Leon's Furniture LimitedTSX: LNF

Leon's Furniture Limited - 2005 third quarter

· Issued by Leon's Furniture Limited via CNW
TORONTO, Nov. 14 /CNW/ - For the three months ended September 30, 2005,
total Leon's sales were $187,055,000 including $45,070,000 of franchise sales
($173,221,000 including of $42,076,000 franchise sales in 2004), an increase
of 8.0%. Net income was $13,630,000, 76 cents per common share ($13,947,000,
75 cents per common share in 2004), an increase of 1.3% per common share. The
third quarter 2004 includes a net after tax gain from sale of property of
$850,000 or 4 cents per common share.
For the nine months ended September 30, 2005, total Leon's sales were
$496,008,000 including $118,508,000 of franchise sales ($461,896,000 including
$110,385,000 of franchise sales in 2004), an increase of 7.6% and net income
was $29,306,000, $1.62 per common share ($29,014,000, $1.56 per common share
in 2004), an increase of 3.8% per common share.
The Directors have declared a quarterly dividend of 20 cents per common
share payable on the 12th day of January 2006 to shareholders of record at the
close of business on the 12th day of December 2005. In addition, the annual
dividend on the convertible non-voting series shares of 40 cents , will be
payable on January 12th, 2006 to the shareholders of record at the close of
business on December 12th, 2005.
From September 6, 2005, the date on which Leon's current issuer bid
commenced, to today, the company has purchased 238,200 Common Shares at an
average price of $38.54 per share. Leon's management and Directors believe
that this is an appropriate use of its corporate funds.


<<

EARNINGS PER SHARE FOR EACH QUARTER

                                                                    YEAR
                    MARCH 31    JUNE 30   SEPT. 30    DEC. 31      TOTAL
                   ---------- ---------- ---------- ---------- ----------

2005      - Basic   43 cents   43 cents   76 cents                 $1.62
          - Fully
           Diluted  41 cents   42 cents   74 cents                 $1.57


2004      - Basic   40 cents   41 cents   75 cents   93 cents      $2.49
          - Fully
           Diluted  39 cents   40 cents   73 cents   89 cents      $2.41


2003      - Basic   23 cents   33 cents   58 cents   85 cents      $1.99
Restated  - Fully
           Diluted  23 cents   31 cents   56 cents   82 cents      $1.92

LEON'S FURNITURE LIMITED - MEUBLES LEON LTEE

Mark J. Leon
Chairman of the Board


                MANAGEMENT'S DISCUSSION AND ANALYSIS

November 14, 2005

Management's Discussion and Analysis should be read in conjunction with
the unaudited consolidated interim financial statements of the Company for the
nine months ended September 30, 2005, Management's Discussion and Analysis for
the year ended December 31, 2004, the audited consolidated financial
statements for the year ended December 31, 2004 and the Company's Annual
Information Form dated February 21, 2005.

Financial Statements Governance Practice

Leon's Furniture Limited's financial statements have been prepared in
accordance with Canadian Generally Accepted Accounting Principles and the
amounts expressed are in Canadian dollars.
The Audit Committee of the Board of Directors of Leon's Furniture Limited
reviewed the Management's Discussion and Analysis ("MD & A") and the financial
statements, and recommended the Board of Directors approve them. Following
review by the full Board, the financial statements and MD & A were approved.

