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TORONTO, ONTARIO -- (Marketwired) -- 10/30/13 -- Constellation Software Inc. (TSX: CSU) ("Constellation" or the "Company") today announced its financial results for the third quarter ended September 30, 2013 and declared a $1.00 per share dividend payable on January 3, 2014 to all common shareholders of record at close of business on December 17, 2013. This dividend has been designated as an eligible dividend for the purposes of the Income Tax Act (Canada). Please note that all dollar amounts referred to in this press release are in U.S. Dollars unless otherwise stated.

The following press release should be read in conjunction with the Company's Unaudited Condensed Consolidated Interim Financial Statements for the three and nine months ended September 30, 2013 and the accompanying notes, our Management's Discussion and Analysis for the three and nine months ended September 30, 2013, our annual Consolidated Financial Statements, prepared in accordance with International Financial Reporting Standards ("IFRS") and our annual Management's Discussion and Analysis for the year ended December 31, 2012, which can be found on SEDAR at www.sedar.com and on the Company's website www.csisoftware.com. Additional information about the Company is also available on SEDAR at www.sedar.com.

Q3 2013 Headlines:

--  Revenue grew 40% (4% organically) to $316 million compared to $226
    million in Q3 2012.
--  Adjusted EBITDA increased $12 million or 25% to $61 million as compared
    to Q3 2012.
--  Adjusted Net Income increased 29% to $54 million ($2.55 on a diluted per
    share basis) from $42 million ($1.99 on a diluted per share basis) in Q3
    2012.
--  Seven acquisitions were completed for aggregate cash consideration of
    $10 million plus cash holdbacks of $1 million and estimated value of
    contingent consideration of $1 million.
--  Cash flows from operations for the first nine months of 2013 increased
    $55 million or 66% to $139 million from $84 million for the comparable
    period in 2012.
--  The amount drawn on the Company's credit facility decreased to $148
    million from $185 million in Q2 2013.

Third quarter 2013 revenue was $316 million, an increase of 40%, or $90 million, compared to $226 million for the comparable period in 2012. For the first nine months of 2013 total revenues were $871 million, an increase of 38%, or $240 million, compared to $630 million for the comparable period in 2012. The increase for both the three and nine month periods compared to the same periods in the prior year is mainly attributable to growth from acquisitions, however, the Company did experience positive organic growth of 4% and 3%, respectively.

Adjusted EBITDA for the third quarter of 2013 was $61 million, a 25% increase compared to the prior year's third quarter Adjusted EBITDA of $49 million. Third quarter 2013 Adjusted EBITDA per share on a diluted basis increased 25% to $2.86, compared to $2.30 for the same period last year. Adjusted EBITDA for the nine month period ended September 30, 2013 was $165 million, a 25% increase over last year's Adjusted EBITDA of $132 million for the same period. Adjusted EBITDA per share on a diluted basis for the nine month period ended September 30, 2013 increased 25% to $7.79, compared to $6.21 for the same period last year.

Adjusted Net Income for the third quarter of 2013 was $54 million, compared to the prior year's third quarter Adjusted Net Income of $42 million, a 29% increase. Third quarter 2013 Adjusted Net Income per share on a diluted basis increased 29% to $2.55 compared to $1.99 for the prior year's third quarter. Adjusted Net Income for the nine month period ended September 30, 2013 was $138 million, an increase of 25% over last year's Adjusted Net Income of $110 million. Adjusted Net Income per share on a diluted basis for the nine month period ended September 30, 2013 increased 25% to $6.49, compared to $5.19 for the same period in 2012.

Net income for the third quarter 2013 was $22 million compared to the prior year's third quarter net income of $21 million. On a diluted per share basis, this translates into net income per share of $1.05 for the third quarter of 2013 compared to $0.99 for the same period of 2012. Net income for the nine month period ended September 30, 2013 was $51 million, a decrease of 4% over last year's Net income of $53 million. Net income per share on a diluted basis for the nine month period ended September 30, 2013 decreased 4% to $2.39, compared to $2.48 for the same period in 2012.

