Quarterhill Announces Fourth Quarter and Fiscal 2019 Financial Results

    --  Fiscal 2019 Revenue increases 90% to $146.7 million
    --  Fiscal 2019 Adjusted EBITDA of $40.0 million represents a year-over-year
        improvement of more than $50.0 million
    --  Subsequent to year-end, in a damages-only re-trial, a jury awarded WiLAN
        $85.23 million in damages owed to WiLAN by Apple

KITCHENER, ON, Feb. 27, 2020 /PRNewswire/ - Quarterhill Inc. ("Quarterhill" or the "Company") (TSX: QTRH) (OTCQX: QTRHF), announces its financial results for the three- and twelve-month periods ended December 31, 2019. All financial information in this press release is reported in U.S. dollars, unless otherwise indicated.

Fiscal 2019 Highlights

    --  Revenues of $146.7 million, compared to $77.4 million in 2018
    --  Recurring revenue of $21.1 million, compared to $22.0 million in 2018
    --  Adjusted EBITDA* of $40.0 million, compared to ($10.6) million in 2018
    --  Net income of $10.5 million, or $0.09 per basic and diluted common
        share, compared to net loss of ($49.1) million, or ($0.41) per basic and
        diluted common share, in 2018
    --  Cash generated (used) in operations of $7.5 million, compared to ($8.8)
        million in 2018
    --  Cash and equivalents at December 31, 2019 were $68.6 million, compared
        to $67.3 million at December 31, 2018
    --  Working capital at December 31, 2019 was $86.5 million, compared to
        $64.1 million at December 31, 2018
    --  Wi-LAN Inc. ("WiLAN") completed patent license agreements with NVIDIA,
        LG, SK hynix Inc and three Canadian telcos, among others
    --  IRD achieved record revenue and adjusted EBITDA
    --  VIZIYA completed a large enterprise software agreement with a global
        integrated energy and chemical company, which led to significant revenue
        growth and margin expansion in 2019
    --  Subsequent to year-end, in a damages-only re-trial, a jury awarded WiLAN
        $85.2 million in damages owed to WiLAN by Apple Inc.

Fourth Quarter 2019 Highlights

    --  Revenues of $39.2 million, compared to $25.4 million in Q4 2018
    --  Recurring revenue of $5.0 million, compared to $4.7 million in Q4 2018
    --  Adjusted EBITDA* of $12.6 million, compared to $3.2 million in Q4 2018
    --  Net income of $5.6 million, or $0.05 per basic and diluted common share,
        compared to net loss of ($19.9) million, or ($0.17) per basic and
        diluted common share, in Q4 2018
    --  Cash used in operations was ($1.8) million, compared to $9.1 million
        generated from operations in Q4 2018

"2019 saw revenue and adjusted EBITDA growth on both a consolidated basis for Quarterhill as well as with each of our portfolio companies," said John Gillberry, Chairman of Quarterhill. "Adjusted EBITDA in 2019 included a contribution of more than $10 million combined from IRD and VIZIYA, which reflects the potential of our diversification strategy to generate incremental value for the business. Strong results in 2019 resulted in $86.5 million of working capital at year-end (up $22.4 million from the prior year-end) giving us a solid financial foundation from which to pursue our growth activities in 2020 and beyond.

"Our CEO search remains well underway and is proceeding in-line with our expectations. We have reviewed and met with a number of promising candidates and we have another round of meetings set up in early March. Should these interviews proceed as expected, we believe we will then be in a position to short-list our candidate pool and begin discussions that could lead to an announcement in early spring. While timing is important, the absolute most important consideration is finding the right person with the right blend of skills and experience for the role. In the interim, each of our portfolio companies is in good hands and is being run by a talented and experienced CEO who has played a part in generating the positive results we've released today."

"Subsequent to quarter-end, on January 24, we announced that WiLAN won a second jury verdict against Apple in the damages trial held in the United States District Court for the Southern District of California. This was a re-trial for damages only, resulting from the previous related trial verdict rendered in August 2018. In the jury's verdict, WiLAN was awarded $85.2 million in damages. It is important to note that in both jury trials the jury awarded WiLAN the full amount that it argued as being owed by Apple. We are pleased with the jury's decision and believe it is a reflection of our team's advocacy, the strength of our patent portfolio and the systematic and reasonable approach we take in our licensing and litigation activities The trial is now in the customary post-trial process and we will provide updates on any material developments as they occur."

