qtrh-ex991

Q3 Revenue of $25.4 million and Adjusted EBITDA of $2.0 million; cash balance at quarter-end was $72.1 million

Kitchener, Canada – November 7, 2019 – Quarterhill Inc. (“Quarterhill” or the “Company”) (TSX: QTRH) (NASDAQ: QTRH), announces its financial results for the three- and nine-month periods ended September 30, 2019. All financial information in this press release is reported in U.S. dollars, unless otherwise indicated.

“Q3 revenue and Adjusted EBITDA increased year-over-year due to stronger performance at IRD and VIZIYA,” said John Gillberry, Chairman of Quarterhill. “Overall, on a year-to-date basis, each business is performing ahead of the prior year with the net result being an increase in cash from operations and a strengthening of our balance sheet to support our diversification strategy. Our CEO search is now firmly underway and subsequent to quarter-end, we were very pleased to appoint Dave Cortens as interim CFO of Quarterhill. Dave was CFO of IRD at the time of the appointment, so we expect a smooth transition for that role.”

“With our Q2 results we announced that VIZIYA had signed two software license contracts in July and we noted the related impact that those contracts could have on the earn-out portion of the VIZIYA acquisition. In terms of an update, we were able to recognize revenue from one contract during the quarter, toward the end of September, while the second contract was not completed. As a result, VIZIYA’s Q3 results reflect only the economics from the one contract and based on the timing of that contract being recognized, we have reversed the earn-out contingency in full in our Q3 financial statements. We continue to believe that these larger multi-million-dollar opportunities reflect the operational and economic value that VIZIYA’s solutions can bring to its customers.”

The Board of Directors has declared an eligible quarterly dividend of CDN $0.0125 per common share payable on January 10, 2020, to shareholders of record on December 13, 2019.

Quarterhill’s acquisition strategy focuses primarily on financial metrics while remaining cognizant of broader technology and market trends as it builds a portfolio of businesses that are characterized as having recurring revenue, free cash flow and profitable growth potential. Driven by the execution of a proven and disciplined acquisition strategy, the Company seeks to enable shareholders to benefit from consolidation and convergence trends in today’s technology industry.

Consolidated revenues for the three months ended September 30, 2019 (“Q3 2019”) were $25.4 million, compared to $19.6 million in Q3 2018, representing growth of 30%. Consolidated revenues for the nine months ended September 30, 2019 (“Year-to-Date”) were $107.6 million, compared to $52.0 million in the same period last year, representing growth of 107%. Growth for Q3 2019 was driven by IRD and VIZIYA, while growth for the Year-to-Date period was due to higher revenue from all three businesses – WiLAN, IRD and VIZIYA.

Gross margin for Q3 2019 was $10.3 million, or 41%, compared to $5.1 million, or 26%, in Q3 2018. Gross margin for the nine months ended September 30, 2019 was $50.8 million, or 47%, compared to $9.3 million, or 18%, in the same period last year. The Q3 2019 improvement in gross margin was due primarily to better margin performance at IRD and VIZIYA, and for the Year-to-Date period, increased gross margin was due to better margin performance from all three businesses – WiLAN, IRD and VIZIYA.

Operating expenses include selling, general and administrative costs, research and development costs, depreciation and amortization of intangible assets and special charges. Q3 2019 operating expenses include a special charge recovery of the $11.6 million contingent liability related to the earn-out payment in the VIZIYA acquisition. This special charge recovery is a result of VIZIYA not meeting its requirements for the earn-out payment. All Special charges are excluded in the calculation of Adjusted EBITDA.

Excluding the $11.6 million special charge recovery, operating expenses for Q3 2019 were $13.7 million, compared to $14.4 million in Q3 2018, which excludes a $2.3 million special charge in that period. For the Year-to-Date period, excluding special charges in both 2018 and 2019, operating expenses were $40.6 million, compared to $44.3 million in the same period last year. Operating expenses decreased year-over-year due primarily to the restructurings at IRD and WiLAN that took place in 2018 as well as Quarterhill’s ongoing focus on cost control.

