Constellation Software Q2 2026 Earnings Report

Constellation Software EPS Results

• Actual EPS: C$18.37
• Consensus EPS: N/A
• Beat/Miss: N/A
• One Year Ago EPS: N/A

Constellation Software Revenue Results

• Actual Revenue: $4.74 billion
• Expected Revenue: N/A
• Beat/Miss: N/A
• YoY Revenue Growth: N/A

Constellation Software Announcement Details

• Quarter: Q2 2026
• Date: 8/11/2026
• Time: After Market Closes
• Conference Call Date: Wednesday, August 12, 2026
• Conference Call Time: 8:00AM ET

Constellation Software (TSE:CSU) is an international provider of market-leading software and services to a number of industries. Our mission is to acquire, manage and build market-leading software businesses that develop specialized, mission-critical software solutions to address the specific needs of our particular industries. Our company was founded in 1995 to assemble a portfolio of vertical market software companies that have the potential to be leaders in their particular market. Since then, we have grown rapidly through a combination of acquisitions and organic growth, and established a strong constellation of companies with a large, diverse customer base. We have six operating groups which currently service customers in over 100 different markets worldwide. With our headquarters in Toronto, Canada, and offices in North America, Europe, Australia, South America and Africa, we have over 50,000 employees generating consolidated revenues exceeding US$6 billion.

Constellation Software Q2 2026 Earnings Call Transcript

Key Takeaways

• Neutral Sentiment: AI adoption is improving development productivity and helping businesses move faster through product roadmaps, but management said it has not yet produced a meaningful pickup in organic growth and will not provide AI revenue targets or timelines.
• Positive Sentiment: Constellation reported a robust M&A funnel and closed a significant volume of acquisitions, including DerbySoft, TouchBistro and Imagine, while maintaining its acquisition hurdle rates and long-term focus on vertical software.
• Neutral Sentiment: Organic maintenance and recurring revenue growth was pressured by difficult comparisons, a customer loss and underperforming recent acquisitions; management expects these effects to normalize and said current trends are otherwise broadly consistent with roughly 5% growth.
• Positive Sentiment: Management said Altera has generated approximately CAD 400 million of cumulative free cash flow since its 2022 acquisition and is operating ahead of the original investment thesis, although revenue is expected to continue shrinking slowly in the near term.
• Neutral Sentiment: The company is grouping related businesses into verticals to improve expertise, capital deployment and AI implementation, but emphasized that this does not involve functional integration and that benefits are expected to take years to emerge.

Presentation

[Operator]

Good day, and welcome to the Constellation Software Conference Call and Webcast. All participants will be in listen-only mode. Should you need assistance, please signal a conference specialist by pressing the star key followed by zero. After today's presentation, there will be an opportunity to ask questions. To ask a question, you may press star then one on a touch tone phone. To withdraw your question, please press star then two. Please note this event is being recorded.

[Operator]

I would now like to turn the conference over to Mark Miller, President of Constellation Software. Please go ahead.

[Mark Miller, President at Constellation Software]

Thank you. Good morning, and thank you all for joining our Q2 call. Before we get to questions, two things I wanted to put on the table up front. The first is AI. It is changing two things for us. Our customers are asking our software to do more for them, while our businesses are finding new ways to build better products faster. We are seeing both. What we are not doing is running an AI program out of head office. Our business unit managers understand their verticals far better than we do, and they are making those calls themselves at their own pace, funded out of their own P&Ls. Some of that work will pay for itself, and some of it will not, and we will find out the same way we find out about everything else we fund, which is slowly.

[Mark Miller, President at Constellation Software]

As many of our businesses have been adopting AI, we are seeing them use the tools to rapidly move through our customer-driven product roadmaps and augment our products with AI functionality. Let me be direct about what that means to you. We are not going to give you an AI target, an AI revenue line, or an AI timeline. If we start reporting a number like that, we will start managing to it. Our software is primarily mission-critical. It is embedded in how a customer runs their businesses every day. AI is something we add to make that software more valuable. The second thing we've been working on is verticalization. We have been grouping our businesses and our prospects into coherent verticals where possible. The purpose is simple.

[Mark Miller, President at Constellation Software]

We want to be the obvious permanent owner of a niche, so that when a founder starts thinking about the next 20 years and selling their business, we are the first call. That kind of reputation takes years to build. It will not show up in this quarter's results or next year's. I would ask you not to look for it there. The constraint is not structure. It is having the right leader for each vertical, and leaders of that caliber take a long time to develop. We are setting the pace accordingly. The two are connected. Depth in a vertical is what lets you tell the difference between an AI product that matters to a customer and one that merely demonstrates well. We would rather have that judgment sitting close to the customer and understanding their needs.

[Mark Miller, President at Constellation Software]

So thank you very much, and I'll turn it over for questions.

