Firstservice CorpTSX: FSV

FirstService reports record second quarter results

Confirms financial outlook for year ending March 31, 2008

Second quarter highlights:
           -  Revenues up 26%
           -  EBITDA up 30%
           -  Adjusted EPS up 28%

TORONTO, Oct. 30 /CNW/ - FirstService Corporation (TSX: FSV; Nasdaq: FSRV; preferred shares - TSX: FSV.PR.U) today reported record results for its second quarter ended September 30, 2007 and confirmed its financial outlook for its fiscal year ending March 31, 2008. All amounts are in US dollars.

Second quarter revenues were $427.7 million, an increase of 26% relative to the same period last year. EBITDA (see definition and reconciliation below) increased 30% to $42.7 million. Adjusted diluted earnings per common share from continuing operations (see definition and reconciliation below) were up 28% to $0.46 for the quarter, versus $0.36 in the prior year period, adjusting for the $0.06 per common share pro forma impact of the preferred dividends on prior period results.

For the six months ended September 30, 2007, revenues were $847.0 million, an increase of 28% relative to the same period last year. EBITDA (see definition and reconciliation below) increased 28% to $91.1 million. Adjusted diluted earnings per common share from continuing operations (see definition and reconciliation below) were up 25% to $1.04 for the six months, versus $0.83 in the prior year period, adjusting for the $0.06 per common share pro forma impact of the preferred dividends on prior period results.

"These results reflect another quarter of solid internal growth across the board and strong contributions from recently completed acquisitions, all of which are performing in line with our expectations", said Jay S. Hennick, Founder and Chief Executive Officer of FirstService Corporation. "We are particularly excited about the long term growth opportunities that can be realized from our recent Field Asset Services acquisition. As a market leader in property preservation services, Field Asset Services contracts with "blue chip" residential mortgage lenders to administer and manage growing portfolios of foreclosed residential properties - a market that is experiencing significant near term growth given current market conditions," he added.

About FirstService Corporation

------------------------------

FirstService is a leader in the rapidly growing property services sector, providing services in the following four areas: commercial real estate; residential property management; integrated security and property improvement services. Industry-leading service platforms include: Colliers International, the third largest global player in commercial real estate; FirstManagement Partners, the largest manager of residential properties in North America; FirstService Security, the fifth largest integrated security company in North America; and The Franchise Company, the second largest property improvement services organization in North America.

FirstService is a diversified property services company with more than US$1.6 billion in annualized revenues and more than 16,000 employees worldwide. More information about FirstService is available at www.firstservice.com.

Segmented Quarterly Results

---------------------------

Revenues in Commercial Real Estate Services totalled $186.9 million for the quarter, an increase of 31%. Internal growth was 14%, due primarily to robust brokerage activity in the Asia Pacific and Central European markets, and 4% attributable to foreign exchange. The balance of the revenue growth was the result of acquisitions, including those completed during the quarter. Second quarter EBITDA was $10.5 million, up 32% versus $7.9 million in the year-ago period. EBITDA was impacted by a non-cash mark-to-market loss of $2.2 million recorded at the end of the quarter on interest rate swaps used to hedge fixed-rate commercial mortgages held for resale. Under accounting rules, the offsetting $2.2 million gain in the market value of the hedged mortgages is not recognized until securitization, which is expected to occur during the fourth quarter. Excluding the impact of the mark-to-market loss, second quarter EBITDA in this segment would have been $12.7 million, up 61% versus the year-ago period.

Residential Property Management revenues increased to $144.4 million for the quarter, 31% higher than in the prior year period. Internal growth of 11% was attributable to property management contract wins in the South Florida, Mid-Atlantic and Las Vegas markets. The balance of revenue growth resulted from acquisitions in the California and Texas markets completed during the first quarter. EBITDA for the quarter was $16.4 million, up 38% from $11.9 million one year ago.

Revenues in Property Improvement Services totalled $46.6 million, an increase of 6% over the prior year period. Internal growth was 3% and the balance was attributable to acquisitions. EBITDA in the second quarter was $14.0 million, up 3% from $13.5 million last year. The recently announced acquisition of Field Asset Services will contribute to Property Improvement earnings commencing in the third quarter.

Integrated Security Services revenues in the second quarter were $49.8 million, an increase of 19% relative to the prior year period, with 15% attributable to continuing momentum in systems installation activity and 4% due to foreign exchange. Quarterly EBITDA was $3.2 million, up 51% from $2.1 million in the prior year.