Adjusted EBITDA for Q3 2019 was $2.0 million compared to ($2.5) million in Q3 2018. Adjusted EBITDA for the Year-to-Date period was $27.4 million compared to ($13.8) million in the same period last year. Adjusted EBITDA for the three- and nine-month periods ended September 30, 2019 reflects, in general, improving operations at all three portfolio companies in 2019.

Net income for Q3 2019 was $9.3 million, or $0.08 per basic and diluted Common Share, compared to net loss of ($9.3) million or ($0.08) per basic and diluted Common Share in Q3 2018. Net income for Q3 2019 includes a special charge recovery of $11.6 million while net loss for Q3 2018 includes a special charge expense of $2.3 million. Net income for the Year-to-Date period was $4.9 million, or

$0.04 per basic and diluted Common Share, compared to a net loss of ($29.2) million, or ($0.25) per basic and diluted Common Share, in the same period last year. The Year-to-Date period for 2019 includes a special charge expense of $0.9 million, while the same period in the prior year includes a special charge expense of $2.3 million. Year-over-year, the Company’s bottom-line has improved primarily due to higher revenue at all three portfolio companies, combined with a lower cost base following the restructurings at WiLAN and IRD in 2018.

Cash used in operations in Q3 2019 was ($9.8) million, compared to cash used in operations of ($9.0) million in Q3 2018. Cash used in operations in Q3 2019 was due primarily to working capital adjustments of ($11.0) million. Cash generated from operations for the Year-to-Date period was $11.9 million, compared to cash used in operations of ($17.9) million in the same period last year. Cash from operations in 2019 has benefited from the improved financial performance at all three businesses.

Cash and cash equivalents and short-term investments amounted to $72.1 million at September 30, 2019, compared to $67.3 million at December 31, 2018.

The table below highlights financial performance for the Company’s Licensing, Intelligent Systems and Enterprise Software segments. For detailed results and discussion related to these segments, please refer to the Management’s Discussion and Analysis document, which will be filed on SEDAR and at www.quarterhill.com in the investor section.

	For the three months ended September 30, 2019
	Licensing			Intelligent Systems			Enterprise Software			Corporate			Total
Revenues	$	3,765		$	12,853		$	8,751		$	-		$	25,369
Cost of revenues (excluding depreciation and amortization)		6,584			8,143			372			-			15,099
		(2,819	)		4,710			8,379			-			10,270
Selling, general and administrative expenses		481			2,512			2,114			2,079			7,186
Research and development expenses		-			572			657			-			1,229
Depreciation of property, plant and equipment		9			129			39			4			181
Amortization of intangibles		3,424			953			757			-			5,134
Special charges		7			-			-			(11,577	)		(11,570	)
Results from operations		(6,740	)		544			4,812			9,494			8,110
Finance income		(147	)		(9	)		-			(222	)		(378	)
Finance expense		-			61			1			-			62
Foreign exchange loss (gain)		114			(221	)		(13	)		(52	)		(172	)
Other income		-			(119	)		-			-			(119	)
Income (loss) before taxes		(6,707	)		832			4,824			9,768			8,717
Current income tax expense		4			222			1,049			-			1,275
Deferred income tax expense (recovery)		(2,058	)		(203	)		42			326			(1,893	)
Income tax expense (recovery)		(2,054	)		19			1,091			326			(618	)
Net income (loss)	$	(4,653	)	$	813		$	3,733		$	9,442		$	9,335

