JEWETT CAMERON TRADING CO LTD
10-Q, 2000-01-13
LUMBER & OTHER BUILDING MATERIALS DEALERS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q
(Mark One)
              (X)QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended November 30, 1999

                                       OR

              ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                     to
                              ---------------------  ---------------------
Commission file number: 0-19954

                      JEWETT-CAMERON TRADING COMPANY, LTD.
                      ------------------------------------
             (Exact name of registrant as specified in its charter)

         BRITISH COLUMBIA                                     NONE
         ----------------                                     ----
(State or other jurisdiction of             (IRS Employer Identification Number)
    incorporation or organization)

                32275 N.W. Hillcrest, North Plains, Oregon 97133
                ------------------------------------------------
                    (Address of Principal Executive Offices)

     Registrant's telephone number, including area code: (503) 647-0110

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  since  May  16,  1992  and  (2)  has  been  subject  to the  above  filing
requirements for the past 90 days.

Yes  X   No
   -----   -----
                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                  PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

         Indicate by check mark whether the  registrant  has filed all documents
and reports  required to be filed by Sections 12, 13, or 15(d) of the Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court.

Yes     No
   -----  -----
                      APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common  stock,  as of November 30, 1999.  Common Stock,  no par value  1,075,162
Shares.                                                                ---------

<PAGE>



                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements.

         Attached hereto and incorporated herein by reference.

Item 2.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations.

The following information contains certain forward-looking statements that
anticipate future trends or events. These statements are based on certain
assumptions that may prove to be erroneous and are subject to certain risks
including but not limited to the risks of increased competition in the Company's
industry and other risks detailed in the Company's Securities and Exchange
Commission filings. Accordingly, actual results may differ, possibly materially,
from the predictions contained herein.

Gross sales increased $142,897 during the first quarter of Fiscal 2000 as
compared to the first quarter of Fiscal 1999. During the first quarter of Fiscal
2000, the Company also experienced an increase in net income of $10,296.

Results of Operations.

         For the first quarter of the current fiscal year, ending November 30,
1999, sales increased 3.6% to $4,149,716 compared to $4,006,879 for the same
quarter of the previous year.

         Sales for Jewett-Cameron Lumber were $3,829,398 million for the
quarter, up 9% compared to sales of $3,517,236 million for the first quarter of
last year.

         Sales for MSI-PRO (pneumatic tools and industrial clamps) were $273,414
for the first quarter compared to $281,792 for the first quarter of last year,
down 3%.

         Sales for Jewett-Cameron South Pacific in the Kingdom of Tonga were
$46,904 for first quarter compared to $207,851 for the first quarter of last
year, down 77%. The Company is currently winding down its operations in the
Kingdom of Tonga.

         General and administrative expenses for the Company were $530,200 for
the first quarter down from $550,268 for the first quarter of last year. The
primary reasons for the decrease of $20,068 are decreases of $5,674 in
depreciation and amortization; $2,382 in travel, entertainment and advertising;
$17,740 in wages and employee benefits; $6,610 in office and miscellaneous
related expenses: and, $1,581 in warehouse expense and supplies. Increases;
however, did occur in the categories of consulting ($3,450) and professional
fees ($20,221).

         Net income for the quarter was $76,173 which represents a 16% increase
over the first quarter of last year when net income was $65,877. The increase in
net income was due to an increase in sales of $142,837 over the same period last
year coupled with decreases in general and administrative expenses and interest
expense. Interest income also increased slightly from $9,869 to $10,175.
<PAGE>

         Earnings per share was $0.07 for the first quarter of Fiscal 1999
compared to $0.06 for the first quarter of fiscal 1998.

Liquidity and Capital Resources

         As of November 30, 1999 the Company had working capital of $4,157,504
which represented an increase of $458,119 as compared to the working capital
position of $3,699,385 as of November 30, 1998. The increase in working capital
was due to an increase in cash and cash equivalents of $590,508 and a decrease
in current liabilities of $328,898.

         Accounts Receivable and Inventory represented 86% of current assets and
both continue to turn over at acceptable rates.

         External sources of liquidity include a bank line from the United
States National Bank of Oregon. The total line of credit available is $6.5
million of which there was no outstanding balance as of November 30, 1998. As of
the end of Fiscal 1999 (August 31st) the Company had an outstanding balance of
$87,883 and at the end of the first quarter of Fiscal 2000, the Company had no
outstanding balance.

         Based on the Company's current working capital position, its policy of
retaining earnings, and the line of credit available, the Company has adequate
working capital to meet its needs during the current fiscal year.