Quarterly corporate costs were $3.5 million, similar to the $3.4 million recorded in the prior year period.

A comparison of segmented EBITDA to operating earnings is provided below.

Stock Dividend of 7% Cumulative Preferred Shares

------------------------------------------------

A stock dividend of 7% Cumulative Preferred Shares, Series 1 (the "Preferred Shares") was issued to holders of Subordinate Voting Shares and Multiple Voting Shares (together the "Common Shares") on August 1, 2007. A total of 5,979,074 Preferred Shares were issued. The Preferred Shares are traded on the Toronto Stock Exchange, in US dollars, under the symbol FSV.PR.U. The Preferred Shares have been assigned an investment-grade rating of "P-3(low)" by rating agency DBRS. The initial cash dividend on the Preferred Shares for the period from issuance to September 30, 2007 amounting to $1.7 million was paid on October 1, 2007. The next quarterly preferred dividend payment is expected to be made on December 31, 2007.

Financial Outlook

-----------------

FirstService is confirming the outlook for fiscal 2008 issued on October 3, 2007 in connection with the completion of the Field Asset Services acquisition.

  (in millions of US dollars,                               Year ending
   except per share amounts)                              March 31, 2008
                                                         ----------------

  Revenues                                               $1,625 - $1,725

  EBITDA                                                     $149 - $159

  Adjusted EPS(1)                                          $1.37 - $1.49

  Notes:
  1. Adjusted EPS refers to adjusted diluted earnings per share from
     continuing operations. The adjustment to EPS eliminates the impact
     of accelerated amortization of short-lived intangible assets
     recognized on acquisitions completed in the Company's Commercial
     Real Estate Services operations. Diluted EPS reflects earnings
     available to common shareholders after preferred dividends, which
     are expected to amount to $0.23 per common share for the fiscal year
     ending March 31, 2008.
  2. The updated outlook assumes (i) no further acquisitions or
     divestitures completed during the outlook period and (ii) current
     economic conditions in the markets in which the Company operates
     remaining unchanged and in particular the market for commercial real
     estate services. Actual results may differ materially. The Company
     undertakes no obligation to continue to update this information.

Conference Call

---------------

FirstService will be holding a conference call on Tuesday, October 30, 2007 at 11:00 am Eastern Time to discuss results for the second quarter as well as the outlook for fiscal 2008. The call will be simultaneously web cast and can be accessed live or after the call at www.firstservice.com in the "Investor Relations/News and Media" section.

Forward-looking Statements

--------------------------

This press release includes forward-looking statements. Forward-looking statements include the Company's financial performance outlook and statements regarding goals, beliefs, strategies, objectives, plans or current expectations. These statements involve known and unknown risks, uncertainties and other factors which may cause the actual results to be materially different from any future results, performance or achievements contemplated in the forward-looking statements. Such factors include: (i) general economic and business conditions, which will, among other things, impact demand for the Company's services and the cost of providing services; (ii) the ability of the Company to implement its business strategy, including the Company's ability to acquire suitable acquisition candidates on acceptable terms and successfully integrate newly acquired businesses with its existing businesses; (iii) changes in or the failure to comply with government regulations; and (iv) other factors which are described in the Company's filings with the Ontario Securities Commission.

FIRSTSERVICE CORPORATION
Condensed Consolidated Statements of Earnings
---------------------------------------------
(in thousands of US dollars, except per share amounts)
(unaudited)
                             Three months ended       Six months ended
                                September 30            September 30
                           ----------------------  ----------------------
                                2007        2006        2007        2006
                           ----------  ----------  ----------  ----------

Revenues                   $ 427,730   $ 338,681   $ 847,042   $ 664,185

Cost of revenues             259,790     217,084     515,527     422,231
Selling, general and
 administrative expenses     127,351      89,528     243,694     172,618
Depreciation and
 amortization other
 than backlog                  7,540       5,120      14,364       9,962
Amortization of
 brokerage backlog (1)         1,463       2,076       2,518       4,150
                           ----------  ----------  ----------  ----------

Operating earnings            31,586      24,873      70,939      55,224
Interest expense, net          3,360       2,571       6,669       5,307
Other income                  (1,216)       (228)     (2,494)     (2,383)
                           ----------  ----------  ----------  ----------
                              29,442      22,530      66,764      52,300
Income taxes                   9,705       7,479      22,033      17,708
                           ----------  ----------  ----------  ----------
                              19,737      15,051      44,731      34,592
Minority interest
 share of earnings             4,122       3,078      11,034       8,486
                           ----------  ----------  ----------  ----------