Adjusted EBITDA		(3,291	)		1,648			5,622			(1,930	)		2,049

Other reconciling items:
Stock-based compensation		9			22			14			149			194

	For the nine months ended September 30, 2019
	Licensing			Intelligent Systems			Enterprise Software			Corporate			Total
Revenues	$	56,633		$	36,977		$	13,953		$	-		$	107,563
Cost of revenues (excluding depreciation and amortization)		31,360			24,328			1,035			-			56,723
		25,273			12,649			12,918			-			50,840
Selling, general and administrative expenses		1,506			7,602			5,132			6,183			20,423
Research and development expenses		-			1,780			1,865			-			3,645
Depreciation of property, plant and equipment		80			723			106			12			921
Amortization of intangibles		10,468			2,839			2,271			-			15,578
Special charges		1,836			-			-			(929	)		907
Results from operations		11,383			(295	)		3,544			(5,266	)		9,366
Finance income		(204	)		(15	)		-			(652	)		(871	)
Finance expense		-			337			3			1			341
Foreign exchange loss (gain)		(254	)		26			35			343			150
Other income		(3	)		(370	)		-			-			(373	)
Income (loss) before taxes		11,844			(273	)		3,506			(4,958	)		10,119
Current income tax expense		3,951			307			1,050			-			5,308
Deferred income tax expense (recovery)		1,790			(1,160	)		(461	)		(252	)		(83	)
Income tax expense (recovery)		5,741			(853	)		589			(252	)		5,225
Net income (loss)	$	6,103		$	580		$	2,917		$	(4,706	)	$	4,894

Adjusted EBITDA		23,766			3,346			5,964			(5,701	)		27,375

Other reconciling items:
Stock-based compensation		(1	)		79			43			482			603

	For the three months ended September 30, 2018
	Licensing			Intelligent Systems			Enterprise Software			Corporate			Total
Revenues	$	4,445		$	12,439		$	2,695		$	-		$	19,579
Cost of revenues (excluding depreciation and amortization)		5,877			8,208			355			-			14,440
		(1,432	)		4,231			2,340			-			5,139
Selling, general and administrative expenses		761			2,211			1,828			2,071			6,871
Research and development expenses		-			534			368			-			902
Depreciation of property, plant and equipment		62			275			32			3			372
Amortization of intangibles		4,581			960			757			-			6,298
Special charges		-			2,320			-			-			2,320
Results from operations		(6,836	)		(2,069	)		(645	)		(2,074	)		(11,624	)
Finance income		(3	)		(2	)		-			(135	)		(140	)
Finance expense		-			72			4			2			78
Foreign exchange loss (gain)		(223	)		108			32			174			91
Other income		-			(247	)		-			-			(247	)
Loss before taxes		(6,610	)		(2,000	)		(681	)		(2,115	)		(11,406	)
Current income tax expense (recovery)		912			(41	)		(116	)		-			755
Deferred income tax recovery		(2,103	)		(504	)		(264	)		(9	)		(2,880	)
Income tax recovery		(1,191	)		(545	)		(380	)		(9	)		(2,125	)
Net loss	$	(5,419	)	$	(1,455	)	$	(301	)	$	(2,106	)	$	(9,281	)

Adjusted EBITDA		(2,178	)		1,442			158			(1,934	)		(2,512	)

Other reconciling items:
Effect of deleted deferred revenue		-			8			-			-			8
Stock-based compensation		15			(52	)		14			137			114

	For the nine months ended September 30, 2018
	Licensing			Intelligent Systems			Enterprise Software			Corporate			Total
Revenues	$	10,188		$	32,510		$	9,287		$	-		$	51,985
Cost of revenues (excluding depreciation and amortization)		19,797			21,789			1,127			-			42,713
		(9,609	)		10,721			8,160			-			9,272
Selling, general and administrative expenses		1,999			7,497			5,130			6,334			20,960
Research and development expenses		-			1,593			1,101			-			2,694
Depreciation of property, plant and equipment		209			849			91			6			1,155
Amortization of intangibles		14,297			2,923			2,271			-			19,491
Special charges		-			2,320			-			-			2,320
Results from operations		(26,114	)		(4,461	)		(433	)		(6,340	)		(37,348	)
Finance income		(3	)		(9	)		-			(510	)		(522	)
Finance expense		1			144			10			2			157
Foreign exchange loss (gain)		334			(164	)		51			(295	)		(74	)
Other income		-			(884	)		(269	)		-			(1,153	)
Loss before taxes		(26,446	)		(3,548	)		(225	)		(5,537	)		(35,756	)
Current income tax expense (recovery)		1,137			158			(645	)		1			651
Deferred income tax expense (recovery)		(6,928	)		(1,138	)		(749	)		1,599			(7,216	)
Income tax expense (recovery)		(5,791	)		(980	)		(1,394	)		1,600			(6,565	)
Net income (loss)	$	(20,655	)	$	(2,568	)	$	1,169		$	(7,137	)	$	(29,191	)

Adjusted EBITDA		(11,582	)		1,891			2,101			(6,210	)		(13,800	)

Other reconciling items:
Effect of deleted deferred revenue		-			166			148			-			314
Stock-based compensation		26			94			24			124			268

Quarterhill will host a conference call to discuss its financial results today at 10:00 AM Eastern Time.

