Good day, and thank you for standing by. Welcome to the ISC Q4 and year-e nd 2024 earnings conference call and webcast. At this time, all participants are in a listen-only mode. After the speaker's presentation, there will be a question-and-answer session. To ask a question during the session, you will need to press star one one on your telephone. You will then hear an automated message advising your hand is raised. To withdraw your question, please press star one one again. Please be advised that today's conference is being recorded. I would now like to hand the conference over to your speaker today, Jonathan Hackshaw, Senior Director, Investor Relations and Capital Markets. Please go ahead.
Thank you, Daniel, and good morning to everyone joining us today. Welcome to ISC's conference call for the quarter and year ended December 31, 2024. On the call today with me are Shawn Peters, President and CEO, and Bob Antochow, Chief Financial Officer. This morning, Shawn will take you through some of the highlights of the quarter. Bob will then provide some comments on our financial and operating performance for the quarter before passing the call back over to Shawn for some closing remarks. Before we begin, we would like to remind everyone that we will only be summarizing results today. The company's financial statements and MD&A have been filed on SEDAR+ and are available on our website. We encourage you to review those reports in their entirety.
I would also like to remind you that any statements made today that are not historical facts are considered to be forward-looking statements within the meaning of applicable securities laws. The statements may involve a number of risks and uncertainties that are described in detail in the company's SEDAR+ filings. Those risks and uncertainties may cause actual results to differ materially from those stated. Today's comments are made as of today's date and will not be updated except as required under applicable securities laws. Today's conference call is being broadcast live over the internet and will be archived for replay shortly after the call on the investor section of our website. I would now like to turn the call over to Shawn.
Thank you, Jonathan, and good morning to everyone joining us for today's call. Following our announcement in 2023 of the Saskatchewan Registries extension, we kicked off 2024 with the launch of our next stage of growth and an announcement of our goal to double the size of the company on a revenue and adjusted EBITDA basis by 2028 based on the actual results for 2023. With the first full year of execution against this goal behind us, we're pleased to report that the fourth quarter and full year in 2024 produced excellent financial results in the form of record consolidated revenue and adjusted EBITDA, which were in line with our expectations.
At the segment level, Registry Operations saw a strong performance from the Saskatchewan Registries division, where increased volumes across the division, record high-value property registration revenue within the Land Titles Registry, and new revenue related to the Bank Act Security Registry during the second half of the year were significant contributing factors to that record revenue. In Services, we saw year-over-year growth for both the fourth quarter and on an annual basis in the Recovery Solutions and Regulatory Solutions divisions. Our Recovery Solutions division grew as a result of an increase in individual asset recovery assignments and sales, while growth in the Regulatory Solutions division was primarily due to increased KYC and due diligence activities, as anti-money laundering policies continued to be enhanced for the lending industry.
Some of this growth was partially offset by a decline in the Corporate Solutions division with the opening of the Ontario Business Registry access, as well as the sudden and unexpected ban by the government of Ontario on Notice of Security Interests or NOSIs at the start of June 2024. Our Technology Solutions segment saw an increase in revenue, with adjusted EBITDA being consistent with the prior year. Our Technology Solutions team continues to deliver against new and existing third-party solution definition and implementation contracts, combined with related party projects, including Registry enhancements for the Saskatchewan Registries division and the development of technology supporting the Bank Act Security Registry in the first half of the year. Our results for the fourth quarter and year ended December 31, 2024, are a reflection of the strength of the company's business overall and our team's dedication to executing against our growth objectives.
With the first year of our five-year goal to double revenue and adjusted EBITDA by 2028 behind us, we're pleased with the foundation that 2024 has established. I'll get into our thoughts on our expectations for 2025 shortly, but before I do that, I'll turn the call over to Bob to discuss some financial highlights.
Thank you, Shawn, and good morning, everyone. As Shawn mentioned, 2024 has shown strong performance, with overall results aligning with our expectations. The positive performance for the year was driven by a number of factors, which I will now highlight for you. Revenue was CAD 247.4 million for the year ended December 31, 2024, an increase of 15% compared to CAD 214.5 million in 2023. Growth was driven by strong performance from the Saskatchewan Registries division of Registry Operations, combined with the full year of fee adjustments made in July 2023 related to the extension, compared to only five months in the prior year, and record high-value property registrations in the Land Titles Registry. Services also contributed to the growth with increases in KYC and due diligence transactions in the Regulatory Solutions division and increased assignments and sales in the Recovery Solutions division.
