Leon's Furniture Limited - 2010 THIRD QUARTER
TORONTO, Nov. 10 /CNW/ - For the three months ended September 30, 2010, total Leon's sales were $228,921,000 including $49,421,000 of franchise sales ($236,674,000 including $49,243,000 franchise sales in 2009), a decrease of 3.3% from the third quarter 2009. Net income was $18,081,000, 26¢ per common share ($15,643,000, 22¢ per common share in 2009), an increase of 18.2% per common share. The third quarter 2010 includes an after tax gain of $1,050,000 on sale of property (1.5¢ per common share).
For the nine months ended September 30, 2010, total Leon's sales were $642,317,000 including $137,242,000 of franchise sales ($641,805,000 including $136,611,000 of franchise sales in 2009), an increase of 0.1% and net income was $41,924,000, 60¢ per common share ($32,834,000, 46¢ per common share in 2009), an increase of 30.4% per common share.
Although our sales were lower in the third quarter 2010 compared to the prior year, we are pleased with the continued growth in profitability this year. We thank our Associates for all of their efforts this year in improving our productivity and keeping overall expenditures in check.
Construction has been completed on a new 73,000 sq. ft. facility in Thunder Bay, Ontario which will open this week. Construction has begun on a new 84,000 sq. ft. building in Regina, Saskatchewan that is scheduled to be completed by late 2011. We have also committed to leases for a 76,000 sq. ft. store in Guelph, Ontario and a 46,700 sq. ft. store in Rosemère, Quebec. We anticipate the opening of these showrooms in the Fall of 2011. We plan major renovations to be complete by the end of next year at our Sault St. Marie and Sudbury stores. In addition, we recently had grand openings at two new franchises; Collingwood, Ontario and Fort Frances, Ontario. At the present time, all funding for new store projects and renovations is scheduled to come from our existing cash resources.
The Directors have declared a quarterly dividend of 9¢ per common share payable on January 10, 2011 to shareholders of record at the close of business on December 10, 2010. In addition, the annual dividend on the convertible non-voting series shares of 18¢ will be payable on January 10, 2011 to the shareholders of record at the close of business on December 10, 2010. As stated in our press release dated February 20, 2007, as of 2006, dividends paid by Leon's Furniture Limited are "eligible dividends" and for further clarification, all future dividends are eligible dividends unless otherwise stated.
For further information, please consult the Company's Management Discussion & Analysis dated November 10, 2010.
EARNINGS PER SHARE FOR EACH QUARTER
MARCH 31 | JUNE 30 | SEPT. 30 | DEC. 31 | YEAR TOTAL |
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2010 | - - |
Basic Fully Diluted |
17¢ 16¢ |
17¢ 16¢ |
26¢ 25¢ |
$0.60 $0.57 |
|
2009 | - - |
Basic Fully Diluted |
12¢ 12¢ |
12¢ 12¢ |
22¢ 21¢ |
34¢ 33¢ |
$0.80 $0.78 |
2008 | - - |
Basic Fully Diluted |
16¢ 15¢ |
16¢ 16¢ |
25¢ 24¢ |
33¢ 32¢ |
$0.90 $0.87 |
LEON'S FURNITURE LIMITED - MEUBLES LEON LTEE
Mark J. Leon
Chairman of the Board
MANAGEMENT'S DISCUSSION AND ANALYSIS
Management's Discussion and Analysis ("MD&A") should be read in conjunction with the unaudited consolidated interim financial statements of the Company for the three and nine months ended September 30, 2010, the MD&A for the year ended December 31, 2009, the audited consolidated financial statements for the year ended December 31, 2009 and the Company's Annual Information Form dated March 24, 2010.
Financial Statements Governance Practice
Leon's Furniture Limited's financial statements have been prepared in accordance with Canadian Generally Accepted Accounting Principles ("GAAP") and the amounts expressed are in Canadian dollars.
This MD&A is intended to provide readers with the information that management believes is required to gain an understanding of Leon's Furniture Limited's current results and to assess the Company's future prospects. Accordingly, sections of this report contain forward-looking statements that are based on current plans and expectations. These forward-looking statements are effected by risks and uncertainties that could have a material impact on future prospects. Readers are cautioned that actual events and results may vary.
The Audit Committee of the Board of Directors of Leon's Furniture Limited reviewed the MD&A and the financial statements, and recommended that the Board of Directors approve them. Following review by the full Board, the financial statements and MD&A were approved.
Introduction
Leon's Furniture Limited has been in the furniture retail business for over 100 years. The company's 38 corporate and 28 franchise stores can be found in every province except British Columbia. Main product lines sold at retail include furniture, appliances and electronics.
Revenues and Expenses
For the three months ended September 30, 2010, total Leon's sales were $228,921,000 including $49,421,000 of franchise sales ($236,674,000 including $49,243,000 of franchise sales in 2009), a decrease of 3.3% from the third quarter 2009.
Leon's corporate sales of $179,500,000 in the third quarter of 2010, decreased by $7,931,000 or 4.2%, compared to the third quarter of 2009. The decrease in sales in the third quarter compared to the prior year was the result of a continuation of the uncertain economic climate. Same store corporate sales were down 4.2 % compared to the prior year. (Same store sales are calculated for stores that have been open at least 12 months).
Leon's franchise sales of $49,421,000 in the third quarter of 2010, increased by $178,000 or 0.4%, compared to the third quarter of 2009.
