COGECO Reports Fiscal 2014 Fourth-Quarter Financial Results and Increases its Dividend

- Fourth-quarter revenue increased by $19.8 million, or 3.9%, to reach $524.5 million; - Profit for the period in the fourth quarter amounted to $59.2 million compared to $43.8 million in the comparable period of the previous fiscal year, an increase of 35.3%; and - Quarterly dividend increase of 15.9%.

MONTREAL, QUEBEC--(Marketwired - Oct 31, 2014) - Today, COGECO Inc. (CGO.TO) ("COGECO" or the "Corporation") announced its financial results for the fourth quarter and fiscal 2014, ended August 31, 2014, in accordance with International Financial Reporting Standards ("IFRS").

For the fourth quarter and fiscal 2014:

• Fourth-quarter revenue increased by $19.8 million, or 3.9%, to reach $524.5 million mainly driven by growth in the Cable and Enterprise data services segment through the organic growth from all of our operating segments as well as favorable foreign exchange rates in our foreign operations. Fiscal 2014 revenue reached $2.1 billion, an increase of $261.8 million, or 14.3%, mainly attributable to the full year impact of the acquisitions, in the Cable and Enterprise data services segment, of Atlantic Broadband and Peer 1 Hosting(1) ("the recent acquisitions") which both occurred during fiscal 2013 combined with the organic growth from all of our operating segments and the favorable foreign exchange rates in our foreign operations;

• Adjusted EBITDA(2) increased by 2.1% to $229.3 million compared to the fourth quarter of fiscal 2013, and by 13.7% to $908.3 million compared to the prior year. The progression for both periods resulted mainly from the recent acquisitions and the organic growth as well as the favorable foreign exchange rates from our foreign operations compared to the same period of last year;

• Profit for the period in the fourth quarter amounted to $59.2 million of which $15.8 million, or $0.94 per share, is attributable to owners of the Corporation compared to profit for the period of $43.8 million for the same period in fiscal 2013 of which $13.9 million, or $0.83 per share, is attributable to the owners of the Corporation. The increase is mostly attributable to the improvement of adjusted EBITDA combined with the decreases in integration, restructuring and acquisitions costs and in financial expense. Fiscal 2014 profit for the year amounted to $210.2 million of which $67.7 million, or $4.05 per share, is attributable to owners of the Corporation compared to profit of the year of $189.8 million of which $64.3 million, or $3.84 per share, is attributable to the owners of the Corporation in fiscal 2013. Profit for the year progression is mostly attributable to the improvement of the Cable and Enterprise data services segment's adjusted EBITDA stemming from the recent acquisitions and organic growth as well as the decreases in integration, restructuring and acquisitions costs and income taxes, partly offset by the impairment of property, plant and equipment which occurred in the third and fourth quarters of fiscal 2014 in the Cable and Enterprise data services segment as well as the increase in depreciation and amortization expense essentially related to the recent acquisitions;

• Fourth-quarter free cash flow(1) decreased by $35.2 million to reach $18.1 million compared to $53.4 million in the comparable quarter of the prior year. The decrease for the period is mostly attributable to the increase in acquisition of property, plant and equipment due to the timing of certain initiatives that were delayed in the prior quarters of fiscal 2014, partly offset by the improvement of adjusted EBITDA combined with the decreases in integration, restructuring and acquisition costs and financial expense. Fiscal 2014 free cash flow increased by $123.2 million to reach $273.7 million compared to $150.5 million in fiscal 2013. The increase is mostly attributable to the improvement of adjusted EBITDA and the decrease in integration, restructuring and acquisition costs, partly offset by the increase in acquisitions of property, plant and equipment;

• Fiscal 2014 fourth-quarter cash flow from operating activities reached $332.2 million compared to $233.5 million, an increase of $98.8 million or 42.3%, compared to fiscal 2013 fourth quarter. For fiscal 2014, cash flow from operating activities reached $764.8 million compared to $552.2 million, an increase of $212.6 million, or 38.5%, compared to the same period in fiscal 2013. Both increases in the fourth quarter and fiscal 2014 are attributable to the improvement of adjusted EBITDA combined with the increase in non-cash operating activities and the decrease in financial expense paid, partly offset by the increase in income taxes paid;

• A quarterly eligible dividend of $0.22 per share was paid to the holders of subordinate and multiple voting shares, an increase of $0.03 per share, or 15.8%, compared to a dividend of $0.19 per share paid in the fourth quarter of fiscal 2013. Dividends paid in fiscal 2014 totaled $0.88 per share compared to $0.76 per share in fiscal 2013;

• On October 31, 2014, COGECO declared a quarterly eligible dividend of $0.255 per share, an increase of 15.9% when compared to the $0.22 dividend per share paid in the fourth quarter of fiscal 2014; and

