EX-99.1 2 ex99_1.htm CONSOLIDATED FINANCIAL STATEMENTS Management's Discussion and Analysis
 


Second Quarter 2006 Financial Highlights

•  
Gross revenue for the second quarter of 2006 increased 39.1% to $208.8 million compared to $150.2 million for the second quarter of 2005. On a year-to-date basis, gross revenue increased 35.3% to $394.1 million.
 
•  
Net revenue for the second quarter of 2006 increased 42.7% to $182.2 million compared to $127.7 million for the second quarter of 2005, with a year-to-date increase of 39.9% to $345.3 million.
 
•  
Net income for the second quarter of 2006 increased 28.0% to $16.7 million compared to $13.1 million for the second quarter of 2005, with a year-to-date increase of 42.1% to $28.1 million.
 
Excluding the positive effect of the $4.0 million adjustment to our earnings made in the second quarter of 2005, net income would have increased 59.8% for the second quarter of 2006 compared to the same period in 2005 and 63.6% year to date.
 
•  
Diluted earnings per share for the second quarter of 2006 were 5.9% higher at $0.36 versus $0.34 for the second quarter of 2005, with a year-to-date increase of 19.6% to $0.61. Excluding the positive effect of the $0.07 adjustment to our earnings made in the second quarter of 2005, diluted earnings per share would have increased 33.3% for the second quarter of 2006 compared to the same period in 2005 and 38.6% year to date.

Report to Shareholders

I am very pleased to report excellent performance for our Company during an active second quarter. Once again, our staff delivered strong results. Net income for the quarter was $16.7 million, and diluted earnings per share were $0.36, representing increases of 28.0% and 5.9%, respectively, compared to the second quarter of 2005. Shareholders are reminded that in the second quarter of 2005 we made a $4.0 million, or $0.07 per share, adjustment to our earnings to reflect a change in our method of estimating doubtful accounts receivable. Excluding the positive effect of this adjustment, net income would have increased 59.8% for the second quarter of 2006, and diluted earnings per share would have increased 33.3% quarter to quarter.
 
Overall, our operations in most of our regions and practice areas performed well during the quarter. Performance was strong in both our Canadian and US West operations and improved in our US East operations. This is particularly rewarding because it reflects the successful integration of The Keith Companies, Inc. and Keen Engineering Co. Ltd., which we completed in the fall of 2005. The quarter also reflected the success of the initial system conversion phase of the Dufresne-Henry, Inc. acquisition in New England, the addition of ACEx Technologies, Inc., which augmented our communications systems engineering services in the Transportation practice area, and the continued streamlining and improvement of our Mid-Atlantic and New York operations.
 
During the quarter, new project activity was strong throughout the Company in all practice areas. In particular, I would like to highlight some recent new assignments in the Transportation practice area. In the area of pavement engineering, we secured a new five-year extension of our two Long-Term Pavement Performance (LTPP) program contracts with the U.S. Department of Transportation. These

contracts, worth approximately $11 million in total, will help us maintain our position as a leader in pavement engineering across North America. Our work with the LTPP program, which began in 1988, currently involves the monitoring of data collection for a full 60% of the program’s participating transportation agencies, covering a total of 750 pavement sections in 27 states and eight provinces. Our Infrastructure Management & Pavement Engineering team was also awarded an assignment to provide a pavement management software system for the City of Albuquerque, New Mexico, along with conducting a pavement performance survey using Stantec’s advanced pavement monitoring vehicle—the RT-3000 Road Tester. In addition, we will be using our pavement performance expertise to assist the public works department of Jefferson Parish, Louisiana, in its analysis of the impact of Hurricane Katrina on local infrastructure. Our team will be responsible for providing an inventory of the pavement performance and drainage conditions of the parish’s entire street network.
 


During the second quarter, we also saw positive results of the implementation of the new Safe, Accountable, Flexible, Efficient Transportation Equity Act: A Legacy for Users, which is providing stable federal funding for transportation projects in the US. For example, in the US East, we were awarded a contract to work as part of a team in designing the upgrading of 4 miles (6.44 kilometres) of U.S. Route 15 from a two-lane roadway to a full, limited-access freeway in Steuben County, New York, for the New York State Department of Transportation. The project will also involve the design of drainage improvements. And we were contracted to provide transportation engineering services—including streetscape, pedestrian/bicycle trail, and right-of-way design—for the development of a new connector street linking the campus of St. Michael’s College in Colchester, Vermont. Scheduled for completion in 2007, the project will create a pedestrian friendly environment through the college’s residential area and a new gateway to the campus.
 
