Stocks and InvestingStocks and Investing
Tue, August 16, 2011
Mon, August 15, 2011

Counsel Corporation Announces Second Quarter Results


Published on 2011-08-15 19:21:15 - Market Wire
  Print publication without navigation


TORONTO, Aug. 15, 2011 /CNW/ - Counsel Corporation ("Counsel" or the "Company") (TSX: CXS), a financial services company, today reported its financial results for the three and six months ended June 30, 2011. All amounts are stated in Canadian dollars, unless noted.

Q2 2011 Highlights:

  • On May 31, Counsel completed the acquisition of Street Capital Financial Corporation ("Street Capital"), a leader in the prime residential mortgage lending industry. Consequently, Street Capital's earnings for the month of June are included in Counsel's current quarterly financial results.

  • In May, the Company's wholly owned subsidiary Knight's Bridge Capital Partners, an opportunistic and diversified private equity manager, acquired an 18% ownership interest in Robert Graham Designs, LLC through its Fund, Knight's Bridge Capital Partners Fund I L.P. Robert Graham is an apparel retailer and manufacturer of high quality men's and women's clothing.

  • On May 13, the Company's subsidiary, Counsel RB Capital Inc. (OTCBB: CRBN), a leader in distressed and surplus capital assets transactions, completed the sale of the Fraser Paper mill in Gorham, New Hampshire, which was acquired at the end of 2010.

  • In June, Counsel RB Capital and a partner were awarded a contract for the disposition of the assets of International Architectural Group LLC ("IAG") by the Chapter 7 Trustee appointed to administer the IAG estate. IAG is an integrated manufacturer of high-quality aluminum and vinyl building products. Counsel RB and its partner will provide asset disposition services, on a commission basis, for approximately 18 IAG facilities across the United States. Assets to be sold include intellectual property, accounts receivable, machinery and equipment, inventory and real estate.

  • In June, Counsel RB Capital expanded and diversified its capital solutions capabilities through the acquisition of 100% of EP USA, LLC (d/b/a Equity Partners), a boutique investment banking firm and leading provider of financial solutions for distressed businesses and properties.

"The acquisition of Street Capital combined with the progress of Counsel RB Capital, which continues to take part in a number of significant transactions,  have provided a major boost to our top line," said Allan Silber, Chairman and CEO of Counsel. "Our operating companies are now positioned to provide Counsel with consistent revenues, augmented periodically by gains from the increase in value of our private equity investments."

Counsel recorded revenues of $18.6 million in the second quarter of 2011, compared with $6.3 million in the same period in 2010. For the six months ended June 30, 2011, Counsel had revenues of $21.2 million, versus $13.5 million in the first half of 2010.

The Company had second quarter income from continuing operations attributable to shareholders of $0.7 million, or $0.01 per share, basic and diluted, compared with a loss of $0.7 million, or $0.01 per share, basic and diluted, for the three months ended June 30, 2010. Including discontinued operations, the Company had net income of $0.8 million, or $0.01 per share, basic and diluted, attributable to shareholders for the three months ended June 30, 2011, compared with net income of $0.2 million, or $0.00 per share, basic and diluted, for the three months ended June 30, 2010.

For the six months ended June 30, 2011, loss from continuing operations attributable to shareholders was $0.8 million, or $0.01 per share, basic and diluted, compared with a loss of $3.7 million, or $0.06 per share, basic and diluted, for the first six months of 2010. Net loss attributable to shareholders for the six months ended June 30, 2011 was $0.7 million or $0.01 per share, basic and diluted, compared with net loss of $1.8 million, or $0.03 per share, basic and diluted, in the first half of 2010.

The Company's Management's Discussion and Analysis and Financial Statements for the three and six months ended June 30, 2011 have been filed and are available on SEDAR ([ www.sedar.com ]).

About Counsel Corporation

Counsel Corporation (TSX: CXS) is a financial services company that operates through its individually branded businesses, primarily in residential mortgage lending, distressed and surplus capital asset transactions, real estate finance and private equity investment. For further information, please visit Counsel's website at [ www.counselcorp.com ].

Forward-Looking Statements

The statements made in this release that are not historical facts contain forward-looking information that involves risks and uncertainties. All statements, other than statements of historical facts, which address Counsel Corporation's expectations, should be considered as forward-looking statements. Such statements are based on knowledge of the environment in which Counsel Corporation currently operates, but because of the factors listed herein, as well as other factors beyond Counsel Corporation's control, actual results may differ materially from the expectations expressed in the forward-looking statements. Important factors that may cause actual results to differ from anticipated results include, but are not limited to, obtaining necessary approvals and other risks detailed from time to time in the Company's securities and other regulatory filings.

