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MDA Space — Interim / Quarterly Report 2023
May 12, 2023
48075_rns_2023-05-12_e3064e4e-2e6a-49d2-b2c1-88bf02873582.pdf
Interim / Quarterly Report
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Page 1 of 15
MDA LTD.
Interim Condensed Consolidated Financial Statements
For the three months ended March 31, 2023 and 2022
(In millions of Canadian dollars)
MDA Ltd.
Unaudited Interim Condensed Consolidated Statement of Comprehensive Income
For the three months ended March 31, 2023 and 2022
(In millions of Canadian dollars except per share figures)
| Note | Three months ended March 31, 2023 | Three months ended March 31, 2022 | |
|---|---|---|---|
| Revenue | 4 | $ 201.9 | $ 128.4 |
| Cost of revenue | |||
| Materials, labour and subcontractors | 6 | (128.1) | (60.9) |
| Depreciation and amortization of assets | 8, 9, 10 | (6.6) | (5.8) |
| Gross profit | 67.2 | 61.7 | |
| Operating expenses | |||
| Selling, general and administration | 6 | (16.6) | (14.3) |
| Research and development, net | 6 | (10.1) | (8.5) |
| Amortization of intangible assets | 10 | (12.8) | (14.0) |
| Share-based compensation | 12 | (1.2) | (1.6) |
| Operating income | 26.5 | 23.3 | |
| Other income (expenses) | |||
| Unrealized loss on financial instruments | (0.5) | (5.3) | |
| Foreign exchange gain (loss) | 0.4 | (2.2) | |
| Finance costs | (2.2) | (4.3) | |
| Income before taxes | 24.2 | 11.5 | |
| Income tax expense | (8.1) | (3.1) | |
| Net income | 16.1 | 8.4 | |
| Other comprehensive income (loss) | |||
| Gain (loss) on translation of foreign operations | (0.2) | 0.4 | |
| Loss on cash flow hedges | (1.7) | — | |
| Remeasurement gain on defined benefit plans | 16 | 1.7 | — |
| Total comprehensive income | $ 15.9 | $ 8.8 | |
| Earnings per share: | |||
| Basic | 14 | $ 0.14 | $ 0.07 |
| Diluted | 14 | 0.13 | 0.07 |
| Weighted-average common shares outstanding: | |||
| Basic | 14 | 119,074,498 | 118,691,628 |
| Diluted | 14 | 119,625,038 | 124,153,386 |
The accompanying notes are an integral part of these interim condensed consolidated financial statements
MDA Ltd.
Unaudited Interim Condensed Consolidated Statement of Financial Position
March 31, 2023
(In millions of Canadian dollars)
| As at | Note | March 31, 2023 | December 31, 2022 |
|---|---|---|---|
| Assets | |||
| Current assets: | |||
| Cash | $ 67.9 | $ 39.3 | |
| Trade and other receivables | 160.9 | 155.5 | |
| Unbilled receivables | 117.6 | 121.0 | |
| Inventories | 7.6 | 7.5 | |
| Income taxes receivable | 22.6 | 35.1 | |
| Other current assets | 7 | 19.2 | 19.8 |
| 395.8 | 378.2 | ||
| Non-current assets: | |||
| Property, plant and equipment | 8 | 262.0 | 235.1 |
| Right-of-use assets | 9 | 5.2 | 7.1 |
| Intangible assets | 10 | 547.6 | 552.4 |
| Goodwill | 419.9 | 419.9 | |
| Deferred income tax assets | 18.0 | 19.1 | |
| Other non-current assets | 7 | 158.6 | 139.0 |
| Total assets | $ 1,807.1 | $ 1,750.8 | |
| Liabilities and shareholders' equity | |||
| Current liabilities: | |||
| Accounts payable and accrued liabilities | $ 146.0 | $ 124.3 | |
| Income taxes payable | 12.1 | 11.9 | |
| Contract liabilities | 110.2 | 110.8 | |
| Current portion of net employee benefit payable | 49.4 | 54.1 | |
| Current portion of lease liabilities | 9 | 5.8 | 6.7 |
| Other current liabilities | 10.0 | 10.8 | |
| 333.5 | 318.6 | ||
| Non-current liabilities: | |||
| Net employee defined benefit payable | 22.6 | 21.5 | |
| Lease liabilities | 9 | 0.6 | 1.6 |
| Long-term debt | 11 | 268.7 | 243.6 |
| Deferred income tax liabilities | 162.6 | 163.8 | |
| Other non-current liabilities | 1.0 | 1.1 | |
| Total liabilities | 789.0 | 750.2 | |
| Shareholders' equity | |||
| Common shares | 952.1 | 951.6 | |
| Contributed surplus | 26.1 | 25.0 | |
| Accumulated other comprehensive income | 13.9 | 14.1 | |
| Retained earnings | 26.0 | 9.9 | |
| Total equity | 1,018.1 | 1,000.6 | |
| Total liabilities and equity | $ 1,807.1 | $ 1,750.8 |
The accompanying notes are an integral part of these interim condensed consolidated financial statements
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Page 4 of 15
MDA Ltd.
