Guardian Capital Group Limited (TSX: GCG; GCG.A) Announces 2025 Third Quarter Operating Results

Executive Summary

• Guardian Capital reported Q3 2025 net revenue of $92 M, down modestly YoY, but net earnings surged to $70.2 M (up from $39.2 M a year ago).
• EBITDA fell to $8.9 M versus $14.1 M prior‑year quarter, reflecting integration costs and transaction expenses related to the pending take‑private arrangement with Desjardins Global Asset Management Inc. (DGAM).
• The Board declared a quarterly eligible dividend of $0.39 per share payable 16 Jan 2026.
• A Competition Act “no‑action letter” was received, satisfying a key condition for closing the DGAM acquisition; closing is now expected in H1 2026 pending regulatory approvals.

Key Details

• Financial Highlights (Three months ended Sep 30):
• Net revenue: $91.96 M vs $98.13 M YoY.
• Operating loss: $(0.2) M vs operating earnings of $4.8 M a year earlier.
• EBITDA(1): $8.86 M vs $14.12 M YoY.
• Net gains (fair‑value adjustments): $83.18 M vs $39.39 M YoY.
• Net earnings attributable to shareholders: $70.20 M vs $39.22 M YoY.

• Adjusted cash flow from operations (shareholder‑attributable): $5.71 M vs $13.33 M YoY.

• Per‑Share Metrics (Diluted):

• Net earnings: $2.89 vs $1.60 a year earlier.
• EBITDA: $0.35 vs $0.56 YoY.

• Adjusted cash flow from operations: $0.25 vs $0.56 YoY.

• Balance‑Sheet Highlights (Sep 30, 2025):

• Total client assets: $166.6 B (down slightly from $169.0 B Dec 31 2024).
• Shareholders’ equity: $1,386 M ($56.68 per share), up from $1,318 M a year earlier.

• Securities, net: $1,325 M ($54.20 per share), up from $1,211 M a year earlier.

• Dividend:

• Quarterly eligible dividend of $0.39 per share declared; payable Jan 16 2026 to shareholders of record Jan 9 2026.

• Arrangement with DGAM:

• Competition Act “no‑action letter” received, satisfying the competition‑law condition for the plan of arrangement.
• DGAM will acquire all outstanding common and Class A shares (except rollover‑agreement shares) at C$68.00 per share in cash.

• Closing now anticipated in the first half of 2026, subject to remaining regulatory approvals and other closing conditions.

• Auditor Change:

• KPMG LLP resigned as auditor effective immediately due to expected loss of independence post‑arrangement.

• PricewaterhouseCoopers LLP appointed as new auditor until the next annual shareholders’ meeting.

• Integration Costs Impacting Q3 2025:

• $1.6 M related to Sterling acquisition integration.

• $4.4 M associated with the DGAM transaction.

• Forward‑Looking Statements:

• Management expects the arrangement to close in H1 2026, contingent on regulatory approvals.
• No guarantee that all conditions will be satisfied; risks disclosed in the company’s filing documents.