Leon's Furniture LimitedTSX: LNF

Leon's Furniture Limited - 2008 Third Quarter

· Issued by Leon's Furniture Limited via CNW

TORONTO, Nov. 12 /CNW/ - For the three months ended September 30, 2008, total Leon's sales were $259,204,000 including $56,219,000 of franchise sales ($216,225,000 including $50,434,000 franchise sales in 2007), an increase of 19.9%. Net income was $17,499,000, 25 cents per common share ($16,174,000, 23 cents per common share in 2007), an increase of 8.7% per common share.

For the nine months ended September 30, 2008, total Leon's sales were $680,333,000 including $146,045,000 of franchise sales ($586,459,000 including $134,925,000 of franchise sales in 2007), an increase of 16.0% and net income was $40,185,000, 57 cents per common share ($36,884,000, 52 cents per common share in 2007), an increase of 9.6% per common share.

We are pleased that we were able to continue to improve both sales and profits in the third quarter of 2008 compared to the prior year. This was achieved through strong efforts put forth by both our merchandising and marketing departments. We believe that we are gaining market share and are well positioned to continue to do so during these difficult times. Renovations have just been completed at our Mississauga, Ontario store with a grand re-opening now taking place. A major renovation to our Laval, Quebec showroom and warehouse store is well on its way and is scheduled to be complete by the spring of 2009. Progress is continuing with a new downtown Toronto, Ontario store known as the "Roundhouse" and we anticipate a grand opening in 2009. We are also pleased with the year-to-date performance of Appliance Canada which was acquired effective January 1, 2008.

The Directors have declared a quarterly dividend of 7 cents per common share payable on the 12th day of January 2009 to shareholders of record at the close of business on the 12th day of December 2008. In addition, the annual dividend on the convertible non-voting series shares of 14 cents, will be payable on January 12th, 2009 to the shareholders of record at the close of business on December 12th, 2008. 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 12, 2008.

EARNINGS PER SHARE FOR EACH QUARTER
-----------------------------------

                        MARCH 31  JUNE 30  SEPT. 30  DEC. 31  YEAR TOTAL
                        --------  -------  --------  -------  ----------
2008
  - Basic               16cents   16cents  25cents                 $0.57
  - Fully Diluted       15cents   16cents  24cents                 $0.55

2007
  - Basic               15cents   14cents  23cents   31cents       $0.83
  - Fully Diluted       15cents   13cents  22cents   30cents       $0.80

2006
  - Basic               14cents   12cents  21cents   29cents       $0.76
  - Fully Diluted       14cents   11cents  20cents   28cents       $0.73

LEON'S FURNITURE LIMITED - MEUBLES LEON LTEE

Mark J. Leon

Chairman of the Board

                 MANAGEMENT'S DISCUSSION AND ANALYSIS

November 12, 2008

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, 2008, MD&A for the year ended December 31, 2007, the audited consolidated financial statements for the year ended December 31, 2007 and the Company's Annual Information Form dated March 14, 2008.

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.

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 close to 100 years. The company's 35 corporate and 29 franchise stores can be found across Canada. Main product lines sold at retail include furniture, appliances and electronics.

Revenues and Expenses

For the three months ended September 30, 2008, total Leon's sales were $259,204,000 including $56,219,000 of franchise sales ($216,225,000 including $50,434,000 of franchise sales in 2007), an increase of 19.9%.

Leon's corporate sales of $202,985,000 in the third quarter of 2008, increased by $37,194,000 or 22.4%, compared to the third quarter of 2007. In this quarter, we continued to experience strong corporate sales growth across the country with same store corporate sales being up 7.9% compared to the prior year. The balance of the sales increase in the third quarter was the result of the acquisition of Appliance Canada, which took effect January 1, 2008.

Leon's franchise sales of $56,219,000 in the third quarter of 2008, increased by $5,785,000, or 11.5% store for store, compared to the third quarter of 2007. Similar to the previous quarters, we experienced strong franchise sales growth in Eastern and Central Canada with flat sales in Western Canada compared to the same quarter the prior year.

Our gross margin of 39.0% for the third quarter 2008 decreased 2.9% from the third quarter 2007. The drop in gross margin was mainly attributable to Appliance Canada sales whose margins are substantially lower than a typical Leon's store. Appliance Canada is involved in the wholesale of appliances to the building and apartment trades as well as some retail of high end appliances to the public.