The live audio webcast will be available at: https://event.on24.com/wcc/r/2113582/40879998B72BE11500C14B8D9C9764CE

Webcast replay will be available for 90 days at: https://event.on24.com/wcc/r/2113582/40879998B72BE11500C14B8D9C9764CE

Telephone replay will be available from 1:00 p.m. Eastern Time on November 7, 2019 until 11:59 p.m. Eastern Time on November 14, 2019 at: 1.855.859.2056 (Toll Free) or 1.416.849.0833 (International). The telephone replay requires the passcode 8757799.

Quarterhill follows U.S. GAAP in preparing its interim and annual financial statements. We use the term “Adjusted EBITDA” to mean net income (loss) from continuing operations before: (i) income taxes; (ii) finance expense or income; (iii) amortization and impairment of intangibles; (iv) special charges and other one-time items; (v) depreciation of property, plant and equipment; (vi) effects of deleted deferred revenue; (vii) the effects of fair value step up in inventory acquired; (viii) stock based compensation; (ix) foreign exchange (gain) loss; and (x) equity in income and dividends from joint ventures. Adjusted EBITDA is used by Quarterhill management to assess our normalized cash generated on a consolidated basis and in our operating segments. Adjusted EBITDA is also a performance measure that may be used by investors to analyze the cash generated by Quarterhill and our operating segments. ADJUSTED EBITDA IS NOT A MEASURE OF FINANCIAL PERFORMANCE UNDER U.S. GAAP. IT DOES NOT HAVE ANY STANDARDIZED MEANING PRESCRIBED BY U.S. GAAP AND IS THEREFORE UNLIKELY TO BE COMPARABLE TO SIMILARLY TITLED MEASURES USED BY OTHER COMPANIES. ADJUSTED EBITDA SHOULD NOT BE INTERPRETED AS AN ALTERNATIVE TO NET INCOME AND CASH FLOWS FROM OPERATIONS AS DETERMINED IN ACCORDANCE WITH U.S. GAAP OR AS A MEASURE OF LIQUIDITY.

Quarterhill is focused on the disciplined acquisition, management and growth of companies in dedicated technology areas including, vertical market software and solutions, intelligent industrial systems, and innovation and licensing. Quarterhill’s emphasis is on seeking out acquisition opportunities at reasonable valuations that provide a foundation for recurring revenues, predictable cash flows and margins, profitable growth, intimate customer relationships and dedicated management teams. Quarterhill is listed on the TSX and NASDAQ under the symbol QTRH. For more information: www.quarterhill.com.

This news release contains forward-looking statements and forward-looking information within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and other United States and Canadian securities laws. Forward-looking statements and forward-looking information are based on estimates and assumptions made by Quarterhill in light of its experience and its perception of historical trends, current conditions, expected future developments and the expected effects of new business strategies, as well as other factors that Quarterhill believes are appropriate in the circumstances. Many factors could cause Quarterhill’s actual performance or achievements to differ materially from those expressed or implied by the forward-looking statements or forward-looking information. Such factors include, without limitation, the risks described in Quarterhill’s February 28, 2019 annual information form for the year ended December 31, 2018 (the "AIF"). Copies of the AIF may be obtained at www.sedar.com and as part of Quarterhill’s Form 40-F for the year ended December 31, 2018 filed with the U.S. Securities and Exchange Commission and available at www.sec.com. Quarterhill recommends that readers review and consider all of these risk factors and notes that readers should not place undue reliance on any of Quarterhill’s forward-looking statements. Quarterhill has no intention, and undertakes no obligation, to update or revise any forward-looking statements or forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.

