Good morning, and thank you for standing by. Welcome to Constellation Software Inc. Q2 Results Conference Call. During the presentation, all lines are in listen-only mode. Afterwards, we will conduct a question-and-answer session. If at that time you would like to ask a question, please press star followed by the number one on your telephone keypad. If at any time during the conference you should need operator assistance, please press star zero. As a reminder, this conference is being recorded on July 28th, 2016. I'll now turn the conference over to Mark Leonard, Constellation Software Inc.'s Chief Executive Officer. Please go ahead.
Good morning. Thank you, Dan. As you folks know, on our regular quarterly calls, we go directly to questions. Thank you for joining us this morning, and Dan's gonna tee you up for any questions you may have.
Again, if you'd like to ask a question, please press the star, then the number one on your telephone keypad. Your first question comes from the line of Paul Steep from Scotia Capital. Please go ahead.
Good morning. Mark, it might be worth talking a little bit about how and where you've been sourcing deals from lately. I'd be curious to hear your view as to, you know, what you've seen in terms of the mix of the pipeline coming in from various sources.
You know, I haven't done that analysis recently, Paul. Historically, we've had about 2/3 direct and 1/3 through brokers. Historically, the majority of our leads have come out of the States. It's a very large market for us. Increasingly, we've been generating deal flow out of Europe as well, and we're starting to get a few in further flung geographies over time.
Great. If we think about executing more deals or acquisitions over time here, what are the constraints in terms of you moving forward here? Are you constrained by capital, idea flow, or just the broader valuation environment?
I would say it's letting people know the availability of ourselves as a buyer. There are tens of thousands of suspects out there. It's reaching out and letting them know that whenever the time is right, we'd love to chat with them about being the new home for their business.
Great. The last one I'll toss in here this morning is, we saw good organic growth across both segments in the quarter again, which was nice. Which underlying business segments have seen the highest rates of sort of organic growth over the last quarter or two?
You know, quarterly organic growth, I'm not sure, is a particularly good metric, because we don't actually look to drive license revenues, unlike a lot of other software businesses. We're way more interested in recurring revenues. I don't really focus on quarter-to-quarter organic growth. What I will do from time to time is look back on longer term organic growth trends inside our businesses. Because there are so many, you know, it's a very hard thing to track on a regular basis. Obviously, the general managers of the 200 odd Well, actually, it was 212 business units this quarter that we were looking at, stay abreast of that stuff. Jamal, did you have any sort of sense for?
Yeah, I mean, I sort of look at it, by all of the different business units, and it's fairly evenly spread. There's a couple of the large verticals are still a little bit troubled, like U.S. healthcare, but there is a general, you know, positive organic growth across the companies. I mean, there was comments about hardware driving organic growth, but I mean, if you look at private, which doesn't have any hardware, I mean they clearly had strong organic growth in the quarter as well. The impact of hardware is, like, 1% on the total organic growth. So, I'd say it's fairly even as opposed to one specifically driving.
Okay, that helps. The last one, I guess, is on the cloud side of the business, have you seen any shift in the tone in acquisitions there? You know, obviously we saw a massive deal with NetSuite announced just before we got on this call. If we look at the smaller end of the market, Mark, have you been able to start to pick away at people who've built, you know, an interesting cloud application, but unfortunately, the business is uneconomic at basically acquiring customers on a sustained basis? Have you been able to I know you had bought some in the past in that realm. Has there been any more start to come into the fold?
We probably wouldn't be very interested in buying one that was totally uneconomic at bringing in new customers, because it means that you're buying an asset that is, you know, eventually gonna liquidate itself. One would hope that there is a way of selling the software that generates value. I think the biggest challenge in the cloud or SaaS market is the amount of money chasing deals and driving them towards uneconomic behavior. When one company in a space starts behaving irrationally, you don't have a whole lot of choice but to follow to some extent. One of the things we track is a sort of SaaS index. To get a feeling for how much dumb money is going into the industry. Unfortunately, that index has rebounded.
From the beginning of 2016, it was starting to cool off, and we were starting to get enthusiastic that irrational behavior in the sector would taper off. Their stocks have popped right back up, and I imagine they'll be raising more money and, you know, spending it on acquiring clients. I think it, it's as tough as it was late last year.
Great. Thanks, guys.
