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TORONTO, ONTARIO -- (Marketwired) -- 07/31/13 -- Constellation Software Inc. (TSX: CSU) ("Constellation" or the "Company") today announced its financial results for the second quarter ended June 30, 2013 and declared a $1.00 per share dividend payable on October 3, 2013 to all common shareholders of record at close of business on September 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 six months ended June 30, 2013 and the accompanying notes, our Management's Discussion and Analysis for the three and six months ended June 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.

Q2 2013 Headlines:

--  Cash flows from operations for the first six months of 2013 increased
    $14 million or 35% to $52 million from $38 million for the comparable
    period in 2012.
--  Revenue grew 43% (8% organically) to $298 million compared to $209
    million in Q2 2012.
--  Adjusted EBITDA increased $18 million or 41% to $62 million as compared
    to Q2 2012.
--  Adjusted Net Income increased 39% to $50 million ($2.36 on a diluted per
    share basis) from $36 million ($1.71 on a diluted per share basis) in Q2
    2012.
--  Seven acquisitions were completed for aggregate cash consideration of
    $88 million (which includes acquired cash) plus cash holdbacks of $11
    million and estimated value of contingent consideration of $1 million.
--  Net borrowings (bank indebtedness less cash) increased by $88 million or
    140% to $151 million from $63 million in Q1 2013.

Cash flows from operations for the second quarter of 2013 were $18 million, a decrease of 31%, or $8 million, compared to $26 million for the comparable period in 2012. The decrease was caused by a negative variance in changes in non-cash operating working capital in the second quarter of 2013 versus the second quarter of 2012, and reverses the comparable positive variance in changes in non-cash operating working capital in the first quarter of 2013 versus the first quarter of 2012. The negative variance in the second quarter of 2013 primarily relates to the timing of payments associated with the Company's bonus plan. For the first six months of 2013 cash flows from operations were $52 million, an increase of 35%, or $14 million, compared to $38 million for the comparable period in 2012.

Second quarter 2013 revenue was $298 million, an increase of 43%, or $89 million, compared to $209 million for the comparable period in 2012. For the first six months of 2013 total revenues were $555 million, an increase of 37%, or $150 million, compared to $404 million for the comparable period in 2012. The increase for both the three and six 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 8% and 4%, respectively. During the second quarter of 2013, a contract that was previously accounted for on a zero margin basis was completed, resulting in the recognition of previously deferred profit margin as part of professional services revenue in the amount of $5 million. Excluding this amount, organic growth would have been 6% and 3% for the three and six month periods ended June 30, 2013 respectively.

Adjusted EBITDA for the second quarter of 2013 was $62 million, a 41% increase compared to the prior year's second quarter Adjusted EBITDA of $44 million. Second quarter 2013 Adjusted EBITDA per share on a diluted basis increased 41% to $2.91, compared to $2.06 for the same period last year. Adjusted EBITDA for the six month period ended June 30, 2013 was $104 million, a 26% increase over last year's Adjusted EBITDA of $83 million for the same period. Adjusted EBITDA per share on a diluted basis for the six month period ended June 30, 2013 increased 26% to $4.92, compared to $3.92 for the same period last year.

Adjusted Net Income for the second quarter of 2013 was $50 million, compared to the prior year's second quarter Adjusted Net Income of $36 million, a 39% increase. Second quarter 2013 Adjusted Net Income per share on a diluted basis increased 39% to $2.36 compared to $1.71 for the prior year's second quarter. Adjusted Net Income for the six month period ended June 30, 2013 was $83 million, an increase of 23% over last year's Adjusted Net Income of $68 million. Adjusted Net Income per share on a diluted basis for the six month period ended June 30, 2013 increased 23% to $3.94, compared to $3.20 for the same period in 2012.

Net income for the second quarter 2013 was $19 million compared to the prior year's second quarter net income of $18 million. On a diluted per share basis, this translates into net income per share of $0.91 for the second quarter of 2013 compared to $0.83 for the same period of 2012. Net income for the six month period ended June 30, 2013 was $28 million, a decrease of 10% over last year's Net income of $32 million. Net income per share on a diluted basis for the six month period ended June 30, 2013 decreased 10% to $1.34, compared to $1.49 for the same period in 2012.

