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BMTC Group Inc. Audit Report / Information 2025

May 1, 2025

43306_rns_2025-05-01_280c0c8a-cca4-4889-ae23-86183fcfe8f8.pdf

Audit Report / Information

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pwc

Independent auditor's report

To the Shareholders of BMTC Group Inc.

Our opinion

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the financial position of BMTC Group Inc. and its subsidiaries (together, the Company) as at January 31, 2025 and 2024, and its financial performance and its cash flows for the years then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (IFRS Accounting Standards).

What we have audited

The Company's consolidated financial statements comprise:

  • the consolidated statements of earnings and other comprehensive income for the years ended January 31, 2025 and 2024;
  • the consolidated statements of changes in shareholders' equity for the years then ended;
  • the consolidated statements of cash flows for the years then ended;
  • the consolidated statements of financial position as at January 31, 2025 and 2024; and
  • the notes to the consolidated financial statements, comprising material accounting policy information and other explanatory information.

Basis for opinion

We conducted our audit in accordance with Canadian generally accepted auditing standards. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the consolidated financial statements section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence

We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements in Canada. We have fulfilled our other ethical responsibilities in accordance with these requirements.

PricewaterhouseCoopers LLP

1250 René-Lévesque Boulevard West, Suite 2500, Montréal, Quebec, Canada H3B 4Y1

T.: +1 514 205 5000, F.: +1 514 876 1502, Fax to mail: [email protected]

"PwC" refers to PricewaterhouseCoopers LLP, an Ontario limited liability partnership.


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Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended January 31, 2025. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matter How our audit addressed the key audit matter
Inventory valuation

Refer to note 3 – Summary of material accounting policies to the consolidated financial statements. | Our approach to addressing the matter included the following procedures, among others: |
| The carrying amount of inventory in the consolidated financial statements of the Company amounted to $95.5 million as at January 31, 2025. Inventory is valued at the lower of cost and net realizable value. Cost is determined by the weighted average method. The cost of inventories comprises all costs of purchase and other costs incurred in bringing the inventories to their present location and condition. The net realizable value is the estimated selling price in the ordinary course of business less the estimated costs necessary to make the sale. A high degree of judgment is used when estimating the effect of certain factors on the net realizable value of inventory, such as obsolescence and damages. | • Tested the mathematical accuracy of the weighted average cost calculation for a sample of inventory purchases.
• Tested the acquisition cost of a sample of inventory by comparing it against purchase invoices.
• Observed the inventory counting processf or a sample of stores and warehouses, executed independent inventory counting tests and assessed if inventory selected for each test is damaged.
• Tested how management determined the net realizable value of inventory, in particular:
- Evaluated the appropriateness of the determination method of the net realizable value of inventory;
- Tested the mathematical accuracy of the calculation of the net realizable value of inventory;
- Tested the underlying data used in the calculation of the net realizable value of inventory;
- Evaluated the reasonableness of the factors used by management to determine the effect of obsolescence and damages on the net realizable value of inventory taking into account the Company’s sales price history. |
| We considered this a key audit matter due to the high degree of judgment used by management in estimating the effect of certain factors on the determination of the net realizable value of inventory. This has resulted in a high degree of subjectivity in performing audit procedures related to these judgments made by management. | |


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Key audit matter How our audit addressed the key audit matter
Performed a retrospective analysis of the net realizable value of inventory determined at the end of the previous year, on a sampling basis, by comparing it to the actual realized price of the current year less costs necessary to make the sale
Compared the net realizable value of a sample of inventory as at January 31, 2025 to the most recent unit selling price less costs necessary to make the sale.

Other information

Management is responsible for the other information. The other information comprises the Management's Discussion and Analysis and the information, other than the consolidated financial statements and our auditor's report thereon, included in the annual report.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of management and those charged with governance for the consolidated financial statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRS Accounting Standards, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.


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Those charged with governance are responsible for overseeing the Company's financial reporting process.

Auditor's responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian generally accepted auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
  • Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
  • Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the Company as a basis for forming an opinion on the consolidated financial statements. We are responsible for the direction, supervision and review of

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the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partner on the audit resulting in this independent auditor's report is Sonia Boisvert.