Net earnings from
 continuing operations        15,615      11,973      33,697      26,106

Discontinued operations,
 net of tax(2)                 2,078           -       2,078           -
                           ----------  ----------  ----------  ----------
Net earnings before
 cumulative effect of
 change in accounting
 principle                    17,693      11,973      35,775      26,106
Cumulative effect of
 change in accounting
 principle, net of tax(3)          -           -           -      (1,353)
                           ----------  ----------  ----------  ----------
Net earnings               $  17,693   $  11,973   $  35,775   $  24,753

Preferred dividends            1,720           -       1,720           -
                           ----------  ----------  ----------  ----------
Net earnings available
 to common shareholders    $  15,973   $  11,973   $  34,055   $  24,753
                           ----------  ----------  ----------  ----------
                           ----------  ----------  ----------  ----------

Net earnings per common
 share
  Basic
    Continuing operations  $    0.46   $    0.40   $    1.07   $    0.87
    Discontinued
     operations                 0.07           -        0.07           -
    Cumulative effect of
     change in accounting
     principle                     -           -           -       (0.04)
                           ----------  ----------  ----------  ----------
                           $    0.53   $    0.40   $    1.14   $    0.83
                           ----------  ----------  ----------  ----------
                           ----------  ----------  ----------  ----------

  Diluted (4)
    Continuing operations  $    0.43   $    0.38   $    0.99   $    0.81
    Discontinued
     operations                 0.07           -        0.07           -
    Cumulative effect of
     change in accounting
     principle                     -           -           -       (0.04)
                           ----------  ----------  ----------  ----------
                           $    0.50   $    0.38   $    1.06   $    0.77
                           ----------  ----------  ----------  ----------
                           ----------  ----------  ----------  ----------

Weighted average
 common shares     Basic      29,896      29,840      29,866      29,927
 outstanding:      Diluted    30,385      30,261      30,390      30,373
  (in thousands)

Net earnings per common
 share, adjusted diluted
 continuing operations (5) $    0.46   $    0.36   $    1.04   $    0.83
                           ----------  ----------  ----------  ----------

Notes to Condensed Consolidated Statements of Earnings

(1) Amortization of short-lived brokerage backlog intangible assets

recognized upon the acquisitions of Commercial Real Estate Services

businesses in the past twelve months. Brokerage backlog represents the

fair value of pending commercial real estate brokerage transactions and

listings as at the acquisition date. Amortization is recorded to coincide

with the completion of the related brokerage transactions.

(2) Reflects gain on the settlement of a liability in connection with the

March 2006 disposal of the Company's Business Services operations.

(3) Cumulative effect of the adoption of SFAS No. 123(R), Share Based

Payment, on April 1, 2006.

(4) Numerators for diluted earnings per share calculations have been

adjusted to reflect dilution from stock options at subsidiaries. The

adjustment for the quarter ended September 30, 2007 was $729 (2006 -

$425) and six months ended September 30, 2007 was $1,748 (2006 - $1,302).

(5) See "Reconciliation of operating earnings, net earnings and net

earnings per share to adjusted operating earnings, adjusted net earnings

and adjusted net earnings per share" below.

Reconciliation of Operating Earnings, Net Earnings and Net Earnings Per

Share to Adjusted Operating Earnings, Adjusted Net Earnings and Adjusted

Net Earnings Per Share

-------------------------------------------------------------------------

(in thousands of US dollars, except per share amounts)

(unaudited)

The Company is presenting adjusted earnings measures to eliminate the impact of amortization of the short-lived brokerage backlog intangible asset recognized upon the acquisitions of Commercial Real Estate Services businesses within the past twelve months. In addition, the Company is presenting the pro forma impact of the preferred dividends on comparative periods. The preferred dividend obligation commenced on August 1, 2007 upon the issuance of the Preferred Shares. All of the adjustments are non-cash and are considered "non-GAAP financial measures" under OSC and SEC guidelines. The following tables provide a reconciliation of the adjusted measures:

                             Three months ended       Six months ended
                                September 30            September 30
                          ----------------------- -----------------------
                                2007        2006        2007        2006
                          ----------- ----------- ----------- -----------

Operating earnings         $  31,586   $  24,873   $  70,939   $  55,224
Amortization of brokerage
 backlog                       1,463       2,076       2,518       4,150
                          ----------- ----------- ----------- -----------
Adjusted operating
 earnings                  $  33,049   $  26,949   $  73,457   $  59,374
                          ----------- ----------- ----------- -----------