Approval of Eligible Dividend
The Board of Directors has declared an eligible quarterly dividend of CDN $0.0125 per common share payable on April 3, 2020, to shareholders of record on March 20, 2020.

Business Strategy and Segments
Quarterhill's acquisition strategy focuses primarily on financial metrics while remaining cognizant of broader technology and market trends as it builds a portfolio of businesses that are characterized as having recurring revenue, free cash flow and profitable growth potential. Driven by the execution of a proven and disciplined acquisition strategy, the Company seeks to enable shareholders to benefit from consolidation and convergence trends in today's technology industry.

Q4 and Fiscal 2019 Consolidated Financial Review
Consolidated revenues for the three months ended December 31, 2019 ("Q4 2019") were $39.2 million, compared to $25.4 million in Q4 2018, representing growth of 54%. Consolidated revenues for the twelve months ended December 31, 2019 ("FY2019") were $146.7 million, compared to $77.4 million in FY2018, representing growth of 90%. Growth for Q4 2019 and FY2019 was driven by higher revenue from all three businesses - WiLAN, IRD and VIZIYA.

Gross margin for Q4 2019 was $22.0 million, or 56%, compared to $9.6 million, or 38%, in Q4 2018. Gross margin for FY2019 was $72.9 million, or 50%, compared to $18.8 million, or 24%, in FY2018. The Q4 2019 quarter-over-quarter improvement in gross margin was due primarily to better margin performance at WiLAN and IRD, and for FY2019, the year-over-year improvement in gross margin was due to better margin performance from all three businesses - WiLAN, IRD and VIZIYA.

Operating expenses include selling, general and administrative costs ("SG&A"), research and development ("R&D") costs, depreciation, amortization and impairment losses of intangible assets and special charges. Operating expenses for Q4 2019 were $16.3 million, compared to $30.7 million in Q4 2018. Operating expenses in Q4 2018 included a $16.1 million non-cash impairment loss on goodwill. Excluding impairment loss on goodwill, the year-over-year increase in operating expenses was primarily due to higher SG&A and R&D, offset in part by lower depreciation and amortization of intangible assets. For FY2019, operating expenses were $57.8 million, compared to $77.3 million in FY2018. Excluding the impairment loss on goodwill in Q4 2018, operating expenses decreased year-over-year primarily due to lower depreciation, amortization of intangible assets and special charge expense, offset in part by higher SG&A and R&D.

Adjusted EBITDA for Q4 2019 was $12.6 million compared to $3.2 million in Q4 2018. Adjusted EBITDA for FY2019 was $40.0 million compared to ($10.6) million in FY2018. The increase in adjusted EBITDA for Q4 2019 reflects the better performance at WiLAN and IRD. FY2019 reflects improved operations at all three portfolio companies in 2019, and in particular, at WiLAN.

Net income for Q4 2019 was $5.6 million, or $0.05 per basic and diluted Common Share, compared to net loss of ($19.9) million or ($0.17) per basic and diluted Common Share in Q4 2018. Net income for FY2019 was $10.5 million, or $0.09 per basic and diluted Common Share, compared to a net loss of ($49.1) million, or ($0.41) per basic and diluted Common Share, in FY2018. Of note, net loss for Q4 2018 and FY2018 included a $16.1 million non-cash impairment loss on goodwill. For FY2019, the Company's bottom-line improved primarily due to higher revenues and gross margins at all three portfolio companies.

Cash used in operations in Q4 2019 was ($1.8) million, compared to cash generated from operations of $9.1 million in Q4 2018. Cash used in operations in Q4 2019 reflects working capital adjustments of ($12.4) million primarily related to the timing of collections for certain patent license agreements that were completed in the quarter. A majority of these payments have subsequently been collected in Q1 2020. Cash generated from operations for FY2019 was $7.5 million, compared to cash used in operations of ($8.8) million in FY2018. Cash from operations for FY2019 benefited from the improved financial performance at all three portfolio businesses.