Revenues and Expenses
For the three months ended September 30, 2005, total Leon's sales were
$187,055,000 including $45,070,000 of franchise sales ($173,221,000 including
$42,076,000 of franchise sales in 2004), an increase of 8.0%.
Leon's corporate sales of $141,985,000 in the third quarter of 2005,
increased by $10,840,000, or 8.3%, compared to the third quarter of 2004. The
increase in sales was attributable to many factors such as: an additional new
showroom and warehouse stored opened in Edmonton, Alberta in October, 2004, a
new showroom and warehouse stores opened in Quebec City, Quebec in November
2004 replacing our Vanier, QuDebec store and a new showroom and warehouse
opened in Beauport, Quebec in August, 2005 replacing our Ste Foy, Quebec
store. We also saw sales growth from newly renovated stores, with our most
recent renovated showroom and warehouse reopened in Windsor, Ontario in the
spring of 2005. Merchandise volumes sold for the quarter and the year
continued to rise at a higher pace than sales dollars as the trend of bringing
in lower priced offshore furniture products especially from Asia continued to
increase. We have been able to pass these savings to our customers through
lower priced merchandise. For the quarter, all regions were up in sales with
the strongest sales growth taking place in Western Canada. Same store
corporate sales were up by 2.6% in the quarter when compared to the prior
year.
Leon franchise sales of $45,070,000 in the third quarter of 2005,
increased by $2,994,000, or 7.1%, compared to the third quarter of 2004. The
sales increase is the result of two new franchise stores opened in the fall of
2004, Simcoe, Ontario and Truro, Nova Scotia. Regionally we saw some marginal
sales growth in Western Canada, with flat sales in Central Canada and lower
sales in Eastern Canada.
Our gross margin for the third quarter 2005 of 40.61% was down just over
one quarter of a percentage point from the third quarter 2004. This was mainly
the result of offering sales value to our customers in order to increase
sales.
Net Operating expenses of $36,850,000 were up $3,357,000 or 10% for the
third quarter 2005 compared to the third quarter 2004. Payroll and commission
costs were in line with higher sales of 8.3% for the quarter compared to the
prior year. We saw advertising expenses increase by $870,000 or 15.2% for the
third quarter compared to the prior year. Additional advertising dollars were
used to help drive higher sales and we incurred incremental marketing costs
associated with the grand opening of our new showroom and warehouse in
Beauport, Quebec, in August 2005. Delivery and utility costs were up just over
$1,000,000 for the third quarter 2005 compared to 2004 mainly as a result of
increased fuel and hydro rates.
As a result of the above, net income for the third quarter 2005 was
$13,630,000, 76 cents per common share ($13,947,000, 75 cents per common share
in 2004), an increase of 1.3% per common share. The third quarter 2004
includes a net after tax gain from sale of property of $850,000 or 4 cents per
common share.

Annual Financial Information
($ in thousands, except earnings per share)     2004      2003      2002

Net Corporate Sales                          504,591   455,702   449,693
Leon Franchise Sales                         165,252   133,422   129,192

Total Leon sales                             669,843   589,104   578,885

Net Income                                    46,104    38,438    38,520
Earnings per Share
Basic                                          $2.49     $1.99     $1.96
Diluted                                        $2.41     $1.92     $1.93

Total Assets                                 368,121   340,093   320,439

Common Share Dividends Declared                $0.74     $0.50     $0.98
Convertible Non-Voting Shares Dividends
 Declared                                      $0.40     $0.24     $0.24


Liquidity and Financial Resources

In $000 - except Per Share Data

Balances as at:                                Sept.      Dec.     Sept.
                                               30/05     31/04     30/04
                                            --------- --------- ---------

Cash and marketable securities               $71,318   $98,995   $84,707
Accounts receivable                           11,093    17,763    11,130
Inventory                                     78,597    71,279    68,027
Total assets                                 351,950   368,121   341,623
Working capital                               76,596    90,838    91,198

                                             Current     Prior     First
                                             Quarter   Quarter   Quarter
                                               Sept.      June      Mar.
For the 3 Months Ended                         30/05     30/05     31/05
                                            --------- --------- ---------

Cash flow from operations                    $21,161   $22,144  $(18,976)
Purchase of capital assets                    11,305     5,313     2,265
Repurchase of capital stock                   16,772     7,635         0
Dividends paid                                 3,660     3,659     3,656

