Colliers International Group Inc 6-K, filed Feb 13, 2026
Colliers International Group Inc. (CIGI)
About this 6-K
Colliers International Group Inc filed this 6-K on February 13, 2026.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of: February 2026
Commission File Number: 001-36898
COLLIERS INTERNATIONAL GROUP INC.
(Translation of registrant's name into English)
1140 Bay Street, Suite 4000
Toronto, Ontario, Canada
M5S 2B4
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [ ] Form 40-F [ X ]
Exhibit 99.1 of this Form 6-K shall be incorporated by reference as an exhibit to the registrant’s registration statement on Form F-10 (File No. 333-277184).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| COLLIERS INTERNATIONAL GROUP INC. | ||
| Date: February 13, 2026 | /s/ Christian Mayer | |
| Name: Christian Mayer | ||
| Title: Chief Financial Officer | ||
EXHIBIT INDEX
EXHIBIT 99.1
Colliers Reports Fourth Quarter and Full Year 2025 Results
Compounding growth with strong momentum entering 2026
Fourth quarter and full year operating highlights:
| Three months ended | Twelve months ended | |||||||||||
| December 31 | December 31 | |||||||||||
| (in millions of US$, except EPS) | 2025 | 2024 | 2025 | 2024 | ||||||||
| Revenues | $ | 1,606.5 | $ | 1,501.6 | $ | 5,558.5 | $ | 4,822.0 | ||||
| Net Revenues (note 1) | 1,428.1 | 1,312.8 | 4,866.5 | 4,279.6 | ||||||||
| Adjusted EBITDA (note 2) | 245.1 | 225.3 | 732.5 | 644.2 | ||||||||
| Adjusted EPS (note 3) | 2.34 | 2.26 | 6.58 | 5.75 | ||||||||
| GAAP operating earnings | 135.5 | 121.4 | 371.0 | 389.2 | ||||||||
| GAAP diluted net earnings per share | 1.19 | 1.47 | 2.02 | 3.22 | ||||||||
TORONTO, Feb. 13, 2026 (GLOBE NEWSWIRE) -- Colliers International Group Inc. (NASDAQ and TSX: CIGI) (“Colliers” or the “Company”) today announced financial results for the fourth quarter and year ended December 31, 2025. All amounts are in US dollars.
Fourth quarter consolidated revenues were $1.61 billion, up 7% (5% in local currency), net revenues (note 1) were $1.43 billion, up 9% (7% in local currency) and Adjusted EBITDA (note 2) was $245.1 million, up 9% (6% in local currency) compared to the prior year quarter. Consolidated internal revenues (note 5) for the fourth quarter were essentially flat versus the prior year quarter. Adjusted EPS (note 3) was $2.34, an increase of 4% over the prior year quarter. Adjusted EPS would have been approximately $0.06 lower excluding foreign exchange impacts. GAAP operating earnings were $135.5 million compared to $121.4 million in the prior year quarter. The GAAP diluted net earnings per share were $1.19 compared to $1.47 in the prior year quarter. Fourth quarter GAAP diluted net earnings per share would have been approximately $0.06 lower excluding foreign exchange rates.
For the full year ended December 31, 2025, revenues were $5.56 billion, up 15% (15% in local currency), net revenues (note 1) were $4.87 billion, up 14% (13% in local currency) and adjusted EBITDA (note 2) was $732.5 million, up 14% (13% in local currency) versus the prior year. Consolidated internal revenue growth (note 5) for 2025 measured in local currency was 5% versus the prior year. Adjusted EPS (note 3) was $6.58, up 14% from $5.75 in the prior year. Adjusted EPS would have been approximately $0.06 lower excluding foreign exchange impacts. The GAAP operating earnings were $371.0 million compared to $389.2 million in the prior year, with the prior year favourably impacted by the reversal of contingent consideration expense related to an acquisition. The GAAP diluted earnings per share were $2.02 compared to $3.22 in the prior year. The GAAP diluted net earnings per share would have been approximately $0.06 lower excluding foreign exchange impacts.
In 2025, more than 70% of the Company’s earnings came from recurring revenues (note 8) and free cash flow (note 4) was converted at a rate of 105% of adjusted net earnings, ahead of the Company’s target range.
“2025 was an exceptional year for Colliers, reflecting the strength of our diversified platform and our successful expansion into other high quality, recurring professional services. Fourth quarter results met our plan and were up nicely over the prior year, which itself was a strong quarter,” said Jay S. Hennick, Global Chairman & CEO.
“Last week, we achieved another milestone, agreeing to acquire Ayesa Engineering – a world class business and a rare strategic opportunity of this scale. This acquisition meaningfully expands our avenues for growth, strengthening our ability to scale organically, pursue further acquisitions, and cross sell engineering capabilities across our global client base.”
“Over the past five years, despite challenging conditions, Colliers has doubled in size, delivering compound annual growth of approximately 15%. With strong momentum entering 2026, we expect to sustain this level of performance as our strategy – focused on recurring, scalable, and complementary high value businesses – continues to drive durable growth and long-term shareholder value,” concluded Mr. Hennick.
About Colliers
Colliers (NASDAQ, TSX: CIGI) is a global diversified professional services and investment management company operating through three industry leading businesses: Commercial Real Estate, Engineering, and Investment Management. With greater than a 30-year track record of consistent growth and strong recurring cash flows, we scale complementary, high-value businesses that provide essential services across the full asset lifecycle.
Our unique partnership philosophy empowers exceptional leaders, preserves our entrepreneurial culture, and ensures meaningful inside ownership — driving strong alignment and sustained value creation for our shareholders.
With $5.6 billion in annual revenues, 24,000 professionals, and $108 billion in assets under management, Colliers is committed to accelerating the success of our clients, investors, and people worldwide. Learn more at corporate.colliers.com.
Segmented Fourth Quarter Results
Commercial Real Estate (previously named Real Estate Services) revenues totalled $1.03 billion, up 9% (up 7% in local currency) versus a strong prior year quarter. Net revenues were $966.6 million, up 9% (up 7% in local currency). Capital Markets revenues were up 15% with robust growth in the US and more modest gains in most other markets versus a strong prior year comparative. Leasing generated steady growth, up 4% largely driven by the US, which was up 12% on continued strength in office and industrial asset classes. Outsourcing revenues were up 10% with growth across all services, led by valuation and advisory. Adjusted EBITDA was $152.8 million, up 12% (9% in local currency) with net margin up 50 basis points driven by gains in operating leverage. The GAAP operating earnings were $109.8 million, relative to $107.9 million in the prior year quarter.
Engineering revenues totalled $433.0 million, up 3% (1% in local currency) compared to the prior year quarter, tempered by lower pass-through costs primarily in project management operations. Net revenues (excluding subconsultant and other pass-through costs) were $329.1 million, up 10% (8% in local currency) driven by the favourable impact of recent acquisitions. Adjusted EBITDA was $40.8 million, up 7% (5% in local currency) over the prior year quarter, with the net margin down slightly on lower productivity. The GAAP operating earnings were $11.6 million relative to $8.0 million in the prior year quarter.
Investment Management revenues were $143.7 million, up 5% (4% in local currency) relative to the prior year quarter. Net revenues (excluding pass-through performance fees) were $132.1 million, up 7% (6% in local currency) driven by the favourable impact of a recent acquisition. Adjusted EBITDA was $56.2 million, up 3% (2% in local currency) compared to the prior year quarter from the favourable impact of the acquisition, partly offset by continued investments to unify the platform under the Harrison Street Asset Management brand. GAAP operating earnings were $36.0 million in the quarter versus $38.0 million in the prior year quarter. Assets under management were $108.2 billion as of December 31, 2025, flat relative to September 30, 2025, and up 9% from December 31, 2024.