Unaudited Interim Condensed Consolidated Statement of Changes in Shareholders' Equity
For the three months ended March 31, 2023 and 2022
(In millions of Canadian dollars)
| Note | Common shares | Contributed surplus | Accumulated other comprehensive income | Retained earnings (Deficit) | Total shareholders' equity | ||
|---|---|---|---|---|---|---|---|
| Number | Amount | ||||||
| As at January 1, 2023 | 119,014,233 | $ 951.6 | $ 25.0 | $ 14.1 | $ 9.9 | $ 1,000.6 | |
| Share-based awards exercised | 12 | 87,821 | 0.5 | (0.1) | — | — | 0.4 |
| Net income | — | — | — | — | 16.1 | 16.1 | |
| Other comprehensive loss | — | — | — | (0.2) | — | (0.2) | |
| Share-based compensation | 12 | — | — | 1.2 | — | — | 1.2 |
| As at March 31, 2023 | 119,102,054 | $ 952.1 | $ 26.1 | $ 13.9 | $ 26.0 | $ 1,018.1 | |
| As at January 1, 2022 | 118,691,628 | $ 950.7 | $ 16.9 | $ 8.5 | $ (14.4) | $ 961.7 | |
| Impact of change in accounting policy | — | — | — | — | (2.0) | (2.0) | |
| Net income | — | — | — | — | 8.4 | 8.4 | |
| Other comprehensive income | — | — | — | 0.4 | — | 0.4 | |
| Share-based compensation | — | — | 1.6 | — | 1.6 | ||
| As at March 31, 2022 | 118,691,628 | $ 950.7 | $ 18.5 | $ 8.9 | $ (8.0) | $ 970.1 |
The accompanying notes are an integral part of these interim condensed consolidated financial statements
MDA Ltd.
Unaudited Interim Condensed Consolidated Statement of Cash Flows
For the three months ended March 31, 2023 and 2022
(In millions of Canadian dollars)
| Note | Three months ended March 31, 2023 | Three months ended March 31, 2022 | |
|---|---|---|---|
| Cash flows from operating activities | |||
| Net income | $ 16.1 | $ 8.4 | |
| Adjustments: | |||
| Income tax expense | 8.1 | 3.1 | |
| Depreciation of property, plant and equipment | 8 | 2.8 | 2.5 |
| Depreciation of right-of-use assets | 9 | 2.0 | 2.1 |
| Amortization of intangible assets | 10 | 14.6 | 15.2 |
| Share-based compensation expense | 12 | 1.2 | 1.6 |
| Investment tax credits accrued during the period | 15(a) | (7.1) | (22.7) |
| Finance costs | 2.2 | 4.3 | |
| Unrealized loss on financial instruments | 0.5 | 5.3 | |
| Changes in operating assets and liabilities | 17 | 9.1 | (5.1) |
| 49.5 | 14.7 | ||
| Interest paid | (4.0) | (0.6) | |
| Income tax recovered | 0.3 | 0.6 | |
| Net cash from operating activities | 45.8 | 14.7 | |
| Cash flows from investing activities | |||
| Purchases/construction of property and equipment | 8 | (29.7) | (24.9) |
| Purchases/development of intangible assets | 10 | (10.8) | (12.2) |
| Net cash used in investing activities | (40.5) | (37.1) | |
| Cash flows from financing activities | |||
| Borrowings from senior credit facility | 11 | 25.0 | — |
| Payment of lease liability (principal portion) | (1.9) | (2.1) | |
| Proceeds from stock options exercised | 0.4 | — | |
| Net cash provided by (used in) financing activities | 23.5 | (2.1) | |
| Net increase (decrease) in cash | 28.8 | (24.5) | |
| Net foreign exchange differences on cash | (0.2) | 0.4 | |
| Cash, beginning of period | 39.3 | 83.6 | |
| Cash, end of period | $ 67.9 | $ 59.5 |
The accompanying notes are an integral part of these interim condensed consolidated financial statements
Page 5 of 15
MDA LTD.