Dividends paid per share                       $0.20     $0.20     $0.20

Cash investments and marketable securities decreased by $9,479,000 in the
quarter. In the third quarter of 2005, $11,305,000 of the Company's financial
resources were used for the acquisition of land and buildings and $16,772,000
for the repurchase of common shares on the Toronto Stock Exchange.
Marketable securities consist primarily of bonds with maturities not
exceeding ten years with an interest rate range of 2.48% to 4.71% and are
stated at the lower of cost and market value. As of September 30, 2005 the
market value exceeds the cost of the marketable securities.
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 $9,509,000.
Inventory increased by $10,238,000 from the second quarter. The increase
in inventory is mainly attributable to the opening of our new stores in South
Edmonton, Alberta; Quebec City and Beauport, Quebec and the receipt of
merchandise that was delayed as a result of labour unrest in the port of
Vancouver. We also began to increase inventory coming from Asia for our fourth
quarter 2005.
The cash provided by operating activities of $21,161,000 is the result of
the improvement in after tax profits in the quarter and the net changes in non-
cash working capital balances.
As mentioned a new showroom and warehouse was opened in Beauport, Quebec,
in the third quarter, 2005 (55,000 sq ft.) and to date sales are meeting
management expectations. Subsequent to the end of the third quarter, a new
major warehouse & showroom was opened in Hamilton, Ontario (75,000 sq. ft.)
with initial sales results being positive. Construction is close to completion
on our new Woodbridge, Ontario warehouse and showroom (70,000 sq. ft.). We
anticipate opening this store in early 2006. In addition, we anticipate
construction to commence very soon on a new warehouse and showroom in
Newmarket, Ontario (98,000 sq. ft.) and Saskatoon, Saskatchewan         
(80,000 sq. ft.) Renovation plans have also been put in motion for Kitchener,
Ontario; Winnipeg, Manitoba; and Calgary, Alberta. We anticipate commencing
construction on these projects in the winter of 2006. All funding for new
store projects and renovations is scheduled to come from our existing cash
resources.

Common Shares

At September 30, 2005 there were 17,676,908 common shares issued and
outstanding. During the third quarter of 2005, 438,100 common shares were
repurchased by the Company and 11,407 convertible, non-voting series 1998
shares and 5,817 convertible, non-voting series 2002 shares were converted to
common shares.
For the nine-month period ending September 30, 2005, the Company
repurchased 643,500 common shares and 39,140 convertible, non-voting series
1998 and 2002 shares were converted to common shares. In addition, 3,393
convertible, non voting series 2002 shares were cancelled.

Commitments

-------------------------------------------------------------------------
Contractual
 Obligations            Payments Due by Period          000's
                        -------------------------------------------------
                                 Less than       2-3       4-5     After
                           Total    1 year     years     years   5 years
-------------------------------------------------------------------------
Operating Leases(1)       13,273       302     3,514     1,751     7,706
-------------------------------------------------------------------------
Purchase Obligations(2)   11,474    11,474
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Total Contractual
 Obligations              24,747    11,776     3,514     1,751     7,706
-------------------------------------------------------------------------

(1)  The Company is obligated under operating leases to future minimum
     annual rental payments for various land and building sites across
     Canada.

(2)  The estimated cost to complete construction in progress at four
     locations in Canada.

In addition, the Company has commitments related to redeemable shares as
follows:

                                                         As at     As at
                                                     September  December
($ in thousands)                                      30, 2005  31, 2004

Authorized
350,000 convertible, non-voting, series 1998 shares
571,000 convertible, non-voting series 2002 shares

Issued
186,195 series 1998 shares (2004 - 186,195)           $  3,277  $  3,863
398,413 series 2002 shares (2004 - 407,623)             11,453    11,719
Less employees share purchase loans                    (14,367)  (15,383)
-------------------------------------------------------------------------
                                                      $    363  $    199
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Under the terms of its Management Share Purchase Plan, the Company
advanced non-interest bearing loans to certain of its employees in 1998 and
2002 to allow them to acquire convertible, non-voting series, series 1998
shares and series 2002 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 1998 and
2002 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. Each share 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 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 $17.60 per series 1998 share
and $28.75 per series 2002 share.
In October 2005, the Company advanced non-interest bearing loans to
certain of its employees to allow them to acquire 199,500 convertible non-
voting 2005 shares at a price of $37.77 per share. Under this Management Share
Purchase Plan, the holders are obligated to convert these shares at the issued
price, otherwise, the terms and conditions are similar to previously issued
convertible, non-voting shares.