Our gross margin for the third quarter of 2010 of 40.63% has increased 1.08% from the third quarter 2009. Similar to the first half of 2010, we saw our product margin on imported goods increase in the quarter due to the appreciation of the Canadian dollar versus the US dollar which resulted in lower product costs. Higher margins were also experienced as a result of a more favorable product mix and a reduction in our sales finance expenses compared to the prior year third quarter.
Net operating expenses of $49,045,000 were down $2,126,000 or 4.2% for the third quarter 2010 compared to the third quarter 2009. Payroll and commission costs were down 1.2% in the third quarter compared to the prior year. This decrease was mainly the result of lower commissions paid on lower sales in the quarter. Other income was up $957,000 or 51 % compared to the prior year. This change was mainly the result of a gain on sale of investments year to date 2010, compared to a loss on sale of investments in the prior year. For the most part, all other operating expenses were basically flat as a percentage of sales compared to the prior year third quarter.
As a result of the above, net income for the third quarter 2010 was $18,081,000, 26¢ per common share (as compared to $15,643,000, 22¢ per common share in 2009), an increase of 18.2% per common share. The third quarter 2010 includes an after tax gain on sale of property of 1.5¢ per common share.
For the nine months ended September 30, 2010, total Leon's sales were $642,317,000 including $137,242,000 of franchise sales ($641,805,000 including $136,611,000 of franchise sales in 2009), an increase of 0.1% and net income was $41,924,000, 60¢ per common share ($32,834,000, 46¢ per common share in 2009), an increase of 30.4% per common share.
Annual Financial Information
($ in thousands, except earnings per share and dividends) |
2009 | 2008 | 2007 | |||
Net corporate sales | 703,180 | 740,376 | 637,456 | |||
Leon's franchise sales | 194,290 | 209,848 | 195,925 | |||
Total Leon's sales | 897,470 | 950,224 | 833,381 | |||
Net income | 56,864 | 63,390 | 58,494 | |||
Earnings per share | ||||||
Basic | $0.80 | $0.90 | $0.83 | |||
Diluted | $0.78 | $0.87 | $0.80 | |||
Total Assets | 529,156 | 513,408 | 475,226 | |||
Common Share Dividends Declared | $0.48 | $0.38 | $0.2725 | |||
Convertible, Non-Voting Shares Dividends Declared | $0.14 | $0.14 | $0.14 |
Liquidity and Financial Resources
($ in thousands, except dividends per share)
Balances as at: | Sept 30/10 | Dec. 31/09 | Sept 30/09 |
Cash, cash equivalents and marketable securities (including restricted marketable securities) |
182,260 | 170,726 | 145,761 |
Accounts receivable | 20,627 | 31,501 | 19,659 |
Inventory | 97,852 | 83,957 | 89,728 |
Total assets | 543,238 | 529,156 | 507,075 |
Working capital | 187,127 | 164,759 | 159,640 |
For the 3 months ended | Current Quarter Sept 30/10 |
Prior Quarter June 30/10 |
Prior Quarter Mar 31/10 |
Cash flow provided by (used in) operations | 15,299 | 18,626 | 2,871 |
Purchase of property, plant & equipment | 3,100 | 4,568 | 398 |
Repurchase of common shares | 5,419 | 814 | - |
Dividends paid | 4,936 | 4,937 | 4,953 |
Dividends paid per share | $0.07 | $0.07 | $0.07 |
Cash, cash equivalents and marketable securities (including restricted marketable securities) increased by $6,557,000 in the quarter mainly as a result of net income generated from operations and the proceeds on sale of property, plant and equipment.
Marketable securities consist primarily of bonds with maturities not exceeding 10 years with an interest rate range of 3.5% to 6.65% and are stated at market value.
As part of the warranty reinsurance agreement with a subsidiary, the Company has pledged assets, which are part of the investment portfolio. The pledged assets are for the benefit of the primary insurance company for the purposes of insuring customer product warranty sales. The assets are in the form of a trust with a financial institution amounting to $19,386,000.
Inventory increased $4,927,000 from the second quarter 2010. The inventory increase will ensure we have merchandise in place for the seasonally higher sales that normally take place in the fourth quarter of the year.
Construction has been completed on a new 73,000 sq. ft. facility in Thunder Bay, Ontario which will open this week. Construction has begun on a new 84,000 sq. ft. building in Regina, Saskatchewan that is scheduled to be completed by late 2011. We have also committed to leases for a 76,000 sq. ft. store in Guelph, Ontario and a 46,700 sq. ft. store in Rosemère, Quebec. We anticipate the opening of these showrooms in the Fall of 2011. We plan major renovations to be complete by the end of next year at our Sault St. Marie and Sudbury stores. In addition, we recently had grand openings at two new franchises; Collingwood, Ontario and Fort Frances, Ontario. At the present time, all funding for new store projects and renovations are scheduled to come from our existing cash resources.
Common Shares
At September 30, 2010 there were 70,094,434 common shares issued and outstanding. During the third quarter of 2010, 39,296 convertible non-voting series 2002 shares (2009 - 98,107) were converted into common shares. The Company repurchased 431,837 (2009 - 39,272) of its common shares in the open market at an average price of $12.55. Pursuant to the terms and conditions of Normal Course Issuer Bids, all shares repurchased by the Company have been cancelled.
For the nine-month period ending September 30, 2010, the Company repurchased 498,896 (2009 - 162,440) common shares at an average price of $12.50 and 115,719 convertible, non-voting series 2002 shares (2009 - 168,894) were converted to common shares.