Cash flows from operations for the third quarter of 2013 were $88 million, an increase of 92%, or $42 million, compared to $46 million for the comparable period in 2012. The increase was caused by a positive variance in changes in non-cash operating working capital in the third quarter of 2013 versus the third quarter of 2012 as well as an increase in Adjusted EBITDA as compared to the previous year. For the first nine months of 2013 cash flows from operations were $139 million, an increase of 66%, or $55 million, compared to $84 million for the comparable period in 2012.

The following table displays our revenue by reportable segment and the percentage change for the three and nine months ended September 30, 2013 compared to the same periods in 2012:

                         -------------------------  ------------------------
                                Three                      Nine
                               months     Period-        months     Period-
                                ended       Over-         ended       Over-
                            September      Period     September      Period
                                  30,      Change           30,      Change
                         -------------------------  ------------------------
                           2013  2012     $     %    2013  2012     $     %
                                ($M, except               ($M, except
                                percentages)              percentages)
Public Sector
Licenses                   17.6  12.7   5.0    39%   46.5  33.3  13.2    40%
Professional services      49.4  39.7   9.7    24%  145.7 107.5  38.3    36%
Hardware and other         31.1  22.4   8.7    39%   78.6  63.5  15.1    24%
Maintenance and other
 recurring                119.8  85.8  34.0    40%  324.6 242.3  82.3    34%
                         -------------------------  ------------------------
                          217.9 160.6  57.3    36%  595.4 446.5 148.9    33%
                         -------------------------  ------------------------
                         -------------------------  ------------------------

Private Sector
Licenses                    9.2   6.1   3.1    50%   25.1  16.4   8.6    53%
Professional services      13.4  10.8   2.6    24%   39.1  31.1   8.0    26%
Hardware and other          3.9   3.3   0.6    17%   11.7  10.0   1.7    17%
Maintenance and other
 recurring                 71.5  45.2  26.4    58%  199.3 126.2  73.0    58%
                         -------------------------  ------------------------
                           98.0  65.4  32.6    50%  275.1 183.7  91.4    50%
                         -------------------------  ------------------------

Public Sector

For the quarter ended September 30, 2013, total revenue in the public sector reportable segment increased by 36%, or $57 million to $218 million, compared to $161 million for the quarter ended September 30, 2012. For the nine months ended September 30, 2013, total revenue increased by 33%, or $149 million to $595 million, compared to $447 million for the comparable period in 2012. Total revenue growth from acquired businesses contributed approximately $52 million to our Q3 2013 revenues and $131 million to our nine months ended September 30, 2013 revenues compared to the same periods in 2012, as we completed 31 acquisitions since the beginning of 2012. Organic revenue growth was 4% in Q3 2013 and 3% for the nine months ended September 30, 2013 compared to the same periods in 2012.

Private Sector

For the quarter ended September 30, 2013, total revenue in the private sector reportable segment increased 50%, or $33 million to $98 million, compared to $65 million for the quarter ended September 30, 2012. For the nine months ended September 30, 2013 total revenue increased by 50%, or $91 million to $275 million, compared to $184 million for the comparable period in 2012. Total revenue growth from acquired businesses contributed approximately $30 million to our Q3 2013 revenues and $83 million to our nine months ended September 30, 2013 revenues compared to the same periods in 2012, as we completed 25 acquisitions since the beginning of 2012. Revenues increased organically by 4% for both the three and nine months ended September 30, 2013 compared to the same periods in 2012.

Conference Call and Webcast

Management will host a conference call at 9:00 a.m. (ET) on Thursday, October 31, 2013 to answer questions regarding the results. The teleconference numbers are 416-340-8530 or 800-766-6630. The call will also be webcast live and archived on Constellation's website at www.csisoftware.com.