All trademarks and brands mentioned in this release are the property of their respective owners.

Quarterhill Inc.
Condensed Consolidated Interim Statements of Operations
(Unaudited)
(in thousands of United States dollars, except share and per share amounts)

	Three months ended September 30,						Nine months ended September 30,
	2019			2018			2019			2018
Revenues	$	25,369		$	19,579		$	107,563		$	51,985
Cost of revenues (excluding depreciation and amortization)		15,099			14,440			56,723			42,713
		10,270			5,139			50,840			9,272
Operating expenses
Selling, general and administrative expenses		7,186			6,871			20,423			20,960
Research and development expenses		1,229			902			3,645			2,694
Depreciation of property, plant and equipment		181			372			921			1,155
Amortization of intangibles		5,134			6,298			15,578			19,491
Special charges		(11,570	)		2,320			907			2,320
		2,160			16,763			41,474			46,620
Results from operations		8,110			(11,624	)		9,366			(37,348	)

Finance income		(378	)		(140	)		(871	)		(522	)
Finance expense		62			78			341			157
Foreign exchange loss (gain)		(172	)		91			150			(74	)
Other income		(119	)		(247	)		(373	)		(1,153	)
Income (loss) before taxes		8,717			(11,406	)		10,119			(35,756	)

Current income tax expense		1,275			755			5,308			651
Deferred income tax recovery		(1,893	)		(2,880	)		(83	)		(7,216	)
Income tax expense (recovery)		(618	)		(2,125	)		5,225			(6,565	)
Net income (loss)	$	9,335		$	(9,281	)	$	4,894		$	(29,191	)

Net income (loss) per share
Basic and fully diluted	$	0.08		$	(0.08	)	$	0.04		$	(0.25	)

Weighted average number of common shares
Basic		118,817,466			118,817,466			118,817,466			118,752,303
Fully diluted		118,817,466			118,817,466			118,817,466			118,752,303

Quarterhill Inc.
Supplemental Condensed Consolidated Interim Statements of Operations Information
(Unaudited)
(in thousands of United States dollars)

	Three months ended September 30,				Nine months ended September 30,
	2019		2018		2019		2018
Revenues
License	$	10,542	$	4,762	$	64,103	$	12,898
Systems		9,532		7,885		25,626		19,757
Services		610		660		1,803		2,040
Recurring		4,685		6,272		16,031		17,290
Total revenues	$	25,369	$	19,579	$	107,563	$	51,985

Cost of revenues (excluding depreciation and amortization)
License	$	6,584	$	5,927	$	31,377	$	19,927
Systems		5,678		5,281		16,334		13,392
Services		372		305		1,018		995
Recurring		2,465		2,927		7,994		8,399
Total cost of revenues	$	15,099	$	14,440	$	56,723	$	42,713

Quarterhill Inc.
Condensed Consolidated Interim Balance Sheets
(Unaudited)
(in thousands of United States dollars)

As at	September 30, 2019			December 31, 2018
Current assets
Cash and cash equivalents	$	68,846		$	63,929
Short-term investments		1,171			1,139
Restricted short-term investments		2,100			2,200
Accounts receivable		16,324			10,812
Other current assets		72			91
Unbilled revenue		7,234			3,990
Income taxes receivable		19			198
Inventories		6,583			5,960
Prepaid expenses and deposits		1,993			2,332
		104,342			90,651
Non-current assets
Accounts receivable		2,926			415
Right-of-use assets		3,714			-
Property, plant and equipment		1,963			2,655
Intangible assets		73,722			87,425
Investment in joint venture		4,037			3,822
Deferred income tax assets		25,600			27,141
Goodwill		25,303			25,303
TOTAL ASSETS	$	241,607		$	237,412