[Operator]

We will now begin the question and answer session. To ask a question, you may press star then one on your touch tone phone. If you are using a speakerphone, please pick up your handset before pressing the keys. If at any time your question has been addressed and you would like to withdraw the question, please press star then two. At this time, we will pause momentarily to assemble our roster. Our first question comes from Thanos Moschopoulos with BMO Capital Markets. Please go ahead.

[Thanos Moschopoulos, Analyst at BMO Capital Markets]

Hi, good morning.

[Mark Miller, President at Constellation Software]

Morning.

[Thanos Moschopoulos, Analyst at BMO Capital Markets]

I will not ask for an AI metric, but just qualitatively, as you look across the portfolio, are you seeing a growing number of examples of businesses that are starting to see an uptick in organic growth driven by AI product enhancements the way we heard some of the case studies at VMS? Is there more and more of that happening in the portfolio that you can speak to?

[Mark Miller, President at Constellation Software]

What we are seeing, Thanos, is we are seeing our development processes getting much better. They are moving faster through backlogs. We are seeing a productivity increase, I think, across the group. Not everywhere, but it is starting to adopt because we spend a lot of time working on training up all of our resources on how to use AI tools better for development. And right now they are working to talk to customers about potential add-ons or additions to their products that are using some of this functionality to develop the software. But we still have not seen a real pickup in organic growth from it. I think that is a ways out.

[Mark Miller, President at Constellation Software]

What I always say, you can build products fast, but selling them is a whole other thing. A customer has to budget for them, and you have to be solving a need that they're willing to put some money on the table for before it's going to impact our organic growth. I think that's consistent with what we've seen in previous quarters. I'm just really happy to see our teams adopting the tools to develop software faster, more efficiently than ever before.

[Thanos Moschopoulos, Analyst at BMO Capital Markets]

Great. We've seen some PE acquisitions you've done recently with DerbySoft, TouchBistro, and Imagine. Is that indicative of a broader trend with respect to valuations coming down on larger assets or kind of more of a case-by-case thing?

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

I think it's the latter. It's Bernie here. It's more on a case-by-case thing. We're finding acquisition opportunities across the spectrum from owner managers to PE to carve-outs. Those are still coming through. It just so happens that we had significant volume this past quarter and the beginning of the third quarter. We're still seeing all of these opportunities proliferate, but it takes a lot of time, and we've developed these relationships over the long term. It just so happens that some of them happened and just took place this quarter. We're very fortunate that we're the first ones that they called, and we managed to close a whole slew of them.

[Thanos Moschopoulos, Analyst at BMO Capital Markets]

Great. I'll pass the line. Thank you.

[Mark Miller, President at Constellation Software]

Thank you, Thanos.

[Operator]

Our next question comes from Stephanie Price with CIBC. Please go ahead.

[Mark Miller, President at Constellation Software]

Hi, Stephanie. Good morning.

[Stephanie Price, Analyst at CIBC]

Hi, good morning. I just wanted to circle back on your comments around grouping businesses into verticals. It's a little bit different than CSU's historical focus on kind of not integrating these acquisitions. Just curious if you could talk a little bit about what's changed in the market that's led you to evolve into a potentially more vertical market focus, and whether the verticals will be between different operating groups or how you think about those verticals.

[Mark Miller, President at Constellation Software]

It's a good question, Stephanie. We're not integrating businesses. There's no business integration going on in it. We're just trying to make sure where there's a chance to, let's say, I like to use a Constellation expression, put them in the same orbit together where they're not. If they're across operating groups, we'll move a few businesses in order to try to make sure that there's someone who oversees a particular vertical. It allows us to use some of these tools that we're seeing with AI that we might be able to use across some of those verticals. But that's the hypothesis. Time will tell.

[Mark Miller, President at Constellation Software]

We've had good success when we've had vertical-focused leaders inside of Constellation that have created, for example, Lumine and things like that. I'm just trying to refine that a little bit and get the businesses that should be closer together, closer together, but we don't have any plans to integrate them in any way, functionally or in any other way. But if they're a little closer together, they might be able to learn a little bit more from each other, and it positions them better for the next 5-10 years.

[Stephanie Price, Analyst at CIBC]

Okay. That's good color. Thank you. Then maybe on Altera. Altera's organic maintenance and recurring growth decelerated in the quarter. Just curious if a large client decided not to renew. How should we think about the Altera organic maintenance growth and Altera going forward?

[Jamal Baksh, CFO at Constellation Software]

Yeah, I tried to put it in the MD&A there, Steph, that it was a very, like in Q2 2025, they had a very strong quarter, so they actually had a couple of new name sales. The way IFRS makes us account for things now, if you have a large contract, you have to recognize a certain amount upfront. So they actually showed, I think it was positive 1% organic growth in Q2 of 2025, yet, the trend line for this business is it's going to be a slow shrinker for the next year or so, or a couple of years, I'd say. That is the driver of it. If you normalize for that strong Q2 2025, there's nothing terrible going on. I'd expect that organic growth to revert back on a full-year basis to sort of what it has been trending at recently.

[Stephanie Price, Analyst at CIBC]

Okay. That's great color. Thank you.

