Quarterhill Announces Third Quarter 2020 Financial Results

KITCHENER, ON, Nov. 5, 2020 /PRNewswire/ - Quarterhill Inc. ("Quarterhill" or the "Company") (TSX: QTRH) (OTCQX: QTRHF), announces its financial results for the three- and nine-month periods ended September 30, 2020. The Company historically prepared its consolidated financial statements in accordance with U.S. GAAP and in U.S. dollars. Effective January 1, 2020, the Company has adopted IFRS and the Canadian dollar as its reporting currency. The Company has consistently applied the same accounting policies in its opening IFRS statement of financial position at January 1, 2019, and throughout all periods presented as if these policies had always been in effect. All financial information in this press release is reported in Canadian dollars, unless otherwise indicated.

Third Quarter 2020 Financial Highlights

    --  Revenue was $88.0 million, exceeding the high-end of the expected
        $80.0-$87.0 million range previously provided
    --  Adjusted EBITDA(1) was $39.0 million, exceeding the high-end of the
        expected $32.0-$36.0 million range previously provided
    --  Net income was $24.5 million, or $0.21 per basic and diluted common
        share
    --  Cash generated from operations was $4.5 million
    --  Cash, cash equivalents, and short-term investments were $129.7 million
        at September 30, 2020. Cash and equivalents declined in Q3 due primarily
        to working capital adjustments and the timing of collections for certain
        license agreements completed near quarter-end. Payment on these
        agreements was received subsequent to quarter-end
    --  Working capital was $180.3 million at September 30, 2020

Third Quarter 2020 Operational Highlights

    --  Appointed John Rim as Chief Financial Officer
    --  Completed a Substantial Issuer Bid, returning $5.8 million to
        shareholders via the purchase of 2.7 million common shares at a purchase
        price of $2.15 per share
    --  Launched a Normal Course Issuer Bid to acquire up to 10%, or 11.3
        million, of the Company's common shares in the public float. Acquired
        1.6 million Common Shares at an average price of $1.89 per share,
        totaling approximately $3.0 million, in the quarter
    --  Strong licensing activity at WiLAN included new agreements with Intel
        and Kingston Technology Corporation
    --  New orders at IRD included the State of New York and, internationally,
        in Ukraine and Paraguay

"Q3 was a busy and successful period for Quarterhill and its portfolio companies. On October 8, we announced preliminary Q3 revenue of $80-87 million and Adjusted EBITDA of $32-36 million and we are pleased to have come in above the high-end of the range for both metrics," said Paul Hill, President and CEO of Quarterhill. "These strong results were driven by a record quarter at IRD and by substantial licensing activity at WiLAN, which had its best quarter in three years. At the same time, Quarterhill delivered on its promise to return additional capital to shareholders via completion of our substantial issuer bid and the commencement of our normal course issuer bid. Q3 results, combined with our already strong balance sheet, are enabling us to consider a broad set of M&A opportunities."

Approval of Eligible Dividend
The Board of Directors has declared an eligible quarterly dividend of $0.0125 per common share payable on January 11, 2021, to shareholders of record on December 11, 2020.

Q3 2020 and Year-to-date Consolidated Financial Review
Financial statements for the three- and nine-month periods ended September 30, 2020 and for the respective comparison periods, have been prepared to reflect continuing operations and therefore exclude results during those periods from VIZIYA, which was sold by Quarterhill on May 15, 2020. The year-to-date operating results from VIZIYA, up to the date of sale on May 15, 2020, are reported as net income (loss) from discontinued operations in accordance with IFRS 5.

Consolidated revenues for the three-month period ended September 30, 2020 ("Q3 2020") were $88.0 million, compared to $21.9 million in Q3 2019. Consolidated revenues for the nine-month period ended September 30, 2020 ("YTD 2020") were $126.4 million, compared to $124.6 million in the same period last year. The majority of WiLAN's licenses are one-time in nature and significant fluctuations in revenue, gross margin, and Adjusted EBITDA can result when the volume or dollar value of licenses changes from one period to the next. Revenue was higher in the Q3 2020 and YTD 2020 periods due primarily to the closure of a greater volume, and value, of licensing contracts in 2020 than in the prior year periods.

