencies in which the Company transacts business resulted in approximate 5% and 4% respective reductions in the private sector revenue organic growth rates compared to the comparable periods of 2014.

Conference Call and Webcast

Management will host a conference call at 9:00 a.m. (ET) on Thursday, July 30, 2015 to answer questions regarding the results. The teleconference numbers are 416-340-2216 or 866-225-0198. The call will also be webcast live and archived on Constellation's website at www.csisoftware.com.

A replay of the conference call will be available as of 11:30 a.m. ET the same day until 11:59 p.m. ET on August 12, 2015. To access the replay, please dial 905-694-9451 or 800-408-3053 followed by the passcode 2063785.

Forward Looking Statements

Certain statements herein may be "forward looking" statements that involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Constellation or the industry to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not such results will be achieved. A number of factors could cause actual results to vary significantly from the results discussed in the forward looking statements. These forward looking statements reflect current assumptions and expectations regarding future events and operating performance and are made as of the date hereof and Constellation assumes no obligation, except as required by law, to update any forward looking statements to reflect new events or circumstances.

Non-IFRS Measures

The term "Adjusted EBITA" refers to net income before adjusting for finance and other income, finance costs, income taxes, share in net income or loss of equity investees, impairment of non-financial assets, amortization, TSS membership liability revaluation charge, and foreign exchange gain or loss. The Company believes that Adjusted EBITA is useful supplemental information as it provides an indication of the results generated by the Company's main business activities prior to taking into consideration how those activities are financed and taxed and also prior to taking into consideration intangible asset amortization and the other items listed above. "Adjusted EBITA margin" refers to the percentage that Adjusted EBITA for any period represents as a portion of total revenue for that period. Previously the Company has reported "Adjusted EBITDA" in certain financial disclosures, but has determined that Adjusted EBITA is a more meaningful measure going forward. Adjusted EBITDA refers to Adjusted EBITA as defined above then further excludes depreciation. The Company uses depreciation as a proxy for the cash flows used to purchase property and equipment required to support the Company's main business activities. As such, the Company believes Adjusted EBITA is a more useful measure then Adjusted EBITDA.

"Adjusted net income" means net income adjusted for non-cash expenses (income) such as amortization of intangible assets, deferred income taxes, the TSS membership liability revaluation charge, and certain other expenses (income), and excludes the portion of the adjusted net income of Total Specific Solutions (TSS) B.V. ("TSS") attributable to the minority owners of TSS. The Company believes that Adjusted net income is useful supplemental information as it provides an indication of the results generated by the Company's main business activities prior to taking into consideration amortization of intangible assets, deferred income taxes, the TSS membership liability revaluation charge, and certain other non-cash expenses (income) incurred or recognized by the Company from time to time, and adjusts for the portion of TSS' Adjusted net income not attributable to shareholders of Constellation. "Adjusted net income margin" refers to the percentage that Adjusted net income for any period represents as a portion of total revenue for that period.

Adjusted EBITA and Adjusted net income are not recognized measures under IFRS and, accordingly, readers are cautioned that Adjusted EBITA and Adjusted net income should not be construed as alternatives to net income determined in accordance with IFRS. The Company's method of calculating Adjusted EBITA and Adjusted net income may differ from other issuers and, accordingly, Adjusted EBITA and Adjusted net income may not be comparable to similar measures presented by other issuers. Adjusted EBITA includes 100% of the Adjusted EBITA of TSS.

The following table reconciles Adjusted EBITA to net income:


                                   -------------------- --------------------
                                    Three months ended     Six months ended
                                              June 30,             June 30,
                                   -------------------- --------------------
                                        2015      2014       2015      2014
                                   --------- ---------  --------- ---------
                                       ($M, except          ($M, except
                                       percentages)         percentages)

Total revenue                          443.5     415.9      866.4     810.8
                                   -------------------- --------------------
                                   -------------------- --------------------

Net income                              32.7      23.0       65.6      31.9
Adjusted for:
Income tax expense (recovery)           16.1      10.3       27.4      18.5
Foreign exchange (gain) loss            (0.7)      2.2       (2.5)      2.3
TSS membership liability
 revaluation charge                      3.4         -        9.4         -
Share in net (income) loss of
 equity investees                       (0.3)     (0.4)      (0.9)     (0.5)
Finance and other income                (0.1)     (1.4)      (0.3)     (1.9)
Finance costs                            4.6       3.5        8.9       6.8
Amortization of intangible assets       43.3      44.0       84.8      86.8