• On August 27, 2014, the Corporation's subsidiary, Cogeco Cable Inc. ("Cogeco Cable"), completed, pursuant to a private placement, the issuance of US$25 million ($27.2 million) Senior Secured Notes Series A net of transaction costs of $0.1 million, for net proceeds of $27.1 million and of US$150 million ($163.4 million) Senior Secured Notes Series B net of transaction costs of $0.9 million, for net proceeds of $162.5 million. The Senior Secured Notes Series A bear interest at 4.14% per annum payable semi-annually and mature on September 1, 2024, and the Senior Secured Notes Series B bear interest at 4.29% per annum payable semi-annually and mature on September 1, 2026. The Senior Secured Notes Series A and B are redeemable at any time at Cogeco Cable's option, in whole or in part, at 100% of the principal amount plus a make-whole premium. These Notes are indirectly secured by a first priority fixed and floating charge and a security interest on substantially all present and future real and personal property and undertaking of every nature and kind of Cogeco Cable and certain of its subsidiaries.

(1)

Peer 1 Hosting refers to Peer 1 Network (USA) Holdings Inc., Peer 1 (UK) Ltd. and Peer 1 Network Enterprises, Inc.

(2)

The indicated terms do not have standardized definitions prescribed by International Financial Reporting Standards ("IFRS") and, therefore, may not be comparable to similar measures presented by other companies. For more details, please consult the "Non-IFRS financial measures" section of the Management's discussion and analysis ("MD&A").

"I'm happy to report that COGECO had an excellent year in fiscal 2014 with strong financial results driven by a focus on delivering sustainable and profitable growth. Through the successful execution of our operational objectives and effective cost control, we achieved continued solid growth and profitability, while further strengthening our ability to create value in the years ahead," stated Louis Audet, President & Chief Executive Officer of COGECO Inc.

"For Cogeco Cable Inc., fiscal 2014's solid performance was driven mainly by organic growth and effective cost control in our three operating segments, Canadian cable, American cable and Enterprise data services, as well as by the inclusion of a full year of results from Atlantic Broadband and Peer 1 Hosting, both of which were acquired during the course of fiscal 2013. Our ability to grow profitably despite intense competition from existing and new players, changing market dynamics and rapid technology advances reflects our capacity to adapt effectively and offer compelling services and solutions to our customers," continued Mr. Audet.

«Despite a slowdown in advertising spending in the second half of fiscal 2014, our Cogeco Diffusion subsidiary enjoyed a successful year thanks to solid audience ratings and tight cost management. Both our talk and music format radio stations continue to either perform well or increase their audience in a highly competitive environment. Our Cogeco Métromédia subsidiary extended its footprint with the addition of transit and underground properties in the Greater Montréal area," concluded Louis Audet.

Fiscal 2015 Financial Guidelines

COGECO revised its fiscal 2015 preliminary financial guidelines, as issued on July 9, 2014, to take into consideration non-cash items to be excluded from the calculation of the free cash flow. Please consult the "Fiscal 2015 financial guidelines" section of the Corporation's 2014 Annual Report for further details.

(1)

The indicated terms do not have standard definitions prescribed by IFRS and, therefore, may not be comparable to similar measures presented by other companies. For more details, please consult the "Non-IFRS financial measures" section of the MD&A.

FINANCIAL HIGHLIGHTS

Quarters ended

Years ended


(in thousands of dollars, except percentages and per share data)


August 31,
2014

August 31,
2013(2)



Change


August 31,
2014

August 31,
2013


(2)
Change

$

$

%

$

$

%

Operations

Revenue

524,523

504,714

3.9

2,096,038

1,834,257

14.3

Adjusted EBITDA

229,332

224,608

2.1

908,262

798,642

13.7

Impairment of property, plant and equipment

3,296

-

-

35,493

-

-

Profit for the period

59,229

43,770

35.3

210,170

189,821

10.7

Profit for the period attributable to owners of the

Corporation

15,765

13,869

13.7

67,680

64,260

5.3

Cash Flow

Cash flow from operating activities

332,218

233,464

42.3

764,770

552,195

38.5

Cash flow from operations(1)

184,781

162,138

14.0

693,909

561,935

23.5

Acquisitions of property, plant and equipment, intangible and other assets(3)

166,642

108,756

53.2

420,179

411,422

2.1

Free cash flow

18,139

53,382

(66.0

)

273,730

150,513

81.9

Financial Condition

Property, plant and equipment

1,852,270

1,874,866

(1.2

)

Total assets

5,367,730

5,348,627

0.4

Indebtedness(4)

2,848,040

3,054,275

(6.8

)

Equity attributable to owners of the Corporation

513,965

456,905

12.5

Per Share Data(5)

Earnings per share attributable to the owners of the

Corporation

Basic

0.94

0.83

13.3

4.05

3.84

5.5

Diluted

0.94

0.82

14.6

4.02

3.82

5.2

(1)

The indicated terms do not have standardized definitions prescribed by IFRS, and therefore, may not be comparable to similar measures presented by other companies. For more details, please consult the "Non-IFRS financial measures" section of the MD&A.

