WHITE PLAINS, N.Y. & TORONTO--([ BUSINESS WIRE ])--Counsel RB Capital Inc. (OTCBB: CRBN) (the aCompanya), a leader in distressed and surplus capital asset transactions, today reported financial results for the third quarter ended September 30, 2011 as summarized below.
"We continue to make solid progress toward our goal of becoming a unique, full-service distressed and surplus capital assets solutions provider. The addition of Dave Phillips is a key component of our initiatives to strategically diversify Counsel RBas geographic reach and bolster our network of key industry relationships"
Summary Financial Data (unaudited) | ||||||||||||||||||||||
($ in thousands, except per share amounts) | Three Months Ended
| Nine Months Ended
| ||||||||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||||||||
Asset liquidation revenue (1) | $ | 2,149 | $ | 340 | $ | 14,618 | $ | 3,061 | ||||||||||||||
Earnings of equity accounted asset liquidation investments (2) | 478 | 1,370 | 2,195 | 4,408 | ||||||||||||||||||
Operating income | 516 | 810 | 4,697 | 3,506 | ||||||||||||||||||
Net income | 860 | 649 | 4,589 | 2,021 | ||||||||||||||||||
Net income per basic and diluted common share | $ | 0.03 | $ | 0.03 | $ | 0.17 | $ | 0.09 |
(1) Represents revenue generated from activities where Counsel RB acted in a principal capacity or had majority interest in a transaction.
(2) Represents equity income from activities where Counsel RB acted as a member of a syndicate in a transaction.
Counsel RB is a value-driven, innovative leader in distressed and surplus capital asset transactions with a growing presence in the North American asset liquidation sector. The Company specializes in the acquisition of turnkey manufacturing facilities, surplus industrial machinery and equipment, industrial inventories, accounts receivable portfolios and related intellectual property. Since entering the asset liquidation business in mid-2009, Counsel RB has successfully completed over 60 transactions. Counsel RB conducts its asset liquidation operations both independently and in partnership with other leading distressed capital asset companies.
Third Quarter 2011 Highlights:
- Third quarter 2011 combined asset liquidation revenue and earnings of equity accounted asset liquidation investments (pre-tax) rose 54% to $2.6 million from the year-ago period, and rose 125% to $16.8 million in the nine months ended September 30, 2011 from the comparable year-ago period.
- Operating income was $0.5 million, versus $0.8 million in the third quarter of 2010. For the nine-month period ending September 30, 2011, operating income was $4.7 million, versus $3.5 million in the year-ago period.
- SG&A was $1.1 million, compared to $0.6 million in the year-ago quarter. The increase was due to the growth of Counsel RBas operations, including the acquisition of Equity Partners, which was completed in the 2011 second quarter.
- Total operating costs and expenses were approximately $2.1 million in Q3 2011, versus $0.9 million in the prior-year period, reflecting the Companyas increased asset acquisition activities and the expansion of personnel and related infrastructure to execute on the Companyas growth strategies.
- Third quarter net income and comprehensive income attributable to controlling interest increased 33% to $0.9 million, versus $0.6 million in the year-ago period, and rose 127% to $4.6 million for the nine months ended September 30, 2011, compared to $2.0 million for the nine months ended September 30, 2010. On a basic and diluted per share basis, third quarter 2011 and 2010 earnings were $0.03 while EPS for the nine months ended September 30, 2011 rose 88.9% to $0.17 compared to $0.09 in the year ago period.
- Cash and cash equivalents were $7.9 million at September 30, 2011, compared with $2.6 million on December 31, 2010.
- Counsel RB named financial industry veteran Dave Phillips Senior Vice President, with responsibility for managing the Companyas Canadian new business development efforts. Mr. Phillips recently served as Senior Vice President of New Business at Wachovia Capital Finance Corporation Canada and has over 20 years of experience in the Canadian banking industry.