Within Technology Solutions, the advancement of project work on existing and new solution definition and implementation contracts further added to the growth in revenue. Net income was CAD 20.2 million or CAD 1.11 per basic share and diluted share for the year ended December 31, 2024, compared to CAD 25 million or CAD 1.41 per basic share and CAD 1.39 per diluted share in 2023. Strong results from Registry Operations and Services were offset by increased interest and amortization associated with the extension, investment in information technology services and people primarily related to project work and Technology Solutions, and share-based compensation expense. Net cash flow provided by operating activities was CAD 71.2 million for the year ended December 31, 2024, an increase of CAD 14.4 million compared to 2023, driven by strong operating results and changes in non-cash working capital.
Adjusted net income was CAD 42.9 million or CAD 2.36 per basic share and CAD 2.35 per diluted share for the year ended December 31, 2024, compared to CAD 34.2 million or CAD 1.92 per basic share and CAD 1.90 per diluted share for the year ended December 31, 2023. The growth reflects strong results from Registry Operations and Services that were partially offset by increased interest expense due to higher average long-term debt outstanding compared to the prior year following the drawdown of the credit facility to fund upfront payment in July 2023. Adjusted EBITDA was a record CAD 90.3 million for the year ended December 31, 2024, compared to CAD 72.9 million last year. Adjusted EBITDA margin for the year was 36.5% compared to 34% in 2023.
The increase in adjusted EBITDA and adjusted EBITDA margin was primarily driven by higher volumes, record high-value property registrations in the Saskatchewan Land Titles Registry, and fee adjustments, all within the Saskatchewan Registries division of Registry Operations. Adjusted free cash flow for the year ended December 31, 2024, was CAD 56.4 million, an increase of CAD 5.6 million compared to CAD 50.8 million in 2023. This growth was driven by the same reasons noted for adjusted EBITDA. Now turning to expenses.
Expenses were up by CAD 30 million for the year compared to 2023, largely due to regular business activity such as increases in wages and salaries, information technology services, and the cost of goods sold because of increased revenue in the Regulatory Solutions division and Services. Capital expenditures also increased as we expected. Sustaining capital expenditures, including registry enhancement capital, rose to CAD 8.3 million for the year from CAD 2.4 million in 2023.
The increase primarily related and resulted from increased system development work across our business segments. After all this, as at December 31, 2024, we held CAD 21 million in cash compared to CAD 24.2 million as at December 31, 2023, which is a reflection of our deleveraging plan following voluntary prepayments of CAD 44 million that were made towards the company's credit facility during the year. As you know, this is part of the company's plan to deleverage towards a long-term net leverage target of 2x-2.5x . As at the end of December 31, 2024, the company's debt was CAD 167.6 million compared to CAD 177.3 million at December 31, 2023. Before I turn the call back over to Shawn, I'd like to finish by highlighting that we also announced yesterday that our board of directors approved a quarterly cash dividend of CAD 0.23 per share.
That dividend will be payable on or before April 15th, 2025, to shareholders of record as of March 31st, 2025. I will now turn the call back over to Shawn for some concluding remarks.
Thanks, Bob. As I said earlier, with the first year of our five-year goal to double revenue and adjusted EBITDA by 2028 behind us, the foundation for our achievement of that goal has been firmly established in 2024. Overall, our guidance for 2025 reflects the strong, stable, and continued organic growth that we work consistently to achieve. In Registry Operations, we expect strong and steady performance. A declining interest rate environment is expected to support ongoing activity in the Saskatchewan real estate market, aligning growth to historical trends. As a result, annual growth in overall volumes in the Saskatchewan Land Registry is expected to be around 2%-3%. At the same time, there is also forecasted to be an increase in the fair market value of regular real estate transfers, partially driven by inventory challenges in the lower-value homes category.
Rounding out the segment, the stability of the Ontario Property Tax Assessment Division, along with a full year of the Bank Act Security Registry and annual Saskatchewan Registries CPI fee adjustments, will support the steady financial performance of the segment. In Services, we expect continued growth in the Regulatory Solutions division due to an ongoing trend of increased due diligence by financial institutions that I talked about earlier. In addition, we expect 2025 will build on the strong gains made in the Recovery Solutions division in 2024. Growth in these two divisions is expected to offset any headwinds in our Corporate Solutions division from the further opening of the Ontario Business Registry and the remaining annualized impact from the unexpected ban on NOSIs in Ontario at the start of June 2024.
