Additionally, we use this measure in conjunction with discounted cash flow models to determine the Companys Our failure to offer to repurchase the Convertible Notes at a time when it is required by the indenture governing the Convertible Notes or to pay the fundamental change repurchase price when due as required by the indenture governing the Convertible Notes would constitute a default under such indenture. Associate Director, Insights, Marketing and Communications | Asia Pacific Adjusted EBITDA was $4.9 million, up 9% Excluding the impact of carried 39% of Colliers' global workforce are women. Many of our contracts contain fees that are tied to performance against client objectives (such as cost and footprint reduction, cycle-time improvement, and customer satisfaction) instead of fees based solely on transaction commissions. Liabilities related to real estate assets held currency) compared to $126.1 million in the prior year quarter with solid growth across all service lines. The if-converted method is used if Cincinnati and Cleveland, completed the previously announced acquisition of our affiliate in Italy and Colliers annual revenues of $4.3 billion and $57 billion of assets under management, Colliers maximizes the potential of The transfer agent and registrar for the Subordinate Voting Shares is TSX Trust Company, 100 Adelaide Street West, Suite 301, Toronto, Ontario, M5H 4H1. We have made a significant investment in our property marketing strategies, increasing volumes of leads and reducing time-on-market. Mr. Harper has received a bachelor and masters degree in economics from the University of Calgary, was awarded an honorary doctorate of philosophy from Tel Aviv University in 2014 and received an honorary degree from the Jerusalem College of Technology. property and real assets to accelerate the success of our clients, our investors and our people. Asset classes include office, industrial, retail and hospitality. Each director remains in office until the following annual shareholders meeting of the Company or until the election or appointment of their successor, unless they resign, their office becomes vacant or they become disqualified to act as a director. Pursuant to the requirements of the Exchange Act, the Registrant certifies that it meets all of the requirements for filing on Form 40-F and has duly caused this annual report to be signed on its behalf by the undersigned, thereto duly authorized. Previously, Mr. Mulamoottil worked with one of Europes leading private equity firms, Terra Firma Capital Partners, in London, England executing and managing private equity investments. Except as required by law, the Preference Shares will not carry voting rights. Ms. P. Jane Gavan is the President, Asset Management of Dream Unlimited Corporation and has more than 30 years of experience in the real estate industry, having held increasingly senior positions since joining Dream. As a consequence, foreign currency exchange rate fluctuations may be material in the future. In addition, our ability to repurchase the Notes may be limited by law, by regulatory authority or by our existing debt or other agreements governing our indebtedness. During the period from March 3, 2022 to April 25, 2022, the Company purchased, 999,439 Subordinate Voting weighted average purchase price of $126.42 per share. We report this metric on a pro forma basis, We typically enter into long-term, contractual relationships with these clients to ensure that real estate strategies are developed to support their overall business needs. The Company's external auditors are accountable to the Committee as representatives of the Company's shareholders. Vacancy rates affect market lease rates and the duration of lease commitments, which are the basis of leasing commissions earned. We are not required to increase the conversion rate for conversions in connection with a termination of tradingor, unless we so elect, offer to repurchase the Notes upon a termination of trading. We operate in highly competitive markets. Capital Markets & Investment Services advisors are organized into office, industrial, retail, multifamily, hospitality, healthcare and special purpose teams in order to drive thought leadership for each major asset class. Learn more at corporate.colliers.com, Twitter @Colliersor LinkedIn. We believe that the presentation of adjusted EBITDA and adjusted earnings per share, which are non-GAAP financial measures, provides important supplemental information to management and investors regarding financial and business trends relating to the Companys financial condition and results of operations. The Convertible Notes are unsecured and subordinated to all of our existing and future senior debt, including borrowings under our revolving credit facility and our Senior Notes due 2028 and Senior Notes due 2031. share, Interest on Convertible Notes, net of tax, Non-controlling interest redemption increment, Stock-based compensation expense, net of tax, Diluted With operations in 66 countries, our 18,000 enterprising professionals work collaboratively to provide expert real estate and investment advice to clients. The Company needs to invest in various technologies in order to accurately manage and comply with the environmental regulatory policies of the local and