(2)

Comparative figures have been adjusted to comply with the adoption of IAS 19 Employee Benefits. For further details, please refer to Note 3 of the consolidated financial statements.

(3)

Fiscal 2013 fourth-quarter and fiscal 2013 acquisitions of property, plant and equipment, intangible and other assets include assets acquired under finance lease of $0.9 million that are excluded from the statements of cash flows.

(4)

Indebtedness is defined as the aggregate of bank indebtedness, principal on long-term debt, balance due on business combinations and obligations under derivative financial instruments.

(5)

Per multiple and subordinate voting share.

FORWARD-LOOKING STATEMENTS

Certain statements in this press release may constitute forward-looking information within the meaning of securities laws. Forward-looking information may relate to COGECO's future outlook and anticipated events, business, operations, financial performance, financial condition or results and, in some cases, can be identified by terminology such as "may"; "will"; "should"; "expect"; "plan"; "anticipate"; "believe"; "intend"; "estimate"; "predict"; "potential"; "continue"; "foresee", "ensure" or other similar expressions concerning matters that are not historical facts. In particular, statements regarding the Corporation's future operating results and economic performance and its objectives and strategies are forward- looking statements. These statements are based on certain factors and assumptions including expected growth, results of operations, performance and business prospects and opportunities, which COGECO believes are reasonable as of the current date. While management considers these assumptions to be reasonable based on information currently available to the Corporation, they may prove to be incorrect. The Corporation cautions the reader that the economic downturn experienced over the past few years makes forward-looking information and the underlying assumptions subject to greater uncertainty and that, consequently, they may not materialize, or the results may significantly differ from the Corporation's expectations. It is impossible for COGECO to predict with certainty the impact that the current economic uncertainties may have on future results. Forward-looking information is also subject to certain factors, including risks and uncertainties (described in the "Uncertainties and main risk factors" section of the Corporation's 2014 annual Management's Discussion and Analysis ("MD&A")) that could cause actual results to differ materially from what COGECO currently expects. These factors include namely risks pertaining to markets and competition, technology, regulatory developments, operating costs, information systems, disasters or other contingencies, financial risks related to capital requirements, human resources, controlling shareholder and holding structure, many of which are beyond the Corporation's control. Therefore, future events and results may vary significantly from what management currently foresees. The reader should not place undue importance on forward-looking information and should not rely upon this information as of any other date. While management may elect to, the Corporation is under no obligation and does not undertake to update or alter this information at any particular time, except as may required by law.

All amounts are stated in Canadian dollars unless otherwise indicated. This press release should be read in conjunction with the MD&A included in the Corporation's 2014 Annual Report, the Corporation's consolidated financial statements and the notes thereto, prepared in accordance with the IFRS for the year ended August 31, 2014

RESULTS OVERVIEW

This analysis should be read in conjunction with the Corporation's 2014 Annual Report available on SEDAR at www.sedar.com or on the Corporation's website at www.cogeco.ca. Please refer to the Corporation's 2014 Annual Report for more details on the annual results.

FOURTH-QUARTER OPERATING RESULTS

OPERATING RESULTS

CONSOLIDATED

Quarters ended August 31,

2014

2013 (1)

Change

(in thousands of dollars, except percentages)

$

$

%

Revenue

524,523

504,714

3.9

Operating expenses

295,191

280,106

5.4

Adjusted EBITDA

229,332

224,608

2.1

(1)

Comparative figures have been adjusted to comply with the adoption of IAS 19 Employee Benefits. For further details, please refer to Note 3 of the consolidated financial statements.

Fiscal 2014 fourth-quarter consolidated revenue improved by $19.8 million, or 3.9%, to reach $524.5 million compared to $504.7 million for the prior year primarily due to the Cable and Enterprise data services segment and the revenue generated by the radio and out-of-home advertising activities. For the fourth quarter ended August 31, 2014, consolidated operating expenses increased by $15.1 million, or 5.4%, at $295.2 million compared to $280.1 million for the prior year mainly attributable to the Cable and Enterprise data services segment. As a result, consolidated adjusted EBITDA increased by $4.7 million, or 2.1%, to reach $229.3 million.

Cable and Enterprise data services segment's fiscal 2014 fourth-quarter consolidated revenue improved by $19.8 million, or 4.2%, to reach $490.2 million compared to $470.4 million for the prior year due to the organic growth from all its business units and the appreciation of the US dollar and the British Pound against the Canadian dollar from its foreign operations. For the fourth quarter ended August 31, 2014, consolidated operating expenses increased by $11.5 million, or 4.6%, at $259.3 million compared to $247.8 million for the prior year mainly due to favorable foreign exchange rates and the organic growth. As a result, consolidated adjusted EBITDA increased by $8.3 million, or 3.7%, to reach $230.8 million.