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

                     --------------------------- ---------------------------
                                       Period-                     Period-
                       Three months     Over-       Six months      Over-
                          ended        Period         ended        Period
                         June 30,      Change        June 30,      Change
                     --------------------------- ---------------------------
                        2013    2012      $   %     2013    2012      $   %
                     ------- ------- ------ ---  ------- ------- ------ ---
                     ($000, except percentages)  ($000, except percentages)
Public Sector
Licenses              15,703  10,864  4,839  45%  28,878  20,654  8,224  40%
Professional
 services             53,180  35,489 17,691  50%  96,359  67,791 28,568  42%
Hardware and other    25,319  18,756  6,563  35%  47,490  41,045  6,445  16%
Maintenance and
 other recurring     107,197  82,613 24,584  30% 204,802 156,464 48,338  31%
                     --------------------------- ---------------------------
                     201,399 147,722 53,677  36% 377,529 285,954 91,575  32%
                     --------------------------- ---------------------------

Private Sector
Licenses               8,354   5,130  3,224  63%  15,847  10,280  5,567  54%
Professional
 services             13,771  10,446  3,325  32%  25,691  20,271  5,420  27%
Hardware and other     4,158   3,595    563  16%   7,795   6,661  1,134  17%
Maintenance and
 other recurring      70,507  42,076 28,431  68% 127,758  81,081 46,677  58%
                     --------------------------- ---------------------------
                      96,790  61,247 35,543  58% 177,091 118,293 58,798  50%
                     --------------------------- ---------------------------

Public Sector

For the quarter ended June 30, 2013, total revenue in the public sector reportable segment increased by 36%, or $54 million to $201 million, compared to $148 million for the quarter ended June 30, 2012. For the six months ended June 30, 2013, total revenue increased by 32%, or $92 million to $378 million, compared to $286 million for the comparable period in 2012. Revenue growth from acquired businesses contributed approximately $40 million to our Q2 2013 revenues and $80 million to our six months ended June 30, 2013 revenues compared to the same periods in 2012, as we completed 26 acquisitions since the beginning of 2012. Organic revenue growth was 10% in Q2 2013 and 4% for the six months ended June 30, 2013 compared to the same periods in 2012. As mentioned above, during the quarter ended June 30, 2013, a contract that was previously accounted for on a zero margin basis due to uncertainty regarding profitability was completed, resulting in the recognition of previously deferred profit margin as part of professional services revenue in the amount of $5 million. Excluding this amount, organic growth would have been 6% and 2% for the three and six month periods ended June 30, 2013, respectively.

Private Sector

For the quarter ended June 30, 2013, total revenue in the private sector reportable segment increased 58%, or $36 million to $97 million, compared to $61 million for the quarter ended June 30, 2012. For the six months ended June 30, 2013 total revenue increased by 50%, or $59 million to $177 million, compared to $118 million for the comparable period in 2012. Revenue growth from acquired businesses contributed approximately $32 million to our Q2 2013 revenues and $53 million to our six months ended June 30, 2013 revenues compared to the same periods in 2012, as we completed 23 acquisitions since the beginning of 2012. Revenues increased organically by 6% in Q2 2013 and 5% for the six months ended June 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, August 1, 2013 to answer questions regarding the results. The teleconference numbers are 416-695-6623 or 800-952-4972. 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 August 14, 2013. To access the replay, please dial 905-694-9451 or 800-408-3053 followed by the passcode 4538771.

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 ended       Six months ended
(Unaudited)                          June 30,                June 30,
                              ---------------------   ---------------------
                                   2013        2012        2013        2012
                              ---------   ---------   ---------   ---------
                                  ($000, except           ($000, except
                                  percentages)            percentages)

Total revenue                $  298,189  $  208,969  $  554,620  $  404,247
                             ----------------------  ----------------------
                             ----------------------  ----------------------

Net income                       19,232      17,592      28,431      31,516
Adjusted for:
Income tax expense                7,761       3,666      10,430       6,977
Foreign exchange loss (gain)        361        (217)      2,136          (9)
Equity in net (income) loss
 of equity investees                (13)        209        (357)      1,091
Finance income                      (10)       (394)       (500)     (1,463)
Finance costs                     2,151         774       3,267       1,792
Amortization of intangible
 assets                          29,800      20,269      56,261      39,544
Depreciation                      2,422       1,803       4,634       3,521