Net operating expenses of $52,531,000 were up $8,028,000 or 18.0% for the third quarter 2008 compared to the third quarter 2007. Payroll and commission costs were up 20.5% in the third quarter compared to the prior year. The increase was the result of three key factors: the inclusion of Appliance Canada effective January 1, 2008; higher payroll costs associated with the increase in sales over the prior year; and the continuation of a trend started in 2007 where higher than normal wage cost increases continue in Western Canada where they have experienced a labour shortage. We saw advertising expenses increase by $187,000 or 2.8% for the third quarter compared to the prior year, which is well within budget.

As a result of the above, net income for the third quarter 2008 was $17,499,000, 25 cents per common share (as compared to $16,174,000, 23 cents per common share in 2007), an increase of 8.7% per common share.

For the nine months ended September 30, 2008, total Leon's sales were $680,333,000 including $146,045,000 of franchise sales ($586,459,000 including $134,925,000 of franchise sales in 2007), an increase of 16.0% and net income was $40,185,000, 57 cents per common share ($36,884,000, 52 cents per common share in 2007), an increase of 9.6% per common share.

Annual Financial Information

($ in thousands, except earnings
 per share and dividends)                   2007        2006        2005

Net corporate sales                      637,456     591,286     547,744
Leon franchise sales                     195,925     177,167     173,043

Total Leon sales                         833,381     768,453     720,787

Net income                                58,494      53,602      48,964
Earnings per share
Basic                                      $0.83      $ 0.76      $ 0.68
Diluted                                    $0.80      $ 0.73      $ 0.65

Total Assets                             475,226     439,639     381,702

Common Share Dividends Declared          $0.2725      $0.375       $0.20
Convertible, Non-Voting Shares
 Dividends Declared                        $0.14      $0.125       $0.10



Liquidity and Financial Resources

($ in thousands, except dividends
 per share)

Balances as at:                        Sept 30/08  Dec. 31/07  Sept 30/07
                                      ----------- ----------- -----------

Cash and marketable securities           136,805     142,279     124,645
Accounts receivable                       23,815      33,684      15,366
Inventory                                 93,399      75,640      71,787
Total assets                             506,445     475,226     437,364
Net working capital                      115,650     124,766     106,358



                                         Current       Prior       Prior
                                         Quarter     Quarter     Quarter
For the 3 Months Ended                Sept 30/08  June 30/08 March 31/08
                                      ----------- ----------- -----------

Cash flow from operations                 29,941      22,956         468
Purchase of capital assets                 9,105       4,796       1,606
Repurchase of capital stock                2,403         273       1,992
Dividends paid                             4,625      12,023       5,279

Dividends paid per share                   $0.07       $0.17       $0.07

Cash and marketable securities (including restricted marketable securities) increased by $11,255,000 in the quarter mainly as a result of net income and the net change in non-cash working capital balances in the quarter.

Marketable securities consist of over 80% fixed income investments, the majority of which are denominated in Canadian currency. These fixed income investments consist primarily of Canadian and International bonds with maturities not exceeding nine years with an interest rate range of 4.0% to 7.75%. The Company has minimal exposure to U.S. financial companies effected by the credit crisis and corporate failures and the Company does not own any asset backed commercial paper in its portfolio. Marketable securities 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 $17,168,000.

Inventory increased by $12,086,000 from the second quarter 2008. Inventory levels increased to support the promotional campaigns for the fourth quarter.

At the present time all funding for all new store projects, renovations, dividends and working capital needs are scheduled to come from our existing cash resources. In the third quarter of 2008, the Company generated $29,941,000 cash from operating activities, contributing to the Company's strong liquidity position.

Common Shares

At September 30, 2008 there were 70,593,177 common shares issued and outstanding. During the third quarter of 2008, 7,819 convertible, non-voting series 1998 shares (2007 - 20,844) and 20,424 convertible non-voting series 2002 shares (2007 - nil) were converted into common shares. The Company repurchased 201,800 (2007 - 342,800) of its common shares in the open market at an average price of $11.91. 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, 2008, the Company repurchased 395,800 (2007 - 565,600) common shares at an average price of $11.79 and 46,618 convertible, non-voting series 1998 shares (2007 - 384,340) and 228,827 convertible, non-voting series 2002 shares (2007 - nil) were converted to common shares. In addition, 49,992 convertible, non voting series 2005 shares were cancelled.