Quarterly Results (2005, 2004, 2003)

Quarterly Income Statement ($000) - except Per Share Data

-------------------------------------------------------------------------
                                     Quarter Ended       Quarter Ended
                                      September 30          June 30
-------------------------------------------------------------------------
                                    2005      2004      2005      2004
-------------------------------------------------------------------------
Leon Corporate Sales              $141,985  $131,145  $121,933  $115,894
-------------------------------------------------------------------------
Leon Franchise sales                45,070    42,076    38,953    38,160
-------------------------------------------------------------------------
Total Leon sales                  $187,055  $173,221  $160,886  $154,054
-------------------------------------------------------------------------
Net Income Per Share                 $0.76     $0.75     $0.43     $0.41
-------------------------------------------------------------------------
Fully Diluted Per Share              $0.74     $0.73     $0.42     $0.40
-------------------------------------------------------------------------


-------------------------------------------------------------------------
                                     Quarter Ended       Quarter Ended
                                        March 31          December 31
-------------------------------------------------------------------------
                                                                Restated
                                    2005      2004      2004      2003
-------------------------------------------------------------------------
Leon Corporate Sales               113,582  $104,472  $153,080  $136,865
-------------------------------------------------------------------------
Leon Franchise sales                34,485    30,149    51,867    38,620
-------------------------------------------------------------------------
Total Leon sales                  $148,067  $134,621  $204,947  $175,485
-------------------------------------------------------------------------
Net Income Per Share                 $0.43     $0.40     $0.93     $0.85
-------------------------------------------------------------------------
Fully Diluted Per Share              $0.41     $0.39     $0.89     $0.82
-------------------------------------------------------------------------

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 cost of financing these sales
are deducted from sales. Finance costs deducted from sales for the third
quarter 2005 are up $1,100,000 when compared to the same period for 2004.
These additional costs were the result of increased sales and higher finance
rates.

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 2005 are $7,500,000 compared to $7,200,000 in 2004.
Warranty expenses deducted through costs of goods sold year to date 2005 are
$3,051,000 compared to $2,730,000 in 2004.

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 6.5% for the third quarter
2005 compared to 2004 which is in line with the increase in franchise sales
for the quarter.

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.

Accounting Estimates

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.

Outlook

The third quarter sales improved over last year, which was a continuation
of a trend we saw for the first two quarters of 2005. The opening of two new
stores this year and the addition of two new stores in 2006, will help grow
sales going forward. We are continuing to experience a stable retail
environment this fall, and we feel confident in our ability to continue to
increase sales for the balance of the year.

Forward-Looking Statements

This news release, 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: sudden slow down in the
Canadian economy, drop in consumer confidence and dependency of 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.


                      Leon's Furniture Limited
                       P.O. Box 1100, Stn. "B"
                             Weston, ON
                               M9L 2R8
              Phone: (416) 243-4073 Fax: (416) 243-7890

     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                     Dominic Scarangella
President & Chief Executive          Vice President & Chief Financial
 Officer                              Officer

Dated as of the 14th day of November 2005.



Leon's Furniture Limited-Meubles Leon Ltee
Incorporated under the laws of Ontario

                     CONSOLIDATED BALANCE SHEETS
                             (UNAUDITED)

                             As at September 30        As at December 31
(in thousands)                             2005                     2004
                                              $                        $
-------------------------------------------------------------------------
ASSETS
Current
Cash and cash equivalents                 4,770                   14,995
Marketable securities                    66,548                   84,000
Accounts receivable                      11,093                   17,763
Inventory                                78,597                   71,279
Income taxes recoverable                  4,838                    3,472
Future income tax assets                    305                      305
-------------------------------------------------------------------------
Total current assets                    166,151                  191,814
-------------------------------------------------------------------------
Future income tax assets                  5,964                    6,285
Capital assets,net                      179,835                  170,022
-------------------------------------------------------------------------
                                        351,950                  368,121
-------------------------------------------------------------------------
-------------------------------------------------------------------------

LIABILITIES AND SHAREHOLDERS' EQUITY
Current
Accounts payable and
 accrued liabilities                     68,183                   79,451
Customers' deposits                       9,496                    9,896
Dividends payable                         3,562                    3,907
Deferred warranty plan revenue            8,314                    7,722
-------------------------------------------------------------------------
Total current liabilities                89,555                  100,976
Deferred warranty plan revenue           17,394                   17,079
Redeemable share liability                  363                      199
-------------------------------------------------------------------------
Total liabilities                       107,312                  118,254
-------------------------------------------------------------------------

Shareholders' equity
Common shares                            10,983                   10,532
Retained earnings                       233,655                  239,335
-------------------------------------------------------------------------
Total shareholders' equity              244,638                  249,867
-------------------------------------------------------------------------
                                        351,950                  368,121
-------------------------------------------------------------------------
-------------------------------------------------------------------------
See accompanying notes to interim financial statements.



