Brampton Brick Limited
TSX : BBL.A

Brampton Brick Limited

August 06, 2009 21:48 ET

Brampton Brick Reports Results for the Second Quarter Ended June 30, 2009

BRAMPTON, ONTARIO--(Marketwire - Aug. 6, 2009) -

(All amounts are stated in thousands of Canadian dollars, except per share amounts, unless otherwise indicated.)

Brampton Brick Limited (the "Company") (TSX:BBL.A) today reported a loss of $3,245, or $0.30 per Class A Subordinate Voting share ("Class A share") and Class B Multiple Voting share ("Class B share"), for the second quarter ended June 30, 2009 on a weighted average 10,937,000 Class A shares and Class B shares outstanding. For the second quarter of 2008, net income was $3,125, or $0.29 per share, on a weighted average 10,940,000 Class A shares and Class B shares outstanding.

For the six month period ended June 30, 2009, the Company reported a loss of $9,501, or $0.87 per share, on a weighted average 10,937,000 Class A shares and Class B shares outstanding compared to loss of $1,066, or $0.10 per share, on a weighted average 10,911,000 Class A shares and Class B shares outstanding, for the corresponding period in 2008.

Effective with the adoption of the new Canadian Institute of Chartered Accountants Handbook Section 3064, Goodwill and Intangible Assets, on January 1, 2009, operating costs in the amount of $1,832 pertaining to the pre-production period of the new Indiana clay brick plant and the Company's share of the unamortized balance of start-up costs related to Universal Resource Recovery Inc. ("Universal") in the amount of $179 were adjusted to opening retained earnings. As at December 31, 2008 these costs were included in the Consolidated Balance Sheet under Other assets. This change has been applied retroactively and the prior year comparative financial statements have been restated accordingly. Commencing in 2009 any such costs are charged to operations as incurred.

RESULTS OF OPERATIONS

Three months ended June 30

For the second quarter ended June 30, 2009, the Company incurred a loss of $3,245, or $0.30 per share, compared to a net income of $3,125, or $0.29 per share, for the corresponding period in 2008.

Operating results for the quarter included the following unusual charges:

1. A provision of $2,140 to record the unrealized loss on the interest rate swap contract.

2. A loss of $269 on the sale of a portion of the promissory note receivable.

3. A loss of $190 on the sale of the remaining surplus properties in Quebec.

After recording a recovery of income taxes in the estimated amount of $845 in respect of these items, the impact on the loss for the quarter was $1,754, or $0.16 per share.

In addition, the loss incurred by the new Indiana clay brick plant amounted to $1,079 in the second quarter of 2009 and the Company's share of the loss incurred by Universal was $630.

Excluding the above noted items, net income for the second quarter of 2009 would have been $218.

Net sales from continuing operations for the quarter were $18,278 compared to $29,795 in 2008. The net decrease of $11,517 was primarily due to lower clay brick shipments in the Masonry Products business segment. Net sales of the new waste composting operations of Universal, which commenced in the second half of 2008, amounted to $705 for the three months ended June 30, 2009.

The operating loss from continuing operations, before interest and other items, amounted to $873 in the second quarter of 2009 compared to operating income of $6,387 in the second quarter of 2008.

Lower cost of goods sold and a decrease in selling, general and administrative expenses were partially offset by an increase in amortization charges. Selling, general and administrative expenses decreased by $534 from the comparative prior period primarily due to lower marketing expenditures and lower personnel costs. The increase in amortization charges relates primarily to the new Indiana clay brick plant. Waste processing and transportation costs related to Universal's operations were $1,054 in the second quarter of 2009 and were included in cost of goods sold.

Interest on long-term debt increased by $213 to $487 due to an increase in term debt outstanding during the quarter compared to 2008. Other interest reflected an expense of $83 for the quarter compared to income of $48 in the prior period due to a decrease in the outstanding balance of the promissory note receivable combined with a decrease in surplus cash and higher bank operating advances during the current quarter.