Unallocated global corporate costs as reported in Adjusted EBITDA were $4.6 million relative to $3.4 million in the prior year quarter. The corporate GAAP operating loss was $21.8 million compared to $32.5 million in the prior year quarter.
Segmented Full Year Results
Commercial Real Estate revenues totalled $3.29 billion, up 7% (7% in local currency) versus $3.07 billion in the prior year. Net revenues were $3.06 billion, up 7% (7% in local currency). Capital Markets revenues accelerated throughout the year and were up 16% with solid growth across all asset classes and geographies. Leasing revenues were up 2% for the year against a strong prior year comparative. Outsourcing revenues were up 7%, primarily led by higher valuation and advisory activity. Adjusted EBITDA was $366.9 million, up 10% (9% in local currency) compared to $333.4 million in the prior year, with net margins benefitting from higher Capital Markets activity as well as operating leverage. The GAAP operating earnings were $259.4 million, relative to $231.4 million in the prior year.
Engineering revenues totalled $1.73 billion, up 40% (39% in local currency) compared to $1.24 billion in the prior year. Net revenues (note 4) were $1.31 billion relative to $931.2 million in the prior year, up a strong 40% (39% in local currency) driven by the favourable impact of recent acquisitions and solid internal growth. Adjusted EBITDA was $164.7 million, up 50% (49% in local currency) compared to $109.9 million in the prior year, with net margins benefitting from productivity gains. The GAAP operating earnings were $52.7 million relative to $40.6 million in the prior year.
Investment Management revenues were $532.3 million, relative to $512.6 million in the prior year, up 4% (3% in local currency). Net revenues were $495.6 million, up 1% (up 1% in local currency). The prior year included catch-up fees from certain funds that did not repeat this year. Adjusted EBITDA was $214.8 million up 1% (flat in local currency) compared to the prior year. The GAAP operating earnings were $134.2 million versus $199.1 million in the prior year, with the variance largely attributable to the reversal of contingent consideration expense related to an acquisition in the prior year.
Unallocated global corporate costs as reported in Adjusted EBITDA were $14.0 million relative to $12.8 million in the prior year. The corporate GAAP operating loss, which includes stock-based compensation expense, was $75.3 million compared to $81.9 million in the prior year.
2026 Outlook
The Company anticipates continuing solid annual internal growth in 2026, along with the impact of several recently completed acquisitions and the recently announced acquisition of Ayesa Engineering, which is expected to close late in the second quarter. On a consolidated basis, the Company expects to deliver mid teens growth in revenues, Adjusted EBITDA and Adjusted EPS during 2026. The outlook drivers by segment are discussed in the accompanying earnings call presentation.
The financial outlook is based on the Company’s best available information as of the date of this press release, and remains subject to change based on numerous macroeconomic, geopolitical, international trade, health, social and related factors. The outlook includes the anticipated impact of the closing of Ayesa Engineering in the second quarter, subject to customary closing conditions being met. The outlook does not include any further acquisitions.
Conference Call
Colliers will be holding a conference call on Friday, February 13, 2026 at 11:00 a.m. Eastern Time to discuss the quarter’s results. The call will be simultaneously web cast and can be accessed live or after the call at corporate.colliers.com in the Events section.
Forward-looking Statements
This press release includes or may include forward-looking statements. Forward-looking statements include the Company’s financial performance outlook and statements regarding goals, beliefs, strategies, objectives, plans or current expectations. These statements involve known and unknown risks, uncertainties and other factors which may cause the actual results to be materially different from any future results, performance or achievements contemplated in the forward-looking statements. Such factors include: economic conditions, especially as they relate to commercial and consumer credit conditions and consumer spending, particularly in regions where the business may be concentrated; commercial real estate and real asset values, vacancy rates and general conditions of financial liquidity for real estate transactions; trends in pricing and risk assumption for commercial real estate services; the effect of significant movements in capitalization rates across different asset types; a reduction by companies in their reliance on outsourcing for their commercial real estate needs, which would affect revenues and operating performance; competition in the markets served by the Company; the utilization of artificial intelligence (AI) and machine learning technologies, including associated impacts on the Company’s services, competitive environment, ability to hire/retain specialized talent, cybersecurity, and legal and governance risks; the ability to attract new clients and to retain clients and renew related contracts; the ability to attract new capital commitments to Investment Management funds and retain existing capital under management; the ability to retain and incentivize employees; increases in wage and benefit costs; the effects of changes in interest rates on the cost of borrowing; unexpected increases in operating costs, such as insurance, workers’ compensation and health care; changes in the frequency or severity of insurance incidents relative to historical experience; the effects of changes in foreign exchange rates in relation to the US dollar on the Company’s Canadian dollar, Euro, Australian dollar and UK pound sterling denominated revenues and expenses; the impact of pandemics on client demand for the Company’s services, the ability of the Company to deliver its services and the health and productivity of its employees; the impact of global climate change; the impact of political events including elections, referenda, trade policy changes, immigration policy changes, hostilities, war and terrorism on the Company’s operations; the ability to identify and make acquisitions at reasonable prices and successfully integrate acquired operations; the ability to execute on, and adapt to, information technology strategies and trends; the ability to comply with laws and regulations, including real estate investment management and mortgage banking licensure, labour and employment laws and regulations, as well as the anti-corruption laws and trade sanctions; and changes in government laws and policies at the federal, state/provincial or local level that may adversely impact the business.
Additional information and risk factors identified in the Company’s other periodic filings with Canadian and US securities regulators are adopted herein and a copy of which can be obtained at www.sedarplus.ca. Forward looking statements contained in this press release are made as of the date hereof and are subject to change. All forward-looking statements in this press release are qualified by these cautionary statements. Except as required by applicable law, Colliers undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
Summary unaudited financial information is provided in this press release. This press release should be read in conjunction with the Company's consolidated financial statements and MD&A to be made available on SEDAR+ at www.sedarplus.ca.
This press release does not constitute an offer to sell or a solicitation of an offer to purchase an interest in any fund.
