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CONSTELLATION SOFTWARE INC.
Symbol	CSU
Shares Issued	21,191,530
Close 2026-08-05	C$ 3,145.19
Market Cap	C$ 66,651,388,241
Recent Sedar+ Documents

ORIGINAL: Constellation Software Inc. and Topicus.com Inc. Announce Results for Topicus.com Inc. for the Second Quarter Ended June 30, 2026

2026-08-05 17:02 ET - News Release

TORONTO, Aug. 05, 2026 (GLOBE NEWSWIRE) -- Topicus.com Inc. (TSXV:TOI) in a joint release with Constellation Software Inc. (TSX:CSU) today announced financial results for Topicus.com Inc. (“Topicus” or the “Company”) for the second quarter ended June 30, 2026. Please note that all amounts referred to in this press release are in Euros unless otherwise stated.

The following press release should be read in conjunction with the Company’s Unaudited Condensed Consolidated Interim Financial Statements for the three and six months ended June 30, 2026 and the accompanying notes, our Management’s Discussion and Analysis for the three and six months ended June 30, 2026 and the Annual Consolidated Financial Statements of Topicus.com Inc. for the year ended December 31, 2025, which we prepared in accordance with International Financial Reporting Standards (“IFRS”) and the Company’s annual Management’s Discussion and Analysis for the year ended December 31, 2025, which can be found on SEDAR+ at www.sedarplus.com and on Topicus.com Inc.’s website www.topicus.com. Additional information about Topicus.com Inc. is also available on SEDAR+ at www.sedarplus.com.

Q2 2026 Headlines:

Revenue increased 18% (4% organic growth) to €437.3 million compared to €372.0 million in Q2 2025.
Net income increased 14% to €47.3 million (€0.36 on a diluted per share basis) from €41.5 million (€0.31 on a diluted per share basis).
Acquisitions were completed for aggregate cash consideration of €31.2 million (which includes acquired cash). Deferred payments associated with these acquisitions have an estimated value of €9.0 million resulting in total consideration of €40.2 million.
Cash flows from operations (“CFO”) increased €2.3 million to negative €12.7 million compared to negative €14.9 million in Q2 2025.
Free cash flow available to shareholders¹ (“FCFA2S”) increased €31.3 million to €14.6 million compared to negative €16.7 million in Q2 2025.

Total revenue for the quarter ended June 30, 2026 was €437.3 million, an increase of 18%, or €65.2 million, compared to €372.0 million for the comparable period in 2025. For the first six months of 2026 total revenues were €872.9 million, an increase of 20%, or €145.3 million, compared to €727.6 million for the comparable period in 2025. The increase for both the three and six-month periods compared to the same periods in the prior year is primarily attributable to growth from acquisitions as the Company experienced organic growth of 4% and 5% respectively. Organic growth is not a standardized financial measure and might not be comparable to measures disclosed by other issuers.

Net income for the quarter ended June 30, 2026 increased €5.8 million to €47.3 million compared to €41.5 million for the same period in 2025. On a per share basis, this translated into net income per basic and diluted share of €0.36 in the quarter ended June 30, 2026 compared to €0.31 for the same period in 2025. For the six months ended June 30, 2026 net income decreased €9.2 million to €102.4 million compared to €111.6 million for the same period in 2025. On a per share basis, this translated into net income per basic and diluted share of €0.77 in the six months ended June 30, 2026 compared to €0.85 for the same period in 2025.

For the quarter ended June 30, 2026, CFO were negative €12.7 million compared to negative €14.9 million for the same period in 2025. Many of the businesses invoice customers for annual software maintenance fees in Q1 each year resulting in a disproportionate amount of cash being received in the first quarter as compared to the remaining three quarters. For the six months ended June 30, 2026, CFO increased €11.3 million to €267.8 million compared to €256.5 million for the same period in 2025 representing an increase of 4%.

