PRESS RELEASE

from Caldwell Partners International, Inc. (CVE:CWL)

Caldwell Reports Fourth Quarter and Full Year Fiscal 2026 Results; Increases Quarterly Dividend and Declares a Special Dividend

TORONTO, ON / ACCESS Newswire / November 12, 2026 / Talent acquisition firm The Caldwell Partners International Inc. (TSX:CWL)(OTCQX:CWLPF) today issued its financial results for the fourth quarter of fiscal 2026, ended August 31, 2026. The firm also announced a quarterly dividend of $0.02 per share (2.0 cents per common share), up from $0.015 per share (1.5 cents per common share) in the prior quarter as well as a one-time special dividend of $0.116 per share (11.6 cents per common share) representing an amount equal to the cash proceeds recently received from the sale of its IQTalent business. All references to quarters or years are for the fiscal periods unless otherwise noted and all currency amounts are in Canadian dollars.

Financial Highlights (in $000s except per share amounts)

Three Months EndedTwelve Months Ended
08.31.2608.31.2508.31.2608.31.25
Professional fees - Caldwell
23,24627,662100,28591,251
Professional fees - IQTalent1
2,2353,7149,92712,004
Consolidated professional fees
25,48131,376110,212103,255
Direct expense reimbursements
306232974802
Revenues
25,78731,608111,186104,057
Cost of sales
21,67024,51287,56781,044
Reimbursed direct expenses
306232974802
Gross profit
3,8116,86422,64522,211
Selling, general and administrative expenses2
3,7174,34718,44818,364
Goodwill impairment and other expense (income)3 4
3,981-3,981112
Operating profit (loss)
(3,887)2,5172163,735
Finance expenses (income)
(34)118913
Earnings (loss) before tax
(3,853)2,3991253,732
Income tax expense
6629322,4561,170
Net earnings (loss) after tax
(4,515)1,467(2,331)2,562
Basic earnings (loss) per share
$(0.153)$0.050$(0.079)$0.087
Adjusted basic earnings (loss) per share4
$(0.018)$0.050$0.056$0.089
  1. Professional fees of IQTalent are presented net of elimination of intercompany revenue.
  2. Selling, general and administrative expenses include an expense of $233 related to share-based compensation as a result of share price increase in the current quarter, compared to a benefit of $121 in the same quarter last year. For the twelve months ended August 31, 2026, selling, general and administrative expenses include an expense of $558 related to share-based compensation as a result of share price increase, compared to a benefit of $405 in the same period last year.
  3. We recognized a goodwill impairment of $3,981 related to IQTalent in the current quarter. In the prior year, other expense of $112 primarily comprises $275 in IQTalent management separation costs and a $324 loss on Caldwell's Toronto office sublease, partly offset by a $487 benefit from the U.S. Employee Retention Tax Credit (ERTC) under the CARES Act.
  4. Non-GAAP measure calculated by excluding tax-adjusted goodwill impairment and other income from net earnings after tax and dividing by the number of shares outstanding at the end of the period. This measure allows for enhanced comparability of the current quarter results compared to the same quarter last year. See the following page for the reconciliation to reported amounts.

"Fiscal 2026 was a strong year for Caldwell, with annual revenue exceeding $100 million despite an increasingly challenging market environment that developed late in the fiscal year," said Chris Beck, chief executive officer. "Our performance reflects the strength of our client relationships, the expertise of our partners and the resilience of our business. Throughout the year, we continued to invest in exceptional talent, strengthen our leadership team and build the capabilities that will support our long-term growth."

"While we are pleased with our full-year revenue performance, the fourth quarter presented a more challenging operating environment as client hiring demand pulled back significantly," Beck continued. "Lower search volumes, combined with the near-term costs associated with new partner hires and investments in our search capabilities, placed pressure on profitability. Demand suppression continued into September, but October saw a strong increase in new assignments. We remain focused on managing our business with discipline while continuing to invest in the people and capabilities that differentiate Caldwell. These investments take time to translate into revenue and profit contribution but are essential to our long-term success."

"The recently completed sale of IQTalent brings additional focus and resources to execute our strategy. With a talented and growing team of partners and an expanding suite of leadership advisory capabilities, we are well-positioned to build on our strengths in executive search and leadership intelligence. As we enter fiscal 2027, our priorities are to deepen client relationships, support partner productivity and continue advancing the technology and advisory capabilities that will drive sustainable growth and long-term shareholder value."

The Board of Directors continues to believe the payment of dividends is in the best interests of the Company and its shareholders. In determining quarterly dividend payments, special dividends and share buybacks, the Board of Directors considers many factors including current results, future projections, cash needs for operational growth and Unencumbered Cash (as defined in Non‐GAAP Financial Measures and in its MD&A). Accordingly, the Board of Directors today declared a quarterly dividend of $0.02 per Common Share (2.0 cents per common share) and a special dividend of $3.2 million was also announced, equal to $0.116 per share (11.6 cents per common share), representing a distribution of the cash proceeds received from the sale of its IQTalent business. The dividends will be payable to holders of Common Shares of record on November 23, 2026, and to be paid on December 15, 2026.

Adjusted Earnings Per Share (EPS)

The table below reconciles adjusted EPS, which is a non-GAAP financial measure, to our reported net earnings after tax. Other (income)/ expense was $nil for the fourth quarter of fiscal 2025. As a result, adjusted EPS was the same as reported EPS for the period.