| Colliers International Group Inc. | ||||||||||||||||||
| Condensed Consolidated Statements of Earnings | ||||||||||||||||||
| (in thousands of US$, except per share amounts) | ||||||||||||||||||
| Three months | Twelve months | |||||||||||||||||
| ended December 31 | ended December 31 | |||||||||||||||||
| (unaudited) | 2025 | 2024 | 2025 | 2024 | ||||||||||||||
| Revenues | $ | 1,606,545 | $ | 1,501,617 | | $ | 5,558,462 | | $ | 4,822,024 | ||||||||
| Cost of revenues | 957,366 | 894,598 | 3,332,381 | 2,899,949 | ||||||||||||||
| Selling, general and administrative expenses | 441,298 | 414,033 | 1,568,540 | 1,339,063 | ||||||||||||||
| Depreciation | 20,373 | 17,510 | 77,355 | 66,239 | ||||||||||||||
| Amortization of intangible assets | 46,149 | 47,666 | 178,660 | 155,363 | ||||||||||||||
| Acquisition-related items (1) | 5,582 | 6,410 | 29,872 | (27,802 | ) | |||||||||||||
| Loss on disposal of operations | 290 | - | 696 | - | ||||||||||||||
| Operating earnings | 135,487 | 121,400 | 370,958 | 389,212 | ||||||||||||||
| Interest expense, net | 21,610 | 23,181 | 82,373 | 85,779 | ||||||||||||||
| Equity earnings from non-consolidated investments | (3,275 | ) | (2,030 | ) | (12,461 | ) | (7,270 | ) | ||||||||||
| Other income | (456 | ) | 54 | (3,661 | ) | (410 | ) | |||||||||||
| Earnings before income tax | 117,608 | 100,195 | 304,707 | 311,113 | ||||||||||||||
| Income tax | 31,078 | 18,699 | 80,154 | 74,177 | ||||||||||||||
| Net earnings | 86,530 | 81,496 | 224,553 | 236,936 | ||||||||||||||
| Non-controlling interest share of earnings | 21,352 | 18,894 | 57,845 | 53,968 | ||||||||||||||
| Non-controlling interest redemption increment | 4,062 | (12,515 | ) | | | 63,608 | 21,243 | |||||||||||
| Net earnings attributable to Company | $ | 61,116 | | $ | 75,117 | $ | 103,100 | | $ | 161,725 | ||||||||
| Net earnings per common share | ||||||||||||||||||
| Basic | $ | 1.20 | $ | 1.49 | $ | 2.03 | $ | 3.24 | ||||||||||
| Diluted | $ | 1.19 | $ | 1.47 | $ | 2.02 | $ | 3.22 | ||||||||||
| Adjusted EPS (2) | $ | 2.34 | $ | 2.26 | $ | 6.58 | $ | 5.75 | ||||||||||
| Weighted average common shares (thousands) | ||||||||||||||||||
| Basic | 50,995 | 50,507 | 50,784 | 49,897 | ||||||||||||||
| Diluted | 51,266 | 51,036 | 51,083 | 50,182 | ||||||||||||||
Notes to Condensed Consolidated Statements of Earnings
(1) Acquisition-related items include contingent acquisition consideration fair value adjustments, contingent acquisition consideration-related compensation expense and transaction costs.
(2) See definition and reconciliation below.
| Colliers International Group Inc. | |||||||
| Condensed Consolidated Balance Sheets | |||||||
| (in thousands of US$) | |||||||
| December 31, | December 31, | ||||||
| (unaudited) | 2025 | 2024 | |||||
| Assets | |||||||
| Cash and cash equivalents | $ | 207,902 | $ | 176,257 | |||
| Restricted cash (1) | 48,981 | 41,724 | |||||
| Accounts receivable and contract assets | 990,329 | 869,948 | |||||
| Mortgage warehouse receivables (2) | 140,095 | 77,559 | |||||
| Prepaids and other assets | 378,453 | 323,117 | |||||
| Warehouse fund assets | 56,050 | 110,779 | |||||
| Current assets | 1,821,810 | 1,599,384 | |||||
| Other non-current assets | 249,040 | 220,299 | |||||
| Warehouse fund assets | 73,785 | 94,334 | |||||
| Fixed assets | 251,462 | 227,311 | |||||
| Operating lease right-of-use assets | 443,404 | 398,507 | |||||
| Deferred tax assets, net | 93,857 | 79,258 | |||||
| Goodwill and intangible assets | 3,855,109 | 3,481,524 | |||||
| Total assets | $ | 6,788,467 | | $ | 6,100,617 | | |
| Liabilities and shareholders' equity | |||||||
| Accounts payable and accrued liabilities | $ | 1,267,118 | | $ | 1,140,605 | ||
| Other current liabilities | 112,963 | 109,439 | |||||
| Long-term debt - current | 8,119 | 6,061 | |||||
| Mortgage warehouse credit facilities (2) | 133,259 | 72,642 | |||||
| Operating lease liabilities - current | 99,696 | 92,950 | |||||
| Liabilities related to warehouse fund assets | 33,679 | 86,344 | |||||
| | Current liabilities | 1,654,834 | | | 1,508,041 | | |
| Long-term debt - non-current | 1,625,392 | 1,502,414 | |||||
| Operating lease liabilities - non-current | 419,198 | 383,921 | |||||
| Other liabilities | 129,776 | 135,479 | |||||
| Deferred tax liabilities, net | 90,996 | 78,459 | |||||
| Liabilities related to warehouse fund assets | 48,782 | 14,103 | |||||
| Redeemable non-controlling interests | 1,285,046 | 1,152,618 | |||||
| Shareholders' equity | 1,534,443 | 1,325,582 | |||||
| | Total liabilities and equity | $ | 6,788,467 | | $ | 6,100,617 | |
| Supplemental balance sheet information | |||||||
| Total debt (3) | $ | 1,633,511 | $ | 1,508,475 | |||
| Total debt, net of cash and cash equivalents (3) | 1,425,609 | 1,332,218 | |||||
| Net debt / pro forma adjusted EBITDA ratio (4) | 2.0 | 2.0 | |||||
Notes to Condensed Consolidated Balance Sheets
(1) Restricted cash consists primarily of cash amounts set aside to satisfy legal or contractual requirements arising in the normal course of business.
(2) Mortgage warehouse receivables represent mortgage loans receivable, the majority of which are offset by borrowings under mortgage warehouse credit facilities which fund loans that financial institutions have committed to purchase.
(3) Excluding mortgage warehouse credit facilities.
(4) Net debt for financial leverage ratio excludes restricted cash and mortgage warehouse credit facilities, in accordance with debt agreements.
| Colliers International Group Inc. | |||||||||||||||||
| Condensed Consolidated Statements of Cash Flows | |||||||||||||||||
| (in thousands of US$) | |||||||||||||||||
| Three months ended | Twelve months ended | ||||||||||||||||
| December 31 | December 31 | ||||||||||||||||
| (unaudited) | 2025 | 2024 | 2025 | 2024 | |||||||||||||
| Cash provided by (used in) | |||||||||||||||||
| Operating activities | |||||||||||||||||
| Net earnings | $ | 86,530 | $ | 81,496 | $ | 224,553 | $ | 236,936 | |||||||||