[Operator]

Our next question comes from David Kwan with TD Cowen. Please go ahead.

[David Kwan, Analyst at TD Cowen]

Thanks. Just echoing on that last comment on the organic growth, Jamal. Even if you exclude Altera from the maintenance of their recurring revenue growth in constant currency, you came out at 4%, which is below the historical rate of 5%-6%. Was there other stuff out that you would call out, I guess, as it relates to the organic growth?

[Jamal Baksh, CFO at Constellation Software]

Yeah, there's a couple of other items. It's tough because we don't talk to specific BUs in the MD&A, but we had a couple of larger acquisitions, like a Dark Matter, where a similar thing, where in Q2 2025, they actually recorded organic growth of, I think it was 10%. Again, this is a business that we're still fixing, has negative organic growth right now. But you had this huge Q2 2025, and therefore you've got like a -18% in Q2 2026 because of that comp. The other thing, if you look at some recent acquisitions, Lumine is broken out. You can see that they've made some large acquisitions recently that they're pulling out. Their organic growth in the quarter was 1%. Again, a drag on CSI, but things that they're expecting to turn around.

[Jamal Baksh, CFO at Constellation Software]

There was another large or a business that we had in South America where they lost a large customer, but this was an example of a business that we knew at the time we acquired it that that customer is leaving, has nothing to do with AI. The customer has now left, but it was sizable, and that customer alone was like a 30 basis point drag on CSI's numbers. There are a few of these one-offs that are causing it. Many or the two that I talked about, like the Altera and the Dark Matter, are purely accounting related and should revert back next quarter.

[Jamal Baksh, CFO at Constellation Software]

The Lumine thing is like they are fixing these businesses. I do not know the exact timeline of when they expect to turn around. If you back out those three, four things, you would normalize back down to that sort of 5% number that we have always trended at.

[David Kwan, Analyst at TD Cowen]

I appreciate the color. Are there any of these, whether it is tougher, you have your comps or maybe some larger customer attrition that we should be looking out for in the coming quarters? Or does it look a little bit more normalized?

[Jamal Baksh, CFO at Constellation Software]

My expectation, based on what we own today, is it is normalized. We are also making a lot of large acquisitions. I have not analyzed those to see what their impact will be in the next quarter or so. Based on what we own today, I would say, I would expect these anomalies to sort of revert back. I am not expecting another large customer leaving or anything based on what we have today.

[David Kwan, Analyst at TD Cowen]

That is helpful. Maybe one question on Bernie. I think you talked about some of the deal flows and more increased deal flows of, say, larger deals, CAD 100 million, a few hundred million dollars. So it sounds like you are seeing more of that. Are you also seeing better win rates for those deals? How is the competition for them?

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

I think the competition is still very robust. No one is giving up on vertical software, whether it is large or small. We are seeing some weaknesses at the high end in pricing, but it is still very competitive. It is not like we are increasing our win rates or anything like that. It is same old, try to get as much as we can. I do not see any improvement, but we have so many people out there looking for acquisitions across the board or across the globe. It is a matter of developing those relationships over the long term.

[David Kwan, Analyst at TD Cowen]

Can you comment, have you seen any changes within the competitors for the businesses, whether they are copycats, strategics, financial buyers?

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

The copycats are still out there. I do not see any new ones that are popping up, really. It is more of the ones that have popped up in the last 5-10 years, and those still exist, and they are still competing for businesses. I expect that to continue for still quite some time, until maybe some of those portfolios decide that it is time to move on and they do not want to go public and they just want to sell because it is PE backed and there is a limit to their funds.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

I do not see any changes there. I do not hear of new ones popping up, or if there are, they are very small. We hope to pick those up at some point in the future, if at all possible. Hopefully, at some point in the future, the number of copycats starts to reduce, but we cannot predict that. We do not know.

[David Kwan, Analyst at TD Cowen]

Thanks. One last question, maybe for Mark. When you were talking about the verticalization, are you changing in terms of the M&A and the BD teams for that, and how do you see an impact on potential movements in the portfolios for these, or the companies within the pipelines for the personnel there?

[Mark Miller, President at Constellation Software]

Well, when we have vertical groups that are larger inside of Constellation, we have seen a lot of success deploying capital in those vertical groups. Definitely some of the M&A resources will be better aligned to verticals than stepping outside of them in some cases. There definitely will be some changes related to that.

[David Kwan, Analyst at TD Cowen]

Great. Thanks.

[Operator]

Our next question comes from Paul Treiber with RBC Capital Markets. Please go ahead.

[Mark Miller, President at Constellation Software]

Hey, Paul.

[Paul Treiber, Analyst at RBC Capital Markets]

Oh, thanks very much, and good morning. I was hoping, could you speak to the profitability, the 2026 cohort of acquisitions? Is it fairly typical and comparable to other cohorts, or do you see a change there?