During the three month period ended June 30, 2009, the Company recorded a foreign currency exchange gain of $192 primarily as a result of the impact of fluctuations in the rate of exchange between the Canadian and U.S. dollar during the quarter on foreign currency denominated monetary items. For the same period in 2008, the Company reported a foreign currency exchange loss of $156.

Other expense of $81 for the quarter included $120 for fees and other expenses incurred in relation to the forbearance agreement entered into with the Company's banker pending finalization of new term financing arrangements.

On April 9, 2009, the Company sold an undivided, co-ownership interest, representing approximately 59.9%, in the promissory note receivable, including future interest payments, for cash proceeds of $3,793 resulting in a loss of $269.

On June 17, 2009, the remaining surplus properties located in Quebec were sold for cash proceeds of $1,200, resulting in a loss of $190. There were no such sales in the corresponding prior period of 2008.

On June 29, 2009, the Company entered into a new $30,000 fixed-rate, term financing agreement with a new lender and repaid its $20,000 term bank loan. The Company holds an interest rate swap contract which was previously designated as an effective cash flow hedge against the term bank loan. The repayment of this term bank loan resulted in the swap contract no longer being an effective cash flow hedge. Consequently, the Company recorded a charge of $2,140 to reflect the unrealized loss as at June 30, 2009 on the interest rate swap contract.

The recovery of income taxes in the second quarter of 2009 reflected an effective income tax rate of 16.17% compared to an effective rate of 41.62% for the same period in 2008.

The recovery of income taxes relates primarily to the Company's Canadian Masonry Products and Landscape Products operations. Valuation allowances have been recorded against the future income tax benefit that would otherwise have been reflected in the current and the prior year comparative quarters with respect to the non-capital losses incurred by its U.S. operations and the new Universal operations. The losses incurred by the new Indiana clay brick plant, which commenced commercial production during the second quarter of 2009, and by Universal, which commenced operations in the second half of 2008, were much higher in the current period than in the corresponding prior period.

For the three months ended June 30, 2008 discontinued operations incurred a loss of $359, or $0.03 per share.

Six months ended June 30

For the six months ended June 30, 2009, the Company incurred a loss of $9,501, or $0.87 per share, compared to a loss of $1,066, or $0.10 per share, for the six months ended June 30, 2008.

As discussed under Results of Operations for the three month period, the unusual charges incurred in the second quarter of 2009 increased the loss for the six months ended June 30, 2009 by $1,754, or $0.16 per share. The losses incurred by the new Indiana clay brick plant and by Universal increased the loss for the six month period of 2009 by $2,652 and $985, respectively. Excluding these items, the loss in 2009 would have been $4,110.

Net sales from continuing operations for the six month period were $25,735, a decrease of $14,046 from the same period in 2008. Lower sales in the Masonry Products business segment and slightly lower second quarter sales in the Landscape Products business accounted for the decrease. Net sales attributable to the waste composting operations amounted to $1,666 for the six month period.

Year-to-date operating results were also negatively impacted by substantially lower production volumes, in both the Masonry Products and Landscape Products business segments, which resulted in an increase in unabsorbed manufacturing costs charged against operations.

Lower cost of goods sold and a substantial decrease in selling, general and administrative expenses were partially offset by higher amortization charges. The reasons for each of these variances were substantially the same as reported above for the second quarter results. Waste processing and transportation costs related to Universal's operations included in cost of goods sold amounted to $2,450 for the six month period.

For the six months ended June 30, 2009, the Company incurred an operating loss, before interest and other items, of $8,124 compared to operating income of $624 for the six months ended June 30, 2008.

Variances in the remaining Consolidated Statement of Operations items, including interest, foreign currency, other expense and the recovery of income taxes reflect substantially the same factors as outlined above for the three month period.

For the six months ended June 30, 2008, discontinued operations incurred a loss of $397, or $0.04 per share.

More detailed discussion with respect to each operating business segment follows:

MASONRY PRODUCTS

For the three months ended June 30, 2009, this business segment incurred an operating loss of $594 on net sales of $9,858 compared to operating income of $7,368 on net sales of $21,641 for the corresponding period in 2008.