Recurring revenue for the Q3 2020 and YTD 2020 periods was $5.4 million and $14.9 million, compared to $4.5 million and $16.2 million in the same periods last year. The vast majority of recurring revenue is generated by IRD. Certain revenues characterized as recurring have a timing component to them and are recognized when the related work is completed. As such, the decrease in recurring revenue for the YTD 2020 period is primarily a timing-based issue and does not reflect lower renewal or retention rates.

Gross margin for the Q3 2020 and YTD 2020 periods was 51.8% and 45.2%, compared to 11.4% and 40.6% in the same periods last year. Gross margin was higher in Q3 2020 and on a year-to-date 2020 basis primarily due to lower cost of revenue on licenses entered into by WiLAN as well as higher profitability on certain projects entered into by IRD in Q3 2020.

Operating expenses include selling, general and administrative costs ("SG&A"), research and development costs ("R&D"), depreciation and amortization of intangible assets, impairment loss on intangibles and special charges. For Q3 2020, Quarterhill had no special charges compared to a special charge recovery of $15.3 million in Q3 2019. YTD 2020, special charges were $0.9 million compared to $1.4 million in the same period last year. Excluding special charges, operating expenses for the Q3 2020 and YTD 2020 periods decreased by 9.5% and 11.8%, respectively. This reflects lower amortization of intangibles as well as lower SG&A and R&D costs, which was primarily due to reduced operating costs.

Adjusted EBITDA for the Q3 2020 and YTD 2020 periods was $39.0 million and $37.3 million, compared to ($4.4) million and $29.8 million in the same periods last year. The increase in Adjusted EBITDA was driven by strong revenue from both businesses, lower cost of revenues and ongoing cost containment.

Net income for Q3 2020 was $24.5 million, or $0.21 per basic and diluted common share, compared to net income of $12.3 million, or $0.10 per basic and diluted common share, in Q3 2019. Net income for the YTD 2020 period was $28.9 million, or $0.25 per basic common share and $0.24 per diluted common share, compared to net income of $6.3 million, or $0.05 per basic and diluted common share, in the same period last year. Net income in Q3 2020 increased due to operational strength with both portfolio companies; for the YTD 2020 period, net income increased due to higher revenue, lower costs and the gain on the sale of VIZIYA in Q2 2020.

Cash generated from (used in) continuing operations for the Q3 2020 and YTD 2020 periods was $4.5 million and $9.9 million, compared to ($15.6) million and $13.5 million in the same periods last year. Cash and cash equivalents and short-term investments was $129.7 million at September 30, 2020, compared to $89.4 million at December 31, 2019. Working capital at September 30, 2020, was $180.3 million compared to $112.7 million at December 31, 2019.

Conference Call and Webcast
Quarterhill will host a conference call to discuss its financial results today at 10:00 AM Eastern Time.

Webcast Information
The live audio webcast will be available at:
https://produceredition.webcasts.com/starthere.jsp?ei=1388512&tp_key=4c7abf2b0a

Dial-in Information

    --  To access the call from Canada and U.S., dial 1.888.231.8191 (Toll Free)
    --  To access the call from other locations, dial 1.647.427.7450
        (International)

Replay Information
Webcast replay will be available for 365 days at: https://produceredition.webcasts.com/starthere.jsp?ei=1388512&tp_key=4c7abf2b0a

Telephone replay will be available from 1:00 p.m. Eastern Daylight Time on November 5, 2020 until 11:59 p.m. Eastern Daylight Time on November 19, 2020 at: 1.855.859.2056 (Toll Free North America) or 1.416.849.0833 (International).The telephone replay requires the passcode 8577096.

The table below highlights financial performance for the Company's Licensing and Intelligent Systems segments. For detailed results and discussion related to these segments, please refer to the Management's Discussion and Analysis document, which will be filed on SEDAR and at www.quarterhill.com in the investor section.

