Voxtur Analytics Corp.
MD&A for the three months ended March 31, 2021
All dollar figures referred to herein, with the exception of per share amounts, are presented in thousands of Canadian dollars unless otherwise stated.
Voxtur Analytics Corp.
Management's Discussion and Analysis of Financial Condition and Results of Operations
for the three months ended March 31, 2021 (the "Period")
The information set forth below has been prepared as at May 31, 2021, and is derived from, and should be read in conjunction with, Voxtur Analytics Corp.'s ("Voxtur," "VXTR" or the "Company") unaudited condensed interim consolidated financial statements for the three months ended March 31, 2021 (the "Reporting Date"), including the accompanying notes (the "Interim Financial Statements"), which can be found on SEDAR at www.sedar.com. This Management Discussion and Analysis ("MD&A") is intended to assist in understanding the dynamics of the Company's business and key factors underlying its financial results.
The Interim Financial Statements have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting ("IAS 34") using accounting policies consistent with International Financial Reporting Standards ("IFRS"). By their nature, the Interim Financial Statements do not include all the information required for full annual financial statements, and so should be read in conjunction with the Company's 2020 audited annual consolidated financial statements prepared in accordance with IFRS, which can be found on SEDAR at www.sedar.com. The Interim Financial Statements were prepared using the accounting policies disclosed in the annual financial statements.
All dollar figures referred to herein are Canadian dollars unless otherwise stated. For narrative purposes, all dollar amounts, with the exception of per share amounts, have been presented in thousands of dollars.
Company Overview
Voxtur is a transformational real estate technology company that is redefining industry standards in the real estate finance lifecycle. The Company offers automated workflows and targeted data analytics to simplify property valuation, tax solutions and settlement services for investors, lenders, government agencies and mortgage servicers. Voxtur's proprietary data hub and platforms accurately and efficiently value assets, service loans, securitized portfolios and evaluate tax assessments. The Company serves the property lending and property tax sectors, both public and private, in the United States ("US") and Canada.
The Company has developed a web-based enterprise platform and database to deliver the primary offerings noted below.
Software and Data Licenses:
- Software that automates and digitizes the appraisal process which includes order tracking, job assignment, collaboration, scheduling tools, and mobile apps for appraisers and enterprises by leveraging a North American nationwide repository of public, third party and proprietary data.
- Desktop review software for assessors and governments that generate customized portals to view multiple elements related to a property, including street level imagery, aerial imagery, building outline sketches, advanced mapping tools, property valuation details, comparable property analysis, and structural characteristics, amongst others. This architecture has been built to support a full suite of add-on modules and services, including workflow management, sketching software and mobile functionality.
- Software that analyzes the accuracy of property assessments by leveraging multiple property data sources to deliver insightful comparable modeling and predictive valuations using proprietary algorithms. Integration of this platform with the Company's proprietary appeal management module assists public entities in the management of property assessment appeals.
- Commercialization of client data through the delivery of reports and individual data requests through secure ecommerce transactions or by account. In addition to standardized reports, the Company also provides customized reports through an assisted fulfillment process.
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Voxtur Analytics Corp.
MD&A for the three months ended March 31, 2021
All dollar figures referred to herein, with the exception of per share amounts, are presented in thousands of Canadian dollars unless otherwise stated.
Technology-Managed Services:
- The Company provides real estate valuation solutions by leveraging its proprietary technology to deliver full- spectrum appraisal and broker price opinion services.
- The provision of property tax solutions utilizing the Company's property tax analysis and appeal management platform and sketch software to support clients that require a facilitated experience with the Company's technology and databases.
- Services for clients seeking to outsource property-related services to benefit from the efficiencies the Company can provide using its proprietary technology.
- The provision of real estate technology and non-legal default services.
Settlement Services:
- The provision of full service title, escrow and closing services.
The Company's Common Shares are traded on the TSX Venture Exchange ("TSXV") under the symbol VXTR, and on the US OTCQB under the symbol VXTRF. The Company's Non-Voting Shares are not listed on any stock exchange or over- the-counter market.
Significant developments in the first quarter of 2021:
- In February 2021, the Company changed its name from "iLOOKABOUT Corp." to "Voxtur Analytics Corp.".
-
In February 2021, the Company acquired 100% of the issued and outstanding stock of Voxtur Technologies, Inc. ("Voxtur Technologies"), 100% of the membership interests of Bright Line Title, LLC ("Bright Line"), and certain technology and non-legal assets of James E. Albertelli, P.A. and certain of its affiliates (collectively, "JEA") (the "Voxtur Acquisition"). Voxtur Technologies provides real estate technology and non-legal default services in the US. Bright Line provides full service title, escrow and closing services in the US. The Company acquired these businesses (the "Voxtur Group") to expand its operations and offerings in the United States and the Company's real property focused product and service offerings.