Adjusted EBITDA                  61,704      43,702     104,302      82,969
Adjusted EBITDA margin               21%         21%         19%         21%
                             ----------------------- -----------------------

The following table reconciles Adjusted net income to net income:

                             ----------------------- -----------------------
                                Three months ended       Six months ended
(Unaudited)                          June 30,                June 30,
                              ---------------------   ---------------------
                                   2013        2012        2013        2012
                              ---------   ---------   ---------   ---------
                                  ($000, except           ($000, except
                                  percentages)            percentages)

Total revenue                $  298,189  $  208,969  $  554,620  $  404,247
                             ----------------------  ----------------------
                             ----------------------  ----------------------

Net income                       19,232      17,592      28,431      31,516
Adjusted for:
Amortization of intangible
 assets                          29,800      20,269      56,261      39,544
Deferred income tax expense
 (recovery)                       1,074      (1,700)     (1,237)     (3,192)

Adjusted net income              50,106      36,161      83,455      67,868
Adjusted net income margin           17%         17%         15%         17%
                             ----------------------- -----------------------

About Constellation Software Inc.

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

SOURCE: CONSTELLATION SOFTWARE INC.

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

(Unaudited)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                     June 30,   December 31,
                                                         2013           2012
----------------------------------------------------------------------------
Assets
Current assets:
  Cash                                           $     32,364  $      41,313
  Equity security available-for-sale                      742            470
  Accounts receivable                                 169,665        126,987
  Work in progress                                     54,138         36,926
  Inventories                                          20,585         18,739
  Other assets                                         41,980         29,178
----------------------------------------------------------------------------
                                                      319,474        253,613
Non-current assets:
  Property and equipment                               22,633         21,300
  Deferred income taxes                                55,424        104,307
  Other assets                                         36,038         31,104
  Intangible assets                                   550,309        402,355
----------------------------------------------------------------------------
                                                      664,404        559,066
----------------------------------------------------------------------------
Total assets                                     $    983,878  $     812,679
----------------------------------------------------------------------------
Liabilities and Shareholders' Equity

Current liabilities:
  Bank indebtedness                              $    183,823  $      44,356
  Accounts payable and accrued liabilities            153,860        147,559
  Dividends payable                                    20,552         20,945
  Deferred revenue                                    289,128        224,049
  Provisions                                            6,671          6,396
  Acquired contract liabilities                         2,260          3,535
  Acquisition holdback payments                        21,450         20,635
  Income taxes payable                                  3,371          5,066
----------------------------------------------------------------------------
                                                      681,115        472,541
Non-current liabilities:
  Deferred income taxes                                17,584         29,283
  Acquired contract liabilities                        17,584         26,073
  Acquisition holdback payments                         5,674          5,973
  Other liabilities                                    20,310         20,005
----------------------------------------------------------------------------
                                                       61,152         81,334
----------------------------------------------------------------------------
Total liabilities                                     742,267        553,875
----------------------------------------------------------------------------

Shareholders' equity:
  Capital stock                                        99,283         99,283
  Accumulated other comprehensive income               (1,619)         1,621
  Retained earnings                                   143,947        157,900
----------------------------------------------------------------------------
                                                      241,611        258,804
----------------------------------------------------------------------------

Total liabilities and shareholders' equity       $    983,878  $     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        Six months ended
                                           June 30,                June 30,
                                   2013        2012        2013        2012
----------------------------------------------------------------------------


Revenue                      $  298,189  $  208,969  $  554,620  $  404,247

Expenses
  Staff                         158,243     113,689     306,347     219,320
  Hardware                       16,246      10,705      32,257      22,932
  Third party license,
   maintenance and
   professional services         25,829      14,715      44,269      28,961
  Occupancy                       6,694       5,039      13,274       9,664
  Travel                         11,125       7,766      20,631      16,012
  Telecommunications              3,334       2,553       6,427       5,050
  Supplies                        4,975       3,866       9,623       7,298
  Professional fees               3,760       2,222       7,221       4,067
  Other, net                      6,279       4,712      10,269       7,974
  Depreciation                    2,422       1,803       4,634       3,521
  Amortization of intangible
   assets                        29,800      20,269      56,261      39,544
----------------------------------------------------------------------------
                                268,707     187,339     511,213     364,343