Your next question comes from the line of Thanos Moschopoulos from BMO Capital Markets. Please go ahead.
Hi, good morning. Mark, can you comment on the competitive environment for deals? I'm sure it's extremely competitive, given the availability of cheap capital. Specifically, I was wondering on small deals, which historically haven't been very competitive, has there been any change in that regard? Are there typically few buyers for smaller assets that you look at?
You know, there's always buyers. They're nice businesses. There's always buyers out there. I don't see it having changed a lot. We look at the ratio of those that we participate in to those we close. It's not decreasing over time in any significant way.
Okay, that's encouraging. Then on your revenue mix, the mix of recurring revenue keeps growing, which is certainly good to see. As you pointed out, you're focused on driving your maintenance revenue. Just curious, is there sort of a natural limit in terms of how high that can go? I mean, I know that to some extent you can't completely do away with license and hardware and services revenue. What do you think the natural limit might be for maintenance as a percent of revenue?
If I had my druthers, I would get rid of the license revenue and just have professional service revenue and recurring revenue. The professional services reflecting the amount of effort spent installing, customizing, et cetera, the products. By vertical, the amount of PS required varies enormously. There are some verticals that require much more than others, which can just operate out of the box. There tends to be correlation with client size there as well. The larger the client, the more likely they are to want customization and modifications of their product and interfaces to other systems. The smaller the client, the less they can afford those things, no matter how much they want them. We're always going to have PS as a significant piece of our business. We tend to view it as something that makes our bigger clients stickier and happier.
It's something we're happy to do. I don't know what the limit is, Thanos, but it will vary by the different kind of businesses that we're in.
Okay, fair enough. One for Jamal. The tax rate was higher this quarter due to the intercompany dividend withholding tax. Just to clarify, I would imagine that'd be an annual recurring item. If so, should the magnitudes proportionately be sort of consistent year by year, or would there be any change on that front?
I mean, as we grow in various jurisdictions and want to repatriate cash, then the number will likely grow. I mean, in the short term, I would assume it would be something similar.
Again, just so sort of a once-a-year event?
Yeah.
Aside for that, should we still be thinking about taxes in the mid-teens otherwise, near term?
Yeah, I mean, our sense has always been that taxes are gonna go up over time, Thanos.
Yeah.
It's a constant battle. If we happen to do a pile of acquisitions that have structures that are tax effective in a particular year, that really helps. If we do some that are not, then, you know, we're gonna slip faster, so to speak.
Fair enough. Thanks, Mark. I'll pass the line.
Your next question comes from the line of Paul Treiber from RBC Capital Markets. Please go ahead.
Oh, thanks very much. Mark, I just wanted to go down memory lane a little bit and just thinking about the growth of the company since the IPO. If you could just recall, you know, maybe using rough numbers, what was the number of M&A targets in your database at the time of the IPO, and how does that compare to the current number? Then what do you attribute from an organizational point of view, the growth, the biggest drivers of the growth in that database too?
You know, the IPO is a bit of a blur, Paul. I don't recall what the number was. It's been obviously very rapid. We've been working on it, hard. If you ask me next time, I'll have that number handy. What drove the growth was basically a process whereby we asked each of the operating groups to stake out, the suspects that they wanted to pursue. It was pushing down a bunch of the capital allocation to the operating groups, that drove the significant growth in the suspect funnel.
In regards to that funnel, I think the last count that you gave was 30,000 in that funnel. What was the proportion of those that are typically sold in a given year?
Hey, that's a great question, which we had enormous debate over, at both the board and the managers meeting level yesterday. We believe it's very, very significant, and we're not seeing enough of them, and we need to improve our coverage. That's all I'm comfortable saying.
Are you comfortable saying in what ways you're looking to improve the coverage going forward?
You know, obviously more resources is one of the answers. It's not like we have any easy solutions to this. We're experimenting with a host of different ways of communicating with business owners that we like these kinds of businesses and that we're a good place for them to place those businesses for the long term when they're looking to exit.
Okay. Just wanted to shift over to organic growth, and not focusing on the quarter itself, but just looking at 2015. You did give a breakdown of organic maintenance growth, and we can compare that against the organic growth of the total revenue line. How should we think about the organic growth of the other revenue lines in 2015?