Cash and cash equivalents and short-term investments amounted to $68.6 million at December 31, 2019, compared to $67.3 million at December 31, 2018. Working capital at December 31, 2019 was $86.5 million, compared to $64.1 million at December 31, 2018.

The table below highlights financial performance for the Company's Licensing, Intelligent Systems and Enterprise Software 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 December 31, 2019



                                                                   Licensing                Intelligent                         Enterprise  Corporate               Total
                                                                                          Systems                            Software




       Revenues                                                             $
      23,175                                    $
            13,415             $
        2,567       
     $             $
       39,157



       Cost of revenues (excluding depreciation and amortization)                8,635                                               7,984                     491                            17,110

    ---

                                                                                 14,540                                               5,431                   2,076                            22,047



       Selling, general and administrative expenses                              1,041                                               3,151                   2,410                 1,697        8,299



       Research and development expenses                                                                                              528                     960                             1,488



       Depreciation of property, plant and equipment                                12                                                 143                      32                     4          191



       Amortization of intangibles                                               3,304                                                 952                     758                             5,014



       Impairment losses on intangibles                                             87                                                                                                          87



       Special charges                                                              15                                                                        859                   392        1,266

    ---


       Results from operations                                                  10,081                                                 657                 (2,943)              (2,093)       5,702



       Finance income                                                            (124)                                                (2)                                       (259)       (385)



       Finance expense                                                             (1)     #                                           53                       1                                53



       Foreign exchange (gain) loss                                              (476)                                                181                    (12)                  423          116



       Other expense (income)                                                        6      #                                        (289)                    (2)                            (285)

    ---


       Income (loss) before taxes                                               10,676                                                 714                 (2,930)              (2,257)       6,203



       Current income tax expense (recovery)                                     1,823      #                                        (105)                (1,035)                              683



       Deferred income tax (recovery) expense                                     (23)     #                                         (52)                  (178)                  139        (114)

    ---


       Income tax expense (recovery)                                             1,800                                               (157)                (1,213)                  139          569

    ---


       Net income (loss)                                                     $
      8,876                                       $
            871           $
        (1,717)           $
     (2,396)  $
       5,634

    ===




       Adjusted EBITDA                                                          13,509                                               2,161                 (1,288)              (1,766)      12,616





       
              Other reconciling items:



       Stock-based compensation                                                     10                                                  20                       6                  (69)        (33)



       Dividends from joint venture                                                                                                   389                                                      389


                                                                                       
         For the twelve months ended December 31, 2019



                                                                   Licensing                Intelligent                           Enterprise  Corporate            Total
                                                                                         Systems                              Software




       Revenues                                                             $
     79,808                                     $
              50,392           $
      16,520       
     $             $
         146,720



       Cost of revenues (excluding depreciation and amortization)              39,995                                                 32,312                1,526                               73,833

    ---

                                                                                39,813                                                 18,080               14,994                               72,887



       Selling, general and administrative expenses                             2,547                                                 10,753                7,542                 7,880          28,722



       Research and development expenses                                                                                              2,308                2,825                                5,133



       Depreciation of property, plant and equipment                               92                                                    866                  138                    16           1,112



       Amortization of intangibles                                             13,772                                                  3,791                3,029                               20,592



       Impairment losses on intangibles                                            87                                                                                                             87



       Special charges                                                          1,851                                                                        859                 (537)          2,173

    ---


       Results from operations                                                 21,464                                                    362                  601               (7,359)         15,068



       Finance income                                                           (328)                                                  (17)                                    (911)        (1,256)



       Finance expense                                                            (1)                                                   390                    4                     1             394



       Foreign exchange (gain) loss                                             (730)                                                   207                   23                   766             266



       Other expense (income)                                                       3                                                  (659)                 (2)                               (658)

    ---


       Income (loss) before taxes                                              22,520                                                    441                  576               (7,215)         16,322



       Current income tax expense                                               5,774                                                    202                   15                                5,991



       Deferred income tax expense (recovery)                                   1,767                                                (1,212)               (639)                (113)          (197)

    ---


       Income tax expense (recovery)                                            7,541                                                (1,010)               (624)                (113)          5,794

