Lumine Group

TORONTO, Aug. 01, 2025 (GLOBE NEWSWIRE) -- Lumine Group Inc. (“Lumine Group” or “the Company”) (TSXV:LMN) announces financial results for the three and six months ended June 30, 2025. All amounts referred to in this press release are in US dollars 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, 2025, and management’s discussion and analysis (“MD&A”) for the three and six months ended June 30, 2025, which can be found on SEDAR+ at www.sedarplus.ca. Additional information about Lumine Group is also available on SEDAR+ and on Lumine Group’s website www.luminegroup.com.

Q2 2025 Headlines:

Revenue grew 13% to $184.0 million compared to $162.8 million in the same quarter prior year (including 6% organic growth after adjusting for foreign exchange impacts). The Company generated operating income1 of $62.7 million during the quarter, a 71% increase from $36.6 million in the same quarter prior year. The Company generated net income of $23.6 million during the quarter, from net loss of $2.2 million in the same quarter prior year. Cash flows from operations (“CFO”) increased $68.7 million to $78.4 million compared to $9.7 million in Q2 2024, representing an increase of 705%. Free cash flow available to shareholders1 (“FCFA2S”) increased $69.6 million to $72.4 million compared to $2.8 million in Q2 2024.

Year-to-Date Q2 2025 Headlines:

Revenue grew 19% to $362.6 million compared to $303.9 million in the same six-month period prior year (including 1% organic growth after adjusting for foreign exchange impacts). The Company generated operating income of $122.2 million in the six-month period ended June 30, 2025, an increase of 51% from $81.1 million in the same period prior year. The Company generated net income of $44.3 million during the six-month period ended June 30, 2025, from net loss of $306.6 million in the same period prior year. CFO increased $73.8 million to $118.5 million compared to $44.7 million in the six-month period ended June 30, 2024, representing an increase of 165%. FCFA2S increased $75.8 million to $107.4 million compared to $31.5 million in the six-month period ended June 30, 2024, representing an increase of 240%.

Total revenue for the three months ended June 30, 2025 is $184.0 million, an increase of 13% or $21.1 million, compared to $162.8 million for the same period in 2024. For the six months ended June 30, 2025, total revenue was $362.6 million, an increase of 19%, or $58.7 million, compared to $303.9 million for the same period in 2024. The increase for the three and six months compared to the same period in the prior year is attributable to revenues from new acquisitions. The Company experienced organic growth of 9% and 2%, respectively, for the three and six months ended June 30, 2025, or 6% and 1% after adjusting for the impact of changes in the valuation of the US dollar against most major currencies in which the Company transacts business. For acquired companies, organic growth is calculated as the difference between actual revenues achieved by each business in the financial period following acquisition, compared to the estimated revenues they achieved in the corresponding financial period preceding the date of acquisition by the Company. Organic growth is not a standardized financial measure and might not be comparable to measures disclosed by other issuers.



Operating income for the three months ended June 30, 2025 was $62.7 million, an increase of 71%, or $26.1 million, compared to $36.6 million for the same period in 2024. Operating income for the six months ended June 30, 2025 was $122.2 million, an increase of 51%, or $41.1 million, compared to $81.1 million for the same period in 2024. The increase for the three and six month periods is primarily attributable to growth from acquisitions. Operating income is not a standardized financial measure and might not be comparable to measures disclosed by other issuers. See “Non-IFRS Measures”.

Net income for the three months ended June 30, 2025 was $23.6 million compared to net loss of $2.2 million for the same period in 2024. Net income for the six months ended June 30, 2025 was $44.3 million compared to net loss of $306.6 million for the same period in 2024. The increase in net income for the three and six months is primarily attributable to growth from acquisitions and the Mandatory Conversion of Preferred and Special Securities on March 25, 2024 such that no further preferred and special securities expense was booked in the subsequent quarters.

For the three months ended June 30, 2025, CFO increased $68.7 million to $78.4 million compared to $9.7 million for the same period in 2024 representing an increase of 705%. For the six months ended June 30, 2025, CFO increased $73.8 million to $118.5 million compared to $44.7 million for the same period in 2024 representing an increase of 165%. The primary reason for the increase is that CFO includes the impact of changes in non-cash operating assets and liabilities exclusive of effects of business combinations or changes in non-cash operating working capital (“NCOWC”) which improved during the three and six months ended June 30, 2025 compared to the same period prior year, as well as higher operating income.