Impact of the Year 2000 Issue:

The Company has completed as assessment of the impact of the Year 2000 issue on
its internal systems and equipment, on its products and on the systems of its
significant vendors. Based on this assessment, the company believes that its
internal systems have been updated to address the Year 2000 issue, its products
will properly recognize calendar dates beginning in the Year 2000, and its
significant vendors are appropriately addressing the Year 2000 issue.
Accordingly, the Company believes it is Year 2000 ready and does not expect that
the Year 2000 will have a material impact on the Company's business, results of
operations or financial condition. However, there can be no assurance that the
systems of other companies on which the Company relies will not have an adverse
effect on the Company's systems.

 Item 3 - Quantitative and Qualitative Disclosures about Market Risks:

The Company does not have any derivative financial instruments as of November
30, 1999. However, the Company is exposed to interest rate risk.

The Company's interest income and expense are most sensitive to changes in the
general level of U.S. interest rates. In this regard, changes in U.S. interest
rates affect the interest earned on the Company's cash equivalents as well as
interest paid on debt.

The Company has a line of credit whose interest rate is based on various
published rates that may fluctuate over time based on economic changes in the
environment. The Company is subject to interest rate risk and could be subject
to increased interest payments if market interest rates fluctuate. The Company
does not expect any change in
<PAGE>

the interest rates to have a material adverse effect on the Company's results
from operations.

Foreign Currency Risk

The Company operates a subsidiary in the Kingdom of Tonga. The Company's
business and financial condition is, therefore, sensitive to currency exchange
rates or any other restrictions imposed on its currency. Since the Company is
currently winding down its operations in the Kingdom of Tonga, management does
not expect the foreign currency exchange rates to significantly impact the
Company in the future.

                           Part II - OTHER INFORMATION

    Item 1.       Legal Proceedings - None
    Item 2.       Changes in Securities - None
    Item 3.       Default Upon Senior Securities - None
    Item 4.       Submission of Matters to a Vote of Securities Holders - None
    Item 5.       Other Information - None
    Item 6.(a)    Exhibit 27 - Financial Data Schedule
    Item 6.(b)    Reports on Form 8-K - None


                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                        Jewett-Cameron Trading Company Ltd.
                                                   (Registrant)


Dated: January 12, 2000                 /s/ Donald M. Boone
       ----------------                 -------------------
                                        Donald M. Boone, President/CEO/Director
<PAGE>















                       JEWETT-CAMERON TRADING COMPANY LTD.


                        CONSOLIDATED FINANCIAL STATEMENTS
                           (Expressed in U.S. Dollars)
                       (Unaudited - See Notice to Reader)


                                NOVEMBER 30, 1999



















<PAGE>

                        [Davidson & Company Letterhead]















                                NOTICE TO READER





We have  compiled  the  consolidated  balance  sheet of  Jewett-Cameron  Trading
Company  Ltd.  as at  November  30,  1999  and the  consolidated  statements  of
operations,  cash flows and changes in stockholders'  equity for the three month
period then ended from information provided by management.  We have not audited,
reviewed or otherwise  attempted to verify the accuracy or  completeness of such
information.  Readers are cautioned that these statements may not be appropriate
for their purposes.







                                                           /s/Davidson & Company

Vancouver, Canada                                          Chartered Accountants

January 7, 2000





<PAGE>
JEWETT-CAMERON TRADING COMPANY LTD.
CONSOLIDATED BALANCE SHEETS
(Expressed in U.S. dollars)
(Unaudited - See Notice to Reader)
NOVEMBER 30, 1999
<TABLE>
===================================================================================================================

                                                                     November 30,     November 30,      August 31,
                                                                             1999             1998            1999
- -------------------------------------------------------------------------------------------------------------------
ASSETS
<S>                                                                <C>              <C>              <C>
Current
    Cash and cash equivalents                                      $      619,210   $       28,702   $      223,949
    Accounts receivable                                                 1,103,961        1,241,736        2,492,312
    Inventory                                                           2,890,779        3,200,787        2,666,835
    Prepaid expenses                                                       30,171           43,675           28,543
                                                                   --------------   --------------   --------------

    Total current assets                                                4,644,121        4,514,900        5,411,639

Capital assets (Note 3)                                                 1,493,318        1,593,952        1,511,067
Deferred income taxes (Note 4)                                            217,200          203,200          217,200
Deposits                                                                   74,345           74,345           74,345
Trademarks (Note 5)                                                            -           187,177               -
                                                                   --------------   --------------   --------------

Total assets                                                       $    6,428,984   $    6,573,574   $    7,214,251
===================================================================================================================

LIABILITIES AND STOCKHOLDERS' EQUITY

Current
    Bank indebtedness (Note 6)                                     $           -    $           -    $       87,883
    Accounts payable and accrued liabilities                              478,617          815,515        1,142,289
                                                                   --------------   --------------   --------------

