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topicus Constellation Software Inc. and Topicus.Com Inc. Announce Results for Topicus.com Inc. for the First Quarter Ended March 31 , 2021 TORONTO , May 04 , 2021 ( GLOBE NEWSWIRE ) -- Topicus.com Inc. ( TSXV : TOI ) in a joint release with Constellation Software Inc. ( TSX : CSU ) today announced financial results for Topicus.com Inc. ( " Topicus " or the " Company " ) for the first quarter ended March 31 , 2021. Please note that all amounts referred to in this press release are in Euros 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 months ended March 31 , 2021 and the accompanying notes , our Management Discussion and Analysis for the three months ended March 31 , 2021 and the Annual Consolidated Financial Statements of Constellation Software Netherlands Holding Cooperatief U.A. ( the " Topicus Coop " or " CSNH " ) for the year ended December 31 , 2020 , which we prepared in accordance with International Financial Reporting Standards ( " IFRS " ) and the Company's annual Management's Discussion and Analysis for the year ended December 31 , 2020 , which can be found on SEDAR at www.sedar.com and on Topicus.com Inc.'s website www.topicus.com . Additional information about Topicus.com Inc. is also available on SEDAR at www.sedar.com . Q1 2021 Headlines : • Revenue increased 50 % ( 7 % organic growth ) to € 179.6 million compared to € 119.8 million in Q1 2020 . • A € 2,456.8 million expense related to the increase in fair value of redeemable preferred securities was incurred in the quarter , € 2,442.1 million of which is non - cash related . Fair value of the preferred securities is primarily dependent on the price movement of Topicus ' Subordinate Voting Shares . • Earnings decreased to a net loss of € 2,436.1 million ( € 52.40 on a diluted per share basis ) from net income of € 17.5 million ( € 0.15 on a diluted per share basis ) in Q1 2020 primarily resulting from the € 2,456.8 million redeemable preferred securities expense . • On January 5 , 2021 , the Company acquired 100 % of the shares of Topicus.com B.V. from Ijssel B.V. ( " Ijssel " ) . The Company paid cash of € 133.6 million to Ijssel . Furthermore , the Company issued 5,842,882 Topicus Coop Preference Units to Ijssel for an initial subscription price of € 83.8 million plus an additional subscription amount of € 27.6 million which will be paid by Ijssel to the Company in May 2021. The Company also issued 5,842,882 Topicus Coop Ordinary Units to Ijssel . The aggregate consideration totalled € 217.4 million . • Additional acquisitions were completed for aggregate cash consideration of € 13.0 million ( which includes acquired cash ) . Deferred payments associated with these acquisitions have an estimated value of € 0.7 million resulting in total consideration of € 13.7 million . • Cash flows from operations ( " CFO " ) increased € 39.4 million to € 159.8 million compared to € 120.4 million in Q1 2020 representing an increase of 33 % . • Free cash flow available to shareholders¹ ( " FCFA2S " ) increased € 14.8 million to € 91.5 million compared to € 76.7 million in Q1 2020 representing an increase of 19 % . Total revenue for the quarter ended March 31 , 2021 was € 179.6 million , an increase of 50 % , or € 59.8 million , compared to € 119.8 million for the comparable period in 2020. The increase for the three - month period compared to the same period in the prior year is primarily attributable to growth from acquisitions as the Company experienced organic growth of 7 % . On January 4 , 2021 and January 5 , 2021 , the Company completed a corporate reorganization and acquired Topicus.com B.V. ( the " Combination " ) . In connection with the Combination , the Company issued 39,412,385 Preferred Shares to Constellation Software Inc. and 19,665,642 Topicus Coop Preference Units to Joday Investments II B.V. and certain individual investors affiliated therewith ( being the previous minority owners of CSNH ) , and in connection with the acquisition of Topicus.com B.V. on January 5 , 2021 , the Company issued 5,842,882 Topicus Coop Preference Units to Ijssel , collectively the " Preferred Securities ” . The Preferred Securities are non - voting and under certain conditions are redeemable at the option of the holder for a redemption price of approximately € 19.06 per security . The redemption price may either be settled in cash or through the issuance of a variable number of Subordinate Voting Shares or Topicus Coop Ordinary Units , as applicable , of equal value , or any combination thereof . The Preferred Securities are also convertible into Subordinate Voting Shares or Topicus Ordinary Units , as applicable , at a conversion ratio of 1 : 1 . The Preferred Securities holders will also be entitled to a fixed annual cumulative dividend of 5 % per annum on the initial Preferred Securities value of approximately € 19.06 per security . The Preferred Securities will be recorded at fair value at the end of each reporting period . The change in fair value of the Preferred Securities is recorded as redeemable preferred securities expense ( income ) in the condensed consolidated interim statements of income . Based on the Preferred Securities conversion right , the value of the Preferred Securities is primarily dependent on the price movement of Topicus ' Subordinate Voting Shares . At March 31 , 2021 the market price of Topicus ' Subordinate Voting Share closed at CAD $ 82.54 or approximately € 55.89 . The increase in value from € 19.06 to € 55.89 multiplied by the 64.9 million Preferred Securities outstanding equals approximately € 2,391.2 million . The difference between € 2,391.2 million and the fair value of € 2,456.8 million primarily relates to the impact of share price volatility and optionality and the accrued dividend of € 14.7 million . As the threshold for the mandatory conversion or redemption of all Preferred Securities was reached on April 29 , 2021 , it is