For the three months ended June 30, 2025, FCFA2S increased $69.6 million to $72.4 million compared to $2.8 million for the same period in 2024. For the six months ended June 30, 2025, FCFA2S increased $75.8 million to $107.4 million compared to $31.5 million for the same period in 2024. The increase in the three and six months ended June 30, 2025 is driven by higher CFO compared to the same periods in 2024. FCFA2S is a non-IFRS Measure. See “Non-IFRS Measures”.

Non-IFRS Measures

Operating income (loss) refers to income (loss) before income taxes, amortization of intangible assets, redeemable Preferred and Special Share expense, gain on bargain purchase, and finance and other expenses (income). We believe that operating income is useful supplemental information as it provides an indication of the profitability of the Company related to its core operations. Operating income (loss) is not a recognized measure under IFRS and may not be comparable to similar financial measures disclosed by other issuers. Accordingly, readers are cautioned that operating income (loss) should not be construed as an alternative to net income (loss).

The following table reconciles operating income to net income:

Three months ended
June 30, Six months ended
June 30, 2025  2024  2025  2024  Net income (loss) 23.6  (2.2 ) 44.3  (306.6 ) Adjusted for:  Amortization of intangible assets 26.3  29.2  52.3  52.0  Redeemable preferred and special securities expense -  -  -  317.4  Gain on bargain purchase (2.5 ) -  (2.5 ) -  Finance and other expense (income) 7.4  5.7  12.5  10.0  Income tax expense (recovery) 7.9  3.9  15.5  8.3  Operating income (loss) 62.7  36.6  122.2  81.1

Free cash flow available to shareholders ‘‘FCFA2S’’ refers to net cash flows from operating activities less interest paid on lease obligations, interest paid on bank debt, transaction costs on bank debt, repayments of lease obligations, interest, dividends and other proceeds received, and property and equipment purchased net of proceeds from disposal. The Company believes that FCFA2S is useful supplemental information as it provides an indication of the uncommitted cash flow that is available to shareholders if Lumine Group does not make any acquisitions, or investments, and does not repay any debts. While the Company could use the FCFA2S to pay dividends or repurchase shares, the Company’s objective is to invest all of its FCFA2S in acquisitions which meet the Company’s hurdle rate.

FCFA2S is not a recognized measure under IFRS and may not be comparable to similar financial measures disclosed by other issuers. 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, 2025 2024 2025 2024 Net cash flows from operating activities: 78.4  9.7  118.5  44.7  Adjusted for:  Interest paid on lease obligations (0.1 ) (0.1 ) (0.2 ) (0.3 ) Interest paid on other facilities (3.9 ) (5.1 ) (7.7 ) (7.6 ) Credit facility transaction costs (0.0 ) (0.2 ) (0.0 ) (1.8 ) Payment of lease obligations (1.6 ) (1.5 ) (3.2 ) (3.0 ) Interest, dividends and other proceeds received 1.1  0.3  1.8  0.4  Property and equipment purchased – net of proceeds from disposal (1.5 ) (0.4 ) (1.8 ) (0.7 ) Free cash flow available to shareholders 72.4  2.8  107.4  31.5

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 Lumine Group 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 Lumine Group assumes no obligation, except as required by law, to update any forward looking statements to reflect new events or circumstances.

About Lumine Group Inc.

Lumine Group acquires, strengthens, and grows, vertical market software businesses in the communications and media industry. Learn more at www.luminegroup.com.

For further information:

David Nyland

Chief Executive Officer

Lumine Group

[email protected]
+1-437-353-4910

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Condensed Consolidated Interim Statements of Financial Position
(In thousands of USD. Due to rounding, numbers presented may not foot.)