New transportation project awards in other regions included a contract with the Colorado Department of Transportation to design a new four-lane bridge over Interstate 25 at 128 Avenue in Denver, Colorado. The bridge design will include “signature” aesthetic features determined through public consultation with the City of Westminster, Colorado, the City of Thornton, Colorado, and the Adam County School District. In Canada, our Transportation team procured a contract to design the widening of Highway 402 from two to four lanes for 3.5 kilometres (2.2 miles) from Sarnia, Ontario, to the US border crossing for the Ontario Ministry of Transportation. One of the technical challenges of the project will be to develop a unique highway cross-section that includes dedicated lanes for local traffic, US-bound trucks, and US-bound cars.
 
In summary, the second quarter of 2006 was productive for our Company as demonstrated by our strong results and project activity. Such performance continues to support our confidence in our ability to pursue orderly and focused growth.
 

Tony Franceschini, P.Eng.
President & CEO
August 3, 2006
 

 
STANTEC INC.
 
 
Consolidated Balance Sheets
 
   
June 30
 
December 31
 
   
2006
 
2005
 
(Columnar figures in thousands of Canadian dollars) (Unaudited)
   $  
$
 
               
ASSETS [note 4]
             
Current
             
Cash and cash equivalents
   
10,688
   
28,143
 
Restricted cash
   
4,083
   
21,312
 
Accounts receivable, net of allowance for doubtful accounts of
             
$13,267 in 2006 ($16,053 - 2005)
   
161,088
   
137,928
 
Costs and estimated earnings in excess of billings
   
54,944
   
66,172
 
Prepaid expenses
   
5,389
   
5,420
 
Future income tax assets
   
8,916
   
14,827
 
Other assets [note 3]
   
8,662
   
6,569
 
Total current assets
   
253,770
   
280,371
 
Property and equipment
   
64,131
   
58,519
 
Goodwill
   
241,800
   
242,674
 
Intangible assets
   
25,246
   
27,304
 
Future income tax assets
   
9,404
   
6,814
 
Other assets [note 3]
   
13,806
   
13,097
 
Total assets
   
608,157
   
628,779
 
 
LIABILITIES AND SHAREHOLDERS' EQUITY
             
Current
             
Accounts payable and accrued liabilities
   
89,022
   
106,757
 
Billings in excess of costs and estimated earnings
   
26,300
   
24,251
 
Income taxes payable
   
4,373
   
4,441
 
Current portion of long-term debt [note 4]
   
3,114
   
4,813
 
Future income tax liabilities
   
14,708
   
17,552
 
               
Total current liabilities
   
137,517
   
157,814
 
Long-term debt [note 4]
   
59,547
   
81,886
 
Other liabilities [note 5]
   
26,086
   
24,764
 
Future income tax liabilities
   
18,059
   
16,262
 
               
Total liabilities
   
241,209
   
280,726
 
               
Shareholders' equity
             
Share capital [note 6]
   
212,475
   
210,604
 
Contributed surplus [note 6]
   
4,931
   
5,522
 
Cumulative translation account
   
(36,474
)
 
(25,575
)
Deferred stock compensation
   
(456
)
 
(833
)
Retained earnings
   
186,472
   
158,335
 
               
Total shareholders' equity
   
366,948
   
348,053
 
               
Total liabilities and shareholders' equity
   
608,157
   
628,779
 
See accompanying notes
             
 


STANTEC INC.
 