A replay of the conference call will be available as of 11:30 a.m. ET the same day until 11:59 p.m. ET on November 14, 2013. To access the replay, please dial 905-694-9451 or 800-408-3053 followed by the passcode 9393313.

Forward Looking Statements

Certain statements herein may be "forward looking" statements that involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Constellation or the industry to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not such results will be achieved. A number of factors could cause actual results to vary significantly from the results discussed in the forward looking statements. These forward looking statements reflect current assumptions and expectations regarding future events and operating performance and are made as of the date hereof and Constellation assumes no obligation, except as required by law, to update any forward looking statements to reflect new events or circumstances.

Non-IFRS Measures

The term "Adjusted EBITDA" refers to net income before adjusting for finance income, finance costs, income taxes, equity in net income or loss of equity investees, impairment of non-financial assets, depreciation, amortization, and foreign exchange gain or loss. The Company believes that Adjusted EBITDA is useful supplemental information as it provides an indication of the results generated by the Company's main business activities prior to taking into consideration how those activities are financed and taxed and also prior to taking into consideration asset depreciation and amortization and the other items listed above. "Adjusted EBITDA margin" refers to the percentage that Adjusted EBITDA for any period represents as a portion of total revenue for that period.

"Adjusted net income" means net income adjusted for non-cash expenses (income) such as amortization of intangible assets, deferred income taxes, and certain other expenses (income). The Company believes that Adjusted net income is useful supplemental information as it provides an indication of the results generated by the Company's main business activities prior to taking into consideration amortization of intangible assets, deferred income taxes, and certain other non-cash expenses (income) incurred or recognized by the Company from time to time. "Adjusted net income margin" refers to the percentage that Adjusted net income for any period represents as a portion of total revenue for that period.

Adjusted EBITDA and Adjusted net income are not recognized measures under IFRS and, accordingly, readers are cautioned that Adjusted EBITDA and Adjusted net income should not be construed as alternatives to net income determined in accordance with IFRS. The Company's method of calculating Adjusted EBITDA and Adjusted net income may differ from other issuers and, accordingly, Adjusted EBITDA and Adjusted net income may not be comparable to similar measures presented by other issuers.

The following table reconciles Adjusted EBITDA to net income:

                         ------------------------- -------------------------
                                Three months               Nine months
                                       ended                     ended
(Unaudited)                    September 30,             September 30,
                              ---------------           ---------------
                                2013    2012              2013    2012
                          ($M, except percentages)  ($M, except percentages)

Total revenue                  315.9   226.0             870.5   630.2
                              ---------------           ---------------
                              ---------------           ---------------

Net income (loss)               22.2    21.1              50.7    52.6
Adjusted for:
Income tax expense
 (recovery)                      2.7     4.8              13.1    11.8
Foreign exchange (gain)
 loss                           (1.6)   (0.3)              0.5    (0.3)
Equity in net (income)
 loss of equity investees       (0.3)   (0.2)             (0.7)    0.9
Finance income                  (0.4)   (2.1)             (0.9)   (3.5)
Finance costs                    1.7     1.1               5.0     2.9
Amortization of
 intangible assets              33.8    22.1              90.0    61.6
Depreciation                     2.6     2.1               7.3     5.6

Adjusted EBITDA                 60.7    48.6             165.0   131.6
Adjusted EBITDA margin            19%     22%               19%     21%
                         ------------------------- -------------------------

The following table reconciles Adjusted net income to net income:

                           ------------------------ ------------------------
                                Three months              Nine months
                                       ended                    ended
                                   September                September
(Unaudited)                              30,                      30,
                                --------------           --------------
                                 2013   2012              2013   2012
                           ($M, except percentages) ($M, except percentages)

Total revenue                   315.9  226.0             870.5  630.2
                                --------------           --------------
                                --------------           --------------

Net income (loss)                22.2   21.1              50.7   52.6
Adjusted for:
Amortization of intangible
 assets                          33.8   22.1              90.0   61.6
Deferred income tax expense
 (recovery)                      (1.9)  (1.1)             (3.1)  (4.3)

Adjusted net income (loss)       54.1   42.1             137.6  109.9
Adjusted net income margin         17%    19%               16%    17%
                           ------------------------ ------------------------

About Constellation Software Inc.