Commitments

-------------------------------------------------------------------------
($ in thousands)          Payments Due by Period
                          -----------------------------------------------
                                 Less than       2-3       4-5     After
Contractual Obligations    Total    1 year     years     years   5 years
-------------------------------------------------------------------------
Operating Leases(1)       13,298       447     3,504     3,486     5,861
-------------------------------------------------------------------------
Purchase Obligations(2)    5,237     5,237         -         -         -
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Total Contractual
 Obligations              18,535     5,684     3,504     3,486     5,861
-------------------------------------------------------------------------
(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 three
    locations in Canada.


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

($ in thousands)                               As at               As at
                                  September 30, 2008   December 31, 2007

Authorized

1,400,000 convertible, non-voting,
 series 1998 shares
2,284,000 convertible, non-voting,
 series 2002 shares
806,000 convertible, non-voting,
 series 2005 shares

Issued

151,362 series 1998 shares
 (2007 - 197,980)                       $        666        $        871
1,168,745 series 2002 shares
 (2007 - 1,397,572)                            8,400              10,045
706,822 series 2005 shares
 (2007 - 756,814)                              6,674               7,146
Less employees share purchase loans          (15,454)            (17,882)
-------------------------------------------------------------------------
Redeemable share liability              $        286        $        180
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Under the terms of its Management Share Purchase Plan, the Company advanced non-interest bearing loans to certain of its employees in 1998, 2002 and 2005 allowing them to acquire convertible, non-voting, series 1998 shares, series 2002 shares and series 2005 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, 2002 and 2005 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 series 1998 and 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 prior to the tenth anniversary of such issue. The series 2005 shares were 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 1998, series 2002 and series 2005 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 $4.40 per series 1998 share, $7.19 per series 2002 share and $9.44 per series 2005 share. Dividends paid to holders of series 1998, 2002, 2005 shares of approximately $329,000 (2007 - $365,000) have been used to reduce the respective shareholder loans.

During the third quarter of 2008, 7,819 convertible, non-voting, series 1998 shares (2007 - 20,844) and 20,424 convertible, non-voting series 2002 shares were converted into common shares with a stated value of $34,000 (2007 - $92,000) and $147,000 (2007 - nil) respectively. For the nine month period, 46,618 convertible, non-voting, series 1998 shares (2007 - 384,340) and 228,827 convertible, non-voting series 2002 shares (2007 - nil) were converted into common shares with a stated value of $205,000 (2007 - $1,691,000) and $1,645,000 (2007 - nil) respectively.

During the three month period ended September 30, 2008, 11,538 convertible, non-voting series 2002 shares were cancelled (2007 - nil) in the amount of $109,000. For the nine month period, 49,992 convertible, non-voting series 2002 shares were cancelled (2007 - 3,905) in the amount of $472,000 (2007 - $37,000).

Quarterly Results (2008, 2007, 2006)

Quarterly Income Statement ($ in thousands, except earnings per share)

-------------------------------------------------------------------------
                                      Quarter Ended       Quarter Ended
                                       September 30           June 30
-------------------------------------------------------------------------

                                      2008      2007      2008      2007
-------------------------------------------------------------------------
Leon Corporate Sales               202,985   165,791   176,726   147,000
-------------------------------------------------------------------------
Leon Franchise Sales                56,219    50,434    47,962    43,437
-------------------------------------------------------------------------
Total Leon sales                   259,204   216,225   224,688   190,437
-------------------------------------------------------------------------
Net Income Per Share                 $0.25     $0.23     $0.16     $0.14
-------------------------------------------------------------------------
Fully Diluted Per Share              $0.24     $0.22     $0.16     $0.14
-------------------------------------------------------------------------


-------------------------------------------------------------------------
                                      Quarter Ended       Quarter Ended
                                         March 31          December 31
-------------------------------------------------------------------------

                                      2008      2007      2007      2006
-------------------------------------------------------------------------
Leon Corporate Sales              $154,577  $138,743   185,922  $180,108
-------------------------------------------------------------------------
Leon Franchise Sales                41,864    41,054    60,931    56,658
-------------------------------------------------------------------------
Total Leon sales                   196,441   179,797   246,853   236,766
-------------------------------------------------------------------------
Net Income Per Share                 $0.16     $0.15     $0.31     $0.29
-------------------------------------------------------------------------
Fully Diluted Per Share              $0.15     $0.15     $0.30     $0.28
-------------------------------------------------------------------------

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 for the third quarter 2008 were down slightly when compared to the same period for 2007. The cost decrease is a result of the decrease in the prime lending rate. The current credit crisis has not hindered the Company in providing third party financing to its customers during the third quarter. We expect our finance costs to drop slightly going forward as the prime lending rates have continued to fall.