CABLE AND ENTERPRISE DATA SERVICES SEGMENT CUSTOMER STATISTICS

Net additions (losses)

August 31, 2014

Quarters ended

Consolidated

UNITED STATES

CANADA

August 31, 2014

August 31, 2013

PSU

2,442,184

496,162

1,946,022

(9,934

)

(13,360

)

Television service customers

1,023,094

225,929

797,165

(11,897

)

(12,333

)

HSI service customers

869,453

189,869

679,584

3,856

1,097

Telephony service customers

549,637

80,364

469,273

(1,893

)

(2,124

)

Fiscal 2014 fourth-quarter PSU net losses stood at 9,934 compared to 13,360 in the comparable period of the prior year mainly as a result of service category maturity and competitive offers in the cable industry. In Canada, PSU decreased by 10,422 in the fourth quarter of fiscal 2014 compared to 12,021 in the comparable period of the prior year. In the United States PSU increased by 488 in the fourth quarter of fiscal 2014 compared to a decrease of 1,339 in the fourth quarter of fiscal 2013. Net customer losses for Television service customers stood at 11,897 compared to 12,333 for the same period of last year. Television service customer net losses are mainly due to promotional offers of competitors for the video service, service category maturity and the IPTV footprint growth from competitors, partly offset by the successful deployment of the TiVo digital advanced television platform in the United States with positive acceptance by our customers. Fiscal 2014 fourth-quarter HSI service customers grew by 3,856 compared to 1,097 in the fourth quarter of the prior year. HSI net additions continue to stem from the enhancement of the product offering, the impact of the bundled offer of Television, HSI and Telephony services and promotional activities. Telephony service customers net losses stood at 1,893 customers compared to 2,124 customers for the same period of last year.

CASH FLOW ANALYSIS

Quarters ended August 31,

2014

2013 (1)

(in thousands of dollars)

$

$

Operating activities

Cash flow from operations

184,781

162,138

Changes in non-cash operating activities

130,360

58,644

Amortization of deferred transaction costs and discounts on long-term debt

(2,049

)

(4,255

)

Income taxes paid

(10,380

)

(24,066

)

Current income taxes

13,792

11,583

Financial expense paid

(19,256

)

(20,850

)

Financial expense

34,970

50,270

Cash flow from operating activities

332,218

233,464

Investing activities

(165,489

)

(104,976

)

Financing activities

(133,536

)

(125,642

)

Effect of exchange rate changes on cash and cash equivalents denominated in foreign currencies

112

1,304

Net change in cash and cash equivalents

33,305

4,150

Cash and cash equivalents, beginning of period

30,526

39,643

Cash and cash equivalents, end of period

63,831

43,793

(1)

Comparative figures have been adjusted to comply with the adoption of IAS 19 Employee Benefits. For further details, please refer to Note 3 of the consolidated financial statements.

Fourth-quarter 2014 cash flow from operating activities reached $332.2 million compared to $233.5 million last year, an increase of $98.8 million, or 42.3%, primarily due to the improvement of adjusted EBITDA of $4.7 million, the decrease in income taxes paid of $13.7 million as well as the increase of $71.7 million in cash inflows from non-cash operating activities as a result of a higher increase in trade and other payables compared to the same period of the prior year.

Fourth-quarter 2014 cash flow from operations reached $184.8 million compared to $162.1 million last year, an increase of $22.6 million, or 14.0%, primarily due to the improvement of adjusted EBITDA of $4.7 million combined with the decrease of financial expense of $15.3 million as a result of a make-whole premium of $10.2 million on the early repayment by Cogeco Cable of the Senior Secured Debentures Series 1 which occurred in the fourth quarter of fiscal 2013.

ACQUISITIONS OF PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE AND OTHER ASSETS

For the quarter ended August 31, 2014, acquisition of property, plant and equipment amounted to $165.7 million compared to $103.8 million for the comparable period of fiscal 2013 mainly as a result of the following factors in the Cable and Enterprise data services segment:

  • An increase in customer premise equipment mainly due to the launch in fiscal 2014 of TiVo's digital advanced television and the PSU growth in the United States as well as the acquisition of additional customer premise equipment occurred in the fourth quarter of fiscal 2014 in Canada in view of the launch of TiVo digital advanced television services planned for November 3, 2014 in Ontario and in Spring of fiscal 2015 in Québec;

  • An increase in scalable infrastructure to extend and improve network capacity in the areas served;

  • An increase in capital expenditures related to data centre facilities as a result of the initial construction by Cogeco Data Services of all remaining pods (pods 2, 3, 4) at the Barrie data centre; and

  • A decrease in upgrade and rebuild due to the deployment in fiscal 2012 and early fiscal 2013 of advanced technologies such as DOCSIS 3.0 and SDV in existing areas served.

Acquisition of intangible and other assets are mainly attributable to reconnect and additional service activation costs as well as other customer acquisition costs. Fiscal 2014 fourth-quarter acquisition of intangible and other assets amounted to $1.0 million compared to $4.9 million for the fourth quarter of fiscal 2013 mainly due to lower reconnect activities in the cable operations in Canada.