Leon's Furniture Limited-Meubles Leon Ltee
Incorporated under the laws of Ontario

                CONSOLIDATED STATEMENTS OF INCOME AND
                          RETAINED EARNINGS
                             (UNAUDITED)

Period ended September  30th
(in thousands, except earnings per share)

                                    3 months ended        9 months ended
                                   2005       2004       2005       2004
                                      $          $          $          $

Sales                           141,985    131,145    377,500    351,511
Cost of sales                    84,318     77,490    225,217    207,966
-------------------------------------------------------------------------
Gross profit                     57,667     53,655    152,283    143,545
-------------------------------------------------------------------------

Operating expenses(income)
Salaries and commissions         20,804     19,056     58,731     55,202
Advertising                       6,607      5,735     20,692     19,677
Rent and property taxes           2,566      2,378      7,291      7,282
Amortization                      3,015      2,532      8,778      7,539
Employee profit-sharing plan        725        700      2,276      2,120
Other operating expenses          8,348      7,601     23,557     21,955
Interest income                    (587)      (720)    (2,032)    (2,287)
Other income                     (4,628)    (3,789)   (11,885)   (11,452)
-------------------------------------------------------------------------
                                 36,850     33,493    107,408    100,036
-------------------------------------------------------------------------
Income before gain on sale of
 property and  income taxes      20,817     20,162     44,875     43,509
Gain on sale of property              -      1,177          -      1,177
Income before income taxes       20,817     21,339     44,875     44,686
Provision for income taxes        7,187      7,392     15,569     15,672
-------------------------------------------------------------------------
Net income for the period        13,630     13,947     29,306     29,014
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Retained earnings,
 beginning of the period        240,154    223,929    239,335    220,426
Dividends declared               (3,563)    (3,703)   (10,882)   (10,008)
Excess of cost of share
 repurchase over carrying
 value of related shares        (16,566)    (5,059)    (24,104)  (10,318)
-------------------------------------------------------------------------
Retained earnings,
 end of period                  233,655    229,114     233,655   229,114
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Weighted average number
 of common shares
 outstanding
Basic                            18,009     18,505      18,050    18,539
Fully diluted                    18,594     19,143      18,635    19,177
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Earnings per share
Basic                             $0.76      $0.75       $1.62     $1.56
Fully diluted                     $0.74      $0.73       $1.57     $1.51
-------------------------------------------------------------------------
-------------------------------------------------------------------------
See accompanying notes to interim financial statements.



Leon's Furniture Limited-Meubles Leon Ltee
Incorporated under the laws of Ontario

                CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (UNAUDITED)


                                  3 months ended          9 months ended
Period ended September 30th     2005        2004        2005        2004
(in thousands)                     $           $           $           $
-------------------------------------------------------------------------
OPERATING ACTIVITIES
Net income for the period     13,630      13,947      29,306      29,014
Add (deduct) items not
 involving a current cash
 payment
   Amortization of capital
    assets                     3,015       2,532       8,778       7,539
   Amortization of deferred
    warranty revenue          (2,476)     (2,361)     (7,774)     (6,708)
   Gain on sale of marketable
    securities                  (669)       (365)     (1,176)       (937)
   Future tax expense             74         122         321         139
   Gain on sale of
    capital assets               (22)     (1,177)        (97)     (1,177)
Cash received on warranty
 sales                         3,381       2,848       8,681       7,780
-------------------------------------------------------------------------
                              16,933      15,546      38,039      35,650
Net change in non-cash
 working capital balances
 related to operations         4,228       6,162     (13,710)    (18,316)
-------------------------------------------------------------------------
Cash provided by operating
 activities                   21,161      21,708      24,329      17,334
-------------------------------------------------------------------------

INVESTING ACTIVITIES
Purchase of capital assets   (11,305)     (8,874)    (18,883)    (19,912)
Proceeds on sale of
 capital assets                   62       1,978         417       1,996
Purchase of marketable
 securities                 (584,161)   (465,754) (1,611,208) (1,340,795)
Proceeds on sale of
 marketable securities       590,486     458,987   1,629,836   1,358,457
Decrease in employee share
 purchase loans                  368         122         666         956
-------------------------------------------------------------------------
Cash (used in)  provided by
  investing activities        (4,550)    (13,541)        828         702
-------------------------------------------------------------------------
FINANCING ACTIVITIES
Dividends paid                (3,660)     (3,704)    (10,975)     (8,961)
Repurchase of capital stock  (16,772)     (5,132)    (24,407)    (10,477)
-------------------------------------------------------------------------
Cash used in financing
 activities                  (20,432)     (8,836)    (35,382)    (19,438)
-------------------------------------------------------------------------