    ---


       Net income (loss)                                                    $
     14,979                                      $
              1,451            $
      1,200           $
      (7,102)  $
         10,528

    ===




       Adjusted EBITDA                                                         37,275                                                  5,507                4,676               (7,467)         39,991





       
                Other reconciling items:



       Stock-based compensation                                                     9                                                     99                   49                   413             570



       Dividends from joint venture                                                                                                     389                                                      389


                                                                                         
        For the three months ended December 31, 2018



                                                                   Licensing                  Intelligent                           Enterprise  Corporate                Total
                                                                                           Systems                             Software




       Revenues                                                              $
      10,623                                     $
              12,541             $
         2,252       
     $                  $
          25,416



       Cost of revenues (excluding depreciation and amortization)                 7,742                                                  7,805                      314                                    15,861

    ---

                                                                                   2,881                                                  4,736                    1,938                                     9,555



       Selling, general and administrative expenses                                 599                                                  2,753                    1,593                   1,087              6,032



       Research and development expenses                                                                                                  429                      448                                       877



       Depreciation of property, plant and equipment                                 48                                                    280                       30                       4                362



       Amortization of intangibles                                                4,434                                                    950                      758                                     6,142



       Impairment losses on intangibles                                             509                                                                                                                     509



       Impairment loss on goodwill                                                                                                     16,066                                                            16,066



       Special charges                                                            2,498                                                    115                                         (1,942)               671

    ---


       Results from operations                                                  (5,207)                                              (15,857)                   (891)                    851           (21,104)



       Finance income                                                              (33)                                                   (2)                                          (402)             (437)



       Finance expense                                                                1                                                     61                        1                                        63



       Foreign exchange loss (gain)                                                 612                                                  (392)                     115                   (453)             (118)



       Other (income) expense                                                                                                            (58)                      77                                        19

    ---


       (Loss) income before taxes                                               (5,787)                                              (15,466)                 (1,084)                  1,706           (20,631)



       Current income tax expense (recovery)                                        656                                                   (92)                   (137)                                      427



       Deferred income tax (recovery) expense                                   (4,334)                                                 (593)                   (186)                  3,984            (1,129)

    ---


       Income tax (recovery) expense                                            (3,678)                                                 (685)                   (323)                  3,984              (702)

    ---


       Net loss                                                             $
      (2,109)                                  $
              (14,781)            $
         (761)             $
     (2,278)    $
        (19,929)

    ===




       Adjusted EBITDA                                                            2,302                                                  1,901                     (89)                  (951)             3,163





       
                Other reconciling items:



       Stock-based compensation                                                      20                                                     30                       14                     136                200



       Dividends from joint venture                                                                                                       317                                                               317


                                                                                           
        For the twelve months ended December 31, 2018



                                                                   Licensing                    Intelligent                           Enterprise   Corporate                 Total
                                                                                             Systems                             Software




       Revenues                                                               $
       20,811                                     $
              45,051              $
         11,539           
     $                  $
          77,401



       Cost of revenues (excluding depreciation and amortization)                  27,539                                                 29,594                      1,441                                        58,574

    ---

                                                                                   (6,728)                                                15,457                     10,098                                        18,827



       Selling, general and administrative expenses                                 2,598                                                 10,250                      6,723                       7,421             26,992



       Research and development expenses                                                                                                  2,022                      1,549                                         3,571



       Depreciation of property, plant and equipment                                  257                                                  1,129                        121                          10              1,517



       Amortization of intangibles                                                 18,731                                                  3,873                      3,029                                        25,633



       Impairment losses on intangibles                                               509                                                                                                                           509



       Impairment loss on goodwill                                                                                                       16,066                                                                  16,066



       Special charges                                                              2,498                                                  2,435                                               (1,942)             2,991

    ---


       Results from operations                                                   (31,321)                                              (20,318)                   (1,324)                    (5,489)          (58,452)



       Finance income                                                                (36)                                                  (11)                                                (912)             (959)



       Finance expense                                                                  2                                                    205                         11                           2                220



       Foreign exchange loss (gain)                                                   946                                                  (556)                       166                       (748)             (192)



       Other income                                                                                                                       (942)                     (192)                                      (1,134)