The decrease in net sales was due to lower clay brick shipments which, in turn, was attributable to a substantial decline in residential construction activity in both the Canadian and U.S. markets.

In addition to the impact of lower net sales, lower absorption of fixed manufacturing costs in the Canadian operations, due to significantly lower production volumes, and a higher loss incurred in the U.S., due to the start-up of the Indiana brick plant, accounted for a significant portion of the increase in the operating loss.

Selling, general and administrative expenses applicable to this business segment decreased primarily due to lower sales commissions and lower personnel costs.

For the six month period, this business segment incurred an operating loss of $4,733 on net sales of $15,541 compared to operating income of $5,361 on net sales of $30,947 in 2008.

LANDSCAPE PRODUCTS

The Landscape Products business segment reported operating income of $326 for the three month period ended June 30, 2009 compared to an operating loss of $814 in 2008. The improvement in operating results was primarily due to lower manufacturing expenses, improved operating efficiencies and a decline in selling, general and administrative expenses.

Net sales of this highly seasonal business amounted to $7,715 for the second quarter of 2009 compared to $8,154 last year.

For the six month period, net sales decreased marginally from $8,834 in 2008 to $8,528 in 2009.

To June 30, 2009, this business segment incurred an operating loss of $2,489 compared to $4,424 in 2008, an improvement of $1,935. The reasons for the improvement are substantially the same as outlined above for the three months results.

OTHER OPERATIONS

Other operations include the Company's 50% joint venture interest in Universal. This investment is accounted for using the proportionate consolidation method.

For the three month period ended June 30, 2009, the Company's share of Universal's net sales amounted to $705 and the operating loss amounted to $593 compared to $157 for the comparative period in 2008.

For the six month period, the Company's share of Universal's net sales were $1,666 and the operating loss was $904 compared to $291 in 2008. There were no processing operations during the first six months of 2008 and the loss for these periods represented costs incurred prior to the commencement of operations.

Composting operations at Universal's site in Welland were temporarily suspended in early May, in order to construct and install capital improvements and to modify operating processes to address various issues which arose during the commissioning and start-up phase of these new operations. The plant is scheduled to resume processing operations shortly.

DISCONTINUED OPERATIONS

Discontinued operations represent the Company's joint venture interest in Sharpsmart Canada Limited, which was sold in April 2008, and its interest in certain small quantity generator accounts which were disposed of effective September 1, 2008.

The loss from discontinued operations for the three month period ended June 30, 2008 amounted to $359, or $0.03 per share. For the six month period the loss was $397, or $0.04 per share.

CASH FLOWS

Cash flow used for operating activities of continuing operations for the quarter ended June 30, 2009 totaled $592 compared to cash provided by operating activities of continuing operations of $4,840 for the same period last year. The decline in operating results for the quarter, excluding the non-cash charges, was the primary factor contributing to the negative variance of $5,432 in cash flow from operations.

Cash utilized for purchases of property, plant and equipment totaled $2,158 for the three month period ended June 30, 2009, including $1,439 incurred in connection with the construction of the Indiana clay brick plant and $241 pertaining to the Company's 50% share of capital expenditures incurred by Universal. Comparative amounts for the same period in 2008 were $13,746, $10,262 and $2,114, respectively.

The sale on April 9, 2009, of an undivided, co-ownership interest, representing approximately 59.9%, in the promissory note receivable, including future interest payments, generated cash proceeds of $3,793. The proceeds were utilized to reduce bank operating advances. The Company has provided a guarantee to secure repayment of the proceeds to the purchaser when due.

The promissory note receivable arose on the sale of the medical waste assets and business operations in October 2007. The outstanding principal amount of $6,667 bears interest at a fixed rate of 3.5% per annum and has been discounted for accounting purposes at an effective rate of 5.0% per annum. The balance is to be paid in annual principal instalments of $3,333.5 each, plus interest, in October 2009 and October 2010. The principal and interest are secured by a letter of credit from a major financial institution.

The sale of the remaining surplus properties in Quebec generated cash proceeds of $1,200. The proceeds were utilized to reduce bank operating advances.