Counsel RB Capital Co-CEO Jonathan Reich commented, aIn the third quarter we continued to demonstrate an ability to drive profitable results while expanding our business operations, further establishing Counsel RB as a leader in the asset liquidation industry. Importantly, because we conduct our asset liquidation operations both independently and through strategic partnerships, the Companyas financial results will typically experience some variability from period to period.a Mr. Reich continued, aIn the second quarter, results reflected the Companyas successful participation in several high profile transactions, including the sale of the Fraser Paper mill while due to timing, the third quarter results reflect a more modest level of completed transactions.
aWe continue to make solid progress toward our goal of becoming a unique, full-service distressed and surplus capital assets solutions provider. The addition of Dave Phillips is a key component of our initiatives to strategically diversify Counsel RBas geographic reach and bolster our network of key industry relationships,a stated Counsel RB Capital Co-CEO Adam Reich. aWe are also beginning to realize operating synergies from our second quarter acquisition of Equity Partners, a leading provider of financial solutions for distressed businesses and properties, and we have a solid pipeline of transactions heading into the remainder of the fourth quarter and early 2012.a
About Counsel RB Capital ([ www.counselrb.com ])
Counsel RB Capital Inc. (CRBN) is a value-driven, innovative leader in distressed and surplus capital asset transactions. The Company focuses on identifying, acquiring and monetizing distressed and surplus capital assets. It specializes in acquiring turnkey manufacturing facilities, surplus industrial machinery and equipment, industrial inventories, accounts receivable portfolios and related intellectual property.
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 the Company's expectations, should be considered as forward-looking statements. Such statements are based on knowledge of the environment in which the Company currently operates, but because of the factors listed herein, as well as other factors beyond the Company'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 RB CAPITAL INC. AND SUBSIDIARIES | ||||||||||||||||||||||
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS | ||||||||||||||||||||||
AND COMPREHENSIVE INCOME | ||||||||||||||||||||||
(unaudited) | ||||||||||||||||||||||
(in thousands, except per share amounts) | ||||||||||||||||||||||
Three months ended
| Nine months ended
| |||||||||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||||||||
Revenue: | ||||||||||||||||||||||
Asset sale proceeds | $ | 1,190 | $ | 195 | $ | 13,415 | $ | 2,695 | ||||||||||||||
Commissions and other | 959 | 145 | 1,203 | 366 | ||||||||||||||||||
Total asset liquidation revenue | 2,149 | 340 | 14,618 | 3,061 | ||||||||||||||||||
Operating costs and expenses: | ||||||||||||||||||||||
Asset liquidation | 900 | 243 | 7,036 | 2,079 | ||||||||||||||||||
Inventory maintenance | (6) | (16) | 1,547 | (32) | ||||||||||||||||||
Patent licensing | 5 | 12 | 75 | 19 | ||||||||||||||||||
Selling, general and administrative | 1,069 | 548 | 3,017 | 1,559 | ||||||||||||||||||
Expenses paid to related parties | 143 | 113 | 441 | 338 | ||||||||||||||||||
Total operating costs and expenses | 2,111 | 900 | 12,116 | 3,963 | ||||||||||||||||||
38 | (560) | 2,502 | (902) | |||||||||||||||||||
Earnings of equity accounted asset liquidation investments | 478 | 1,370 | 2,195 | 4,408 | ||||||||||||||||||
Operating income | 516 | 810 | 4,697 | 3,506 | ||||||||||||||||||
Other income (expense): | ||||||||||||||||||||||
Other income | 8 | 153 | 24 | 28 | ||||||||||||||||||
Interest expense a" third party | (45) | (48) | (181) | (246) | ||||||||||||||||||
Interest expense a" related party | --- | --- | --- | (64) | ||||||||||||||||||
Total other income (expense) | (37) | 105 | (157) | (282) | ||||||||||||||||||
Income from continuing operations before the undernoted | 479 | 915 | 4,540 | 3,224 | ||||||||||||||||||
Income tax expense (recovery) | (416) | (110) | (36) | 271 | ||||||||||||||||||
Earnings (loss) of other equity accounted investments (net of $0 tax) | (35) | (93) | 13 | 58 | ||||||||||||||||||
Net income and comprehensive income | 860 | 932 | 4,589 | 3,011 | ||||||||||||||||||
Net and comprehensive income attributable to non-controlling interest | --- | (283) | --- | (990) | ||||||||||||||||||
Net and comprehensive income attributable to controlling interest | $ | 860 | $ | 649 | $ | 4,589 | $ | 2,021 | ||||||||||||||
Weighted average common shares outstanding: | 27,088 | 22,718 | 26,739 | 22,718 | ||||||||||||||||||
Weighted average preferred shares outstanding | 1 | 1 | 1 | 1 | ||||||||||||||||||
Net income per share - diluted: | ||||||||||||||||||||||
Common shares | $ | 0.03 | $ | 0.03 | $ | 0.17 | $ | 0.09 | ||||||||||||||
Preferred shares | $ | 1.26 | $ | 1.14 | $ | 6.79 | $ | 3.55 | ||||||||||||||
The notes contained in our Quarterly Report on Form 10-Q are an integral part of these condensed consolidated financial statements.
