FirstService Corporation (FSV) Earnings Call Transcript & Summary

Welcome to the FirstService Corporation Annual Meeting of Shareholders Conference Call. Today's call is being recorded. Legal counsel requires us to advise that the discussions scheduled to take place today may contain forward-looking statements that involve known and unknown risks and uncertainties. Actual results may be materially different from the future results performance or achievements contemplated in these forward-looking statements. Additional information containing the factors that could cause actual results to be materially different than in these forward-looking statements is contained in FirstService's most recent annual information form filed with the Canadian Securities administrators and the FirstService's most recent annual report on Form 40-F filed with the U.S. Securities and Exchange Commission. As a reminder, today's call is being recorded. Today is Tuesday, April 6, 2021. And at this time, for opening remarks and introductions, I would like to turn the call over to FirstService Founder and Chairman, Mr. Jay Hennick. Please go ahead, sir.

Good afternoon, ladies and gentlemen. Please allow me to reintroduce myself. I'm Jay Hennick, the Founder and Chairman of FirstService. I will be acting as Chair of today's meeting. As you have seen from the meeting materials, we again have put in place precautionary measures for this meeting to deal with the continuing challenging circumstances regarding COVID-19. As a result, attendance today has been strictly limited, including attendance by our Board members, employees and other representatives. Participating for the company in the meeting today are Scott Patterson, the President and CEO also Director; Jeremy Rakusin, CFO; and Doug Cooke, the Corporate Secretary. I'd like to thank those listening through the Internet as this meeting is being webcast live through the FirstService website located at www.firstservice.com, where it will be archived and accessible for 1 year. It's now slightly past 4:00 p.m., and I declare that the annual and special meeting of the shareholders of FirstService come to order. With the consent of the meeting, I'll act as Chair, and in accordance with FirstService's bylaws, Doug Cooke will act as secretary for the meeting. In addition, I appoint Anna Sirianni of FirstService to act as scrutineer of the meeting. Rosa Garofalo of the TSX Trust Company will also be assisting by telephone. I'm now tabling a copy of the audited consolidated financial statements of FirstService for the year ended December 31, 2020, and the auditor's report thereon. You will have received them with the meeting materials. With the consent of the meeting, we will dispense with the reading of the auditor's report and the financial statements shall be received. Please note that after the formal portion of our meeting, our CEO and CFO, Scott Patterson and Jeremy Rakusin, respectively, will make a short slide presentation, which can be seen via the webcast and is also available on the FirstService website. Notice and proxy materials for this meeting were mailed to shareholders. Additional copies are available here today or may be obtained at www.sedar.com. The secretary will report whether there is a quorum present.

According to the bylaws of FirstService, a quorum for any meeting of shareholders is 2 or more individuals holding or representing by proxy, not less than 5% of the votes attached to all outstanding shares of FirstService entitled to be voted at the meeting. In accordance with the preliminary attendance figures received from the scrutineer and our transfer agent, it is clear that we have a quorum of shareholders. A copy of the final report of the scrutineer will be annexed to the minutes of this meeting.

I'm advised that there is a quorum present. As a quorum is present, I declare the meeting to be regularly called and properly constituted for the transaction of business. In view of the need to attend to formal matters of relating to this meeting, we have arranged for 2 shareholders, Angela Bai and [ Alec Newnan ] to move and second resolutions. The first item of business is to consider a resolution appointing PricewaterhouseCoopers, LLP as auditors of FirstService at a remuneration to be fixed by the directors. In order to be approved, this resolution must be passed by a majority of votes cast. May I have a motion for the approval of this resolution.

Angela Bai, shareholder. Mr. Chair, I move that PricewaterhouseCoopers, LLP be appointed as auditors of FirstService to hold office until the close of the next annual meeting of shareholders at a remuneration to be fixed by the Board of Directors of FirstService.

[ Alec Newnan ], shareholder. Mr. Chair, I second the motion.

Thank you. The meeting will now vote on the motion. While we normally would take a vote by way of a show of hands. There are no shareholders voting in person today. Accordingly, we will read that the votes received by proxy on this matter were more than 29 million in favor and about 13 million votes were withheld. I declare the motion carried. The next item of business is the election of 8 directors. These directors will hold office until the close of the next annual meeting of shareholders or until their successors are elected or appointed or they otherwise cease to hold office. The management information circular states that there are 8 proposed candidates. The secretary will please read their names.

The names of the Director Nominees are Brendan Calder, Bernie Ghert, Jay Hennick, Scott Patterson, Fred Reichheld, Joan Sprou, Michael Stein and Erin Wallace.