Foreign exchange loss (gain)        361        (217)      2,136          (9)
Equity in net (income) loss
 of equity investees                (13)        209        (357)      1,091
Finance income                      (10)       (394)       (500)     (1,463)
Finance costs                     2,151         774       3,267       1,792
----------------------------------------------------------------------------
                                  2,489         372       4,546       1,411

Profit before income taxes       26,993      21,258      38,861      38,493

Current income tax expense        6,687       5,366      11,667      10,169
Deferred income tax expense
 (recovery)                       1,074      (1,700)     (1,237)     (3,192)
----------------------------------------------------------------------------
Income tax expense                7,761       3,666      10,430       6,977

----------------------------------------------------------------------------
Net income                       19,232      17,592      28,431      31,516
----------------------------------------------------------------------------

Earnings per share
  Basic and diluted          $     0.91  $     0.83  $     1.34  $     1.49
----------------------------------------------------------------------------

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

(Unaudited)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                  Three months ended        Six months ended
                                            June 30,                June 30,
                                    2013        2012        2013        2012
----------------------------------------------------------------------------

Net income                   $    19,232 $    17,592 $    28,431 $    31,516

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

  Net change in fair value
   of available-for-sale
   financial asset during
   the period                        161       1,066         272       4,914

  Net unrealized foreign
   exchange gain (loss) on
   available-for-sale
   financial asset during
   the period                          -       (148)           -        (27)

  Amounts reclassified to
   profit during the period
   related to realized gains
   on available-for-sale
   financial asset                     -        (31)           -     (1,063)

  Foreign currency
   translation differences
   from foreign operations         (822)     (1,943)     (3,433)       (802)

  Current income tax
   recovery (expense)               (27)          70        (79)         (8)

  Deferred income tax
   recovery (expense)                  -          18           -       (313)

----------------------------------------------------------------------------
Other comprehensive (loss)
 income for the period, net
 of income tax                     (688)       (968)     (3,240)       2,701

----------------------------------------------------------------------------
Total comprehensive income
 for the period              $    18,544 $    16,624 $    25,191 $    34,217
----------------------------------------------------------------------------

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

(Unaudited)
--------------------------------------------------------------- -
Six months ended June 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                                  -             -                -

Other comprehensive income (loss)

Net change in fair value of
 available-for-sale financial
 asset during the period                    -             -              272

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                                 -        (3,433)               -

Current tax recovery                        -           (79)               -

Deferred tax recovery                       -             -                -

----------------------------------------------------------------------------
Total other comprehensive income
 (loss) for the period                      -        (3,512)             272

----------------------------------------------------------------------------
Total comprehensive income (loss)
 for the period                             -        (3,512)             272
----------------------------------------------------------------------------

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

----------------------------------------------------------------------------
Balance at June 30, 2013           $   99,283 $      (2,062) $           443
----------------------------------------------------------------------------

                                             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                                       -       28,431      28,431

Other comprehensive income (loss)

Net change in fair value of
 available-for-sale financial
 asset during the period                       272            -         272

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                                 (3,433)           -      (3,433)

Current tax recovery                           (79)           -         (79)

Deferred tax recovery                            -            -           -

----------------------------------------------------------------------------
Total other comprehensive income
 (loss) for the period                      (3,240)           -      (3,240)

----------------------------------------------------------------------------
Total comprehensive income (loss)
 for the period                             (3,240)      28,431      25,191
----------------------------------------------------------------------------

Transactions with owners, recorded
 directly in equity
Dividends to shareholders of the
 Company                                         -      (42,384)    (42,384)

----------------------------------------------------------------------------
Balance at June 30, 2013           $        (1,619) $   143,947  $  241,611
----------------------------------------------------------------------------
CONSTELLATION SOFTWARE INC.
Condensed Consolidated Interim Statements of Changes in Equity
(In thousands of U.S. dollars)

(Unaudited)
----------------------------------------------------------------------------
Six months ended June 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                   -            -            4,914

Net unrealized foreign exchange
 adjustment gain (loss) on
 available-for-sale financial
 assets during the period                   -            -              (27)

Amounts reclassified to profit
 during the period related to
 realized gains on available-for-
 sale financial assets                      -            -           (1,063)

Foreign currency translation
 differences from from foreign
 operations                                 -         (802)               -

Current tax expense                         -           (8)               -

Deferred tax expense                        -          125             (438)

----------------------------------------------------------------------------
Total other comprehensive income
 for the period                             -         (685)           3,386