Segmented statements of income (loss) for the three- and nine-month periods ended September 30, 2020 and 2019 are included below:


                                                   For the three months ended September 30, 2020



        CONTINUING OPERATIONS        Licensing          Intelligent                       Corporate          Total
                                                            Systems




       Revenues



       License                                    $
            67,192                       
            $                  
     $                   $
      67,192



       Systems                                              15,380                                          15,380



       Recurring                           71                 5,354                                           5,425

    ---

                                        67,263                20,734                                          87,997


        Direct cost of
         revenues                       32,118                10,278                                          42,396

    ---


       Gross profit                    35,145                10,456                                          45,601


        Depreciation of
         right-of-use
         assets                             61                   181                               15             257


        Depreciation and
         amortization                    3,449                 1,522                                5           4,976


        Selling, general and
         administrative
         expenses                          862                 2,607                            2,955           6,424


        Research and
         development expenses                                   390                                             390


        Impairment losses of
         intangible assets                  62                                                                   62


        Results from
         operations                     30,711                 5,756                          (2,975)         33,492


        Finance (income)
         expense, net                     (18)                  110                             (85)              7


        Foreign exchange
         (gain) loss                     (280)                  305                               47              72



       Other income                                          (383)                                          (383)

    ---

        Income (loss) before
         taxes                          31,009                 5,724                          (2,937)         33,796


        Income tax expense               7,608                 1,236                              424           9,268

    ---

                   Net income (loss)
                    from continuing
                    operations                 $
     
              23,401                                   $
     
        4,488       $
     
       (3,361) $
     
        24,528

    ===



        Adjusted EBITDA                            $
            34,353                                       $
      7,477           $
     (2,795)     $
      39,035

    ===


                                                   For the Nine months ended September 30, 2020



        CONTINUING OPERATIONS          Licensing                     Intelligent                  Corporate           Total
                                                                         Systems




       Revenues



       License                                               $
              77,009                
              $                   
     $                   $
      77,009



       Systems                                                           34,521                                      34,521



       Recurring                            774                           14,130                                      14,904

    ---

                                          77,783                           48,651                                     126,434


        Direct cost of
         revenues                         40,949                           28,290                                      69,239

    ---

        Gross profit                      36,834                           20,361                                      57,195


        Depreciation of
         right-of-use
         assets                              185                              508                          45              738


        Depreciation and
         amortization                     10,552                            4,469                          16           15,037


        Selling, general and
         administrative
         expenses                          2,586                            8,424                       7,535           18,545


        Research and
         development expenses                                              1,814                                       1,814


        Impairment losses of
         intangible assets                   295                                                                         295


        Special charges                                                      659                         213              872

    ---

        Results from
         operations                       23,216                            4,487                     (7,809)          19,894


        Finance (income)
         expense, net                       (62)                             228                       (327)           (161)


        Foreign exchange loss
         (gain)                            1,316                            (624)                    (1,205)           (513)


        Other income                                                     (1,192)                                    (1,192)

    ---

        Income (loss) before
         taxes                            21,962                            6,075                     (6,277)          21,760


        Income tax expense                 2,879                              730                       3,522            7,131

    ---

                     Net income (loss)
                      from continuing
                      operations                 $
              
                19,083                              $
     
         5,345       $
     
       (9,799) $
     
        14,629

    ===



        Adjusted EBITDA                                       $
              34,417                                 $
       10,186           $
     (7,323)     $
      37,280

    ===


                                         For the three months ended September 30, 2019



        CONTINUING OPERATIONS Licensing         Intelligent              Corporate          Total
                                                    Systems




       Revenues



       License                           $
              4,833            
              $                  
      $            $
      4,833



       Systems                                      12,586                                 12,586



       Recurring                   139                4,385                                  4,524

    ---

                                          $
              4,972                            $
       16,971    
      $           $
      21,943


        Direct cost of
         revenues                 8,694               10,752                                 19,446

    ---

        Gross profit            (3,722)               6,219                                  2,497


        Depreciation of
         right-of-use
         assets                      98                  177                      15             290


        Depreciation and
         amortization             4,533                1,429                       5           5,967


        Selling, general and
         administrative
         expenses                   559                3,121                   2,729           6,409


        Research and
         development expenses                           712                                    712


        Special charges               9                                    (15,286)       (15,277)

    ---

        Results from
         operations             (8,921)                 780                  12,537           4,396


        Finance (income)
         expense, net             (166)                 101                   (290)          (355)


        Foreign exchange loss
         (gain)                     151                (292)                   (69)          (210)


        Other income                                  (157)                                 (157)

    ---

        (Loss) income before
         taxes                  (8,906)               1,128                  12,896           5,118


        Income tax (recovery)
         expense                (2,725)                  65                     430         (2,230)

    ---

        Net (loss) income
         from continuing
         operations                     $
              (6,181)                            $
       1,063          $
     12,466  $
      7,348

