TORONTO, May 15, 2024 /CNW/ - Bridgemarq Real Estate Services Inc. ("Bridgemarq" or the "Company") (TSX: BRE) today released its first quarter consolidated financial results and announced a monthly dividend to holders of the Company's restricted voting shares.
HIGHLIGHTS
On March 31, 2024, the Company completed a transaction with Brookfield Business Partners ("Brookfield") whereby the Company acquired certain real estate brokerages, internalized its management team and settled deferred distributions owing to Brookfield for total proceeds of $40.8 million.
Revenue in the first quarter amounted to $11.8 million, compared to the $12.0 million generated in the first quarter of 2023, as a result of lower average agent count in the quarter compared to the prior year, partly offset by fee increases implemented during the quarter.
During the quarter, the Company generated a net loss $2.0 million or $0.21 per share, compared to a net loss of $4.7 million or $0.50 per share in 2023, primarily driven by a loss of $2.7 million on the fair valuation of the Exchangeable Units and a charge for impairment of intangibles in the first quarter, partly offset by a gain of $1.3 million on the settlement of deferred payments. In the first quarter of 2023, Bridgemarq generated a loss of $6.0 million on the fair valuation of the Exchangeable Units.
Cash provided by operating activities amounted to $2.1 million in the first quarter of 2024, compared to $3.2 million in 2023, due to higher administration and interest expenses associated with the transaction.
The Board of Directors approved a dividend to shareholders of $0.1125 per Restricted Voting Share payable June 28, 2024, to shareholders of record on May 31, 2024.
The Company's annual shareholders' meeting will be held virtually on May 15th, 2024, at 10 a.m. Eastern Daylight Time.
FIRST QUARTER OPERATING RESULTS
Revenues during the first quarter were $11.8 million, compared to the $12.0 million generated in the same quarter in 2023. The change in revenues is primarily due to lower average agent counts in the Company's network of REATORS?, partly offset by an increase in the fees paid by REALTORS? operating under the Royal LePage? and Johnston & Daniel? brands.
During the quarter, the Company generated a net loss of $2.0 million or $0.21 per share, compared to a net loss of $4.7 million or $0.50 per share in 2023. The lower net loss is largely driven by a loss of $2.7 million on the valuation of the Exchangeable Units in the quarter (compared to a loss of $6.0 million in the prior year), and a charge related to impairment of intangibles of $1.6 million partly offset by a gain of $1.3 million on the settlement of deferred payments. The fair valuation adjustment on the Exchangeable Units is directly related to changes in the market price of the Corporation's Restricted Voting Shares.
As a result of the acquisition, the Company changed the methodology by which they allocate expenses in determining the net recoverable amount of the franchise agreements from which they earn their revenue. This change resulted in an impairment charge of $1.6 million in the quarter.
The internalization of the management of the Company resulted in the settlement of deferred payments and other obligations owing to the acquired entities. The Company recorded a gain of $1.3 million on settlement of these obligations.
Cash provided by operating activities amounted to $2.1 million in the first quarter of 2024, compared to $3.2 million in the same quarter last year, due to the impact of higher administration costs as a result of the expenses associated with the evaluation of the acquisition of brokerage operations and internalization of the management company. In addition, interest expenses were higher in the quarter as the interest rate swap entered into by the Company in 2019 matured in December 2023.
"The Company has shown its ability to grow while the number of agents in the industry dropped during the quarter. Conversions completed in BC and Ontario highlight the strength of our brands' reputations as the proven choice among real estate professionals in Canada," said Spencer Enright, Chief Executive Officer, Bridgemarq Real Estate Services Inc.
"Looking ahead, we are thrilled at the possibilities presented by our recent acquisition. The addition of brokerage operations to our respected franchise business will provide long-term value for our shareholders, and truly set us apart as a progressive industry innovator focused on meeting Canadians' ever evolving home-related needs and preferences."
MARKET UPDATE
The Canadian residential real estate market showed signs of renewal at the start of this year, growing by 17% in the first quarter of 2024, compared to same quarter in 2023.1 According to the Canadian Real Estate Association, the national average selling price increased 3% in the first quarter, compared to the same period last year, while transactions increased 13%. On a quarter-over-quarter basis, the average selling price rose 5% and total unit sales were up 21%.
The Bank of Canada held its overnight lending rate at 5% on April 10, 2024.2 The central bank said it expects the Canadian economy to continue stabilizing throughout this year, as employment gains slow and the unemployment rate ticks modestly upward. In April, Canada's unemployment rate sat at 6.1% for the second consecutive month.3 The market is broadly expecting that the Bank of Canada will begin cutting rates later this year, possibly prompting additional activity in the real estate market.