[Jamal Baksh, CFO at Constellation Software]

Yeah, I think I called it out last quarter that it was negative margins, but there were a couple large. It's more the purchase accounting. There were some bonuses that we couldn't put as part of the purchase equation. It'd be an expense, et cetera. But that cohort in Q2 went from being, I think it was negative 16% in Q1, and it's now positive 16% in Q2. And it's going to trend up. The 2025 cohort, similar thing. I think it started off around 16%, 17%. It's up to 20%, so it's moving up. But it's not that these businesses will continue that way. It's just taking time to improve them to the levels.

[Jamal Baksh, CFO at Constellation Software]

But if you look at all the cohorts prior to that, they're probably in the 30s or high 20s, right? It's just taking longer for them to go there. No, they're not going to be inherently lower forever.

[Paul Treiber, Analyst at RBC Capital Markets]

Okay. That's helpful. Second question is just specifically on DerbySoft. There's some disclosures in the MD&A. Is it fair to annualize the disclosed revenue in the MD&A, and you get to roughly CAD 100 million, and the purchase price is CAD 400 million. The multiple seems high. Is there anything wrong with my math, one? Then secondly, is there any reason for the multiple being higher than typical?

[Mark Miller, President at Constellation Software]

You want to talk to the multiple?

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

Yeah, it is a high multiple, but it's a very successful organization. It's growing nicely. Good profitability. It could always be a bit better, but that's what our expectations are of the business. It's a very solid business.

[Jamal Baksh, CFO at Constellation Software]

Yeah, we did use leverage as well, right? Remember that helps us pay a little bit more.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

Yeah, we've been practicing. We also have a great team at Constellation working on that one, Paul, as well.

[Paul Treiber, Analyst at RBC Capital Markets]

The punchline on the multiple is that you still expect the IRR to be in line with acquisitions of a similar size?

[Mark Miller, President at Constellation Software]

Absolutely. Yeah. Hurdle rates aren't changing.

[Paul Treiber, Analyst at RBC Capital Markets]

Okay. Thank you for taking the questions.

[Operator]

Our next question comes from Douglas Ott with Andvari Associates. Please go ahead.

[Douglas Ott, Analyst at Andvari Associates]

Hi, good morning, all.

[Mark Miller, President at Constellation Software]

Hey, Douglas.

[Douglas Ott, Analyst at Andvari Associates]

I've got two topics I'd like to ask a few questions on each. First is Altera, and I just want to thank you for the ongoing disclosure for that asset. It has been very helpful, and I'm very appreciative of that to be able to track the progress on Altera. We've crossed the four-year anniversary. Acquired it in May 2022, and since then, according to my math, it has generated a cumulative CAD 400 million in free cash flow. All while revenues have declined from well over CAD 800 million to now about CAD 646 million trailing 12 months. My first question is, do you think these results have tracked with your initial expectations?

[Mark Miller, President at Constellation Software]

Yeah. I'm not closely involved with the business, but I have the CEO of Harris has talked with at the board meetings, and he has said, yes, it is aligned with sort of what they expected from the investment thesis, and it's aligned, it's actually just operating ahead of what the expected IRR was in the original investment.

[Douglas Ott, Analyst at Andvari Associates]

Got it. Also on Altera, I was curious if anyone could share any of the general learnings that you've had since acquiring it. What has surprised you, good or bad, since acquiring Altera from Allscripts, and have you been able to apply any of those learnings to acquisitions since then?

[Mark Miller, President at Constellation Software]

I would think, generally just it's a very large acquisition, and it's something we've been learning how to do better over the last five, six years. We've done a bunch of larger acquisitions, and one of the key learnings is driving best practices is harder to larger acquisitions. You can't drive them as fast. The ability to maybe break the business up into, let's say, what you would call smaller business units, is something that we're trying to do faster when we can, when we acquire an above average sized acquisition for us. That's how quickly can you do that, is really defines how quickly you can improve the business.

[Mark Miller, President at Constellation Software]

But that's just ongoing, and that would probably be the biggest focus. Maybe Bernie want to add something to that. It's just driving best practices is harder with larger acquisitions.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

The complexity of larger businesses is really the challenge and the various groupings, different product lines, you have to manage them as a portfolio. Because we do that on a portfolio basis in CSI, we have that experience already. There are cultures that are just different from what we are used to at CSI and some things have to change, and it is just a little more difficult to change them.

[Mark Miller, President at Constellation Software]

Yeah, back when we were doing smaller acquisitions where they were sort of CAD 5 million in size, CAD 4 million or CAD 5 million in size, it was really easy for one person to wrap their head around what had to be done to do that acquisition, how it should be improved, what best practices you could apply to it. When you are working with a much larger acquisition like an Altera or maybe even a DerbySoft or any of these, you have to really be thinking about a team of people helping you think through what to do there and implement it, which you did not have to do in the earlier days when you were doing smaller acquisitions.

[Mark Miller, President at Constellation Software]

One of the nice things about us is we have learned how to do that a lot better and have more people are able to think that way than we would have, let us say, 10 or 15 years ago.