    Total current liabilities                                             478,617          815,515        1,230,172
                                                                   --------------   --------------   --------------
Stockholders' equity
    Capital stock
       Authorized
         20,000,000  common  shares  without par value
         10,000,000  preferred shares without par value
       Issued
         1,075,162  common shares (November 30, 1998 - 1,157,162;
                    August 31, 1999 - 1,157,162)                        1,795,157        1,932,097        1,932,097
    Additional paid-in capital                                            582,247          582,247          582,247
    Retained earnings                                                   3,572,963        3,262,502        3,789,134
                                                                   --------------   --------------   --------------

                                                                        5,950,367        5,776,846        6,303,478
    Less: Treasury stock - Nil common shares (November 30,
                           1998 - 3,300; August 31, 1999 - 61,900)            -           (18,787)         (319,399)
                                                                   --------------   --------------   --------------

                                                                        5,950,367        5,758,059        5,984,079
                                                                   --------------   --------------   --------------

Total liabilities and stockholders' equity                         $    6,428,984   $    6,573,574   $    7,214,251
===================================================================================================================
</TABLE>

              The accompanying notes are an integral part of these
                       consolidated financial statements.


<PAGE>
JEWETT-CAMERON TRADING COMPANY LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Expressed in U.S. dollars)
(Unaudited - See Notice to Reader)
NOVEMBER 30, 1999
<TABLE>
===================================================================================================================

                                                                      Three Month      Three Month
                                                                     Period Ended     Period Ended      Year Ended
                                                                     November 30,     November 30,      August 31,
                                                                             1999             1998            1999
- -------------------------------------------------------------------------------------------------------------------


<S>                                                                <C>              <C>              <C>
SALES                                                              $    4,149,716   $    4,006,879   $   29,102,273

COST OF SALES                                                          (3,497,740)      (3,354,990)     (24,755,568)
                                                                   --------------   --------------   --------------

GROSS PROFIT                                                              651,976          651,889        4,346,705


GENERAL AND ADMINISTRATIVE EXPENSES - Schedule                           (540,200)        (550,268)      (2,895,790)
                                                                   --------------   --------------   --------------


Income from operations                                                    111,776          101,621        1,450,915
                                                                   --------------   --------------   --------------


OTHER ITEMS
     Interest and other income                                             10,175            9,859           37,026
     Interest expense                                                         (93)         (12,499)         (93,701)
     Foreign exchange gain (loss)                                            (685)            (104)            (532)
     Loss on disposal of capital assets                                        -                -           (45,078)
     Write-down of inventory                                                   -                -           (58,681)
     Write-down of trademarks (Note 5)                                         -                -          (165,440)
                                                                   --------------   --------------   --------------

                                                                            9,397           (2,744)        (326,406)
                                                                   --------------   --------------   --------------


Income before income taxes                                                121,173           98,877        1,124,509


Income taxes                                                              (45,000)         (33,000)        (532,000)
                                                                   --------------   --------------   --------------


Net income for the period                                          $       76,173   $       65,877   $      592,509
===================================================================================================================

Basic earnings per share                                           $         0.07   $         0.06   $         0.52

Fully diluted earnings per share                                   $         0.06   $         0.05   $         0.51
===================================================================================================================
</TABLE>




              The accompanying notes are an integral part of these
                       consolidated financial statements.



<PAGE>
JEWETT-CAMERON TRADING COMPANY LTD.
CONSOLIDATED SCHEDULES OF GENERAL AND ADMINISTRATIVE EXPENSES
(Expressed in U.S. dollars)
(Unaudited - See Notice to Reader)
NOVEMBER 30, 1999
<TABLE>
===================================================================================================================

                                                                      Three Month      Three Month
                                                                     Period Ended     Period Ended      Year Ended
                                                                     November 30,     November 30,      August 31,
                                                                             1999             1998            1999
- -------------------------------------------------------------------------------------------------------------------

<S>                                                                <C>              <C>              <C>
Bad debt expense                                                   $           -    $           -    $      196,923

Consulting                                                                  3,450               -                -

Depreciation and amortization                                              30,374           36,128          170,435

Insurance                                                                  12,473           12,455           55,398

Office and miscellaneous                                                   49,005           55,625          242,558

Professional fees                                                          38,139           17,928          161,500

Repairs and maintenance                                                    14,667           14,067           36,937

Telephone and utilities                                                    21,622           21,822           90,320

Travel, entertainment and advertising                                      37,755           40,137          167,929

Wages and employee benefits                                               314,177          331,917        1,689,362

Warehouse expenses and supplies                                            18,538           20,189           84,428
                                                                   --------------   --------------   --------------

                                                                   $      540,200   $      550,268   $    2,895,790
===================================================================================================================
</TABLE>




              The accompanying notes are an integral part of these
                       consolidated financial statements.