For the quarter ended June 30, 2026, FCFA2S increased €31.3 million to €14.6 million compared to negative €16.7 million for the same period in 2025. For the six months ended June 30, 2026, FCFA2S increased €35.1 million to €180.1 million compared to €145.0 million for the same period in 2025 representing an increase of 24%.

Forward Looking Statements

Certain statements herein may be “forward looking” statements that involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Topicus or the industry to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not such results will be achieved. A number of factors could cause actual results to vary significantly from the results discussed in the forward looking statements. These forward looking statements reflect current assumptions and expectations regarding future events and operating performance and are made as of the date hereof and Topicus assumes no obligation, except as required by law, to update any forward looking statements to reflect new events or circumstances.

Non-IFRS Measures

Free cash flow available to shareholders ‘‘FCFA2S’’ refers to net cash flows from operating activities less interest paid on lease obligations, interest paid on other facilities, credit facility transaction costs, repayments of lease obligations, and property and equipment purchased, and includes interest and dividends received, and the proceeds from sale of interest rate caps. The portion of this amount applicable to non-controlling interests is then deducted. Topicus believes that FCFA2S is useful supplemental information as it provides an indication of the uncommitted cash flow that is available to shareholders if Topicus does not make any acquisitions, or investments, and does not repay any debts. While Topicus could use the FCFA2S to pay dividends or repurchase shares, Topicus’ objective is to invest all of our FCFA2S in acquisitions which meet Topicus’ hurdle rate.

FCFA2S is not a recognized measure under IFRS and, accordingly, readers are cautioned that FCFA2S should not be construed as an alternative to net cash flows from operating activities.

The following table reconciles FCFA2S to net cash flows from operating activities:

		Three months ended June 30,					Six months ended June 30,
		2026		2025			2026		2025
	(€ in millions)					(€ in millions)

Net cash flows from operating activities		(12.7	)	(14.9	)		267.8		256.5
Adjusted for:
Interest paid on lease obligations		(0.9	)	(0.7	)		(1.7	)	(1.4	)
Interest paid on other facilities		(10.3	)	(4.3	)		(14.0	)	(9.0	)
Credit facility transaction costs		-		(3.2	)		(0.3	)	(3.3	)
Payments of lease obligations		(8.7	)	(7.2	)		(17.1	)	(14.0	)
Property and equipment purchased		(3.1	)	(3.8	)		(6.3	)	(6.7	)
Interest and dividends received		59.2		8.3			59.8		8.6

		23.6		(25.8	)		288.2		230.7
Less amount attributable to
non-controlling interests		(9.0	)	9.1			(108.0	)	(85.7	)

Free cash flow available to shareholders		14.6		(16.7	)		180.1		145.0

^{Due to rounding, certain totals may not foot.}

About Topicus.com Inc.

Topicus’ subordinate voting shares are listed on the Toronto Venture Stock Exchange under the symbol "TOI". Topicus acquires, manages and builds vertical market software businesses.

About Constellation Software Inc.

Constellation's common shares are listed on the Toronto Stock Exchange under the symbol "CSU". Constellation acquires, manages and builds vertical market software businesses.

For further information:
Jamal Baksh
Chief Financial Officer
(416) 861-9677
info@topicus.com
www.topicus.com

SOURCE: TOPICUS.COM INC.

Topicus.com Inc.
Condensed Consolidated Interim Statements of Financial Position
(In thousands of euros, except per share amounts. Due to rounding, numbers presented may not foot.)