[Douglas Ott, Analyst at Andvari Associates]

Yeah. Thank you. All right. Second topic for me is continuing on the corporate carve-outs. I guess in general, the difference between a small acquisition and big acquisition, you have to change how you approach things and drive best practices. On carve-outs, is there any reason that they are a bit deal with-- Can you talk about those reasons? When it comes to analyzing it as an investment opportunity, what sorts of financial adjustments do you have to make? What sort of qualitative adjustments do you have to make? Are there different risks? Are they greater, lesser than other types of risks? I just appreciate some more thoughts there.

[Mark Miller, President at Constellation Software]

Yeah. We get better them every time we do them. Bernie might want to expand on this, but they're interesting because they're not clearly all of their financial statements aren't fully separate out. In a lot of cases, they're interwoven together. You have to separate them from internal systems that they're on. There's a whole bunch of carve-out things that really you have to manage carefully. Plus, whoever you're buying the carve-out from, they really care where their customers end up in a lot of cases, right? You've also got to balance that as well. There's a lot of things you do differently with a carve-out that you wouldn't with a standalone acquisition.

[Mark Miller, President at Constellation Software]

Bernie, what would you add to that?

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

The same goes for the way we look at businesses in terms of return on investment. Every decision that we make within our business is based on return on investment. If we can't see that return, we just won't do it unless it's really strategic as it were. A lot of the businesses that we do get from carve-outs don't look at their businesses that way. That's a bit of an infusion that we give them, and we try to set their minds towards measuring that investment.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

There are lots of decisions that these businesses make on a regular basis. When it's a larger business with various product lines, you have to take that decision, make them more granular, and infuse that kind of thinking into the people that make those decisions.

[Mark Miller, President at Constellation Software]

They're generally not very balance sheet driven, right? They're not thinking about their balance sheet, and the balance sheet's obviously something pretty important to understand. Thus, figuring out what that is and getting them to think about managing their working capital is harder than it would be for a standalone business. Because there's usually not a separate balance sheet for that particular carve-out.

[Douglas Ott, Analyst at Andvari Associates]

Awesome. Great. Just one final carve-outs. Would you agree that in your universe of potential acquisition targets, are carve-outs typically an area where Constellation can deploy larger amounts of capital?

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

Yeah. We've been doing it for years. I think that the fact that we've done it with Fortune 500 companies just underlines our ability to do carve-outs appropriately and maintain that customer base as expected. I think these larger businesses are more than happy to deal with us when it comes to taking care of the customer base and the employee base. I think we'll see hopefully more of those. We have done multiple carve-outs from individual businesses too, which is kind of nice.

[Mark Miller, President at Constellation Software]

Right.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

Your reputation is important, very important that you take care of their customers and their employees when you're taking over a business like that. That matters to them.

[Douglas Ott, Analyst at Andvari Associates]

And can you put any kind of general number on potential carve-outs that might be out there? Are they in the hundreds, or is it greater than that?

[Mark Miller, President at Constellation Software]

No.

[Douglas Ott, Analyst at Andvari Associates]

Okay.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

I wish we could see the future and know about that.

[Douglas Ott, Analyst at Andvari Associates]

All right.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

Keep plugging away.

[Douglas Ott, Analyst at Andvari Associates]

That's it from me. I really appreciate it.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

Yeah. Great questions. Thank you.

[Operator]

Our next question comes from Kevin McVeigh with UBS. Please go ahead.

[Kevin McVeigh, Analyst at UBS]

Great.

[Mark Miller, President at Constellation Software]

Good morning.

[Kevin McVeigh, Analyst at UBS]

Thanks so much, and hey, good morning. Thank you so much and nice results here. Hey, it seems like the M&A, particularly for six months of the year, have been elevated. Should we expect a similar pace in the back half of the year, or just any thoughts on the cadence just given there's been some pretty good success in the first half of the year?

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

I hate to predict things. We have a very robust funnel. We're working with a lot of businesses. Whether they happen in the second half of the year, whether they happen in the future is impossible to tell. You've seen our results last year were lower. It's just so hard to predict when these businesses will actually close with us and whether they will close.

[Mark Miller, President at Constellation Software]

Yeah.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

I will not offer a prediction.

[Mark Miller, President at Constellation Software]

We just want to make sure we're on the playing field when they're available, right? We want to be out there trying to win.

[Kevin McVeigh, Analyst at UBS]

Super helpful. Then the pacing of the organic growth, obviously last year, the first quarter, there was only about CAD 94 million of acquisitions as opposed to CAD 380 million in the second quarter. Does that CAD 380 million start to come into the base in the third quarter? Said another way, is it the third quarter where it starts to get into the organic base?

[Jamal Baksh, CFO at Constellation Software]

Yeah, the way I calculate organic growth is I add, I pro forma our history as if we own that business for the full year or for the prior comparable period. If we're buying businesses that are turnarounds and we need to fix or whatever, it impacts organic growth right away. That's why I do it that way, as opposed to waiting a year or whatever before it starts showing in our numbers.