In Technology Solutions, we're again forecasting double-digit growth in 2025, supported by a pipeline of third-party and related-party contracts, including our projects in Cyprus, Guernsey, Michigan, and the recently announced contract with Liechtenstein, among others. As a result, we're reiterating our 2025 guidance announced earlier this year. We expect revenue to be within a range of CAD 257 million-CAD 267 million and adjusted EBITDA to be in a range of CAD 89 million-CAD 97 million. While not included in our guidance, our disciplined M&A strategy is intended to support our 2028 growth targets as we continue to pursue new opportunities. In keeping with our historical performance, the company also expects to see robust free cash flow in 2025, which will support the continued investment in our people and technology, our growth plans, and our continued deleveraging of the balance sheet.
Finally, in addition to our financial and operating success, I also want to highlight several significant milestones in 2024, including achieving certification to the ISO 27001:2022 standard across the enterprise, replacing our previous certification held for ISO 27001 at the 2013 standard, securing an extension to our contract with Ontario for our property tax assessment business, winning the Liechtenstein contract to deliver a digital commercial registry system, launching the Bank Act Security Registry on behalf of the Bank of Canada, our first federal registry mandate, and winning numerous awards, including being recognized as a Saskatchewan top employer for the 16th consecutive year and earning the Globe and Mail's 2024 Women Lead Here benchmark for executive gender diversity for the fifth consecutive year. None of these achievements would have been possible without the steadfast commitment of our people. Their hard work and dedication are the foundation of our success.
With a strong 2024 behind us, a strong foundation underpinning us, and a target in sight, we're excited about the year in front of us and all that lies ahead for ISC. With that, I'll now turn the call back over to Jonathan.
Thank you, Shawn. Daniel, we'd now like to begin the question- and- answer session, please.
As a reminder, to ask a question, please press star one one on your telephone and wait for your name to be announced. To withdraw your question, please press star one one again. Please stand by while we compile the Q&A roster. Our first question comes from Scott Fletcher with CIBC. Your line is open.
Hi, good morning. Thanks for taking the question. I wanted to ask about the guidance in light of the tariffs, in particular the Chinese and tariffs on canola that will affect Saskatchewan more than it will the rest of the country. Just wondering if you had any thoughts about amending the guidance or sort of any concerns around the performance of the economy or if it's just too soon to really put a number or a thought around what that impact will look like.
Yeah, hi Scott. It's Shawn. Thanks for the question. I think, you know, like any business in Canada, we're carefully watching that. I think it is early to predict too much. As you know, our business isn't really directly impacted or won't be directly impacted. We will be impacted potentially if there's any economic impacts, as you've just referred to. Right now, we think there's still strength in the Saskatchewan market. We think the declining interest rate environment will help move that, and we're forecasting to see continued transaction growth and price growth despite what might happen with some of the tariffs. The same is true in some of our other businesses where we expect the trends on KYC to continue regardless. We are carefully watching it, and if there's any changes, we would certainly be out in front of that.
Okay, thanks. I did want to ask just about the go-forward margin profile on the registry business. Sort of seeing the last three quarters be in the mid-60% range. Just wondering how we should be thinking about that going forward, in particular once the enhancement costs sort of roll off and what the steady state should maybe look like.
Hey, Scott. It's Bob here. Yeah, thanks for the question. Yeah, the margin percentage was quite high for 2024. Of course, a big driver of that was the record high-value property registration revenue, which you saw was CAD 10 million compared to CAD 6 million in the prior year. That drove the higher margin percentage. When we look historically, we do not expect that. We'd love that to happen every year, but we do not expect that always. From a forecasting, we see margins coming back to more of that normal range, sort of, which is that 54%-56% margin area. That would be our expectations going forward.
Okay, that's helpful. Thank you. I mean, given where the organic growth implied by the guidance, obviously, M&A will be needed to hit that doubling the business target. Can you maybe just give us an idea of what the M&A landscape looks like, what you're seeing right now, how multiples are trending, and what the pipeline might look like? Thanks.
Yeah, yeah, thanks, Scott. Yeah, and we've been very clear, as you've indicated, that M&A will be part of that target for us to hit the 2028. We took 2024, as we talked about, much through 2024. It was focused on organic growth and really getting things in order for that. We saw strong performance there. As we move forward into 2025 and beyond, we continue to look at M&A. I would say the pipeline is about what it's been for some time. Valuations continue to remain high, to be honest. That is what makes it a bit of a challenge. We're pretty confident in some of the things that we're looking at that they're strategically aligned to where we want to go, and that will be good business. We'll do the same that we always do.
We'll make sure that it's a good opportunity, the right price, the right time for ISC and somewhere where we can add value. We are still confident in that, and that's why we are still confident in that 2028 doubling goal.
Thank you. Our next question comes from Paul Treiber with RBC Capital Markets. Your line is open.
Thanks very much and good morning. Just a question on investments. Can you elaborate on some of the investments that you're making in terms of which areas of the business that you see the most impact? Do you expect as the outcome from those investments that to help drive organic growth, or do you think it can help on the margin profile side?