Commitments
($ in thousands) Contractual Obligations |
Payments Due by Period | ||||
Total | Less than 1 year |
2-3 years |
4-5 years |
After 5 years |
|
Operating Leases 1 | 25,470 | 865 | 7,126 | 5,804 | 11,675 |
Purchase Obligations | 11,849 | 11,849 | |||
Total Contractual Obligations | 37,319 | 12,714 | 7,126 | 5,804 | 11,675 |
1 The Company is obligated under operating leases to future minimum annual rental payments for various land and building sites across Canada.
In addition, the Company has commitments related to redeemable shares as follows:
($ in thousands) |
As at September 30, 2010 |
As at December 31, 2009 |
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Authorized | ||||
2,284,000 convertible, non-voting, series 2002 shares | ||||
806,000 convertible, non-voting, series 2005 shares | ||||
1,222,000 convertible, non-voting, series 2009 shares |
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Issued | ||||
853,314 series 2002 shares (2009 - 969,033) | 6,133 | 6,965 | ||
689,513 series 2005 shares (2009 - 689,513) | 6,511 | 6,511 | ||
1,175,506 series 2009 shares (2009 - 1,207,000) | 10,404 | 10,683 | ||
Less employees share purchase loans | (22,401) | (23,776) | ||
Redeemable share liability | $ 647 | $ 285 |
Under the terms of its Management Share Purchase Plan, the Company advanced non-interest bearing loans to certain of its employees in 2002, 2005 and 2009 to allow them to acquire convertible, non-voting, series 2002 shares, series 2005 shares and series 2009 shares, respectively, of the Company. These loans are repayable through the application against the loans of any dividends on the shares, with any remaining balance repayable on the date the shares are converted to common shares. Each issued and fully paid for series 2002, 2005 and 2009 share may be converted into one common share at any time after the fifth anniversary date of the issue of these shares and prior to the tenth anniversary of such issue. The series 2002 shares may also be redeemed at the option of the holder or by the Company at any time after the fifth anniversary date of the issue of these shares and must be redeemed prior to the tenth anniversary of such issue. The series 2005 and 2009 shares are redeemable at the option of the holder for a period of one business day following the date of issue of such shares. The Company has the option to redeem the series 2005 and 2009 shares at any time after the fifth anniversary date of the issue of these shares and must redeem prior to the tenth anniversary of such issue. The redemption price is equal to the original issue price of the shares adjusted for subsequent subdivisions of shares plus accrued and unpaid dividends. The purchase prices of the shares are $7.19 per series 2002 share, $9.44 per series 2005 share and $8.85 per series 2009 share. Dividends paid to holders of series 2002, 2005 and 2009 shares of approximately $401,000 [2009 - $261,000] have been used to reduce the respective shareholder loans.
During the third quarter of 2010, 39,296 convertible, non-voting series 2002 shares (2009 - 98,107) were converted into common shares with a stated value of $282,000 (2009 - $705,000). For the nine month period, 115,719 convertible, non-voting series 2002 shares (2009 - 168,894) were converted into common shares with a stated value of $832,000 (2009 - $1,214,000).
During the three month period ended September 30, 2010, 31,494 convertible, non-voting series 2009 shares were cancelled (2009 - nil) in the amount of $279,000 (2009 - nil). For the nine month period, 31,494 convertible, non-voting series 2009 shares were cancelled (2009 - nil) in the amount of $279,000 (2009 - nil).
Quarterly Results (2010, 2009, 2008)
Quarterly Income Statement ($ in thousands, except earnings per share)
Quarter Ended September 30 |
Quarter Ended June 30 |
Quarter Ended March 31 |
Quarter Ended December 31 |
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2010 |
2009 | 2010 | 2009 | 2010 | 2009 | 2009 | 2008 | |
Leon Corporate Sales | 179,500 | 187,431 | 166,784 | 165,238 | 158,791 | 152,525 | 197,986 | 206,088 |
Leon Franchise Sales | 49,421 | 49,243 | 45,493 | 44,693 | 42,328 | 42,675 | 57,679 | 63,803 |
Total Leon sales | 228,921 | 236,674 | 212,277 | 209,931 | 201,119 | 195,200 | 255,665 | 269,891 |
Net Income Per Share |
$0.26 | $0.22 | $0.17 | $0.12 | $0.17 | $0.12 | $0.34 | $0.33 |
Fully Diluted Per Share |
$0.25 | $0.21 | $0.16 | $0.12 | $0.16 | $0.12 | $0.33 | $0.32 |
Critical Accounting Policies and Estimates
Our significant accounting policies are contained in Note 1 to the consolidated financial statements for the year ended December 31, 2009. Certain of these policies involve critical accounting estimates because they require us to make particularly subjective or complex judgments about matters that are inherently uncertain and because of the likelihood that materially different amounts could be reported under different conditions or using different assumptions.
Revenue Recognition
Sales are recognized as revenue for accounting purposes upon the customer either picking up the merchandise or when merchandise is delivered to the customers' home.
The Company offers customers the option to finance purchases through various third party financing companies. In situations where a customer elects to take advantage of delayed payment terms, the costs of financing these sales are deducted from sales. Finance costs deducted from sales year to date for 2010 have decreased when compared to the same period for 2009. The cost decrease is a result of fewer extended promotional terms offered in 2010. During 2009 extended promotional teams were offered to coincide with the Company's 100th Anniversary.
Inventories
The Company measures inventories at the lower of cost, determined on a first-in, first-out basis, and net realizable value.
The Company estimates the net realizable value as the amount at which inventories are expected to be sold by taking into account fluctuations of retail prices due to prevailing market conditions. If required, inventories are written down to net realizable value when the cost of inventories is estimated to not be recoverable due to obsolescence, damage or declining selling prices.