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
For the three months ended March 31, 2023 and 2022
(Amounts in millions of Canadian dollars, except share-based compensation awards and per share amounts)
1. Nature of operations
MDA Ltd. and its subsidiaries (collectively "MDA" or the "Company") design, manufacture, and service space robotics, satellite systems and components, and intelligence systems. MDA also provides geointelligence and earth observation solutions that incorporate data from the Company's owned and operated satellite, RADARSAT-2, as well as third party satellite missions. MDA operates across three business areas: Geointelligence, Robotics & Space Operations, and Satellite Systems, with facilities and sites in Canada, the United Kingdom, and United States. The Company collaborates and partners with government agencies, prime contractors and emerging space companies. Notable MDA programs include the Canadarm family of space robotics for the U.S. Space Shuttle program and the International Space Station and three generations of RADARSAT Earth observation satellites for the Canadian Government.
MDA Ltd. is incorporated in Ontario and domiciled in Canada, with its head office located at 9445 Airport Road, Brampton, Ontario L6S4J3, Canada. MDA's common shares are traded on the Toronto Stock Exchange under the symbol "MDA".
2. Basis of preparation
(a) Statement of compliance
These accompanying unaudited interim condensed consolidated financial statements of the Company have been prepared in accordance with IAS 34, Interim Financial Reporting, using accounting policies consistent with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB"). The same accounting policies and methods of computation as those used in the preparation of the consolidated financial statements for the year ended December 31, 2022 were followed in the preparation of these interim condensed consolidated financial statements, except as described in note 3. The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual consolidated financial statements and should be read in conjunction with the Company's consolidated financial statements for the year ended December 31, 2022.
These interim condensed consolidated financial statements were approved by the Board of Directors of MDA on May 11, 2023.
(b) Basis of measurement
The interim condensed consolidated financial statements are presented in Canadian dollars, which is also the Company's functional currency.
The interim condensed consolidated financial statements of the Company have been prepared on the historical cost basis except for pension plan assets and liabilities and the following assets and liabilities which are measured at fair value: financial instruments at fair value through profit or loss ("FVTPL") or fair value through other comprehensive income ("FVOCI"), derivative financial instruments, and initial recognition of assets acquired and liabilities assumed in a business combination. Pension plan assets and liabilities are recognized as the present value of the defined benefit obligation net of the fair value of the plan assets.
(c) Seasonality and cyclicality
The Company's operations historically have not experienced seasonality. However, the Company's results period over period are affected by its stage in the work in progress in each of its long-term contracts. Therefore, the results of operations over a given interim period may not be indicative of full fiscal year results.
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MDA LTD.
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
For the three months ended March 31, 2023 and 2022
(Amounts in millions of Canadian dollars, except share-based compensation awards and per share amounts)
(d) Critical accounting estimates and judgments
The preparation of the Company's interim condensed financial statements requires management to make estimates, assumptions and judgments that affect the application of accounting policies and the reported amounts of assets, liabilities, revenues and expenses. Significant estimates and judgements used in preparation of the interim condensed consolidated financial statements are described in the Company's consolidated financial statements for the year ended December 31, 2022.
3. Changes in accounting policies and accounting pronouncements
(a) Adoption of Amendment to IAS 12 Deferred Tax related to Assets and Liabilities arising from a Single Transaction
The IASB issued amendments to IAS 12, Income taxes, to narrow the scope of the initial recognition exemption so that it does not apply to transactions that give rise to equal and offsetting temporary differences. As a result, a deferred tax asset and a deferred tax liability need to be recognized for temporary differences arising on initial recognition of a lease and a decommissioning provision. The amendments are effective for annual periods beginning on or after January 1, 2023. The Company has determined the impact of this amendment to be immaterial as at January 1, 2023.
(b) Forthcoming Amendment to IAS 1 Classification of Liabilities as Current or Non-current
The amendments to IAS 1, Presentation of Financial Statements, which are intended to clarify requirements for the classification of liabilities as non-current, become effective for the Company on January 1, 2024. The Company does not expect the amendments to have material impacts to its consolidated financial statements.
