Quarterhill Announces Record Q3 2017 Financial Results

Record revenue and Adjusted EBITDA driven by patent license business

OTTAWA, Nov. 9, 2017 /PRNewswire/ - Quarterhill Inc. ("Quarterhill" or the "Company") (TSX:QTRH) (NASDAQ:QTRH), announces its financial results for the three and nine month periods ended September 30, 2017. All financial information in this press release is reported in U.S. dollars, unless otherwise indicated.

Third Quarter Highlights

    --  Revenue of $85.9 million, exceeding the high-end of the expected $72.5
        to $82.5 million range previously provided
    --  Adjusted EBITDA* of $60.6 million, exceeding the high-end of the
        expected $50.0 to $56.0 million range previously provided
    --  Net income of $26.2 million, or $0.22 per share
    --  Announced a new comprehensive license agreement with Samsung, in the
        Technology segment
    --  Acquired a portfolio of patents in the Technology segment using the
        partner model; patents are related to Content Delivery Network
        technology
    --  Announced three contracts collectively valued at more than $10.0
        million, in the Mobility segment
    --  Acquired iCOMS Detections S.A. ("iCOMS"), based in Belgium, in the
        Mobility segment

"Our strong performance in Q3 reflects a significant contribution from WiLAN, our patent license business," said Shaun McEwan, Interim CEO of Quarterhill. "Patent licensing tends to generate variable quarterly performance and Q3 clearly demonstrates the upside that can occur from that type of business model. The significant cash flow that will be generated from our Q3 performance will help to support Quarterhill's growth initiatives."

Approval of Eligible Dividend
The Board of Directors has declared an eligible quarterly dividend of CDN $0.0125 per common share payable on January 5, 2018, to shareholders of record on December 15, 2017.

Business Strategy and Segments
Quarterhill is developing a portfolio of established businesses that have histories of generating cash flows from their operations in the "Technology", "Mobility", "Factory" and "City" segments of the Industrial "Internet-of-Things" market. As of September 30, 2017, the Company had investments in three of its four targeted segments: Technology (WiLAN); Mobility (IRD); and Factory (VIZIYA).

Quarterhill is working to build a consistently profitable company with a diversified investment base and global market presence within its segments, and to increase shareholder value by emphasizing the importance of recurring revenue streams and the predictability of operating results. The Company intends to achieve these objectives through a combination of organic growth and acquisitions.

Q3 and Year-to-Date 2017 Consolidated Financial Review
Quarterhill's consolidated financial results for Q3 2017 include full quarter contributions from each of its wholly owned subsidiaries; Wi-LAN Inc. ("WiLAN"), International Road Dynamics Inc. ("IRD") and VIZIYA Corp ("VIZIYA"). The 2016 comparative period information presented represents solely WiLAN's results for the specified period. Certain comparative information has been restated to conform to the new basis of presentation.

Consolidated revenues for the three months ended September 30, 2017 were $85.9 million, compared to $16.6 million in the same period last year, which represents an increase of 417%. The increase was primarily due to strong patent licensing results from WiLAN and the inclusion of a full quarter of operations from IRD and VIZIYA. Consolidated revenues for the nine months ended September 30, 2017 were $112.1 million, compared to $62.7 million in the same period last year.

Gross margin for the three months ended September 30, 2017 was $67.5 million, or 78.6%, compared to $11.2 million, or 67.5%, in the same period last year. Gross margin for the nine months ended September 30, 2017 was $76.7 million, or 68.5%, compared to $43.0 million, or 68.6%, in the same period last year. Gross margins for the three and nine month periods ended September 30, 2017 reflect contribution across all three segments, compared to the same periods last year, which reflect only the operations of what is now the Company's Technology segment.

Operating expenses include selling, general and administrative costs, research and development costs, depreciation, amortization, loss on disposal of intangible asset, and special charges. Operating expenses for the three months ended September 30, 2017 were $31.3 million, compared to $8.7 million in the same period last year. Operating expenses for the nine months ended September 30, 2017 were $51.5 million compared to $33.9 million in the same period last year. Operating expenses increased in the year-over year periods due to the addition of the IRD and VIZIYA operations, acquisition-related costs associated with the purchases of IRD and VIZIYA, and a $15.2 million non-cash charge in Q3 2017 related to a loss on disposal of an intangible asset.