    ===



        Adjusted EBITDA         (4,269)               2,415                 (2,532)        (4,386)

    ===


                                         For the Nine months ended September 30, 2019



        CONTINUING OPERATIONS Licensing        Intelligent              Corporate           Total
                                                   Systems




       Revenues



       License                         $
              74,360            
              $                   
      $             $
       74,360



       Systems                                     34,069                                  34,069



       Recurring                 1,102              15,096                                  16,198

    ---

                                        $
              75,462                            $
        49,165    
      $            $
       124,627


        Direct cost of
         revenues                41,732              32,348                                  74,080

    ---

        Gross profit             33,730              16,817                                  50,547


        Depreciation of
         right-of-use
         assets                     479                 532                      45            1,056


        Depreciation and
         amortization            14,022               4,737                      15           18,774


        Selling, general and
         administrative
         expenses                 1,542               9,516                   8,170           19,228


        Research and
         development expenses                        2,229                                   2,229


        Special charges           2,444                                    (1,042)           1,402

    ---

        Results from
         operations              15,243               (197)                (7,188)           7,858


        Finance (income)
         expense, net             (228)                536                   (856)           (548)


        Foreign exchange
         (gain) loss              (340)                 37                     458              155


        Other income                (4)              (492)                                  (496)

    ---

        Income (loss) before
         taxes                   15,815               (278)                (6,790)           8,747


        Income tax expense
         (recovery)               7,652             (1,013)                  (347)           6,292

    ---

        Net income (loss)
         from continuing
         operations                      $
              8,163                               $
        735         $
     (6,443)   $
       2,455

    ===



        Adjusted EBITDA                 $
              32,187                             $
        5,176         $
     (7,529)  $
       29,834

    ===

()

(1)Non-IFRS Disclosure

Quarterhill has historically used a set of metrics when evaluating our operational and financial performance. We continually monitor, evaluate and update these metrics as required to ensure they provide information considered most useful, in the opinion of our management, to any decision-making based on Quarterhill's performance. This section defines, quantifies and analyzes the key performance indicators used by our management and referred to elsewhere in this press release, which are not recognized under IFRS and have no standardized meaning prescribed by IFRS. These indicators and measures are therefore unlikely to be comparable to similar measures presented by other issuers.

In this press release, we use the Non-IFRS term "Adjusted EBITDA" to mean net income (loss) from continuing operations before: (i) income taxes; (ii) finance expense or income; (iii) amortization and impairment of intangibles; (iv) special charges and other one-time items; (v) depreciation of right-of-use assets and property, plant and equipment; (vi) effects of deleted deferred revenue; (vii) stock-based compensation; (viii) foreign exchange (gain) loss; and (ix) equity in earnings and dividends from joint ventures. Adjusted EBITDA is used by our management to assess our normalized cash generated on a consolidated basis and in our operating segments. Adjusted EBITDA is also a performance measure that may be used by investors to analyze the cash generated by Quarterhill and our operating segments. Adjusted EBITDA should not be interpreted as an alternative to net income and cash flows from operations as determined in accordance with IFRS or as a measure of liquidity.

About Quarterhill
Quarterhill is a growth-oriented company in the Intellectual Property and Intelligent Transportation System (ITS) industries. Our goal is to pursue an investment strategy that capitalizes on attractive market trends in both ITS and its adjacent markets. Quarterhill is listed on the TSX under the symbol QTRH and on the OTCQX Best Market under the symbol QTRHF. For more information: www.quarterhill.com

Forward-looking Information
This news release contains forward-looking statements regarding Quarterhill and its business. Forward-looking statements are based on estimates and assumptions made by Quarterhill in light of its experience and its perception of historical trends, current conditions, expected future developments and the expected effects of new business strategies, as well as other factors that Quarterhill believes are appropriate in the circumstances. The forward-looking events and circumstances discussed herein may not occur and could differ materially as a result of known and unknown risk factors and uncertainties affecting Quarterhill, including: potential risks and uncertainties relating to the ultimate geographic spread of the novel coronavirus ("COVID-19"); the severity of the disease; the duration of the COVID-19 outbreak; actions that may be taken by governmental authorities to contain the COVID-19 outbreak or to treat its impact; the potential negative impacts of COVID-19 on the global economy and financial markets and any resulting impact on Quarterhill and/or its business. Other factors include, without limitation, the risks described in Quarterhill's February 27, 2020 annual information form for the year ended December 31, 2019 (the "AIF"). Copies of the AIF may be obtained at www.sedar.com. Quarterhill recommends that readers review and consider all of these risk factors and notes that readers should not place undue reliance on any of Quarterhill's forward-looking statements. Quarterhill has no intention, and undertakes no obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.