| Items not affecting cash: | |||||||||||||||||
| Depreciation and amortization | 66,522 | 65,176 | 256,015 | 221,602 | |||||||||||||
| Gains attributable to mortgage servicing rights | (4,471 | ) | (4,185 | ) | (31,237 | ) | (15,363 | ) | |||||||||
| Gains attributable to the fair value of loan | |||||||||||||||||
| premiums and origination fees | (4,239 | ) | (3,776 | ) | (24,207 | ) | (13,000 | ) | |||||||||
| Deferred income tax | 3,140 | (16,615 | ) | (16,044 | ) | (30,538 | ) | ||||||||||
| Other | 29,499 | 44,105 | 86,929 | 44,581 | |||||||||||||
| 176,981 | 166,201 | 496,009 | 444,218 | ||||||||||||||
| Increase in accounts receivable, prepaid | |||||||||||||||||
| expenses and other assets | (49,033 | ) | (45,720 | ) | (211,849 | ) | (209,951 | ) | |||||||||
| Increase (decrease) in accounts payable, accrued | |||||||||||||||||
| expenses and other liabilities | 14,228 | (22,071 | ) | (44,582 | ) | 16,054 | |||||||||||
| Increase in accrued compensation | 107,428 | 111,622 | 75,028 | 63,173 | |||||||||||||
| Contingent acquisition consideration paid | (350 | ) | (250 | ) | (7,402 | ) | (3,357 | ) | |||||||||
| Mortgage origination activities, net | 7,024 | 4,078 | 23,093 | 14,861 | |||||||||||||
| Sales to AR Facility, net | 415 | 1,447 | (157 | ) | 1,011 | ||||||||||||
| Net cash provided by operating activities | 256,693 | 215,307 | 330,140 | 326,009 | |||||||||||||
| Investing activities | |||||||||||||||||
| Acquisition of businesses, net of cash acquired | (33,726 | ) | (44,766 | ) | (262,170 | ) | (517,176 | ) | |||||||||
| Purchases of fixed assets | (30,846 | ) | (19,574 | ) | (78,702 | ) | (65,085 | ) | |||||||||
| Purchases of warehouse fund assets | 2,285 | (46,231 | ) | (159,517 | ) | (319,250 | ) | ||||||||||
| Proceeds from disposal of warehouse fund assets | 14,002 | - | 94,528 | 76,438 | |||||||||||||
| Cash collections on AR Facility deferred purchase price | 45,008 | 35,776 | 164,257 | 137,581 | |||||||||||||
| Other investing activities | (18,344 | ) | 6,041 | (93,032 | ) | (95,610 | ) | ||||||||||
| Net cash used in investing activities | | | (21,621 | ) | | | (68,754 | ) | | | (334,636 | ) | | | (783,102 | ) | |
| Financing activities | |||||||||||||||||
| Increase (decrease) in long-term debt, net | (213,101 | ) | (198,110 | ) | 185,619 | 221,573 | |||||||||||
| Purchases of non-controlling interests, net | (9,089 | ) | 6,721 | (43,856 | ) | (11,068 | ) | ||||||||||
| Dividends paid to common shareholders | - | - | (15,212 | ) | (14,674 | ) | |||||||||||
| Distributions paid to non-controlling interests | (9,528 | ) | (5,316 | ) | (70,771 | ) | (71,618 | ) | |||||||||
| Issuance of subordinate voting shares | - | - | - | 286,924 | |||||||||||||
| Other financing activities | 12,047 | 12,979 | 18,294 | 41,075 | |||||||||||||
| Net cash provided by financing activities | (219,671 | ) | (183,726 | ) | 74,074 | 452,212 | |||||||||||
| Effect of exchange rate changes on cash, | |||||||||||||||||
| | cash equivalents and restricted cash | (16,627 | ) | 9,896 | (30,676 | ) | 3,787 | ||||||||||
| Net change in cash and cash | |||||||||||||||||
| equivalents and restricted cash | (1,226 | ) | (27,277 | ) | 38,902 | (1,094 | ) | ||||||||||
| Cash and cash equivalents and | |||||||||||||||||
| restricted cash, beginning of period | 258,109 | 245,258 | 217,981 | 219,075 | |||||||||||||
| Cash and cash equivalents and | |||||||||||||||||
| restricted cash, end of period | $ | 256,883 | $ | 217,981 | $ | 256,883 | $ | 217,981 | |||||||||
| Colliers International Group Inc. | | | | | | | | | | | | | ||||
| Segmented Results | ||||||||||||||||
| (in thousands of US dollars) | ||||||||||||||||
| Commercial | Investment | |||||||||||||||
| (unaudited) | Real Estate 1 | Engineering | Management | Corporate | Total | |||||||||||
| Three months ended December 31 | ||||||||||||||||
| 2025 | ||||||||||||||||
| Revenues | $ | 1,029,652 | $ | 433,027 | $ | 143,650 | $ | 216 | $ | 1,606,545 | ||||||
| Net Revenues | 966,635 | 329,134 | 132,068 | 216 | 1,428,053 | |||||||||||
| Adjusted EBITDA | 152,801 | 40,756 | 56,156 | (4,616 | ) | 245,097 | ||||||||||
| Operating earnings (loss) | 109,759 | 11,562 | 35,954 | (21,788 | ) | 135,487 | ||||||||||
| 2024 | ||||||||||||||||
| Revenues | $ | 943,528 | $ | 421,361 | $ | 136,616 | $ | 112 | $ | 1,501,617 | ||||||
| Net Revenues | 888,751 | 300,174 | 123,785 | 112 | 1,312,822 | |||||||||||
| Adjusted EBITDA | 136,164 | 38,115 | 54,374 | (3,363 | ) | 225,290 | ||||||||||
| Operating earnings (loss) | 107,884 | 7,995 | 37,976 | (32,455 | ) | 121,400 | ||||||||||
| Commercial | Investment | |||||||||||||||
| Real Estate | Engineering | Management | Corporate | Total | ||||||||||||
| Twelve months ended December 31 | ||||||||||||||||
| 2025 | ||||||||||||||||
| Revenues | $ | 3,290,578 | $ | 1,734,940 | $ | 532,274 | $ | 670 | $ | 5,558,462 | ||||||
| Net Revenues | 3,064,458 | 1,305,808 | 495,597 | 670 | 4,866,533 | |||||||||||
| Adjusted EBITDA | 366,937 | 164,681 | 214,825 | (13,978 | ) | 732,465 | ||||||||||
| Operating earnings (loss) | 259,421 | 52,711 | 134,160 | (75,334 | ) | 370,958 | ||||||||||
| 2024 | ||||||||||||||||
| Revenues | $ | 3,071,610 | $ | 1,237,384 | $ | 512,593 | $ | 437 | $ | 4,822,024 | ||||||
| Net Revenues | 2,858,933 | 931,242 | 488,979 | 437 | 4,279,591 | |||||||||||
| Adjusted EBITDA | 333,400 | 109,929 | 213,675 | (12,759 | ) | 644,245 | ||||||||||
| Operating earnings (loss) | 231,392 | 40,609 | 199,105 | (81,894 | ) | 389,212 | ||||||||||
| 1 | Previously named Real Estate Services. | |||||||||||||||
Non-GAAP Measures
1. Reconciliation of revenues to net revenues
Net revenues are defined as revenues excluding subconsultant and other reimbursable direct costs in Commercial Real Estate and Engineering segments as well as historical pass-through performance fees in Investment Management segment to better reflect the operating performance of the business.