Constellation Software acquires, manages and builds vertical market software businesses that provide mission-critical software solutions.

CONSTELLATION SOFTWARE INC.
Condensed Consolidated Interim Statements of Financial Position
(In thousands of U.S. dollars)

(Unaudited)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                             September 30,      December 31,
                                                      2013              2012
----------------------------------------------------------------------------

Assets

Current assets:
  Cash                                      $       44,962    $       41,313
  Equity security available-for-sale                   627               470
  Accounts receivable                              166,598           126,987
  Work in progress                                  52,958            36,926
  Inventories                                       21,327            18,739
  Other assets                                      42,640            29,178
  --------------------------------------------------------------------------
                                                   329,112           253,613

Non-current assets:
  Property and equipment                            22,990            21,300
  Deferred income taxes                             73,288           104,307
  Other assets                                      37,305            31,104
  Intangible assets                                522,807           402,355
  --------------------------------------------------------------------------
                                                   656,390           559,066

----------------------------------------------------------------------------
Total assets                                $      985,502    $      812,679
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Liabilities and Shareholders' Equity

Current liabilities:
  Bank indebtedness                         $      147,045    $       44,356
  Accounts payable and accrued
   liabilities                                     182,595           147,559
  Dividends payable                                 21,151            20,945
  Deferred revenue                                 293,075           224,049
  Provisions                                         5,498             6,396
  Acquired contract liabilities                      2,027             3,535
  Acquisition holdback payments                     18,155            20,635
  Income taxes payable                               2,889             5,066
  --------------------------------------------------------------------------
                                                   672,435           472,541

Non-current liabilities:
  Deferred income taxes                             24,755            29,283
  Acquired contract liabilities                     17,232            26,073
  Acquisition holdback payments                      3,495             5,973
  Other liabilities                                 22,859            20,005
  --------------------------------------------------------------------------
                                                    68,341            81,334

----------------------------------------------------------------------------
Total liabilities                                  740,776           553,875
----------------------------------------------------------------------------


Shareholders' equity:
  Capital stock                                     99,283            99,283
  Accumulated other comprehensive income               441             1,621
  Retained earnings                                145,002           157,900
  --------------------------------------------------------------------------
                                                   244,726           258,804


----------------------------------------------------------------------------
Total liabilities and shareholders'
 equity                                     $      985,502    $      812,679
----------------------------------------------------------------------------


CONSTELLATION SOFTWARE INC.
Condensed Consolidated Interim Statements of Income
(In thousands of U.S. dollars, except per share amounts)

(Unaudited)
----------------------------------------------------------------------------
----------------------------------------------------------------------------

                                   Three months ended     Nine months ended
                                        September 30,         September 30,
                                      2013       2012       2013       2012
----------------------------------------------------------------------------


Revenue                          $ 315,877  $ 225,980  $ 870,497  $ 630,227

Expenses
 Staff                             167,493    120,197    473,840    339,517
 Hardware                           20,800     14,554     53,057     37,486
 Third party license,
  maintenance and professional
  services                          27,579     15,134     71,848     44,095
 Occupancy                           7,895      5,450     21,169     15,114
 Travel                             11,154      8,595     31,785     24,607
 Telecommunications                  3,831      2,792     10,258      7,842
 Supplies                            5,782      3,512     15,405     10,810
 Professional fees                   3,999      3,979     11,220      8,046
 Other, net                          6,639      3,130     16,908     11,104
 Depreciation                        2,624      2,112      7,258      5,633
 Amortization of intangible
  assets                            33,773     22,099     90,034     61,643
----------------------------------------------------------------------------
                                   291,569    201,554    802,782    565,897