Thank you, Mr. secretary. I remind shareholders that the directors are to be voted on individually in accordance with FirstService's majority voting policy. I now recognize Angela Bai.

Angela Bai, shareholder. Mr. Chair, I nominate each of the 8 persons whose names have been read to this meeting for election as directors of FirstService to serve until the close of the next annual meeting of shareholders or until his or her successor is elected or appointed or he or she otherwise ceases to hold office.

I note that there's no further nominations, and therefore, declare the nominations closed. May I have a motion in favor of the election of the 8 directors or 8 persons nominated?

[ Alec Newnan ], shareholder. Mr. Chair, I move that each of the persons nominated be individually elected as Directors of FirstService until the close of the next annual meeting of shareholders or until his or her successor is duly elected or appointed or he or she otherwise ceases to hold office subject to and in accordance with FirstService's bylaws and majority voting policy.

Angela Bai, shareholder. Mr. Chair, I second the motion.

The meeting will now vote on the election of each director. Again, there are no shareholders voting in person today. We will read the votes received by proxy on the election of each director. For Brendan Calder, we received more than 27 million votes for his election, and 2.3 million votes were withheld. For Bernie Ghert, we received 29.7 million votes for his election, and 161,000 votes withheld. For Jay Hennick, we received 29.1 million votes for his election, and 791,000 votes withheld. For Scott Patterson, we received 29.8 million votes for his election, and 64,000 votes were withheld. For Fred Reichheld, we received 29.1 million votes for his election, and 728,000 votes were withheld. For Joan Sproul, we received 29.8 million votes for her election, and 38,000 votes were withheld. For Mike Stein, we received 26.7 million votes for his election, and 3.2 million votes were withheld. For Erin Wallace, we received 29.4 million votes for her election, and 454,000 boats were withheld. I declare the motion carried with respect to each nominee. We will now consider the item of special business before this meeting. You will have seen the management information circular, the FirstService is seeking the approval of a resolution approving an amendment to the FirstService stock option plan. Amendment will increase the maximum number of common shares reserved for issuance pursuant to the exercise of stock options. Granted by an additional 1.5 million shares. As noted in the circular, the stock option plan currently provides at the aggregate number of shares that can be issued upon the exercise of options will not exceed the point 3.9 million. If this resolution is approved that total will increase to 5.4 million shares. Of the current 3.9 million shares authorized for issuance, 3.8 million will have previously been allocated, exercised or terminated as of the date of the circular. If the shareholders approve this resolution, the total number of issued and unissued options would represent approximately 7.6% of the outstanding shares. In addition, effective February 11, 2021, our granted 439,000 options to FirstService employees as part of their compensation, subject to shareholder ratification at this meeting. These options did not begin to vest and would be canceled if the shareholders do not approve the increase in the number of shares, which may be issued pursuant to the stock option plan, and to ratify and approve the issuance of these options. The form of resolution is set out on Page 40 in the circular. In order for this resolution to be passed, it must be approved by a majority of the votes cast. The amendment to the stock option plan and the grant of the stock option employee options must also receive exchange approval in order to be effective. The Toronto Stock Exchange has approved these items, subject to obtaining shareholder approval today. May I have a motion for the approval of this resolution?

Angela Bai, shareholder. Mr. Chair, I move that the resolution approving the amendment to the FirstService stock option plan and ratifying and approving the issuance of certain stock options granted to employees of FirstService, the form of which is set out on Page 40 of the management information circular furnished to shareholders in respect [indiscernible] meeting, be approved.

[ Alec Newnan ], shareholder. Mr. Chairman, I second the motion.

Thank you. We received 23.9 million votes for this motion, and only 5.6 million votes were withheld. So I declare the motion carried. The final item of business before this meeting is the consideration of the nonbinding advisory resolution on FirstServices approach to executive compensation. Despite being an advisory vote, the Board and the compensation committee will take the results of the vote in a considering future compensation, policies, procedures and decisions and in determining whether there is a need for further change of its engagement with shareholders on executive compensation and related matters. The form of the advisory resolution is set out on Page 41 of the circular. In order for this advisory resolution to be passed, it must be approved by a majority of the votes cast. May I have a motion for the approval of this advisory resolution.

[ Alec Newnan ], shareholder. Mr. Chair, I move that the advisory resolution that shareholders accept the approach to executive compensation disclosed in the management information circular delivered in advance of this meeting, the form of which is set out on Page 41 of that circular be approved.

Angela Bai, shareholder. Mr. Chair, I second the motion.

