Good morning and welcome to ADF's conference call covering the third quarter and nine-month end date of October 31st, 2025. I am with Jean Paschini, Chairman of the Board and CEO of ADF, who will be available to answer your questions at the end of the call. I will first update you on our quarterly and year-to-date results, which were disclosed earlier this morning by press release, and then proceed with a quick update about our operations, including the first-time consolidation of Groupe LAR, the acquisition of which was finalized on September 18th. First, a word of caution: please note that some of the issues discussed today may include forward-looking statements. These are documented in ADF Group's management report for the third quarter and nine-month end date of October 31st, 2025, which were filed with SEDAR this morning.
Revenues for the quarter end date of October 31st, 2025, at CAD 71.4 million, were only CAD 8.5 million lower than last year. Year-to-date, revenues stood at CAD 179.9 million compared with CAD 262.2 million for the nine-month period end date of October 31st, 2024. While the corporation's order backlog is more than adequate, and as we already mentioned in previous communications, the uncertainty surrounding the U.S. tariffs has created an unrecoverable delay in fabrication hours, mainly at ADF's plant in Terrebonne, Quebec. We closed the third quarter end date of October 31st, 2025, with a gross margin of 27.6% as a percentage of revenues, down from 30.4% for the quarter end date of October 31st, 2024, while the year-to-date gross margin as a percentage of revenues at 23.8% is also down from the 31.7% margins for the nine-month period end date of October 31st, 2024.
The decrease in revenues required ADF to implement a work-sharing program during the second quarter end date of July 31st, 2025, at its Terrebonne plant. This program has allowed the corporation to mitigate the negative cost impact of the decrease in fabrication hours, but not entirely. Tariffs also had an indirect negative impact on the corporation's margins, which is caused by the increase in the price of steel set by the U.S. steel mills. Adjusted EBITDA for the quarter end date of October 31st, 2025, at CAD 18.4 million compared to CAD 24 million for the same quarter end date a year ago, while year-to-date adjusted EBITDA stood at CAD 32.5 million compared to CAD 72 million for the nine-month end date a year ago.
Again, it is worth mentioning that while the financial results for the periods ending October 31st, 2025, are severely impacted by the tariffs and associated turmoil, last year's results benefited from an exceptionally favorable product mix. Selling and administrative expenses for the three months end date of October 31st, 2025, stood at CAD 3.1 million, posting a CAD 1.3 million increase compared to the same period end date a year ago. This variation is mostly explained by the adjustment in the market value of DSUs and PSUs, in line with the corporation's share price during the period analyzed. Year-to-date, these expenses stood at CAD 15.3 million, which is CAD 0.5 million lower than the same period a year earlier. This variation, although to a lesser degree, is also due to the adjustment in the market value of DSUs and PSUs.
We therefore close our third quarter with net income of CAD 10.3 million, or CAD 0.36 per share, compared with CAD 16.4 million, or CAD 0.55 per share for the corresponding quarter a year ago. Year-to-date, net income stood at CAD 20 million, or CAD 0.70 per share, compared with CAD 47.7 million, or CAD 1.53 per share for the same period end date of October 31st, 2024. As previously mentioned, the October 31, 2025 quarter end included the first, for the first time, the inclusion of Groupe LAR into our consolidated results. As such, and for the period starting September 18th, 2025, to the end of the quarter on October 31st, 2025, LAR increased our revenues by CAD 6.2 million, Adjusted EBITDA by CAD 0.5 million, and net income by CAD 0.2 million. We close our third quarter with CAD 37.7 million in cash and cash equivalent, CAD 27.3 million lower when compared to the January 31st, 2025, closing balance.
The Groupe LAR acquisition explained CAD 16.4 million of this variance, plus the working capital we invested to support LAR operations since the acquisition. Working capital, as of October 31st, 2025, reached CAD 101.4 million for a ratio of 2.27 - 1, compared with a working capital of CAD 109.2 million, or a ratio of 2.36 to 1 as of January 31, 2025. Year-to-date, operating cash flow reached CAD 13.4 million for the nine-month period end date of October 31st, 2025, while we spent CAD 8.7 million on property, plant and equipment and intangible assets acquisitions, including the upgrade of ADF's ERP system, which is scheduled to take place over the next three fiscal years. In addition, and as mentioned with the July 23rd multi-year contract announcement, we will be investing in new equipment at our Terrebonne site, which should bring our full-year CapEx investment at approximately CAD 11 million.
Finally, we close the quarter and nine-month end date of October 31st, 2025, with an order backlog of CAD 497.1 million compared with CAD 330.3 million on the same date a year earlier and CAD 293.1 million on January 31st, 2025. It should be noted that ADF's order backlog, as of October 31st, 2025, includes the order backlog of Groupe LAR, totaling CAD 91.9 million, and does not include the option to extend the long-term contract announced last July by five years. Although still not at last year's level, our third-quarter results have improved when compared to recently closed quarters. We are still seeing the effect of the new U.S. trade policies as they continue creating uncertainties in our markets.
As I said, and as we have explained at our last quarter-end call and also in more detail on our October 29th analyst call, we are now working hard on Groupe LAR's integration into our operations. We are already seeing the impact from our acquisition, as our consolidated backlog's U.S. content, which made up 95% of our January 31st, 2025, backlog, is now only representing 43% of our October 31st, 2025, backlog. This is the first of many positive impacts we will see in the coming quarters as we fully integrate Groupe LAR and execute our investment plan. We are still finalizing the final detail of this important investment, but we will provide additional information in future communication as it becomes available. The U.S. market remains a key market for ADF, but we are now better positioned to face the new North American landscape.