Foreign exchange loss (gain)        (1,636)      (321)       500       (330)
Equity in net (income) loss of
 equity investees                     (300)      (216)      (657)       875
Finance income                        (375)    (2,066)      (875)    (3,529)
Finance costs                        1,705      1,131      4,972      2,923
----------------------------------------------------------------------------
                                      (606)    (1,472)     3,940        (61)

Profit (loss) before income
 taxes                              24,914     25,898     63,775     64,391

Current income tax expense
 (recovery)                          4,563      5,918     16,230     16,087
Deferred income tax expense
 (recovery)                         (1,896)    (1,085)    (3,133)    (4,277)
----------------------------------------------------------------------------
Income tax expense (recovery)        2,667      4,833     13,097     11,810

----------------------------------------------------------------------------
Net income (loss)                   22,247     21,065     50,678     52,581
----------------------------------------------------------------------------

Earnings (loss) per share
 Basic and diluted               $    1.05  $    0.99  $    2.39  $    2.48

----------------------------------------------------------------------------


CONSTELLATION SOFTWARE INC.
Condensed Consolidated Interim Statements of Comprehensive Income
(In thousands of U.S. dollars, except per share amounts)

(Unaudited)
----------------------------------------------------------------------------
                                   Three months ended     Nine months ended
                                        September 30,         September 30,
                                      2013       2012       2013       2012
----------------------------------------------------------------------------

Net income (loss)                $  22,247  $  21,065  $  50,678  $  52,581

Items that are or may be
 reclassified subsequently to
 profit or loss:

  Net change in fair valueof
   available-for-sale financial
   asset during the period            (115)     8,907        157     13,821

  Net unrealized foreign
   exchange gain (loss) on
   available-for-sale financial
   asset during the period               -         72          -         45

  Amounts reclassified to profit
   during the period related to
   realized gains on available-
   for-sale financial asset              -     (1,900)         -     (2,963)

  Foreign currency translation
   differences from foreign
   operations                        2,083      1,875     (1,350)     1,073

  Current income tax recovery
   (expense)                            92         34         13         26

  Deferred income tax recovery
   (expense)                             -     (1,063)         -     (1,376)

----------------------------------------------------------------------------
Other comprehensive (loss)
 income for the period, net of
 income tax                          2,060      7,925     (1,180)    10,626

----------------------------------------------------------------------------
Total comprehensive income
 (loss) for the period           $  24,307  $  28,990  $  49,498  $  63,207
----------------------------------------------------------------------------


CONSTELLATION SOFTWARE INC.
Condensed Consolidated Interim Statements of Changes in Equity
(In thousands of U.S. dollars)

(Unaudited)
----------------------------------------------------------------------------
Nine months ended September 30,
 2013
                                                        Accumulated
                                                           other
                                       Capital         comprehensive
                                         stock         income/(loss)

                                                                    Amounts
                                                                 related to
                                                               gains/losses
                                                              on available-
                                                  Cumulative       for-sale
                                                 translation      financial
                                                     account         assets

Balance at January 1, 2013       $      99,283 $       1,450  $         171

Total comprehensive income for
 the period

Net income (loss)                            -             -              -

Other comprehensive income
 (loss)

Net change in fair value of
 available-for-sale financial
 asset during the period                     -             -            157

Net unrealized foreign exchange
 adjustment gain (loss) on
 available-for-sale financial
 asset during the period                     -             -              -

Amounts reclassified to profit
 during the period related to
 realized gains on available-
 for-sale investment                         -             -              -

Foreign currency translation
 differences from foreign
 operations                                  -        (1,350)             -

Current tax recovery (expense)               -            13              -

Deferred tax recovery (expense)              -             -              -

----------------------------------------------------------------------------
Total other comprehensive income
 (loss) for the period                       -        (1,337)           157

----------------------------------------------------------------------------
Total comprehensive income
 (loss) for the period                       -        (1,337)           157
----------------------------------------------------------------------------