| Commercial | Investment | ||||||||||||||||||
| Real Estate | Engineering | Management | Corporate | Total | |||||||||||||||
| Three months ended December 31 | |||||||||||||||||||
| 2025 | |||||||||||||||||||
| Revenues | $ | 1,029,652 | $ | 433,027 | $ | 143,650 | $ | 216 | $ | 1,606,545 | |||||||||
| Subconsultant and other direct costs | (63,017 | ) | (103,893 | ) | - | - | (166,910 | ) | |||||||||||
| Historical pass-through performance fees | - | - | (11,582 | ) | - | (11,582 | ) | ||||||||||||
| Net Revenues | $ | 966,635 | $ | 329,134 | $ | 132,068 | $ | 216 | $ | 1,428,053 | |||||||||
| 2024 | |||||||||||||||||||
| Revenues | $ | 943,528 | $ | 421,361 | $ | 136,616 | $ | 112 | $ | 1,501,617 | |||||||||
| Subconsultant and other direct costs | (54,777 | ) | (121,187 | ) | - | - | (175,964 | ) | |||||||||||
| Historical pass-through performance fees | - | - | (12,831 | ) | - | (12,831 | ) | ||||||||||||
| Net Revenues | $ | 888,751 | $ | 300,174 | $ | 123,785 | $ | 112 | $ | 1,312,822 | |||||||||
| Commercial | Investment | ||||||||||||||||||
| Real Estate | Engineering | Management | Corporate | Total | |||||||||||||||
| Twelve months ended December 31 | |||||||||||||||||||
| 2025 | |||||||||||||||||||
| Revenues | $ | 3,290,578 | $ | 1,734,940 | $ | 532,274 | $ | 670 | $ | 5,558,462 | |||||||||
| Subconsultant and other direct costs | (226,120 | ) | (429,132 | ) | - | - | (655,252 | ) | |||||||||||
| Historical pass-through performance fees | - | - | (36,677 | ) | - | (36,677 | ) | ||||||||||||
| Net Revenues | $ | 3,064,458 | $ | 1,305,808 | $ | 495,597 | $ | 670 | $ | 4,866,533 | |||||||||
| 2024 | |||||||||||||||||||
| Revenues | $ | 3,071,610 | $ | 1,237,384 | $ | 512,593 | $ | 437 | $ | 4,822,024 | |||||||||
| Subconsultant and other direct costs | (212,677 | ) | (306,142 | ) | - | - | (518,819 | ) | |||||||||||
| Historical pass-through performance fees | - | - | (23,614 | ) | - | (23,614 | ) | ||||||||||||
| Net Revenues | $ | 2,858,933 | $ | 931,242 | $ | 488,979 | $ | 437 | $ | 4,279,591 | |||||||||
2. Reconciliation of net earnings to Adjusted EBITDA
Adjusted EBITDA is defined as net earnings, adjusted to exclude: (i) income tax; (ii) other income; (iii) interest expense; (iv) loss on disposal of operations; (v) depreciation and amortization, including amortization of mortgage servicing rights (“MSRs”); (vi) gains attributable to MSRs; (vii) acquisition-related items (including contingent acquisition consideration fair value adjustments, contingent acquisition consideration-related compensation expense and transaction costs); (viii) restructuring, optimization and integration costs and (ix) stock-based compensation expense, including related to the CEO’s performance-based long-term incentive plan (“LTIP”). We use Adjusted EBITDA to evaluate our own operating performance and our ability to service debt, as well as an integral part of our planning and reporting systems. Additionally, we use this measure in conjunction with discounted cash flow models to determine the Company’s overall enterprise valuation and to evaluate acquisition targets. We present Adjusted EBITDA as a supplemental measure because we believe such measure is useful to investors as a reasonable indicator of operating performance because of the low capital intensity of the Company’s service operations. We believe this measure is a financial metric used by many investors to compare companies, especially in the services industry. This measure is not a recognized measure of financial performance of the consolidated Company under GAAP in the United States, and should not be considered as a substitute for operating earnings, net earnings or cash flow from operating activities, as determined in accordance with GAAP. Our method of calculating Adjusted EBITDA may differ from other issuers and accordingly, this measure may not be comparable to measures used by other issuers. A reconciliation of net earnings to Adjusted EBITDA appears below.
| Three months ended | Twelve months ended | |||||||||||||||
| December 31 | December 31 | |||||||||||||||
| (in thousands of US$) | 2025 | 2024 | 2025 | 2024 | ||||||||||||
| Net earnings | $ | 86,530 | $ | 81,496 | $ | 224,553 | $ | 236,936 | ||||||||
| Income tax | 31,078 | 18,699 | 80,154 | 74,177 | ||||||||||||
| Other income, including equity earnings from non-consolidated investments | (3,731 | ) | (1,976 | ) | (16,122 | ) | (7,680 | ) | ||||||||
| Interest expense, net | 21,610 | 23,181 | 82,373 | 85,779 | ||||||||||||
| Operating earnings | 135,487 | 121,400 | 370,958 | 389,212 | ||||||||||||
| Loss on disposal of operations | 290 | - | 696 | - | ||||||||||||
| Depreciation and amortization | 66,522 | 65,176 | 256,015 | 221,602 | ||||||||||||
| Gains attributable to MSRs | (4,471 | ) | (4,185 | ) | (31,237 | ) | (15,363 | ) | ||||||||
| Equity earnings from non-consolidated investments | 3,275 | 2,030 | 12,461 | 7,270 | ||||||||||||
| Acquisition-related items | 5,582 | 6,410 | 29,872 | (27,802 | ) | |||||||||||
| Restructuring, optimization and integration costs | 16,853 | 9,365 | 38,079 | 23,285 | ||||||||||||
| Stock-based compensation expense | 21,559 | 25,094 | 55,621 | 46,041 | ||||||||||||
| Adjusted EBITDA | $ | 245,097 | $ | 225,290 | $ | 732,465 | $ | 644,245 | ||||||||
3. Reconciliation of net earnings and diluted net earnings per common share to adjusted net earnings and Adjusted EPS
Adjusted EPS is defined as diluted net earnings per share adjusted for the effect, after income tax, of: (i) the non-controlling interest redemption increment; (ii) loss on disposal of operations; (iii) amortization expense related to intangible assets recognized in connection with acquisitions and MSRs; (iv) gains attributable to MSRs; (v) acquisition-related items; (vi) restructuring, optimization and integration costs and (vii) stock-based compensation expense, including related to the CEO’s LTIP. We believe this measure is useful to investors because it provides a supplemental way to understand the underlying operating performance of the Company and enhances the comparability of operating results from period to period. Adjusted EPS is not a recognized measure of financial performance under GAAP, and should not be considered as a substitute for diluted net earnings per share from continuing operations, as determined in accordance with GAAP. Our method of calculating this non-GAAP measure may differ from other issuers and, accordingly, this measure may not be comparable to measures used by other issuers. A reconciliation of net earnings to adjusted net earnings and of diluted net earnings per share to adjusted EPS appears below.
| Three months ended | Twelve months ended | |||||||||||||||
| December 31 | December 31 | |||||||||||||||
| (in thousands of US$) | 2025 | 2024 | 2025 | 2024 | ||||||||||||
| Net earnings | $ | 86,530 | $ | 81,496 | $ | 224,553 | $ | 236,936 | ||||||||
| Non-controlling interest share of earnings | (21,352 | ) | (18,894 | ) | (57,845 | ) | (53,968 | ) | ||||||||
| Loss on disposal of operations | 290 | - | 696 | - | ||||||||||||
| Amortization of intangible assets | 46,149 | 47,666 | 178,660 | 155,363 | ||||||||||||
| Gains attributable to MSRs | (4,471 | ) | (4,185 | ) | (31,237 | ) | (15,363 | ) | ||||||||
| Acquisition-related items | 5,582 | 6,410 | 29,872 | (27,802 | ) | |||||||||||
| Restructuring, optimization and integration costs | 16,853 | 9,365 | 38,079 | 23,285 | ||||||||||||
| Stock-based compensation expense | 21,559 | 25,094 | 55,621 | 46,041 | ||||||||||||
| Income tax on adjustments | (20,313 | ) | (24,287 | ) | (65,936 | ) | (50,403 | ) | ||||||||
| Non-controlling interest on adjustments | (10,922 | ) | (7,409 | ) | (36,385 | ) | (25,740 | ) | ||||||||
| Adjusted net earnings | $ | 119,905 | $ | 115,256 | $ | 336,078 | $ | 288,349 | ||||||||
| Three months ended | Twelve months ended | |||||||||||||||
| December 31 | December 31 | |||||||||||||||
| (in US$) | 2025 | 2024 | 2025 | 2024 | ||||||||||||
| Diluted net earnings per common share | $ | 1.19 | $ | 1.47 | $ | 2.02 | $ | 3.22 | ||||||||
| Non-controlling interest redemption increment | 0.08 | (0.25 | ) | 1.25 | 0.42 | |||||||||||
| Gain on disposal of operations, net of tax | 0.01 | - | (0.03 | ) | - | |||||||||||
| Amortization expense, net of tax | 0.55 | 0.50 | 2.18 | 1.98 | ||||||||||||
| Gains attributable to MSRs, net of tax | (0.05 | ) | (0.05 | ) | (0.35 | ) | (0.17 | ) | ||||||||
| Acquisition-related items, net of tax | (0.02 | ) | 0.08 | 0.16 | (0.75 | ) | ||||||||||
| Restructuring, optimization and integration costs, net of tax | 0.23 | 0.14 | 0.50 | 0.35 | ||||||||||||
| Stock-based compensation expense, net of tax | 0.35 | 0.37 | 0.85 | 0.70 | ||||||||||||
| Adjusted EPS | $ | 2.34 | $ | 2.26 | $ | 6.58 | $ | 5.75 | ||||||||
| Diluted weighted average shares for Adjusted EPS (thousands) | 51,266 | 51,036 | 51,083 | 50,182 | ||||||||||||
4. Reconciliation of net cash flow from operations to free cash flow
Free cash flow is defined as net cash flow from operating activities plus contingent acquisition consideration paid, less purchases of fixed assets, plus cash collections on AR Facility deferred purchase price less distributions to non-controlling interests. We use free cash flow as a measure to evaluate and monitor operating performance as well as our ability to service debt, fund acquisitions and pay dividends to shareholders. We present free cash flow as a supplemental measure because we believe this measure is a financial metric used by many investors to compare valuation and liquidity measures across companies, especially in the services industry. This measure is not a recognized measure of financial performance under GAAP in the United States, and should not be considered as a substitute for operating earnings, net earnings or cash flow from operating activities, as determined in accordance with GAAP. Our method of calculating free cash flow may differ from other issuers and accordingly, this measure may not be comparable to measures used by other issuers. A reconciliation of net cash flow from operating activities to free cash flow appears below.
