Welcome!

Microsoft Cloud Authors: Janakiram MSV, Yeshim Deniz, David H Deans, Andreas Grabner, Stackify Blog

News Feed Item

C.A. Bancorp Inc. Reports Third Quarter 2012 Financial Results and Provides Realization Strategy Update

TORONTO, ONTARIO -- (Marketwire) -- 11/05/12 -- C.A. Bancorp Inc. ("C.A. Bancorp" or the "Company") (TSX:BKP) today announced its consolidated financial results for the three and nine months ended September 30, 2012.

In connection with the advancement of the Company's Realization Strategy effective October 1, 2010, the Company, in preparing its financial statements (i) applied Accounting Guideline 18 - Investment Companies ("AcG-18") and (ii) adopted the liquidation basis of accounting. As an Investment Company under AcG-18, C.A. Bancorp has received exemptive relief from the requirement to adopt International Financial Reporting Standards ("IFRS") until January 1, 2013.

Third Quarter 2012 Financial Highlights

For the three months ended September 30, 2012, the Company reported:

--  Revenues of $0.4 million compared to $0.4 million in the third quarter
    of 2011; 
--  Net gain from results of investments of $nil compared to a net gain from
    results of investments of $1.1 million in the third quarter of 2011; and
--  Net earnings of $0.0 million or $0.00 per share compared to net earnings
    of $1.1 million or $0.09 per share in the third quarter of 2011. 

For the nine months ended September 30, 2012, the Company reported:

--  Revenues of $1.3 million compared to $1.4 million in the same period of
    2011; 
--  Net gain from results of investments of $1.3 million compared to a net
    gain from results of investments of $4.1 million in the same period of
    2011; and 
--  Net earnings of $1.1 million or $0.09 per share compared to net earnings
    of $3.8 million or $0.31 per share in the same period of 2011. 

As at September 30, 2012, the Company's:

--  Cash and working capital was $25.3 million or $2.06 per share; 
--  Investments in private entities were fair valued at $16.7 million or
    $1.36 per share; 
--  Accrued liquidation costs were $1.0 million or $0.08 per share; and 
--  Net book value was $41.1 million or $3.35 per share. 

Realization Strategy Update

The Realization Strategy has to date been successful. Since June 2010, the Company has (i) successfully completed the dispositions of a number of assets for aggregate cash proceeds of approximately $51 million, (ii) completed a $30 million issuer bid at a purchase price of $2.09 per share which was accretive to other shareholders, (iii) significantly reduced its operating expenses and eliminated all long term debt, and (iv) increased the Company's net book value from $2.33 per share as of September 30, 2010 to $3.35 as of September 30, 2012. During that time, the trading price of the Company's shares on the TSX has almost doubled. As at September 30, 2012, the Company had cash of approximately $25 million; $22 million of which was realized from asset dispositions subsequent to the December 2010 issuer bid.

The Company's Board of Directors (the "Board") and management team continue to believe (subject to their fiduciary duties) that distributing the net cash proceeds from asset dispositions to shareholders is in the best interests of the Company.

Proposed Cash Distribution to Shareholders

At the Company's 2012 annual and special meeting, shareholders approved a special resolution authorizing a reduction in stated capital, which facilitates the making of cash distributions to shareholders. Following that approval the Company re-initiated discussions with the tax authorities on a tax ruling which, if obtained and followed, would permit the Company to make cash distributions to shareholders generally on a more tax efficient basis.

Subject to the Company receiving comfort from the tax authorities that the proposed cash distribution will be treated as a return of capital for tax purposes, the Company currently intends to make an initial cash distribution to its shareholders in an amount between $1.50 per share and $1.60 per share, prior to December 31, 2012. The cash distribution will be comprised of cash realized from asset dispositions subsequent to the December 2010 issuer bid. The Board will determine the final amount and timing of the cash distribution taking into account present, future and contingent liabilities of the Company as well as maintaining a cash balance to support existing investments in the best interests of the Company.

There can be no assurance as to the timing or amount of any cash distribution, or as to its characterization. Details of the cash distribution, once determined, will be communicated by press release.

