Company Announcements

HALIFAX, NS , May 9, 2025 /CNW/ - Clarke Inc. ("Clarke" or the "Company") (TSX: CKI) today announced its results for the three months ended March 31, 2025.

First Quarter Results ¹

The Company's net loss for the three months ended March 31, 2025 was $2.4 million, compared to net income of $2.4 million for the same period in 2024. The net loss was primarily attributable to a pension expense resulting from past service costs recognized following a pension plan amendment, offset by earnings from the Company's hospitality and residential operating businesses. Other changes period over period included certain interest expense outlays being expensed in the current period, compared to a portion in the prior period that had been capitalized due to ongoing construction, as well as a reduced deferred income tax recovery. Hotel and rental revenue increased primarily due to the Company's Talisman residential development on Carling Avenue in Ottawa, ON (the "Talisman"), which was still under construction during the first quarter of 2024.

The increase in comprehensive income year over year despite the net loss is a result of changes in the Company's pension plans. Other comprehensive income for the three months ended March 31, 2025 was $5.4 million, driven by remeasurement gains on the Company's pension plans, compared to an other comprehensive loss of $1.9 million in the same period in 2024, driven by remeasurement losses on the Company's pension plans.

During the first quarter of 2025, the Company's book value per common share increased by $0.21, or 1.1%. The change can be attributed primarily to the after-tax remeasurement gains on the Company's pension surplus of $5.4 million, or $0.39 per common share, offset by a net loss in the quarter of $2.4 million, or $0.17 per common share. Net loss included hotel net operating income of $4.9 million, or $0.35 per common share and an income tax recovery of $0.9 million, or $0.06 per common share, offset by depreciation and amortization of $2.9 million, or $0.21 per common share, interest and accretion of $3.0 million, or $0.21 per common share and a pension expense of $3.0 million, or $0.21 per common share.  The Company's book value per common share at the end of the quarter was $20.06, while the common share price was $22.67.

Additional commentary on our first quarter results can be found in our Management's Discussion & Analysis for the three months ended March 31, 2025.

Other Information

Highlights of the interim condensed consolidated financial statements for the three months ended March 31, 2025, compared to the three months ended March 31, 2024 are as follows:

Election of Directors

Clarke also announced today that the director nominees listed in the Management Information Circular dated April 10, 2025, were elected as directors of the Company. The detailed results of the vote for the election of directors held at Clarke's Annual General Meeting of Shareholders held on May 9, 2025 in Halifax, Nova Scotia are set out below.

Final voting results on all matters voted on at the Annual General Meeting of Shareholders held on May 9, 2025 will be filed on the Company's issuer profile on SEDAR+ at www.sedarplus.ca.

About Clarke

Clarke is a real estate company with holdings across real estate sectors – primarily residential, furnished suites and hospitality. Clarke's common shares (CKI) trade on the Toronto Stock Exchange. Further information about Clarke, including Clarke's Interim Condensed Consolidated Financial Statements and Management's Discussion & Analysis for the three months ended March 31, 2025, is available on SEDAR+ at www.sedarplus.ca and www.clarkeinc.com.

Cautionary Statement Regarding Use of Non-IFRS Accounting Measures and Ratios

This press release makes reference to "book value per share" and "net operating income".  Book value per share and net operating income are not financial measures or ratios calculated and presented in accordance with International Financial Reporting Standards ("IFRS") and should not be considered in isolation or as a substitute to any financial measures or ratios of performance calculated and presented in accordance with IFRS. These non-IFRS financial measures and ratios are presented in this press release because management of Clarke believes that such measures and ratios enhance the user's understanding of our historical and current financial performance.

Book value per share is measured by dividing shareholders' equity of the Company at the date of the statement of financial position by the number of common shares outstanding at that date.  Net operating income is defined as revenue less expenses. Net operating income measures operating results before interest, depreciation, amortization, and income taxes.  Clarke's method of determining these amounts may differ from other companies' methods and, accordingly, these amounts may not be comparable to measures used by other companies.

Note on Forward-Looking Statements and Risks

This press release may contain or refer to certain forward-looking statements relating, but not limited, to the Company's expectations, intentions, plans and beliefs with respect to the Company. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "does not expect", "is expected", "budgets", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", "believes", or equivalents or variations of such words and phrases, or state that certain actions, events or results, "may", "could", "would", "should", "might" or "will" be taken, occur or be achieved. Forward-looking statements include, without limitation, those with respect to the future or expected performance of the Company's underlying assets, changes in the property holdings, changes to the Company's hedging practices, currency fluctuations and requirements for additional capital. Forward-looking statements rely on certain underlying assumptions that, if not realized, can result in such forward-looking statements not being achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause the actual results of the Company to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements. Such risks and uncertainties include, among others, the Company's investment strategy, legal and regulatory risks, general market risk, potential lack of diversification in the Company's investments, interest rates, foreign currency fluctuations, the sale of Company assets, the expectation that the Company's redeployment of capital from its asset dispositions, renovations and repurposes will be accretive to the Company's shareholders, the anticipated timing for completion of the second phase of the Talisman residential redevelopment, reliance on key executives and other factors.  The real estate industry is subject to various risks that could impact on our financial performance and asset values. These risks include fluctuations in property values, changes in market demand, interest rate volatility, and broader economic conditions such as inflation, employment levels, and consumer confidence. Tourism levels, economic activity and changing competition in our markets can have a significant impact on the underlying results of our assets. Competition from new developments and alternative accommodation options could affect occupancy rates and rental pricing. Regulatory and legislative changes, including zoning laws, rent control measures and environmental policies, may impose additional costs or restrictions on operations. Additionally, unforeseen capital expenditures, rising maintenance costs, and disruptions in supply chains may impact profitability. Our ability to successfully acquire, develop, and manage real estate assets depends on effective risk mitigation strategies, financial flexibility, and market adaptability. With respect to the ferry operations, such risks and uncertainties include, among others, weather conditions, safety, claims and insurance, uninsured losses, changes in levels of business and commercial travel and tourism and other factors.

Although the Company has attempted to identify important factors that could cause actions, events or results not to be as estimated or intended, there can be no assurance that forward-looking statements will prove to be accurate as actual results, and future events could differ materially from those anticipated in such statements. Other than as required by applicable Canadian securities laws, the Company does not update or revise any such forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events. Accordingly, readers should not place undue reliance on forward-looking statements.

SOURCE Clarke Inc.