| Three months ended | Twelve months ended | |||||||||||||||
| December 31 | December 31 | |||||||||||||||
| (in thousands of US$) | 2025 | 2024 | 2025 | 2024 | ||||||||||||
| Net cash provided by operating activities | $ | 256,693 | $ | 215,307 | $ | 330,140 | $ | 326,009 | ||||||||
| Contingent acquisition consideration paid | 350 | 250 | 7,402 | 3,357 | ||||||||||||
| Purchase of fixed assets | (30,846 | ) | (19,574 | ) | (78,702 | ) | (65,085 | ) | ||||||||
| Cash collections on AR Facility deferred purchase price | 45,008 | 35,776 | 164,257 | 137,581 | ||||||||||||
| Distributions paid to non-controlling interests | (9,528 | ) | (5,316 | ) | (70,771 | ) | (71,618 | ) | ||||||||
| Free cash flow | $ | 261,677 | $ | 226,443 | $ | 352,326 | $ | 330,244 | ||||||||
5. Local currency revenue and Adjusted EBITDA growth rate and internal revenue growth rate measures
Percentage revenue and Adjusted EBITDA variances presented on a local currency basis are calculated by translating the current period results of our non-US dollar denominated operations to US dollars using the foreign currency exchange rates from the periods against which the current period results are being compared. Internal growth, presented as percentage revenue variance, is calculated assuming no impact from acquired entities in the current and prior periods. Revenue from acquired entities, including any foreign exchange impacts, are treated as acquisition growth until the respective anniversaries of the acquisitions. We believe that these revenue growth rate methodologies provide a framework for assessing the Company’s performance and operations excluding the effects of foreign currency exchange rate fluctuations and acquisitions. Since these revenue growth rate measures are not calculated under GAAP, they may not be comparable to similar measures used by other issuers.
6. Assets under management
We use the term assets under management (“AUM”) as a measure of the scale of our Investment Management operations. AUM is defined as the gross market value of operating assets and the projected gross cost of development assets of the funds, partnerships and accounts to which we provide management and advisory services, including capital that such funds, partnerships and accounts have the right to call from investors pursuant to capital commitments. Our definition of AUM may differ from those used by other issuers and as such may not be directly comparable to similar measures used by other issuers.
7. Fee paying assets under management
We use the term fee paying assets under management (“FPAUM”) to represent only the AUM on which the Company is entitled to receive management fees. We believe this measure is useful in providing additional insight into the capital base upon which the Company earns management fees. Our definition of FPAUM may differ from those used by other issuers and as such may not be directly comparable to similar measures used by other issuers.
8. Adjusted EBITDA from recurring revenue percentage
Adjusted EBITDA from recurring revenue percentage is computed on a trailing twelve-month basis and represents the proportion of Adjusted EBITDA (note 2) that is derived from Engineering, Outsourcing and Investment Management service lines. All these service lines represent medium to long-term duration revenue streams that are either contractual or repeatable in nature. Adjusted EBITDA for this purpose is calculated in the same manner as for our debt agreement covenant calculation purposes, incorporating the expected full year impact of business acquisitions and dispositions.
COMPANY CONTACTS:
Jay S. Hennick
Chairman & Chief Executive Officer
Christian Mayer
Chief Financial Officer
(416) 960-9500
Exhibit 99.2
Fourth Quarter 2025 Results February 13, 2026 REAL ESTATE SERVICES | ENGINEERING | INVESTMENT MANAGEMENT
2 Colliers (US $ millions, except per share amounts) Highlights • Solid 2025 results with full year local currency internal growth of 5% • Completed 3 Engineering tuck - in acquisitions so far in 2026 • Announced the acquisition of Ayesa Engineering, a multidiscipline engineering firm headquartered in Spain • Expected to close in late Q2 2026 • Compounding growth with strong momentum entering 2026 USD LC (1) Revenues 1,606.5 1,501.6 7% 5% Net Revenues 1,428.1 1,312.8 9% 7% Adjusted EBITDA 245.1 225.3 9% 6% Adjusted EBITDA Margin 15.3% 15.0% Net Margin 17.2% 17.2% Adjusted EPS 2.34 2.26 4% GAAP Operating Earnings 135.5 121.4 12% GAAP Operating Earnings Margin 8.4% 8.1% GAAP diluted EPS 1.19 1.47 -19% USD LC (1) Revenues 5,558.5 4,822.0 15% 15% Net Revenues 4,866.5 4,279.6 14% 13% Adjusted EBITDA 732.5 644.2 14% 13% Adjusted EBITDA Margin 13.2% 13.4% Net Margin 15.1% 15.1% Adjusted EPS 6.58 5.75 14% GAAP Operating Earnings 371.0 389.2 -5% GAAP Operating Earnings Margin 6.7% 8.1% GAAP diluted EPS 2.02 3.22 -37% Three months ended December 31 2025 2024 %Change Twelve months ended December 31 2025 2024 % Change (1) Local currency
22% 49% 29% 71% Recurring 2025 AEBITDA by Segment 31% 59% 10% 2025 Revenue by Segment 63% Recurring Colliers Commercial Real Estate Engineering Investment Management Global diversification with 70%+ recurring earnings A Different Kind of Company Please refer to Appendix 3
4 Colliers Fourth Quarter Consolidated Revenues Engineering Investment Management Commercial Real Estate % Change over Q4 2024 USD LC Investment Management 5% 4% Engineering 3% 1% Commercial Real Estate 9% 7% Total 7% 5% 4 4 (US$ millions) Local currency internal growth: essentially flat Revenues % Change over Q4 2024 USD LC Investment Management 7% 6% Engineering 10% 8% Commercial Real Estate 9% 7% Total 9% 7% Net Revenues
4 4 5 Colliers Fourth Quarter, US$ millions Commercial Real Estate • Robust growth in Capital Markets, led by the US with more modest gains in most other markets versus a strong prior year comparative • Steady growth in Leasing, largely driven by the US on continued strength in office and industrial asset classes • Higher Outsourcing activity across all services, led by valuation and advisory • AEBITDA margin improvement driven by gains in operating leverage 4 4 1HWPDUJLQ 1HWPDUJLQ USD LC Revenue Growth 9% 7% Net Revenue Growth 9% 7% AEBITDA Growth 12% 9% Revenues AEBITDA Outsourcing Leasing Capital Markets Subconsultant and other direct costs GAAP Operating Earnings: Q4 2025 $109.8M at 10.7% margin; Q4 2024 $107.9M at 11.4% margin
6 Colliers Fourth Quarter, US$ millions Engineering • Revenues tempered by lower pass - through costs primarily in project management operations • Continued infrastructure, urbanization, and energy transition tailwinds • Net margin down slightly on lower productivity 4 4 GAAP Operating Earnings: Q4 2025 $11.6M at 2.7% margin; Q4 2024 $8.0M at 1.9% margin 4 4 1HWPDUJLQ 1HWPDUJLQ USD LC Revenue Growth 3% 1% Net Revenue Growth 10% 8% AEBITDA Growth 7% 5% Revenues AEBITDA Engineering Subconsultant and other direct costs