Consolidated Statements of Income and Retained Earnings

   
For the quarter ended
 
For the two quarters ended
 
   
 June 30
 
 June 30
 
   
2006
 
2005
 
2006
 
2005
 
(Columnar figures in thousands of Canadian dollars,
                 
except share and per share amounts) (Unaudited)
   $  
$
   $  
$
 
                           
INCOME
                         
Gross revenue
   
208,841
   
150,164
   
394,111
   
291,308
 
Less subconsultant and other direct
                         
expenses
   
26,686
   
22,507
   
48,818
   
44,518
 
                           
Net revenue
   
182,155
   
127,657
   
345,293
   
246,790
 
Direct payroll costs
   
78,826
   
54,952
   
151,035
   
109,391
 
                           
Gross margin
   
103,329
   
72,705
   
194,258
   
137,399
 
Administrative and marketing expenses
                         
[note 9]
   
72,447
   
49,450
   
140,824
   
100,712
 
Depreciation of property and equipment
   
3,633
   
2,920
   
7,104
   
5,684
 
Amortization of intangible assets
   
1,706
   
188
   
3,234
   
426
 
Net interest expense [note 4]
   
655
   
180
   
1,382
   
330
 
Share of income from associated
                         
companies
   
(126
)
 
(40
)
 
(164
)
 
(108
)
Foreign exchange (gains) losses
   
(71
)
 
(7
)
 
(119
)
 
54
 
Other income
   
(1,032
)
 
(86
)
 
(1,161
)
 
(161
)
                           
Income before income taxes
   
26,117
   
20,100
   
43,158
   
30,462
 
                           
Income taxes
                         
Current
   
8,123
   
5,069
   
15,621
   
8,897
 
Future
   
1,274
   
1,965
   
(600
)
 
1,764
 
                           
Total income taxes
   
9,397
   
7,034
   
15,021
   
10,661
 
Net income for the period
   
16,720
   
13,066
   
28,137
   
19,801
 
Retained earnings, beginning of the period
   
169,752
   
124,542
   
158,335
   
117,874
 
Shares repurchased [note 6]
   
-
   
(94
)
 
-
   
(161
)
                           
Retained earnings, end of the period
   
186,472
   
137,514
   
186,472
   
137,514
 
Weighted average number of shares
                         
outstanding - basic [note 6]
   
45,081,646
   
37,883,954
   
45,020,210
   
37,873,076
 
Weighted average number of shares
                         
outstanding - diluted [note 6]
   
46,005,960
   
38,912,666
   
45,937,272
   
38,869,688
 
Shares outstanding, end of the period
                         
[note 6]
   
45,120,666
   
37,898,572
   
45,120,666
   
37,898,572
 
                           
Earnings per share [note 6]
                         
Basic
   
0.37
   
0.34
   
0.63
   
0.52
 
                           
Diluted
   
0.36
   
0.34
   
0.61
   
0.51
 
See accompanying notes
                         
 


STANTEC INC.
 
 
Consolidated Statements of Cash Flows
 
 
   
For the quarter ended
 
For the two quarters ended
 
   
 June 30
 
 June 30
 
   
2006
 
2005
 
2006
 
2005
 
(Columnar figures in thousands of Canadian dollars)
                 
(Unaudited)
   $  
$
   $  
$
 
                           
CASH FLOWS FROM (USED IN) OPERATING
                         
ACTIVITIES
                         
Cash receipts from clients
   
214,589
   
148,988
   
398,752
   
300,122
 
Cash paid to suppliers
   
(53,025
)
 
(40,999
)
 
(121,111
)
 
(94,262
)
Cash paid to employees
   
(114,767
)
 
(83,953
)
 
(242,734
)
 
(176,077
)
Dividends from equity investments
   
-
   
-
   
150
   
250
 
Interest received
   
1,984
   
1,452
   
3,555
   
2,716
 
Interest paid
   
(2,138
)
 
(1,457
)
 
(4,204
)
 
(2,778
)
Income taxes paid
   
(5,592
)
 
(5,349
)
 
(17,409
)
 
(18,842
)
Income taxes recovered
   
1,077
   
1,386
   
1,167
   
1,404
 
                           
Cash flows from operating activities [note 10]
   
42,128
   
20,068
   
18,166
   
12,533
 
CASH FLOWS FROM (USED IN) INVESTING
                         
ACTIVITIES
                         
Business acquisitions, net of cash acquired
   
(9,911
)
 
8
   
(12,079
)
 
(692
)
Restricted cash used for acquisitions
   
14,506
   
-
   
16,706
   
-
 
Increase in investments held for self-insured
                         
liabilities
   
(1,171
)
 
(1,650
)
 
(2,053
)
 
(3,376
)
Proceeds on disposition of investments
   
3
   
81
   
5
   
513
 
Collection of notes receivable from disposition of
                         
Technology and Design Build segments
   
-
   
250
   
-
   
250
 
Purchase of property and equipment
   
(5,173
)
 