FREE CASH FLOW AND FINANCING ACTIVITIES

Fourth-quarter 2014 free cash flow amounted to $18.1 million, a decrease of $35.2 million compared to $53.4 million in the fourth quarter of fiscal 2013, mainly as a result of the increase of $62.8 million in acquisitions of property, plant and equipment due to the timing of certain initiatives that were delayed in the three first quarters of fiscal 2014, partly offset by improvement of $4.7 million of adjusted EBITDA combined with the decreases of $15.3 million in financial expense and of $3.8 million in integration, restructuring and acquisition costs.

In the fourth quarter of fiscal 2014, Indebtedness level resulted in a cash decrease of $120.7 million, mainly due to the following reasons:

  • the repayments of $242.2 million under the revolving facilities and of $58.0 million of long-term debt;

  • the decrease of $10.0 million in bank indebtedness;

  • the issuance, on August 27, 2014, in the Cable and Enterprise data services segment, of a private placement of $27.2 million (US$25 million) Senior Secured Notes Series A for net proceeds of $27.1 million, net of transaction costs of $0.1 million; and

  • the issuance, on August 27, 2014, in the Cable and Enterprise data services segment, of a private placement of $164.3 million (US $150 million) Senior Secured Notes Series B for net proceeds of $162.5 million, net of transaction costs of $0.9 million.

In the fourth quarter of fiscal 2013, Indebtedness level resulted in a cash decrease of $110.5 million, mainly due to the issuance on June 27, 2013, of $225.3 million (US$215 million) Senior Secured Notes for net proceeds of $223.8 million, net of transaction costs of $1.5 million, offset by the repayment of the Senior Secured Debentures Series 1 of $300 million.

During the fourth quarter of fiscal 2014, a quarterly eligible dividend of $0.22 per share was paid to the holders of subordinate and multiple voting shares, totaling $3.7 million, when compared to a dividend paid of $0.19 per share, or $3.2 million in the fourth quarter of fiscal 2013.

FISCAL 2015 FINANCIAL GUIDELINES

COGECO revised its fiscal 2015 preliminary financial guidelines, as issued on July 9, 2014 with regards to free cash flow, to take into consideration non-cash items of approximately $10 million to be excluded from the calculation.

For fiscal 2015, COGECO expects revenue to reach $2.19 billion and adjusted EBITDA should reach $945 million, as a result of the Cable and Enterprise data services segment's 2015 guidelines and the projected results of the radio and out-of-home advertising activities. Free cash flow should reach approximately $280 million and profit for the year attributable to the owners of the Corporation is expected to attain $88 million.

Fiscal 2015 financial guidelines are as follows:

Preliminary

Projections

projections

October 31, 2014

July 9, 2014

Actuals

Fiscal 2015

Fiscal 2015

Fiscal 2014

(in millions of dollars)

$

$

$

Financial guidelines

Revenue

2,185

2,185

2,096

Adjusted EBITDA

945

945

908

Integration, restructuring and acquisition costs

-

-

5

Financial expense

132

132

137

Current income taxes

105

105

86

Profit for the year

265

265

210

Profit for the year attributable to owners of the Corporation

88

88

68

Acquisitions of property, plant and equipment, intangible and other assets

438

438

420

Free cash flow(1)

280

270

274 (2)

(1)

Free cash flow is calculated as adjusted EBITDA plus non-cash items of approximately $10 million and less, integration, restructuring and acquisition costs, financial expense, current income taxes and acquisitions of property, plant and equipment, intangible and other assets.

(2)

Fiscal 2014 free cash flow excludes non-cash items of approximately $14 million, mainly related to share-based payment and amortization of deferred transaction costs and discounts on long-term debt.

CABLE AND ENTERPRISE DATA SERVICES SEGMENT

Cogeco Cable revised its fiscal 2015 preliminary financial guidelines, as issued on July 9, 2014 with regards to free cash flow, to take into consideration non-cash items of approximately $10 million to be excluded from the calculation.

Fiscal 2015 financial guidelines take into consideration the current uncertain global economic and the intense competitive environment that prevails in Canada, the United States and Europe by the incumbent telecommunications or IT infrastructure providers, as the case may be. In addition, these financial guidelines are supported by Cogeco Cable's objectives which are to improve profitability to create shareholder value. Cogeco Cable focus on customer's needs by offering services at attractive prices, expanding its offering with respect to geography and by diversifying its product and services. As the Corporation operates in an industry characterized by rapid technological innovation which requires substantial capital, Cogeco Cable will continue the expansion and upkeep maintenance of its networks and data centre facilities as well as the launch and expansion of new or additional services. The Corporation recognizes that customer service is a key brand attribute that has potential to differentiate its services compared to its competitors and that superior customer service earns their loyalty and retention. As cost containment is a core element of financial performance and remains a key factor to maintain strong operating margins, Cogeco Cable intends to continue executing its strategy of tight operating and capital cost controls and rigorous customer-related processes.