7 Colliers Fourth Quarter, US$ millions Investment Management • Favourable impact of a recent acquisition • Net margin impacted by investments to unify the platform under the Harrison Street Asset Management brand • AUM of $108.2 billion (flat relative to September 30, 2025; up 9% from December 31, 2024) • FPAUM of $54.2 billion (flat relative to September 30, 2025; up 8% from December 31, 2024) 4 4 GAAP Operating Earnings: Q4 2025 $36.0M at 25.0% margin; Q4 2024 $38.0M at 27.8% margin 4 4 1HWPDUJLQ 1HWPDUJLQ USD LC Revenue Growth 5% 4% Net Revenue Growth 7% 6% AEBITDA Growth 3% 2% Management fees Pass - through performance fees Revenues AEBITDA
8 Colliers (US$ millions) Capitalization & Capital Allocation • Generated $352 million of free cash flow in 2025, reinvested in strategic growth • December 31, 2025 leverage ratio of 2.0x • Pro forma leverage of 2.7x with Ayesa Engineering • More than $1.1 billion of available liquidity under revolving credit facility • Anticipating capital expenditures of $90 - $100 million in 2026, representing ~2% of trailing twelve - month revenues Cash $ 207.9 $ 176.3 Total Debt 1,633.5 1,508.5 Net Debt $ 1,425.6 $ 1,332.2 Redeemable non-controlling interests 1,285.0 1,152.6 Shareholders' equity 1,534.4 1,325.6 Total capitalization $ 4,245.0 $ 3,810.4 Net debt / pro forma adjusted EBITDA - Leverage Ratio (1) 2.0x 2.0x Capital Expenditures $ 78.7 $ 65.1 Acquisition Spend (2) $ 360.1 $ 542.3 Twelve months ended December 31, 2025 December 31, 2024 December 31, 2025 December 31, 2024 (1) Net debt for financial leverage ratio excludes restricted cash and warehouse credit facilities, in accordance with debt a gre ements (2) Includes business acquisitions, contingent acquisition consideration and purchases of non - controlling interests in subsidiar ies
9 Colliers Strategic opportunity to fill geographic whitespace in Engineering Ayesa Engineering • Founded in 1966 and headquartered in Seville, Spain • Operates in 21 countries with more than 3,200 total professionals • Global provider of engineering services to a diverse client base across Europe, Latin America, the Middle East, Australia and India • Provides engineering design and project management consultancy services to the transport, water, buildings & cities, and energy end markets Ayesa Engineering • Strategic opportunity to fill geographic whitespace in Colliers’ engineering platform • Significantly expands capabilities and opens up compelling new growth pathways, with cross selling opportunities and a platform to pursue complementary tuck - in acquisitions • Positions Colliers among the world’s top 30 engineering firms with nearly 14,000 professionals across 23 countries • Strong end market tailwinds with urbanization, water scarcity, carbon reduction and environmental trends globally Strategic Rationale Service Mix Project Management Consultancy Engineering Design Client Mix Private Public End Markets Water Infrastructure & Transportation Property & Buildings Geographic Headcount Spain Rest of Europe & Middle East LATAM Australia India 1,200 500 900 300 300
Colliers 10 2026 Outlook The financial outlook is based on the Company’s best available information as of the date of this presentation, and remains s ubj ect to change based on numerous macroeconomic, geopolitical, international trade, health, social and related factors. The outlook includes the anticipated impact of the closing of Ayesa Engineering late in the second quarter, subject to customary closing conditions being met. The outlook does not include any f ur ther acquisitions. Commercial Real Estate Engineering Investment Management Consolidated Mid - teens revenue and net revenue growth Mid - teens AEBITDA growth Mid - teens AEPS growth Low teens revenue and net revenue growth on stronger Capital Markets and Leasing activity Net AEBITDA margin expected to be up modestly 25%+ revenue and net revenue growth on solid internal growth and acquisitions, including Ayesa Engineering Net AEBITDA margin expected to increase given higher - margin Ayesa Engineering acquisition as well as operating leverage Low teens net revenue growth on stronger fundraising and annualization of recent acquisition Net AEBITDA margin expected to decline, particularly during the first half of 2026, reflecting ongoing costs to integrate the platform
Appendix Colliers 11 Reconciliation of non - GAAP Measures
Colliers 12 (US$ thousands) Net earnings $ 86,530 $ 81,496 $ 224,553 $ 236,936 Income tax 31,078 18,699 80,154 74,177 Other income, including equity earnings from non-consolidated investments (3,731) (1,976) (16,122) (7,680) Interest expense, net 21,610 23,181 82,373 85,779 Operating earnings 135,487 121,400 370,958 389,212 Loss on disposal of business operations 290 - 696 - Depreciation and amortization 66,522 65,176 256,015 221,602 Gains attributable to MSRs (4,471) (4,185) (31,237) (15,363) Equity earnings from non-consolidated investments 3,275 2,030 12,461 7,270 Acquisition-related items 5,582 6,410 29,872 (27,802) Restructuring, optimization and integration costs 16,853 9,365 38,079 23,285 Stock-based compensation expense 21,559 25,094 55,621 46,041 Adjusted EBITDA $ 245,097 $ 225,290 $ 732,465 $ 644,245 Three months ended Twelve months ended December 31, 2025 December 31, 2024 December 31, 2025 December 31, 2024 Reconciliation of GAAP earnings to adjusted EBITDA
Colliers 13 (US$ thousands) Net earnings $ 86,530 $ 81,496 $ 224,553 $ 236,936 Non-controlling interest share of earnings (21,352) (18,894) (57,845) (53,968) Loss on disposal of operations 290 - 696 - Amortization of intangible assets 46,149 47,666 178,660 155,363 Gains attributable to MSRs (4,471) (4,185) (31,237) (15,363) Acquisition-related items 5,582 6,410 29,872 (27,802) Restructuring, optimization and integration costs 16,853 9,365 38,079 23,285 Stock-based compensation expense 21,559 25,094 55,621 46,041 Income tax on adjustments (20,313) (24,287) (65,936) (50,403) Non-controlling interest on adjustments (10,922) (7,409) (36,385) (25,740) Adjusted net earnings $ 119,905 $ 115,256 $ 336,078 $ 288,349 (US$) Diluted net earnings per common share $ 1.19 $ 1.47 $ 2.02 $ 3.22 Non-controlling interest redemption increment 0.08 (0.25) 1.25 0.42 Gain on disposal of operations, net of tax 0.01 - (0.03) - Amortization expense, net of tax 0.55 0.50 2.18 1.98 Gains attributable to MSRs, net of tax (0.05) (0.05) (0.35) (0.17) Acquisition-related items, net of tax (0.02) 0.08 0.16 (0.75) Restructuring, optimization and integration costs, net of tax 0.23 0.14 0.50 0.35 Stock-based compensation expense, net of tax 0.35 0.37 0.85 0.70 Adjusted EPS $ 2.34 $ 2.26 $ 6.58 $ 5.75 Diluted weighted average shares for Adjusted EPS (thousands) 51,266 51,036 51,083 50,182 Three months ended Twelve months ended December 31, 2025 December 31, 2024 December 31, 2025 December 31, 2024 Three months ended Twelve months ended December 31, 2025 December 31, 2024 December 31, 2025 December 31, 2024 Reconciliation of GAAP earnings to adjusted net earnings and adjusted earnings per share