Adjusted EBITDA for the three months ended September 30, 2017 was $60.6 million, or $0.50 per basic Common Share, compared to $9.4 million, or $0.09 per basic Common Share, in the same period last year. For the nine months ended September 30, 2017, Adjusted EBITDA was $63.1 million, or $0.55 per basic Common Share, compared to $36.2 million, or $0.30 per basic Common Share, in the same period last year. The year-over-year increase in Adjusted EBITDA is primarily due to strong performance in the patent license business in Q3 2017 and the inclusion of operations from the businesses acquired earlier in 2017.

Net income for the three months ended September 30, 2017 was $26.2 million, or $0.22 per basic and diluted Common Share, compared to net income of $0.7 million, or $0.01 per basic and diluted Common Share, in the same period last year. For the nine months ended September 30, 2017, net income was $22.6 million, or $0.19 per basic and diluted Common Share, compared to net income of $2.4 million, or $0.02 per basic and diluted Common Share, in the same period last year. As described above, the year-over-year increase in net income is primarily due to strong performance in the patent license business in Q3 2017 and the inclusion of operations from the businesses acquired in 2017.

Cash generated from operations for the three months ended September 30, 2017 was $9.3 million, compared to $6.2 million in the same period last year. Cash generated from operations for the nine months ended September 30, 2017 was $20.8 million compared to $29.3 million in the same period last year. Cash from operations was negatively impacted in Q3 2017 due to a significant increase in accounts receivable, of which the related amount was collected in full subsequent to quarter-end.

Cash and cash equivalents and short-term investments amounted to $40.6 million at September 30, 2017, compared to $107.7 million at December 31, 2016. The decrease is primarily attributable to $67.4 million spent on the acquisitions of IRD, VIZIYA and iCOMS, and $18.2 million spent on the repayment of patent finance obligations, which were partially offset by cash generated from operations of $20.8 million in the nine month period.

The table below highlights financial performance for the Company's Technology, Mobility and Factory 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.


                                    For the three months ended September 30, 2017
                                    ---------------------------------------------

                         Technology   Mobility     Factory    Corporate      Total
                         ----------   --------     -------    ---------      -----

    Revenues                           $72,592                   $11,555             $1,750 $           -   $85,897

    Cost of revenues
     (excluding
     depreciation and
     amortization)                       9,882                     8,048                495             -    18,425
    -----------------                    -----                     -----                ---           ---    ------

                                        62,710                     3,507              1,255             -    67,472

    Selling, general and
     administrative                      1,310                     2,530                905         1,756      6,501

    Research and
     development                             -                      853                639             -     1,492

    Depreciation of
     property, plant and
     equipment                              82                       445                 28             1        556

    Amortization of
     intangibles                         5,473                     1,072                791             -     7,336

    Loss on disposal of
     intangibles                        15,190                         -                 -            -    15,190

    Special charges                          -                        -                 -          218        218
    ---------------                        ---                      ---               ---          ---        ---

    Results from
     operations                         40,655                   (1,393)           (1,108)      (1,975)    36,179

    Finance income                        (76)                      (1)                 -         (16)      (93)

    Finance expense                        926                        43                  3           (2)       970

    Foreign exchange
     loss (gain)                         (131)                      409                  2          (41)       239

    Other expense
     (income)                                -                    (231)                 -            -     (231)
    -------------                          ---                     ----                ---          ---      ----

    Income (loss) before
     taxes                              39,936                   (1,613)           (1,113)      (1,916)    35,294

    Current income tax
     expense (recovery)                  5,082                       232                (5)            -     5,309

    Deferred income tax
     expense (recovery)                (5,369)                    (858)             (291)       10,292      3,774
    -------------------                 ------                      ----               ----        ------      -----

    Income tax expense
     (recovery)                          (287)                    (626)             (296)       10,292      9,083
    ------------------                    ----                      ----               ----        ------      -----