       
                Quarterhill Inc.



       Interim Condensed Consolidated Statements of Income and Comprehensive Income and (Loss)



       (Unaudited)



       (in thousands of Canadian dollars, except share and per share amounts)




                                                                                          Three months ended                               Nine months ended
                                                                                September 30,                                   September 30,

                                                                                                                                     ---

                                                                           2020                                        2019            2020                      2019

                                                                                                                                                               ---


       Revenues



       License                                                                   $
              
                67,192            $
          4,833                            $
     
     77,009 $
      74,360



       Systems                                                          15,380                                      12,586          34,521                    34,069



       Recurring                                                         5,425                                       4,524          14,904                    16,198

    ---                                                                                                                                                        ---

                                                                         87,997                                      21,943         126,434                   124,627

                                                                                                                                                               ---


       Direct cost of revenues



       License                                                          32,064                                       8,694          40,867                    41,732



       Systems                                                           8,202                                       7,497          20,776                    21,721



       Recurring                                                         2,130                                       3,255           7,596                    10,627

    ---                                                                                                                                                        ---

                                                                         42,396                                      19,446          69,239                    74,080

                                                                                                                                                               ---


       Gross profit                                                     45,601                                       2,497          57,195                    50,547



       Operating expenses


        Depreciation of right-of-
         use assets                                                         257                                         290             738                     1,056


        Depreciation of property,
         plant and equipment                                                250                                         188             721                     1,086


        Amortization of intangibles                                       4,726                                       5,779          14,316                    17,688


        Selling, general and
         administrative expenses                                          6,424                                       6,409          18,545                    19,228


        Research and development
         expenses                                                           390                                         712           1,814                     2,229


        Impairment losses on
         intangibles                                                         62                                                        295



       Special charges                                                       -                                   (15,277)            872                     1,402

    ---                                                                                                                                                        ---

                                                                         12,109                                     (1,899)         37,301                    42,689

                                                                                                                                                               ---

        Results from operations                                          33,492                                       4,396          19,894                     7,858



       Finance income                                                    (146)                                      (499)          (528)                  (1,157)



       Finance expense                                                     153                                         144             367                       609


        Foreign exchange loss (gain)                                         72                                       (210)          (513)                      155



       Other income                                                      (383)                                      (157)        (1,192)                    (496)

    ---                                                                                                                                                        ---

        Income before taxes                                              33,796                                       5,118          21,760                     8,747


        Current income tax expense                                          325                                         342           1,669                     5,797


        Deferred income tax expense
         (recovery)                                                       8,943                                     (2,572)          5,462                       495

    ---                                                                                                                                                        ---

        Income tax expense
         (recovery)                                                       9,268                                     (2,230)          7,131                     6,292

    ---                                                                                                                                                        ---



        Net income from continuing
         operations                                                               $
              
                24,528            $
          7,348                            $
     
     14,629  $
      2,455


        Net income from discontinued
         operations                                                           -                                      4,927          14,255                     3,835

    ---                                                                                                                                                        ---


       Net income                                                                $
              
                24,528           $
          12,275                            $
     
     28,884  $
      6,290

    ===                                                                                                                                                                               ===


       Other comprehensive income (loss) that may be reclassified subsequently to net income:


         Foreign currency translation
          adjustment                                                    (4,693)                                      1,661           5,182                   (7,208)

    ---                                                                                                                                                        ---

         Comprehensive income (loss)                                    $19,835                                     $13,936         $34,066                    $(918)

    ===                                                                                                                                                        ===



                     Net income per share


        From continuing operations                                        $0.21                                       $0.06            0.13                      0.02


        From discontinued operations                
              
                $ -                                      $0.04            0.12                      0.03

    ---                                                                                                                                                        ---

                     Net income per share -Basic                          $0.21                                       $0.10            0.25                      0.05

    ===                                                                                                                                                        ===



        From continuing operations                                        $0.21                                       $0.06            0.12                      0.02


        From discontinued operations                
              
                $ -                                      $0.04            0.12                      0.03

    ---                                                                                                                                                        ---

                     Net income per share -
                      Diluted                                             $0.21                                       $0.10            0.24                      0.05

    ===                                                                                                                                                        ===



       
                Quarterhill Inc.