Reserves for slow moving and damaged inventory are deducted in our evaluation of inventories. The reserve for slow moving inventory is based on many years of historic retail experience. The reserve is calculated by analyzing all inventory on hand older than one year. Damaged inventory is coded as such and placed in specific locations. The amount of damaged reserve is determined by specific product categories.
The Company's inventory amount encompasses one category which is goods purchased and held for resale in the ordinary course of business. The amount of inventory recognized as an expense for the three and nine month periods ended September 30, 2010 was $103,952,000 and $292,989,000 (2009- $110,555,000 and $300,715,000) which is presented within cost of sales on the consolidated statements of income. There was no inventory write-downs (2009 - $23,000) recognized as an expense during the three months ended September 30, 2010. As at September 30, 2010, the inventory markdown provision totaled $3,862,000 (2009 - $3,832,000). There were $138,000 of reversals of write-downs (2009-nil) for the three months ended September 30, 2010. Furthermore none of the Company's inventory has been pledged as security for any liabilities of the Company.
Warranty Revenue
Warranty revenues are deferred and taken into income on a straight-line basis over the life of the warranty period. Warranty revenues included in sales year to date for 2010 are $12,492,000 compared to $11,949,000 in 2009. Warranty expenses deducted through costs of goods sold year to date 2010 are $4,439,000 compared to $4,609,000 in 2009. Warranty repair costs relating primarily to televisions have begun to decrease due to the replacement of these products with newer technologically advanced products.
Franchise Royalties
Leon's franchisees operate as independent owners. The Company charges the franchisee a royalty fee based primarily on a percentage of the franchisees' gross sales. This royalty income is recorded by the Company on an accrual basis under the heading "Other income" and is up 0.3% year to date for 2010 compared to 2009 which is in line with the increase in franchise sales for the year.
Volume Rebates
The Company receives vendor rebates on certain products based on the volume of purchases made during specified periods. The rebates are deducted from the inventory value of goods received and are recognized as a reduction of cost of goods sold as sales occur.
Pending Changes to Accounting Policies
International Financial Reporting Standards ("IFRS")
In March 2009, the Accounting Standards Board ("AcSB") issued its exposure draft "Adopting IFRS in Canada, II" which reconfirmed that publicly accountable enterprises are required to adopt International Financial Reporting Standards, as issued by the International Accounting Standards Board ("IASB"), for fiscal years beginning on or after January 1, 2011. Accordingly, the Company will be required to adopt IFRS on January 1, 2011, including interim periods in fiscal 2011. Comparative interim and annual information will be required for the year ending December 31, 2010.
The Company has commenced the process to transition from current Canadian GAAP to IFRS. As previously stated, we have established an internal project leader that is led by executive management and includes key participants from various areas of the Company as necessary to plan and achieve a smooth transition to IFRS. Periodic progress reporting to the audit committee on the status of the IFRS implementation has been ongoing since fiscal year 2009.
The Company has mostly completed the detailed impact analysis phase of its conversion project for the standards that affect the transition to IFRS. The Company is currently focusing its efforts on the solutions development phase. To date, the project is progressing according to plan. The following table summarizes the key activities of the Company's IFRS conversion project:
Key Activities | Target Milestones | Current Status |
Identify differences between IFRS and Canadian GAAP. | Complete assessment of differences between IFRS and GAAP. | Completed. |
Select accounting policy choices. | Review and approval of policy decisions by Q3 2010. | In progress. To be completed by Q4. |
Evaluate and select which IFRS 1 exemptions will be taken on transition to IFRS. | Confirm selection of exemptions by Q2 2010. | Completed (see section below). |
Prepare financial statements and note disclosures in compliance with IFRS. | Management approval and audit committee review of preliminary pro forma financial statements and note disclosures during the second half of fiscal 2010. | In progress. |
Quantify the effect of converting to IFRS. | Quantification of the effect of the conversion by beginning of Q4 2010. | In progress. |
Prepare first time adoption reconciliation required under IFRS 1. | Reconciliation completed and approved by changeover date. | Differences currently being quantified. Reconciliation to be developed during Q4 of 2010. |
Identify required changes to the financial system based on the implementation of IFRS. | Complete a review of systems and process to address additional systems required to implement IFRS. | Identification of changes required to the financial systems was preliminarily determined to be minimal. |
The Company has completed an extensive analysis of the IFRS component evaluation for those areas of the financial statements that have identified accounting differences between GAAP and IFRS. The table below provides a brief summary of select IFRS that may impact Leon's, their differences from Canadian GAAP and their potential impact to the Company. The table is not comprehensive and does not include all of the differences from GAAP for the standards noted. Also, the table does not include all the standards that may require changes for the transition to IFRS. Ongoing work relating to other standards not presented in the table may possibly have a significant impact on the Company's consolidated financial statements.