4. Revenue from contracts with customers
All of the Company's revenue represents revenue from contracts with customers. Disaggregation of revenue by service lines are presented in the table below:
| Three months ended | Three months ended | |||
|---|---|---|---|---|
| March 31, 2023 | March 31, 2022 | |||
| Geointelligence | $ | 51.3 | $ | 48.9 |
| Robotics and Space Operations | 62.9 | 42.4 | ||
| Satellite Systems | 87.7 | 37.1 | ||
| $ | 201.9 | $ | 128.4 |
5. Geographic information
Segmented information is reported in a manner consistent with the internal reporting provided to the chief operating decision maker ("CODM"), and reflects the way the CODM evaluates performance of, and allocates resources within, the business. The Company operates substantially all of its activities in one reportable segment, which includes the Geointelligence, Robotics & Space Operations and Satellite Systems operating
Page 7 of 15
MDA LTD.
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
For the three months ended March 31, 2023 and 2022
(Amounts in millions of Canadian dollars, except share-based compensation awards and per share amounts)
segments. The reportable segment earns revenue by providing space solutions to customers in a similar market and is managed by the CODM.
Revenues are attributed to geographical regions based on the location of customers as follows:
| Three months ended March 31, 2023 | Three months ended March 31, 2022 | |
|---|---|---|
| Canada | $ 92.9 | $ 68.3 |
| United States | 87.7 | 27.1 |
| Europe | 15.9 | 26.3 |
| Asia and Middle East | 3.5 | 6.4 |
| Other | 1.9 | 0.3 |
| $ 201.9 | $ 128.4 |
The Company's property, plant and equipment, right-of-use assets, intangible assets and goodwill are attributed to geographical regions based on the location of the assets as follows:
| March 31, 2023 | December 31, 2022 | |
|---|---|---|
| Canada | $ 1,233.3 | $ 1,213.1 |
| Other | 1.4 | 1.4 |
| $ 1,234.7 | $ 1,214.5 |
6. Cost of revenue and operating expenses
The following table shows the breakdown of materials, labour and subcontractors costs included in cost of revenue:
| Three months ended March 31, 2023 | Three months ended March 31, 2022 | |
|---|---|---|
| Wages, salaries and other cost of revenues | $ 89.2 | $ 69.6 |
| Subcontractor costs | 45.2 | 13.4 |
| Inventories used | 0.8 | 0.6 |
| Investment tax credits recognized | (7.1) | (22.7) |
| $ 128.1 | $ 60.9 |
The following tables show the breakdowns of selling, general and administration expenses and research and development, net included in operating expenses:
| Three months ended March 31, 2023 | Three months ended March 31, 2022 | |
|---|---|---|
| Selling, general and administration | ||
| General and administration | $ 9.2 | $ 8.4 |
| Selling and marketing | 7.4 | 5.9 |
| $ 16.6 | $ 14.3 | |
| Research and development, net | ||
| Research and development expense | $ 11.1 | $ 10.2 |
| Research and development expense recovery | (1.0) | (1.7) |
| $ 10.1 | $ 8.5 |
MDA LTD.
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
For the three months ended March 31, 2023 and 2022
(Amounts in millions of Canadian dollars, except share-based compensation awards and per share amounts)
7. Other assets
| Note | March 31, 2023 | December 31, 2022 | |
|---|---|---|---|
| Prepaid expenses | $ 44.3 | $ 35.7 | |
| Advances to suppliers | 1.4 | 3.9 | |
| Investment tax credits receivable | 15(a) | 122.1 | 109.1 |
| Investment in equity securities | 2.2 | 2.7 | |
| Derivative financial assets | 2.4 | 4.8 | |
| Pension plan asset | 5.4 | 2.6 | |
| $ 177.8 | $ 158.8 | ||
| Current portion | $ 19.2 | $ 19.8 | |
| Non-current portion | $ 158.6 | $ 139.0 |
8. Property, plant and equipment
| Land, buildings and leasehold improvements | Equipment | Furniture, fixtures and computer hardware | Capital in progress | Total | |
|---|---|---|---|---|---|
| Cost | |||||
| As at December 31, 2022 | $ 71.5 | $ 16.1 | $ 14.6 | $ 156.4 | $ 258.6 |
| Additions | 2.0 | 0.2 | 1.2 | 26.3 | 29.7 |
| Transfers | 2.9 | 0.5 | 0.8 | (4.2) | — |
| As at March 31, 2023 | $ 76.4 | $ 16.8 | $ 16.6 | $ 178.5 | $ 288.3 |
| Accumulated depreciation | |||||
| As at December 31, 2022 | $ (8.4) | $ (8.1) | $ (7.0) | $ — | $ (23.5) |
| Depreciation expense | (1.0) | (0.7) | (1.1) | — | (2.8) |
| As at March 31, 2023 | $ (9.4) | $ (8.8) | $ (8.1) | $ — | $ (26.3) |
| Net book value | |||||
| As at December 31, 2022 | $ 63.1 | $ 8.0 | $ 7.6 | $ 156.4 | $ 235.1 |
| As at March 31, 2023 | $ 67.0 | $ 8.0 | $ 8.5 | $ 178.5 | $ 262.0 |
Depreciation expense included in cost of revenue for the three months ended March 31, 2023 is $2.8 (three months ended March 31, 2022 – $2.5).