Net earnings from
 continuing operations     $  15,615   $  11,973   $  33,697   $  26,106
Amortization of brokerage
 backlog                       1,463       2,076       2,518       4,150
Deferred income taxes           (311)       (774)       (642)     (1,495)
Minority interest               (190)       (220)       (312)       (426)
                          ----------- ----------- ----------- -----------
Adjusted net earnings from
 continuing operations     $  16,577   $  13,055   $  35,261   $  28,335
                          ----------- ----------- ----------- -----------

Diluted net earnings per
 common share from
 continuing operations     $    0.43   $    0.38   $    0.99   $    0.81
Amortization of brokerage
 backlog, net of
 income taxes                   0.03        0.04        0.05        0.08
Pro forma impact of
 preferred dividends on
 comparative periods               -       (0.06)          -       (0.06)
                          ----------- ----------- ----------- -----------
Adjusted diluted net
 earnings per common share
 from continuing
 operations                $    0.46   $    0.36   $    1.04   $    0.83
                          ----------- ----------- ----------- -----------

Reconciliation of EBITDA to Operating Earnings

----------------------------------------------

(in thousands of US dollars)

(unaudited)

EBITDA is defined as net earnings from continuing operations before minority interest share of earnings, income taxes, interest, depreciation and amortization and stock-based compensation expense. The Company uses EBITDA to evaluate operating performance. EBITDA is an integral part of the Company's planning and reporting systems. Additionally, the Company uses multiples of current and projected EBITDA in conjunction with discounted cash flow models to determine its overall enterprise valuation and to evaluate acquisition targets. The Company believes EBITDA is a reasonable measure of operating performance because of the low capital intensity of its service operations. The Company believes EBITDA is a financial metric used by many investors to compare companies, especially in the services industry, on the basis of operating results and the ability to incur and service debt. EBITDA is not a recognized measure of financial performance under United States generally accepted accounting principles (GAAP), and should not be considered as a substitute for operating earnings, net earnings or cash flows from operating activities, as determined in accordance with GAAP. The Company's method of calculating EBITDA may differ from other issuers and accordingly, EBITDA may not be comparable to measures used by other issuers. A reconciliation of EBITDA to operating earnings appears below.

                             Three months ended       Six months ended
                                September 30            September 30
                          ----------------------- -----------------------
                                2007        2006        2007        2006
                          ----------- ----------- ----------- -----------

Operating earnings         $  31,586   $  24,873   $  70,939   $  55,224
Depreciation and
 amortization other
 than backlog                  7,540       5,120      14,364       9,962
Amortization of brokerage
 backlog                       1,463       2,076       2,518       4,150
                          ----------- ----------- ----------- -----------
                              40,589      32,069      87,821      69,336
Stock-based compensation
 expense                       2,126         802       3,252       1,836
                          ----------- ----------- ----------- -----------

EBITDA                     $  42,715   $  32,871   $  91,073   $  71,172
                          ----------- ----------- ----------- -----------



Condensed Consolidated Balance Sheets
-------------------------------------
(in thousands of US dollars)
(unaudited)

                                                September 30    March 31
                                                        2007        2007
                                                ------------- -----------
Assets
------
Cash and cash equivalents                          $  74,576   $  99,038
Restricted cash                                       10,526      16,930
Accounts receivable                                  209,110     163,581
Inventories                                           38,318      31,768
Other current assets                                  53,155      51,040
                                                ------------- -----------
  Current assets                                     385,685     362,357
Fixed assets                                          77,641      66,297
Other non-current assets                              41,852      41,405
Goodwill and intangibles                             425,611     346,939
                                                ------------- -----------
  Total assets                                     $ 930,789   $ 816,998
                                                ------------- -----------
                                                ------------- -----------
Liabilities and shareholders' equity
------------------------------------
Accounts payable and accrued liabilities           $ 233,712   $ 205,529
Other current liabilities                             26,479      29,179
Long term debt - current                              22,762      22,119
                                                ------------- -----------
  Current liabilities                                282,953     256,827
Long term debt - non-current                         238,964     213,030
Other liabilities                                     12,294       4,876
Deferred income taxes                                 32,364      29,084
Minority interest                                     59,734      48,306
Shareholders' equity                                 304,480     264,875
                                                ------------- -----------
  Total liabilities and equity                     $ 930,789   $ 816,998
                                                ------------- -----------
                                                ------------- -----------

Total debt                                         $ 261,726   $ 235,149
                                                ------------- -----------
Total debt, net of cash                              187,150     136,111
                                                ------------- -----------