Completing the Realization Strategy

The Company's remaining investments consist of common shares in Blue Ant Media Inc. "Blue Ant"), subordinated debt and common share warrants in Salbro Bottle Group ("Salbro"), and the Company's most significant investment, its debt and equity interests in Digital Payment Technologies Corp. ("DPT").

Management is considering alternatives, which are at various stages of advancement, concerning the disposition of its interests in Blue Ant and Salbro, in the context of the Realization Strategy. The Company is continuously evaluating the benefits and costs of, and working to identify and develop, alternatives concerning its interests in Blue Ant and Salbro.

With respect to the Company's investment in DPT (the Company's most material asset), the Company has been managing and monitoring its interests with a view to maximizing their value in the context of the Realization Strategy, by among other things providing active support to DPT's management.

DPT has enjoyed success this year in winning a material number of new business accounts, resulting in DPT increasing its North American market share. The North American parking industry itself has been active in 2012, as the number and size of new sales opportunities in both the off-street and on-street markets has been greater than in previous years. These factors have had a positive impact on DPT's sales, size of its installed base of paystations and baseline recurring revenues generated from software as a service and after-sales support. The Company continues to be bullish about the market opportunities in the North American parking industry and is optimistic about the long-term prospects of DPT. These considerations factor in the ongoing management of the Company's investments in DPT and the timing of any realization event.

In anticipation of growth within the DPT business, DPT (subsequent to September 30, 2012) completed a refinancing resulting in a repayment to C.A. Bancorp of approximately $0.6 million in principal and interest owing under the promissory note. Subsequent to the refinancing, $0.25 million remains outstanding under the promissory note and $7.9 million under the debenture. As a condition of the refinancing at DPT, the Company agreed to extend the maturity date of the promissory note and debenture from September 30, 2012 to December 31, 2013. The Company continues to preserve its rights under the DPT shareholders' agreement, including its liquidity rights.

As the Company has only one remaining material asset (DPT), the Company is considering alternatives to reallocate its management resources, whereby those resources can provide greater time and effort to maximization of the value of the Company's investment in DPT. Any reorganization would preserve continuity to carry out the Realization Strategy. The financial objectives, at the time of monetizing the Company's investment in DPT, are to increase the net book value of the Company and the cash available for distribution to shareholders. The Company expects to be in a position to provide details of the reorganization of its operations in the near future.

Financial Results Discussion

Statement of Operations and Earnings Highlights                             
----------------------------------------------------------------------------
                                     Three Months Ended   Nine Months Ended 
                                               Sept 30,            Sept 30, 
                                    ----------------------------------------
In C$ millions except per share                                             
 amounts                                 2012      2011      2012      2011 
----------------------------------------------------------------------------
Revenue                              $    0.4  $    0.4  $    1.3  $    1.4 
Net results of investments                0.0       1.1       1.3       4.1 
Expenses and taxes                       (0.4)     (0.4)     (1.5)     (1.7)
----------------------------------------------------------------------------
Net earnings                         $    0.0  $    1.1  $    1.1  $    3.8 
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Net earnings per share               $   0.00  $   0.09  $   0.09  $   0.31 
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Consolidated revenues increased slightly for the three months ended September 30, 2012 compared to the same period in 2011 as the Company generated additional investment income from its investment in DPT. For the nine month period ended September 30, 2012, the Company's revenues declined compared to the same period in 2011 as the Company terminated its asset management agreements in connection with the sale of its interest in NorRock Realty Finance Corporation (formerly C.A. Bancorp Canadian Realty Finance Corporation) in the second quarter of 2011. This was partially offset by an increase in interest income related to the Company's investment in DPT.

Consolidated net results of investments for the three months ended September 30, 2012 yielded a net result of nil compared to a net gain from results of investments of $1.1 million related to the Company's previous investment in High Fidelity HDTV Inc. ("High Fidelity"). The net unrealized gain in the first nine months of 2012 was as a result of an unrealized gain related to the Company's investment in DPT compared to an unrealized gain related to the Company's previous investment in High Fidelity.