Standards | Difference from GAAP | Potential Impact |
Presentation and disclosure | IFRS requires significantly more disclosure than GAAP for certain standards. In some cases, IFRS also requires different presentation on the balance sheet and income statement. In addition, a new statement entitled "Consolidated Statement of Changes in Equity" will be included upon the conversion to IFRS. | This will be the most significant impact to the Company. The other differences and impacts noted throughout this table will cause measurement differences, but based on historical analysis and current future projections their impact on the operating profit is not expected to be significant. The increased disclosure requirements will necessitate adjustments to some current processes and the implementation of new financial reporting processes to ensure the appropriate data is collected for disclosure purposes. |
Property, plant and equipment (PP&E) | Significant asset components must be depreciated separately. This accounting treatment is commonly referred to as componentization of PP&E. | The annual amortization expense may change to reflect further componentization of the Company's PP&E. |
First-time adoption | IFRS contains explicit guidance on first-time adoption of IFRS. There are several elections available to ease the transition to IFRS and some mandatory exemptions from retrospective application of IFRS. | The Company has selected the available elections the Company wishes to make and will apply them in preparing the opening balance sheet under IFRS. The following elections will be made under IFRS 1:
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Impairment of assets | IFRS requires the assessment of asset impairment to be based on discounted future cash flows. IFRS allows the reversal of impairment losses, other than for goodwill and indefinite life intangible assets. |
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The Company will continue to report throughout 2010 on its conclusions and accounting policy choices on the standards noted above. The Company's external auditors are in process of completing their detailed review of the Company's accounting policy position papers during the second half of 2010. During the fourth quarter of 2010 the IFRS conversion project will be focused on the milestones listed below:
Milestone | Deadline |
Prepare IFRS Opening Balance Sheet as at January 1, 2010 | In Progress. To be completed during Q4 of 2010 |
External auditors to conduct procedures on the Opening Balance Sheet | To be completed during Q4 of 2010 |
Finalize draft of first quarter 2010 financial statements including notes | In Progress. To be completed during Q4 of 2010 |
While the Company believes it has performed an appropriate level of analysis in selecting its IFRS accounting policies, actual quantitative results may reveal additional impacts to the Company that were not anticipated. The IASB has several projects slated for completion in 2010 and 2011 that may impact the transition to IFRS and the financial statements of the Company. The Company continues to monitor the IASB's progress on these projects and their impact on the Company's transition to IFRS.
Impact on information systems and technology
The most significant information system challenge for the IFRS conversion is to ensure the Company has the ability to track its IFRS adjustments in the year of transition and that any new IFRS compliance reports can be produced to facilitate the preparation of IFRS financial statements. The Company is confident in its ability to track IFRS adjustments throughout 2010 to facilitate the preparation of the increased note disclosure required under IFRS. As of now, the transition is not expected to have a significant impact on the Company's other information systems.
Impact on internal controls over financial reporting and disclosure controls and procedures
As described further below, in accordance with its conversion plan the Company is continually reviewing its internal controls over financial reporting and its disclosure controls and procedures and will update these as required to ensure they are appropriate for reporting under IFRS.
As noted, the transition to IFRS for the Company mainly affects the presentation and disclosure of its financial statements. This may lead to process changes in order to facilitate the reporting of more detailed information in the notes to the financial statements, but it is not currently expected to lead to many measurement or fundamental differences in the accounting processes used by the Company. Also, the Company has implemented controls over its IFRS adjustment process, which primarily includes review by qualified members of Leon's head office finance and accounting department. The conversion to IFRS exposes the Company to control risks when there are new or modified processes. To address these risks the Company has been designing controls for areas where increased judgment is required.
Financial reporting expertise
Over the past couple of years, the Company's key financial reporting managers have attended several IFRS training courses. The Company's IFRS project leader has also reviewed detailed technical accounting materials internally on the differences between GAAP and IFRS as they apply to the Company.
Business Activities
The transition to IFRS is currently having a minimal impact on Leon's operational activities.
Disclosure Controls and Internal Control Over Financial Reporting
Based on the evaluation of disclosure controls and procedures, the CEO and the CFO have concluded that the Company's disclosure controls and procedures were effective as at September 30, 2010.
There have been no changes in the Company's internal control over financial reporting during the period ended September 30, 2010 that have materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.
Outlook
During the third quarter of 2010, same store sales decreased from the prior year's quarter. We feel there were many factors that lead to this decrease in sales. We have seen lower consumer confidence as a result of the general slow down in the Canadian economy and the new HST measures that went into place in Ontario on July 1, 2010. This has also resulted in downward pressure on retail pricing, particularly with respect to electronics goods. Given these external pressures we have planned an innovative marketing campaign and aggressive pricing to encourage customers to purchase from our stores. In addition, we plan to open a new store in Thunder Bay this November 2010. Even with these measures in place, growing sales and profits for the balance of this year will be very challenging. Despite these concerns, our strong financial position coupled with past experience in dealing with economic slowdowns should allow us to look to the future with cautious optimism.
Forward-Looking Statements
This MD&A, in particular the section under heading "Outlook", includes forward-looking statements, which are not historic facts, based on certain assumptions and reflect Leon's Furniture Limited's current expectations. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from current expectations. Some of the factors that can cause actual results to differ materially from current expectations are: a sudden slow down in the Canadian economy; a further drop in consumer confidence and a dependency on product from third party suppliers. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results.
NOTICE OF NO AUDITOR REVIEW OF INTERIM FINANCIAL STATEMENTS
Under National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor.
The accompanying unaudited interim financial statements of the company have been prepared by and are the responsibility of the company's management.
No auditor has performed a review of these financial statements.
Terrence T. Leon President & Chief Executive Officer |
Dominic Scarangella Vice President & Chief Financial Officer |
Dated as of the 10th day of November, 2010.