We will continue our methodical and measured development approach while maintaining our tight management of operational risks, delivering solid results to our shareholders. Thank you for your interest and confidence in ADF. Jean and I will now answer your questions.
Thank you. Ladies and gentlemen, we will now begin the question-and-answer session. Should you have a question, please press star followed by the one on your touch-tone phone. You will hear a prompt that your hand has been raised. Should you wish to decline from the polling process, please press star followed by the two. If you are using a speakerphone, please lift the hands up before pressing any keys. One moment, please, for your first question. Your first question comes from Nicholas Cortellucci with Atrium Research. Your line is now open.
Hey, Jean and JF. Congrats on the quarter here.
Good morning.
Thanks for answering my questions. First, one here just on the LAR Groupe acquisition. Maybe just walk us through the steps of integration you guys are going through right now and what that looks like and what kind of synergies we can expect on the revenue and the cost side.
Well, as we mentioned on the call at the end of October, besides the financial integration and the first consolidation, we're working hard looking at how we will invest in at LAR's plant in the Lac-Saint-Jean region. We need to increase capacity in light of the upcoming volume. So, obviously, a lot of emphasis is being put on this investment and also how to finance that investment. So that's really the emphasis we're putting now. Also working with them on the bidding process, trying to go back because, obviously, through the acquisition process, they had to sort of slow down their bidding process because of other operating issues they had while we were doing the acquisition. But now that everything is behind us and that everybody's fully on board, we're back on the bidding trend.
Good things are coming, as we also mentioned on our October call with the analysts. So, really working with them on the bidding process. We're hopeful to be able to have a nice announcement in the coming quarters. But if we're successful at signing those jobs, we need to make sure also that we're able to have sufficient capacity. So, working with all of that. So, a lot of work going on. Obviously, the fact that both operations have similar values really helped on the integration process. So that the process really goes well and everybody is eager to get LAR back on its usual trend and actually even better. As for synergies, we're still evaluating them. Obviously, some of them will come with as the integration goes. Just from an administrative perspective, there will be synergies also as we combine the operation.
Obviously, once we are able to have the new investment in with the equipment, the new equipment, we can actually expect further efficiency improvement and additional synergies.
Right. Okay. Perfect. Thank you for that, and then maybe just a bit on margins. If we calculate the Groupe LAR margins from the numbers you guys' report, it was a bit lower than what you guys report, so where do you see that going over the long term? What is kind of the target EBITDA margins or even gross margins for the acquisition?
Like we said before, like Jean-François said before, that facility, that shop was almost bankrupt. So right now, we are working with everybody, putting up systems, a lot of integration that we're doing. I want this shop at LAR to be able to do the same margin as us here in Terrebonne and in Great Falls. Okay. By investing the money that we're going to invest, if the board of directors approves it, the new facility is going to be very sophisticated and margins are going to be, like I said, as high as we have them here.
Amazing. And then I know you guys have made the big shift over to Canada, but if we are to get some type of resolution on the trade front over the next year, how quickly can you flip the switch and get back to what you guys were doing last year and the year before with a lot of these U.S. contracts?
When the switch is on, we have a lot of clients in the U.S. on the other side of the border. But right now, those clients, I'm not able to guarantee that there's not going to be any tariffs. So, by doing that, they're shifting work to somebody else. But whenever there's an agreement between Canada and the U.S., then listen, we're going to return and we're going to make sure that we will get work and get work and produce. But still, what happened with the new president, it could take years. It could happen again. So we're working hard to diversify our backlog. I think at the beginning of the year, it was 90% U.S. Now we're up to 57%. So we have to keep Canada and we have to keep all North America to make sure that we won't get shifted again.
But the net is always really not to exit the U.S. market. From a steel manufacturing standpoint, the U.S. market is still the biggest market and a key market. Obviously, there are some struggles now, as Jean explained, because of the tariff and the uncertainty, but we're not. Definitely the idea is to have a better-balanced backlog, which we achieve, but not shifting the U.S. volume to Canadian volume. It's just increasing the Canadian volume and increasing the overall backlog, and by doing that, we were still keeping the U.S. market as a key market. We have to, but as I said, we need also to be smart about it, and I think with the acquisition and the better balance, we're definitely reducing, mitigating the risk coming from the tariff uncertainty.
Yeah. Absolutely. Okay. That makes sense. And then just last one for me, if you could give us some commentary on Q4 and how that's shaping up, what should investors expect?
Q4 should be similar to Q3. We're expecting, again, a good quarter. So I'll leave it at that. Q4 is going to be a good quarter.
Got it. Okay. Thanks for the time, guys, and congrats on the improvements.
Thanks, Nick.
Ladies and gentlemen, as a reminder, should you have a question, please press star one. There are no further questions at this time. I will now turn the call over to Mr. Jean-François for closing remarks.
Thank you again. We wish to thank you for your interest in and support of ADF Group. Jean and I would also like to take this opportunity to wish you all a safe and happy holiday season. Have a nice day.
Ladies and gentlemen, this concludes your conference call for today. We thank you for participating and ask that you please disconnect your lines.