As at March 31 2023, the Company is committed under legally enforceable agreements for purchases relating to property, plant and equipment of $21.3 in 2023, and $2.4 in 2024.
Page 9 of 15
MDA LTD.
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
For the three months ended March 31, 2023 and 2022
(Amounts in millions of Canadian dollars, except share-based compensation awards and per share amounts)
9. Leases
The Company has lease contracts for buildings and furniture and fixtures and computer hardware used in its operations. Leases of buildings generally have lease terms between 5 and 10 years, while furniture and fixtures and computer hardware generally have lease terms between 1 and 5 years.
(a) Right-of-use assets
Set out below are the carrying amounts of right-of-use assets recognized and the movements during the period:
| Buildings | Equipment | Furniture, fixtures and computer hardware | Total | |
|---|---|---|---|---|
| As at December 31, 2022 | $ 6.7 | $ — | $ 0.4 | $ 7.1 |
| Additions | — | 0.1 | — | 0.1 |
| Depreciation expense | (1.9) | — | (0.1) | (2.0) |
| As at March 31, 2023 | $ 4.8 | $ 0.1 | $ 0.3 | $ 5.2 |
Depreciation expense included in cost of revenue for the three months ended March 31, 2023 is $2.0 (three months ended March 31, 2022 – $2.1).
(b) Lease liabilities
Set out below are the carrying amounts of lease liabilities and the movements during the period:
| Lease liabilities | |
|---|---|
| As at December 31, 2022 | $ 8.3 |
| Additions | 0.1 |
| Accretion of interest | 0.1 |
| Payments | (2.1) |
| As at March 31, 2023 | $ 6.4 |
Accretion of interest is included in finance costs in the consolidated statement of comprehensive income.
As at March 31, 2023, the Company also had commitments of $99.4 over 15 years relating to leases not yet commenced.
10. Intangible assets
| Proprietary technologies | Contractual backlog | Customer relationships | MDA trademark | Software | Total | |
|---|---|---|---|---|---|---|
| Cost | ||||||
| As at December 31, 2022 | $ 154.1 | $ 41.2 | $ 459.9 | $ 25.6 | $ 35.5 | $ 716.3 |
| Additions | 7.5 | — | — | — | 2.3 | 9.8 |
| As at March 31, 2023 | $ 161.6 | $ 41.2 | $ 459.9 | $ 25.6 | $ 37.8 | $ 726.1 |
| Accumulated amortization | ||||||
| As at December 31, 2022 | $ (23.3) | $ (35.5) | $ (89.1) | $ (3.5) | $ (12.5) | $ (163.9) |
| Amortization expense | (2.2) | (2.4) | (8.2) | (0.3) | (1.5) | (14.6) |
| As at March 31, 2023 | $ (25.5) | $ (37.9) | $ (97.3) | $ (3.8) | $ (14.0) | $ (178.5) |
| Net book value | ||||||
| As at December 31, 2022 | $ 130.8 | $ 5.7 | $ 370.8 | $ 22.1 | $ 23.0 | $ 552.4 |
| As at March 31, 2023 | $ 136.1 | $ 3.3 | $ 362.6 | $ 21.8 | $ 23.8 | $ 547.6 |
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MDA LTD.
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
For the three months ended March 31, 2023 and 2022
(Amounts in millions of Canadian dollars, except share-based compensation awards and per share amounts)
For the three months ended March 31, 2023, the amortization expense related to proprietary technologies and software of $0.3 and $1.5, respectively, are included in cost of revenue (three months ended March 31, 2022 – $nil and $1.2, respectively). For the three months ended March 31, 2023, the amortization expense related to all other intangible assets of $12.8 (three months ended March 31, 2022 – $14.0) are included in operating expenses.
As at March 31, 2023, the Company did not identify any indicators of impairment. Accordingly, no impairment was recognized during this period.