On June 29, 2009, the Company completed a new $30,000 term financing arrangement. Proceeds of the new financing were utilized to repay a $20,000 term bank loan with the balance utilized to reduce bank operating advances.

Due to current economic conditions, the Board of Directors of the Company had previously determined and announced its decision to not declare a dividend in 2009. In each of the past four years the Company had paid semi-annual dividends of $0.10 per Class A share and $0.10 per Class B share.

For the six month period ended June 30, 2009, cash used for operating activities of continuing operations totaled $7,250 compared to $1,505 in 2008. The increase was largely the result of the increase in the loss from operations during the period, excluding the non-cash charges.

Cash utilized for purchases of property, plant and equipment totaled $6,616 for the six month period ended June 30, 2009 compared to $24,503 for the same period in 2008. Expenditures pertaining to the Indiana clay brick plant were $4,897 in 2009 and $18,300 in 2008. Expenditures pertaining to the Company's 50% share of capital expenditures incurred by Universal were $808 and $3,214, respectively.

FINANCIAL CONDITION

The nature of the Company's products and primary markets dictates that its Masonry Products and Landscape Products business segments are seasonal. Historically, sales are much lower in the first and fourth quarters of the year than in the second and third quarters. The Landscape Products business is affected to a greater degree than the Masonry Products business. As a result of this seasonality, bank operating advances are generally expected to increase through the first half of the year and decline through the second half of the year.

The ratio of total liabilities to shareholders' equity was 0.56:1 at June 30, 2009 compared to 0.47:1 at December 31, 2008. The increase to June 30, 2009 was primarily due to the increase in term loans and lower retained earnings resulting from the loss incurred during the first six months of 2009.

As noted above, the Company completed a new $30,000 long-term financing arrangement with a new lender on June 29, 2009. A portion of the proceeds of the new financing were utilized to repay a $20,000 term bank loan with the balance to be utilized for general corporate purposes.

The term of the new loan is seven years with payments of interest only for the first two years. Principal repayments commence in July 2011 at $500 per month in the months of July to November inclusive ($2,500 per year) to 2015, and a balloon payment of $17,500 in June 2016. The rate of interest is fixed at 8.00%.

The term loan is secured primarily by real estate and production equipment of the Company's Masonry Products and Landscape Products business segments in both Canada and U.S.

The Company was not in compliance with certain financial covenants under its bank loan agreement as at March 31, 2009 and the $20,000 term bank loan due June 2012 had been reclassified as a current obligation. With the completion of the new term financing and the repayment of the term bank loan, as noted above, these financial covenants are no longer applicable.

The new term loan has been recorded for accounting purposes at its fair value and is being carried at amortized cost which, net of various transaction costs incurred in the estimated amount of $611, amounted to $29,389. The transaction costs will be amortized over the term of the loan resulting in an effective interest rate of 8.40%.

As at June 30, 2009, the Company had operating credit facilities totaling up to $17,450, of which $1,122 had been utilized, including $392 for outstanding letters of credit. The actual amount that the Company may borrow under these facilities is determined based on standard margin formulas for accounts receivable and inventories.

The Company expects that future cash flows from operations, cash and cash equivalents on hand and the unutilized balances of its operating credit facilities will be sufficient to satisfy its obligations as they become due.

Aggregate capital expenditures incurred in connection with the construction of the new brick plant in Indiana were U.S. $53,330, of which U.S. $50,169 had been paid to June 30, 2009. The remaining balance, which is comprised primarily of final holdbacks, is expected to be funded from future cash flows from operations and the Company's credit facilities, as required. Construction is now completed.

During the second quarter of 2008, Universal finalized credit arrangements in an aggregate amount of $20,000, including term, operating and letter of credit facilities, to fund its capital expenditure and operating requirements. As at June 30, 2009, the entire amount of the $15,000 term loan facility had been drawn and letters of credit in the amount of $1,123 had been issued. The Company's proportionate shares were $7,500 and $562, respectively. The Company and the joint venture partner have each provided a guarantee of $6,500 as security for Universal's borrowing under this credit agreement.