ACQUISITION OF BROKERAGE OPERATIONS AND INTERNALIZATION OF MANAGEMENT
On March 31, 2024, Bridgemarq completed the acquisition of certain real estate brokerages and the external management company from Brookfield Business Partners. Additional details describing the Transaction can be found at www.bridgemarq.com.
As a result of the acquisition of the brokerage operations, beginning in the second quarter of this year the Company will benefit from a broader revenue base and will earn revenues from the gross commission income earned directly by our owned brokerages operating under the Royal LePage, Via Capitale?, Proprio Direct? and Johnston and Daniel banners, in addition to the franchise fees and ancillary revenues it currently generates from its franchise network. In addition, the outstanding deferred payments owing to Brookfield have been settled and the requirement to pay management fees to a third party has ceased.
ORGANIZATIONAL AND GOVERNANCE CHANGES
The Board of Directors approved the appointment of Mr. Spencer Enright as Chief Executive Officer of Bridgemarq. Mr. Enright has stepped down as the Chair of the Board and Ms. Lorraine Bell, a director since 2003 and current Chair of the Audit Committee, succeeds him as Chair of the Board. Mr. Colum Bastable, an independent director, has been appointed as Chair of the Audit Committee. Phil Soper continues in his role as President of Bridgemarq.
In addition, the Board has established a Human Resources and Compensation Committee (the HRCC) of the Board, comprised entirely of independent directors, to oversee various human resource and compensation-related matters. The terms of reference for HRCC will be posted on the Company's website in the coming days.
CASH DIVIDEND
The Company declared a cash dividend of $0.1125 per Restricted Voting Share payable on June 28, 2024, to shareholders of record on May 31, 2024. The dividend distribution represents a target annual dividend of $1.35 per Restricted Voting Share, which is consistent with 2023.
THE COMPANY NETWORK
As at March 31, 2024, the franchise network was comprised of 20,564 REALTORS? operating under 282 Franchise Agreements from 723 locations. The Company's corporately owned real estate brokerages operate 38 real estate locations in the Greater Toronto Area, Greater Vancouver and within the province of Quebec with 2,819 sales representatives.
Since the start of 2024, the Company has completed two major conversions to the Royal LePage brand from its competitors. In April, we converted a competing brokerage in Metro Vancouver with more than 180 sales representatives to the Royal LePage network, following the conversion of a strategic 12-agent office in Mississauga in March.
SHAREHOLDERS MEETING
The Company will be holding its annual meeting of shareholders on May 15th, 2024, at 10 a.m. Eastern Daylight Time. The meeting will be conducted as a virtual, live audio webcast.
and follow the login instructions, using the case-sensitive password 'bresi2024'. Shareholders and proxyholders will require their unique control number, which is provided by TSX Trust Company Canada in accordance with the instructions provided to shareholders. Guests are welcome to join the meeting by following the platform's instructions on the morning of the meeting.
For more information on participation at the virtual, live audio webcast, please review the Company's meeting guide (https://www.bridgemarq.com/meeting-guide) and the Management Information Circular.
FORWARD-LOOKING STATEMENTS
This news release contains forward-looking information and other "forward-looking statements". Words such as "ahead", "begin", "continue", "expecting", "expects", "possibly", "provide", "set to", "to", "will", "will be", and other expressions that are predictions of or could indicate future events and trends and that do not relate to historical matters identify forward-looking statements. Reliance should not be placed on forward-looking statements because they involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company to differ materially from anticipated future results, performance or achievement expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from those indicated in the forward-looking statements include, but are not limited to: any resurgence of COVID-19 (including any impact of COVID-19 on the economy and the Company's business), changes in the supply or demand of houses for sale in Canada or in any particular region within Canada, changes in the selling price for houses in Canada or any particular region within Canada, changes in the Company's cash flow, changes in the Company's strategy with respect to and/or ability to pay dividends, changes in the productivity of the Company's REALTORS? or the commissions they charge their customers, changes in government policy, laws or regulations which could reasonably affect the housing markets in Canada or the economy in general, changes to any products or services developed or offered by the Company, consumer response to any changes in the housing markets in Canada or any changes in government policy, laws or regulations, changes in general economic conditions (including interest rates, consumer confidence and other general economic factors or indicators), changes in global and regional economic growth, changes in the demand for and prices of natural resources on local and international markets, the level of residential real estate transactions, competition from other real estate brokers or from discount and/or Internet-based real estate alternatives, the closing of existing real estate brokerage offices, other developments in the residential real estate brokerage industry or the Company that reduce the number of REALTORS? in the Company's network or revenue from the Company's network of REALTORS?, our ability to maintain brand equity through the use of trademarks, the methods used by shareholders or analysts to evaluate the value of the Company and its publicly-traded securities, changes in tax laws or regulations, and other risks detailed in the Company's annual information form, which is filed with securities commissions and posted on SEDAR+ at www.sedarplus.ca. Forward-looking information is based on various material factors or assumptions, which are based on information currently available to management. Material factors or assumptions that were applied in drawing conclusions or making estimates set out in the forward-looking statements include, but are not limited to: anticipated economic conditions, anticipated impact of government policies, anticipated financial performance, anticipated market conditions, business prospects, the successful execution of the Company's business strategies and recent regulatory developments, including as the foregoing relate to COVID-19. The factors underlying current expectations are dynamic and subject to change. Although the forward-looking statements contained in this release are based upon what management believes are reasonable assumptions, the Company cannot assure readers that actual results will be consistent with these forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
About Bridgemarq Real Estate Services
Bridgemarq is a leading provider of services to residential real estate brokers and a network of more than 21,000 REALTORS? through its franchise network and corporately owned brokerages. We operate in Canada under the Royal LePage?, Proprio Direct?, Via Capitale? and Johnston & Daniel? brands. For more information, go to www.bridgemarq.com.