As at March 31, 2023, the Company is committed under legally enforceable agreements for purchases relating to intangible assets of $3.0 in 2023 and $0.1 in 2024.
11. Long-term debt
The Company, through its wholly owned subsidiary Neptune Operations Ltd. ("NOL"), has long-term debt arrangements comprising a senior credit facility. As at March 31, 2023 and December 31, 2022, $268.7 and $243.6 were outstanding under the senior credit facility, respectively, classified as non-current in its entirety.
(a) Senior credit facility
As at March 31, 2023, the Company had borrowings of $270.0 (December 31, 2022 - $245.0) under the senior revolving credit facility in the form of Bankers' Acceptances, which is recorded at a carrying amount of $268.7 (December 31, 2022 - $243.6) on the consolidated statement of financial position. This facility bears interest at the bank's prime rate or alternate base rate Canada plus an applicable margin of 45 to 175 basis points ("bps") or CDOR or SOFR plus an applicable margin of 145 to 275 bps, based on the Company's total debt to EBITDA ratio. At March 31, 2023, the weighted average interest rate on the outstanding Bankers' Acceptances was 6.48% (December 31, 2022 - 6.26%). The Company also had $23.1 letters of credit outstanding at March 31, 2023 (December 31, 2022 - $24.0), bearing an applicable margin of 97 bps plus a fronting fee of 25 bps.
(b) Security and guarantees
The senior credit facility is guaranteed by all subsidiaries of NOL (other than certain excluded subsidiaries, including immaterial subsidiaries and non-wholly owned subsidiaries) and secured by all of the present and future assets, property and undertakings of NOL and its subsidiary guarantors, as well as a limited recourse guarantee and pledge of NOL from the Company.
(c) Covenants
The Company must satisfy certain financial covenants as defined by the credit agreement, including the following:
- The Company is required to maintain an interest coverage ratio of at least 3.0 to 1 at all times; and
- The Company is required to maintain a specified total debt to EBITDA ratio of less than or equal to 4.0 to 1 at all times.
As at March 31, 2023, the Company was in compliance with these covenants.
(d) Interest expense on long-term debt
Interest expense on the Company's long-term debt for the three months ended March 31, 2023 is $3.1 (three months ended March 31, 2022 – $3.9). This amount is included in finance costs in the consolidated statement of comprehensive income.
Interest expense is net of the expense capitalized on certain qualifying assets that take a substantial period of time to prepare for their intended use. Capitalized interest is a component of both property, plant and equipment and intangible assets. The capitalization amount for the three months ended March 31, 2023 is $1.4 (March 31, 2022 - $nil) and the capitalization rate used to capitalize interest was 4.82% (March 31, 2022 – n/a).
Page 11 of 15
MDA LTD.
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
For the three months ended March 31, 2023 and 2022
(Amounts in millions of Canadian dollars, except share-based compensation awards and per share amounts)
12. Share-based compensation
In 2021, the Company established an Omnibus Long-term Incentive Plan ("Omnibus Plan"). The Omnibus Plan is a share-based plan, under which the Company receives services from directors and employees as consideration for equity instruments of the Company. The Company can issue stock options, deferred share units ("DSUs"), restricted share units ("RSUs"), and performance share units ("PSUs") pursuant to the terms and conditions of the Omnibus Plan and the related award agreements entered into thereunder.
The Company also has in place an Employee Share Trust Agreement arrangement, where eligible employees are issued shares held in a company trust ("Trustee Shares") and released upon meeting prescribed conditions.
(a) Stock Options
The Company did not grant any stock options during the three months ended March 31, 2023. The existing granted stock options have graded vesting schedules ranging from 1 to 4 years from the grant date. Vesting is conditional on continuous employment from the grant date to the vesting date. The stock options have a maximum term of 10 years.
Stock options are measured at fair value using the Black-Scholes option pricing model on the grant date and subsequently expensed on a graded basis over the vesting period. The amount expensed for the three months ended March 31, 2023 was $0.4 (three months ended March 31, 2022 – $0.9).
(b) Trustee Shares
Trustee Shares have grading vesting schedules ranging from 1 to 4 years from the grant date. Vesting is conditional on continuous employment from the grant date to the vesting date and the meeting of specified price targets. The amount expensed for the three months ended March 31, 2023 is $0.1, which was more than offset by $0.3 of forfeitures, resulting in net recovery of $0.2 (three months ended March 31, 2022 – $0.4 of expense).