During the second quarter ended June 30, 2009, Universal's term loan facility was amended to commence monthly principal repayments in January 2010. Previously, the repayments were scheduled to commence in May 2009. Interest is based on bank prime plus Universal's credit spread, which may vary based on its ratio of debt to tangible net worth. Currently the credit spread is 1.75%.

Universal anticipates that it will require approximately $1,815 to fund the balance of its capital expenditure requirements in 2009. This amount is expected to be funded by Universal from future cash flows from operations and the unutilized balance of its operating credit facility.

OTHER

The Company's Masonry Products and Landscape Products business segments are cyclical. Demand for masonry products fluctuates in accordance with the level of new residential and commercial construction activity. Demand for landscape products fluctuates in accordance with the level of industrial, commercial and institutional construction activity and consumer spending.

These business segments are also seasonal. Historically, sales are greatest in the second and third quarters of each year and are less in the first and fourth quarters. The Landscape Products business segment is affected to a greater extent than the Masonry Products business segment.

Economic conditions have had a significant impact upon residential and commercial construction activity and on consumer spending and are expected to continue to affect demand for the Company's products throughout the balance of 2009. The Company will continue to monitor sales forecasts and adjust operating plans, production levels, manpower requirements and discretionary expenditures, as required, in order to minimize the impact of the slowdown on operating results and cash flows.

Construction of the Indiana clay brick manufacturing plant is now completed. Testing and commissioning of the production equipment was carried out throughout much of the first quarter. Commercial production began in April and the Company is now shipping products from this new facility.

Universal has substantially completed its plan to address various issues which arose during the initial commissioning and start-up phase of these new operations. Re-commissioning is currently underway and waste processing operations are expected to re-commence shortly.

Certain statements contained herein constitute "forward-looking statements". Such forward-looking statements involve known and unknown risks, uncertainties and other factors including, but not limited to, those identified under "Risks and Uncertainties" in the Company's 2008 Annual Report, which may cause actual results, performance or achievements of the Company to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements.

Brampton Brick is Canada's second largest manufacturer of clay brick and manufactures concrete paving stones, retaining walls, garden walls and enviro products in Canada and U.S. under the Oaks Concrete Products trade name. The Company also manufactures a range of concrete masonry products including stone veneer, window sills and concrete brick. Products are used for residential construction and for industrial, commercial, and institutional building projects. Da Vinci Stone Craft Ltd., a wholly owned subsidiary, manufactures fireplace surrounds and accessory products. The Company also holds a 50% joint-venture interest in Universal Resource Recovery Inc. which operates a waste composting facility in Welland, Ontario.



Selected Financial Information

(unaudited) (in thousands of dollars, except per share amounts)

----------------------------------------------------------------------------
Three months ended Six months ended
June 30 June 30
CONSOLIDATED STATEMENTS OF
OPERATIONS 2009 2008 2009 2008
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Net sales from continuing
operations $ 18,278 $ 29,795 $ 25,735 $ 39,781

Cost of goods sold 13,251 17,750 22,832 27,835
Selling, general and
administrative expenses 2,856 3,390 5,565 6,997
Amortization 3,044 2,268 5,462 4,325
-------- -------- -------- --------
19,151 23,408 33,859 39,157

Operating (loss) income from
continuing operations
before the undernoted items (873) 6,387 (8,124) 624
Interest on long-term debt (487) (274) (958) (394)
Interest income (expense) (net) (83) 48 (61) 171
Foreign currency exchange gain
(loss) 192 (156) 291 (306)
Other income (expense) (81) 10 (48) 26
-------- -------- -------- --------
(459) (372) (776) (503)

(Loss) income from continuing
operations before the
following items (1,332) 6,015 (8,900) 121
(Loss) gain on sale of property
held for sale (190) - (190) 136
Loss on sale of promissory note (269) - (269) -
Loss on discontinued hedge
accounting (2,140) - (2,140) -
-------- -------- -------- --------
(Loss) income from continuing
operations before income taxes
and non-controlling interests (3,931) 6,015 (11,499) 257