-balance sheets follow-
COUNSEL RB CAPITAL INC. AND SUBSIDIARIES | ||||||||||||
CONDENSED CONSOLIDATED BALANCE SHEETS | ||||||||||||
(unaudited) | ||||||||||||
(in thousands, except share and per share amounts) | ||||||||||||
As of | As of | |||||||||||
September 30, | December 31, | |||||||||||
2011 | 2010 | |||||||||||
ASSETS | ||||||||||||
Current Assets: | ||||||||||||
Cash and cash equivalents | $ | 7,917 | $ | 2,608 | ||||||||
Amounts receivable (net of allowance for doubtful accounts of $186; 2010 - $168) | 1,209 | 203 | ||||||||||
Receivable from a related party | ---- | 392 | ||||||||||
Deposits | 509 | 771 | ||||||||||
Inventory a" equipment | 2,248 | 2,594 | ||||||||||
Deferred income tax | 2,488 | 2,228 | ||||||||||
Other current assets | 203 | 63 | ||||||||||
Total current assets | 14,574 | 8,859 | ||||||||||
Other Assets: | ||||||||||||
Inventory a" real estate | 1,773 | 1,573 | ||||||||||
Asset liquidation investments | 461 | 3,548 | ||||||||||
Investments | 2,758 | 2,706 | ||||||||||
Property, plant and equipment | 19 | ---- | ||||||||||
Goodwill | 505 | ---- | ||||||||||
Total Assets | $ | 20,090 | $ | 16,686 | ||||||||
LIABILITIES AND EQUITY | ||||||||||||
Current Liabilities: | ||||||||||||
Accounts payable and accrued liabilities | $ | 688 | $ | 2,555 | ||||||||
Income taxes payable | 252 | 198 | ||||||||||
Debt payable to third parties | 2,362 | 4,485 | ||||||||||
Debt payable to a related party | 92 | ---- | ||||||||||
Total Liabilities | 3,394 | 7,238 | ||||||||||
Commitments and contingencies | ||||||||||||
Equity: | ||||||||||||
Preferred stock, $10.00 par value, authorized 10,000,000 shares; issued | ||||||||||||
and outstanding 592 Class N shares at September 30, 2011 and December 31, | ||||||||||||
2010, liquidation preference of $592 at September 30, 2011 and December | ||||||||||||
31, 2010 | 6 | 6 | ||||||||||
Common stock, $0.01 par value, authorized 300,000,000 shares; issued | ||||||||||||
and outstanding 27,109,305 shares at September 30, 2011 and 25,960,080 at | ||||||||||||
December 31, 2010 | 271 | 259 | ||||||||||
Additional paid-in capital | 278,288 | 275,641 | ||||||||||
Accumulated deficit | (261,869) | (266,458) | ||||||||||
Total Equity | 16,696 | 9,448 | ||||||||||
Total Liabilities and Equity | $ | 20,090 | $ | 16,686 | ||||||||
The notes contained in our Quarterly Report on Form 10-Q are an integral part of these condensed consolidated financial statements.