Adjusted EBITA                          99.0      81.1      192.4     143.9
Adjusted EBITA margin                     22%       20%        22%       18%
                                   -------------------- --------------------

The following table reconciles Adjusted net income to net income:


                                   -------------------- --------------------
                                    Three months ended     Six months ended
                                              June 30,             June 30,
                                   -------------------- --------------------
                                        2015      2014       2015      2014
                                   --------- ---------  --------- ---------
                                       ($M, except          ($M, except
                                       percentages)         percentages)

Total revenue                          443.5     415.9      866.4     810.8
                                   -------------------- --------------------
                                   -------------------- --------------------

Net income                              32.7      23.0       65.6      31.9
Adjusted for:
Amortization of intangible assets       43.3      44.0       84.8      86.8
TSS membership liability
 revaluation charge                      3.4         -        9.4         -
Less non-controlling interest in
 the Adjusted net income of TSS         (3.1)        -       (6.3)        -
Deferred income tax expense
 (recovery)                              3.5      (1.9)       1.0      (0.3)

Adjusted net income                     79.7      65.0      154.4     118.4
Adjusted net income margin                18%       16%        18%       15%
                                   -------------------- --------------------

About Constellation Software Inc.

Constellation's common shares are listed on the Toronto Stock Exchange under the symbol "CSU". Constellation acquires, manages and builds vertical market software businesses.


CONSTELLATION SOFTWARE INC.
Condensed Consolidated Interim Statements of Financial Position
(In thousands of U.S. dollars)

(Unaudited)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                    June 30,   December 31,
                                                        2015           2014
----------------------------------------------------------------------------
Assets

Current assets:
  Cash                                         $     132,006  $      70,679
  Accounts receivable                                201,752        200,056
  Work in progress                                    64,629         51,483
  Inventories                                         28,256         25,246
  Other assets                                        74,482         63,294
  --------------------------------------------------------------------------
                                                     501,125        410,758

Non-current assets:
  Property and equipment                              36,394         37,227
  Deferred income taxes                               60,139         60,763
  Other assets                                        35,382         36,942
  Intangible assets                                  943,446        887,435
  --------------------------------------------------------------------------
                                                   1,075,361      1,022,367

----------------------------------------------------------------------------
Total assets                                   $   1,576,486  $   1,433,125
----------------------------------------------------------------------------

Liabilities and Shareholders' Equity

Current liabilities:
  Bank indebtedness                            $     160,201  $      66,326
  TSS membership liability                            19,281         17,345
  Accounts payable and accrued liabilities           220,977        244,996
  Dividends payable                                   21,119         21,192
  Deferred revenue                                   436,743        347,336
  Provisions                                           7,494         13,399
  Acquisition holdback payments                       22,974         22,665
  Income taxes payable                                18,908         25,588
  --------------------------------------------------------------------------
                                                     907,697        758,847

Non-current liabilities:
  Bank indebtedness                                  132,585        149,654
  TSS membership liability                            33,918         30,515
  Debentures                                          74,364         78,642
  Deferred income taxes                              107,432        107,275
  Acquisition holdback payments                        1,735          3,603
  Other liabilities                                   46,593         44,758
  --------------------------------------------------------------------------
                                                     396,627        414,447

----------------------------------------------------------------------------
Total liabilities                                  1,304,324      1,173,294
----------------------------------------------------------------------------


Shareholders' equity:
  Capital stock                                       99,283         99,283
  Accumulated other comprehensive income
   (loss)                                            (30,155)       (19,290)
  Retained earnings                                  203,034        179,838
  --------------------------------------------------------------------------
                                                     272,162        259,831


----------------------------------------------------------------------------
Total liabilities and shareholders' equity     $   1,576,486  $   1,433,125
----------------------------------------------------------------------------

CONSTELLATION SOFTWARE INC.
Condensed Consolidated Interim Statements of Income
(In thousands of U.S. dollars, except per share amounts)

Three and six months ended June 30, 2015 and 2014
(Unaudited)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                   Three months ended      Six months ended
                                             June 30,              June 30,
                                      2015       2014       2015       2014
----------------------------------------------------------------------------


Revenue
  License                        $  33,026  $  30,357  $  63,351  $  56,838
  Professional services             96,410     99,350    189,116    191,160
  Hardware and other                31,994     35,056     63,042     68,848
  Maintenance and other
   recurring                       282,080    251,168    550,892    493,934
----------------------------------------------------------------------------
                                   443,510    415,931    866,401    810,780