[Kevin McVeigh, Analyst at UBS]

That's to the point earlier where it was a little bit slower because some of those ones didn't really[crosstalk].

[Mark Miller, President at Constellation Software]

Yeah.

[Kevin McVeigh, Analyst at UBS]

Got it. No, that makes a lot of sense. Two others, I will get back in the queue. It seems like the taxes in the second quarter were a lot higher than what we modeled. Was there anything there just relative to the income taxes paid in the second quarter relative to? It was almost double what we thought when we modeled.

[Jamal Baksh, CFO at Constellation Software]

If you are looking at cash tax, that is just timing. I always look at the current tax expense as a percentage of this adjusted net income before tax, and that number is sort of in line in that mid-20s, which it always is. Yeah, so current tax approximates cash tax. If you look at the current tax line, it is pretty stable. The cash tax will fluctuate based on payments.

[Kevin McVeigh, Analyst at UBS]

Helpful. Last one from me. The commentary on the AI was super helpful. As you are thinking about implementation internally from an expense perspective, any way to think about where you are in that process? Any way to dimensionalize the tokenization side of it in terms of increasing token cost relative to productivity and how are you just managing that? Is there any way to, again, is the token cost where you thought it was going to be? Just any thoughts around that as well?

[Jamal Baksh, CFO at Constellation Software]

Yeah, we started tracking this, so we have created now GL accounts that will track the token expense and any cost relating to AI. Still early days. If you look at our P&L right now, you will see third-party maintenance slightly up, but nothing material. I will be honest with you, I do not have a great clear number of what the total expenses are relating to AI, so this is something we will start tracking now going forward. I do not believe it is materially impacting us today. It is something that as we talk about this internally, that it is something we take into consideration, even the tools we use, making sure we are not beholden to any one provider, and yeah.

[Mark Miller, President at Constellation Software]

I agree with Jamal. Those seem correct. I think in some cases we've pushed people really hard to start using AI tools to start increasing their productivity and ability to get customers what they need faster. I think it's really interesting to see where the tools evolve. In some cases, we're using, one of the expressions internally is we're using a blowtorch to light a cigarette. We're using very powerful tools for problems that probably don't need those today. But you sort of want to, I would say, roll with it right now in order to make sure you're adopting technology fast so people understand what's possible.

[Mark Miller, President at Constellation Software]

It's going to be an interesting journey for us. The great news is we haven't banked on any one particular platform to use, so we'll learn from each other and adapt as necessary. Our businesses will have the opportunity very quickly change course and what tools to use if they need, if we're thinking things are getting too expensive.

[Kevin McVeigh, Analyst at UBS]

Super helpful. Thank you.

[Mark Miller, President at Constellation Software]

It's not something I'm super worried about now.

[Kevin McVeigh, Analyst at UBS]

Yeah.

[Operator]

Our next question comes from Teddy Farley with Jefferies. Please go ahead.

[Teddy Farley, Analyst at Jefferies]

Hi, this is Teddy on for Samad Samana. Thank you for taking our question and congrats on another solid quarter. A handful of software companies have called out headcount this earnings season, either with plans to reduce or aim for flat headcount, including a shift away from G&A towards sales and marketing. How does that compare with the thinking across your portfolio companies for the balance of 2026?

[Mark Miller, President at Constellation Software]

Yeah, we're not thinking really a lot about headcount reductions. Remember, we're a very decentralized organization. We don't have this big 20,000-person R&D group that works across the world. We have individual businesses all over the world that have development groups that in some cases have single-digit number of people, and in some cases have double-digit numbers of people. Very rarely have hundreds of developers in any one business. We're really trying to get them to be able to offer their customers more faster and get through product roadmaps and fix bugs and things like that using these tools. Headcount reduction is not a focus of the company at this point.

[Teddy Farley, Analyst at Jefferies]

Awesome. Thank you so much for the color.

[Operator]

Our next question comes from Ryan Floyd with Barca Capital. Please go ahead.

[Ryan Floyd, Analyst at Barca Capital]

Thanks so much for doing these quarterly calls and the transparency. It's really wonderful. It's Barca Capital. Sorry, I don't know the football team that well.

[Mark Miller, President at Constellation Software]

Good Morning.

[Ryan Floyd, Analyst at Barca Capital]

My question is not about AI. Based on public information, it seems like a lot of your IRR when you buy something comes from changes in working capital. I am just curious, is this generally the case? If so, could you give a very rough sense maybe of what portion of the IRR comes from changes in working capital when you buy something? The reason that it's important is if people are thinking about cash flows from your deals very long term, if a lot of the cash flows are showing up earlier, it doesn't matter that much than if they're showing up, I don't know, in 15 years or something like that.