       Interim Condensed Consolidated Statements of Financial Position



       (Unaudited)



       (in thousands of Canadian dollars)





       As at                                                         September 30,                  December 31,       January 1,
                                                                       2020                            2019                2019

    ---                                                                                                                        ---


       Current assets


        Cash and cash equivalents                                                   $
       
       124,130                $
           87,870   $
       87,029


        Short-term investments                                                5,549                          1,550             1,551


        Restricted short-term
         investments                                                              -                                          2,995


        Accounts receivable (net of
         allowance for doubtful
         accounts)                                                           72,043                         42,925            14,719


        Other current assets                                                    145                            108               124



       Unbilled revenue                                                     16,059                          8,965             5,432


        Income taxes receivable                                                 220                            137               270


        Inventories (net of
         obsolescence)                                                       10,241                          8,570             8,114


        Prepaid expenses and deposits                                         3,412                          2,242             2,927

    ---                                                                                                                        ---

                                                                            231,799                        152,367           123,161

                                                                                                                               ---


       Non-current assets



       Accounts receivable                                                     667                          3,846               565



       Right-of-use assets                                                   3,622                          4,502             3,972


        Property, plant and equipment                                         2,977                          2,826             3,614



       Intangible assets                                                    64,867                         89,534           119,015


        Investment in joint venture                                           6,701                          5,233             5,203


        Deferred income tax assets                                           27,494                         33,270            36,948



       Goodwill                                                             16,910                         32,977            34,446

    ---                                                                                                                        ---

                                                                            123,238                        172,188           203,763

                                                                                                                               ---


       TOTAL ASSETS                                                                $
       
       355,037               $
           324,555  $
       326,924

    ===                                                                                                                                     ===




       Liabilities



       Current liabilities



       Bank indebtedness                                                             $
       
       3,214                 $
           4,026    $
       3,537


        Accounts payable and accrued
         liabilities                                                         40,198                         25,755            24,644



       Dividends payable                                                     1,498


        Income taxes payable                                                    344                            203


        Current portion of lease
         liabilities                                                            886                            998             1,120


        Contingent liabilities                                                    -                                          1,265


        Current portion of deferred
         revenue                                                              5,339                          8,638             6,357


        Current portion of long-term
         debt                                                                    43                             59               407

    ---                                                                                                                        ---

                                                                             51,522                         39,679            37,330

                                                                                                                               ---


       Non-current liabilities



       Deferred revenue                                                      3,103                          1,513             1,954


        Long-term lease liabilities                                           2,746                          3,550             2,604



       Long-term debt                                                          268                            271               236


        Deferred income tax
         liabilities                                                            368                          3,297             5,905

    ---                                                                                                                        ---

                                                                              6,485                          8,631            10,699

                                                                                                                               ---


       TOTAL LIABILITIES                                                            $
       
       58,007                $
           48,310   $
       48,029

    ===                                                                                                                                     ===




       Shareholders' equity



       Capital stock                                                               $
       
       561,269               $
           570,553  $
       570,553



       Contributed surplus                                                  32,455                         32,011            31,252


        Accumulated other
         comprehensive income                                                16,118                         10,936            22,112



       Deficit                                                           (312,812)                     (337,255)        (345,022)

    ---                                                                                                                        ---

                                                                            297,030                        276,245           278,895

                                                                                                                               ---

        TOTAL LIABILITIES AND
         SHAREHOLDERS' EQUITY                                                       $
       
       355,037               $
           324,555  $
       326,924

    ===                                                                                                                                     ===


                            Quarterhill Inc.