----------------------------------------------------------------------------
Total comprehensive income for the
 period                                     -         (685)           3,386
----------------------------------------------------------------------------

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

----------------------------------------------------------------------------
Balance at June 30, 2012           $   99,283 $       (503) $        10,165
----------------------------------------------------------------------------

                                              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                                        -       31,516     31,516

Other comprehensive income (loss)

Net change in fair value of
 available-for-sale financial
 assets during the period                     4,914            -      4,914

Net unrealized foreign exchange
 adjustment gain (loss) on
 available-for-sale financial
 assets during the period                       (27)           -        (27)

Amounts reclassified to profit
 during the period related to
 realized gains on available-for-
 sale financial assets                       (1,063)           -     (1,063)

Foreign currency translation
 differences from from foreign
 operations                                    (802)           -       (802)

Current tax expense                              (8)           -         (8)

Deferred tax expense                           (313)           -       (313)

----------------------------------------------------------------------------
Total other comprehensive income
 for the period                               2,701            -      2,701

----------------------------------------------------------------------------
Total comprehensive income for the
 period                                       2,701       31,516     34,217
----------------------------------------------------------------------------

Transactions with owners, recorded
 directly in equity
Dividends to shareholders of the
 Company                                          -      (42,384)   (42,384)

----------------------------------------------------------------------------
Balance at June 30, 2012           $          9,662  $   139,168  $ 248,113
----------------------------------------------------------------------------

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

(Unaudited)
----------------------------------------------------------------------------
                                 Three months ended        Six months ended
                                           June 30,                June 30,
                                   2013        2012        2013        2012
----------------------------------------------------------------------------
Cash flows from operating
 activities:
  Net income                 $   19,232  $   17,592  $   28,431  $   31,516
  Adjustments for:
    Depreciation                  2,422       1,803       4,634       3,521
    Amortization of
     intangible assets           29,800      20,269      56,261      39,544
    Equity in net (income)
     loss of equity
     investees                      (13)        209        (357)      1,091
    Finance income                  (10)       (394)       (500)     (1,463)
    Finance costs                 2,151         774       3,267       1,792
    Income tax expense            7,761       3,666      10,430       6,977
    Foreign exchange loss
     (gain)                         361        (217)      2,136          (9)
  Change in non-cash
   operating working capital
   exclusive of effects of
   business combinations        (34,125)     (9,495)    (38,249)    (33,839)
  Income taxes paid              (9,607)     (8,013)    (14,169)    (10,715)
----------------------------------------------------------------------------
  Net cash flows from
   operating activities          17,972      26,194      51,884      38,415

Cash flows from (used in)
 financing activities:
  Interest paid                    (776)       (501)     (1,281)       (837)
  Decrease in other non
   current liabilities              144         322         121         122
  Increase in bank
   indebtedness, net             76,251      16,342     139,251      29,342
  Credit facility
   transaction costs                  -         (46)          -      (1,886)
  Dividends paid                (21,192)    (21,192)    (42,384)    (21,192)
----------------------------------------------------------------------------
  Net cash flows from (used
   in) in financing
   activities                    54,427      (5,075)     95,707       5,549

Cash flows from (used in)
 investing activities:
  Acquisition of businesses,
   net of cash acquired         (75,158)    (42,830)   (145,051)    (50,637)
  Post-acquisition
   settlement payments, net
   of receipts                   (5,464)     (4,132)    (10,685)     (4,633)
  Purchases of available-
   for-sale financial assets          -         (80)          -         (80)
  Proceeds from sale of
   available-for-sale equity
   securities                         -          55           -       1,863
  Proceeds from sale of
   intangible assets                  -         101           -         101
  Interest received                   -          41           -          79
  Proceeds from sale of
   assets                           121           -       5,544           -
  Property and equipment
   purchased                     (3,186)     (1,251)     (5,297)     (2,541)
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  Net cash flows used in
   investing activities         (83,687)    (48,096)   (155,489)    (55,848)

Effect of foreign currency
 on cash and cash
 equivalents                       (661)       (165)     (1,051)         63
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Decrease in cash and cash
 equivalents                    (11,949)    (27,142)     (8,949)    (11,821)
Cash, beginning of period        44,313      48,813      41,313      33,492

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Cash, end of period          $   32,364  $   21,671  $   32,364  $   21,671
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