(c) DSUs
The Company offers DSUs to the Company's independent directors, where they are entitled to receive all or a portion of their annual compensation in the form of DSUs in place of cash commencing in 2022. The DSUs vest immediately upon grant and are equity-settled, entitling participants to receive one common share for each DSU. The amount expensed for the three months ended March 31, 2023 is $0.3 (three months ended March 31, 2022 – $0.3).
(d) RSUs and PSUs
The Company grants RSUs and PSUs to eligible employees. The RSUs vest over 1 to 3 years in annual instalments from the grant date. Vesting is conditional on continuous employment from the grant date to the vesting date. The PSUs vest over 3 years from the grant date and is conditional on continuous employment as well as performance targets. The amount expensed for the three months ended March 31, 2023 is $0.6 and $0.1, respectively (three months ended March 31, 2022 – $nil and $nil, respectively).
(e) Award units continuity – Stock Options, Trustee Shares, DSUs, RSUs and PSUs
The table below shows the movement in the award units outstanding over the three months ended March 31, 2023:
Page 12 of 15
MDA LTD.
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
For the three months ended March 31, 2023 and 2022
(Amounts in millions of Canadian dollars, except share-based compensation awards and per share amounts)
| Stock Options | Trustee Shares | DSUs | RSUs | PSUs | |
|---|---|---|---|---|---|
| As at January 1, 2023 | 8,881,616 | 306,554 | 128,828 | 623,408 | 219,786 |
| Granted | — | — | 39,692 | 689,312 | 268,543 |
| Forfeited/Cancelled | (132,111) | (47,603) | — | (27,912) | (27,912) |
| Exercised/Converted | (57,108) | (30,713) | — | — | — |
| As at March 31, 2023 | 8,692,397 | 228,238 | 168,520 | 1,284,808 | 460,417 |
13. Financial instruments and fair value disclosures
The classification of financial instruments and their carrying amounts are as follows:
| March 31, 2023 | December 31, 2022 | |
|---|---|---|
| Financial assets (liabilities) measured at FVTPL | ||
| Derivative financial assets | $ 2.4 | $ 4.8 |
| Derivative financial liabilities | (0.2) | (0.3) |
| Investment in equity securities | 2.2 | 2.7 |
| Financial assets (liabilities) measured at FVOCI | ||
| Derivative financial assets (liabilities) | $ (0.3) | $ 2.0 |
| Financial assets (liabilities) measured at amortized cost | ||
| Cash | $ 67.9 | $ 39.3 |
| Trade and other receivables | 160.9 | 155.5 |
| Unbilled receivables | 117.6 | 121.0 |
| Accounts payable and accrued liabilities | (146.0) | (124.3) |
| Long-term debt | (268.7) | (243.6) |
Derivative financial assets and investment in equity securities are included in other assets on the consolidated statement of financial position, as presented in note 7. Derivative financial liabilities are included in other liabilities.
The fair values of cash, trade and other receivables, and accounts payable and accrued liabilities approximate their carrying amounts due to their short-term nature. For the other financial instruments presented, the table below shows their respective fair values with their levels in the fair value hierarchy:
| March 31, 2023 | December 31, 2022 | |||||||
|---|---|---|---|---|---|---|---|---|
| Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |
| Assets | ||||||||
| Derivative financial instruments | $ — | $ 2.1 | $ — | $ 2.1 | $ — | $ 6.8 | $ — | $ 6.8 |
| Investment in equity securities | 2.2 | — | — | 2.2 | 2.7 | — | — | 2.7 |
Page 13 of 15
MDA LTD.
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
For the three months ended March 31, 2023 and 2022
(Amounts in millions of Canadian dollars, except share-based compensation awards and per share amounts)
| March 31, 2023 | December 31, 2022 | |||||||
|---|---|---|---|---|---|---|---|---|
| Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |
| Liabilities | ||||||||
| Derivative financial instruments | $ — | $ 0.2 | $ — | $ 0.2 | $ — | $ 0.3 | $ — | $ 0.3 |
During the three months period ended March 31, 2023, no transfers occurred between levels of the fair value hierarchy.
Level 2 derivative financial instruments comprise foreign exchange embedded derivatives within revenue and purchase contracts. The Company determines fair value of its derivative financial instruments based on management estimates and observable market-based inputs. Management estimates include assumptions concerning the amount and timing of estimated future cash flows. Observable market-based inputs are sourced from third parties and include currency spot and forward rates.