The Company's operating expenses for the three months ended September 30, 2012 compared to the same period in 2011 were effectively flat as the majority of headcount reductions occurred in the second quarter of 2011. The majority of the Company's operating expenses is related to being a public company and is generally fixed and recurs on an annual basis. The Company is continuously assessing different operating structures to further reduce or eliminate certain costs as the Company continues to execute the Realization Strategy.

Balance Sheet Highlights                                                    
----------------------------------------------------------------------------
                                               September 30,   December 31, 
In C$ millions except per share amounts                 2012           2011 
----------------------------------------------------------------------------
Cash and liquid assets                         $        25.5  $        13.4 
Investments in private entities and loans                                   
 receivable                                             16.7           27.8 
Other assets                                             0.0            0.1 
----------------------------------------------------------------------------
Total Assets                                   $        42.2  $     41.3(1) 
Total Liabilities                                       (1.1)      (1.3)(1) 
----------------------------------------------------------------------------
Total Shareholders' Equity                     $        41.1  $     39.9(1) 
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                                            
Number of shares outstanding (millions)                 12.3           12.3 
----------------------------------------------------------------------------
Net book value per share                       $        3.35  $        3.26 
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Closing market price per share                 $        2.98  $        2.25 
Market price discount to net book value                   11%            31%
----------------------------------------------------------------------------
(1) Rounding.                                                               

As at September 30, 2012, the Company had cash of approximately $25.4 million, no debt and total accrued liquidation costs of $1.0 million. The Company is required to make significant estimates and exercise judgment in determining accrued liquidation costs. The Company reviewed contractual commitments such as lease termination costs and professional fees to determine the estimated costs to be directly incurred through the Realization Strategy period. The Company has not accrued the ongoing operating costs that are anticipated to be incurred through the Realization Strategy period such as payroll and related expenses, general and administration costs and other corporate expenses.

Subsequent to September 30, 2012

On October 31, 2012, DPT completed a refinancing resulting in a payment to the Company of approximately $0.6 million in principal and interest owing under a promissory note. Subsequent to the refinancing, $0.25 million remained outstanding under the promissory note. As a condition of the refinancing, the Company agreed to extend the maturity date of the promissory note and debenture to December 31, 2013.

Company Adopts Advance Notice By-Law

The Company also announced today the approval and adoption by the Board of a by-law (the "By-Law") which includes provisions that require advance notice to the Company in circumstances where nominations of persons for election to the Board are made by shareholders of the Company other than pursuant to: (i) a requisition of a meeting of shareholders made pursuant to the provisions of the Business Corporations Act (Alberta) (the "Act"); or (ii) a shareholder proposal made pursuant to the provisions of the Act.

The purpose of the By-Law is to provide shareholders, directors and management of the Company with a clear framework for nominating directors. Among other things, the By-Law fixes a deadline by which holders of common shares of the Company must submit director nominations to the Company prior to any annual or special meeting of shareholders and sets forth the minimum information that a shareholder must include in the notice to the Company for the notice to be in proper written form.

In the case of an annual meeting of shareholders, notice to the Company must be made not less than 30 nor more than 60 days prior to the date of the annual meeting; provided, however, that in the event that the annual meeting is to be held on a date that is less than 50 days after the date on which the first public announcement of the date of the annual meeting was made, notice may be made not later than the close of business on the 10th day following such public announcement.

In the case of a special meeting of shareholders (which is not also an annual meeting), notice to the Company must be made not later than the close of business on the 15th day following the day on which the first public announcement of the date of the special meeting was made. The By-Law is effective as of the date it was approved by the Board and will be placed before shareholders for ratification at the next annual and special meeting of shareholders.

Financial Information

For a comprehensive review of the Company's results, shareholders are encouraged to read (i) the Company's third quarter 2012 unaudited consolidated financial statements and accompanying Interim Management's Discussion and Analysis and (ii) the Company's 2011 audited consolidated financial statements and accompanying Annual Management's Discussion and Analysis, copies of which will be available on the Company's website at www.cabancorp.com and on SEDAR at www.sedar.com.

C.A. Bancorp Inc.