    Net income (loss)                  $40,223                    $(987)            $(817)    $(12,208)   $26,211
    ================                   =======                     =====              =====      ========    =======


    Adjusted EBITDA                     61,400                       707                  3       (1,550)    60,560


    Other reconciling
     items:

    Effect of deleted
     deferred revenue                        -                       82                292             -       374

    Increased costs from
     inventory step-up                       -                      444                  -            -       444

    Stock based
     compensation                            -                       67                  -          206        273

    Effect of deleted
     prepaid expense                         -                     (10)                 -            -      (10)


                                    For the nine months ended September 30, 2017
                                    --------------------------------------------

                         Technology   Mobility     Factory    Corporate      Total
                         ----------   --------     -------    ---------      -----

    Revenues                           $92,218                   $16,203             $3,665 $          -  $112,086

    Cost of revenues
     (excluding
     depreciation and
     amortization)                      23,644                    10,800                896            -    35,340
    -----------------                   ------                    ------                ---          ---    ------

                                        68,574                     5,403              2,769            -    76,746

    Selling, general and
     administrative                      5,484                     3,502              1,781        2,350     13,117

    Research and
     development                             -                    1,161                999            -     2,160

    Depreciation of
     property, plant and
     equipment                             261                       493                 62            1        817

    Amortization of
     intangibles                        16,097                     1,308              1,262            -    18,667

    Loss on disposal of
     intangibles                        15,190                         -                 -           -    15,190

    Special charges                          -                        -                 -       1,512      1,512
    ---------------                        ---                      ---               ---       -----      -----

    Results from
     operations                         31,542                   (1,061)           (1,335)     (3,863)    25,283

    Finance income                       (467)                      (1)                 -        (77)     (545)

    Finance expense                        926                        54                  6          (2)       984

    Foreign exchange
     loss (gain)                         (516)                      695                 43        (694)     (472)

    Other expense
     (income)                                -                    (300)                 -           -     (300)
    -------------                          ---                     ----                ---         ---      ----

    Income (loss) before
     taxes                              31,599                   (1,509)           (1,384)     (3,090)    25,616

    Current income tax
     expense                             6,516                       333                 34            -     6,883

    Deferred income tax
     expense (recovery)                (7,869)                    (920)             (485)       5,416    (3,858)
    -------------------                 ------                      ----               ----        -----     ------

    Income tax expense
     (recovery)                        (1,353)                    (587)             (451)       5,416      3,025
    ------------------                  ------                      ----               ----        -----      -----

    Net income (loss)                  $32,952                    $(922)            $(933)    $(8,506)   $22,591
    ================                   =======                     =====              =====      =======    =======


    Adjusted EBITDA                     63,147                     1,517                523      (2,054)    63,133


    Other reconciling
     items:

    Effect of deleted
     deferred revenue                        -                      107                534            -       641

    Increased costs from
     inventory step-up                       -                      581                  -           -       581

    Stock based
     compensation                           57                        99                  -         296        452

    Effect of deleted
     prepaid expense                         -                     (10)                 -           -      (10)

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

Call Information
The live audio webcast will be available at http://event.on24.com/wcc/r/1527032-1/438BD0AD28382873CEDA2B344C7CFB3C

    --  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

A webcast of the call will be available at http://event.on24.com/wcc/r/1527032-1/438BD0AD28382873CEDA2B344C7CFB3C

    --  A telephone replay will be available from 1:00 PM ET on November 9, 2017
        until 11:59 PM ET on November 16, 2017 at: 1.855.859.2056 (Toll Free) or
        1.416.849.0833 (International).
    --  Conference ID #: 99524733

