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Caldwell Reports Third Quarter Results

TORONTO, ON / ACCESS Newswire / July 9, 2025 / Talent acquisition firm The Caldwell Partners International Inc. (TSX:CWL)(OTCQX:CWLPF) today issued its financial results for the third quarter of fiscal 2025, ended May 31, 2025. All references to quarters or years are for the fiscal periods unless otherwise noted and all currency amounts are in Canadian dollars.

Financial Highlights (in $000s except per share amounts)

Three Months Ended

Nine Months Ended

05.31.25

05.31.24

05.31.2525

05.31.24

Professional fees - Caldwell

25,010

26,400

63,589

55,512

Professional fees - IQTalent1

2,727

2,838

8,290

8,749

Consolidated professional fees

27,737

29,238

71,879

64,261

Direct expense reimbursements

194

279

570

657

Revenues

27,931

29,517

72,449

64,918

Cost of sales

21,402

21,993

56.532

51,098

Reimbursed direct expenses

194

279

570

657

Gross profit

6,335

7,245

15,347

13,163

Selling, general and administrative expenses2

4,375

4,849

14,017

14,154

Other expense (income)3,4

112

-

112

(7,979

)

Operating profit

1,848

2,396

1,218

6,988

Finance expenses (income)

725

37

(115

)

532

Earnings before tax

1,123

2,359

1,333

6,456

Income tax expense

282

613

238

1,797

Net earnings after tax

841

1,746

1,095

4,659

Basic earnings per share

$

0.028

$

0.059

$

0.037

$

0.158

Basic earnings (loss) per share adjusted for other expense (income)5

$

0.031

$

0.059

$

0.040

$

(0.037

)

  1. Professional fees of IQTalent are presented net of elimination of intercompany revenue.

  2. Selling, general and administrative expenses include a benefit of $315 related to share-based compensation as a result of share price decrease in the current quarter, compared to an expense of $80 in the same quarter last year.

  3. Other expense of $112 primarily reflects separation costs of $275 related to management staff reductions at IQTalent and a net loss of $324 associated with the sublease of the Caldwell's Toronto office space. These expenses were partially offset by Caldwell's $487 benefit from the Employee Retention Tax Credit (ERTC), established by the U.S. government under the CARES Act.

  4. Restructuring income of $7,979 in the first quarter of the prior year includes separation expense of $1,089 for management staff reductions at IQTalent, more than offset by a net gain on lease termination of $9,068 as IQTalent negotiated a termination of its Nashville leased facility resulting in a recovery of lease impairment charges expensed in the fourth quarter of the prior year.

  5. Non-GAAP measure calculated by excluding tax-adjusted restructuring income from net earnings after tax and dividing by the number of shares outstanding at the end of the period. This measure allows for enhanced comparability of the current quarter results compared to the same quarter last year. See the following page for the calculation.

"We're encouraged by our third quarter results, which reflect both resilience and momentum," said Chris Beck, chief executive officer. "Professional fees rose 24% sequentially, a strong showing in line with historical seasonal patterns, and a clear indication that client demand is strengthening despite ongoing macroeconomic uncertainty. Our business development activity remains healthy, and we're seeing that positive momentum carry into the fourth quarter compared to an easing at the same time in the prior year."

"At IQTalent, revenue during the quarter again held steady as we continued to reshape the business for long-term profitability," Beck continued. "We made further reductions to overhead during the quarter and are seeing the positive impact of those actions. With new client additions in May and June and a leaner cost structure, we're positioned for profitability in the fourth quarter and are building from a stronger foundation."

"We also welcomed two new partners to Caldwell this quarter and continue to have active conversations in the market with individuals who align with our strategy of being a high-performing, elite executive search firm," Beck added. "We remain confident in our team, our platform, and our ability to deliver integrated talent solutions that create lasting value for our clients and shareholders."