Unaudited June 30, 2025   December 31, 2024   Assets   Current assets:  Cash $ 289,673   $ 210,983  Accounts receivable, net  143,794    158,048  Unbilled revenue  51,891    35,982  Inventories  611    693  Other assets  45,501    47,183  531,470    452,889   Non-current assets:  Property and equipment  7,547    7,457  Right of use assets  6,198    6,949  Deferred income taxes  11,071    9,536  Other assets  12,970    12,467  Intangible assets and goodwill  765,455    797,888  803,241    834,297   Total assets $ 1,334,711   $ 1,287,186   Liabilities and Equity   Current liabilities:  Accounts payable and accrued liabilities $ 98,130   $ 107,861  Due to related parties, net  4,433    2,972  Current portion of bank debt  1,247    3,190  Deferred revenue  115,866    88,442  Provisions  5    156  Acquisition holdback payables  5,416    17  Lease obligations  3,146    4,249  Income taxes payable  11,128    10,278  239,371    217,165   Non-current liabilities:  Deferred income taxes  99,210    107,044  Bank debt  242,848    275,443  Lease obligations  4,404    3,621  Other liabilities  5,597    5,191  352,059    391,299   Total liabilities  591,430    608,464   Equity:  Capital stock  490,669    490,669  Contributed surplus  185,142    185,142  Accumulated other comprehensive income (loss)  6,615    (13,612 ) Retained earnings  60,855    16,523  743,281    678,722   Subsequent events   Total liabilities and equity $ 1,334,711   $ 1,287,186

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

Unaudited Three months ended June 30,  Six months ended June 30,  2025   2024   2025  2024   Revenue  License $ 11,716  $ 11,687  $ 24,043  $ 23,407  Professional services  36,167   28,909   67,444   53,842  Hardware and other  2,947   2,326   12,017   4,743  Maintenance and other recurring  133,125   119,903   259,143   221,932  183,955   162,825   362,647   303,924  Expenses  Staff  87,496   87,704   171,400   160,733  Hardware  1,742   1,418   6,401   2,938  Third party license, maintenance and professional services  10,597   11,867   21,800   20,406  Occupancy  972   975   1,968   1,871  Travel, telecommunications, supplies, software and equipment  8,935   12,751   17,917   19,508  Professional fees  3,683   5,655   7,523   8,487  Other, net  5,490   3,509   8,785   4,455  Depreciation  2,380   2,337   4,690   4,452  Amortization of intangible assets  26,322   29,211   52,336   52,032  147,617   155,427   292,820   274,882   Redeemable Preferred and Special Securities expense  -   -   -   317,362  Gain on bargain purchase  (2,494 )  -   (2,494 )  -  Finance and other expenses (income)  7,388   5,698   12,522   9,970  4,894   5,698   10,028   327,332   Income (loss) before income taxes  31,444   1,700   59,799   (298,290 )  Current income tax expense (recovery)  12,691   9,209   27,261   17,555  Deferred income tax expense (recovery)  (4,800 )  (5,274 )  (11,794 )  (9,272 ) Income tax expense  7,891   3,935   15,467   8,283   Net income (loss) $ 23,553  $ (2,235 ) $ 44,332  $ (306,573 )  Weighted average shares outstanding:  Basic  256,620,388   256,620,388   256,620,388    171,366,154  Diluted  256,620,388   256,620,388   256,620,388    254,978,572   Earnings (loss) per share:  Basic and diluted $ 0.09  $ (0.01 ) $ 0.17   $ (1.79 )

Condensed Consolidated Interim Statements of Comprehensive Income (Loss)
(In thousands of USD. Due to rounding, numbers presented may not foot.)

Unaudited Three months ended June 30,   Six months ended June 30,  2025  2024    2025 2024   Net income (loss) $ 23,553 $ (2,235 ) $ 44,332 $ (306,573 )  Items that are or may be reclassified subsequently to net income (loss):   Foreign currency translation differences from foreign operations and other  16,095  (975 )  20,227  (4,600 )  Other comprehensive income (loss) for the year, net of income tax  16,095  (975 )  20,227  (4,600 )  Total comprehensive income (loss) for the year $ 39,648 $ (3,210 ) $ 64,559 $ (311,173 )

Condensed Consolidated Interim Statement of Changes in Equity
(In thousands of USD. Due to rounding, numbers presented may not foot.)

Unaudited Six months ended June 30, 2025  Capital stock Contributed surplus Accumulated other comprehensive (loss) income Retained earnings (deficit) Total equity  Balance at January 1, 2025 $ 490,669 $ 185,142 $ (13,612 ) $ 16,523 $ 678,722  Total comprehensive income (loss) for the period:  -  -  -   44,332  44,332 Net income (loss)   Other comprehensive income (loss):  Foreign currency translation differences from foreign operations and other  -  -  20,227   -  20,227 Total other comprehensive income (loss) for the period  -  -  20,227   -  20,227  Total comprehensive income (loss) for the period  -  -  20,227   44,332  64,559  Balance at June 30, 2025 $ 490,669 $ 185,142 $ 6,615  $ 60,855 $ 743,281

Condensed Consolidated Interim Statement of Changes in Equity
(In thousands of USD. Due to rounding, numbers presented may not foot.)