Unaudited
		June 30, 2026	December 31, 2025

Assets

Current assets:
	Cash	323,269	326,686
	Accounts receivable	180,168	175,613
	Unbilled revenue	73,800	53,909
	Inventories	7,666	7,057
	Other assets	81,593	67,969
		666,495	631,234

Non-current assets:
	Property and equipment	28,670	27,343
	Right of use assets	91,900	96,656
	Deferred income taxes	23,322	23,494
	Investments in associates	479,184	515,368
	Other assets	18,929	17,790
	Intangible assets	1,206,673	1,201,287
		1,848,678	1,881,939

Total assets		2,515,173	2,513,173

Liabilities and Shareholders' Equity

Current liabilities:
	Topicus Revolving Credit Facility and current portion of Term and other loans	116,536	345,324
	Accounts payable and accrued liabilities	321,965	365,229
	Deferred revenue	374,144	207,140
	Provisions	2,331	3,548
	Acquisition holdback payables	22,029	23,740
	Lease obligations	31,630	30,915
	Income taxes payable	35,292	39,201
		903,929	1,015,098

Non-current liabilities:
	Term and other loans	351,169	347,218
	Deferred income taxes	187,557	188,313
	Acquisition holdback payables	41,393	40,133
	Lease obligations	62,259	67,436
	Other liabilities	84,514	73,166
		726,892	716,266

Total liabilities		1,630,821	1,731,363

Shareholders' Equity:
	Capital stock	39,412	39,412
	Accumulated other comprehensive income (loss)	128,531	124,611
	Retained earnings	374,653	309,801
	Non-controlling interests	341,756	307,985
		884,352	781,810

Total liabilities and shareholders' equity		2,515,173	2,513,173

Topicus.com Inc.
Condensed Consolidated Interim Statements of Income (Loss)
(In thousands of euros, except per share amounts. Due to rounding, numbers presented may not foot.)

Unaudited
	Three months ended June 30,				Six months ended June 30,
	2026		2025		2026		2025

Revenue
License	9,854		10,435		21,372		19,831
Professional services	98,845		88,218		197,066		170,523
Hardware and other	11,209		8,471		21,094		15,790
Maintenance and other recurring	317,343		264,907		633,407		521,482
	437,251		372,032		872,940		727,627
Expenses
Staff	237,321		206,036		474,915		403,924
Hardware	5,875		4,653		11,187		8,778
Third party license, maintenance and professional services	40,926		32,074		77,877		60,496
Travel, telecommunications, supplies, software and equipment	19,435		15,699		37,373		30,292
Professional fees	9,040		7,134		16,125		14,742
Other, net	9,529		8,298		16,563		16,882
Depreciation	11,717		9,977		23,373		19,353
Amortization of intangible assets	46,238		39,294		90,659		76,146
	380,083		323,164		748,071		630,612

Impairment of intangible and other non-financial assets	25		-		25		-
Bargain purchase (gain)	-		(154	)	-		(154	)
Finance and other (income) expenses	(1,895	)	(9,234	)	698		(14,476	)
Share in net (income) loss of equity investee	(10,116	)	(5	)	(19,212	)	(20	)
(Increase) decrease in the fair value of equity securities	-		-		-		(32,789	)
Finance costs	9,109		6,575		18,917		12,764
	(2,877	)	(2,818	)	429		(34,676	)

Income (loss) before income taxes	60,045		51,686		124,439		131,691

Current income tax expense (recovery)	22,497		18,738		43,065		37,485
Deferred income tax expense (recovery)	(9,779	)	(8,536	)	(21,015	)	(17,407	)
Income tax expense (recovery)	12,718		10,202		22,051		20,079

Net income (loss)	47,326		41,484		102,389		111,612

Net income (loss) attributable to:
Equity holders of Topicus	30,140		25,858		64,348		70,669
Non-controlling interests	17,187		15,625		38,041		40,943
Net income (loss)	47,326		41,484		102,389		111,612

Weighted average shares
Basic shares outstanding	83,409,863		83,098,544		83,374,565		83,083,791
Diluted shares outstanding	129,841,819		129,841,819		129,841,819		129,841,819

Earnings (loss) per common share of Topicus
Basic	0.36		0.31		0.77		0.85
Diluted	0.36		0.31		0.77		0.85

Topicus.com Inc.
Condensed Consolidated Interim Statements of Comprehensive Income (Loss)
(In thousands of euros, except per share amounts. Due to rounding, numbers presented may not foot.)