               Condensed Consolidated Interim
                Statements of Cash Flows



              (Unaudited)


               (in thousands of Canadian
                dollars)


                                                          Three months ended                          Nine months ended
                                                 September 30,                             September 30,



                                        2020                                      2019            2020                      2019



        Cash generated from (used
         in) Operations


        Net income from continuing
         operations                           $
          
                24,528               $
          7,348                            $
     
     14,629        $
     2,455



       Non-cash items


        Stock-based compensation
         expense                         248                                       238             444                       744


        Depreciation of right-of-
         use assets                      257                                       290             738                     1,056


        Interest expense on lease
         liabilities                      59                                        67             171                       170


        Depreciation and
         amortization                  4,976                                     5,967          15,037                    18,774


        Foreign exchange (gain)
         loss                           (38)                                       46           (232)                     (81)


        Equity in earnings from
         joint venture                 (383)                                    (157)        (1,192)                    (496)


        Impairment losses on
         intangibles                      62                                                      295


        Loss (gain) on disposal of
         assets                           14                                      (26)              4                       759


        Deferred income tax expense
         (recovery)                    8,943                                   (2,572)          5,462                       495


        Long-term accounts
         receivable                                                                                                      (85)


        Embedded derivatives              69                                     (106)           (32)                       26


        Contingent consideration
         adjustment                                                          (15,286)                                 (1,042)


        Changes in non-cash
         working capital balances   (34,231)                                 (11,425)       (25,414)                  (9,239)

    ---

        Cash generated from (used
         in) continuing operations     4,504                                  (15,616)          9,910                    13,536


        Net cash flows attributable
         to discontinuing
         operations                                                             (439)        (4,349)                      430

    ---

        Net cash generated from
         (used in) operating
         activities                    4,504                                  (16,055)          5,561                    13,966



       Financing



       Dividends paid               (1,443)                                  (1,475)        (2,924)                  (4,450)


        Bank indebtedness            (3,596)                                  (1,005)          (612)                    1,561


        Payment of lease
         liabilities                   (274)                                    (318)          (860)                  (1,189)


        Repayment of long-term
         debt                            (8)                                     (25)          (128)                    (325)


        Exercise of stock options                                                                 14


        Repurchase of shares for
         cancellation                (9,322)                                                 (9,322)


        Common shares issued from
         Performance Stock Units                                                                  24

    ---

        Cash used in continuing
         operations                 (14,643)                                  (2,823)       (13,808)                  (4,403)


        Net cash flows attributable
         to discontinuing
         operations                                                               (8)                                    (27)

    ---

        Net cash used in financing
         activities                 (14,643)                                  (2,831)       (13,808)                  (4,430)



       Investing


        Proceeds from disposition
         of a subsidiary                                                                      49,400


        Cash sold on disposition of
         a subsidiary                                                                        (1,825)


        Purchase of short-term
         investments                 (4,054)                                                 (4,054)


        Proceeds from sale of
         restricted short-term
         investments                                                              132                                      132


        Proceeds from sale of
         property, plant and
         equipment                        16                                        30              32                        30


        Purchase of property and
         equipment                     (309)                                    (312)        (1,196)                    (811)


        Purchase of intangibles         (30)                                  (1,759)           (55)                  (1,884)

    ---

        Cash (used in) generated
         from continuing operations  (4,377)                                  (1,909)         42,302                   (2,533)


        Net cash flows attributable
         to discontinuing
         operations                                                              (37)           (81)                    (160)

    ---

        Net cash (used in)
         generated from investing
         activities                  (4,377)                                  (1,946)         42,221                   (2,693)


        Foreign exchange (loss)
         gain on cash held in
         foreign currency            (2,869)                                      900           2,286                   (2,721)

    ---

        Net (decrease) increase in
         cash and cash equivalents  (17,385)                                 (19,932)         36,260                     4,122


        Cash and cash equivalents,
         beginning of period         141,515                                   111,083          87,870                    87,029

    ---

        Cash and cash equivalents,
         end of period                       $
          
                124,130              $
          91,151                   124,130              91,151

    ===



       
                Quarterhill Inc.



       
                Interim Condensed Consolidated Statements of Changes in Shareholders' Equity



       For the nine months ended September 30, 2020 and 2019



       (In thousands of Canadian dollars)


                                                              Capital                                     Contributed          Accumulated   Deficit                       Total
                                                    Stock                                         Surplus                    Other                                Equity
                                                                                                                       Comprehensive
                                                                                                                          Income


        January 1, 2019                                                 $
              570,553                              $
              31,252             $
     22,112                   $
     (345,022) $
     278,895





       Net income                                                  -                                                                          6,290                        6,290


        Other comprehensive
         loss                                                       -                                                              (7,208)                               (7,208)


        Stock-based
         compensation expense                                       -                                             744                                                         744