The Board of Directors today also declared a dividend of 0.25 cents per Common Share (one-quarter of a cent per Common Share), payable to holders of Common Shares of record on July 18, 2025, to be paid on September 12, 2025.

About Caldwell Partners

Caldwell Partners is a technology-powered talent acquisition firm specializing in recruitment at all levels. Through two distinct brands - Caldwell and IQTalent - the firm leverages the latest innovations in AI to offer an integrated spectrum of services delivered by teams with deep knowledge in their respective areas. Services include candidate research and sourcing through to full recruitment at the professional, executive and board levels, as well as a suite of talent strategy and assessment tools that can help clients hire the right people, then manage and inspire them to achieve maximum business results.

Caldwell Partners' common shares are listed on The Toronto Stock Exchange (TSX: CWL) and trade on the OTCQX Market (OTCQX: CWLPF). Please visit our website at www.caldwell.com for further information.

Adjusted Earnings Per Share (EPS)

The table below reconciles adjusted EPS, which is a non-GAAP financial measure, to our reported net earnings after tax. Other (income)/ expense was $nil for the third quarter of fiscal 2024. As a result, adjusted EPS was the same as reported EPS for the period.

Three months
ended

Nine months
ended

05.31.25

05.31.25

05.31.24

Net earnings after tax (reported)

841

1,095

4,659

Less: After-tax other expense (income)1

84

92

(5,758

)

Adjusted profit(loss)

925

1,187

(1,099

)

Weighted average number of common shares outstanding

29,534,293

29,550,411

29,558,932

Basic profit(loss) per share adjusted for other expense(income)

$

0.031

$

0.040

$

(0.037

)

  1. Calculated by applying Consolidated Caldwell's effective tax rate

Three months ended
05.31.25

Three months ended
05.31.25

Three months ended
05.31.24

Other expense (income)

112

112

(7,979)

Adjustment: After tax other expense(income)

28

20

(2,221)

After tax other expense(income)

84

92

(5,758)

Tax rate

25.1

%

17.9

%

27.8

%

Forward-Looking Statements

Forward-looking statements in this document are based on current expectations subject to the significant risks and uncertainties cited. These forward-looking statements generally can be identified by the use of statements that include phrases such as "believe," "expect," "anticipate," "intend," "plan," "foresee," "may," "will," "likely," "estimates," "potential," "continue" or other similar words or phrases. Similarly, statements that describe our objectives, plans or goals also are forward-looking statements.

We are subject to many factors that could cause our actual results to differ materially from those contemplated by the relevant forward looking statement including, but not limited to, the impact of pandemic diseases, our ability to attract and retain key personnel; exposure to our partners taking our clients with them to another firm; the performance of the US, Canadian and international economies; risks related to deposit-taking institutions; foreign currency exchange rate fluctuations; competition from other companies directly or indirectly engaged in talent acquisition; cybersecurity requirements, vulnerabilities, threats and attacks; damage to our brand reputation; our ability to align our cost structure to changes in our revenue; liability risk in the services we perform; potential legal liability from clients, employees and candidates for employment; reliance on software that we license from third parties; reliance on third-party contractors for talent acquisition support; the classification of third-party labour as contractors versus employee relationships; our ability to successfully recover from a disaster or other business continuity issues; adverse governmental and tax law rulings; successfully integrating or realizing the expected benefits from our acquisitions, adverse operating issues from acquired businesses; volatility of the market price and trading volume of our common shares; technological advances may significantly disrupt the labour market and weaken demand for human capital at a rapid rate; affiliation agreements may fail to renew or affiliates may be acquired; the impact on profitability from marketable securities valuation fluctuations; increasing dependence on third parties for the execution of critical functions; our ability to generate sufficient cash flow from operations to support our growth and fund any dividends; potential impairment of our acquired goodwill and intangible assets; and disruption as a result of actions of certain stockholders or potential acquirers of the Company. For more information on the factors that could affect the outcome of forward-looking statements, refer to the "Risk Factors" section of our Annual Information Form and other public filings (copies of which may be obtained at www.sedar.com). These factors should be considered carefully, and the reader should not place undue reliance on forward-looking statements. Although any forward-looking statements are based on what management currently believes to be reasonable assumptions, we cannot assure readers that actual results, performance or achievements will be consistent with these forward-looking statements. Management's assumptions may prove to be incorrect. Except as required by Canadian securities laws, we do not undertake to update any forward-looking statements, whether written or oral, that may be made from time to time by us or on our behalf; such statements speak only as of the date made. The forward-looking statements included herein are expressly qualified in their entirety by this cautionary language.