At March 31, 2023, the Company has interest rate swap contracts with third-party banks to mitigate exposure to interest rate fluctuations on $150.0 of borrowing under its senior revolving credit facility. These contracts expire December 15, 2027. The aggregate notional amount of the swap contracts is $150.0. Under the swap contracts, the Company pays interest at a fixed rate of 3.46% and receives interest at a variable rate equal to the 3-month CDOR for each 90 day period. The terms of the interest rate swap contracts with respect to the floating rate, maturity, and interest payment dates match that of the underlying borrowings, such that any hedge ineffectiveness is not expected to be significant. The fair value changes in these swap contracts resulted in unrealized losses of $2.3, before tax effects, for the three months ended March 31, 2023 (three months ended March 31, 2022 – $nil) and are recorded in other comprehensive income.
14. Earnings per share
The following table reflects the net income and share data used in the basic and diluted earnings per share calculations:
| Three months ended March 31, 2023 | Three months ended March 31, 2022 | |
|---|---|---|
| Net income | $ 16.1 | $ 8.4 |
| Weighted average shares outstanding – basic | 119,074,498 | 118,691,628 |
| Adjustments for | ||
| Employee stock options | 341,652 | 5,461,401 |
| Trustee shares | 131,798 | — |
| DSUs | 45,775 | 357 |
| RSUs and PSUs | 31,315 | — |
| Weighted average shares outstanding – diluted | 119,625,038 | 124,153,386 |
| Basic earnings per share | $ 0.14 | $ 0.07 |
| Diluted earnings per share | 0.13 | 0.07 |
Page 14 of 15
MDA LTD.
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
For the three months ended March 31, 2023 and 2022
(Amounts in millions of Canadian dollars, except share-based compensation awards and per share amounts)
15. Government assistance
(a) Investment tax credits
During the three months ended March 31, 2023, the Company recognized investment tax credits of $7.1 (three months ended March 31, 2022 – $22.7 of which $16.8 related to expenses incurred in prior years) as a reduction in cost of materials, labour and subcontractors on the consolidated statement of comprehensive income.
As at March 31, 2023, the Company has investment tax credits of approximately $124.9 available to offset future Canadian Federal and Provincial income taxes payable which expire between 2030 and 2043. Investment tax credits are only recognized in the financial statements when the recognition criteria have been met as described in note 3(p) of the Company's consolidated financial statements for the year ended December 31, 2022. Investment tax credits that are expected to be realized within 12 months are classified as current; investment tax credits that are expected to be realized beyond 12 months are classified as non-current.
(b) Long Term Economic Benefits to Province of Ontario Grant (the "Ontario Grant")
The Ontario Grant was awarded to the Company in March 2022 by the Minister of Economic Development, Job Creation and Trade to encourage investment in Ontario, which will benefit Ontario's economic growth. Under this grant agreement, the Ontario Government will fund 24.74% of eligible spending to a maximum of $25.0, conditional on the Company investing a minimum of $101.0 in eligible project expenditures. The Company will use the funding received under the grant towards the building of its centre of control and excellence in Brampton, Ontario, as well as development of proprietary technology. For the three months ended March 31, 2023, the Company has recorded a recovery of $0.2 against cost of revenues and $0.9 against long-term assets (three months ended March 31, 2022 – $nil and $nil) and has received $nil in proceeds in respect of its claim for eligible expenditures.
16. Remeasurement gain on defined benefit plans
A remeasurement of the assets and obligations in the Company's defined benefit pension plans and other post-retirement benefit plans was performed and an actuarial gain of $1.7, net of tax, was recorded for the three months ended March 31, 2023 (three months ended March 31, 2022 – $nil) in other comprehensive income. The actuarial gain was primarily due to changes in the fair value of plan assets, partially offset by a decrease in the discount rate.
17. Supplementary cash flow information
The below table provides changes in operating assets and liabilities:
| Three months ended March 31, 2023 | Three months ended March 31, 2022 | |||
|---|---|---|---|---|
| Trade and other receivables | $ | (5.4) | $ | 8.9 |
| Unbilled receivables | 3.4 | (6.4) | ||
| Inventories | (0.1) | — | ||
| Prepaid and advances to suppliers | (6.1) | (11.7) | ||
| Other assets | 0.4 | 0.7 | ||
| Trade and other payables | 22.7 | (2.4) | ||
| Contract liabilities | (0.6) | 11.1 | ||
| Employee benefits | (4.3) | (3.9) | ||
| Other liabilities | (0.9) | (1.4) | ||
| $ | 9.1 | $ | (5.1) |
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