Expenses
  Staff                            223,086    224,426    444,938    450,098
  Hardware                          18,430     19,755     36,215     38,494
  Third party license,
   maintenance and professional
   services                         38,412     38,196     77,212     73,515
  Occupancy                         10,277     10,206     20,858     20,164
  Travel                            13,839     12,535     25,649     23,950
  Telecommunications                 4,305      4,152      8,391      8,097
  Supplies                          10,382      9,174     19,941     17,881
  Professional fees                  5,885      5,211     10,692     10,250
  Other, net                        15,644      7,063     21,928     16,204
  Depreciation                       4,250      4,094      8,176      8,181
  Amortization of intangible
   assets                           43,312     43,985     84,793     86,787
----------------------------------------------------------------------------
                                   387,822    378,797    758,793    753,621


Foreign exchange loss (gain)          (743)     2,177     (2,466)     2,349
TSS membership liability
 revaluation charge                  3,378          -      9,408          -
Share in net (income) loss of
 equity investee                      (250)      (415)      (940)      (535)
Finance and other income               (62)    (1,386)      (320)    (1,854)
Finance costs                        4,643      3,528      8,926      6,842
----------------------------------------------------------------------------
                                     6,966      3,904     14,608      6,802

Income before income taxes          48,722     33,230     93,000     50,357

Current income tax expense
 (recovery)                         12,566     12,183     26,462     18,794
Deferred income tax expense
 (recovery)                          3,502     (1,911)       958       (291)
----------------------------------------------------------------------------
Income tax expense (recovery)       16,068     10,272     27,420     18,503

----------------------------------------------------------------------------
Net income                          32,654     22,958     65,580     31,854
----------------------------------------------------------------------------

Earnings per share
    Basic and diluted            $    1.54  $    1.08  $    3.09  $    1.50

----------------------------------------------------------------------------
----------------------------------------------------------------------------

CONSTELLATION SOFTWARE INC.
Condensed Consolidated Interim Statements of Comprehensive Income
(In thousands of U.S. dollars, except per share amounts)

Three and six months ended June 30, 2015 and 2014
(Unaudited)
----------------------------------------------------------------------------
                                   Three months ended      Six months ended
                                             June 30,              June 30,
                                      2015       2014       2015       2014
----------------------------------------------------------------------------

Net income                       $  32,654  $  22,958  $  65,580  $  31,854

Items that are or may be
 reclassified subsequently to
 net income:

  Net change in fair value of
   available-for-sale financial
   asset during the period               -          -          -         93

  Net change in fair value of
   derivatives designated as
   hedges during the period            215          -        (15)         -

  Amounts reclassified to profit
   during the period related to
   realized gains on available-
   for-sale financial asset              -       (310)         -       (574)

  Foreign currency translation
   differences from foreign
   operations                        1,073      1,318    (10,856)     1,638

  Current income tax recovery
   (expense)                             -          -          -         35

  Deferred income tax recovery
   (expense)                           (64)         -          6        (12)

----------------------------------------------------------------------------
Other comprehensive (loss)
 income for the period, net of
 income tax                          1,224      1,008    (10,865)     1,180

----------------------------------------------------------------------------
Total comprehensive income for
 the period                      $  33,878  $  23,966  $  54,715  $  33,034
----------------------------------------------------------------------------

CONSTELLATION SOFTWARE INC.
Condensed Consolidated Interim Statements of Changes in Equity
(In thousands of U.S. dollars)

(Unaudited)
----------------------------------------------------------------------------
Six months ended June 30, 2015

                     Capital          Accumulated other comprehensive
                       stock                   income/(loss)


                                                    Amounts         Amounts
                                                 related to      related to
                                               gains/losses    gains/losses
                                                         on   on available-
                                 Cumulative     derivatives        for-sale
                                translation     designed as       financial
                                    account          hedges          assets

Balance at January
 1, 2015           $  99,283  $     (18,880) $         (410) $            -

Total
 comprehensive
 income for the
 year

Net income                 -              -               -               -

Other
 comprehensive
 income (loss)

Net change in fair
 value of
 available-for-
 sale financial
 asset during the
 year                      -              -               -               -

Net change in fair
 value of
 derivatives
 designated as
 hedges during the
 year                      -              -             (15)              -

Amounts
 reclassified to
 profit during the
 year related to
 realized gains on
 available-for-
 sale financial
 assets                    -              -               -               -

Foreign currency
 translation
 differences from
 foreign
 operations                -        (10,856)              -               -