Counsel Corporation Condensed Consolidated Interim Statements of Operations
For the three and six months ended June 30
(in thousands of Cdn Dollars, except per share amounts)
(Unaudited)

  Three months ended June 30,   Six months ended June 30,
  2011 2010   2011 2010
  $ $   $ $
           
Revenues 18,552 6,269   21,238 13,468
           
Expenses (exclusive of depreciation, amortization
and interest expense shown below) and other (income) losses
         
  Operating costs 12,449 3,383   13,983 9,939
  Selling, general and administrative expense 5,955 2,659   8,933 6,029
  Foreign exchange (gain) loss 416 (1,861)   1,699 (1,245)
  Depreciation and amortization 25 44   55 89
  Interest expense  507 534   890 1,027
  Other  (15) 355   (15) 346
  19,337 5,114   25,545 16,185
           
Income (loss) before fair value adjustments (785) 1,155   (4,307) (2,717)
           
Fair value adjustments  112 (51)   (352) 46
Income (loss) before income taxes and discontinued operations (673) 1,104   (4,659) (2,671)
           
Provision (recovery) for income taxes (820) 213   (1,408) 246
           
Income (loss) from continuing operations 147 891   (3,251) (2,917)
Less: Income (loss) attributable to non-controlling interest (593) 1,546   (2,427) 788
Income (loss) attributable to shareholders 740 (655)   (824) (3,705)
           
Income from discontinued operations 62 326   179 2,301
Less: Income (loss) attributable to non-controlling interest 21 (573)   33 443
Income attributable to shareholders 41 899   146 1,858
           
Net income (loss) attributable to shareholders 781 244   (678) (1,847)
           
Basic and diluted net income (loss) per share :          
  Continuing operations 0.01 (0.01)   (0.01) (0.06)
  Discontinued operations 0.00 0.01   0.00 0.03
           
Basic and diluted net income (loss) per share 0.01 0.00   (0.01) (0.03)
           
Weighted average number of common shares
outstanding (in thousands) - basic  and diluted

75,319

61,820


75,993

61,820

The notes contained in the Company's condensed consolidated interim financial statements are an integral part of these condensed consolidated interim financial statements.

Counsel Corporation
Condensed Consolidated Interim Statements of Financial Position
(in thousands of Cdn Dollars)
(Unaudited)

  June 30, December 31,
  2011 2010
  $ $
Assets    
  Current assets    
    Cash and cash equivalents 17,218 61,897
    Marketable securities 731 333
    Mortgages, accounts and deferred interest receivable 14,680 1,732
    Inventory 2,568 4,564
    Prepaid expenses, deposits and deferred charges 3,120 1,743
    Assets of discontinued operations 730 1,199
  39,047 71,468
     
Non-current assets    
    Deferred interest receivable 8,846 -
    Deferred charges 12,549 -
    Investment properties - 7,198
    Properties under development 7,469 2,609
    Property, plant and equipment 3,699 3,529
    Interests in joint ventures 1,419 1,716
    Investment in associates 1,276 40,694
    Portfolio investments 44,073 -
    Goodwill 49,979 20,797
    Deferred income tax assets 2,018 2,220
    Other assets 77 194
    Assets of discontinued operations - 538
     
Total assets       170,452 150,963
     
Liabilities    
  Current liabilities    
    Accounts payable and accrued liabilities 18,849 9,831
    Customer deposits 3,377 2,495
    Income taxes payable 368 218
    Current portion of mortgages and loans payable 4,038 8,902
    Convertible preferred shares - 11,538
    Liabilities of discontinued operations 1,108 2,663
  27,740 35,647
     
  Non-current liabilities    
    Mortgages and loans payable 21,383 6,685
    Convertible debentures 12,000 -
    Contingent consideration 10,854 -
    Deferred income tax liabilities 2,179 -
    Other liabilities 1,713 1,794
Total liabilities 75,869 44,126
Shareholders' equity 94,583 106,837
     
Total liabilities and shareholders' equity 170,452 150,963

The notes contained in the Company's condensed consolidated interim financial statements are an integral part of these condensed consolidated interim financial statements.