Thank you, both. We have already received 28.5 million votes for this motion, and 1.3 million votes were against. So I declare this motion carried. As there's no further business to come before the meeting, I declare that the formal portion of this meeting be terminated. And now I would invite the operator to introduce Scott Patterson, who will make a presentation followed by a presentation by our CFO, Jeremy Rakusin. Operator?

Thank you, Jay. And good afternoon, everyone, and welcome again to our Annual General Meeting for 2020. 2020 was truly an extraordinary year that tested our business model and the resilience of our people. Despite all the challenges, we had a strong year, and we are extremely proud of what we accomplished. I'm excited to share with you today some of our highlights. Before I get into specifics, I want to provide a summary overview of our results and brag a little bit about our amazing operating teams. Financially, we had an excellent year. Revenues grew by 15% over the prior year. EBITDA was up 21%, and earnings per share were up 15%. Our top line benefited from strategic acquisitions over the last year, and importantly, also reflected solid organic growth of 4%. Our ability to deliver organic growth during the pandemic in spite of lockdowns, is a great reflection on the strength and stability of our business model. Even more so, it speaks to the commitment and determination of our operating teams. We were down by 10% organically in the second quarter, and down on a year-to-date basis at the end of June. We clawed our way back in the last half of the year to finish up 4%. There are many factors that contributed to this performance and certainly, the loosening of COVID restrictions helped. But strong results don't materialize unless we are delivering on our service promise. From day one of the pandemic, we put the safety of our teams at the forefront. The leadership at our operations were disciplined and meticulous in setting out operational protocols, which helped our frontline teams feel safe, and kept our COVID-19 infection rates down relative to the general population. These protocols also contributed to our customers' safety, business continuity and quality of life. All of our businesses were deemed essential, and our team showed up and delivered every day. The service culture at FirstService is part of our DNA, and it was never more evident than through the pandemic months of 2020. Our customers appreciated our efforts and responded with loyalty and positive feedback. Our retention rates and net promoter scores are up at every brand. Our service culture is our principal differentiator and the key driver for us of organic growth. You've heard me say it many times before. We are an organic growth company first, our goal is to grow organically at 5% on average and then to enhance that growth through tuck-under acquisition to take us to 10% or more. Since our spin-off in 2015, we've exceeded our goal and averaged 6% organic organic growth and 17% total top line growth. Our focus and internal alignment to drive organic growth creates a very healthy discipline around continuous improvement. Every branch, every office across each business line is committed to winning day-to-day, taking market share and growing organically. This discipline is the foundation that supports our aspiration to build iconic brands over the long term. Jeremy will provide a more fulsome overview of our 2020 financial performance in a few minutes. Before I pass the mic over, let me share with you a few specific highlights from 2020. And I will start at FirstService Residential, where towards the end of the year, we solidified our leadership position in New York City with the acquisition of Midboro Management. Midboro is one of the leading property management firms in New York City with a stellar reputation, particularly in the co-op building market. Together, we now manage more than 600 properties and close to 100,000 units in New York City. We welcome Michael Wolfe, President of Midboro, and his entire team to the FirstService family. They add to our leadership depth and will certainly help drive further growth in this important market. We were the clear leader in New York City, and this acquisition just adds to our scale advantage. Our position in this market is representative of the scale advantage we have across North America. We leverage this scale to bring incremental value to our clients in the form of cost savings, differentiated programs and unrivaled expertise in our markets. Our scale also enables us to invest in systems and people in a way that our small, generally family-owned competitors cannot. As a result, our comprehensive service level is higher, which results in market share gains year after year. We founded FirstService Residential in 1996 with a $10 million acquisition. We've grown the business organically, and through tuck-under acquisition every year since. In 2020, the division hit $1.4 billion in revenue, representing a compounded annual growth rate of over 20%. Our market share is still modest. And we have significant momentum and running room for future growth. The second highlight I want to share is the progress we made in 2020, advancing our strategy in commercial restoration. As a reminder, our commercial restoration platform is 1 of 7 growth engines in our FirstService Brands division. This division grew 36% last year to almost $1.4 billion in revenue due in in large part to the growth in commercial restoration. Last year represented our first full year in commercial restoration, and it was an important one in terms of establishing the foundation for our aspirational vision in this business. During 2020, we made great strides in integrating the 4 tuck-under acquisitions we closed in the back half of 2019. We completed the acquisition of Rolyn restoration in June, a very important addition to the family. We finalized planning and began implementation of our enterprise-wide operating platform. And we worked throughout the year preparing for a rebranding, which we formally launched last week. Let me provide a little more color on the Rolyn acquisition and the rebranding. Rolyn is a leading commercial and large loss service provider with 9 branches along the Mid-Atlantic coast. This transaction enhances our footprint to better serve national clients and also brings several new national relationships to our platform, particularly in the health care vertical. We had been in discussions with the Rolyn founders for over a year, and we're ecstatic to to be able close this transaction in the middle of the pandemic and welcome the Rolyn team into the FirstService family. We were also pleased to have Rolyn participate with our other brands in the North American rebranding that was unveiled March 29, last week. We are extremely excited to have combined our 8 commercial restoration brands under the name FIRST ONSITE, with a single-purpose statement: to help our clients restore, rebuild and rise; and a single brand promise, to be the only partner you will ever need. We are confident that the rebranding will be catalytic in driving future organic growth. At this point, let me pass the floor to Jeremy for a financial review. And then I will return for some closing comments and a look forward.