Current tax
 recovery
 (expense)                 -              -               -               -

Deferred tax
 recovery
 (expense)                 -              -               6               -

----------------------------------------------------------------------------
Total other
 comprehensive
 income (loss) for
 the year                  -        (10,856)             (9)              -

----------------------------------------------------------------------------
Total
 comprehensive
 income (loss) for
 the year                  -        (10,856)             (9)              -
----------------------------------------------------------------------------

Transactions with
 owners, recorded
 directly in
 equity
  Dividends to
   shareholders of
   the Company             -              -               -               -

----------------------------------------------------------------------------
Balance at June
 30, 2015          $  99,283  $     (29,736) $         (419) $            -
----------------------------------------------------------------------------


CONSTELLATION SOFTWARE INC.
Condensed Consolidated Interim Statements of Changes in Equity
(In thousands of U.S. dollars)

(Unaudited)
----------------------------------------------------------------------------
Six months ended June 30, 2015

                        Total accumulated
                      other comprehensive         Retained
                            income/(loss)         earnings            Total




Balance at January
 1, 2015           $              (19,290) $       179,838  $       259,831

Total
 comprehensive
 income for the
 year

Net income                              -           65,580           65,580

Other
 comprehensive
 income (loss)

Net change in fair
 value of
 available-for-
 sale financial
 asset during the
 year                                   -                -                -

Net change in fair
 value of
 derivatives
 designated as
 hedges during the
 year                                 (15)               -              (15)

Amounts
 reclassified to
 profit during the
 year related to
 realized gains on
 available-for-
 sale financial
 assets                                 -                -                -

Foreign currency
 translation
 differences from
 foreign
 operations                       (10,856)               -          (10,856)

Current tax
 recovery
 (expense)                              -                -                -

Deferred tax
 recovery
 (expense)                              6                -                6

----------------------------------------------------------------------------
Total other
 comprehensive
 income (loss) for
 the year                         (10,865)               -          (10,865)

----------------------------------------------------------------------------
Total
 comprehensive
 income (loss) for
 the year                         (10,865)          65,580           54,715
----------------------------------------------------------------------------

Transactions with
 owners, recorded
 directly in
 equity
  Dividends to
   shareholders of
   the Company                          -          (42,384)         (42,384)

----------------------------------------------------------------------------
Balance at June
 30, 2015          $              (30,155) $       203,034  $       272,162
----------------------------------------------------------------------------

CONSTELLATION SOFTWARE INC.
Condensed Consolidated Interim Statements of Changes in Equity
(In thousands of U.S. dollars)

(Unaudited)
----------------------------------------------------------------------------
Six months ended June 30, 2014

                     Capital          Accumulated other comprehensive
                       stock                   income/(loss)


                                                    Amounts         Amounts
                                                 related to      related to
                                               gains/losses    gains/losses
                                                         on   on available-
                                 Cumulative     derivatives        for-sale
                                translation     designed as       financial
                                    account          hedges          assets

Balance at January
 1, 2014           $  99,283  $         (32) $            -  $          481

Total
 comprehensive
 income for the
 year

Net income                 -              -               -               -

Other
 comprehensive
 income (loss)

Net change in fair
 value of
 available-for-
 sale financial
 assets during the
 year                      -              -               -              93

Amounts
 reclassified to
 profit during the
 year related to
 realized gains on
 available-for-
 sale financial
 assets                    -              -               -            (574)

Foreign currency
 translation
 differences from
 foreign
 operations                -          1,638               -               -

Current tax
 recovery
 (expense)                 -             35               -               -

Deferred tax
 recovery
 (expense)                 -            (12)              -

----------------------------------------------------------------------------
Total other
 comprehensive
 income for the
 period                    -          1,661               -            (481)

----------------------------------------------------------------------------
Total
 comprehensive
 income for the
 period                    -          1,661               -            (481)
----------------------------------------------------------------------------

Transactions with
 owners, recorded
 directly in
 equity
  Dividends to
   shareholders of
   the Company             -              -               -               -

----------------------------------------------------------------------------
Balance at June
 30, 2014          $  99,283  $       1,629  $            -  $            -
----------------------------------------------------------------------------


CONSTELLATION SOFTWARE INC.
Condensed Consolidated Interim Statements of Changes in Equity
(In thousands of U.S. dollars)

(Unaudited)
----------------------------------------------------------------------------
Six months ended June 30, 2014

                        Total accumulated
                      other comprehensive         Retained
                            income/(loss)         earnings            Total