For fiscal 2015, Cogeco Cable expects to achieve revenue of $2.03 billion, representing a growth of $82 million or 4.2% compared to fiscal 2014. In the Cable services segment, revenue should stem primarily from targeted marketing initiatives to improve penetration rates of HSI and Telephony services in the business sector while the penetration of residential Telephony and Television services should remain sluggish in the Canadian cable services, reflecting service category maturity and intense competition. Furthermore, the penetration of Digital video and HSI services should continue to benefit from customers' ongoing interest in TiVo's digital advanced television services in the American cable services segment as well as the launch of TiVo digital advanced television services in the Canadian cable services segment. Cable services segment will also benefit from the impact of rate increases in most of its services. In the Enterprise data services segment, revenue growth should stem primarily from managed and dedicated hosting and colocation services due to the expansion of the Barrie data centre facility as well as from the migration of services in the business portfolio that generate revenue with higher margins. In addition, the construction of the first pod of a new data centre facility in Kirkland, Montréal, is expected to be completed in the Spring of fiscal 2015 and should begin generating revenue. The revenue growth should also be driven by connectivity services as a result of network expansions and new customer installations.

Fiscal 2015 operating expenses are expected to expand by approximately $50 million, or 4.7%, compared to fiscal 2014 mainly due to additional expenditures to support the Enterprise data services segment growth, salary increases as well as the continuation of the marketing initiatives and retention strategies. These increases should be partly offset by cost reduction initiatives from improved systems and processes and by the restructuring activities that were completed in fiscal 2014.

For fiscal 2015, the Corporation expects adjusted EBITDA of $925 million, an increase of $32 million, or 3.6%, compared to fiscal 2014. The operating margin is expected to reach approximately 45.6% in fiscal 2015, compared to 45.9% for fiscal 2014, reflecting lower margins business activities from the Enterprise data services segment as well as operating expenses increasing slightly faster than the revenue.

Cogeco Cable expects the depreciation and amortization of property, plant and equipment and intangible assets to increase by $5 million for fiscal 2015, mainly from the increase in capital expenditures in fiscal 2015. Cash flows from operations should finance capital expenditures which are expected to reach $430 million compared to $415 million for fiscal 2014. Fiscal 2015 capital expenditures should increase mainly due to the completion of the expansion of the Barrie data centre facility and the construction of the first pod of a new data centre in Kirkland in the Enterprise data services segment.

Fiscal 2015 free cash flow is expected to amount to $280 million compared to fiscal 2014 free cash flow of $275 million due to the adjusted EBITDA growth, partly offset by additional capital expenditures. As a result, generated free cash flow will reduce Indebtedness net of cash and cash equivalent, thus improving the Corporation's net leverage ratios. Financial expense should amount to $125 million, a decrease of $5 million, or 3.8%, from lower Indebtedness level. Finally, profit for the year should reach approximately $260 million compared to $209 million for fiscal 2014.

Fiscal 2015 financial guidelines are as follows:

Preliminary

Projections

projections

October 31, 2014

July 9, 2014

Actuals

Fiscal 2015

Fiscal 2015

Fiscal 2014

(in millions of dollars, except percentages)

$

$

$

Financial guidelines

Revenue

2,030

2,030

1,948

Adjusted EBITDA

925

925

893

Operating margin

45.6

%

45.6

%

45.9

%

Integration, restructuring and acquisition costs

-

-

5

Depreciation and amortization

465

465

460

Financial expense

125

125

130

Current income taxes

100

100

83

Profit for the year

260

260

209

Acquisitions of property, plant and equipment, intangible and other assets

430

430

415

Free cash flow

280

270

275 (2)

Capital intensity

21.2

%

21.2

%

21.3

%

(1)

Free cash flow is calculated as adjusted EBITDA plus non-cash items of approximately $10 million and less, integration, restructuring and acquisition costs, financial expense, current income taxes and acquisitions of property, plant and equipment, intangible and other assets.

(2)

Fiscal 2014 free cash flow excludes non cash items of approximately $15 million, mainly related to share-based payment and amortization of deferred transaction costs and discounts on long-term debt.

NON-IFRS FINANCIAL MEASURES

This section describes non-IFRS financial measures used by COGECO throughout this MD&A. It also provides reconciliations between these non-IFRS measures and the most comparable IFRS financial measures. These financial measures do not have standard definitions prescribed by IFRS and therefore, may not be comparable to similar measures presented by other companies. These measures include "cash flow from operations", "free cash flow" and "adjusted EBITDA".

CASH FLOW FROM OPERATIONS AND FREE CASH FLOW

Cash flow from operations is used by COGECO's management and investors to evaluate cash flows generated by operating activities, excluding the impact of changes in non-cash operating activities, amortization of deferred transaction costs and discounts on long-term debt, income taxes paid, current income taxes, financial expense paid and financial expense. This allows the Corporation to isolate the cash flows from operating activities from the impact of cash management decisions. Cash flow from operations is subsequently used in calculating the non-IFRS measure, "free cash flow". Free cash flow is used, by COGECO's management and investors, to measure its ability to repay debt, distribute capital to its shareholders and finance its growth.