Unaudited
	Three months ended June 30,			Six months ended June 30,
	2026	2025		2026	2025

Net income (loss)	47,326	41,484		102,389	111,612

Items that are or may be reclassified subsequently to net income (loss):

Foreign currency translation differences from foreign operations and other	2,118	(9,671	)	6,079	(8,375	)

Items that will not be reclassified to net income (loss):

Changes in the fair value of equity investments at FVOCI	-	82,236		-	193,333

Other comprehensive (loss) income for the period, net of income tax	2,118	72,565		6,079	184,958

Total comprehensive income (loss) for the period	49,444	114,049		108,468	296,570

Total other comprehensive income (loss) attributable to:
Equity holders of Topicus	1,204	47,866		3,920	120,085
Non-controlling interests	914	24,699		2,159	64,873
Total other comprehensive income (loss)	2,118	72,565		6,079	184,958

Total comprehensive income (loss) attributable to:
Equity holders of Topicus	31,344	73,724		68,268	190,754
Non-controlling interests	18,101	40,325		40,200	105,816
Total comprehensive income (loss)	49,444	114,049		108,468	296,570

Topicus.com Inc.
Condensed Consolidated Interim Statement of Changes in Shareholders' Equity (Deficiency)
(In thousands of euros, except per share amounts. Due to rounding, numbers presented may not foot.)

Unaudited
Six months ended June 30, 2026

	Capital Stock	Accumulated other comprehensive (loss) income	Retained earnings		Total		Non-controlling interests		Total equity

Balance at January 1, 2026	39,412	124,611	309,801		473,825		307,985		781,810

Total comprehensive income (loss) for the period:

Net income (loss)	-	-	64,348		64,348		38,041		102,389

Foreign currency translation differences from
foreign operations and other, net of income tax and
changes in the fair value of equity investments at FVOCI	-	3,920	-		3,920		2,159		6,079

Total other comprehensive income (loss)
for the period	-	3,920	-		3,920		2,159		6,079

Total comprehensive income (loss) for the period	-	3,920	64,348		68,268		40,200		108,468

Transactions with owners, recorded directly in equity

Other movements in non-controlling interests and equity	-	-	(731	)	(731	)	(297	)	(1,028	)

Exchange of Topicus Coop ordinary units held by non-controlling interests to subordinate voting shares of Topicus	-	-	1,234		1,234		(1,234	)	-

Dividends paid to non-controlling interests	-	-	-		-		(4,898	)	(4,898	)

Balance at June 30, 2026	39,412	128,531	374,653		542,596		341,756		884,352

Topicus.com Inc.
Condensed Consolidated Interim Statement of Changes in Shareholders' Equity (Deficiency)
(In thousands of euros, except per share amounts. Due to rounding, numbers presented may not foot.)

Unaudited
Six months ended June 30, 2025

	Capital Stock	Accumulated other comprehensive (loss) income		Retained earnings	Total	Non-controlling interests		Total equity

Balance at January 1, 2025	39,412	5,584		266,281	311,277	220,119		531,396

Total comprehensive income (loss) for the period:

Net income (loss)	-	-		70,669	70,669	40,943		111,612

Other comprehensive income (loss)

Foreign currency translation differences from
foreign operations and other, net of income tax	-	120,085		-	120,085	64,873		184,958

Total other comprehensive income (loss) for the period	-	120,085		-	120,085	64,873		184,958

Total comprehensive income (loss) for the period	-	120,085		70,669	190,754	105,816		296,570

Transactions with owners, recorded directly in equity

Other movements in non-controlling interests and equity	-	(0	)	12	12	18		31

Exchange of Topicus Coop ordinary units held by non-controlling interests to subordinate voting shares of Topicus	-	-		1,633	1,633	(1,633	)	-

Dividends paid to non-controlling interests	-	-		-	-	(1,632	)	(1,632	)

Balance at June 30, 2025	39,412	125,668		338,596	503,677	322,688		826,365

Topicus.com Inc.
Condensed Consolidated Interim Statements of Cash Flows
(In thousands of euros, except per share amounts. Due to rounding, numbers presented may not foot.)