Liabilities
Current liabilities
Bank indebtedness	$	3,753		$	2,598
Accounts payable and accrued liabilities		16,080			18,103
Income taxes payable		1,089			-
Current portion of right-of-use lease liabilities		732			-
Current portion of deferred revenue		5,550			4,670
Current portion of long-term debt		43			299
Contingent consideration		-			929
		27,247			26,599
Non-current liabilities
Deferred revenue		1,128			1,435
Right-of-use lease liabilities		2,897			-
Long-term debt		168			173
Deferred income tax liabilities		2,939			4,337
TOTAL LIABILITIES		34,379			32,544
Shareholders’ equity
Capital stock		419,111			419,111
Additional paid-in capital		23,560			22,957
Accumulated other comprehensive income		16,454			16,243
Deficit		(251,897	)		(253,443	)
		207,228			204,868
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	241,607		$	237,412

Quarterhill Inc.
Condensed Consolidated Interim Statements of Cash Flows
(Unaudited)
(in thousands of United States dollars)

	Three months ended September 30,						Nine months ended September 30,
	2019			2018			2019			2018
Cash generated from (used in):
Operations
Net income (loss)	$	9,335		$	(9,281	)	$	4,894		$	(29,191	)
Non-cash items
Stock-based compensation		194			114			603			268
Depreciation and amortization		5,315			6,671			16,499			20,647
Foreign exchange (gain) loss		35			(51	)		(61	)		111
Equity in income from joint venture		(119	)		(246	)		(370	)		(884	)
Loss (gain) on disposal of assets		(20	)		(26	)		567			(25	)
Deferred income tax recovery		(1,893	)		(2,880	)		(83	)		(7,216	)
Embedded derivatives		(80	)		(2	)		19			(3	)
Contingent consideration adjustment		(11,577	)		-			(929	)		-
Changes in non-cash working capital balances		(10,976	)		(3,273	)		(9,290	)		(1,650	)
Cash generated from (used in) operations		(9,786	)		(8,974	)		11,849			(17,943	)
Financing
Accounts receivable - non current (net)		(2,593	)		-			(2,511	)		-
Dividends paid		(1,117	)		(1,143	)		(3,348	)		(3,469	)
Bank indebtedness		(761	)		993			1,155			2,106
Repayment of long-term debt		(25	)		(17	)		(261	)		(92	)
Common shares issued for cash from Employee Share Purchase Plan		-		-				-			27
Cash used in financing		(4,496	)		(167	)		(4,965	)		(1,428	)
Investing
Proceeds from sale of restricted short-term investments		100			-			100			-
Proceeds from sale of property, plant and equipment		23			43			23			54
Purchase of property and equipment		(264	)		(253	)		(730	)		(419	)
Repayment of patent finance obligations		-			(1,389	)		-			(4,167	)
Purchase of intangibles		(1,332	)		(25	)		(1,425	)		(114	)
Cash used in investing		(1,473	)		(1,624	)		(2,032	)		(4,646	)
Foreign exchange gain (loss) on cash held in foreign currency		(33	)		48			65			(103	)
Net increase (decrease) in cash and cash equivalents		(15,788	)		(10,717	)		4,917			(24,120	)
Cash and cash equivalents, beginning of period		84,634			68,415			63,929			81,818
Cash and cash equivalents, end of period	$	68,846		$	57,698		$	68,846		$	57,698

Quarterhill Inc.
Condensed Consolidated Interim Statements of Shareholders' Equity
(Unaudited)
(in thousands of United States dollars)
	Capital Stock		Additional Paid-in Capital			Accumulated Other Comprehensive Income			Deficit			Total Equity
Balance - January 1, 2019	$	419,111	$	22,957		$	16,243		$	(253,443	)	$	204,868
For the three months ended March 31, 2019
Net income		-		-			-			29			29
Other comprehensive income		-		-			599			-			599
Stock-based compensation expense		-		181			-			-			181
Dividends declared		-		-			-			(1,130	)		(1,130	)
Balance - March 31, 2019	$	419,111	$	23,138		$	16,842		$	(254,544	)	$	204,547
For the three months ended June 30, 2019
Net loss		-		-			-			(4,470	)		(4,470	)
Other comprehensive income		-		-			158			-			158
Stock-based compensation expense		-		228			-			-			228
Dividends declared		-		-			-			(1,101	)		(1,101	)
Balance - March 31, 2019	$	419,111	$	23,366		$	17,000		$	(260,115	)	$	199,362
For the three months ended September 30, 2019
Net income		-		-			-			9,335			9,335
Other comprehensive loss		-		-			(546	)		-			(546	)
Stock-based compensation expense		-		194			-			-			194
Dividends declared		-		-			-			(1,117	)		(1,117	)
Balance - September 30, 2019	$	419,111	$	23,560		$	16,454		$	(251,897	)	$	207,228