<PAGE>
JEWETT-CAMERON TRADING COMPANY LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in U.S. dollars)
(Unaudited - See Notice to Reader)
NOVEMBER 30, 1999
<TABLE>
===================================================================================================================

                                                                      Three Month      Three Month
                                                                     Period Ended     Period Ended      Year Ended
                                                                     November 30,     November 30,      August 31,
                                                                             1999             1998            1999
- -------------------------------------------------------------------------------------------------------------------

<S>                                                                <C>              <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Net income                                                     $       76,173   $       65,877   $      592,509
    Items not involving an outlay of cash:
       Depreciation and amortization                                       30,374           36,128          170,435
       Bad debt expense                                                        -                -           196,923
       Deferred income taxes                                                   -                -           (14,000)
       Loss on disposal of capital assets                                      -                -            45,078
       Write-down of inventory                                                 -                -            58,681
       Write-down of trademarks                                                -                -           165,440

    Cash provided by changes in the following non-cash
          working capital items:
       (Increase) decrease in accounts receivable                       1,388,351          764,534         (682,965)
       (Increase) decrease in inventory                                  (223,944)        (151,984)         323,287
       (Increase) decrease in prepaid expenses                             (1,628)           2,078           17,210
       Increase (decrease) in bank indebtedness                           (87,883)        (767,321)        (679,438)
       Increase (decrease) in accounts payable and
          accrued liabilities                                            (663,672)          79,252          406,026
                                                                   --------------   --------------   --------------

    Net cash provided by operating activities                             517,771           28,564          599,186
                                                                   --------------   --------------   --------------

CASH FLOWS FROM FINANCING ACTIVITIES
    Capital stock issued                                                        -            11,044          11,044
    Treasury shares acquired                                             (109,885)         (35,512)        (336,123)
                                                                   --------------   --------------   --------------

    Net cash used in financing activities                                (109,885)         (24,468)        (325,079)
                                                                   --------------   --------------   --------------

CASH FLOWS FROM INVESTING ACTIVITIES
    Purchase of capital assets                                            (12,625)         (28,323)        (112,411)
    Disposal of capital assets                                                  -                -            9,324
                                                                   --------------   --------------   --------------

    Net cash used in investing activities                                 (12,625)         (28,323)        (103,087)
                                                                   --------------   --------------   --------------

Increase (decrease) in cash and cash equivalents                          395,261          (24,227)         171,020

Cash and cash equivalents, beginning of period                            223,949           52,929          52,929
                                                                   --------------   --------------   --------------

Cash and cash equivalents, end of period                           $      619,210   $       28,702   $      223,949
===================================================================================================================
</TABLE>

Supplemental disclosures with respect to statements of cash flows (Note 9)

              The accompanying notes are an integral part of these
                       consolidated financial statements.


<PAGE>
JEWETT-CAMERON TRADING COMPANY LTD.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(Expressed in U.S. Dollars)
(Unaudited - See Notice to Reader)
NOVEMBER 30, 1999
<TABLE>
==============================================================================================================================

                                            Common Stock             Treasury Shares
                                           --------------            ---------------
                                                                                          Additional
                                          Number                    Number                   Paid-In     Retained
                                       of Shares       Amount    of Shares        Amount     Capital     Earnings        Total
- ----------------------------------- ------------ ------------ ------------ ------------- ----------- ------------ ------------
<S>                                 <C>          <C>          <C>          <C>           <C>         <C>          <C>
Balance, August 31, 1998              1,176,762  $ 1,960,368       20,600  $   117,630   $  582,247  $ 3,291,664  $ 5,716,649

Net income for the year                      -            -            -            -            -       592,509      592,509
Stock options exercised                   4,000       11,044           -            -            -            -        11,044
Shares cancelled                        (23,600)     (39,315)          -            -            -            -       (39,315)
Treasury shares acquired                     -            -        64,900      336,123           -            -      (336,123)
Treasury shares cancelled                    -            -       (23,600)    (134,354)          -            -       134,354
Premium relating to cancellation
    of share capital                         -            -            -            -            -       (95,039)     (95,039)
                                    -----------  -----------  -----------  -----------   ----------  -----------  -----------

Balance, August 31, 1999              1,157,162  $ 1,932,097       61,900  $   319,399   $  582,247  $ 3,789,134  $ 5,984,079
                                    ============ ============ ============ ============= =========== ============ ============

Balance, August 31, 1998              1,176,762  $ 1,960,368       20,600  $   117,630   $  582,247  $ 3,291,664  $ 5,716,649