Yeah, Paul, you've hit it right on the head there. A lot of our investment has been in both people and technology. On the people side, it's also in technology. As we're looking at implementations, that's developers, project managers, as we're looking to increase our efficiency in delivering some of those implementations. It is also on the sales side, so sales and business development. That is really a big part of our focus in 2024 and why we're achieving some of the organic growth. I have kind of just reiterated your answer. I think you've got it right on that it is in that side where we're expecting it to drive further organic growth, help drive our M&A pipeline, and then ultimately increase our efficiency in delivering some of our projects.
Thanks for that. Just looking at the opening up of the Ontario Business Registry, can you quantify or just indicate how much of that impact has already felt in the numbers? Do you expect a growing impact going forward, or do you think it's probably going to sort of steady out here?
I will maybe start off, and Bob can jump in if he's got more. I think we've felt most of it, I would say, by now. We do expect it to continue. I think I can't speak on behalf of the OBR or the government, but they're moving forward with their intention to bring more providers into that space. Obviously, we like that business, but we're not entirely dependent upon it. We have really diversified the rest of the business. I would think that we've felt a decent amount of that impact already and built that into our—and we certainly have built that into our guidance, what we expect the remaining impact to be. You'll probably hear us talk about it a little more over the course of the year as that opening continues, and we feel a little bit more.
Just lastly, just in terms of solutions, you've had decent momentum in Europe. Can you speak to your pipeline and what's driving that pipeline growth?
It really is like we talked about before, the sort of post-pandemic. During the pandemic, we saw a real pullback in that pipeline where jurisdictions were not interested in procuring new software. I think that put a few of them a couple of years behind. Post-pandemic, as we started to talk about, particularly in 2023, we were starting to see a return to procurement. That is really what is driving it. I think the technology is aging. Jurisdictions are a couple of years behind. That creates a really good pipeline for us.
Thanks for taking the questions.
Thanks, Paul.
Thank you. Our next question comes from Jesse Pytlak with Cormark Securities. Your line is open.
Hey, good morning. Just with respect to Recovery Solutions, wondering if you could maybe just comment on if you've seen any changes in the competitive landscape there just with assignment activity picking up. Are you seeing any new entrants coming to the market or any change in the behavior of your key competitor there?
We're really seeing more activity that was coming off the pandemic with the subsidies and just the state of the economy. The situation was that debtors weren't pursuing asset recovery, or if they were, because the used car values were a lot higher, debtors could cover any shortfalls by selling their assets. What we've seen now is just a pickup in that, getting back to, I guess, normal pre-pandemic activity, which, again, in that market, part of it is performance on case files. Of course, that's one thing with your investment in technology and in people. We look to improve our performance for our customers in that area, which helps drive increased profitability.
Yeah. I think I'd just add to that because it is performance-based and it's a cyclical business. We're not seeing a lot in terms of new competitors in the space. I think the financial institutions that Bob talked about are pretty well ingrained in the providers that they've got, and we're doing a good job so far. We're not seeing any increased competition in that space.
Understood. Maybe switching over to CapEx, just with the upgrades and enhancements that you're making into the registry, should we expect a similar level of spend in 2025 as we saw in 2024? Or actually, can you just comment on how to think about that?
Yeah, that would be accurate, Jesse, as we continue to invest in registry enhancements and we're making progress on that front. It is a multi-year program, and it'd be reasonable to assume the same level for next year.
Got it. That's all from me. I'll pass the line.
Thanks, Jesse.
Thank you. Our next question comes from Stephen Boland with Raymond James. Your line is open.
Apologize, guys. I missed a little bit of this call if you answered this already, but the acquisition costs continue to be pretty elevated, I would say, throughout the year. Is that just costs that you are incurring evaluating potential businesses?
Yeah, included in that category, Steve, is acquisition integration and other costs. Part of the other costs is our operating expenditures on registry enhancements. There are two components of spend on registry enhancements. There is an OpEx piece and a CapEx piece. Obviously, the CapEx is in CapEx, but then their operating piece is reflected in that acquisition integration and other line.
The balance of that would be, as you suggested, Steven, that we're continuing to evaluate opportunities throughout the year.
Okay. Maybe just on Recovery Solutions, I heard from a couple of lenders this quarter that there's a bit of a bottleneck going on in the industry in terms of share of bailiffs, tow trucks, used car prices, recovery, things like that. Are you seeing any kind of bottleneck in your processes that you manage for lenders?
Not that we would speak to, Steven, at all. We've seen the increase in assignments, but we're certainly able to handle that. If there's bottlenecks, they would be before it gets into our process.