Non-GAAP Disclosure*

Quarterhill follows U.S. GAAP in preparing its interim and annual financial statements. We use the term "Adjusted EBITDA" to mean net income from continuing operations before: (i) income taxes; (ii) finance expense or income; (iii) amortization of intangibles; (iv) special charges and other one-time expenses; (v) depreciation of property, plant and equipment; (vi) effects of deleted deferred revenue; (vii) the effects of fair value step up in inventory acquired, and (viii) stock based compensation. Adjusted EBITDA is used by Quarterhill 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 IS NOT A MEASURE OF FINANCIAL PERFORMANCE UNDER U.S. GAAP. IT DOES NOT HAVE ANY STANDARDIZED MEANING PRESCRIBED BY U.S. GAAP AND IS THEREFORE UNLIKELY TO BE COMPARABLE TO SIMILARLY TITLED MEASURES USED BY OTHER COMPANIES. ADJUSTED EBITDA SHOULD NOT BE INTERPRETED AS AN ALTERNATIVE TO NET EARNINGS AND CASH FLOWS FROM OPERATIONS AS DETERMINED IN ACCORDANCE WITH U.S. GAAP OR AS A MEASURE OF LIQUIDITY.

About Quarterhill
Quarterhill is a diversified investment holding company focused on growing its business by acquiring technology companies in the Industrial Internet of Things segment across multiple segments. Quarterhill targets companies with a broad range of products and services that capture, analyze and interpret data, and that have strong financial performance, excellent management teams, strong intellectual property underpinnings and significant opportunities to develop long-term recurring and growing revenue streams. Quarterhill is listed on the TSX and NASDAQ under the symbol QTRH. For more information: www.quarterhill.com.

Forward-looking Information
This news release contains forward-looking statements and forward-looking information within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and other United States and Canadian securities laws. Forward-looking statements and forward-looking information 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. Many factors could cause Quarterhill's actual performance or achievements to differ materially from those expressed or implied by the forward-looking statements or forward-looking information. Such factors include, without limitation, the risks described in each of its February 10, 2017 annual information form for the year ended December 31, 2016 (the "AIF") and its August 9, 2017 Management's Discussion and Analysis of Financial Condition and Results of Operations for the 3 and 6 months ended June 30, 2017 and 2016 (the "Q2 MD&A"). Copies of the AIF and the Q2 MD&A may be obtained at www.sedar.com or www.sec.gov. 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 or forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.

All trademarks and brands mentioned in this release are the property of their respective owners.


    Quarterhill Inc.

    Condensed Consolidated Interim Statements of Operations

    (in thousands of United States dollars, except share and per share amounts) (unaudited)


                                                                                                   For the three months ended,                               For the nine months ended,
                                                                                                   ---------------------------                               --------------------------

                                                                                                        September 30,                  September 30,            September 30,           September 30,
                                                                                                                            2017                  2016                      2017                     2016
                                                                                                                            ----                  ----                      ----                     ----


    Revenues                                                                                         $85,897                       $16,569                                  $112,086                        $62,690

    Cost of revenues (excluding depreciation and amortization)                                       18,425                         5,398                                    35,340                         19,661
    ---------------------------------------------------------                                        ------                         -----                                    ------                         ------

                                                                                                     67,472                        11,171                                    76,746                         43,029

    Operating expenses

    Selling, general and administrative                                                               6,501                         1,800                                    13,117                          6,986

    Research and development                                                                 1,492                       -                             2,160                                 -

    Depreciation of property, plant and equipment                                                       556                           104                                       817                            317

    Amortization of intangibles                                                                       7,336                         6,744                                    18,667                         26,616

    Loss on disposal of intangible (Note 9)                                                 15,190                       -                            15,190                                 -

    Special charges                                                                            218                       -                             1,512                                 -
    ---------------                                                                            ---                     ---                             -----                               ---

                                                                                                     31,293                         8,648                                    51,463                         33,919
                                                                                                     ------                         -----                                    ------                         ------

    Results from operations                                                                          36,179                         2,523                                    25,283                          9,110


    Foreign exchange (gain) loss                                                                        239                            78                                     (472)                         (199)

    Finance (income)                                                                                   (93)                        (138)                                    (545)                         (376)

    Finance expenses                                                                           970                       -                               984                                 -

    Other expense (income)                                                                   (231)                      -                             (300)                                -
    ---------------------                                                                     ----                     ---                              ----                               ---

    Income before taxes                                                                              35,294                         2,583                                    25,616                          9,685


    Current income tax expense (recovery)                                                             5,309                         1,028                                     6,883                          4,888