Net income for the period                  -            -            -            -            -          65,877       65,877
Stock options exercised                   4,000       11,044         -            -            -            -          11,044
Shares cancelled                        (23,600)     (39,315)        -            -            -            -         (39,315)
Treasury shares acquired                   -            -           6,300       35,511         -            -         (35,511)
Treasury shares cancelled                  -            -         (23,600)    (134,354)        -            -         134,354
Premium relating to cancellation
    of share capital                         -            -            -            -            -       (95,039)     (95,039)
                                    -----------  -----------  -----------  -----------   ----------  -----------  -----------

Balance, November 30, 1998            1,157,162  $ 1,932,097        3,300  $    18,787   $  582,247  $ 3,262,502  $ 5,758,059
                                    ============ ============ ============ ============= =========== ============ ============

Balance, August 31, 1999              1,157,162  $ 1,932,097       61,900  $   319,399   $  582,247  $ 3,789,134  $ 5,984,079

Net income for the period                    -            -            -            -            -        76,173       76,173
Shares cancelled                        (82,000)    (136,940)          -            -            -            -      (136,940)
Treasury shares acquired                     -            -        20,100      109,885           -            -      (109,885)
Treasury shares cancelled                    -            -       (82,000)    (429,284)          -            -       429,284
Premium relating to cancellation
    of share capital                         -            -            -            -            -      (292,344)    (292,344)
                                    -----------  -----------  -----------  -----------   ----------  -----------  ------------

Balance, November 30, 1999            1,075,162  $ 1,795,157           -   $        -    $  582,247  $ 3,572,963  $ 5,950,367
=================================== ============ ============ ============ ============= =========== ============ ============

</TABLE>






              The accompanying notes are an integral part of these
                       consolidated financial statements.


<PAGE>
JEWETT-CAMERON TRADING COMPANY LTD.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. dollars)
(Unaudited - See Notice to Reader)
NOVEMBER 30, 1999
================================================================================

1.      BUSINESS COMBINATION

        The Company was incorporated under the Company Act of British Columbia
        on July 8, 1987.

        The Company and its subsidiaries  operate as a distributor of lumber and
        other building products,  as a distributor of industrial tools, and as a
        retailer of building materials.


2.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        Generally accepted accounting principles

        These consolidated financial statements have been prepared in accordance
        with generally accepted accounting  principles of Canada,  which are not
        materially  different  from  generally  accepted  accounting  principles
        utilized in the United States.

        Principles of consolidation

        These  consolidated  financial  statements  include the  accounts of the
        Company and its wholly-owned  subsidiaries,  The  Jewett-Cameron  Lumber
        Corporation, MSI-Pro Co., and Material Supply International Inc., all of
        which  are   incorporated   under  the  laws  of  Oregon,   U.S.A.   and
        Jewett-Cameron  South Pacific Ltd., which is incorporated under the laws
        of Tonga.

        Significant inter-company balances and transactions have been eliminated
        upon consolidation.

        Estimates

        The  preparation  of financial  statements in conformity  with generally
        accepted accounting principles required management to make estimates and
        assumptions  that affect the reported  amounts of assets and liabilities
        and disclosure of contingent  assets and  liabilities at the date of the
        financial  statements and the reported  amounts of revenues and expenses
        during the  reporting  period.  Actual  results  could differ from those
        estimates.

        Currency

        These financial statements are expressed in U.S. dollars as the
        Company's operations are based predominantly in the United States.

        Cash and cash equivalents

        Cash and cash equivalents include highly liquid investments with
        original maturities of three months or less.

        Inventory

        Inventory is recorded at the lower of cost and net realizable value
        based on the average cost method.

        Capital assets and depreciation

        Capital  assets  are  recorded  at cost  and the  Company  provides  for
        depreciation  over the estimated  life of each asset on a  straight-line
        basis over the following periods:

          Office equipment                                5-7 years
          Warehouse equipment                             2-10 years
          Automotive equipment                            4 years
          Buildings                                       5- 30 years
<PAGE>
JEWETT-CAMERON TRADING COMPANY LTD.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. dollars)
(Unaudited - See Notice to Reader)
NOVEMBER 30, 1999
================================================================================

2.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd.....)

        Foreign exchange

        Financial   statements  of  the  Company's   foreign   subsidiaries  are
        translated  using the temporal  method  whereby all monetary  assets and
        liabilities  are translated at the rate of exchange at the balance sheet
        date.  Non-monetary  assets and  liabilities  are translated at exchange
        rates  prevailing  at the  transaction  date.  Income and  expenses  are
        translated  at rates which  approximate  those in effect on  transaction
        dates.  Gains and losses arising from  restatement  of foreign  currency
        monetary  assets and  liabilities  at each  period end are  included  in
        earnings.

        Trademarks

        The  Company   accounts  for  costs  of  acquiring  its   trademarks  by
        capitalizing all costs of acquisition.  These costs will be amortized to
        income over periods ranging from five to fifteen years.

        Comparative figures

        Certain comparative figures have been reclassified to conform with the
        presentation adopted for the current period.