Balance - January 1, 2018	$	418,873	$	22,489		$	20,111		$	(199,718	)	$	261,755
For the three months ended March 31, 2018
Net loss		-		-			-			(12,045	)		(12,045	)
Other comprehensive loss		-		-			(790	)		-			(790	)
Stock-based compensation expense		-		156			-			-			156
Dividends declared		-		-			-			(1,171	)		(1,171	)
Balance March 31, 2018		418,873		22,645			19,321			(212,934	)		247,905
For the three months ended June 30, 2018
Net loss		-		-			-			(7,865	)		(7,865	)
Other comprehensive loss		-		-			(1,481	)		-			(1,481	)
Stock-based compensation expense		-		(2	)		-			-			(2	)
Conversion of deferred stock units to common shares		211		-			-			-			211
Shares issued under Employee Share Purchase Plan		27		-			-			-			27
Dividends declared		-		-			-			(1,155	)		(1,155	)
Balance - September 30, 2018	$	419,111	$	22,643		$	17,840		$	(221,954	)	$	237,640
For the three months ended September 30, 2018
Net loss		-		-			-			(9,281	)		(9,281	)
Other comprehensive income		-		-			424			-			424
Stock-based compensation expense		-		114			-			-			114
Dividends declared		-		-			-			(1,143	)		(1,143	)
Balance - September 30, 2018	$	419,111	$	22,757		$	18,264		$	(232,378	)	$	227,754

Quarterhill Inc.
Reconciliations of GAAP Net Income (Loss) to Adjusted EBITDA
(Unaudited)
(in thousands of United States dollars, except share and per share amounts)

	Three months ended September 30,						Nine months ended September 30,
Adjusted EBITDA	2019			2018			2019			2018
Net income (loss)	$	9,335		$	(9,281	)	$	4,894		$	(29,191	)

Adjusted for:
Income tax expense (recovery)		(618	)		(2,125	)		5,225			(6,565	)
Foreign exchange loss (gain)		(172	)		91			150			(74	)
Finance expense		62			78			341			157
Finance income		(378	)		(140	)		(871	)		(522	)
Special charges		(11,570	)		2,320			907			2,320
Amortization of intangibles		5,134			6,298			15,578			19,491
Depreciation of property, plant and equipment		181			372			921			1,155
Effect of deleted deferred revenue		-			8			-			314
Stock-based compensation		194			114			603			268
Other income		(119	)		(247	)		(373	)		(1,153	)
Adjusted EBITDA	$	2,049		$	(2,512	)	$	27,375		$	(13,800	)

Adjusted EBITDA per share
Net income (loss)	$	0.08		$	(0.08	)	$	0.04		$	(0.25	)

Adjusted for:
Income tax expense (recovery)		(0.01	)		(0.02	)		0.03			(0.06	)
Foreign exchange loss (gain)		-			-			-			-
Finance expense		-			-			-			-
Finance income		-			-			-			-
Special charges		(0.10	)		0.02			-			0.02
Amortization of intangibles		0.04			0.05			0.12			0.16
Depreciation of property, plant and equipment		-			-			-			-
Effect of deleted deferred revenue		-			-			-			-
Stock-based compensation		-			-			-			-
Other income		-			-			-			-
Adjusted EBITDA per share	$	0.01		$	(0.03	)	$	0.19		$	(0.13	)

Weighted average number of Common Shares
Basic		118,817,466			118,817,466			118,817,466			118,752,303


David Cortens	Dave Mason
Interim Chief Financial Officer	Investor Relations
T : 306.653.6612	T : 613.688.1693
E : david.cortens@irdinc.com	E : ir@quarterhill.com