Leon's Furniture Limited-Meubles Leon Ltee Incorporated under the laws of Ontario |
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CONSOLIDATED BALANCE SHEETS | |||
(UNAUDITED) | |||
As at September 30 | As at December 31 | ||
($ in thousands) | 2010 | 2009 | |
ASSETS | |||
Current | |||
Cash and cash equivalents | 55,050 | 58,301 | |
Marketable securities | 107,824 | 94,337 | |
Restricted marketable securities | 19,386 | 18,088 | |
Accounts receivable | 20,627 | 31,501 | |
Income taxes recoverable | 2,470 | - | |
Inventory | 97,852 | 83,957 | |
Future tax assets | 400 | 1,133 | |
Total current assets | 303,609 | 287,317 | |
Prepaid expenses | 1,448 | 1,560 | |
Goodwill | 11,282 | 11,282 | |
Intangibles | 5,018 | 5,334 | |
Future tax assets | 11,383 | 11,465 | |
Property, plant & equipment net | 210,498 | 212,198 | |
543,238 | 529,156 | ||
LIABILITIES AND SHAREHOLDERS' EQUITY | |||
Current | |||
Accounts payable and accrued liabilities | 77,654 | 83,880 | |
Income taxes payable | - | 1,958 | |
Customers' deposits | 15,459 | 15,632 | |
Dividends payable | 6,308 | 4,938 | |
Deferred warranty plan revenue | 17,061 | 16,150 | |
Total current liabilities | 116,482 | 122,558 | |
Deferred warranty plan revenue | 20,924 | 22,248 | |
Redeemable share liability | 647 | 383 | |
Future tax liabilities | 9,078 | 8,829 | |
Total liabilities | 147,131 | 154,018 | |
Shareholders' equity | |||
Common shares | 18,301 | 17,704 | |
Retained earnings | 377,319 | 357,576 | |
Accumulated other comprehensive income | 487 | (142) | |
Total shareholders' equity | 396,107 | 375,138 | |
543,238 | 529,156 |
Leon's Furniture Limited-Meubles Leon Ltee | |||||
CONSOLIDATED STATEMENTS OF INCOME AND | |||||
RETAINED EARNINGS | |||||
(UNAUDITED) |
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Period ended September 30th | |||||
($ in thousands) | 3 months ended | 9 months ended | |||
2010 | 2009 | 2010 | 2009 | ||
Sales | 179,500 | 187,431 | 505,075 | 505,194 | |
Cost of sales | 106,564 | 113,299 | 300,249 | 308,084 | |
Gross profit | 72,936 | 74,132 | 204,826 | 197,110 | |
Operating expenses (income) | |||||
Salaries and commissions | 27,166 | 27,497 | 78,194 | 77,811 | |
Advertising | 7,246 | 7,392 | 21,722 | 25,592 | |
Rent and property taxes | 3,427 | 3,381 | 10,462 | 8,982 | |
Amortization | 4,053 | 4,293 | 11,996 | 12,408 | |
Employee profit-sharing plan | 1,097 | 960 | 3,471 | 2,827 | |
Other operating expenses | 9,677 | 10,274 | 30,487 | 30,806 | |
Interest income | (789) | (751) | (2,143) | (2,369) | |
Other income | (2,832) | (1,875) | (8,081) | (7,109) | |
49,045 | 51,171 | 146,108 | 148,948 | ||
Income before gain on sale of capital property and income taxes | 23,891 | 22,961 | 58,718 | 48,162 | |
Gain on sale of capital property | 1,231 | - | 1,231 | - | |
Income before income taxes | 25,122 | 22,961 | 59,949 | 48,162 | |
Provision for income taxes | 7,041 | 7,318 | 18,025 | 15,328 | |
Net income for the period | 18,081 | 15,643 | 41,924 | 32,834 | |
Retained earnings, beginning of the period | 370,763 | 345,216 | 357,576 | 338,960 | |
Dividends declared | (6,309) | (4,955) | (16,182) | (14,857) | |
Excess of cost of share repurchase over carrying value of related shares | (5,216) |
(385) |
|
(5,999) |
(1,418) |
Retained earnings, end of period | 377,319 | 355,519 | 377,319 | 355,519 | |
Weighted average number of common shares outstanding ('000's) | |||||
Basic | 70,330 | 70,687 | 70,455 | 70,666 | |
Diluted | 73,098 | 73,547 | 73,247 | 73,673 | |
Earnings per share | |||||
Basic | $0.26 | $0.22 | $0.60 | $0.46 | |
Diluted | $0.25 | $0.21 | $0.57 | $0.45 | |
Dividends declared per share | |||||
Common | $0.09 | $0.07 | $0.23 | $0.21 | |
Convertible, non-voting | - | - | - | - |
Leon's Furniture Limited-Meubles Leon Ltee | ||||
CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||
(UNAUDITED) | ||||
Period ended September 30th | ||||
($ in thousands) | 3 months ended | 9 months ended | ||
2010 | 2009 | 2010 | 2009 | |
OPERATING ACTIVITIES | ||||
Net income for the period | 18,081 | 15,643 | 41,924 | 32,834 |
Add (deduct) items not involving a current cash payment | ||||
Amortization of property, plant & equipment | 3,854 | 4,104 | 11,419 | 11,939 |
Amortization of intangible assets | 199 | 189 | 577 | 469 |
Amortization of deferred warranty revenue | (4,254) | (3,941) | (12,492) | (11,949) |
Loss (gain) on sale of marketable securities | 8 | 370 | (156) | 504 |
Future tax expense | 289 | 179 | 948 | 479 |
Gain on sale of property, plant & equipment | (1,232) | (16) | (1,238) | (33) |
Cash received on warranty sales | 4,227 | 4,394 | 12,079 | 12,310 |
21,172 | 20,922 | 53,061 | 46,553 | |
Net change in non-cash working capital balances related to operations | (5,873) | 768 | (16,265) | (14,068) |
Cash provided by operating activities | 15,299 | 21,690 | 36,796 | 32,485 |
INVESTING ACTIVITIES | ||||
Purchase of property, plant & equipment | (3,100) | (1,982) | (8,066) | (9,420) |
Purchase of intangibles | (3) | (355) | (262) | - |
Proceeds on sale of property, plant & equipment | 2,102 | 26 | 2,113 | 48 |
Purchase of marketable securities | (172,435) | (2,847,355) | (371,023) | (266,193) |
Proceeds on sale of marketable securities | 157,363 | 2,847,019 | 357,140 | 267,011 |
Issuance of series 2009 redeemable share liability | - | - | - | 10,683 |