Condensed Consolidated Statements of Cash Flows
-----------------------------------------------
(in thousands of US dollars)
(unaudited)

                             Three months ended       Six months ended
                                September 30            September 30
                          ----------------------- -----------------------
                                2007        2006        2007        2006
                          ----------- ----------- ----------- -----------

Operating activities
Net earnings from
 continuing operations     $  15,615   $  11,973   $  33,697   $  26,106
Items not affecting cash:
  Depreciation and
   amortization                9,003       7,196      16,882      14,112
  Deferred income taxes       (2,482)       (532)     (2,665)     (3,334)
  Minority interest share
   of earnings                 4,122       3,078      11,034       8,486
  Other                        1,863       1,841       2,691         983

Changes in operating
 assets and liabilities      (25,174)      2,498     (27,168)    (21,865)
                          ----------- ----------- ----------- -----------
Net cash provided by
 operating activities          2,947      26,054      34,471      24,488
                          ----------- ----------- ----------- -----------

Investing activities
Acquisitions of businesses,
 net of cash acquired        (24,306)     (5,103)    (76,277)    (40,986)
Purchases of fixed
 assets, net                  (5,974)     (4,290)    (17,203)    (10,753)
Other investing activities    (3,316)     (2,949)      7,408      (1,349)
Discontinued operations       (1,036)          -      (1,036)          -
                          ----------- ----------- ----------- -----------
Net cash used in investing   (34,632)    (12,342)    (87,108)    (53,088)
                          ----------- ----------- ----------- -----------

Financing activities
Increase (decrease) in
 long-term debt, net          18,606          24      25,493     (14,967)
Other financing activities      (486)        (37)     (4,936)     (7,700)
                          ----------- ----------- ----------- -----------
Net cash provided by
 (used in) financing          18,120         (13)     20,557     (22,667)
                          ----------- ----------- ----------- -----------
Effect of exchange rate
 changes on cash               2,473         524       7,618         275
                          ----------- ----------- ----------- -----------
(Decrease) increase in
 cash and cash equivalents   (11,092)     14,223     (24,462)    (50,992)

Cash and cash equivalents,
 beginning of period          85,668     102,723      99,038     167,938
                          ----------- ----------- ----------- -----------
Cash and cash equivalents,
 end of period             $  74,576   $ 116,946   $  74,576   $ 116,946
                          ----------- ----------- ----------- -----------
                          ----------- ----------- ----------- -----------



Segmented Revenues, EBITDA and Operating Earnings
-------------------------------------------------
(in thousands of US dollars)
(unaudited)

           Commercial               Property   Inte-
                 Real  Residential  Improve-  grated
               Estate   Property     ment    Security            Consol-
             Services  Management  Services  Services  Corporate  idated
           --------------------------------------------------------------

Three months ended September 30

2007
Revenues      $186,857  $144,448  $ 46,555  $ 49,780  $     90  $427,730
EBITDA          10,498    16,414    13,966     3,190    (3,479)   40,589
Stock-based
 compensation                                                      2,126
                                                               ----------
                                                                  42,715
Operating
 earnings        5,719    13,961    12,751     2,705    (3,550)   31,586


2006
Revenues      $142,402  $110,383  $ 44,032  $ 41,795  $     69  $338,681
EBITDA           7,932    11,937    13,518     2,108    (3,426)   32,069
Stock-based
 compensation                                                        802
                                                               ----------
                                                                  32,871
Operating
 earnings        4,158    10,376    12,415     1,419    (3,495)   24,873



           Commercial               Property   Inte-
                 Real  Residential  Improve-  grated
               Estate   Property     ment    Security            Consol-
             Services  Management  Services  Services  Corporate  idated
           --------------------------------------------------------------

Six months ended September 30

2007
Revenues      $383,648  $278,493  $ 89,365  $ 95,370  $    166  $847,042
EBITDA          32,141    30,116    25,514     6,306    (6,256)   87,821
Stock-based
 compensation                                                      3,252
                                                               ----------
                                                                  91,073
Operating
 earnings       23,463    25,473    23,042     5,356    (6,395)   70,939


2006
Revenues      $280,288  $214,349  $ 85,693  $ 83,710  $    145  $664,185
EBITDA          24,033    23,186    24,656     4,226    (6,765)   69,336
Stock-based
 compensation                                                      1,836
                                                               ----------
                                                                  71,172
Operating
 earnings       16,722    20,107    22,461     2,839    (6,905)   55,224