For further information, please contact:

Investors:
Shreya Lathia, Vice President and Chief Financial Officer
slathia@caldwell.com
+1 (416) 934-2241

Media:
Caroline Lomot, Vice President, Marketing & Communications
clomot@caldwell.com
+1 (516) 830-3535

THE CALDWELL PARTNERS INTERNATIONAL INC.
CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION
(unaudited - in $000s Canadian)

As at 'May 31

As at 'August 31

2025

2024

Assets

Current Assets

Cash and cash equivalents

15,444

19,634

Accounts receivable

14,672

12,664

Income taxes receivable

547

177

Unbilled revenue

8,011

5,859

Sublease Asset

287

-

Prepaid expenses and other assets

1,877

2,327

40,838

40,661

Non-current assets

Prepaid expenses and other assets

250

276

Investments

1,646

1,682

Advances

1,168

904

Deferred income taxes

7,050

6,851

Property and equipment

1,055

1,698

Right-of-use assets

3,468

5,406

Sublease Asset

1,596

-

Intangible assets

48

88

Goodwill

11,368

11,186

Total Assets

68,487

68,752

Liabilities

Current liabilities

Accounts payable

3,122

3,409

Dividend payable

74

-

Compensation payable

25,034

26,023

Lease liability

1,504

1,644

29,734

31,076

Non-Current liabilities

Compensation payable

634

692

Lease liability

4,545

4,858

34,913

36,626

Equity attributable to owners of the Company

Share capital

15,372

15,392

Contributed surplus

15,722

15,541

Treasury shares

(2

)

-

Accumulated other comprehensive income

2,218

1,802

Retained Earnings (Deficit)

264

(609

)

Total equity

33,574

32,126

Total liabilities and equity

68,487

68,752

THE CALDWELL PARTNERS INTERNATIONAL INC.
CONSOLIDATED INTERIM STATEMENTS OF EARNINGS
(unaudited - in $000s Canadian, except per share amounts)

Three months ended

Nine months ended

31-May-25

31-May-24

31-May-25

31-May-24

Revenues

Professional fees

27,737

29,238

71,879

64,261

Direct expense reimbursements

194

279

570

657

27,931

29,517

72,449

64,918

Cost of sales expenses

Cost of sales

21,402

21,993

56,532

51,098

Reimbursed direct expenses

194

279

570

657

21,596

22,272

57,102

51,755

Gross Profit

6,335

7,245

15,347

13,163

Selling, general and administrative

4,375

4,849

14,017

14,154

Other (income)/expense

112

-

112

(7,979

)

4,487

4,849

14,129

6,175

Operating Profit

1,848

2,396

1,218

6,988

Finance expenses (income)

Interest expense on lease liability

97

108

297

610

Investment income

(168

)

(65

)

(353

)

(120

)

Foreign exchange (income) loss

796

(6

)

(59

)

42

Earnings before income tax

1,123

2,359

1,333

6,456

Income tax expense

282

613

238

1,797

Net earnings for the period attributable to owners of the Company

841

1,746

1,095

4,659

Earnings per share

Basic

$

0.028

$

0.059

$

0.037

$

0.158

Diluted

$

0.028

$

0.059

$

0.037

$

0.158

CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE EARNINGS
(unaudited - in $000s Canadian)