Decrease (increase) in employee share purchase loans | 682 | 705 | 1,095 | (9,371) |
Purchase of Appliance Canada Ltd. | - | (1,032) | - | (3,414) |
Cash provided by (used in) investing activities | (15,391) | (2,974) | (19,003) | (10,656) |
FINANCING ACTIVITIES | ||||
Dividends paid | (4,936) | (4,949) | (14,811) | (14,854) |
Repurchase of common shares | (5,419) | (403) | (6,233) | (1,494) |
Cash used in financing activities | (10,355) | (5,352) | (21,044) | (16,348) |
Net (decrease) increase in cash and cash equivalents during the period | (10,447) |
13,364 |
(3,251) |
5,481 |
Cash and cash equivalents, beginning of period | 65,497 | 31,600 | 58,301 | 39,483 |
Cash and cash equivalents,end of period | 55,050 | 44,964 | 55,050 | 44,964 |
Leon's Furniture Limited-Meubles Leon Ltee | |||
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME | |||
(UNAUDITED) | |||
Three month period ended September 30th | |||
($ in thousands) | |||
Net of tax | |||
2010 | Tax effect | 2010 | |
Net income for the period | 18,081 | - | 18,081 |
Other comprehensive income, net of tax | |||
Unrealized gains on available-for-sale financial assets arising during the period | 2,020 | 303 | 1,717 |
Reclassification adjustment for net gains and (losses) included in net income | (82) | (12) | (70) |
Change in unrealized gains on available-for-sale financial assets arising during the period | 1,938 | 291 | 1,647 |
Comprehensive income for the period | 20,019 | 291 | 19,728 |
Net of tax | |||
2009 | Tax effect | 2009 | |
Net income for the period | 15,643 | - | 15,643 |
Other comprehensive income, net of tax | |||
Unrealized gains on available-for-sale financial assets arising during the period | 2,295 | 377 | 1,918 |
Reclassification adjustment for net gains and (losses) included in net income | (38) | (6) | (32) |
Change in unrealized gains on available-for-sale financial assets arising during the period | 2,257 | 371 | 1,886 |
Comprehensive income for the period | 17,900 | 371 | 17,529 |
Nine month period ended September 30th | |||
($ in thousands) | |||
Net of tax | |||
2010 | Tax effect | 2010 | |
Net income for the period | 41,924 | 41,924 | |
Other comprehensive income, net of tax | |||
Unrealized gains on available-for-sale financial assets arising during the period | 754 | 117 | 637 |
Reclassification adjustment for net gains and (losses) included in net income | (10) | (2) | (8) |
Change in unrealized gains on available-for-sale financial assets arising during the period | 744 | 115 | 629 |
Comprehensive income for the period | 42,668 | 115 | 42,553 |
Net of tax | |||
2009 | Tax effect | 2009 | |
Net income for the period | 32,834 | - | 32,834 |
Other comprehensive income, net of tax | |||
Unrealized gains on available-for-sale financial assets arising during the period | 2,310 | 385 | 1,925 |
Reclassification adjustment for net gains and (losses) included in net income | 15 | 2 | 13 |
Change in unrealized gains on available-for-sale financial assets arising during the period | 2,325 | 387 | 1,938 |
Comprehensive income for the period | 35,159 | 387 | 34,772 |
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
UNAUDITED
1. BASIS OF PREPARATION
These unaudited interim consolidated financial statements have been prepared by management in accordance with Canadian generally accepted accounting principles ("GAAP") for interim financial statements. They do not include all of the disclosures required by Canadian generally accepted accounting principles for annual financial statements and accordingly, the interim financial information should be read in conjunction with the Company's annual consolidated financial statements. The interim financial information has been prepared using the same accounting policies as set out in note 1 to the consolidated financial statements for the year ended December 31, 2009.
2. PENDING CHANGES IN ACCOUNTING POLICIES
INTERNATIONAL FINANCIAL REPORTING STANDARDS ("IFRS")
In March 2009, the Accounting Standards Board ("AcSB") issued its exposure draft "Adopting IFRS in Canada, II" which reconfirmed that publicly accountable enterprises are required to adopt International Financial Reporting Standards (IFRS) for fiscal years beginning on or after January 1, 2011. Accordingly, the Company will be required to adopt IFRS on January 1, 2011, including interim periods in fiscal 2011. Comparative interim and annual information will be required for the year ending December 31, 2010. As part of its transition to IFRS, the Company has developed an implementation plan which includes an extensive analysis of accounting differences between Canadian GAAP and IFRS and the assessment of the expected impact of the accounting differences on its consolidated financial statements. The Company is in the process of transitioning its financial statement reporting, presentation and disclosure to IFRS in time to meet the January 1, 2011 deadline. The process will be ongoing as new standards and recommendations are issued by the International Accounting Standards Board and AcSB. Further details regarding the Company's transition to IFRS are included in the Company's September 30, 2010 Management's Discussion and Analysis filed on The System for Electronic Document Analysis and Retrieval ("SEDAR").