    Deferred income tax expense (recovery)                                                            3,774                           898                                   (3,858)                         2,372
    -------------------------------------                                                             -----                           ---                                    ------                          -----

    Income tax expense (recovery)                                                                     9,083                         1,926                                     3,025                          7,260
    ----------------------------                                                                      -----                         -----                                     -----                          -----

    Net income (loss)                                                                                $26,211                          $657                                   $22,591                         $2,425
    ================                                                                                 =======                          ====                                   =======                         ======


    Net Income (loss) per share

                                                Basic and fully diluted                                  $0.22                         $0.01                                     $0.19                          $0.02


    Weighted average number of common shares

                                                Basic and fully diluted                            118,627,249                   118,912,606                               118,595,713                    119,500,216


    Quarterhill Inc.

    Supplemental Condensed Consolidated Interim Statement of Operations Information

    (in thousands of United States dollars, except share and per share amounts) (unaudited)


                                                                                                 For the three months
                                                                                                          ended,                 For the six months ended,
                                                                                                ---------------------          -------------------------

                                                                                            September               September    September              September
                                                                                                  30,                      30,          30,                      30,
                                                                                                 2017                     2016          2017                    2016
                                                                                                 ----                     ----          ----                    ----

    Revenues

                                                                  Licenses                                 $72,158                    $16,569                           $91,470   $62,690

                                                                  Systems                                    6,759                          -                            9,826         -

                                                                  Services                                     780                          -                            1,494         -

                                                                  Recurring                                  6,200                          -                            9,296         -
                                                                  ---------                                  -----                        ---                            -----       ---

    Total Revenues                                                                                       $85,897                    $16,569                          $112,086   $62,690
    ==============                                                                                       =======                    =======                          ========   =======


    Cost of revenues (excluding depreciation and amortization)

                                                                  License                                   $9,864                     $5,398                           $23,706   $19,661

                                                                  Systems                                    4,740                          -                            6,638         -

                                                                  Services                                     500                          -                              821         -

                                                                  Recurring                                  3,321                          -                            4,175         -
                                                                  ---------                                  -----                        ---                            -----       ---

    Total cost of revenues                                                                               $18,425                     $5,398                           $35,340   $19,661
    ======================                                                                               =======                     ======                           =======   =======


    Quarterhill Inc.

    Condensed Consolidated Interim Statements of Comprehensive Income

    (in thousands of United States dollars, except share and per share amounts) (unaudited)


                                                                          For the three months
                                                                                   ended,                 For the six months ended,
                                                                         ---------------------          -------------------------

                                                                     September               September         September            September
                                                                           30,                      30,               30,                    30,
                                                                          2017                     2016                  2017               2016
                                                                          ----                     ----                  ----               ----


     Net income (loss)                                                            $26,211                               $657                     $22,591  $2,425


     Other comprehensive income
      (loss):

                                    Foreign currency translation
                                    adjustment                                        3,209                                  -                      3,742       -


    Comprehensive income                                                          $29,420                               $657                     $26,333  $2,425
                                                                                  =======                               ====                     =======  ======


    Quarterhill Inc.

    Condensed Consolidated Interim Balance Sheets

    (in thousands of United States dollars, except share and per share amounts) (unaudited)


    As at                                                             September 30,                December 31,
                                                                        2017                          2016
    -----                                                            --------------                -------------

    Current assets

                               Cash and cash equivalents                                   $35,817                   $106,553

                               Short-term investments                                        1,242                      1,154

                               Restricted Short-term investments                             3,500                          -

                               Accounts receivable                                          66,302                     20,357

                               Other current assets                                             31                          -

                               Unbilled revenue                                              5,653                          -

                               Inventories                                                   5,938                          -

                               Loans receivable                                              1,000                      1,766

                               Prepaid expenses and deposits                                 4,081                      1,293
                               -----------------------------                                 -----                      -----

                                                                                        123,564                    131,123

    Non-current assets

                               Property Plant and Equipment                                  3,911                      1,240

                               Intangible assets                                           132,212                    123,351

                               Investment in joint venture                                   3,325                          -