The most comparable IFRS measure is cash flow from operating activities. Cash flow from operations is calculated as follows:

Quarters ended

Years ended

August 31,
2014

August 31,
2013 (1)

August 31,
2014

August 31,
2013 (1)

(in thousands of dollars)

$

$

$

$

Cash flow from operating activities

332,218

233,464

764,770

552,195

Changes in non-cash operating activities

(130,360

)

(58,644

)

(47,981

)

21,550

Amortization of deferred transaction costs and discounts on long-term debt

2,049

4,255

7,905

11,492

Income taxes paid

10,380

24,066

66,268

103,556

Current income taxes

(13,792

)

(11,583

)

(86,170

)

(87,810

)

Financial expense paid

19,256

20,850

126,572

96,121

Financial expense

(34,970

)

(50,270

)

(137,455

)

(135,169

)

Cash flow from operations

184,781

162,138

693,909

561,935

(1)

Comparative figures have been adjusted to comply with the adoption of IAS 19 Employee Benefits. For further details, please refer to Note 3 of the consolidated financial statements.

Free cash flow is calculated as follows:

Quarters ended

Years ended

August 31,
2014

August 31,
2013 (1)

August 31,
2014

August 31,
2013 (1)

(in thousands of dollars)

$

$

$

$

Cash flow from operations

184,781

162,138

693,909

561,935

Acquisition of property, plant and equipment

(165,688

)

(102,902

)

(405,553

)

(391,918

)

Acquisition of intangible and other assets

(954

)

(4,917

)

(14,626

)

(18,567

)

Assets acquired under finance leases

-

(937

)

-

(937

)

Free cash flow

18,139

53,382

273,730

150,513

(1)

Comparative figures have been adjusted to comply with the adoption of IAS 19 Employee Benefits. For further details, please refer to Note 3 of the consolidated financial statements.

ADJUSTED EBITDA

Adjusted EBITDA is a benchmark commonly used in the telecommunications industry, as it allows comparisons with companies that have different capital structures and is more current measures since it excludes the impact of historical investments in assets. Adjusted EBITDA evolution assesses COGECO's ability to seize growth opportunities in a cost-effective manner, to finance its ongoing operations and to service its debt. Adjusted EBITDA is a proxy for cash flow from operations. Consequently, adjusted EBITDA is one of the key metrics used by the financial community to value the business and its financial strength.

The most comparable IFRS financial measure is profit for the period. Adjusted EBITDA is calculated as follows:

Quarters ended

Years ended

August 31,
2014

August 31,
2013 (1)

August 31,
2014

August 31,
2013 (1)

(in thousands of dollars)

$

$

$

$

Profit for the period

59,229

43,770

210,170

189,821

Income taxes

15,708

10,374

54,760

63,715

Financial expense

34,970

50,270

137,455

135,169

Impairment of property, plant and equipment

3,296

-

35,493

-

Depreciation and amortization

115,173

115,444

465,648

388,275

Integration, restructuring and acquisitions costs

956

4,750

4,736

21,662

Adjusted EBITDA

229,332

224,608

908,262

798,642

(1)

Comparative figures have been adjusted to comply with the adoption of IAS 19 Employee Benefits. For further details, please refer to Note 3 of the consolidated financial statements.

CABLE AND ENTERPRISE DATA SERVICES SEGMENT CUSTOMER STATISTICS

August 31,
2014

May 31,
2014

February 28,
2014

November 30,
2013


2013-08-31


2012-08-31

PSU

2,442,184

2,452,118

2,454,627

2,464,932

2,467,657

1,975,054

CANADA

1,946,022

1,956,444

1,962,077

1,975,502

1,980,122

1,975,054

UNITED STATES

496,162

495,674

492,550

489,430

487,535

-

Television service customers


1,023,094


1,034,991


1,044,611


1,057,859


1,066,952


863,115

CANADA

797,165

807,831

815,852

827,649

834,771

863,115

Penetration as a percentage of homes passed

47.3

%

47.9

%

48.5

%

49.3

%

49.9

%

52.4

%

UNITED STATES

225,929

227,160

228,759

230,210

232,181

-

Penetration as a percentage of homes passed

43.7

%

43.8

%

44.2

%

44.5

%

44.9

%

-

HSI

869,453

865,597

857,786

848,897

838,445

640,455

CANADA

679,584

676,802

672,981

668,257

661,337

640,455

Penetration as a percentage of homes passed

40.3

%

40.2

%

40.0

%

39.8

%

39.5

%

38.8

%

UNITED STATES

189,869

188,795

184,805

180,640

177,108

-

Penetration as a percentage of homes passed

36.7

%

36.4

%

35.7

%

34.9

%

34.3

%

-

Telephony service customers

549,637

551,530

552,230

558,176

562,260

471,484

CANADA

469,273

471,811

473,244

479,596

484,014

471,484

Penetration as a percentage of homes passed

27.8

%

28.0

%

28.1

%

28.6

%

28.9

%

28.6

%

UNITED STATES

80,364

79,719

78,986

78,580

78,246

-

Penetration as a percentage of homes passed

15.5

%

15.4

%

15.3

%

15.2

%

15.1

%

-

QUARTERLY FINANCIAL HIGHLIGHTS

Fiscal 2014

Fiscal 2013 (3)