        Financial instruments

        The   Company's   financial   instruments   consist  of  cash  and  cash
        equivalents, accounts receivable, deposits, accounts payable and accrued
        liabilities. Unless otherwise noted, it is management's opinion that the
        Company is not exposed to significant interest, currency or credit risks
        arising  from  these  financial  instruments.  The  fair  value of these
        financial   instruments   approximate  their  carrying  values,   unless
        otherwise noted.

        Earnings per share

        Earnings  per share is computed  using the  weighted  average  number of
        shares  outstanding  during the period,  after  considering  outstanding
        stock options and warrants.

        Fully  diluted  earnings per share  consider the dilutive  impact of the
        conversion of outstanding stock options as if the events occurred during
        the period.

        The earnings per share data for the periods ended November 30, 1999 and
        1998 and August 31, 1999 is summarized as follows:

<TABLE>
        ======================================================================================================
                                                                November 30,     November 30,      August 31,
                                                                        1999             1998            1999
        ------------------------------------------------------------------------------------------------------
<S>                                                          <C>              <C>              <C>
        Net income for United States reporting purposes      $        76,173  $        19,663  $      592,509
                                                             ===============  ===============  ===============
        Basic earnings per share weighted average number
            of shares outstanding                                  1,147,618        1,176,762       1,131,627
        Effect of dilutive securities
            Stock options                                             35,533           34,785          34,948
                                                             ---------------  ---------------  ---------------
        Fully diluted earnings per share weighted average
            number of shares outstanding                           1,183,151        1,211,547       1,166,575
        ======================================================================================================
</TABLE>
<PAGE>
JEWETT-CAMERON TRADING COMPANY LTD.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. dollars)
(Unaudited - See Notice to Reader)
NOVEMBER 30, 1999
================================================================================

2.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd.....)

         Post retirement benefits

         Post  retirement  benefits are accounted for on an accrual  basis.  Any
         difference  between net periodic post  retirement  benefit cost charged
         against income and the amount actually funded is recorded as an accrued
         or prepaid cost.  This policy is consistent  with Financial  Accounting
         Standards No. 106,  "Employers  Accounting for Post Retirement Benefits
         Other than Pensions".


3.      CAPITAL ASSETS

<TABLE>
        ======================================================================================================
                                                                November 30,     November 30,      August 31,
                                                                        1999             1998            1999
        ------------------------------------------------------------------------------------------------------
<S>                                                         <C>               <C>              <C>
        Office equipment                                    $        214,193  $       174,922  $       210,652
        Warehouse equipment                                          219,476          210,491          213,751
        Automotive equipment                                          46,159           59,009           46,159
        Building                                                   1,413,700        1,460,993        1,410,058
        Land                                                         370,412          347,127          365,522
                                                             ---------------  ---------------  ---------------

                                                                   2,263,940        2,252,542        2,246,142
        Accumulated depreciation                                    (770,622)        (658,590)        (735,075)
                                                             ---------------  ---------------  ---------------

        Net book value                                      $      1,493,318  $     1,593,952  $     1,511,067
        ======================================================================================================
</TABLE>


4.      DEFERRED INCOME TAXES

        Deferred income taxes of $217,200 (November 30, 1998 - $203,200;  August
        31, 1999 - $217,200) relate  principally to timing  differences  between
        the  accounting  and tax  treatment  of income,  expenses,  reserves and
        depreciation.



5.      TRADEMARKS
<TABLE>
        ======================================================================================================
                                                                November 30,     November 30,      August 31,
                                                                        1999            1998             1999
        ------------------------------------------------------------------------------------------------------
<S>                                                         <C>               <C>              <C>
        Trademarks                                          $            -    $       283,914  $       283,914
        Accumulated amortization                                         -            (96,737)        (118,474)
        Write-down of trademarks                                         -                 -          (165,440)
                                                             ---------------  ---------------  ---------------
                                                            $            -    $       187,177  $            -
        ======================================================================================================
</TABLE>
<PAGE>
JEWETT-CAMERON TRADING COMPANY LTD.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. dollars)
(Unaudited - See Notice to Reader)
NOVEMBER 30, 1999
================================================================================

6.      BANK INDEBTEDNESS
<TABLE>
        ======================================================================================================
                                                                November 30,     November 30,       August 31,
                                                                         1999            1998             1999
        ------------------------------------------------------------------------------------------------------
<S>                                                         <C>               <C>              <C>
        Demand loan                                          $           -    $           -    $       87,883
        ======================================================================================================
</TABLE>

7.      STOCK OPTIONS

        At November 30, 1999,  employee incentive stock options were outstanding
        enabling the holders to acquire the following number of shares:

        ========================================================================
                  Number              Exercise
               of Shares                 Price              Expiry Date
        -----------------------------------------------------------------------
                  12,000             Cdn$ 4.25              December 31, 2000
                  70,000             Cdn$ 4.25              August 6, 2006
        ========================================================================


8.      EMPLOYEE STOCK OWNERSHIP PLAN

        The Company  sponsors an employee  stock  ownership  plan  ("ESOP") that
        covers all U.S.  employees  who are employed by the Company on August 31
        of each year and who have at least one  thousand  hours with the Company
        in the twelve  months  preceding  that date.  The Company  makes  annual
        contributions  to the ESOP,  at least equal to the ESOP's debt  service.
        The ESOP shares were  initially  pledged as collateral  for its debt. As
        the debt is repaid, shares are released from collateral and allocated to
        active  employees,  based on the  proportion of debt service paid in the
        year. Debt of the ESOP is recorded as debt of the Company and the shares
        pledged as  collateral  are  reported  as  unearned  ESOP  shares in the
        balance  sheet.  As shares are  released  from  collateral,  the Company
        reports  compensation  expense equal to the current  market value of the
        shares,  and the  shares  become  outstanding  for  earnings  per  share
        computations.  ESOP compensation  expense was $Nil for the periods ended
        November  30, 1999 and 1998 and $Nil for the year ended August 31, 1999.
        The ESOP shares as of November 30,  1999,  1998 and August 31, 1999 were
        as follows:

<TABLE>
        ======================================================================================================
                                                                November 30,     November 30,       August 31,
                                                                        1999             1998             1999
        ------------------------------------------------------------------------------------------------------
<S>                                                         <C>               <C>              <C>
        Allocated shares                                              90,000           90,000           90,000
        Unreleased shares                                                 -                -               -
                                                            ----------------    -------------  ----  ---------
        Total ESOP shares                                             90,000           90,000           90,000
        ======================================================================================================
        Fair market value of unreleased shares              $             -    $           -   $           -
        ======================================================================================================
</TABLE>
<PAGE>
JEWETT-CAMERON TRADING COMPANY LTD.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. dollars)
(Unaudited - See Notice to Reader)
NOVEMBER 30, 1999
================================================================================

9.      SUPPLEMENTAL DISCLOSURES WITH RESPECT TO STATEMENTS OF CASH FLOWS
<TABLE>
        ======================================================================================================
                                                                November 30,     November 30,       August 31,
                                                                        1999             1998             1999
        ------------------------------------------------------------------------------------------------------
<S>                                                         <C>               <C>              <C>
        Cash paid during the period for:
             Interest                                       $             93  $        12,499  $        93,701
             Income taxes                                            109,000           14,336          433,157
        ======================================================================================================
</TABLE>

        Significant  non-cash  transaction  for the  three  month  period  ended
November 30, 1999:

             The Company cancelled 82,000 treasury shares repurchased at a price
             of $429,284 which had an original cost of $136,940.  The difference
             between  the  original  cost and  purchase  price of  $292,344  was
             applied  against  retained  earnings  as a premium  relating to the
             cancellation of share capital.

        Significant  non-cash  transaction  for the  three  month  period  ended
November 30, 1998:

             The Company cancelled 23,600 treasury shares repurchased at a price
             of $134,354  which had an original cost of $39,315.  The difference
             between the original cost and purchase price of $95,039 was applied
             against retained earnings as a premium relating to the cancellation
             of share capital.

        Significant non-cash transaction for the year ended August 31, 1999:

             The Company cancelled 23,600 treasury shares repurchased at a price
             of $134,354  which had an original cost of $39,315.  The difference
             between the original cost and purchase price of $95,039 was applied
             against retained earnings as a premium relating to the cancellation
             of share capital.


10.      SEGMENTED INFORMATION

         The Company's  operations  are classified  into two principle  industry
         segments:  (sales of)  building  materials  and  (sales of)  industrial
         tools.

         Sales of building  materials  consists of wholesale sales of lumber and
         building  materials  in the United  States and retail sales of building
         materials in Tonga.  Sales of industrial tools consists of distribution
         of pneumatic air tools and industrial clamps in the United States.

         In computing  income from operations by industry  segment,  unallocable
         general  and  administrative  expenses  have  been  excluded  from each
         segment's pre-tax  operating  earnings before interest expense and have
         been included in general corporate and other operations.