Okay. Just the last one, if you can remind me, the Ontario Property Tax Solutions, the revenue is kind of year- over- year. Can you just remind me what drives that revenue growth? I mean, is there inflation- adjusted? Is it just strictly volume, or is it kind of a set fee?
Yeah, Steve, it's really inflation-adjusted. There is a CPI annual increment every year with that contract.
It looks like the revenue is pretty flat year- over- year, though.
Correct.
Not another flat.
Yeah. It's flat other than there is that price increase, and the margin typically are pretty consistent as well.
Yeah, it's a contracted price. There's no volume impact or change in it at all.
Okay. Okay, that's all for me. Thanks, guys.
Thank you.
Thanks.
Thank you. Our next question comes from Harry Kilby with Edison Group. Your line is open.
Hi. Just a bit more of a high-level one. Can you possibly give some more detail potentially on how you expect your EBITDA margins to kind of go over the next few years? Do you reckon do you see them staying at the 36.5% to be adjusted, or?
Yeah. Thanks for the question. As sort of mentioned earlier, in 2024, because of the record high-value property registration revenue in our Saskatchewan Registries division of Registry Operations, we did see higher margins for 2024. That then is influencing the 36.5%. As we do not expect that to repeat every year, we would expect to see that drop to more normalized margins between that 33%-35% going forward. Obviously, that is always influenced by the mix of between Services, TS, and Registry Operations, but traditionally, that is where our margins percentage have been.
Okay. Thank you.
Thank you. Our next question comes from Trevor Reynolds with Acumen Capital. Your line is open.
Hey, guys. I think part of this has kind of already been answered, but maybe just a little bit more on the Services side and what kind of growth you're kind of expecting from that with the offset being the Corporate Solutions side. Maybe just how you're looking at that balance of growth in 2025 here.
Yeah. The growth this past year was 8% in revenue. Traditionally, that has been 8%-11%. Our thought is that we continue to see that same trend, although with some of the investments Shawn talked about in people and technology, obviously, we are trying to drive that business further and grow it more. I do not know, Shawn, anything?
Yeah, I think that's right.
I guess on the Recovery Solutions, very strong year or I guess a nice bounce-back year. How are you seeing that trend in Q1 here to date? Is there more upside in that business, or is this kind of the peak?
Yeah, I'll maybe kick off. Obviously, we can't talk too much about Q1 yet, but I would say, as we talked about in our guidance and sort of in our fourth quarter commentary here, we expect to build on that trend in 2025. We expect it's going to continue for the near term and actually even increase. I mean, as an overall guidance comment, that's really the best I can answer that.
Okay, that's fair. Regulatory Solutions was up a little bit in Q4. It was pretty flat in Q3. How should we be looking at that side of the business here? I know you guys mentioned increased due diligence. Are you guys still adding customers on that front, or is it more growth from the same customers, just kind of what you're seeing in that business line?
Yeah, it's really a combination. I would say that a lot of the business that we're seeing is being driven by our existing customer base, but part of our investment is in the sales and business development side of that business to help drive and bring new customers. We have been growing our customer base fairly significantly over the past number of years, that requires a little more investment. That is what we did in 2024 to make sure we've got the team that can be able to deliver continued new customers. What you saw mostly in 2024 was from our existing customer base.
Okay. Last one, just on the technology side of the business, a little bit of a negative EBITDA on that in the fourth quarter. Do you expect that revenue and cost dynamic to balance out in the near term here, or what should we kind of be expecting on the Technology Solutions side?
Yeah, I'll start off from just a high level and then certainly turn it to Bob for more detail. I think part of that business, as we've talked about before, it is unpredictable where we get revenue and expense matching. We've continued to invest. Given the pipeline that we see, the new contracts we're announcing in the business, we've continued to invest in both internal people and contractors to help us deliver those solution projects. That can create a bit of a mismatch between expenses and revenue. Over the long term, we would expect, obviously, to drive that business at a more consistent margin.
Yeah, I think, Shawn, you've hit it on the head. Yeah, we've ramped up with people and technology. When you've got that mismatch with revenue, you see that, saw that impact in Q4.
Okay. Thanks, Steve.
Thanks, Trevor.
Thank you. I'm showing no further questions at this time. I would now like to turn it back to Jonathan Hackshaw for closing remarks.
Thank you, Daniel. With no further questions, we'd like to once again thank everyone for joining us on today's call and all questions. We look forward to reporting and speaking with you again when we report our Q1 results in the coming months. Thanks very much. Have a great day.
This concludes today's conference call. Thank you for participating. You may now disconnect.