Quarters ended(1)



Nov. 30



Feb. 28



May. 31

Aug. 31



Nov. 30



Feb. 28



May. 31

Aug. 31

(in thousands of dollars, except percentages and per share data)


$


$


$


$


$


$


$


$

Revenue

516,971

518,477

536,067

524,523

366,608

458,501

504,434

504,714

Adjusted EBITDA

224,040

221,807

233,083

229,332

156,884

196,272

220,878

224,608

Impairment of property, plant and equipment

-

-

32,197

3,296

-

-

-

-

Income taxes

15,837

14,147

9,068

15,708

19,172

15,089

19,080

10,374

Profit for the period

56,839

58,467

35,635

59,229

47,106

48,950

49,995

43,770

Profit for the period attributable to owners of theCorporation


23,055


17,391


11,469


15,765


18,530


14,676


17,185


13,869

Cash flow from operating activities

60,235

187,611

184,706

332,218

(6,005

)

157,095

167,641

233,464

Cash flow from operations

159,222

173,415

176,491

184,781

101,501

140,124

158,172

162,138

Acquisitions of property, plant and equipment, intangible and other assets


86,580


81,997


84,960


166,642


83,155


106,019


113,492


108,756

Free cash flow

72,642

91,418

91,531

18,139

18,346

34,105

44,680

53,382

Earnings per share attributable to the owners of the Corporation(2)

Basic

1.38

1.04

0.69

0.94

1.11

0.88

1.03

0.83

Diluted

1.37

1.03

0.68

0.94

1.10

0.87

1.02

0.82

(1)

The addition of quarterly information may not correspond to the annual total due to rounding.

(2)

Per multiple and subordinate voting share.

(3)

Comparative figures have been adjusted to comply with the adoption of IAS 19 Employee Benefits. For further details, please refer to Note 3 of the consolidated financial statements.

SEASONAL VARIATIONS

COGECO's operating results are not generally subject to material seasonal fluctuations except as follows. In the Cable and Enterprise data services segment, the number of customers in the Television services and HSI services are generally lower in the second half of the fiscal year as a result of a decrease in economic activity due to the beginning of the vacation period, the end of the television season, and students leaving their campuses at the end of the school year. Cogeco Cable offers its services in several university and college towns such as Kingston, Windsor, St.Catharines, Hamilton, Peterborough, Trois-Rivières and Rimouski in Canada and in the Pennsylvania region, and to a lesser extent in South Carolina, Maryland/Delaware in the United States. In the United States, the Miami region is also subject to seasonal fluctuations due to the winter season residents returning home from late Spring through the Fall.

ADDITIONAL INFORMATION

Additional information relating to the Corporation, including its Annual Information Form, is available on the SEDAR website at www.sedar.com or on the Corporation's website at www.cogeco.ca.

ABOUT COGECO

COGECO (www.cogeco.ca) is a diversified holding corporation. Through its Cogeco Cable subsidiary, COGECO provides to its residential and business customers analogue and digital television, high speed Internet and telephony services with its two-way broadband fibre networks. Cogeco Cable operates in Canada under the Cogeco Cable Canada name in Québec and Ontario, and in the United States under the Atlantic Broadband name in Western Pennsylvania, South Florida, Maryland/Delaware and South Carolina. Through its subsidiaries, Cogeco Data Services and Peer 1 Hosting, Cogeco Cable provides to its commercial customers a suite of information technology services (colocation, managed and dedicated hosting, managed IT, cloud and connectivity services) with 20 data centres, extensive fibre networks in Montréal and Toronto as well as points-of-presence in North America and Europe. Through its subsidiary, Cogeco Diffusion, COGECO owns and operates 13 radio stations across most of Québec with complementary radio formats serving a wide range of audiences as well as Cogeco News, its news agency. COGECO also operates Métromédia, an out-of-home advertising company specialized in the public transit sector. COGECO's subordinate voting shares are listed on the Toronto Stock Exchange (CGO.TO). The subordinate voting shares of Cogeco Cable are also listed on the Toronto Stock Exchange (CCA.TO).

Analyst Conference Call:

Monday, November 3, 2014 at 11:00 a.m. (Eastern Standard Time)
Media representatives may attend as listeners only.

Please use the following dial-in number to have access to the conference call by dialing five minutes before the start of the conference:

Canada/United States Access Number: 1 800-524-8950
International Access Number: + 1 416-260-0113
Confirmation Code: 6637961
By Internet at www.cogeco.ca/investors

A rebroadcast of the conference call will be available until November 10, 2014, by dialing:

Canada and United States access number: 1 888-203-1112
International access number: + 1 647-436-0148
Confirmation code: 6637961

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