    ---


       Loss before taxes                                                         (32,233)                                              (19,014)                   (1,309)                    (3,831)          (56,387)



       Current income tax expense (recovery)                                        1,793                                                     66                      (782)                          1              1,078



       Deferred income tax (recovery) expense                                    (11,262)                                               (1,731)                     (935)                      5,583            (8,345)

    ---


       Income tax (recovery) expense                                              (9,469)                                               (1,665)                   (1,717)                      5,584            (7,267)

    ---


       Net (loss) income                                                    $
       (22,764)                                  $
              (17,349)                $
         408                 $
      (9,415)   $
         (49,120)

    ===




       Adjusted EBITDA                                                            (9,280)                                                 3,793                      2,011                     (7,161)          (10,637)





       
                Other reconciling items:



       Effect of deleted deferred revenue                                                                                                   167                        147                                           314



       Stock-based compensation                                                        46                                                    124                         38                         260                468



       Dividends from joint venture                                       0                             317                                     0           0                     317

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://event.on24.com/wcc/r/2189235/1F40377701F38205A1A0891EE7E28C0C

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 90 days at: https://event.on24.com/wcc/r/2189235/1F40377701F38205A1A0891EE7E28C0C

Telephone replay will be available from 1:00 p.m. Eastern Time on February 27, 2020 until 11:59 p.m. Eastern Time on March 5, 2020 at: 1.855.859.2056 (Toll Free) or 1.416.849.0833 (International). The telephone replay requires the passcode 3232057.

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 (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 property, plant and equipment; (vi) effects of deleted deferred revenue; (vii) stock based compensation; (viii) foreign exchange (gain) loss; and (ix) equity in income and dividends from joint ventures. Adjusted EBITDA is a measure used by our management to analyze the performance of 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 INCOME AS DETERMINED IN ACCORDANCE WITH U.S. GAAP.

About Quarterhill
Quarterhill is focused on the disciplined acquisition, management and growth of companies in dedicated technology areas including, vertical market software and solutions, intelligent industrial systems and innovation and licensing. Quarterhill's emphasis is on seeking out acquisition opportunities at reasonable valuations that provide a foundation for recurring revenues, predictable cash flows and margins, profitable growth, intimate customer relationships and dedicated management teams. 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 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 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 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.



       Consolidated Statements of Operations



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




                                                                                                      Three months ended                                    Twelve months ended
                                                                                             December 31,                                          December 31,



                                                                                                    2019                                    2018                             2019                       2018




       Revenues



       License                                                                     $
       
              22,965                        $
            10,646  $
              
                87,068           $
            23,544



       Systems                                                                                   10,482                                   9,495                           36,108                     29,252



       Services                                                                                     687                                     589                            2,490                      2,629



       Recurring                                                                                  5,023                                   4,686                           21,054                     21,976

    ---

                                                                                                  39,157                                  25,416                          146,720                     77,401




       Cost of revenues (excluding depreciation and amortization)



       License                                                                                    8,635                                   7,775                           40,012                     27,702



       Systems                                                                                    6,216                                   5,553                           22,550                     18,945



       Services                                                                                     491                                     281                            1,509                      1,276



       Recurring                                                                                  1,768                                   2,252                            9,762                     10,651

    ---

                                                                                                  17,110                                  15,861                           73,833                     58,574



                                                                                                  22,047                                   9,555                           72,887                     18,827




        Operating expenses



       Depreciation of property, plant and equipment                                                191                                     362                            1,112                      1,517



       Amortization of intangibles                                                                5,014                                   6,142                           20,592                     25,633



       Selling, general and administrative expenses                                               8,299                                   6,032                           28,722                     26,992



       Research and development expenses                                                          1,488                                     877                            5,133                      3,571



       Impairment losses on intangible assets                                                        87                                     509                               87                        509



       Impairment loss on goodwill                                                                                      16,066                                                     16,066



       Special charges                                                                            1,266                                     671                            2,173                      2,991

    ---

                                                                                                  16,345                                  30,659                           57,819                     77,279




        Results from operations                                                                   5,702                                (21,104)                          15,068                   (58,452)