(3,954
)
 
(10,819
)
 
(8,105
)
Proceeds on disposition of property and
                         
equipment
   
1
   
128
   
12
   
130
 
                           
Cash flows used in investing activities
   
(1,745
)
 
(5,137
)
 
(8,228
)
 
(11,280
)
CASH FLOWS FROM (USED IN) FINANCING
                         
ACTIVITIES
                         
Repayment of long-term debt
   
(33,915
)
 
(2,119
)
 
(36,170
)
 
(8,001
)
Repayment of acquired bank indebtedness [note 2]
   
(1,787
)
 
-
   
(1,787
)
 
-
 
Proceeds from long-term borrowings
   
-
   
-
   
9,142
   
-
 
Repurchase of shares for cancellation [note 6]
   
-
   
(112
)
 
-
   
(195
)
Proceeds from issue of share capital [note 6]
   
200
   
95
   
1,449
   
535
 
Cash flows used in financing activities
   
(35,502
)
 
(2,136
)
 
(27,366
)
 
(7,661
)
Foreign exchange loss (gain) on cash held in
                         
foreign currency
   
66
   
39
   
(27
)
 
202
 
                           
Net increase (decrease) in cash and cash
                         
equivalents
   
4,947
   
12,834
   
(17,455
)
 
(6,206
)
Cash and cash equivalents, beginning of the
                         
period
   
5,741
   
18,850
   
28,143
   
37,890
 
                           
Cash and cash equivalents, end of the period
   
10,688
   
31,684
   
10,688
   
31,684
 
See accompanying notes
                         
 

STANTEC INC.

Notes to the Unaudited Interim Consolidated Financial Statements

1.  
General Accounting Policies
 
 
These unaudited interim consolidated financial statements have been prepared in accordance with Canadian generally accepted accounting principles on a basis consistent with those used in the preparation of the annual December 31, 2005, consolidated financial statements. Because the disclosures included in these interim consolidated financial statements do not conform in all respects to the requirements of generally accepted accounting principles for annual financial statements, these interim consolidated financial statements should be read in conjunction with the December 31, 2005, annual consolidated financial statements. In management's opinion, these interim consolidated financial statements include all the adjustments necessary to present fairly such interim consolidated financial statements. The consolidated statements of income and retained earnings and cash flows for interim periods are not necessarily indicative of results on an annual basis due to short-term variations as well as the timing of acquisitions, if any, during interim periods.
 
2.  
Business Acquisitions
 
 
Acquisitions are accounted for under the purchase method of accounting, and the results of operations since the respective dates of acquisition are included in the consolidated statements of income. From time to time, as a result of the timing of acquisitions in relation to the Company's reporting schedule, certain of the purchase price allocations may not be finalized at the initial time of reporting. Purchase price allocations are completed after the vendors' final financial statements and income tax returns have been prepared and accepted by the Company.
 
 
Such preliminary purchase price allocations are based on management's best estimates of the fair value of the acquired assets and liabilities. Upon finalization, adjustments to the initial estimates may be required, and these adjustments may be material. The purchase prices of acquisitions are generally subject to price adjustment clauses included in the purchase agreements. Such purchase price adjustments generally result in an increase or reduction to the promissory note consideration recorded at acquisition to reflect either more or less non-cash working capital realized than was originally expected. These purchase price adjustments, therefore, have no net effect on the original purchase price allocations. In the case of some acquisitions, additional consideration may be payable based on future performance parameters. As at June 30, 2006, the Company does not anticipate any additional consideration to be payable in the future based on future performance parameters.
 
 
On March 6, 2006, the Company acquired the shares and business of Carinci Burt Rogers Engineering, Inc. for cash consideration and promissory notes. This acquisition supplements the Company’s buildings engineering capabilities and presence in the Greater Toronto Area.
 
 
On April 14, 2006, the Company acquired the shares and business of Dufresne-Henry, Inc. for cash consideration and promissory notes. Along with complementing the Company's New York operations, this acquisition expands its services into four new states in New England and creates an initial platform for growth in Florida. Dufresne- Henry, Inc.’s staff offer professional services in engineering, planning, environmental sciences, and landscape architecture.
 