<PAGE>
JEWETT-CAMERON TRADING COMPANY LTD.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. dollars)
(Unaudited - See Notice to Reader)
NOVEMBER 30, 1999
================================================================================

10.      SEGMENTED INFORMATION (cont'd.....)

         Following is a summary of segmented  information  for the three month
         periods ended November 30, 1999 and 1998 and the year ended August 31,
         1999:

<TABLE>
        ======================================================================================================
                                                                November 30,     November 30,       August 31,
                                                                        1999             1998             1999
        ------------------------------------------------------------------------------------------------------
<S>                                                         <C>               <C>              <C>
         Sales to unaffiliated customers:
             Building Materials:
                United States                               $    3,829,398    $    3,517,236   $   27,707,986
                South Pacific                                       46,904           207,851          316,757
             Industrial tools                                      273,414           281,792        1,077,530
                                                            --------------    --------------   --------------

                                                            $    4,149,716    $    4,006,879   $   29,102,273
                                                            ==============    ==============   ==============
         Income from operations:
             Building Materials:
                United States                               $      116,961    $      104,437   $    1,583,793
                South Pacific                                      (35,198)          (10,938)        (138,126)
             Industrial tools                                       42,304            32,347          116,902
             General corporate                                     (12,291)          (24,225)        (111,654)
                                                            --------------    --------------   --------------

                                                            $      111,776    $      101,621   $    1,450,915
                                                            ===============   ==============   ==============
         Identifiable assets:
             Building Materials:
                United States                               $    5,764,017    $    5,400,404   $    6,521,677
                South Pacific                                      421,517           934,907          464,719
             Industrial tools                                      131,672           130,666          117,549
             General corporate                                     111,778           107,597          110,306
                                                            --------------    --------------   --------------

                                                            $    6,428,984    $    6,573,574   $    7,214,251
                                                            ==============    ==============   ==============
         Depreciation and amortization:
             Building Materials:
                United States                               $       28,869    $       31,899   $      152,591
                South Pacific                                        1,230             3,659           16,250
             Industrial tools                                          275               570            1,594
                                                            --------------    --------------   --------------

                                                            $       30,374    $       36,128   $      170,435
                                                            ==============    ==============  ===============

         Capital expenditures:
             Building Materials:
                United States                               $       12,625    $       28,323   $      112,411
                South Pacific                                           -               -                -
                                                            --------------    --------------   --------------

                                                            $       12,625  $       28,323     $      112,411
         =====================================================================================================
</TABLE>

<PAGE>
JEWETT-CAMERON TRADING COMPANY LTD.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. dollars)
(Unaudited - See Notice to Reader)
NOVEMBER 30, 1999
================================================================================

11.     UNCERTAINTY DUE TO THE YEAR 2000 ISSUE

        The Year 2000 Issue  arises  because many  computerized  systems use two
        digits rather than four to identify a year.  Date-sensitive  systems may
        incorrectly  recognize  the year 2000 as some other date,  resulting  in
        errors.  The effects of the Year 2000 Issue may be  experienced  before,
        on, or after  January  1,  2000 and,  if not  addressed,  the  impact on
        operations  and  financial  reporting  may range  from  minor  errors to
        significant  systems  failure which could affect an entity's  ability to
        conduct  normal  business  operations.  It is not possible to be certain
        that all aspects of the Year 2000 Issue affecting the Company, including
        those  related to the efforts of  customers,  suppliers,  or other third
        parties, will be fully resolved.


<TABLE> <S> <C>


<ARTICLE>                     5
<LEGEND>
                              This   schedule    contains   summary    financial
                              information    extracted    from   the   financial
                              statements of Jewett-Cameron  Trading Company Ltd.
                              which are included in its quarterly  report,  Form
                              10-Q for the quarter  ended  November 30, 1999 and
                              is  qualified in its entirety by reference to such
                              financial statements.

</LEGEND>

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>               AUG-31-2000
<PERIOD-END>                    NOV-30-1999
<CASH>                              619,210
<SECURITIES>                              0
<RECEIVABLES>                     1,103,961
<ALLOWANCES>                              0
<INVENTORY>                       2,890,779
<CURRENT-ASSETS>                  4,644,121
<PP&E>                            1,493,318
<DEPRECIATION>                       30,374
<TOTAL-ASSETS>                    6,428,984
<CURRENT-LIABILITIES>               478,617
<BONDS>                                   0
                     0
                               0
<COMMON>                          1,795,157
<OTHER-SE>                        4,155,210
<TOTAL-LIABILITY-AND-EQUITY>      6,428,984
<SALES>                           4,149,716
<TOTAL-REVENUES>                  4,149,716
<CGS>                            (3,497,740)
<TOTAL-COSTS>                    (4,037,940)
<OTHER-EXPENSES>                        778
<LOSS-PROVISION>                          0
<INTEREST-EXPENSE>                       93
<INCOME-PRETAX>                     121,173
<INCOME-TAX>                         45,000
<INCOME-CONTINUING>                       0
<DISCONTINUED>                            0
<EXTRAORDINARY>                           0
<CHANGES>                                 0
<NET-INCOME>                         76,173
<EPS-BASIC>                          0.07
<EPS-DILUTED>                          0.06



</TABLE>


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