       Finance income                                                                             (385)                                  (437)                         (1,256)                     (959)



       Finance expense                                                                               53                                      63                              394                        220



       Foreign exchange loss (gain)                                                                 116                                   (118)                             266                      (192)



       Other (income) expense                                                                     (285)                                     19                            (658)                   (1,134)

    ---


       Income (loss) before taxes                                                                 6,203                                (20,631)                          16,322                   (56,387)





       Current income tax expense                                                                   683                                     427                            5,991                      1,078



       Deferred income tax recovery                                                               (114)                                (1,129)                           (197)                   (8,345)

    ---


       Income tax expense (recovery)                                                                569                                   (702)                           5,794                    (7,267)

    ---




       
                Net income (loss)                                               $
       
              5,634                      $
            (19,929) $
              
                10,528         $
            (49,120)

    ===                                                                                                                                                                                                 ===




       
                Net income (loss) per share



       Basic                                                                         $
       
              0.05                        $
            (0.17)   $
              
                0.09           $
            (0.41)



       Diluted                                                                       $
       
              0.05                        $
            (0.17)   $
              
                0.09           $
            (0.41)





       
                Weighted average number of common shares



       Basic                                                                                118,817,466                             118,817,466                      118,817,466                118,768,728



       Diluted                                                                              118,817,466                             118,817,466                      118,817,466                118,768,728





       
                Quarterhill Inc.



       Consolidated Statements of Comprehensive Income (Loss)



       (in thousands of United States dollars)




                                                                            Three months ended                           Twelve months ended
                                                                  December 31,                              December 31,



                                                                              2019                   2018                                     2019         2018






       Net income (loss)                                      $
     
                5,634           $
      (19,929)                  $
              
       10,528 $
      (49,120)



       Other comprehensive income (loss):



       Foreign currency translation adjustment                                343                (2,021)                                     554      (3,868)

    ---


       Comprehensive income (loss)                            $
     
                5,977           $
      (21,950)                  $
              
       11,082 $
      (52,988)

    ===                                                                                                                                                    ===





       
                Quarterhill Inc.



       Consolidated Balance Sheets



       (in thousands of United States dollars)





       As at                                     December 31, 2019                      December 31, 2018

    ---                                                                                                ---


       Current assets


        Cash and cash equivalents                                    $
       
           67,422                          $
            63,929



       Short-term investments                                                   1,189                                     1,139



       Restricted short-term investments                                                                  2,200


        Accounts receivable (net of allowance for
         doubtful accounts)                                                     32,936                                    10,812



       Other current assets                                                        83                                        91



       Unbilled revenue                                                         6,879                                     3,990



       Income taxes receivable                                                    105                                       198



       Inventories (net of obsolescence)                                        6,576                                     5,960



       Prepaid expenses and deposits                                            1,720                                     2,332

    ---

                                                                               116,910                                    90,651



       Non-current assets



       Accounts receivable                                                      2,951                                       415



       Right-of-use assets                                                      3,570



       Property, plant and equipment                                            2,168                                     2,655



       Intangible assets                                                       68,699                                    87,425



       Investment in joint venture                                              4,015                                     3,822



       Deferred income tax assets                                              25,497                                    27,141



       Goodwill                                                                25,303                                    25,303

    ---

                                                                               132,203                                   146,761




       TOTAL ASSETS                                                $
       
           249,113                         $
            237,412

    ===                                                                                                                       ===




       Liabilities



       Current liabilities



       Bank indebtedness                                             $
       
           3,089                           $
            2,598


        Accounts payable and accrued liabilities                                19,762                                    18,103



       Income taxes payable                                                       156


        Current portion of right-of-use lease
         liabilities                                                               766



       Current portion of deferred revenue                                      6,628                                     4,670



       Current portion of long-term debt                                           45                                       299



       Contingent consideration                                                                             929

    ---

                                                                                30,446                                    26,599




       Non-current liabilities



       Deferred revenue                                                         1,161                                     1,435



       Right-of-use lease liabilities                                           2,724



       Long-term debt                                                             208                                       173



       Deferred income tax liabilities                                          2,530                                     4,337

    ---

                                                                                 6,623                                     5,945




       TOTAL LIABILITIES                                                       37,069                                    32,544

    ---




       Shareholders' equity



       Capital stock                                                          419,111                                   419,111



       Additional paid-in capital                                              23,527                                    22,957


        Accumulated other comprehensive income                                  16,797                                    16,243



       Deficit                                                              (247,391)                                (253,443)

    ---

                                                                               212,044                                   204,868



        TOTAL LIABILITIES AND
         SHAREHOLDERS' EQUITY                                       $
       
           249,113                         $
            237,412

    ---                                                                                                                       ---





              
                Quarterhill Inc.