Transactions with owners,
 recorded directly in equity
 Dividends to shareholders of
 the Company                                 -             -              -

----------------------------------------------------------------------------
Balance at September 30, 2013    $      99,283 $         113  $         328
----------------------------------------------------------------------------

Nine months ended September 30,
 2013
                                        Total
                                  accumulated
                                        other
                                comprehensive       Retained
                                income/(loss)       earnings          Total



Balance at January 1, 2013      $       1,621  $     157,900  $     258,804

Total comprehensive income for
 the period

Net income (loss)                           -         50,678         50,678

Other comprehensive income
 (loss)

Net change in fair value of
 available-for-sale financial
 asset during the period                  157              -            157

Net unrealized foreign exchange
 adjustment gain (loss) on
 available-for-sale financial
 asset during the period                    -              -              -

Amounts reclassified to profit
 during the period related to
 realized gains on available-
 for-sale investment                        -              -              -

Foreign currency translation
 differences from foreign
 operations                            (1,350)             -         (1,350)

Current tax recovery (expense)             13              -             13

Deferred tax recovery (expense)             -              -              -

----------------------------------------------------------------------------
Total other comprehensive income
 (loss) for the period                 (1,180)             -         (1,180)

----------------------------------------------------------------------------
Total comprehensive income
 (loss) for the period                 (1,180)        50,678         49,498
----------------------------------------------------------------------------

Transactions with owners,
 recorded directly in equity
 Dividends to shareholders of
 the Company                                -        (63,576)       (63,576)

----------------------------------------------------------------------------
Balance at September 30, 2013   $         441  $     145,002  $     244,726
----------------------------------------------------------------------------

(Unaudited)
---------------------------------------------------------------------------
Nine months ended September 30, 2012

                                                      Accumulated
                                                         other
                                      Capital        comprehensive
                                        stock        income/(loss)

                                                                  Amounts
                                                               related to
                                                             gains/losses
                                                                       on
                                                               available-
                                                 Cumulative      for-sale
                                                translation     financial
                                                    account        assets

Balance at January 1, 2012      $      99,283 $         182 $       6,779

Total comprehensive income for
 the period

Net income                                  -             -             -

Other comprehensive income
 (loss)

Net change in fair value of
 available-for-sale financial
 assets during the period                   -             -        13,821

Net unrealized foreign exchange
 adjustment gain (loss) on
 available-for-sale financial
 assets during the period                   -             -            45

Amounts reclassified to profit
 during the period related to
 realized gains on available-
 for-sale financial assets                  -             -        (2,963)

Foreign currency translation
 differences from foreign                   -         1,073             -
 operations

Current tax recovery (expense)              -            26             -

Deferred tax recovery (expense)             -             -        (1,376)

---------------------------------------------------------------------------
Total other comprehensive
 income for the period                      -         1,099         9,527

---------------------------------------------------------------------------
Total comprehensive income for
 the period                                 -         1,099         9,527
---------------------------------------------------------------------------

Transactions with owners,
 recorded directly in equity
 Dividends to shareholders of
 the Company                                -             -             -

---------------------------------------------------------------------------
Balance at September 30, 2012   $      99,283 $       1,281 $      16,306
---------------------------------------------------------------------------



(Unaudited)
----------------------------------------------------------------------------
Nine months ended September 30, 2012

                                        Total
                                  accumulated
                                        other
                                comprehensive       Retained
                                income/(loss)       earnings          Total



Balance at January 1, 2012     $        6,961  $     150,036  $     256,280

Total comprehensive income for
 the period

Net income                                  -         52,581         52,581

Other comprehensive income
 (loss)

Net change in fair value of
 available-for-sale financial
 assets during the period              13,821              -         13,821

Net unrealized foreign exchange
 adjustment gain (loss) on
 available-for-sale financial
 assets during the period                  45              -             45