 
On May 12, 2006, the Company acquired the shares and business of ACEx Technologies, Inc. for cash consideration and promissory notes. This acquisition complements the Company’s services in transit, rail and power communications, and control systems engineering and adds new locations in Oakland, California, and Irving, Texas.
 
 
During the first two quarters of 2006, the Company adjusted the purchase price on the Dunlop Architects Inc.
 
 
(2004), CPV Group Architects & Engineering Co. Ltd. (2005), and Keen Engineering Co. Ltd. (2005) acquisitions pursuant to price adjustment clauses included in the purchase agreements.

STANTEC INC.
 
Notes to the Unaudited Interim Consolidated Financial Statements

During the first two quarters of 2006, the purchase price allocations for the CPV Group Architects & Engineers Co. Ltd. and The Keith Companies, Inc. acquisitions were finalized. The purchase price allocations for the Keen Engineering Co. Ltd., Carinci Burt Rogers Engineering, Inc., Dufresne-Henry, Inc., and ACEx Technologies, Inc. acquisitions have not yet been finalized. The Company expects to finalize the purchase price allocations for the Keen Engineering Co. Ltd. acquisition during the third quarter of 2006, for the Carinci Burt Rogers Engineering, Inc. acquisition during the fourth quarter of 2006, and for the Dufresne-Henry, Inc. and ACEx Technologies, Inc. acquisitions during the first quarter of 2007.
 
During the first two quarters of 2005, the Company paid additional contingent consideration in connection with the Cosburn Patterson Mather Limited (2002) acquisition and adjusted the purchase price on the Ecological Services Group Inc. (2003), GBR Architects Limited (2004), and Dunlop Architects Inc. (2004) acquisitions pursuant to price adjustment clauses included in the purchase agreements.

Aggregate consideration paid

Details of the aggregate consideration given and of the fair values of net assets acquired or adjusted for in the first two
quarters of each year are as follows:

   
2006
 
2005
 
(In thousands of Canadian dollars)
  $  
$
 
               
Cash consideration
   
13,221
   
700
 
Promissory notes, due 2007 through 2009
   
4,118
   
421
 
Purchase price
   
17,339
   
1,121
 
Assets and liabilities acquired at fair values
             
Cash acquired
   
1,142
   
8
 
Bank indebtedness assumed
   
(1,787
)
 
-
 
Non-cash working capital
   
9,832
   
591
 
Property and equipment
   
3,173
   
(9
)
Goodwill
   
6,790
   
586
 
Intangible assets
             
Client relationships
   
1,400
   
-
 
Contract backlog
   
475
   
-
 
Other
   
151
   
-
 
Long-term debt
   
(595
)
 
-
 
Future income tax liabilities
   
(3,242
)
 
(55
)
Net assets acquired
   
17,339
   
1,121
 

All of the goodwill is non-deductible for income tax purposes. As a result of the acquisitions completed in 2006, the
Company assumed commitments for operating leases of approximately $1.2 million annually.
 


STANTEC INC.
 
Notes to the Unaudited Interim Consolidated Financial Statements

3.  
Other Assets

   
June 30
 
December 31
 
   
2006
 
2005
 
(In thousands of Canadian dollars)
     
$$
 
               
Investments held for self-insured liabilities
   
19,707
   
16,857
 
Investments in associated companies
   
1,522
   
1,545
 
Investments - other
   
708
   
710
 
Other
   
531
   
554
 
     
22,468
   
19,666
 
Less current portion of investments held for self-insured liabilities
   
8,662
   
6,569
 
     
13,806
   
13,097
 

4.  
Long-Term Debt

   
June 30
 
December 31
 
   
2006
 
2005
 
(In thousands of Canadian dollars)
     