              Condensed Consolidated Interim Statements of Cash Flows



              (in thousands of United States dollars)




                                                                                                Three months ended                                          Twelve months ended
                                                                                       December 31,                                        December 31,



                                                                                                   2019                             2018                                             2019                            2018




              Cash generated from (used in):



              Operations



              Net income (loss)                                                   $
      
                5,634                  $
         (19,929)                       $
              
          10,528               $
           (49,120)



              Non-cash items



              Stock-based compensation                                                            (33)                             200                                              570                             468



              Depreciation and amortization                                                      5,205                            6,503                                           21,704                          27,150



              Foreign exchange (gain) loss                                                        (24)                             188                                             (85)                          (942)



              Equity (earnings) loss from joint venture                                          (289)                            (58)                                           (659)                            299



              Loss on disposal of intangibles                                162                                                                          162



              Impairment losses on intangibles                                                      87                              509                                               87                             509



              Impairment losses on goodwill                                                                        16,066                                                                       16,066



              Contingent consideration adjustment                                                                 (3,545)                              (929)                                  (3,545)



              (Gain) loss on disposal of assets                             (16)                                                                         551                                      (24)



              Deferred income tax recovery                                                       (114)                         (1,129)                                           (197)                        (8,345)



              Embedded derivatives                                                                (11)                            (75)                                               8                            (78)



              Changes in non-cash working capital balances                                    (12,391)                          10,414                                         (24,192)                          8,763

    ---


              Cash generated (used in) from operations                                         (1,790)                           9,144                                            7,548                         (8,799)



              Financing



              Dividends paid                                                                   (1,128)                         (1,136)                                         (4,476)                        (4,605)



              Bank indebtedness                                                                  (664)                         (3,076)                                             491                           (970)



              Repayment of long-term debt                                                           42                               48                                            (219)                           (44)



              Common shares issued for cash from Employee Share                                                                                                                            27
    Purchase Plan

    ---


              Cash used in financing                                                           (1,750)                         (4,164)                                         (4,204)                        (5,592)



              Investing



              Dividends received from joint venture                                                389                              317                                              389                             317



              Proceeds from sale of restricted short-term investments                            2,100                            1,300                                            2,200                           1,300



              Proceeds from sale of property, plant and equipment             10                                                                           33                                        54



              Purchase of property and equipment                                                 (393)                           (156)                                         (1,123)                          (575)



              Repayment of patent finance obligations                                                                                                                                         (4,167)



              Purchase of intangibles                                                              (4)                            (19)                                         (1,429)                          (133)

    ---


              Cash from (used in) investing                                                      2,102                            1,442                                               70                         (3,204)



              Foreign exchange gain (loss) on cash held in foreign currency                         14                            (191)                                              79                           (294)

    ---


              Net (decrease) increase in cash and cash equivalents                             (1,424)                           6,231                                            3,493                        (17,889)



              Cash and cash equivalents, beginning of period                                    68,846                           57,698                                           63,929                          81,818

    ---


              Cash and cash equivalents, end of period                           $
      
                67,422                    $
         63,929                        $
              
          67,422                 $
           63,929

    ---                                                                                                                                                                                                              ---



       Consolidated Statements of Shareholders' Equity



       (in thousands of United States dollars)




                                                                  Capital            Additional  Accumulated         Deficit         Total
                                                            Stock            Paid-in                                          Equity
                                                                             Capital                Other

                                                                                                Comprehensive

                                                                                                    Income




       Balance - January 1, 2018                                             $
            418,873                   $
       22,489                  $
        20,111     $
       (199,718)     $
         261,755





       Comprehensive loss:



       Net loss                                                                                                                                                   (49,120)           (49,120)



       Other comprehensive loss                                                                                                                  (3,868)                              (3,868)



       Shares and options issued:



       Stock-based compensation expense                                                                                 468                                                                468



       Conversion of deferred stock units to common shares                                 211                                                                                             211



       Sale of shares under Employee Share                                                  27                                                                                              27
      
       Purchase Plan



       Dividends declared                                                                                                                                          (4,605)            (4,605)

    ---


       Balance - December 31, 2018                                           $
            419,111                   $
       22,957                  $
        16,243     $
       (253,443)     $
         204,868

    ===




       Balance - January 1, 2019                                                       419,111                        22,957                        16,243          (253,443)            204,868





       Comprehensive income:



       Net income                                                                                                                                                   10,528              10,528



       Other comprehensive income                                                                                                                    554                                   554



       Options issued:



       Stock-based compensation expense                                                                                 570                                                                570



       Dividends declared                                                                                                                                          (4,476)            (4,476)

    ---


       Balance - December 31, 2019                                       $
     
              419,111               $
     
         23,527              $
     
          16,797 $
     
         (247,391) $
     
           212,044

    ---



              
                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 twelve months ended
                                                                                                                 December 31,                                        December 31,

                                                                                                                                                                          ---


              Adjusted EBITDA                                                                         2019                                     2018                             2019                     2018

                                                                                                                                                                                                        ---




              Net income (loss)                                                                                       $
              5,634                        $
              (19,929)                           $
        
            10,528         $
          (49,120)





              Adjusted for:



              Income tax expense (recovery)                                                                                       569                                       (702)                                           5,794                  (7,267)



              Foreign exchange loss (gain)                                                                                        116                                       (118)                                             266                    (192)



              Finance expense                                                                                                      53                                          63                                              394                      220



              Finance income                                                                                                    (385)                                      (437)                                         (1,256)                   (959)



              Special charges                                                                                                   1,266                                         671                                            2,173                    2,991



              Amortization of intangibles                                                                                       5,014                                       6,142                                           20,592                   25,633



              Impairment losses on intangible assets                                                                               87                                         509                                               87                      509



              Impairment loss on goodwill                                                                                                           16,066                                                                           16,066



              Depreciation of property, plant and equipment                                                                       191                                         362                                            1,112                    1,517



              Effect of deleted deferred revenue                                                                                                                                                                                       314



              Stock based compensation                                                                                           (33)                                        200                                              570                      468



              Dividend from joint venture                                                                                         389                                         317                                              389                      317



              Other income                                                                                                      (285)                                         19                                            (658)                 (1,134)

    ---


              
                Adjusted EBITDA                                                                 $
           
                12,616                    $
        
                3,163                            $
        
            39,991         $
          (10,637)

    ===                                                                                                                                                                                                                                                 ===



                                                                                                                     For the three months ended                          For the twelve months ended
                                                                                                                 December 31,                                        December 31,

                                                                                                                                                                          ---


              
                Adjusted EBITDA per share                                                  2019                                     2018                             2019                     2018

                                                                                                                                                                                                        ---




              Net income (loss)                                                                                        $
              0.05                          $
              (0.17)                             $
        
            0.09           $
          (0.42)





              Adjusted for:



              Income tax expense (recovery)                                                                                                         (0.01)                                            0.05                           (0.07)



              Foreign exchange loss (gain)



              Finance expense



              Finance income                                                                                                                                                                        (0.01)



              Special charges                                                                                                    0.01                                        0.01                                             0.02                     0.03



              Amortization of intangibles                                                                                        0.05                                        0.05                                             0.18                     0.21



              Impairment losses on intangible assets



              Impairment loss on goodwill                                                                                                             0.14                                                                             0.14



              Depreciation of property, plant and equipment                                                                                                                                           0.01



              Effect of deleted deferred revenue



              Stock based compensation



              Dividend from joint venture



              Other income

    ---


              
                Adjusted EBITDA per share                                                         $
           
                0.11                     $
        
                0.02                              $
        
            0.34           $
          (0.11)

    ---                                                                                                                                                                                                                                                 ---

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SOURCE Quarterhill Inc.