        Dividends declared                                          -                                                                        (4,450)                     (4,450)

    ---                                                                                                                                                                      ---

        September 30, 2019                                    570,553                                           31,996                14,904  (343,182)                     274,271

    ===                                                                                                                                                                      ===





        January 1, 2020                                                 $
              570,553                              $
              32,011             $
     10,936                   $
     (337,255) $
     276,245





       Net income                                                  -                                                                         28,884                       28,884


        Repurchase of shares
         for cancellation                                     (9,322)                                                                                                    (9,322)


        Other comprehensive
         income                                                     -                                                                5,182                                  5,182


        Stock-based
         compensation expense                                       -                                             444                                                         444


        Exercise of options                                        14                                                                                                          14


        Common shares issued
         from performance
         stock units                                               24                                                                                                          24


        Dividends declared                                          -                                                                        (4,441)                     (4,441)

    ---                                                                                                                                                                      ---

        September 30, 2020                                    561,269                                           32,455                16,118  (312,812)                     297,030

    ===                                                                                                                                                                      ===



       
                Quarterhill Inc.



       Reconciliations of Net income to Adjusted EBITDA



       (Unaudited)



       (in thousands of Canadian dollars, except share and per share amounts)




                                                                               
          
               Three months ended September 30,



                                                                                          2020                                                     2019

                                                                                                                                                   ---

                                        
              
                $                      Per Share                     
              
             $      Per Share

                                                                                                                                                       ---

        Net income from
         continuing operations                                        $
             
            24,528                  $
              
             0.21                    $
       7,348    $
        0.06



       Adjusted for:


        Income tax expense
         (recovery)                                         9,268                            0.08                                     (2,230)         (0.02)


        Foreign exchange loss
         (gain)                                                72                                                                      (210)


        Finance expense                                       153                                                                        144


        Finance income                                      (146)                                                                     (499)


        Special charges                                         -                                                                  (15,277)         (0.13)


        Impairment losses on
         intangible assets                                     62


        Amortization of
         intangibles                                        4,726                            0.05                                       5,779            0.05


        Depreciation of
         property, plant and
         equipment                                            250                                                                        188


        Depreciation of right-
         of-use assets                                        257                                                                        290


        Stock based
         compensation expense                                 248                                                                        238



       Other income                                        (383)                                                                     (157)

    ---                                                                                                                                                ---

                     Adjusted EBITDA                                  $
             
            39,035                  $
              
             0.34                  $
       (4,386) $
        (0.04)

    ===                                                                                                                                                                           ===



        Weighted average number of Common
         Shares



       Basic                                                                      115,990,313                                                118,817,466



       
                Quarterhill Inc.



       Reconciliations of Net income to Adjusted EBITDA



       (Unaudited)



       (in thousands of Canadian dollars, except share and per share amounts)




                                                                                               Nine months ended September 30, 2020



                                                                                        2020                                                       2019

                                                                                                                                                   ---

                                        
              
                $                    Per Share                      
              
              $      Per Share

                                                                                                                                                       ---

        Net income from
         continuing operations                                        $
           
            14,629                   $
              
              0.13                   $
      2,455 $
       0.02



       Adjusted for:


        Income tax expense                                  7,131                          0.06                                         6,292            0.05


        Foreign exchange (gain)
         loss                                               (513)                                                                       155


        Finance expense                                       367                                                                        609            0.01


        Finance income                                      (528)                                                                   (1,157)         (0.01)


        Special charges                                       872                          0.01                                         1,402            0.01


        Impairment losses on
         intangible assets                                    295


        Amortization of
         intangibles                                       14,316                          0.12                                        17,688            0.15


        Depreciation of
         property, plant and
         equipment                                            721                                                                      1,086            0.01


        Depreciation of right-
         of-use assets                                        738                          0.01                                         1,056            0.01


        Stock based
         compensation expense                                 444                                                                        744            0.01



       Other income                                      (1,192)                       (0.01)                                        (496)         (0.01)

    ---                                                                                                                                                ---

                     Adjusted EBITDA                                  $
           
            37,280                   $
              
              0.32                  $
      29,834 $
       0.25

    ===                                                                                                                                                                     ===



        Weighted average number of Common
         Shares



       Basic                                                                    117,884,124                                                  118,817,466

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SOURCE Quarterhill Inc.