3. ACCUMULATED OTHER COMPREHENSIVE INCOME
As at September 30, 2010 accumulated other comprehensive income was comprised of the unrealized gains on marketable securities of $561,000 ($487,000 net of tax)
2010 | 2009 | |||
Balance, beginning of period | $ (142) | $ (2,095) | ||
Changes in unrealized gains on available-for-sale | ||||
financial assets arising during the period | 629 | 1,938 | ||
Balance, end of period | $ 487 | $ (157) |
4. INCOME TAXES
The Company's total cash payments for income taxes paid in the three month period ending September 30, 2010 were $6,223,000 (2009 - $3,800,000) and for the nine month period were $22,007,000 (2009 - $20,484,000).
5. SHARE CAPITAL
During the quarter, 431,837 common shares were repurchased (2009 - 39,272) on the open market pursuant to the terms and conditions of the current Normal Course Issuer Bid at a net cost of approximately $5,419,000 (2009 - net cost of approximately $403,000). For the nine month period, the Company repurchased 498,896 (2009 - 162,440) common shares at a net cost of approximately $6,233,000 (2009 - $1,494,000). All shares repurchased by the Company pursuant to its Normal Course Issuer Bids have been cancelled. The repurchase of common shares resulted in a reduction of share capital in the amount of approximately $203,000 (2009 - $18,000). The excess net cost over the carrying value of the shares of approximately $5,999,000 (2009 - $1,418,000) has been recorded as a reduction in retained earnings.
During the quarter ended September 30, 2010, 39,296 convertible non-voting series 2002 shares (2009 - 98,107) were converted into common shares with a stated value of approximately $282,000 (2009 - $705,000). For the nine month period, 115,719 convertible non-voting series 2002 shares (2009 - 168,894) were converted to common shares with a stated value of approximately $832,000 (2009 - $1,214,000).
6. Classification and Fair Value of Financial Instruments
As at June 30, 2010, the classification of the Company's financial instruments is as follows:
September 30, 2010
Financial Assets | Held for Trading (fair value) |
Available for Sale (fair value) |
Loans and Receivables (amortized cost) |
Other Financial Liabilities (amortized cost) |
Total Carrying Amount |
Fair Value |
||||||
Cash and cash equivalents | 55,050 | - | - | - | 55,050 | 55,050 | ||||||
Accounts receivable | - | - | 20,627 | - | 20,627 | 20,627 | ||||||
Marketable securities | - | 107,824 | - | - | 107,824 | 107,824 | ||||||
Restricted marketable securities | - | 19,386 | - | - | 19,386 | 19,386 | ||||||
Income taxes recoverable | - | - | 2,338 | - | 2,338 | 2,338 | ||||||
Financial Liabilities | ||||||||||||
Accounts payable and accrued liabilities | - | - | - | 77,654 | 77,654 | 77,654 | ||||||
Redeemable share liability | - | - | - | 647 | 647 | 647 |
December 31, 2009
Financial Assets | Held for Trading (fair value) |
Available for Sale (fair value) |
Loans and Receivables (amortized cost) |
Other Financial Liabilities (amortized cost) |
Total Carrying Amount |
Fair Value |
||||||
Cash and cash equivalents | 58,301 | - | - | - | 58,301 | 58,301 | ||||||
Accounts receivable | - | - | 31,501 | - | 31,501 | 31,501 | ||||||
Marketable securities | - | 94,337 | - | - | 94,337 | 94,337 | ||||||
Restricted marketable securities | - | 18,088 | - | - | 18,088 | 18,088 | ||||||
Financial Liabilities | ||||||||||||
Accounts payable and accrued liabilities | - | - | - | 83,880 | 83,880 | 83,880 | ||||||
Income taxes payable | - | - | - | 1,958 | 1,958 | 1,958 | ||||||
Redeemable share liability | - | - | - | 383 | 383 | 383 |
The Company's fair value measurements of financial instruments within the fair value hierarchy, as at September 30, 2010 and December 31, 2009 consists primarily of investments valued using Level 1 inputs.
Risk management
The Company is exposed to various risks associated with its financial instruments. These risks are summarized as credit risk, liquidity risk and market risk. The significant risks for the Company's financial instruments are:
i) |
Credit risk The Company believes at this point in time, it has some credit risk associated to its accounts receivable as it relates to the Appliance Canada division that is partly mitigated by the Company's credit management practices. The majority of the Company's sales are paid through cash, credit card or third party finance. The Company relies on two third party credit suppliers to supply financing alternatives to our customers. |
||
ii) |
Liquidity risk The Company has no outstanding debt and does not rely upon available credit facilities to finance operations or to finance committed capital expenditures. The portfolio of marketable securities consists primarily of Canadian and International bonds. There is no immediate need for cash from our investment portfolio. |
||
iii) |
Foreign currency risk The Company is exposed to foreign currency exchange rate risk. Some merchandise is paid for in U.S. dollars. The foreign currency cost is included in the inventory cost. The Company does not believe it has significant foreign currency risk with respect to its accounts payable in U.S. dollars. |
||
iv) |
Market price risk The Company is exposed to fluctuations in the market prices of its marketable securities that are classified as available-for-sale. Changes in the fair value of marketable securities are recorded, net of income taxes, in accumulated other comprehensive income [note 3]. The risk is managed by ensuring a relatively conservative asset allocation of bonds and equities. |
7. CAPITAL MANAGEMENT
The Company defines capital as shareholders' equity. The Company's objectives when managing capital are to:
- ensure sufficient liquidity to support its financial obligations and execute its operating and strategic plans; and
- utilize working capital to negotiate favourable supplier agreements both in respect of early payment discounts and overall payment terms.
For further information:
Dominic Scarangella, Tel: 416.243.4073
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