C.A. Bancorp is a publicly traded Canadian merchant bank and alternative asset manager that provides investors with access to a range of private equity and other alternative asset class investment opportunities. C.A. Bancorp has historically focused on investments in small- and middle-capitalization public and private companies, with emphasis on the industrials, real estate, infrastructure and financial services sectors. The Company is currently executing its Realization Strategy.

Caution Regarding Forward-Looking Information

This release includes certain forward-looking statements. Forward-looking statements generally can be identified by the use of forward-looking terminology such as "may", "will", "expect", "intend", "estimate", "anticipate", "believe", "should", "plans" or "continue" or the negative thereof or variations thereon or similar terminology. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. Without limiting the generality of the foregoing, there can be no assurance of any kind that the Realization Strategy will yield a value equal or close to the net book value per Company common share. These forward-looking statements are subject to a number of risks and uncertainties. Actual results could differ materially from those anticipated in these forward-looking statements. Reference should be made to the risk factors in the Company's Annual Information Form, in the Management's Discussion and Analysis for the three and nine months ended September 30, 2012 and the year ended December 31, 2011 and in the Directors' Circular dated June 4, 2010 and in our other filings with Canadian securities regulators. Additional important factors that could cause actual results to differ materially from expectations include, among other things, general economic and market factors, competition, interest rates, tax related matters, loss of personnel, reliance on key personnel, ability of the Company to generate positive future returns for investors, ability of the Company to execute the Realization Strategy or any alternative strategy, Company's success in preserving capital, managing debt, maintaining liquidity and managing operating costs, the decision of the Board of Directors as to the timing and amount of any cash distribution, inability to secure a satisfactory tax ruling from the regulatory authority, negative performance of the parking industry, other changes that impact the ability of the Company to effect a reorganization and the timing thereof. This news release makes reference to the net book value per share which is a non-GAAP financial measure. The Company calculates the net book value per share as it believes it to be an important metric that shareholders use and frequently request and refer to because shareholders often view the Company as an holding company of investments in private entities. Net book value is a non-GAAP financial measure that does not have any standardized meaning prescribed by Canadian GAAP and therefore it is unlikely to be comparable to similar measures presented by other issuers. This classification is not a Canadian GAAP measure and should not be considered either in isolation of, or as a substitute for, measures prepared in accordance with Canadian GAAP.

Cautionary Statement Regarding the Valuation of Investments in Private Entities

In the absence of an active market for its investments in private entities, fair values are determined by management using the appropriate valuation methodologies after considering the history and nature of the business, operating results and financial conditions, the outlook and prospects, the general economic, industry and market conditions, capital market and transaction market conditions, contractual rights relating to the investment, public market comparables, private market transactions multiples and, where applicable, other pertinent considerations. The process of valuing investments for which no active market exists is inevitably based on inherent uncertainties and the resulting values may differ from values that would have been used had an active market existed . The amounts at which the Company's investments in private entities could be disposed of may differ from the fair value assigned and the differences could be material. Estimated costs of disposition are not included in the fair value determination.

C.A. Bancorp Inc.                                                           
401 Bay Street, Suite 1600                                                  
Toronto, Ontario M5H 2Y4                                                    
Telephone: (416) 214-5985                                                   
Fax: (416) 861-8166                                                         

Contacts:
C.A. Bancorp Inc.
Kurt Brands
Chief Executive Officer
1-866-388-5985
416-861-8166 (FAX)
[email protected]
www.cabancorp.com

More Stories By Marketwired .

Copyright © 2009 Marketwired. All rights reserved. All the news releases provided by Marketwired are copyrighted. Any forms of copying other than an individual user's personal reference without express written permission is prohibited. Further distribution of these materials is strictly forbidden, including but not limited to, posting, emailing, faxing, archiving in a public database, redistributing via a computer network or in a printed form.