[Ryan Floyd, Analyst at Barca Capital]

The other question I have is not about AI, but it's just general. It is, have you seen a change in the number and profitability of your Initiatives in the last, say, six months or 12 months compared to two or three years? Or is it about the same? Have you seen profitability much, much higher? Much, much lower? I don't know, you're doing 5x of these or 10% more, or it's just about the same. Again, thanks for doing the call. We all appreciate it. We appreciate the tone, the transparency and the disclosure. Thanks very much, guys.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

Okay, just to hit the working capital question, every acquisition is different. I know back in the early days, like the very early days of Constellation, it was a big factor in our acquisitions, but it didn't mean that it detracted from the IRR of the businesses themselves or the cash flow that we could generate from those businesses. Today, again, working capital changes make a little bit of an impact, but not a lot. The biggest impact is from running the businesses appropriately and getting the cash flows out of those businesses. It's really operating changes that we make to the businesses as opposed to working capital.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

If there is an added bonus that we can find within working capital, then all the better. But I wouldn't say that it's a significant portion of our returns. Hope that helps.

[Ryan Floyd, Analyst at Barca Capital]

That does help. Is it fair to say or have you had an eyeball on trying to get those cash flows? I know you're very time value of money oriented, but getting those cash flows earlier rather than later or saying--

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

We always try but[crosstalk].

[Ryan Floyd, Analyst at Barca Capital]

Beyond four or five years, we don't think too much about it.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

Sure. We always try, but sometimes these things do take time. In Europe, I think it takes maybe a bit more time than it does in North America to make changes to our businesses, but we try to get them done as quickly as possible. That is our objective to make sure these businesses are operating appropriately, like our 1,500+ other businesses, so that they're in line with our operating guidelines. We do try to get them done as early as possible, yes.

[Mark Miller, President at Constellation Software]

Yeah, sometimes you have to look at customer contracts, and it takes time, right?

[Ryan Floyd, Analyst at Barca Capital]

Yeah.

[Mark Miller, President at Constellation Software]

A long time, especially with large customer contracts. Those relationships are very important as well. You have to think through how to make those. We model that all up as we think through it carefully.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

Operating cash flows is first and foremost.

[Mark Miller, President at Constellation Software]

Yeah, for sure.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

Way more than working capital. If we find those opportunities with working capital, we definitely do take advantage of those. Yes.

[Mark Miller, President at Constellation Software]

Yeah. Measure it very closely. Very closely.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

You were asking about initiatives, I think.

[Ryan Floyd, Analyst at Barca Capital]

Yeah.

[Mark Miller, President at Constellation Software]

There's a lot of initiatives going on throughout the organization. There's sort of two types of approaches to initiatives. We really love customer-driven initiatives, where the customers actually say they need something, and we help them figure out what that is. Some businesses are incredibly driven by just what the customers want now, especially our larger customers, we do things for. Others are creating. There's a number of AI initiatives going on, for example, right now, where they're creating potential products by listening to what we call revenue signals from customers.

[Mark Miller, President at Constellation Software]

I think there's probably more initiatives now than there was a year ago. We'll just have to see what those amount to in the end, what the actual returns on the capital that we're investing in doing those. We have a very open mind to people experimenting right now with technology evolving and AI.

[Ryan Floyd, Analyst at Barca Capital]

Do you have anything you could give us a sense of how well those early ones have been doing?

[Mark Miller, President at Constellation Software]

It is too early. It really is. It is really too early. What is interesting to me, if we are seeing someone, what we have seen, I think, this quarter, if we see some other outside company coming into potentially to sort of more of a horizontal play in some of our verticals, we are able to be much faster followers, which I had not thought a lot about. We have always had the ability to be a fast follower, but you can be a faster follower with AI, especially when you have a lot of customers in that particular area.

[Mark Miller, President at Constellation Software]

As long as you have skilled up your team so that they are able to move fast, they can move much, much faster and provide customers something. That is kind of a neat outcome, right? Because if it took years to build some products, like some initiatives, it takes seven, eight, nine years to get them to maximum revenues over time, believe it or not. In the early days, there may be some opportunity to do some things faster in certain areas now, where other people have driven up the, what could you say, the desire for that type of a product line. It will be fun to watch that for me over the next few years.

[Ryan Floyd, Analyst at Barca Capital]

That is great. I might sneak in one small question. You operate in many different countries and many regulated industries in particular.

[Mark Miller, President at Constellation Software]

Yeah.

[Ryan Floyd, Analyst at Barca Capital]

I think you said that regulated industries are often less likely to prefer cloud solutions or maybe AI solutions. Have you found that country to country regulated industries have different preferences with respect to on-premise or AI-coded products?

[Mark Miller, President at Constellation Software]

It's more sector to sector within countries, I'd say. I wouldn't have a broad conclusion on that. I'd say it depends on the sector. If you're government, you're clearly very concerned about those things. Bank, banking, healthcare. It's sector specific in every country, I would think.

[Ryan Floyd, Analyst at Barca Capital]

Thanks very much. Thanks again for your time. I'll step out.

[Mark Miller, President at Constellation Software]

Thank you.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

Thank you.