$$
 
               
Non-interest-bearing note payable
   
128
   
122
 
Other notes payable
   
8,516
   
5,643
 
Bank loan
   
53,382
   
79,035
 
Mortgages payable
   
362
   
1,706
 
Other
   
273
   
193
 
     
62,661
   
86,699
 
Less current portion
   
3,114
   
4,813
 
     
59,547
   
81,886
 
 
The Company has a revolving credit facility in the amount of $160 million due on August 31, 2008. Subsequent to the quarter-end, this facility was extended by one year until August 31, 2009. The facility is available for acquisitions, working capital needs, capital expenditures, and general corporate purposes. Depending on the form under which the credit facility is accessed, rates of interest will vary between Canadian prime, US base rate, or LIBOR rate or bankers acceptance rates plus 65 or 85 basis points. At June 30, 2006, $22,882,000 of the bank loan was payable in US funds (US$20,500,000). Loans may be repaid under the credit facility from time to time at the option of the Company. The credit facility agreement contains restrictive covenants, including, but not limited to, debt to earnings ratio and earnings to debt service ratio. The Company was in compliance with all the covenants under this agreement as at June 30, 2006. All the assets of the Company are held as collateral under a general security agreement for the bank loan.
 
The interest incurred on long-term debt in Q2 06 was $795,000 (Q2 05 - $364,000), with a year-to-date expense of $1,797,000 (2005 - $718,000).



STANTEC INC.
 
Notes to the Unaudited Interim Consolidated Financial Statements

5.  
Other Liabilities

 
 
June 30
 
December 31
 
 
 
2006
 
2005
 
(In thousands of Canadian dollars)
 
 $
 
$
 
               
Provision for self-insured liabilities
   
12,181
   
11,346
 
Deferred gain on sale leaseback
   
6,405
   
6,624
 
Lease inducements
   
10,077
   
7,997
 
Liabilities on lease exit activities
   
1,338
   
2,251
 
Other
   
-
   
1,021
 
     
30,001
   
29,239
 
Less current portion included in accounts payable and accrued liabilities
   
3,915
   
4,475
 
     
26,086
   
24,764
 
 
Provision for self-insured liabilities
             
 
   
June 30
   
December 31
 
     
2006
   
2005
 
(In thousands of Canadian dollars)
     $  
 
$
 
Provision, beginning of the period
   
11,346
   
5,236
 
Addition to provision
   
1,253
   
8,244
 
Payment for claims settlement
   
(418
)
 
(2,134
)
               
Provision, end of the period
   
12,181
   
11,346
 
A midyear actuarial review was performed, resulting in a $994,000 reduction of the provision for self-insured liabilities in
second quarter.
             
 
Liabilities on lease exit activities
             
 
   
June 30
   
December 31
 
     
2006
   
2005
 
(In thousands of Canadian dollars)
       
$
$
 
Liability, beginning of the period
   
2,251
   
2,817
 
Current year provision:
             
Established for existing operations
   
-
   
609
 
Resulting from acquisitions
   
-
   
276
 
Amounts paid and charged against the liability:
             
Impacting administrative and marketing expenses
   
(876
)
 
(1,103
)
Impacting the purchase price allocation
   
-
   
(325
)
Impact of foreign exchange
   
(37
)
 
(23
)
               
Liability, end of the period
   
1,338
   
2,251
 
 
A reduction of $421,000 in liabilities on lease exit activities impacted administrative and marketing expenses in Q2 06.
 


STANTEC INC.
 
Notes to the Unaudited Interim Consolidated Financial Statements

6.  
Share Capital

             
Contributed
 
   
Capital Stock
     
Surplus
 
 
2006
 
2005
     
2006
 
2005
 
 
Shares
 
Shares
             
(In thousands of Canadian dollars)
#
$
#
 
$
 
$
 
$
 
                     
Balance, beginning of the year
44,626,262
210,604
37,742,170
 
87,656
 
5,522
 
2,544
 
Share options exercised for cash
437,806
1,249
129,668
 
440
         
Stock-based compensation expense
           
186
 
254
 
Shares repurchased under normal
                   
course issuer bid
-
-
(5,800
)
(15
)
-
 
(1
)
Reclassification of fair value of stock
                   
options previously expensed
 
136
   
57
 
(136
)
(57
)
Shares issued on vesting of
                   
restricted shares
6,278
81
-
 
-
 
(499
)
-
 
Balance, as at March 31
45,070,346
212,070
37,866,038
 
88,138
 
5,073
 
2,740
 
Share options exercised for cash
40,604
200
40,334
 
95
         
Stock-based compensation expense
           
180
 
251
 
Shares repurchased under normal
                   
course issuer bid
-
-
(7,800
)
(18
)
-
 
-
 
Reclassification of fair value of stock
                   
options previously expensed
 
42
   
3
 
(42
)
(3
)
Shares issued on vesting of
                   
restricted shares
9,716
163
-
 
-
 
(280
)
-
 
Balance, as at June 30
45,120,666
212,475
37,898,572
 
88,218
 
4,931
 
2,988
 

During Q2 06, the Company did not repurchase any common shares for cancellation pursuant to an ongoing normal course issuer bid. In Q2 05, 7,800 common shares were repurchased at a cost of $112,000. Of this amount, $18,000 and $0 reduced the share capital and contributed surplus accounts, respectively, with $94,000 being charged to retained earnings.
 