@ThingsExpo Stories
The 22nd International Cloud Expo | 1st DXWorld Expo has announced that its Call for Papers is open. Cloud Expo | DXWorld Expo, to be held June 5-7, 2018, at the Javits Center in New York, NY, brings together Cloud Computing, Digital Transformation, Big Data, Internet of Things, DevOps, Machine Learning and WebRTC to one location. With cloud computing driving a higher percentage of enterprise IT budgets every year, it becomes increasingly important to plant your flag in this fast-expanding busin...
Smart cities have the potential to change our lives at so many levels for citizens: less pollution, reduced parking obstacles, better health, education and more energy savings. Real-time data streaming and the Internet of Things (IoT) possess the power to turn this vision into a reality. However, most organizations today are building their data infrastructure to focus solely on addressing immediate business needs vs. a platform capable of quickly adapting emerging technologies to address future ...
No hype cycles or predictions of a gazillion things here. IoT is here. You get it. You know your business and have great ideas for a business transformation strategy. What comes next? Time to make it happen. In his session at @ThingsExpo, Jay Mason, an Associate Partner of Analytics, IoT & Cybersecurity at M&S Consulting, presented a step-by-step plan to develop your technology implementation strategy. He also discussed the evaluation of communication standards and IoT messaging protocols, data...
Nordstrom is transforming the way that they do business and the cloud is the key to enabling speed and hyper personalized customer experiences. In his session at 21st Cloud Expo, Ken Schow, VP of Engineering at Nordstrom, discussed some of the key learnings and common pitfalls of large enterprises moving to the cloud. This includes strategies around choosing a cloud provider(s), architecture, and lessons learned. In addition, he covered some of the best practices for structured team migration an...
With tough new regulations coming to Europe on data privacy in May 2018, Calligo will explain why in reality the effect is global and transforms how you consider critical data. EU GDPR fundamentally rewrites the rules for cloud, Big Data and IoT. In his session at 21st Cloud Expo, Adam Ryan, Vice President and General Manager EMEA at Calligo, examined the regulations and provided insight on how it affects technology, challenges the established rules and will usher in new levels of diligence arou...
In his Opening Keynote at 21st Cloud Expo, John Considine, General Manager of IBM Cloud Infrastructure, led attendees through the exciting evolution of the cloud. He looked at this major disruption from the perspective of technology, business models, and what this means for enterprises of all sizes. John Considine is General Manager of Cloud Infrastructure Services at IBM. In that role he is responsible for leading IBM’s public cloud infrastructure including strategy, development, and offering m...
In his session at 21st Cloud Expo, Raju Shreewastava, founder of Big Data Trunk, provided a fun and simple way to introduce Machine Leaning to anyone and everyone. He solved a machine learning problem and demonstrated an easy way to be able to do machine learning without even coding. Raju Shreewastava is the founder of Big Data Trunk (www.BigDataTrunk.com), a Big Data Training and consulting firm with offices in the United States. He previously led the data warehouse/business intelligence and B...
Recently, REAN Cloud built a digital concierge for a North Carolina hospital that had observed that most patient call button questions were repetitive. In addition, the paper-based process used to measure patient health metrics was laborious, not in real-time and sometimes error-prone. In their session at 21st Cloud Expo, Sean Finnerty, Executive Director, Practice Lead, Health Care & Life Science at REAN Cloud, and Dr. S.P.T. Krishnan, Principal Architect at REAN Cloud, discussed how they built...
22nd International Cloud Expo, taking place June 5-7, 2018, at the Javits Center in New York City, NY, and co-located with the 1st DXWorld Expo will feature technical sessions from a rock star conference faculty and the leading industry players in the world. Cloud computing is now being embraced by a majority of enterprises of all sizes. Yesterday's debate about public vs. private has transformed into the reality of hybrid cloud: a recent survey shows that 74% of enterprises have a hybrid cloud ...
22nd International Cloud Expo, taking place June 5-7, 2018, at the Javits Center in New York City, NY, and co-located with the 1st DXWorld Expo will feature technical sessions from a rock star conference faculty and the leading industry players in the world. Cloud computing is now being embraced by a majority of enterprises of all sizes. Yesterday's debate about public vs. private has transformed into the reality of hybrid cloud: a recent survey shows that 74% of enterprises have a hybrid cloud ...