  1. Calculated by applying Consolidated Caldwell's effective tax rate. Goodwill impairment is not deductible for tax purposes and therefore has an effective tax rate of nil.
Twelve months ended
08.31.25
Other expense (income)
112
Adjustment: After tax other expense
35
After tax other expense(income)
77
Tax rate
31.3%

About Caldwell Partners

Caldwell is an elite executive search firm trusted by established and growth-focused companies alike. For more than 50 years we have partnered with clients to design and build extraordinary teams. Our partners don't just place leaders-they challenge assumptions, enable strategy, and prioritize long-term fit. Built through repeat clients and referrals, Caldwell delivers clarity and results without arrogance or shortcuts. For clients seeking substance over scale, we're the confident voice that listens-and leads. At Caldwell, our purpose is your mission.

Caldwell Partners' common shares are listed on The Toronto Stock Exchange (TSX: CWL) and trade on the OTCQX Market (OTCQX: CWLPF). Please visit our website at www.caldwell.com for further information.

Forward-Looking Statements

Forward-looking statements in this document are based on current expectations subject to the significant risks and uncertainties cited. These forward-looking statements generally can be identified by the use of statements that include phrases such as "believe," "expect," "anticipate," "intend," "plan," "foresee," "may," "will," "likely," "estimates," "potential," "continue" or other similar words or phrases. Similarly, statements that describe our objectives, plans or goals also are forward-looking statements.

We are subject to many factors that could cause our actual results to differ materially from those contemplated by the relevant forward looking statement including, but not limited to, our ability to attract and retain key personnel; exposure to departing partners taking their client relationships to another firm; the performance of the US, Canadian and international economies; technological advances that may significantly disrupt the labour market and weaken demand for human capital at a rapid rate; competition from other companies directly or indirectly engaged in talent acquisition; cybersecurity requirements, vulnerabilities, threats and attacks; damage to our brand reputation; foreign currency exchange rate fluctuations; our ability to align our cost structure to changes in our revenue; liability risk in the services we perform; potential legal liability from clients, employees and candidates for employment; reliance on software that we license from third parties; reliance on third-party contractors for talent acquisition support; the classification of third-party labour as contractors versus employee relationships; our ability to successfully recover from a disaster or other business continuity issues; adverse governmental and tax law rulings; successfully integrating or realizing the expected benefits from our acquisitions, adverse operating issues from acquired businesses; volatility of the market price and trading volume of our common shares, including its impact on our compensation plans; affiliation agreements that may fail to renew or affiliates that may be acquired; the impact on profitability from marketable securities valuation fluctuations; increasing dependence on third parties for the execution of critical functions; our ability to generate sufficient cash flow from operations to support our growth and fund any dividends; potential impairment of our acquired goodwill and intangible assets; our limited ability to access credit; risks related to deposit-taking institutions; and disruption as a result of actions of certain stockholders or potential acquirers of the Company. For more information on the factors that could affect the outcome of forward-looking statements, refer to the "Risk Factors" section of our Annual Information Form and other public filings (copies of which may be obtained at www.sedar.com). These factors should be considered carefully, and the reader should not place undue reliance on forward-looking statements. Although any forward-looking statements are based on what management currently believes to be reasonable assumptions, we cannot assure readers that actual results, performance or achievements will be consistent with these forward-looking statements. Management's assumptions may prove to be incorrect. Except as required by Canadian securities laws, we do not undertake to update any forward-looking statements, whether written or oral, that may be made from time to time by us or on our behalf; such statements speak only as of the date made. The forward-looking statements included herein are expressly qualified in their entirety by this cautionary language.

For further information, please contact:

Investors:
Shreya Lathia, Vice President and Chief Financial Officer
slathia@caldwell.com
+1 (416) 934-2241

Media:
Caroline Lomot, Vice President, Marketing & Communications
clomot@caldwell.com
+1 (516) 830-3535

THE CALDWELL PARTNERS INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(audited - in $000s Canadian)

As at August 31,As at August 31,
20262025
Assets
Current assets
Cash and cash equivalents
23,54316,436
Term deposits
-4,123
Accounts receivable
15,52018,637
Income taxes receivable
-159
Unbilled revenue
9,9649,248
Finance lease receivable
440323
Prepaid expenses and other assets
3,6963,568
53,16352,494
Non-current assets
Prepaid expenses and other assets
362312
Investments
1,5101,601
Advances
1,4211,028
Deferred income taxes
5,6896,624
Property and equipment, net
1,5741,131
Right-of-use assets, net
3,5604,623
Finance lease receivable
1,1521,562
Intangible assets, net
-34
Goodwill
7,47011,357
Total assets
75,90180,766
Liabilities
Current liabilities
Accounts payable and accrued liabilities
3,8693,263
Dividend payable
44174
Deferred revenue
1,3573,846
Income taxes payable
183-
Compensation payable
31,68330,771
Lease liability
1,8671,731
39,40039,685
Non-current liabilities
Compensation payable
1,183671
Lease liability
4,0105,438
44,59345,794
Equity attributable to owners of the Company
Share capital
15,34715,346
Contributed surplus
15,59815,770
Treasury shares
(20)(2)
Accumulated other comprehensive income
2,3822,201
Retained (deficit) earnings
(1,999)1,657
Total equity
31,30834,972
Total liabilities and equity
75,90180,766

THE CALDWELL PARTNERS INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF (LOSS) EARNINGS
(audited - in $000s Canadian, except per share amounts)

Twelve months endedTwelve months ended
31-Aug-2631-Aug-25
Revenues
Professional fees
110,212103,255
Direct expense reimbursements
974802
111,186104,057
Cost of sales expenses
Cost of sales
87,56781,044
Reimbursed direct expenses
974802
88,54181,846
Gross profit
22,64522,211
Selling, general and administrative expenses
18,44818,364
Goodwill impairment and other expense
3,981112
22,42918,476
Operating profit
2163,735
Finance expense (income)
Interest expense on lease liability
414388
Investment and other income
(380)(396)
Foreign exchange loss
5711
Earnings before income tax
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