Bridgemarq is an affiliate of Brookfield Business Partners, a business services and industrials company focused on owning and operating high-quality businesses that benefit from barriers to entry and/or low production costs. Brookfield Business Partners is listed on the New York and Toronto stock exchanges. Further information is available at bbu.brookfield.com.
Bridgemarq Real Estate Services Inc.
March 31,
December 31,
Balance Sheet Highlights
2024
2023
Cash
$ 8,594
$ 5,743
Other current assets
64,968
4,671
Total current assets
73,562
10,414
Non-current assets
107,580
54,478
Total assets
$ 181,142
$ 64,892
Accounts payable and accrued liabilities
$ 14,799
$ 1,407
Customer deposits
52,367
-
Interest payable on Exchangeable Units
484
484
Dividends payable to shareholders
1,067
1,067
Contract transfer obligation
-
356
Lease liabilities
3,731
-
Exchangeable Units
87,292
-
Total current liabilities
159,740
3,314
Debt facilities
66,947
67,022
Other non-current liabilities
16,744
7,851
Exchangeable Units
-
43,825
Total Liabilities
243,431
122,012
Shareholders' deficit
(62,289)
(57,120)
Total Liabilities and Shareholders' deficit
$ 181,142
$ 64,892
Three months
Three months
ended
ended
March 31,
March 31,
Interim Earnings Highlights
2024
2023
Fixed franchise fees
$ 8,362
$ 8,380
Variable franchise fees
2,714
2,799
Other revenue
691
812
Revenues
11,767
11,991
Cost of other revenue
(152)
(226)
Administration expenses
(1,111)
(367)
Management fees
(4,742)
(4,852)
Interest expense
(1,193)
(743)
4,569
5,803
Impairment and write-off of intangible assets
(1,552)
(102)
Amortization of intangible assets
(1,695)
(1,741)
Interest on Exchangeable Units
(1,452)
(1,452)
Loss on fair value of Exchangeable Units
(2,662)
(5,990)
Loss on interest rate swap
-
(378)
Loss on debt facility amendment
-
(122)
Gain on settlement of deferred payments
1,224
-
Gain on settlement of contract transfer obligation
99
-
Income tax expense
(575)
(937)
Deferred income tax recovery
76
214
Net and comprehensive loss
$ (1,968)
$ (4,705)
Basic loss per Restricted Voting Share
$ (0.21)
$ (0.50)
Diluted loss per Share
$ (0.21)
$ (0.50)
Cash Flow Highlights
Cash provided by operating activities:
$ 2,073
$ 3,220
Cash provided by (used for) investing activities:
4,055
(220)
Cash used for financing activities:
(3,277)
(3,259)
Change in cash for the period
2,851
(259)
Cash, beginning of the period
5,743
6,419
Cash, end of the period
$ 8,594
$ 6,160
BRIDGEMARQ? & DESIGN / BRIDGEMARQ REAL ESTATE SERVICES?, VIA CAPITALE?, JOHNSTON & DANIEL? and PROPRIO DIRECT? are registered trademarks of Residential Income Fund L.P. and are used under licence. ROYAL LEPAGE? is a registered trademark of Royal Bank of Canada and is used under licence.
The trademarks REALTOR?, REALTORS? and the REALTOR? logo are controlled by The Canadian Real Estate Association (CREA) and identify real estate professionals who are members of CREA.