Three months ended

Nine months ended

31-May-25

31-May-24

31-May-25

31-May-24

Net earnings for the period

841

1,746

1,095

4,659

Other comprehensive income (loss):

Items that may be reclassified subsequently to net earnings

Gain (loss) on marketable securities

(2

)

(1

)

(1

)

35

Cumulative translation adjustment

(737

)

94

417

70

102

1,839

1,511

4,764

THE CALDWELL PARTNERS INTERNATIONAL INC.
CONSOLIDATED INTERIM STATEMENTS OF CHANGES IN EQUITY
(unaudited - in $000s Canadian)

Accumulated Other Comprehensive Income (Loss)

Retained Earnings

Share Capital

Contributed Surplus

Treasury Shares

Cumulative Translation Adjustment

(Loss)Gain on Marketable Securities

Total Equity

Balance - August 31, 2023

(4,797

)

15,392

15,282

-

1,886

(39

)

27,724

Net earnings for the nine months ended May 31, 2024

4,659

-

-

-

-

-

4,659

Share-based payment expense

-

-

195

-

-

-

195

Gain on marketable securities available for sale

-

-

-

-

-

35

35

Change in cumulative translation adjustment

-

-

-

-

70

-

70

Balance - May 31, 2024

(138

)

15,392

15,477

-

1,956

(4

)

32,683

Balance - August 31, 2024

(609

)

15,392

15,541

-

1,806

(4

)

32,126

Net earnings for the nine months ended May 31, 2025

1,095

-

-

-

-

-

1,095

Share-based payment expense

-

-

195

-

-

-

195

Dividend payments declared

(222

)

-

-

-

-

(222

)

Loss on marketable securities available for sale

-

-

-

-

-

(1

)

(1

)

Shares Cancelled

-

(20

)

(14

)

-

-

(34

)

Treasury Shares

-

-

-

(2

)

-

-

(2

)

Change in cumulative translation adjustment

-

-

-

-

417

-

417

Balance - May 31, 2025

264

15,372

15,722

(2

)

2,223

(5

)

33,574

THE CALDWELL PARTNERS INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF CASH FLOW
(unaudited - in $000s Canadian)

Nine months ended

May 31, 2025

May 31, 2024

Cash flow provided by (used in)

Operating activities

Net earnings for the period

1,095

4,659

Add (deduct) items not affecting cash

Depreciation of property and equipment

322

305

Depreciation of right-of-use assets

1,016

1,259

Amortization of intangible assets

42

41

Amortization of advances

845

419

Interest expense on lease liabilities

297

610

Share based payment expense

195

195

Gain on unrealized foreign exchange on subsidiary loans

(44

)

(85

)

Gain related to equity securities obtained through search activities

-

(28

)

Losses related to equity accounted associate

72

263

Impairment of fixed assets

560

-

Net gain on recognition of sublease asset

(381

)

(7,741

)

Changes in working capital

(6,033

)

(2,164

)

Net cash used in operating activities

(2,014

)

(2,267

)

Investing activities

Purchase of property and equipment

(223

)

(354

)

Payment of advances

(1,372

)

(579

)

Recoupment of advances

859

-

Prepaid rent capitalization related to right-of-use assets

(21

)

-

Sale of marketable securities

-

68

Purchase of marketable securities

-

(64

)

Net cash used in investing activities

(757

)

(929

)

Financing activities

Payment of lease liabilities

(1,321

)

(1,510

)

Payment of dividends

(149

)

-

Purchase of shares for cancellation

(36

)

-

Sublease payments received

-

16

Net cash used in financing activities

(1,506

)

(1,494

)

Effect of exchange rate changes on cash and cash equivalents

87

(23

)

Net decrease in cash and cash equivalents

(4,190

)

(4,713

)

Cash and cash equivalents, beginning of year

19,634

22,053

Cash and cash equivalents, end of period

15,444

17,340

SOURCE: Caldwell Partners International, Inc.



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