Recovery of (provision for)
income taxes
Current (152) (2,012) 1,086 (960)
Future 788 (492) 875 95
-------- -------- -------- --------
636 (2,504) 1,961 (865)
-------- -------- -------- --------
(Loss) income from continuing
operations before non-
controlling interests (3,295) 3,511 (9,538) (608)
-------- -------- -------- --------
Non-controlling interests 50 (27) 37 (61)
-------- -------- -------- --------
(Loss) net income from
continuing operations (3,245) 3,484 (9,501) (669)
Loss from discontinued operations - (359) - (397)
-------- -------- -------- --------
(Loss) net income for
the period $ (3,245) $ 3,125 $ (9,501) $ (1,066)
-------- -------- -------- --------
-------- -------- -------- --------

(Loss) net income per Class A
and Class B share
From continuing operations $ (0.30) $ 0.32 $ (0.87) $ (0.06)
-------- -------- -------- --------
-------- -------- -------- --------
For the period $ (0.30) $ 0.29 $ (0.87) $ (0.10)
-------- -------- -------- --------
-------- -------- -------- --------
Weighted average Class A and
Class B shares
outstanding (000's) 10,937 10,940 10,937 10,911
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(unaudited) (in thousands of dollars)

----------------------------------------------------------------------------
Three months ended Six months ended
June 30 June 30
CONSOLIDATED STATEMENTS OF
CASH FLOWS 2009 2008 2009 2008
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Cash provided by (used for)
activities of continuing
operations

Operating activities
(Loss) net income from
continuing operations
for the period $ (3,245) $ 3,484 $ (9,501) $ (669)
Items not affecting cash
and cash equivalents
Amortization and accretion 3,056 2,279 5,485 4,349
Future income taxes (788) 492 (875) (95)
Non-controlling interests (50) 27 (37) 61
Unrealized foreign currency
exchange (gain) loss (181) 11 (296) (106)
Loss (gain) on disposal of
property, plant and equipment 2 (3) 2 (3)
Loss (gain) on property
held for sale 190 - 190 (136)
Loss on sale of promissory
note 269 - 269 -
Loss on discontinued hedge
accounting 2,140 - 2,140 -
Other 61 54 108 157
-------- -------- -------- --------
1,454 6,344 (2,515) 3,558


Changes in non-cash
operating items
Accounts receivable (4,761) (10,493) (4,547) (10,737)
Inventories 1,611 1,848 2,168 2,511
Accounts payable and
accrued liabilities 1,725 3,806 (103) 3,011
Income taxes payable (net) (940) 3,342 (2,267) 79
Other 513 (7) 208 73
-------- -------- -------- --------
(1,852) (1,504) (4,541) (5,063)
Payments of asset
retirement obligation (194) - (194) -
-------- -------- -------- --------
Cash provided by (used for)
operating activities
of continuing operations (592) 4,840 (7,250) (1,505)

Investing activities
Purchase of property, plant
and equipment (2,158) (13,746) (6,616) (24,503)
Proceeds from disposal of
property, plant and equipment 3 12 3 12
Proceeds from promissory note 3,793 - 3,793 -
Proceeds from sale of
property held for sale 1,200 - 1,200 216
Inter-company advances repaid
by discontinued operations - 715 - 715
-------- -------- -------- --------
Cash provided by (used for)
investment activities
of continuing operations 2,838 (13,019) (1,620) (23,560)

Financing activities
Increase (decrease) in bank
operating advances (9,546) 400 (1,851) 1,880
Increase in term loans 29,389 10,250 32,389 13,250
Repayment of term loans (20,262) (258) (20,264) (272)
Payments on obligations
under capital leases (102) (67) (200) (110)
Payment of dividends by
subsidiary to
non-controlling interests - - - (700)
Payment of dividends to
shareholders - (1,096) - (1,096)
Proceeds from exercise of
stock options - 145 - 634
Class A shares repurchased - (106) - (205)
-------- -------- -------- --------
Cash provided by (used for)
financing activities
of continuing operations (521) 9,268 10,074 13,381