[Operator]

Our next question is a follow-up from Douglas Ott with Andvari Associates. Please go ahead.

[Douglas Ott, Analyst at Andvari Associates]

Hi again. I've got two more questions. I'm curious if you guys, the management team and board, are still studying high-performing conglomerates and other successful businesses. Along with that question, I'm just curious, how do those learnings trickle down, or how far do they trickle down? Is it just the top people that are studying these other businesses, or are there hundreds of business unit managers that are also trying to glean lessons from these case studies?

[Mark Miller, President at Constellation Software]

I think it's a really good question. I've been fortunate enough to be able to be involved in understanding that, as well as the senior team at Constellation. I think it really varies by the operating group, how far they drive those down with inside of Constellation. There's a lot of content that we share for people as we're onboarding them, as we're onboarding new companies on how we see the world. Larry Cunningham did a study for the group that I oversaw for many years, Volaris, and he went and he spoke to, interviewed 70 of our leaders across the world, and really wanted to understand how invasive our, I guess you want to call it our beliefs are, and how people think similarly.

[Mark Miller, President at Constellation Software]

It was pretty interesting because we've created, I think, a common lingo and a common understanding across the world on how to approach things independent of language, business. I do think even if it isn't explicitly going through a particular conglomerate and how they've approached things, just the general lessons of what we've learned at Constellation over the last three decades tend to be everywhere. Which is surprising. It was surprising to me how far it was in a decentralized organization. It's always fascinating to see that, right? I was pretty happy to realize that Larry came to those conclusions.

[Douglas Ott, Analyst at Andvari Associates]

Interesting. Secondly, it's been a pretty long Mark Leonard initially floated the idea of perhaps one day Constellation having to look outside of the world of vertical market software to deploy capital. Given the level of capital you've deployed continuing in software, has that effort taken more of a back seat or is it still ongoing? Or how has the level of desire evolved with that potential initiative?

[Mark Miller, President at Constellation Software]

Well, obviously, we're mostly interested right now in, with our ability to get more capital out, we're interested in focusing on software, making sure we're doing software as best we possibly can. It's something we discuss occasionally, but it's not really the focus right now. There's so much more for us to do in the software world. I wish I could say we're all done, we're finished, but there's too much stuff to do, and we're constantly learning, and I think our teams are able to do larger acquisitions now, which has opened up a whole new realm for us, and we couldn't have done that 15, 20 years ago. So it just keeps evolving.

[Douglas Ott, Analyst at Andvari Associates]

Yeah. Good. That's an interesting point, because I think a good part or one way people are attracted and passionate to continue working at Constellation is just it seems like a robust amount of opportunities for career development and learning and doing different things.

[Mark Miller, President at Constellation Software]

Yeah.

[Douglas Ott, Analyst at Andvari Associates]

Is that something that people[crosstalk].

[Mark Miller, President at Constellation Software]

It's a big deal.

[Douglas Ott, Analyst at Andvari Associates]

Are really happy about and talk to you about?

[Mark Miller, President at Constellation Software]

For sure. I did something at Volaris, I remember three or four years ago at a big event where we had like 1,200 people in London, and I interviewed five people on stage, and three of the five were interns who were overseeing portfolios. That was 15 years later, after working for us for 15 years. There's lots of career opportunities at Constellation, and there needs to be. In a decentralized environment, you create a lot more career opportunities. When you're in a large functional organization, you hit career sort of growth opportunities, walls, if you want to call, aren't as possible here.

[Mark Miller, President at Constellation Software]

Many more people in our world can run a business inside of Constellation. They can take on other roles. I think it's kind of interesting place to work, and we're super keen on continuing to develop our people across the world. It's the single most important thing we do.

[Douglas Ott, Analyst at Andvari Associates]

Great. Thank you so much.

[Operator]

This concludes our question and answer session. I would like to turn the conference back over to Mark Miller for any closing remarks.

[Mark Miller, President at Constellation Software]

No, just thank everybody for dialing in and asking us a bunch of good questions. We're looking forward to getting through this quarter and chatting with you again in three months. Over and out from Toronto, and have a great rest of the day and rest of summer.

[Bernie Anzarouth, Chief Investment Officer at Constellation Software]

Thank you.

[Mark Miller, President at Constellation Software]

Bye.

[Operator]

The conference is now concluded. Thank you for attending today's presentation. You may now disconnect.

Participants

Executives

• Mark Miller, President
• Bernie Anzarouth, Chief Investment Officer
• Jamal Baksh, CFO

Analysts

• Thanos Moschopoulos, Analyst at BMO Capital Markets
• Stephanie Price, Analyst at CIBC
• David Kwan, Analyst at TD Cowen
• Paul Treiber, Analyst at RBC Capital Markets
• Douglas Ott, Analyst at Andvari Associates
• Kevin McVeigh, Analyst at UBS
• Teddy Farley, Analyst at Jefferies
• Ryan Floyd, Analyst at Barca Capital