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 2008 are $10,827,000 compared to $9,957,000 in 2007. Warranty expenses deducted through costs of goods sold year to date 2008 are $3,864,000 compared to $3,317,000 in 2007.

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 8.5% year to date for 2008 compared to 2007 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.

Accounting Standards Implemented in 2008

Capital Disclosures and Financial Instruments - Disclosure and
Presentation

In December 2006, the Canadian Institute of Chartered Accountants ("CICA") issued three new accounting standards: Section 1535, "Capital Disclosures" ("Section 1535"), Section 3862, "Financial Instruments - Disclosures" ("Section 3862") and Section 3863, "Financial Instruments - Presentation" (Section 3863").

Section 1535 establishes guidelines for the disclosure of information regarding a company's capital and how it is managed. The adoption of Section 1535 did not have an impact on the Company's results of operations or financial condition.

Section 3862 and Section 3863 replaced Section 3861, "Financial Instruments - Disclosure and Presentation". Section 3862 requires increased disclosures regarding the risks associated with financial instruments and how these risks are managed. Section 3863 carried forward standards for presentation of financial instruments and provides additional guidance for the classification of financial instruments, from the perspective of the issuer, between liabilities and equity. Comparative information about the nature and extent of risks arising from financial instruments is not required in the year Section 3862 is adopted. The adoption of Section 3862 and Section 3863 did not have an impact on the Company's results of operations or financial condition.

Inventories

During the first quarter of 2008, the Company also implemented Section 3031, "Inventories" ("Section 3031"), which replaced Section 3030 of the same title. Section 3031 establishes that inventories should be measured at the lower of cost and net realizable value, with guidance on the determination of cost. Leon's Furniture Limited 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 be not recoverable due to obsolescence, damage or declining selling prices.

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 of $122,551,000 and $319,630,000 during the three and nine month periods ended September 30, 2008 is presented within cost of sales on the interim consolidated statements of income for the period ended September 30, 2008. There were inventory write-downs of $144,000 recognized as an expense during the period ended September 30, 2008. There were no reversals of any write-down that was recognized as a reduction in the amount of inventories recognized as an expense for the period ended September 30, 2008. Furthermore none of the Company's inventory has been pledged as security for any liabilities of the Company.

This new standard was adopted by the Company for its fiscal year starting on January 1, 2008 and had no impact on its financial position or results of operation.

International Financial Reporting Standards ("IFRS")

The Canadian Accounting Standards Board will require all public companies to adopt IFRS for interim and annual financial statements relating to fiscal years beginning on or after January 1, 2011. Companies will be required to provide IFRS comparative information for the previous fiscal year. The transition from Canadian GAAP to IFRS will be applicable for the Company for the first quarter of 2011 when the Company will prepare both the current and comparative financial information using IFRS. The Company expects the transition to IFRS to impact financial reporting, business processes and information systems. The Company will assess the impact of the transition to IFRS and will continue to invest in training and resources throughout the transition period to facilitate a timely conversion.

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 reserve for damaged inventory is determined by specific product categories.

Disclosure Controls and Procedures

Leon's management evaluated the effectiveness of the design of its disclosure controls and procedures, as defined under Multilateral Instrument 52-109. The evaluation was performed under the supervision of Leon's Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO").

Disclosure controls and procedures are designed to provide reasonable assurance that information required to be disclosed in reports filed with Canadian securities regulatory authorities are recorded, summarized and reported in a timely fashion. The disclosure controls and procedures are designed to ensure that information required to be disclosed by Leon's in such reports is then accumulated and communicated to the CEO and the CFO, as appropriate, to allow timely decisions regarding required disclosure.

Based on the evaluation of disclosure controls and procedures, the CEO and CFO have concluded that the Company's disclosure controls and procedures are effective as at September 30, 2008.

Internal Control Over Financial Reporting

Leon's management, under the supervision of the CEO and the CFO, has designed internal controls over financial reporting, as defined under Multilateral Instrument 52-109.

The purpose of internal controls over financial reporting is to provide reasonable assurance regarding the reliability of financial reporting, in accordance with GAAP, focusing in particular on controls over information contained in the annual and interim financial statements. The internal controls are not expected to prevent and detect all misstatements due to error or fraud.