                               Deferred income tax assets                                   18,246                     14,646

                               Goodwill                                                     42,673                     12,623
                               --------                                                     ------                     ------

    TOTAL ASSETS                                                                        $323,931                   $282,983
    ============                                                                        ========                   ========


    Liabilities

    Current liabilities

                               Bank indebtedness                                            $4,152               $          -

                                Accounts payable and accrued
                                liabilities                                                 23,863                     15,645

                               Income taxes payable                                             78                          -

                                Current portion of patent finance
                                obligation                                                   5,422                     10,372

                               Current portion of deferred revenue                           6,644                          -

                               Current portion of long-term debt                                45                          -
                               ---------------------------------                               ---                        ---

                                                                                         40,204                     26,017

    Non-current liabilities

                               Acquisition notes payable                                     6,450                          -

                               Patent finance obligation                                         -                    12,775

                               Success fee obligation                                            -                        47

                               Deferred revenue                                                523                          -

                               Long-term debt                                                  501                          -

                               Deferred income tax liabilities                               8,582                          -
                               -------------------------------                               -----                        ---

    TOTAL LIABILITIES                                                                    56,260                     38,839
    -----------------                                                                    ------                     ------

    Shareholders' equity

                               Capital stock                                               418,838                    419,485

                               Additional paid-in capital                                   22,278                     21,036

                                Accumulated other comprehensive
                                income                                                      19,967                     16,225

                               Deficit                                                   (193,412)                 (212,602)
                               -------                                                    --------                   --------

                                                                                        267,671                    244,144
                                                                                        -------                    -------

    TOTAL LIABILITIES AND
     SHAREHOLDERS' EQUITY                                                               $323,931                   $282,983
    =====================                                                               ========                   ========


    Quarterhill Inc.

    Condensed Consolidated Interim Statements of Cash Flows

    (in thousands of United States dollars, except share and per share amounts) (unaudited)


                                                                                                   For the three months ended,           For the nine months ended,
                                                                                                   ---------------------------           --------------------------

                                                                                                          September 30,                         September 30,                  September 30,              September 30,
                                                                                                                          2017                                  2016                      2017                             2016
                                                                                                                          ----                                  ----                      ----                             ----

    Cash generated from (used in):

    Operations

    Net income                                                                              $26,211                                                                $657                           $22,591                                       $2,425

                                                      Non-cash items

                                                      Stock-based compensation                                                273                                             42                                              452                             197

                                                      Depreciation and amortization                                         7,892                                          6,846                                           19,484                          26,933

                                                      Foreign exchange (gain) loss                                           (20)                                            53                                            (166)                          (337)

                                                       Equity in earnings from joint
                                                       venture                                                              (231)                                             -                                           (300)                              -

                                                      Loss on disposal of intangible                                       15,190                                              -                                          15,190                               -

                                                      Gain (loss) on disposal of assets                                       (5)                                             -                                             (5)                             13

                                                       Deferred income tax expense
                                                       (recovery)                                                           3,777                                            898                                          (3,855)                          2,372

                                                      Accrued investment income                                               922                                           (66)                                             772                           (194)

                                                      Embedded derivatives                                                     11                                              -                                              21                               -

                                                       Changes in non-
                                                       cash working
                                                       capital balances                                                  (44,743)                                       (2,230)                                        (33,425)                        (2,145)
                                                      ----------------                                                    -------                                         ------                                          -------                          ------

    Cash generated from operations                                                  9,277                                            6,200                                                 20,759                                      29,264

    Financing

                                                      Dividends paid                                                      (1,173)                                       (1,153)                                         (3,401)                        (3,395)

                                                      Bank indebtedness                                                       401                                              -                                           1,924                               -

                                                      Long term debt                                                        (372)                                             -                                           (396)                              -

                                                       Common shares repurchased under
                                                       normal course issuer bid                                                 -                                       (1,102)                                           (552)                        (4,225)

                                                       Common shares issued for cash on
                                                       the exercise of options                                                  -                                             -                                               -                             11

                                                       Common shares issued for cash from
                                                       Employee Share Purchase Plan                                             -                                             -                                              33                              35
                                                      -----------------------------------                                     ---                                           ---                                             ---                             ---

