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2010 Annual Meeting of Shareholders
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Thursday, February 18, 2010

   
 
  SPEECHES
2010 Annual Meeting of Shareholders
- Remi Marcoux
- François Olivier
- Benoît Huard

Speeches Webcast
Thursday, February 18, 2010
   
 
   
 
   
Sustainability Report 2009

Committing ourselves to performance
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2010 ANNUAL MEETING OF SHAREHOLDERS

Speech by Benoît Huard

Le Windsor, Montréal
February 18 , 2010

This afternoon I will discuss our fiscal 2009 results and put them in perspective with regards to what is now called the Great Recession and the execution of our rationalization plan. I will also give you an update on our financial condition considering we completed many financings during the past year. Finally I will discuss how we used the cash at our disposal and how our financial condition should evolve over the next few years.

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First let me begin with our fiscal 2009 results. It is tough to find absolute positives when talking about our 2009 results but considering the effects from the recession, the financial crisis and the continued transformation of the print and media industries, and when we compare them to our peers, we can be very pleased and frankly quite proud. As François mentioned earlier, also reassuring is the fact our results improved steadily every quarter. I'll get back to this in a minute.

Our consolidated revenues decreased 6% to $2.3 billion, principally as a result of the financial crisis, which particularly affected our direct mail operations in the United States, coupled with the recession, which reduced print volumes as well as advertising revenues from our publishing business. Excluding our direct mail operations in the U.S., our revenues would have declined only 3%, which is quite an accomplishment given the operating environment we faced. In fact,  what is even more impressive is that our consolidated adjusted EBITDA only decreased 3% to $349 million.

These results were possible because of the successful implementation of our rationalization plan that was put in place to mitigate the effects of the recession. Through the various cost reduction measures François described earlier, we saved $80 million in fiscal 2009 or $110 million on an annualized basis.  Having said this, these rationalization measures also came with a cost. An amount of $78 million before tax, of which $57 million were cash costs, was charged to income as impairment of assets and restructuring costs. This represents a needed and sound investment with a relatively quick payback.

Furthermore, the recession and the rapid transformation of the print and media industries also led us to re-evaluate the goodwill on our balance sheet. An amount of $173 million before tax, or $158 million after tax, was charged to income as impairment of goodwill and intangible assets, primarily in the second quarter of fiscal 2009. This mainly relates to our commercial printing activities.

As a result of these unusual charges, net income obviously decreased significantly in fiscal 2009. However, excluding these unusual items, it only decreased 7%.

It is important to highlight that our results improved consistently quarter after quarter demonstrating the successful execution of our rationalization plan. Recall that our first quarter results were very disappointing with our adjusted EPS down 44% year-over-year as the rationalization plan had not yet been implemented. However, after the implementation of our plan in mid-February, our second quarter adjusted EPS was down only 12%. This was the tipping point. Half way through the year, the trend actually reversed. In fact, our third quarter adjusted EPS was actually up 5% while our fourth quarter adjusted EPS was up 12%. Therefore, the bulk of the annual EPS decrease was really experienced in the first quarter when the majority of the rationalization measures were not in place.

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Now let's review the results of the extensive financing work we accomplished during the year. Recall that at the end of fiscal 2008 we were facing three financing maturities: a $150 million line of credit due in May, $100 million debentures due in June and our $300 million securitization program due in August. These re-financings needed to be completed in addition to finding other sources of financing to support our accelerated capital expenditure program, mainly for the San Francisco Chronicle and the Globe & Mail projects. To top it all off, all of this had to be completed in one of the most difficult financial environments of our time.