Colliers 14 Reconciliation of net cash flow from operations to free cash flow (US$ thousands) Net cash provided by operating activities $ 256,693 $ 215,307 $ 330,140 $ 326,009 Contingent acquisition consideration paid 350 250 7,402 3,357 Purchase of fixed assets (30,846) (19,574) (78,702) (65,085) Cash collections on AR Facility deferred purchase price 45,008 35,776 164,257 137,581 Distributions paid to non-controlling interests (9,528) (5,316) (70,771) (71,618) Free cash flow $ 261,677 $ 226,443 $ 352,326 $ 330,244 Three months ended Twelve months ended December 31, 2025 December 31, 2024 December 31, 2025 December 31, 2024
Colliers 15 Reconciliation of revenues to net revenues – Quarterly (US$ thousands) Three months ended December 31, 2025 Revenues $ 1,029,652 $ 433,027 $ 143,650 $ 216 $ 1,606,545 Subconsultant and other direct costs (63,017) (103,893) - - (166,910) Historical pass-through performance fees - - (11,582) - (11,582) Net revenues $ 966,635 $ 329,134 $ 132,068 $ 216 $ 1,428,053 Three months ended December 31, 2024 Revenues $ 943,528 $ 421,361 $ 136,616 $ 112 $ 1,501,617 Subconsultant and other direct costs (54,777) (121,187) - - (175,964) Historical pass-through performance fees - - (12,831) - (12,831) Net revenues $ 888,751 $ 300,174 $ 123,785 $ 112 $ 1,312,822 Commercial Real Estate 1 Investment Management Engineering Corporate Consolidated 1 Previously Real Estate Services
Colliers 16 Reconciliation of revenues to net revenues – Full Year (US$ thousands) Twelve months ended Revenues $ 3,290,578 $ 1,734,940 $ 532,274 $ 670 $ 5,558,462 Subconsultant and other direct costs (226,120) (429,132) - - (655,252) Historical pass-through performance fees - - (36,677) - (36,677) Net revenues $ 3,064,458 $ 1,305,808 $ 495,597 $ 670 $ 4,866,533 Twelve months ended December 31, 2024 Revenues $ 3,071,610 $ 1,237,384 $ 512,593 $ 437 $ 4,822,024 Subconsultant and other direct costs (212,677) (306,142) - - (518,819) Historical pass-through performance fees - - (23,614) - (23,614) Net revenues $ 2,858,933 $ 931,242 $ 488,979 $ 437 $ 4,279,591 December 31, 2025 Commercial Real Estate 1 Investment Management Engineering Corporate Consolidated 1 Previously Real Estate Services
Local currency revenue and adjusted EBITDA growth rate and internal revenue growth rate measures Percentage revenue and adjusted EBITDA variances presented on a local currency basis are calculated by translating the current period results of our non - US dollar denominated operations to US dollars using the foreign currency exchange rates from the periods against which the current period results are being compared. Percentage revenue variances presented on an internal growth basis are calculated assuming no impact from acquired entities in the current and prior periods. Revenue from acquired entities, including any foreign exchange impacts, are treated as acquisition growth until the respective anniversaries of the acquisitions. We believe that these revenue growth rate methodologies provide a framework for assessing the Company’s performance and operations excluding the effects of foreign currency exchange rate fluctuations and acquisitions. Since these revenue growth rate measures are not calculated under GAAP, they may not be comparable to similar measures used by other issuers. Assets under management We use the term assets under management (“AUM”) as a measure of the scale of our Investment Management operations. AUM is defined as the gross market value of operating assets and the projected gross cost of development assets of the funds, partnerships and accounts to which we provide management and advisory services, including capital that such funds, partnerships and accounts have the right to call from investors pursuant to capital commitments. Our definition of AUM may differ from those used by other issuers and as such may not be directly comparable to similar measures used by other issuers. Fee paying assets under management We use the term fee paying assets under management (“FPAUM”) to represent only the AUM on which the Company is entitled to receive management fees. We believe this measure is useful in providing additional insight into the capital base upon which the Company earns management fees. Our definition of FPAUM may differ from those used by other issuers and as such may not be directly comparable to similar measures used by other issuers. Recurring revenue percentage Recurring revenue percentage is computed on a trailing twelve - month basis and represents the proportion that is derived from Engineering, Outsourcing and Investment Management service lines. All these service lines represent medium to long - term duration revenue streams that are either contractual or repeatable in nature. Revenue for this purpose incorporates the expected full year impact of acquisitions and dispositions. Adjusted EBITDA from recurring revenue percentage Adjusted EBITDA from recurring for this revenue percentage is computed on a trailing twelve - month basis and represents the proportion of adjusted EBITDA that is derived from Engineering, Outsourcing and Investment Management service lines. All these service lines represent medium to long - term duration revenue streams that are either contractual or repeatable in nature. Adjusted EBITDA purpose is calculated in the same manner as calculated for our debt agreement covenant calculation purposes, incorporating the expected full year impact of business acquisitions and dispositions. Colliers 17 Other Non - GAAP Measures
Appendix Colliers 18 Full Year Segment Results
19 Colliers Full Year, US$ millions Commercial Real Estate • Capital Markets revenues accelerated through the year across all asset classes and geographies • Leasing revenues up versus a strong prior year comparative • Higher Outsourcing activity in all services, led by valuation and advisory • AEBITDA margin improvement driven by higher Capital Markets activity as well as operating leverage 1HWPDUJLQ 1HWPDUJLQ USD LC Revenue Growth 7% 7% Net Revenue Growth 7% 7% AEBITDA Growth 10% 9% Revenues AEBITDA Outsourcing Leasing Capital Markets Subconsultant and other direct costs GAAP Operating Earnings: 2025 $259.4M at 7.9% margin; 2024 $231.4M at 7.5% margin
20 Colliers Full Year, US$ millions Engineering • Favourable impact of recent acquisitions and solid internal net revenue growth • Net margin benefitted from full year productivity gains and higher margin acquisitions GAAP Operating Earnings: 2025 $52.7M at 3.0% margin; 2024 $40.6M at 3.3% margin 1HWPDUJLQ 1HWPDUJLQ USD LC Revenue Growth 40% 39% Net Revenue Growth 40% 39% AEBITDA Growth 50% 49% Revenues AEBITDA Engineering Subconsultant and other direct costs
21 Colliers Full Year, US$ millions Investment Management
• Favourable impact of a recent acquisition and higher fee - paying assets under management • Prior year included catch - up fees from certain funds that did not repeat this year, impacting AEBITDA margin GAAP Operating Earnings: 2025 $134.2M at 25.2% margin; 2024 $199.1M at 38.8% margin 1HWPDUJLQ 1HWPDUJLQ USD LC Revenue Growth 4% 3% Net Revenue Growth 1% 1% AEBITDA Growth 1% 0% Management fees Pass - through performance fees Revenues AEBITDA