Amounts reclassified to profit
 during the period related to
 realized gains on available-
 for-sale financial assets             (2,963)             -         (2,963)

Foreign currency translation
 differences from foreign               1,073              -          1,073
 operations

Current tax recovery (expense)             26              -             26

Deferred tax recovery (expense)        (1,376)             -         (1,376)

----------------------------------------------------------------------------
Total other comprehensive
 income for the period                 10,626              -         10,626

----------------------------------------------------------------------------
Total comprehensive income for
 the period                            10,626         52,581         63,207
----------------------------------------------------------------------------

Transactions with owners,
 recorded directly in equity
 Dividends to shareholders of
 the Company                                -        (63,576)       (63,576)

----------------------------------------------------------------------------
Balance at September 30, 2012  $       17,587  $     139,041  $     255,911
----------------------------------------------------------------------------


CONSTELLATION SOFTWARE INC.
Condensed Consolidated Interim Statements of Cash Flows
(In thousands of U.S. dollars)

(Unaudited)
----------------------------------------------------------------------------
                                   Three months ended     Nine months ended
                                        September 30,         September 30,
                                      2013       2012       2013       2012
----------------------------------------------------------------------------

Cash flows from operating
 activities:
  Net income (loss)              $  22,247  $  21,065  $  50,678  $  52,581
  Adjustments for:
  Depreciation                       2,624      2,112      7,258      5,633
  Amortization of intangible
   assets                           33,773     22,099     90,034     61,643
  Equity in net (income) loss of
   equity investees                   (300)      (216)      (657)       875
  Finance income                      (375)    (2,066)      (875)    (3,529)
  Finance costs                      1,705      1,131      4,972      2,923
  Income tax expense                 2,667      4,833     13,097     11,810
  Foreign exchange loss (gain)      (1,636)      (321)       500       (330)
  Change in non-cash operating
   working capital exclusive of
   effects of business
   combinations                     32,317      4,492     (5,932)   (29,347)
  Income taxes paid                 (5,440)    (7,596)   (19,609)   (18,311)
  --------------------------------------------------------------------------
  Net cash flows from operating
   activities                       87,582     45,533    139,466     83,948

Cash flows from (used in)
 financing activities:
  Interest paid                     (1,053)      (634)    (2,334)    (1,471)
  Decrease in other non current
   liabilities                        (191)      (192)       (70)       (70)
  (Decrease) increase in bank
   indebtedness, net               (36,949)     6,710    102,302     36,052
  Credit facility transaction
   costs                                 -       (191)         -     (2,077)
  Dividends paid                   (21,192)   (21,192)   (63,576)   (42,384)
  --------------------------------------------------------------------------
  Net cash flows from (used in)
   in financing activities         (59,385)   (15,499)    36,322     (9,950)

Cash flows from (used in)
 investing activities:
  Acquisition of businesses, net
   of cash acquired                 (7,073)   (14,507)  (152,124)   (65,144)
  Post-acquisition settlement
   payments, net of receipts        (6,008)    (7,038)   (16,693)   (11,671)
  Purchases of available-for-
   sale financial assets                 -       (131)         -       (211)
  Proceeds from sale of
   available-for-sale equity
   securities                            -      7,293          -      9,156
  Proceeds from sale of
   intangible assets                     -          -          -        101
  Interest and dividends
   received                            348        164        348        243
  Proceeds from sale of assets        (105)         -      5,439          -
  Property and equipment
   purchased                        (3,181)    (2,132)    (8,478)    (4,673)
  --------------------------------------------------------------------------
  Net cash flows used in
   investing activities            (16,019)   (16,351)  (171,508)   (72,199)

Effect of foreign currency on
 cash and cash equivalents             420        388       (631)       451
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Increase (decrease) in cash and
 cash equivalents                   12,598     14,071      3,649      2,250

Cash, beginning of period           32,364     21,671     41,313     33,492

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Cash, end of period              $  44,962  $  35,742  $  44,962  $  35,742
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