Consideration for the acquisition was satisfied at the closing and consisted of: - $13,467 USD cash;
- 108,455,631 Common Shares of the Company; and
- 54,227,816 Non-voting Common Shares of the Company.
- In February 2021, the Company expanded its credit facilities with Bank of Montreal's Technology & Innovation Banking Group ("Term Loan C") under which the Company has drawn $27,000. The Company will pay interest only for the first six months of the term, and thereafter interest and principal will be paid based on a 54 month amortization schedule. The Company may, at its discretion, repay the balance of Term Loan C in whole or in part at any time after eighteen (18) months following the closing date without penalty or obligation for future interest payments otherwise payable had Term Loan C not been repaid. Pricing is set at Bank of Montreal's Prime Rate plus 4.0% per annum. Upon the establishment of Term Loan C. the outstanding principal balances under two of the Companies three pre-existing Term Loans totaling approximately $3,251, were fully paid down.
- In March 2021, the Company completed a non-brokered private placement under which a total of 50,000,000 common shares were issued at $0.70 per common share, for gross proceeds of approximately $35,000.
- In the first quarter of 2021, the Company issued:
- 12,322,769 Common Shares upon receipt of exercise directions from warrant holders to exercise 12,322,769 warrants, resulting in gross proceeds of $3,740; and
- 26,849,226 Common Shares upon receipt of conversion directions from convertible debenture holders to exercise $8,055 of convertible debentures.
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Voxtur Analytics Corp.
MD&A for the three months ended March 31, 2021
All dollar figures referred to herein, with the exception of per share amounts, are presented in thousands of Canadian dollars unless otherwise stated.
Significant developments subsequent to the first quarter of 2021:
- In April 2021, the Company acquired 100% of the issued and outstanding stock of Appraisers Now Ltd., o/a Anowfor $10,014 of cash consideration and the issuance of 28,571,428 Common Shares of the Company.
- The Company issued 3,600,233 Common Shares upon receipt of exercise directions from warrant holders to exercise 3,600,233 warrants, resulting in gross proceeds of $972; and
- The Company granted 600,000 stock options having an exercise price of $0.98.
Use of Non-GAAP Financial Measures
Management has included two non-GAAP financial measures to supplement information contained in this MD&A. These non-GAAP measures do not have any standardized meaning prescribed under IFRS and therefore may not be comparable to similar measures employed by other reporting issuers. The non-GAAP measures contained in this MD&A are:
- "Adjusted Working Capital", which is defined and calculated by the Company as current assets less current liabilities, excluding items that are not financial assets or financial liabilities. Management believes Adjusted Working Capital provides meaningful information with respect to the liquidity of the Company. A reconciliation of working capital to Adjusted Working Capital is provided in the section entitled "Liquidity and Capital Resources - Adjusted Working Capital".
- "Adjusted EBITDA", which is defined and calculated by the Company as earnings (loss) before interest, taxes, depreciation/amortization of property and equipment, intangible assets and right-of-use assets, share-based compensation expense, foreign exchange gains (losses) recorded through profit and loss, and other costs or income that are: (i) non-operating; (ii) non-recurring; and/or (iii) related to strategic initiatives. The Company classifies income or costs as non-recurring if income or costs similar in nature are not reasonably expected to occur within the next two years nor have occurred during the prior two years, and such costs are significant.
Management believes Adjusted EBITDA provides meaningful information with respect to the financial performance and value of the Company, as items that may obscure the underlying trends in the business performance are excluded. A reconciliation of earnings (loss) to Adjusted EBITDA is provided in the section entitled "Overall Performance and Results of Operations - Adjusted EBITDA Reconciliation."
These measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of financial performance prepared in accordance with IFRS.
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Voxtur Analytics Corp.
MD&A for the three months ended March 31, 2021
All dollar figures referred to herein, with the exception of per share amounts, are presented in thousands of Canadian dollars unless otherwise stated.
Overall Performance and Results of Operations
Summary of Quarterly Results
The financial information set forth below is derived from, and should be read in conjunction with, Voxtur's Interim Financial Statements for the three months ended March 31, 2021 (the "Reporting Date"), which can be found on SEDAR at www.sedar.com.
Three months ended1 | ||||||||
(In thousands of Canadian dollars, except | March 31 | June 30 | Sept 30 | Dec 31 | ||||
per share amounts) | ||||||||
Fiscal 2021 | ||||||||
Revenue | $ | 14,468 | ||||||
Loss | (7,352) | |||||||
Comprehensive loss | (8,475) | |||||||
Loss per share - basic and diluted | (0.03) | |||||||
Adjusted EBITDA, Unaudited2 | $ | 1,163 | ||||||
Fiscal 2020 | ||||||||
Revenue | $ | 5,111 | $ | 4,498 | $ | 4,920 | $ | 5,982 |
Loss | (261) | (2,004) | (1,766) | (2,134) | ||||
Comprehensive loss | (221) | (1,997) | (1,761) | (904) | ||||
Loss per share - basic and diluted | - | (0.02) | (0.01) | (0.01) | ||||
Adjusted EBITDA, Unaudited2 | $ | (665) | $ | (683) | $ | (189) | $ | 506 |
Fiscal 2019 | ||||||||
Revenue | $ | 2,634 | $ | 2,512 | $ | 4,810 | $ | 4,978 |
Loss | (26) | (359) | (799) | (699) | ||||
Comprehensive loss | (23) | (344) | (164) | (638) | ||||
Loss per share - basic and diluted | - | - | (0.01) | (0.01) | ||||
Adjusted EBITDA, Unaudited2 | $ | 502 | $ | 289 | $ | (52) | $ | (641) |
- Results are Unaudited.