There have been no changes in Leon's internal controls over financial reporting during the third quarter ended September 30, 2008, that have materially affected or are reasonably likely to materially affect Leon's internal control over financial reporting.

Outlook

During the first three quarters of 2008 very strong merchandising and marketing efforts enabled us to increase sales and profits over the comparable period for the prior year. As of late, we have seen signs of a slowdown in consumer spending and as such we expect the final quarter of 2008 to show a moderation in sales growth as compared to last year. Despite these concerns, our Company's previous experience in dealing with economic slowdowns, our strong financial position, and our constant effort to improve productivity have well positioned us to adapt to these changing market conditions.

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: sudden slow down in the Canadian economy; drop in consumer confidence and 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.

                       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 12th day of November, 2008.



Leon's Furniture Limited - Meubles Leon Ltee


                CONSOLIDATED STATEMENTS OF INCOME AND
                          RETAINED EARNINGS
                             (UNAUDITED)

Period ended September 30th
($ in thousands)                      3 months ended      9 months ended
                                      2008      2007      2008      2007

Sales                              202,985   165,791   534,288   451,534
Cost of sales                      123,885    96,321   323,494   263,102
-------------------------------------------------------------------------
Gross profit                        79,100    69,470   210,794   188,432
-------------------------------------------------------------------------
Operating expenses (income)
Salaries and commissions            29,780    24,709    83,388    72,436
Advertising                          6,951     6,764    23,300    22,175
Rent and property taxes              2,649     2,581     8,404     7,931
Amortization                         4,216     3,557    11,779    10,301
Employee profit-sharing plan           998       888     2,971     2,855
Other operating expenses            11,854     9,161    34,270    27,911
Interest income                     (1,369)   (1,213)   (3,534)   (3,442)
Other income                        (2,548)   (1,944)  (10,404)   (8,106)
-------------------------------------------------------------------------
                                    52,531    44,503   150,174   132,061
-------------------------------------------------------------------------
Income before income taxes          26,569    24,967    60,620    56,371
Provision for income taxes           9,070     8,793    20,435    19,487
-------------------------------------------------------------------------
Net income for the period           17,499    16,174    40,185    36,884
Retained earnings, beginning of
 the period                        310,534   284,026   307,068   276,037
Dividends declared                  (4,943)   (4,950)  (21,921)  (14,879)
Excess of cost of share
 repurchase over carrying value
 of related shares                  (2,379)   (4,413)   (4,621)   (7,205)
-------------------------------------------------------------------------
Retained earnings, end of period   320,711   290,837   320,711   290,837
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Weighted average number of common
 shares outstanding ('000's)
Basic                               70,694    70,871    70,583    70,810
Diluted                             72,693    73,366    72,735    73,305
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Earnings per share
Basic                                $0.25     $0.23     $0.57     $0.52
Diluted                              $0.24     $0.22     $0.55     $0.50
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Dividends declared  per share
Common                               $0.07     $0.07     $0.31   $0.2025
Convertible, non-voting                  -         -         -         -
-------------------------------------------------------------------------
-------------------------------------------------------------------------



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


                     CONSOLIDATED BALANCE SHEETS
                             (UNAUDITED)

                                               As at               As at
                                        September 30         December 31
($ in thousands)                                2008                2007
-------------------------------------------------------------------------
ASSETS
Current
Cash and cash equivalents                     22,501              25,699
Marketable securities                         97,136             102,013
Restricted marketable securities              17,168              14,567
Accounts receivable                           23,815              33,684
Income taxes recoverable                       3,240                   -
Inventory                                     93,399              75,640
Income taxes recoverable                           -                   -
-------------------------------------------------------------------------
Total current assets                         257,259             251,603
Prepaid expenses                               1,562               1,282
Goodwill                                      12,282                   -
Intangibles                                    4,188                   -
Other receivables                                590                   -
Future tax assets                             12,397              10,722
Capital assets, net                          218,167             211,619
-------------------------------------------------------------------------
                                             506,445             475,226
-------------------------------------------------------------------------
-------------------------------------------------------------------------

LIABILITIES AND SHAREHOLDERS' EQUITY
Current
Accounts payable and accrued liabilities     105,087              92,051
Income taxes payable                               -               2,137
Customers' deposits                           17,091              13,533
Dividends payable                              4,943               4,949
Deferred warranty plan revenue                13,709              13,812
Future tax liabilities                           779                 355
-------------------------------------------------------------------------
Total current liabilities                    141,609             126,837
Deferred warranty plan revenue                21,829              19,124
Redeemable share liability                       286                 180
Future tax liabilities                         7,944               7,080
-------------------------------------------------------------------------
Total liabilities                            171,668             153,221
-------------------------------------------------------------------------