You know, I suppose we could go back and do that analysis. It's not something I worry about. We concentrate on building the recurring revenues in the business, both organically and via acquisition, because we think that is the driver of intrinsic value in these businesses.
Clearly, like professional services was a decline in 2015. I mean, if the maintenance is growing at 8%, and we only grew at 2% or 3%, whatever it was overall, clearly the other lines were down. There were reasons for that, right? I mean, when you're acquiring these large companies, and we're focusing them on a specific portion of the market, or if they came with legacy large contracts, and we're declining them down, that was what was driving the sort of negative organic growth in PS.
Okay. That's clear to me. Just lastly, just one more for you, Jamal. It mentioned in the MD&A that you purchased shares of two public companies this year. That's in available for sale securities. Where would you include on the balance sheet Bond International, the ownership in that? Do you own shares of any other public companies, other than those three?
Yes. The Bond is a other long-term asset, so we break down the amount in the note to the financials because we equity account for it because of our percentage ownership. No, we don't own any other.
At this time.
At this time.
Okay. Thanks very much. I'll pass the line.
Again, if you'd like to ask a question, please press star then the number one on your telephone keypad. Your next question comes from the line of Andres Krenta. Please go ahead.
Yes. Good morning, gentlemen. Thank you for letting me ask a question. Mark, you talked about professional services revenues. We saw a bit of a recovery in those this quarter. They were up 17% year-over-year, just up 3% a quarter ago, and actually contracted as we just heard in 2015. Any particular drivers this quarter that were attributable to what you just talked about, what drives typically your professional services side? And sort of any part of that sort of new customers going live in the second half?
Yeah. You know, we have 60 odd thousand customers. I couldn't even hazard a guess at how many go live in any particular quarter. There are, as I said, 212 business units, what drove the professional services in each of them will vary. It's a difficult question to ask at the aggregate or at least to answer at the aggregate level. It's pretty easy to ask. The general themes are we go to our largest clients, we try to do PS for them. With the small clients, we recognize that they are much more price-conscious, we try to be as efficient on PS as possible, and to try and reduce the amount of PS required to install and configure the products.
Your R&D has a quite different focus for each of those two sort of segments of the market. Often over time, as you build the business and you get to a certain size, there's a strong case to be made to fork the code and to have a version for the large clients that gets customized, highly customized for their particular predilections, and a version for the low-end clients that goes in slick and doesn't have as many features and functions.
I appreciate the color. It was just a, such a large delta that warranted be asked. Thank you for that.
You're welcome.
Maybe my second question is on the FX. It seems like FX this quarter was a bit of a less of a headwind that we saw in prior quarters. Jamal, do you have any view sort of what FX-impact will be for the second half should the rates stay where they are? I know you provided that in the past. I appreciate any color there. Thank you.
The decline in the pound right after Brexit really didn't impact us in Q2. I haven't analyzed where it's gonna show up yet. I mean, the U.K. operations are, I think, on an EBIT perspective, aren't material. From a revenue perspective, there may be some headwinds there, I'll be honest, I haven't calculated it out. From a euro perspective, I think it's, you know, it shouldn't be much of an impact in Q3 if things stay as they are.
Thanks. The final question may be along the same lines. I noticed amortization was a bit volatile over the last few quarters, particularly dropped Q1 to this quarter. Anything there that we should be aware of? Any write-downs or such things?
No, amortization. Like, what's flowing through there right now is just pure accounting amortization. It depends on the timing of when we buy businesses and the valuation that we have, and we write it down accordingly.
Wasn't there some quarter-to-quarter?
Adjustment
Adjustments of CAD a couple of million?
Yeah. There was an adjustment. Well, we did a cleanup in Q1, and there was an immaterial, what we consider immaterial adjustment, that might have some impact on that. Then also changes in FX also do impact since it's, they're booked in their native currencies. There's no write-downs or impairment there that's flowing through that.
If you look at H1 this year versus H1 last year, I think you'll be looking at apples to apples. Is that fair to say? The adjustment was.
Oh, right.
Relatively short-term adjustment.
Got it. Thanks for the color. Thank you.
We have no further questions in the queue at this time. I turn the call back over to the presenters.
Okay. Thank you everyone for joining the call. We appreciate it. Look forward to chatting with you next quarter. Bye-bye now.
This concludes today's conference call. You may now disconnect.