global jurisdictions. and convertible notes, in accordance with debt agreements. The strides we have made, reflect our commitment to lead by example, do whats right and drive real lasting impact, said John Kenny, Chief Executive Officer, Asia Pacific. Readers should carefully consider the following risks, as well as the other information contained in this AIF and our managements discussion and analysis for the year ended December 31, 2021. To find out more, read the Colliers 2022 Global Impact Report here. The transaction is subject to customary closing conditions and approvals and is expected to close in the second half of 2022. To the knowledge of Colliers, as of the date hereof, no securities of any class of securities of Colliers are held in escrow or subject to contractual restrictions on transfer or are anticipated to be held in escrow or subject to contractual restrictions on transfer. Owners, Landlords, Developers and Investors. The ARC also has the authority to conduct any investigation necessary and appropriate to fulfilling its responsibilities and has direct access and authority to communicate directly with the external auditors, legal counsel and officers and employees of Colliers. Mr. Cohen serves as the Chair of the Board of Directors of Sinai Health in Toronto, Ontario. regions where our business may be concentrated; commercial real estate property values, vacancy rates and Property Management Services: Property Management provides oversight and management of the daily operations of a single property or portfolio of properties and provides on-going strategic advice on ways in which clients can maximize the value of their properties. These forward-looking statements are made as of the date of this Annual Information Form and we do not intend, and do not assume any obligation, to update or revise these forward-looking statements, except as otherwise required by law. The market price of the Subordinate Voting Shares could be adversely affected due to the significant influence and voting power of the holder of Multiple Voting Shares. Peter F. Cohen Mr. Cohen is a Chartered Professional Accountant and a former partner in an audit practice of a public accounting firm. Colliers may purchase its Subordinate Voting Shares, from time to time, if it believes that The holders of the Convertible Notes may not be adequately compensated upon conversion under certain conditions: If a make-whole fundamental change occurs prior to the maturity date of the Convertible Notes or upon our issuance of a notice of redemption, under certain circumstances, we will increase the conversion rate by a number of additional Subordinate Voting Shares for Notes converted in connection with such make-whole fundamental change, or the related redemption period. Exhibit A Audit & Risk Committee Mandate. A summary of the terms of the Option Plan is set out in the section entitled Executive Compensation Incentive Award Plans of Colliers Colliers Stock Option Plan contained in the 2022 Circular, which is incorporated by reference herein and will be available on SEDAR at www.sedar.com. Certain operating costs, such as insurance, workers compensation and health care are based on market rates which we cannot control and, absent an offsetting price increase in our services, have a direct impact on our operating margins. Failure to manage subcontractor performance may result in higher costs and potential loss of clients. Volatility of market price of the Subordinate Voting Shares. The Subordinate Voting Shares carry one vote per share and the Multiple Voting Shares carry 20 votes per share. A reconciliation of net earnings to adjusted EBITDA appears below. disposal of the Companys operations resulted in a loss of $26.1 million, the majority of which was attributable Colliers (NASDAQ, TSX: CIGI) is a leading diversified professional services and investment management company. A successful claim of trademark, patent or other intellectual property infringement against us, or any other successful challenge to the use of our intellectual property, could subject us to damages or prevent us from providing certain services under our recognized brand names, which could have a material adverse effect on our business, financial condition or results of operations. Mr. Hennick together with his wife Barbara established the Hennick Family Foundation to support important causes in healthcare, education and the arts including: the naming of Hennick Bridgepoint Hospital, the largest complex care and rehabilitation hospital in Canada; the naming of the Entry Arch at the World Holocaust Remembrance Centre in Israel; The Hennick Family Wellness Gallery at Mount Sinai Hospital in Toronto; The Hennick Centre for Business and Law, a joint program of the Osgoode Hall Law School and the Schulich School of Business at York University and The Jay Hennick JD-MBA Program at the University of Ottawa. These factors may also lead to payment delays or defaults from customers, which negatively impacts our operating revenues, profitability and cash flow. The Preference Shares are issuable, from time to time, in one or more series, as determined by our Board of Directors. We are pleased to present you our latest report 'Market Insights 2023', in which we summarise the situation in the