Thank you, Scott, and good afternoon, ladies and gentlemen. FirstService, as a whole, showed strength and stability during 2020, notwithstanding the pandemic challenges that impacted our operations. And this was quite evident with the financial results we delivered to close out the year. In short, we were very pleased with our performance, where on an annual consolidated basis we reported revenues of $2.77 billion, a 15% increase over 2019. Our adjusted EBITDA came in at $283.7 million, up 21% year-over-year. And our adjusted earnings per share was $3.46, representing 15% growth versus the prior year. As Scott mentioned, the revenue increase was supported by a solid 4% overall organic growth, impressive during a pandemic year. The remaining growth came from acquisitions, largely reflecting the full year contribution of FIRST ONSITE, and other restoration tuck unders. Our growth in EBITDA benefited from both the strong top line as well as a 40 basis point margin improvement, taking us from a 9.8% EBITDA margin in 2019 to end the year at 10.2%. The principal drivers of margin improvement arose both from our FirstService Residential division, where we saw higher-margin revenue from strong home resale activity and from lower corporate costs. As you can see from our segmented results within our 2 divisions, FirstService Residential and FirstService Brands, the annual contribution to both revenues and EBITDA are now relatively equal. Now taking a look at our consolidated cash flow. We generated an exceptionally strong $292 million in cash flow from operations during 2020, well above the $108 million in 2019. We not only benefited from the strong operating earnings I referenced previously, but also generated cash by effectively managing our working capital during the pandemic, focusing on collections and reducing or deferring outlays and investments where possible. We expect our working capital profile to normalize and revert back to a modest net investment level in 2021. We invested almost $40 million of our operating cash flow in 2020 towards maintenance capital expenditures across our businesses. This CapEx reflected a roughly 30% reduction in the face of the pandemic to maximize our free cash flow. We expect our 2021 capital expenditures to resume their normal historical level of roughly 20% of annual EBITDA. This exceptional free cash flow in 2020 provide us with a very strong balance sheet position at year-end. Our capital structure was further strengthened during May of last year, right in the peak of the pandemic when we raised $150 million from an equity private placement by Durable Capital. We appreciate the support and long-term investment horizon of Durable's partners who have understood our story for many years. While we are always reluctant to issue equity and dilute existing shareholders, the financing allowed us to pivot from defense to offense, particularly around our acquisition strategy as we saw some daylight emerging from the pandemic. Our leverage at year-end in terms of net debt-to-EBITDA was 1.4x, significantly lower than the 2.4x level at the end of 2019 and also in line with historical periods and well within our maximum comfort range. We also have record levels of liquidity, roughly $600 million of combined cash on hand and bank facility capacity. We've always believed that maintaining a strong balance sheet and financial flexibility has been a key foundation of FirstService's discipline and growth strategy. Our strong financial position also enabled us to continue providing incremental returns to our shareholders. In February of this year, we hiked our common share annual dividend by 11% to $0.73 per share. This marks the sixth consecutive year of dividend increases, 10% or more per year and over 80% cumulatively over the half dozen years since our spin-off. This dividend policy and track record reflects consistent financial performance, yet also strikes a balance with our priority to redeploy cash flows towards the growth of our businesses. During 2020, we also made solid progress with our tuck-under acquisition program despite logistical challenges related to the pandemic. We deployed almost $100 million towards 6 transactions. We expect these businesses to collectively drive incremental annual revenues of roughly $120 million, which matched the annual contribution from tuck-unders in 2019, an impressive 2020 achievement in the face of COVID-19 when the M&A market was largely shut down for much of the year. Over the past 1 to 2 years, our FIRST ONSITE platform has been the most active with tuck-unders among all of our brands. This is really a function of the restoration sector consolidation activity and other industry drivers, and not a result of any concerted effort or decision to prioritize where we commit our capital. We often get asked about capital allocation priorities among our different businesses, with all of our brands generating attractive organic growth and returns on capital from existing operations and tuck-under acquisitions. We wish to provide each of them with equal access to capital. Fortunately, we have been successful in this regard, investing where we see strong growth and cultural and strategic alignment. There are several enabling factors, which increase the flexibility in our capital deployment. First, CapEx to fund internal growth is relatively modest given our asset-light business model. Second, acquisitions remain well within our liquidity levels as our tuck-unders are typically smaller mom-and-pop targets in highly fragmented markets. Third, our businesses generate strong free cash flow, which largely internally fund our tuck-unders and shorten the payback period. And finally, our capital deployment levels are measured as we maintain a rigorous discipline on valuations to ensure we meet our internal return on capital hurdles. I now just want to shift gears and take a moment to look back in time. When we presented at our first shareholders' meeting in April 2016 following our spin-off in the prior year, we reported 2015 annual financials as follows: revenues of $1.26 billion, EBITDA of $103 million, and adjusted earnings per share of $1.20. At that time, given we were a newly minted public company, we also put forward a 5-year strategic plan that had some ambitious, yet achievable growth metrics. Specifically, we said we were targeting by the end of 2020, a doubling of revenues, EBITDA increasing by approximately 2.5x and approaching a threefold increase in earnings per share. With 2020 now in the books, let's compare how we actually performed over the past 5 years. Revenues have more than doubled. EBITDA is 2.75x larger than in 2015, and adjusted earnings per share are almost 3x higher. The very close resemblance between our 5-year targets and our actual performance is a testament to the hard work and successful execution of all of our operations. And it is also a reflection of our business model, which carries some attractive attributes, specifically, a large recurring contractual revenue base, providing good visibility and the ability to grow both organically and via tuck-under acquisitions in very large fragmented markets. Now let me turn it back over to Scott for his closing comments.