Unaudited
			Three months ended June 30,				Six months ended June 30,
			2026		2025		2026		2025

Cash flows from (used in) operating activities:
	Net income (loss)		47,326		41,484		102,389		111,612
	Adjustments for:
		Depreciation	11,717		9,977		23,373		19,353
		Amortization of intangible assets	46,238		39,294		90,659		76,146
		Impairment of intangible and other non-financial assets	25		-		25		-
		Bargain purchase (gain)	-		(154	)	-		(154	)
		Finance and other expenses (income)	(1,895	)	(9,234	)	698		(14,476	)
		Share in net (income) loss of equity investee	(10,116	)	(5	)	(19,212	)	(20	)
		(Increase) decrease in the fair value of equity securities	-		-		-		(32,789	)
		Finance costs	9,109		6,575		18,917		12,764
		Income tax expense (recovery)	12,718		10,202		22,051		20,079
	Change in non-cash operating assets and liabilities
		exclusive of effects of business combinations	(102,723	)	(97,574	)	71,292		92,959
	Transaction costs associated with equity securities classified as FVOCI		-		(0	)	-		(1,659	)
	Income taxes (paid) received		(25,077	)	(15,508	)	(42,378	)	(27,311	)
	Net cash flows from (used in) operating activities		(12,676	)	(14,944	)	267,814		256,503

Cash flows from (used in) financing activities:
	Interest paid on lease obligations		(857	)	(719	)	(1,729	)	(1,381	)
	Interest paid on other facilities		(10,264	)	(4,307	)	(14,000	)	(9,015	)
	Net increase (decrease) in Topicus Revolving Credit Facility		20,000		(115,000	)	(225,000	)	(85,000	)
	Proceeds from issuance of Loan		-		200,000		-		200,000
	Proceeds from issuance of term and other loans		-		95,400		7,500		113,410
	Increase (decrease) in bank indebtedness		(9,599	)	-		(3,936	)	-
	Repayments of term and other loans		(2,866	)	(3,526	)	(10,295	)	(14,111	)
	Credit facility transaction costs		-		(3,187	)	(312	)	(3,278	)
	Payments of lease obligations		(8,680	)	(7,177	)	(17,054	)	(14,005	)
	Dividends paid to non-controlling interests		(1,447	)	(1,595	)	(4,898	)	(1,632	)
	Net cash flows from (used in) in financing activities		(13,713	)	159,890		(269,723	)	184,988

Cash flows from (used in) investing activities:
	Acquisition of businesses		(31,223	)	(210,244	)	(46,251	)	(249,657	)
	Cash obtained with acquired businesses		5,386		20,804		8,322		28,738
	Post-acquisition settlement payments, net of receipts		(10,539	)	(2,935	)	(16,352	)	(9,233	)
	Purchases of other investments		(271	)	-		(271	)	-
	Purchase of equity securities of Asseco Poland S.A.		-		-		-		(167,977	)
	(Increase) decrease in restricted cash		(196	)	343		(1,539	)	(82	)
	Interest, dividends and other proceeds received, net of income taxes paid		59,222		8,302		59,794		8,557
	Property and equipment purchased		(3,104	)	(3,768	)	(6,340	)	(6,666	)
	Net cash flows from (used in) investing activities		19,276		(187,499	)	(2,637	)	(396,321	)

Effect of foreign currency on
	cash and cash equivalents		(792	)	(4,500	)	1,128		(2,072	)

Increase (decrease) in cash			(7,905	)	(47,053	)	(3,418	)	43,097

Cash, beginning of period			331,173		296,307		326,686		206,157

Cash, end of period			323,269		249,254		323,269		249,254