DevOps at Cloud Expo – being held June 5-7, 2018, at the Javits Center in New York, NY – announces that its Call for Papers is open. Born out of proven success in agile development, cloud computing, and process automation, DevOps is a macro trend you cannot afford to miss. From showcase success stories from early adopters and web-scale businesses, DevOps is expanding to organizations of all sizes, including the world's largest enterprises – and delivering real results. Among the proven benefits,...
@DevOpsSummit at Cloud Expo, taking place June 5-7, 2018, at the Javits Center in New York City, NY, is co-located with 22nd Cloud Expo | 1st DXWorld Expo and will feature technical sessions from a rock star conference faculty and the leading industry players in the world. The widespread success of cloud computing is driving the DevOps revolution in enterprise IT. Now as never before, development teams must communicate and collaborate in a dynamic, 24/7/365 environment. There is no time to wait...
Cloud Expo | DXWorld Expo have announced the conference tracks for Cloud Expo 2018. Cloud Expo will be held June 5-7, 2018, at the Javits Center in New York City, and November 6-8, 2018, at the Santa Clara Convention Center, Santa Clara, CA. Digital Transformation (DX) is a major focus with the introduction of DX Expo within the program. Successful transformation requires a laser focus on being data-driven and on using all the tools available that enable transformation if they plan to survive ov...
SYS-CON Events announced today that T-Mobile exhibited at SYS-CON's 20th International Cloud Expo®, which will take place on June 6-8, 2017, at the Javits Center in New York City, NY. As America's Un-carrier, T-Mobile US, Inc., is redefining the way consumers and businesses buy wireless services through leading product and service innovation. The Company's advanced nationwide 4G LTE network delivers outstanding wireless experiences to 67.4 million customers who are unwilling to compromise on qua...
SYS-CON Events announced today that Cedexis will exhibit at SYS-CON's 21st International Cloud Expo®, which will take place on Oct 31 - Nov 2, 2017, at the Santa Clara Convention Center in Santa Clara, CA. Cedexis is the leader in data-driven enterprise global traffic management. Whether optimizing traffic through datacenters, clouds, CDNs, or any combination, Cedexis solutions drive quality and cost-effectiveness. For more information, please visit https://www.cedexis.com.
SYS-CON Events announced today that Google Cloud has been named “Keynote Sponsor” of SYS-CON's 21st International Cloud Expo®, which will take place on Oct 31 – Nov 2, 2017, at the Santa Clara Convention Center in Santa Clara, CA. Companies come to Google Cloud to transform their businesses. Google Cloud’s comprehensive portfolio – from infrastructure to apps to devices – helps enterprises innovate faster, scale smarter, stay secure, and do more with data than ever before.
SYS-CON Events announced today that Vivint to exhibit at SYS-CON's 21st Cloud Expo, which will take place on October 31 through November 2nd 2017 at the Santa Clara Convention Center in Santa Clara, California. As a leading smart home technology provider, Vivint offers home security, energy management, home automation, local cloud storage, and high-speed Internet solutions to more than one million customers throughout the United States and Canada. The end result is a smart home solution that sav...
SYS-CON Events announced today that Opsani will exhibit at SYS-CON's 21st International Cloud Expo®, which will take place on Oct 31 – Nov 2, 2017, at the Santa Clara Convention Center in Santa Clara, CA. Opsani is the leading provider of deployment automation systems for running and scaling traditional enterprise applications on container infrastructure.
SYS-CON Events announced today that Nirmata will exhibit at SYS-CON's 21st International Cloud Expo®, which will take place on Oct 31 – Nov 2, 2017, at the Santa Clara Convention Center in Santa Clara, CA. Nirmata provides a comprehensive platform, for deploying, operating, and optimizing containerized applications across clouds, powered by Kubernetes. Nirmata empowers enterprise DevOps teams by fully automating the complex operations and management of application containers and its underlying ...
SYS-CON Events announced today that Opsani to exhibit at SYS-CON's 21st Cloud Expo, which will take place on October 31 through November 2nd 2017 at the Santa Clara Convention Center in Santa Clara, California. Opsani is creating the next generation of automated continuous deployment tools designed specifically for containers. How is continuous deployment different from continuous integration and continuous delivery? CI/CD tools provide build and test. Continuous Deployment is the means by which...