Net (decrease) in cash and
 cash equivalents
 during the period            (3,821)       (669)    (10,225)     (1,402)
Cash and cash equivalents,
 beginning of period           8,591      11,916      14,995      12,649
-------------------------------------------------------------------------
Cash and cash equivalents,
 end of period                 4,770      11,247       4,770      11,247
-------------------------------------------------------------------------
-------------------------------------------------------------------------
See accompanying notes to interim financial statements.


NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
UNAUDITED

1. BASIS OF PREPARATION

The Company prepares its financial statements in accordance with
accounting principles generally accepted in Canada. The disclosures
contained in these unaudited interim consolidated financial statements do
not include all requirements of Generally Accepted Accounting Principles
for annual financial statements. The unaudited interim consolidated
financial statements should be read in conjunction with the annual
consolidated financial statements for the year ended December 31, 2004.
These interim consolidated financial statements were prepared following
the same policies and standards as in the most recent annual consolidated
financial statements.

2. ACCOUNTING POLICIES

Revenue Recognition
Sales are recognized as revenue for accounting purposes upon the customer
either picking up the merchandise ordered or when merchandise is
delivered to the customers' home.

The Company offers customers the option to finance purchase through
various third party financing companies. In situations where a customer
elects to take advantage of delayed payment terms, the cost of financing
these sales are deducted from sales.

Warranty Revenue
Effective January 1, 2004, the Company adopted on a retroactive basis,
the standard of the Canadian Institute of Chartered Accountants in
accounting for warranty revenue and expenses over the life of the
warranty contract. Warranty revenues are deferred and taken into income
on a straight-line basis over the life of the warranty period. Warranty
costs are recorded as an expense as they are incurred.

Franchise Royalties
Leon's franchisees operate principally as independent owners. The Company
charges the franchisee a royalty fee based on a percentage of the
franchisees gross sales. This royalty income is recorded by the Company
on an accrual basis in other income.

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.

Accounting Estimates
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.

3. COMMON SHARES

During the period, 438,100 common shares were repurchased (2004-
156,400) on the open market pursuant to the terms and conditions of
Normal Course Issuer Bids at a net cost of approximately $16,772,000
(2004-$5,133,000). For the nine month period, the Company repurchased
643,500 (2004-338,500) common shares at a net cost of $24,407,000
(2004-$10,477,000).

All shares repurchased by the Company pursuant to its Normal Course Bids
have been cancelled. The repurchase of common shares resulted in a
reduction of share capital in the amount of approximately $206,300
(2004-$73,000) for the three month period and $303,000 (2004-$159,000)
for the nine month period. The excess net cost over the average book
value of the shares, has been shown as a reduction in retained earnings.

During the period, 11,407 convertible, non-voting, series 1998 shares
were converted into common shares with a stated value of $200,000
(2004-6,954 for a stated value of $122,000). For the nine month period,
33,323 convertible, non-voting, series 1998 shares were converted into
common shares with a stated value of $586,000 (2004-51,603 for a stated
value of $908,000).

During the period, 5,817 convertible, non-voting, series 2002 shares were
converted into common shares with a stated value of $167,000 (2004-nil).
For the nine month period, 3,393 convertible, non-voting series 2002
shares were cancelled in the amount of $97,500 (2004-1,967 for a stated
value of $56,500).

4. INCOME TAXES

The Company's total cash payments for income taxes paid in the three
month period ending September 30, 2005 were $5,615,000 (2004-$6,354,000)
and for the nine month period were $17,605,000 (2004-$29,000,000).

5. SUBSEQUENT EVENTS

In October 2005, the Company advanced non-interest bearing loans to
certain of its employees to allow them to acquire 199,500 convertible
non-voting 2005 shares at a price of $37.77 per share. Under this
Management Share Purchase Plan, the holders are obligated to convert
these shares at the issued price, otherwise, the terms and conditions are
similar to previously issued convertible, non-voting shares.

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