Thank you, Jeremy. As I have done the last 3 years, I want to use this opportunity to give you an update on our social purpose initiative. When we began our social purpose journey in 2017, there was an emphasis on the communities where we work and live. In 2019, we expanded our social purpose platform to include 2 other important pillars. Our people and our environment. Today, I want to focus on our people pillar and speak to you specifically about the FirstService Relief Fund, and our efforts around diversity and inclusion. I mentioned earlier the critical role our frontline teams played in achieving our strong 2020 results. The significance of this cannot be understated. Our teams risk their own health to deliver essential services to our customers. Over the course of the year, many on our frontline contracted COVID, where we're off work under quarantine. In some cases, excessive health care costs or extended time off, resulted in financial hardship. Thankfully, the FirstService Relief Fund was available and dozens of grants were made across every one of our brands. The fund is supported by FirstService Corporation and FirstService employees through voluntary donation. Our teams have been particularly generous in contributing to the fund through the pandemic. It has become a critically important form of assistance for our people and a source of great pride across the organization. It is an opportunity for all of us at FirstService to help each other. Another foundational component of our social purpose platform is diversity and inclusion. We have always strived to foster a supportive culture that embraces and celebrates diversity and inclusion. But the events of 2020 have inspired us to take a much closer look at how well our team members feel we are doing in this area. During the year, we engaged with third parties to help us survey our teams to better understand the experience of all groups that make up our workforce. By creating a forum for learning and listening, we have been able to identify blind spots and start to bridge gaps that exist today. The work last year has led to specific action items and goals for 2021. This is an evolving and exciting journey for us that has been embraced by our operating teams. Our social purpose and our commitment to #FirstServeOthers has become a core part of our culture. As always, I encourage you to visit our website to learn more. This is something we are very passionate about. Let me wrap up with a look forward. The ongoing pandemic creates some uncertainty for this year, and it may temper our near-term growth compared to both our historical performance and the longer-term outlook. Our long-term goal is a 10%-plus average annual revenue increase, balanced between organic and acquisition growth. We also expect, on average, to drive incrementally higher growth at the EBITDA and earnings levels. In the coming years, we are confident we can continue to deliver on these goals. We want to thank you all for dialing into this year's virtual AGM. We have many long-time shareholders on the line today. We appreciate the support you have shown us over the years.

Ladies and gentlemen, this concludes the Annual General Meeting conference call. Thank you for your participation. You may now disconnect.