During the first two quarters of 2006, the Company did not repurchase any common shares for cancellation pursuant to an ongoing normal course issuer bid. During the first two quarters of 2005, 13,600 common shares were repurchased for cancellation at a cost of $195,000. Of this amount, $33,000 and $1,000 reduced the share capital and contributed surplus accounts, respectively, with $161,000 being charged to retained earnings.
 
During Q2 06, the Company renewed its normal course issuer bid with the Toronto Stock Exchange, which enables the Company to purchase up to 2,258,754 common shares during the period June 1, 2006, to May 31, 2007.
 
During Q2 06, the Company recognized a stock-based compensation expense of $377,000 (Q2 05 - $334,000) in administrative and marketing expenses. Of the amount expensed, $180,000 related to the fair value of options granted (Q2

05 - $251,000); $67,000 related to deferred share unit compensation (Q2 05 - $83,000); and $130,000 related to the restricted shares issued on The Keith Companies, Inc. acquisition.


 
STANTEC INC.

Notes to the Unaudited Interim Consolidated Financial Statements

During the first two quarters of 2006, the Company recognized a stock-based compensation expense of $925,000 (2005 -$683,000) in administrative and marketing expenses. Of the amount expensed, $366,000 related to the fair value of options granted (2005 - $505,000); $208,000 related to deferred share unit compensation (2005 - $178,000); and $351,000 related to the restricted shares issued on The Keith Companies, Inc. acquisition. The fair value of options granted was reflected through contributed surplus; the deferred share unit compensation was reflected through accrued liabilities; and the restricted shares were reflected through deferred stock compensation. Upon the exercise of share options for which a stock-based compensation expense has been recognized, the cash paid together with the related portion of contributed surplus is credited to share capital. Upon the vesting of restricted shares for which a stock-based compensation expense has been recognized, the related portion of contributed surplus is credited to share capital.
 

On May 4, 2006, the shareholders of the Company approved the subdivision of its issued common shares on a two-for-one basis, effective for registered common shares at the close of business on May 19, 2006. The shareholders of the Company also approved an amendment to its employee stock option plan, which had the effect of increasing the number of common shares reserved for issuance to 4,514,126 on a postsplit basis, of which 3,104,334 were available for issue at June 30, 2006. All references to common shares, per share amounts, and stock-based compensation plans in these consolidated financial statements have been restated to reflect the stock split on a retroactive basis.

7.  
Segmented Information

The Company provides comprehensive professional services in the area of infrastructure and facilities throughout North America and internationally. The Company considers the basis on which it is organized, including geographic areas and service offerings, in identifying its reportable segments. Operating segments of the Company are defined as components of the Company for which separate financial information is available that is evaluated regularly by the chief operating decision maker in allocating resources and assessing performance. The chief operating decision maker is the Chief Executive Officer of the Company, and the Company's operating segments are based on its regional geographic areas.
 
All the operations of the Company are included in one reportable segment as Consulting Services, which provides services throughout North America and internationally.

Geographic information
 
Property and Equipment,
 
   
Goodwill, Intangible Assets
 
   
June 30, 2006
 
December 31, 2005
 
(In thousands of Canadian dollars)
   $  
$
 
               
Canada
   
107,509
   
104,463
 
United States
   
223,216
   
223,593
 
International
   
452
   
441
 
     
331,177
   
328,497
 
 

STANTEC INC.

Notes to the Unaudited Interim Consolidated Financial Statements

Geographic information
     
Gross Revenue
     
   
For the quarter ended
 
For the two quarters ended
 
   
June 30
 
June 30
 
   
2006
 
2005
 
2006
 
2005
 
(In thousands of Canadian dollars)
   $  
$
   $  
$
 
                           
Canada
   
117,650
   
96,406
   
223,013
   
183,322
 
United States
   
90,156
   
52,948
   
169,285
   
106,104
 
International
   
1,035
   
810
   
1,813
   
1,882
 
     
208,841
   
150,164
   
394,111
   
291,308
 

Gross revenue is attributed to countries based on the location of the work performed.