Unaudited  Six months ended June 30, 2024  Capital stock Contributed surplus Accumulated other comprehensive (loss) income Retained earnings (deficit) Total equity   Balance at January 1, 2024 $ - $ (1,015,661 ) $ (6,296 ) $ (2,820,478 ) $ (3,842,435 )  Total comprehensive income (loss) for the period:  Net income (loss)  -  -   -   (306,573 )  (306,573 )  Other comprehensive income (loss):  Foreign currency translation differences from foreign operations and other  -  -   (4,600 )  -   (4,600 )  Total other comprehensive income (loss) for the period  -  -   (4,600 )  -   (4,600 )  Total comprehensive income (loss) for the period  -  -   (4,600 )  (306,573 )  (311,173 )  Mandatory Conversion of Special and Preferred Shares  403,301  1,200,803   -   3,095,910   4,700,014  Settlement of Preferred and Special Share Dividends in Subordinate Voting Shares  87,368  -   -   -   87,368   Balance at June 30, 2024 $ 490,669 $ 185,142  $ (10,896 ) $ (31,141 ) $ 633,774

Condensed Consolidated Interim Statements of Cash Flows
(In thousands of USD. Due to rounding, numbers presented may not foot.)

Unaudited  Three months ended June 30, Six months ended June 30, 2025   2024   2025   2024   Cash flows from (used in) operating activities:  Net income (loss) $ 23,553  $ (2,235 ) $ 44,332  $ (306,573 ) Adjustments for:  Depreciation  2,380   2,337   4,690   4,452  Amortization of intangible assets  26,322   29,211   52,336   52,032  Contingent consideration adjustments  587   915   475   958  Preferred and Special Securities expense (income)  -   -   -   317,362  Gain on bargain purchase  (2,494 )  -   (2,494 )  -  Finance and other expenses (income)  8,493   5,998   14,321   10,336  Income tax expense (recovery)  7,891   3,935   15,467   8,283  Change in non-cash operating assets and liabilities exclusive of effects of business combinations  28,885   (26,734 )  11,370   (34,859 ) Income taxes (paid) received  (17,182 )  (3,680 )  (21,991 )  (7,317 ) Net cash flows from operating activities  78,434   9,747   118,506   44,674   Cash flows from (used in) financing activities:  Interest paid on lease obligations  (97 )  (130 )  (202 )  (284 ) Interest paid on bank debt  (3,886 )  (5,130 )  (7,699 )  (7,602 ) Cash transferred from (to) Parent  (85 )  118   14   (1,990 ) Proceeds from issuance of bank debt  -   50,500   -   140,500  Repayments of bank debt  (36,076 )  (244 )  (36,319 )  (488 ) Transaction costs on bank debt  (27 )  (194 )  (46 )  (1,849 ) Payments of lease obligations  (1,643 )  (1,468 )  (3,226 )  (3,034 ) Net cash flows from (used in) in financing activities  (41,815 )  43,452   (47,478 )  125,253   Cash flows from (used in) investing activities:  Acquisition of businesses  (6,807 )  (144,325 )  (6,807 )  (144,325 ) Post-acquisition settlement payments, net of receipts  2,513   -   1,576   (685 ) Interest, dividends and other proceeds received  1,105   300   1,799   366  Proceeds from sale of property and equipment  71   -   71   -  Property and equipment purchased  (1,455 )  (363 )  (1,709 )  (724 ) Other investing activities  (80 )  (271 )  4,257   (265 ) Net cash flows (used in) investing activities  (4,653 )  (144,659 )  (813 )  (145,633 )   Effect of foreign currency on cash and cash equivalents  5,610   (554 )  8,475   (3,030 )  Increase (decrease) in cash  37,577   (92,014 )  78,690   21,264   Cash, beginning of period  252,096   259,787   210,983   146,509   Cash, end of period $ 289,673  $ 167,773  $ 289,673  $ 167,773

1 See “Non-IFRS Measures”.