Net cash provided by (used
for) discontinued operations - 239 (62) 111

Foreign exchange on cash
held in foreign currency 127 (7) 258 166
-------- -------- -------- --------
Increase (decrease) in cash
and cash equivalents 1,852 1,321 1,400 (11,407)

Cash and cash equivalents
at the beginning of the period 1,636 1,132 2,088 13,860
-------- -------- -------- --------
Cash and cash equivalents
at the end of the period $ 3,488 $ 2,453 $ 3,488 $ 2,453
-------- -------- -------- --------
-------- -------- -------- --------
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(in thousands of dollars) (unaudited)

----------------------------------------------------------------------------
June 30 December 31
CONSOLIDATED BALANCE SHEETS 2009 2008
----------------------------------------------------------------------------
----------------------------------------------------------------------------

ASSETS

Current assets

Cash and cash equivalents $ 3,488 $ 2,088
Accounts receivable 10,153 5,691
Inventories 15,894 18,062
Income taxes recoverable 1,275 10
Future income taxes 10 40
Other current assets 524 988
Promissory note receivable, current 1,404 3,358
--------- ---------
32,748 30,237

Property, plant and equipment (net) 157,919 107,849

Construction in progress - 49,149
--------- ---------
157,919 156,998

Other assets

Promissory note receivable, long-term 1,312 3,244
Future income taxes 828 605
Other - 1,047
--------- ---------
2,140 4,896
--------- ---------
$ 192,807 $ 192,131
--------- ---------
--------- ---------

LIABILITIES

Current liabilities

Bank operating advances $ 730 $ 2,581
Accounts payable and accrued liabilities 14,860 15,146
Income taxes payable 1,516 2,579
Long-term debt, current portion 3,874 4,137
Derivative financial instruments, current 925 834
Asset retirement obligation 59 245
--------- ---------
21,964 25,522

Long-term debt, less current portion 37,804 25,521

Derivative financial instruments, non-current 1,215 2,267

Future income taxes 6,707 6,552

Asset retirement obligation 510 496
--------- ---------
68,200 60,358

Non-controlling interests 2,489 2,526

SHAREHOLDERS' EQUITY 122,118 129,247
--------- ---------
$ 192,807 $ 192,131
--------- ---------
--------- ---------
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(unaudited) (in thousands of dollars)

----------------------------------------------------------------------------
Three months ended Six months ended
CONSOLIDATED STATEMENTS OF June 30 June 30
RETAINED EARNINGS 2009 2008 2009 2008
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Balance at the beginning of the
period as previously reported $ 94,222 $ 107,104 $ 102,489 $ 111,587
Impact of accounting standard
changes under CICA Handbook
Section 3064 applied
retroactively - - (2,011) (231)
-------- -------- -------- --------
Balance at the beginning of the
period as restated $ 94,222 $ 107,104 $ 100,478 $ 111,356
(Loss) net income for the period (3,245) 3,125 (9,501) (1,066)
Premiums paid on repurchase of
capital stock - (65) - (126)
Dividends - (1,096) - (1,096)
-------- -------- -------- --------
Balance at the end of the period $ 90,977 $ 109,068 $ 90,977 $ 109,068
-------- -------- -------- --------
-------- -------- -------- --------
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(unaudited) (in thousands of dollars)

----------------------------------------------------------------------------
Three months ended Six months ended
CONSOLIDATED STATEMENTS OF June 30 June 30
COMPREHENSIVE (LOSS) NET INCOME 2009 2008 2009 2008
----------------------------------------------------------------------------
----------------------------------------------------------------------------

(Loss) net income for the period $ (3,245) $ 3,125 $ (9,501) $ (1,066)

Other comprehensive income
Gain on cash flow hedges, net
of taxes 646 113 702 158

Losses on derivatives designated
as cash flow hedges in prior
periods transferred to net income,
net of taxes, in the
current period 1,562 - 1,562 -
-------- -------- -------- --------
Comprehensive (loss) net income
for the period $ (1,037) $ 3,238 $ (7,237) $ (908)
-------- -------- -------- --------
-------- -------- -------- --------
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