Practice area information
     
Gross Revenue
     
   
For the quarter ended
 
For the two quarters ended
 
   
June 30
     
June 30
 
   
2006
 
2005
 
2006
 
2005
 
(In thousands of Canadian dollars)
   $  
$
   $  
$
 
                           
Consulting Services
                         
Buildings
   
45,764
   
36,855
   
91,033
   
72,060
 
Environment
   
36,942
   
24,901
   
68,340
   
49,588
 
Industrial & Project Management
   
22,851
   
17,677
   
42,434
   
33,564
 
Transportation
   
28,433
   
22,883
   
52,019
   
44,772
 
Urban Land
   
74,851
   
47,848
   
140,285
   
91,324
 
     
208,841
   
150,164
   
394,111
   
291,308
 

8.  
Employee Future Benefits
 
 
The Company contributes to group retirement savings plans and an employee share purchase plan based on the amount of employee contributions made subject to maximum limits per employee. The Company accounts for such defined contributions as an expense in the period in which the contributions are made. The expense recorded in Q2 06 was $2,653,000 (Q2 05 - $2,067,000), with a year-to-date expense of $5,966,000 (2005 - $4,071,000).
 
9.  
Investment Tax Credits
 
 
Investment tax credits arising from expenditures that qualify as scientific research and experimental development efforts pursuant to existing tax legislation are recorded as a reduction of the applicable administrative and marketing expenses when there is reasonable assurance of their ultimate realization. During Q2 06, investment tax credits of $500,000 were recorded as a reduction of administrative and marketing expenses. No investment tax credits were recorded in the first two quarters of 2005.
 


STANTEC INC.
 
to the Unaudited Interim Consolidated Financial Statements

10.  
Cash Flows From Operating Activities

Cash flows from operating activities determined by the indirect method are as follows:

   
For the quarter ended
 
For the two quarters ended
 
   
 June 30
 
 June 30
 
   
2006
 
2005
 
2006
 
2005
 
(in thousands of Canadian dollars)
   $  
$
   $  
$
 
                           
Net income for the period
   
16,720
   
13,066
   
28,137
   
19,801
 
Add (deduct) items not affecting cash:
                         
Depreciation of property and equipment
   
3,633
   
2,920
   
7,104
   
5,684
 
Amortization of intangible assets
   
1,706
   
188
   
3,234
   
426
 
Future income tax
   
1,274
   
1,965
   
(600
)
 
1,764
 
Loss (gain) on dispositions of investments and
                         
property and equipment
   
(793
)
 
439
   
(470
)
 
338
 
Stock-based compensation expense
   
377
   
334
   
925
   
683
 
Provision for self-insured liability
   
(994
)
 
1,429
   
1,253
   
3,449
 
Other non-cash items
   
1,732
   
78
   
555
   
255
 
Share of income from associated companies
   
(126
)
 
(40
)
 
(164
)
 
(108
)
Dividends from equity investments
   
-
   
-
   
150
   
250
 
     
23,529
   
20,379
   
40,124
   
32,542
 
Change in non-cash working capital accounts:
                         
Accounts receivable
   
9,488
   
(9,655
)
 
(11,500
)
 
(1,553
)
Costs and estimated earnings in excess of
                         
billings
   
(10,262
)
 
2,150
   
8,513
   
(924
)
Prepaid expenses
   
(733
)
 
35
   
134
   
748
 
Accounts payable and accrued liabilities
   
14,714
   
8,307
   
(21,673
)
 
(8,022
)
Billings in excess of costs and estimated
                         
earnings
   
968
   
(2,248
)
 
2,787
   
(1,705
)
Income taxes payable/recoverable
   
4,424
   
1,100
   
(219
)
 
(8,553
)
     
18,599
   
(311
)
 
(21,958
)
 
(20,009
)
Cash flows from operating activities
   
42,128
   
20,068
   
18,166
   
12,533
 

11.  
Comparative Figures

Certain comparative figures have been reclassified to conform to the presentation adopted for the current period.