Balance at January
 1, 2014           $                  449  $       166,267  $       265,999

Total
 comprehensive
 income for the
 year

Net income                              -           31,854           31,854

Other
 comprehensive
 income (loss)

Net change in fair
 value of
 available-for-
 sale financial
 assets during the
 year                                  93                -               93

Amounts
 reclassified to
 profit during the
 year related to
 realized gains on
 available-for-
 sale financial
 assets                              (574)               -             (574)

Foreign currency
 translation
 differences from
 foreign
 operations                         1,638                -            1,638

Current tax
 recovery
 (expense)                             35                -               35

Deferred tax
 recovery
 (expense)                            (12)               -              (12)

----------------------------------------------------------------------------
Total other
 comprehensive
 income for the
 period                             1,180                -            1,180

----------------------------------------------------------------------------
Total
 comprehensive
 income for the
 period                             1,180           31,854           33,034
----------------------------------------------------------------------------

Transactions with
 owners, recorded
 directly in
 equity
  Dividends to
   shareholders of
   the Company                          -          (42,384)         (42,384)

----------------------------------------------------------------------------
Balance at June
 30, 2014          $                1,629  $       155,737  $       256,649
----------------------------------------------------------------------------

CONSTELLATION SOFTWARE INC.
Condensed Consolidated Interim Statements of Cash Flows
(In thousands of U.S. dollars)

Three and six months ended June 30, 2015 and 2014
(Unaudited)
----------------------------------------------------------------------------
                                   Three months ended      Six months ended
                                             June 30,              June 30,
                                      2015       2014       2015       2014
----------------------------------------------------------------------------

Cash flows from operating
 activities:
  Net income                     $  32,654  $  22,958  $  65,580  $  31,854
  Adjustments for:
    Depreciation                     4,250      4,094      8,176      8,181
    Amortization of intangible
     assets                         43,312     43,985     84,793     86,787
    TSS membership liability
     revaluation charge              3,378          -      9,408          -
    Share in net (income) loss
     of equity investee               (250)      (415)      (940)      (535)
    Finance and other income           (62)    (1,386)      (320)    (1,854)
    Finance costs                    4,643      3,528      8,926      6,842
    Income tax expense
     (recovery)                     16,068     10,272     27,420     18,503
    Foreign exchange loss (gain)      (743)     2,177     (2,466)     2,349
  Change in non-cash operating
   working capital exclusive of
   effects of business
   combinations                    (21,450)   (28,806)     8,489      9,090
  Income taxes paid                (17,632)   (12,345)   (32,250)   (17,630)
  --------------------------------------------------------------------------
  Net cash flows from operating
   activities                       64,168     44,062    176,816    143,587

Cash flows from (used in)
 financing activities:
  Interest paid                     (3,838)    (2,798)    (7,429)    (5,013)
  Increase (decrease) in bank
   indebtedness, net                85,891    (36,083)    89,391    (29,482)
  Credit facility transaction
   costs                                 -     (5,439)         -     (5,439)
  Dividends paid                   (21,192)   (21,192)   (42,384)   (42,384)
  --------------------------------------------------------------------------
  Net cash flows from (used in)
   in financing activities          60,861    (65,512)    39,578    (82,318)

Cash flows from (used in)
 investing activities:
  Acquisition of businesses, net
   of cash acquired               (109,168)   (11,063)  (129,679)   (21,897)
  Post-acquisition settlement
   payments, net of receipts       (13,955)    (5,673)   (15,636)    (8,017)
  Proceeds from sale of
   available-for-sale equity
   securities                            -        469          -        873
  Interest and dividends
   received                              2        102         43        232
  Property and equipment
   purchased                        (3,406)    (4,786)    (5,544)    (9,004)
  --------------------------------------------------------------------------
  Net cash flows used in
   investing activities           (126,527)   (20,951)  (150,816)   (37,813)

Effect of foreign currency on
 cash and cash equivalents           1,687      1,233     (4,251)      (147)
----------------------------------------------------------------------------

Increase (decrease) in cash and
 cash equivalents                      189    (41,168)    61,327     23,309

Cash, beginning of period          131,817    142,444     70,679     77,967

----------------------------------------------------------------------------
Cash, end of period              $ 132,006  $ 101,276  $ 132,006  $ 101,276
----------------------------------------------------------------------------

Contacts:
Constellation Software Inc.
Jamal Baksh
Chief Financial Officer
(416) 861-9677
info@csisoftware.com
www.csisoftware.com

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