    Cash used in financing                                                        (1,144)                                         (2,255)                                               (2,392)                                    (7,574)

    Investing

                                                       Acquisition of Viziya, net of cash
                                                       acquired                                                                 -                                             -                                        (18,521)                              -

                                                       Acquisition of IRD, net of cash
                                                       acquired                                                                 -                                             -                                        (47,782)                              -

                                                      Acquisition of iCOMS                                                (1,112)                                             -                                         (1,112)                              -

                                                      Purchase of short-term investment                                         -                                             -                                         (3,500)                              -

                                                      Purchase of property and equipment                                    (142)                                           (6)                                           (256)                           (46)

                                                       Repayment of patent finance
                                                       obligations                                                       (15,389)                                       (1,389)                                        (18,167)                        (4,166)

                                                      Purchase of intangibles                                                 (8)                                       (3,000)                                            (12)                        (9,150)
                                                      -----------------------                                                 ---                                         ------                                              ---                          ------

    Cash used in investing                                                       (16,651)                                         (4,395)                                              (89,350)                                   (13,362)

    Foreign exchange loss (gain) on cash held in
     foreign currency                                                                  20                                             (35)                                                   247                                         275
    --------------------------------------------                                      ---                                              ---                                                    ---                                         ---

    Net increase (decrease) in cash and cash
     equivalents                                                                  (8,498)                                           (484)                                              (70,736)                                      8,603

    Cash and cash equivalents, beginning of period                                 44,315                                          102,518                                                106,553                                      93,431
    ----------------------------------------------                                 ------                                          -------                                                -------                                      ------

    Cash and cash equivalents, end of
     period                                                                                 $35,817                                                            $102,034                           $35,817                                     $102,034
    =================================                                                       =======                                                            ========                           =======                                     ========


    Quarterhill Inc.

    Condensed Consolidated Statements of Shareholders' Equity

    (in thousands of United States dollars, except share and per share amounts) (unaudited)


                                                                                                                                                       Capital Stock             Additional               Accumulated    Deficit             Equity
                                                                                                                                                                                  paid in                    Other
                                                                                                                                                                                  Capital                Comprehensive
                                                                                                                                                                                                                Income
                                                                                                                                                                                    -------              -------------


    Balance - December 31, 2015                                                                                                                                      $427,781                  $16,549                           $16,225            $(219,177)            $241,378


    Comprehensive earnings:

                                                                                            Net income                                                                         -                       -                                -                2,425                2,425

                                                                                            Other Comprehensive Income                                                         -                       -                                -                    -                   -

    Shares and options issued:

                                                                                            Stock-based compensation expense                                                   -                     197                                 -                    -                 197

                                                                                            Conversion of deferred stock units to common shares                              116                        -                                -                    -                 116

                                                                                            Exercise of stock options                                                         17                      (6)                                -                    -                  11

                                                                                            Sale of shares under Employee Share Purchase Plan                                 35                        -                                -                    -                  35

    Shares repurchased under normal course issuer bid                                                                                           (8,501)                                  4,276                         -                   -                    (4,225)

    Dividends declared                                                                                                                                                      -                       -                                -              (3,374)             (3,374)
    ------------------                                                                                                                                                    ---                     ---                              ---               ------               ------

    Balance - September 30, 2016                                                                                                                                     $419,448                  $21,016                           $16,225            $(220,126)            $236,563
    ============================                                                                                                                                     ========                  =======                           =======             =========             ========


    Balance - December 31, 2016                                                                                                                                       419,485                   21,036                            16,225             (212,602)             244,144


    Comprehensive earnings:

                                                                                            Net loss                                                                           -                       -                                -               22,591               22,591

                                                                                            Other Comprehensive Income                                                         -                       -                            3,742                     -               3,742

    Shares and options issued:

                                                                                            Stock-based compensation expense                                                   -                     452                                 -                    -                 452

                                                                                            Shares issued upon acquisition                                                   662                        -                                -                    -                 662

                                                                                            Sale of shares under Employee Share Purchase Plan                                 33                        -                                -                    -                  33

                                                                                            Shares repurchased under normal course issuer bid                            (1,342)                     790                                 -                    -               (552)

    Dividends declared                                                                                                                                                      -                       -                                -              (3,401)             (3,401)
    ------------------                                                                                                                                                    ---                     ---                              ---               ------               ------

    Balance - September 30, 2017                                                                                                                                     $418,838                  $22,278                           $19,967            $(193,412)            $267,671
    ============================                                                                                                                                     ========                  =======                           =======             =========             ========


    Quarterhill Inc.