Shareholders' equity
Common shares                                 15,823              14,020
Retained earnings                            320,711             307,068
Accumulated other comprehensive income        (1,757)                917
-------------------------------------------------------------------------
Total shareholders' equity                   334,777             322,005
-------------------------------------------------------------------------
                                             506,445             475,226
-------------------------------------------------------------------------
-------------------------------------------------------------------------



Leon's Furniture Limited - Meubles Leon Ltee


                CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (UNAUDITED)

Three month period ended September 30th
($ in thousands)                      3 months ended      9 months ended
                                      2008      2007      2008      2007
-------------------------------------------------------------------------

OPERATING ACTIVITIES
Net income for the period           17,499    16,174    40,185    36,884
Add (deduct) items not involving
 a current cash payment
  Amortization of capital assets     3,903     3,557    11,466    10,301
  Amortization of intangible
   assets                              313         -       313         -
  Amortization of deferred
   warranty revenue                 (3,810)   (3,597)  (10,827)   (9,957)
  Loss (gain) on sale of
   marketable securities               236       570      (476)     (562)
  Future tax expense                    94      (290)      160    (1,188)
  Loss (gain) on sale of capital
   assets                             (267)        3    (1,665)       21
  Cash received on warranty sales    4,877     4,075    12,679    10,952
-------------------------------------------------------------------------
                                    22,845    20,492    51,835    46,451
Net change in non-cash working
 capital balances related
   to operations                     7,096    14,950     1,530    (4,892)
-------------------------------------------------------------------------
Cash provided by operating
 activities                         29,941    35,442    53,365    41,559
-------------------------------------------------------------------------

INVESTING ACTIVITIES
Purchase of capital assets          (9,105)   (7,025)  (15,507)  (19,183)
Proceeds on sale of capital assets     312         6     2,775       187
Purchase of marketable securities  (52,410)  (54,933) (163,176) (117,920)
Proceeds on sale of marketable
 securities                         48,274    41,636   162,706   108,538
Decrease in employee share
 purchase loans                        509        92     1,956     1,691
Purchase of Appliance Canada        (1,608)        -   (18,722)        -
-------------------------------------------------------------------------
Cash used in investing activities  (14,028)  (20,224)  (29,968)  (26,687)
-------------------------------------------------------------------------

FINANCING ACTIVITIES
Dividends paid                      (4,625)   (4,679)  (21,927)  (14,069)
Repurchase of capital stock         (2,403)   (4,454)   (4,668)   (7,272)
-------------------------------------------------------------------------
Cash used in financing activities   (7,028)   (9,133)  (26,595)  (21,341)
-------------------------------------------------------------------------
Net increase (decrease) in cash
 and cash equivalents during the
 period                              8,885     6,085    (3,198)   (6,469)
Cash and cash equivalents,
 beginning of period                13,616    15,618    25,699    28,172
-------------------------------------------------------------------------
Cash and cash equivalents,end of
 period                             22,501    21,703    22,501    21,703
-------------------------------------------------------------------------
-------------------------------------------------------------------------



Leon's Furniture Limited-Meubles Leon Ltee


           CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
                             (UNAUDITED)

Three month period ended September 30th
($ in thousands)
                                                                     Net
                                                           Tax    of tax
                                                2008    effect      2008

Net income for the period                     17,499         -    17,499
Other comprehensive income, net of tax
  Unrealized losses on available-for-sale
   financial assets arising during the
   period                                     (1,516)     (258)   (1,258)
  Reclassification adjustment for net gains
   and (losses) included in net income           (12)       (2)     (10)
  Change in unrealized losses on
   available-for-sale financial assets
   arising during the period                  (1,528)     (260)   (1,268)
                                           ------------------------------
Comprehensive income for the period           15,971      (260)   16,231
                                           ------------------------------
                                           ------------------------------


                                                                     Net
                                                           Tax    of tax
                                                2007    effect      2007

Net income for the period                     16,174         -    16,174
Other comprehensive income, net of tax
  Unrealized gains on available-for-sale
   financial assets arising during the
   period                                        703       124       579
  Reclassification adjustment for net gains
   and (losses) included in net income          (276)      (47)     (229)
  Change in unrealized gains on
   available-for-sale financial assets
   arising during the period                     427        77       350
                                           ------------------------------
Comprehensive income for the period           16,601        77    16,524
                                           ------------------------------
                                           ------------------------------