I am proud to report that we were successful. In fact, we completed many financing and re-financing deals totalling close to $900 million at competitive rates. We extended our $300 million securitization program for an additional year; we completed a private placement offering of $100 million in unsecured debentures with the Solidarity Fund QFL; we renewed Tranche B of our credit facility of $150 million for one year; we concluded a five-year loan agreement for $100 million with Caisse de dépôt et placement du Québec; we concluded a five-year loan agreement for $50 million with the Société Générale de financement; we concluded a 6-year $85 million equipment financing deal with a German bank; and finally we issued $100 million of preferred shares. Overall our current average interest rate is about 5% which is quite good in these market conditions.

I just want to highlight that our investment grade credit rating status from both DBRS and Standard and Poor's and the credibility and relationships we had built over the years played a big part in our success. The market recognizes our strong financial position, our disciplined approach to financial management as well as our strong cash flow generating ability. In addition, we were innovative in our approach and thought outside the box as we analyzed different types of financing sources such as preferred and equipment financing. As a result, we now have a balanced debt portfolio in terms of debt products and fixed versus variable rates with longer term maturities.

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On that note, let's take a closer look at our financial condition in fiscal 2009. I am happy to report that Transcontinental continues to generate strong cash flow. In 2009 we generated $248 million of cash flow from operations. Let me highlight the major uses of this cash.

We disbursed $262 million in capital expenditures of which about $175 million was related to the major newspaper projects we previously announced: the San Francisco Chronicle, the Globe and Mail and the Transmag project.  As you can observe, capital expenditures outside the major projects were well contained.

In addition, we maintained our dividend. We paid $26 million in dividends, or 32 cents per share. For the first time in 7 years, we decided not to increase our dividend, preferring instead to preserve our cash, given the prevailing market conditions.

After the end of the fiscal year, we repaid and cancelled our $150 million Tranche B line of credit considering we currently have ample liquidity and we forecast to have even more going forward. The recently announced sale of our U.S. direct mail operations will certainly contribute in this regard.

Having said this, in fiscal 2010 and 2011, our $300 million securitization program is the only significant maturity we have. At the end of the fiscal year we were using only a little more than $100 million of this program. We are currently in discussions to extend it. We are confident to reach an agreement in the near term. At this point, we believe we will have sufficient funds to implement our strategy over the next many years.

Finally, we are in a sound financial position with a net indebtedness to total capitalization ratio of 42% as at October 31, 2009, in the middle of the range set by Management.

In 2009 we introduced an additional leverage ratio, namely, net debt to EBITDA, including securitization, with a target range between 2.0x to 2.5x by the end of fiscal 2011. At the end of fiscal 2009 we were at 2.6x, considering the preferred shares as 100% equity. We are confident that we will reach the 2.0x to 2.5x target range, earlier than our target date, as our capex will be reduced significantly in the coming years and we will benefit fully from our new projects, notably the San Francisco Chronicle and the Globe and Mail. In fact, if we were to exclude projects that are not yet fully generating cash, our net debt to EBITDA ratio, including securitization, would be 1.7x.

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On that note, I would like to reiterate that the free cash flow profile of the Company will change significantly over the next few years. Starting in fiscal 2011, capital expenditures will taper off to about $75 million per year and the Company will fully benefit from all its recent investments. Our first priority for cash utilization over the next couple of years will be to repay debt and prudently pursue our strategic transformation.

--  --  --

To conclude, Transcontinental performed well in fiscal 2009 given the combination of headwinds it had to contend with. Our rationalization plan was well executed and the quick payback was the main driver of our results.

Fiscal 2010 will remain full of challenges and opportunities. We will benefit from the full year impact from the San Francisco Chronicle and the annualized cost savings from the rationalization plan. We will also benefit from our enhanced offering of new and innovative digital and marketing communications services. However, the level of advertising spending, which effectively drives directly or indirectly 80% of our business, will be the key determinant of year-over-year growth in our traditional activities. We believe we are well positioned in any instance as we have a clear leadership position in most of our niches, we have a culture of continuous improvement and we have dedicated and engaged people at every level of the organization.

Thank you very much for your time, and I'll now hand things back over to Rémi to conclude.

 

 
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