- Adjusted EBITDA is a non-GAAP measure and is defined above in "Use of Non-GAAP Financial Measures".
Year ended Dec 31
-
20,511
(6,166)
(4,883)
(0.05)
- (1,031)
-
14,934
(1,883)
(1,169)
(0.02)
- 98
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Voxtur Analytics Corp.
MD&A for the three months ended March 31, 2021
All dollar figures referred to herein, with the exception of per share amounts, are presented in thousands of Canadian dollars unless otherwise stated.
Adjusted EBITDA Reconciliation
The following tables present reconciliations of Loss to Adjusted EBITDA for the periods presented.
Three months ended1 | ||||||||
(In thousands of Canadian dollars) | March 31 | June 30 | September 30 | December 31 | ||||
Fiscal 2021 | ||||||||
Loss | $ | (7,352) | ||||||
Add back (deduct): | ||||||||
Amortization of property and equipment | 33 | |||||||
Amortization of intangible assets | 1,590 | |||||||
Amortization of right-of-use assets | 89 | |||||||
Finance costs, net | 688 | |||||||
Income tax expense | 223 | |||||||
Share-based compensation expense | 4,216 | |||||||
Foreign exchange loss (gain) through profit | 471 | |||||||
and loss | ||||||||
Costs (income) related to non-operating | 1,205 | |||||||
items, non-recurring items and/or strategic | ||||||||
initiatives1 | ||||||||
Adjusted EBITDA, Unaudited2 | $ | 1,163 | ||||||
Fiscal 2020 | ||||||||
Loss | $ | (261) | $ | (2,004) | $ | (1,766) | $ | (2,134) |
Add back (deduct): | ||||||||
Amortization of property and equipment | 45 | 33 | 36 | 37 | ||||
Amortization of intangible assets | 450 | 464 | 442 | 663 | ||||
Amortization of right-of-use assets | 93 | 95 | 92 | 91 | ||||
Loss (gain) on derivative asset | - | (166) | 166 | - | ||||
Finance costs, net | 285 | 288 | 309 | 387 | ||||
Income tax expense (recovery) | (25) | 200 | (190) | 608 | ||||
Share-based compensation expense | 17 | 13 | 135 | 245 | ||||
Foreign exchange loss (gain) through profit | (1,389) | 590 | 403 | 1,196 | ||||
and loss | ||||||||
Costs (income) related to non-operating | 120 | (196) | 186 | (586) | ||||
items, non-recurring items and/or strategic | ||||||||
initiatives1 | ||||||||
Adjusted EBITDA, Unaudited2 | $ | (665) | $ | (683) | $ | (189) | $ | 506 |
Fiscal 2019 | ||||||||
Loss | $ | (26) | $ | (359) | $ | (799) | $ | (699) |
Add back (deduct): | ||||||||
Amortization of property and equipment | 26 | 27 | 47 | 52 | ||||
Amortization of intangible assets | 57 | 61 | 436 | 372 | ||||
Amortization of right-of-use assets | 45 | 47 | 95 | 49 | ||||
Loss (gain) on derivative asset | - | - | (213) | 213 | ||||
Finance costs, net | 10 | 10 | 134 | 218 | ||||
Income tax recovery | - | - | - | (645) | ||||
Share-based compensation expense | 46 | 125 | 20 | 118 | ||||
Foreign exchange loss (gain) through profit | 26 | 31 | (195) | 232 | ||||
and loss | ||||||||
Costs (income) related to non-operating | 317 | 348 | 422 | (550) | ||||
items, non-recurring items and/or strategic | ||||||||
initiatives1 | ||||||||
Adjusted EBITDA, Unaudited2 | $ | 502 | $ | 289 | $ | (52) | $ | (641) |
Year ended December 31
- (6,166)
150
2,019
371
-
1,269
593
410
800
(476)
- (1,031)
- (1,883)
152
926
235
-
372
(645)
309
93
538
- 98
- Results are Unaudited.
- Adjusted EBITDA is a non-GAAP measure and is defined above in "Use of Non-GAAP Financial Measures".
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Voxtur Analytics Corp. published this content on 31 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 31 May 2021 21:59:05 UTC.