Nine month period ended September 30th
($ in thousands)
                                                                     Net
                                                           Tax    of tax
                                                2008    effect      2008

Net income for the period                     40,185         -    40,185
Other comprehensive income, net of tax
  Unrealized losses on available-for-sale
   financial assets arising during the
   period                                     (2,247)     (381)   (1,866)
  Reclassification adjustment for net gains
   and (losses) included in net income          (973)     (165)     (808)
  Change in unrealized losses on
   available-for-sale financial assets
   arising during the period                  (3,220)     (546)   (2,674)
                                           ------------------------------
Comprehensive income for the period           36,965      (546)   37,511
                                           ------------------------------
                                           ------------------------------

                                                                     Net
                                                           Tax    of tax
                                                2007    effect      2007

Net income for the period                     36,884         -    36,884
Other comprehensive income, net of tax
  Unrealized losses on available-for-sale
   financial assets arising during the
   period                                       (461)      (73)     (388)
  Reclassification adjustment for net gains
   and (losses) included in net income        (1,482)     (254)   (1,228)
  Change in unrealized losses on
   available-for-sale financial assets
   arising during the period                  (1,943)     (327)   (1,616)
                                           ------------------------------
Comprehensive income for the period           34,941      (327)   35,268
                                           ------------------------------
                                           ------------------------------



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, 2007.
These interim consolidated financial statements were prepared following
the same policies and standards as in the most recent annual consolidated
financial statements.

2. Accounting Standards Implemented in 2008

Capital Disclosures and Financial Instruments - Disclosure and
Presentation

In December 2006, the Canadian Institute of Chartered Accountants
("CICA") issued three new accounting standards: Section 1535, "Capital
Disclosures" ("Section 1535"), Section 3862, "Financial Instruments -
Disclosures" ("Section 3862") and Section 3863, "Financial Instruments -
Presentation" (Section 3863").

Section 1535 establishes guidelines for the disclosure of information
regarding a company's capital and how it is managed. The adoption of
Section 1535 did not have an impact on the Company's results of
operations or financial condition.

Section 3862 and Section 3863 replaced Section 3861, "Financial
Instruments - Disclosure and Presentation". Section 3862 requires
increased disclosures regarding the risks associated with financial
instruments and how these risks are managed. Section 3863 carried forward
standards for presentation of financial instruments and provides
additional guidance for the classification of financial instruments, from
the perspective of the issuer, between liabilities and equity.
Comparative information about the nature and extent of risks arising from
financial instruments is not required in the year Section 3862 is
adopted. The adoption of Section 3862 and Section 3863 did not have an
impact on the Company's results of operations or financial condition.

Inventories

During the first quarter of 2008, the Company also implemented Section
3031, "Inventories" ("Section 3031"), which replaced Section 3030 of the
same title. Section 3031 establishes that inventories should be measured
at the lower of cost and net realizable value, with guidance on the
determination of cost. Leon's Furniture Limited 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 be not recoverable due to
obsolescence, damage or declining selling prices.

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 of $122,551,000 and
$319,630,000 during the three and nine month periods ended September 30,
2008 is presented within cost of sales on the interim consolidated
statements of income for the period ended September 30, 2008. There were
inventory write-downs of $144,000 recognized as an expense during the
period ended September 30, 2008. There were no reversals of any
write-down that was recognized as a reduction in the amount of
inventories recognized as an expense for the period ended September 30,
2008. Furthermore none of the Company's inventory has been pledged as
security for any liabilities of the Company.

This new standard was adopted by the Company for its fiscal year starting
on January 1, 2008 and had no impact on its financial position or results
of operation.

3. ACCUMULATED OTHER COMPREHENSIVE INCOME

As at September 30, 2008 accumulated other comprehensive income was
comprised of the unrealized losses on marketable securities of $2,122,000
($1,757,000 net of tax)

                                                        2008        2007

Balance, beginning of period                        $    917    $      -
Cumulative impact of implementing new accounting
 standards (net of income taxes $491,000)                  -       2,392
Changes in unrealized losses on available-for-sale
  financial assets arising during the period          (2,674)     (1,616)

Balance, end of period                              $ (1,757)   $    776

4. INCOME TAXES

The Company's total cash payments for income taxes paid in the three
month period ending September 30, 2008 were $7,596,000 (2007 -
$7,208,000) and for the nine month period were $26,348,000 (2007 -
$25,067,000).