    Reconciliations of GAAP Net Income (Loss) to Adjusted EBITDA

    (in thousands of United States dollars, except share and per share amounts) (unaudited)


                                                                                                                      For the three months ended,                                   For the nine months ended,

    Adjusted EBITDA                                                                                      September 30,                            September 30,               September 30,                    September 30,
                                                                                                                  2017                                      2016                         2017                              2016
    ---                                                                                                           ----                                      ----                         ----                              ----


    Net income                                                                                                                 $26,211                                  $657                                           $22,591         $2,425


    Adjusted for:

                                                                    Income tax expense                                              9,083                                 1,926                                             3,025          7,260

                                                                    Foreign exchange (gain) loss                                      239                                    78                                             (472)         (199)

                                                                    Finance expense                                                   970                                     -                                              984              -

                                                                    Finance income                                                   (93)                                (138)                                            (545)         (376)

                                                                    Special charges                                                   218                                     -                                            1,512              -

                                                                    Amortization of intangibles                                     7,336                                 6,744                                            18,667         26,616

                                                                    Loss on disposal of intangible                                 15,190                                     -                                           15,190              -

                                                                     Depreciation of property, plant and
                                                                     equipment                                                        556                                   104                                               817            317

                                                                    Effect of deleted deferred revenue                                374                                     -                                              641              -

                                                                     Increased costs from inventory
                                                                     step-up                                                          444                                     -                                              581              -

                                                                    Effect of deleted prepaid expenses                               (10)                                    -                                             (10)             -

                                                                    Stock based compensation                                          273                                    42                                               452            195

                                                                    Other expense (income)                                          (231)                                    -                                            (300)             -
                                                                    ---------------------                                            ----                                   ---                                             ----            ---

    Adjusted EBITDA                                                                                                            $60,560                                $9,413                                           $63,133        $36,238
    ===============                                                                                                            =======                                ======                                           =======        =======


    Adjusted EBITDA per share

    Net income                                                                                                                   $0.22                                 $0.01                                             $0.19          $0.02


    Adjusted for:

                                                                    Income tax expense                                               0.08                                  0.02                                              0.03           0.06

                                                                    Foreign exchange (gain) loss                                        -                                    -                                                -             -

                                                                    Finance expense                                                  0.01                                     -                                             0.01              -

                                                                    Finance income                                                      -                                    -                                                -             -

                                                                    Special charges                                                     -                                    -                                             0.01              -

                                                                    Amortization of intangibles                                      0.06                                  0.06                                              0.16           0.22

                                                                    Loss on disposal of intangible                                   0.13                                     -                                             0.13              -

                                                                     Depreciation of property, plant and
                                                                     equipment                                                          -                                    -                                             0.01              -

                                                                    Effect of deleted deferred revenue                                  -                                    -                                             0.01              -

                                                                     Increased costs from inventory
                                                                     step-up                                                            -                                    -                                                -             -

                                                                    Effect of deleted prepaid expenses                                  -                                    -                                                -             -

                                                                    Stock based compensation                                            -                                    -                                                -             -

                                                                    Other expense (income)                                              -                                    -                                                -             -
                                                                    ---------------------                                             ---                                  ---                                              ---           ---

    Adjusted EBITDA per share                                                                                                    $0.50                                 $0.09                                             $0.55          $0.30
    =========================                                                                                                    =====                                 =====                                             =====          =====


    Weighted average number of Common
     Shares

      Basic                                                                                                                118,627,249                           118,912,606                                       118,595,713    119,500,216

SOURCE Quarterhill Inc.