investment, financial, PRS, office, retail and warehouse markets, as well as the investment land market, and highlight trends that may shape the market in the current year. A shortage, or increase in wage and benefit costs, of this human capital could reduce our revenues and profitability. Ms. Lee joined GE in 1994 where she held a number of positions including Director, Mergers & Acquisitions for GE Capitals Pension Fund Advisory Services based in San Francisco, and Managing Director of GE Capital Real Estate Korea based in Seoul and Tokyo. Report regularly to the Board, including on matters such as the quality and integrity of the Company's financial statements, compliance with legal and regulatory requirements, the results of any internal audit initiatives, including evaluation of internal controls over financial reporting for purposes of compliance with the Sarbanes-Oxley Act of 2002, and the performance and independence of the external auditors; and Review and reassess annually the adequacy of the Committee's Mandate and prepare and review with the Board an annual performance evaluation of the Committee. company. Research Services: Our Research Services provide data-driven insights for owners and landlords into emerging trends and market activity, projections for lease rates, valuation estimations based on comparable transactions and mapping services. Consolidated internal revenues measured in local currencies were up substantially all non-cash. Dominika joinedColliers International in 2011 at the position of Head of Research and Consultancy Services, where she is responsible for managing and coordinating the work of the department, carrying out of the projects for external clients, preparing reports, etc. The ARC reviews the annual and interim financial statements intended for circulation among shareholders and reports upon these to the Board prior to their approval by our Board of Directors. The total volume of lease transactions concluded in the office market in 2022 amounted to approximately 1.48 million m, an increase of 19% compared to 2021. We also provide lease administration, transaction, project management and facilities management systems. Future dividends on the Common Shares will depend on our results of operations, financial condition, capital requirements, general business conditions and other factors that our board of directors may deem relevant. COLLIERS INTERNATIONAL GROUP INC. Over the course of 2020 and 2021, these services included advice on workplace optimization and strategy to address changes related to the COVID-19 pandemic. including real estate and mortgage banking licensure, labour and employment laws and regulations, as well as the Our advisors leverage best-in-class technology to offer clients both speed and accuracy while maintaining a dedicated project leader and senior management oversight to ensure quality and accountability. The transfer agent and registrar for the Multiple Voting Shares is the Company at 1140 Bay Street, Suite 4000, Toronto, Ontario, M5S 2B4. enhances the comparability of operating results from period to period. By providing your email address below, you are providing consent to Colliers International Group Inc. to send you the requested Investor Email Alert updates. Property values have a direct impact on the commissions earned on sales transactions. The Secretary of the Company shall be the Secretary of the Committee, provided that if the Secretary is not present, the Chair of the meeting may appoint a secretary for the meeting with the consent of the other Committee members who are present. Subsequent to the increase in Colliers semi-annual dividend announced on December 7, 2021, the conversion rate was adjusted to 17.2624 effective December 31, 2021. We deliver services from 372 offices in 37 countries companywide (not including our affiliates). Refers to the aggregate fees billed for assurance and related services by the Companys external auditor that are reasonably related to the performance of the audit or review of the Companys financial statements and are not reported under (1) above, including professional services rendered by the Companys external auditor for accounting consultations on proposed transactions and consultations related to accounting and reporting standards. In total, 29 acquisitions are completed in 15 countries around the world, The US operations of Colliers combine with CMN and re-brand under as Colliers Internationalin all markets, Original network structure is disbanded and newly re-branded Colliers International, controlled by Old FSV, becomes one of the largest and most recognized brands in commercial real estate globally, Colliers acquires the Colliers International operations in the United Kingdom and Ireland and integrates them into its global platform, Colliers acquires the German Colliers International operations and integrates them into its global platform, Colliers International voted to the top five in Global Outsourcing 100 for the first time in its history, Colliers International Group Inc. begins trading on the NASDAQ and TSX on June 2, 2015, Colliers establishes its Investment Management service line with the acquisition of ICADE, Colliers acquires two of largest remaining non-owned Colliers International branded operations in the United States.