5. COMMON SHARES

During the quarter, 201,800 common shares were repurchased (2007 -
342,800) on the open market pursuant to the terms and conditions of
Normal Course Issuer Bids at a net cost of approximately $2,403,000 (2007
- 4,454,000). For the nine month period, the Company repurchased 395,800
(2007 - 565,600) common shares at a net cost of approximately $4,668,000
(2007 - $7,272,000). 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 $24,000 (2007 - $41,000) and $47,000 (2007 - $67,000) for
the three and nine month period respectively. The excess net cost over
the carrying value of the shares of approximately $2,379,000 (2007 -
$4,413,000) has been recorded as a reduction in retained earnings. For
the nine month period, the excess net cost over the carrying value of the
shares of approximately $4,621,000 (2007 - $7,205,000) has been recorded
as a reduction in retained earnings.

During the quarter ended September 30, 2008, 7,819 series 1998 shares
(2007 - 20,844) and 20,424 series 2002 shares (2007 - nil) were converted
into common shares with a stated value of approximately $34,000 (2007 -
$92,000) and $147,000 (2007 - nil) respectively. For the nine month
period 46,618 (2007 - 384,340) series 1998 shares and 228,827 (2007 -
nil) series 2002 shares were converted in to common shares with a stated
value of approximately $205,000 (2007 - $1,691,000) and $1,645,000 (2007
- nil), respectively.

During the quarter ended September 30, 2008, the Company cancelled 11,538
series 2005 shares in the amount of $109,000. For the nine month period
49,992 series 2005 shares (2007 - 3,905) were cancelled in the amount of
$472,000 (2007 - $37,000).

6. Classification and Fair Value of Financial Instruments

As at September 30, 2008, the classification of the Company's financial
instruments is as follows:

September 30, 2008

                                                 Other
                                        Loans  Financ-
                              Avail-      and      ial
                                able  Receiv-  Liabil-
                   Held for      for    ables    ities    Total
                    Trading     Sale  (amort-  (amort-   Carry-
Financial             (fair    (fair     ized     ized      ing     Fair
 Assets               value)   value)    cost)    cost)  Amount    Value
Cash and cash
 equivalents         22,501        -        -        -   22,501   22,501
Accounts receivable       -        -   23,815        -   23,815   23,815
Marketable
 securities               -   97,136        -        -   97,136   97,136
Restricted
 marketable
 securities               -   17,168        -        -   17,168   17,168
Other receivables         -        -      590        -      590      590

Financial
 Liabilities
Accounts payable
 and accrued
 liabilities              -        -        -  105,087  105,087  105,087
Redeemable share
 liability                -        -        -      286      286      286


December 31, 2007

                                                 Other
                                        Loans  Financ-
                              Avail-      and      ial
                                able  Receiv-  Liabil-
                   Held for      for    ables    ities    Total
                    Trading     Sale  (amort-  (amort-   Carry-
Financial             (fair    (fair     ized     ized      ing     Fair
 Assets               value)   value)    cost)    cost)  Amount    Value
Cash and cash
 equivalents         25,699        -        -        -   25,699   25,699
Accounts receivable       -        -   33,684        -   33,684   33,684
Marketable
 securities               -  102,013        -        -  102,013  102,013
Restricted
 marketable
 securities               -   14,567        -        -   14,567   14,567
Income taxes
 recoverable              -        -        -        -        -        -
Other receivables         -        -        -        -        -        -

Financial Liabilities
Accounts payable and
 accrued liabilities      -        -        -   92,051   92,051   92,051
Income taxes payable      -        -        -    2,137    2,137    2,137
Redeemable share
 liability                -        -        -      180      180      180


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 no significant credit
risk associated to its accounts receivable. 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 for which there is minimum exposure
to US financial companies effected by the credit crisis and corporate
failures. There is no immediate need for cash from our investment
portfolio.

Working capital requirements are expected to increase. Terms with our
suppliers are being reviewed and when there is an opportunity to increase
the purchase discount, we are making the offer to secure the inventory
supply.

iii) Market risk

The Company is exposed to foreign currency exchange rate risk. Some
merchandise is paid for in United States 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 United States dollars.

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;
-   maintain financial capacity and access to capital to support future
    development of the business while taking into consideration current
    and future industry, market and economic risks and conditions; and
-   utilize short term funding sources to manage its working capital
    requirements.