/s/PricewaterhouseCoopers LLP¹

Montréal, Quebec
April 24, 2025

¹ FCPA auditor, public accountancy permit No. A116853


BMTC Group Inc.
Consolidated Statements of Earnings and Comprehensive Income
For the years ended January 31, 2025 and 2024
(In thousands of Canadian dollars, except per share data)

Notes January 31, 2025 January 31, 2024
$ $
Revenue 4 602 701 578 945
Cost of sales (366 443) (354 488)
Gross profit 236 258 224 457
Other (expenses) income 145 27
Operating expenses 5 (207 712) (211 252)
Administrative expenses 5 (28 566) (28 852)
Gains (losses) on disposals of property, plant and equipment 9 11 123 60 412
Operating earnings 11 248 44 792
Change in fair value of financial assets 19 31 922 1 221
Investment income 5 8 640 8 685
Net earnings before income tax expense 51 810 54 698
Income tax expense 6 (7 901) (7 271)
Net earnings 43 909 47 427
Other comprehensive income
Items that will not be reclassified to earnings
Remeasurements of net asset or liability for defined benefit pension plans 16 33 799 7 664
Income tax recovery (expense) 6 (8 957) (2 031)
Other comprehensive income, net of tax 24 842 5 633
Comprehensive income 68 751 53 060
Net earnings per share
Basic and diluted 20 1.35 1.44

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

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BMTC Group Inc.
Consolidated Statements of Changes in Shareholders' Equity
For the years ended January 31, 2025 and 2024
(In thousands of Canadian dollars)

Notes Capital stock Retained earnings Total shareholders' equity
Balance as at February 1, 2024 $ 2 588 $ 474 309 $ 476 897
Share redemption 14 (25) (4 449) (4 474)
Dividends 20 - (11 667) (11 667)
Transactions with shareholders (25) (16 116) (16 141)
Net earnings - 43 909 43 909
Other comprehensive income - 24 842 24 842
Comprehensive income - 68 751 68 751
Balance as at January 31, 2025 2 563 526 944 529 507
Notes Capital stock Retained earnings Total shareholders' equity
--- --- --- --- ---
Balance as at February 1, 2023 $ 2 618 $ 438 281 $ 440 899
Share redemption 14 (30) (5 215) (5 245)
Dividends 20 - (11 817) (11 817)
Transactions with shareholders (30) (17 032) (17 062)
Net Earnings - 47 427 47 427
Other comprehensive income - 5 633 5 633
Comprehensive income - 53 060 53 060
Balance as at January 31, 2024 2 588 474 309 476 897

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

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BMTC Group Inc.
Consolidated Statements of Cash Flows
For the years ended January 31, 2025 and 2024
(In thousands of Canadian dollars)

Notes January 31, 2025 January 31, 2024
$ $
OPERATING ACTIVITIES
Net earnings before income tax expense 51 810 54 698
Losses (gains) on disposals of property, plant and equipment 9 (11 123) (60 412)
Change in fair value of financial assets 19 (31 922) (1 221)
Adjustments 7 2 732 (1 198)
Net changes in working capital 7 21 393 1 350
Income taxes paid (recovered) (159) (3 293)
Cash flow from operating activities 32 731 (10 076)
INVESTING ACTIVITIES
Acquisition of other financial assets (23 243) (126 429)
Proceeds from disposal other financial assets 120 977 70 503
Purchase of property, plant and equipment 9 (21 243) (2 059)
Purchase of investment properties 10 (103 216) -
Proceeds from disposal of property, plant and equipment 9 13 478 66 822
Interest received 5 3 458 4 003
Dividends received 5 5 182 4 682
Cash flow from investing activities (4 607) 17 522
FINANCING ACTIVITIES
Payments for share redemption 14 (4 474) (5 245)
Interest paid 12 (372) (335)
Payment of lease liabilities 12 (3 817) (3 484)
Dividends 20 (11 667) (11 817)
Cash flow from financing activities (20 330) (20 881)
Net change in cash 7 794 (13 435)
Cash (bank overdraft), beginning of year (21 419) (7 984)
Cash (bank overdraft), end of year (13 625) (21 419)

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

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BMTC Group Inc.
Consolidated Statements of Financial Position
As at January 31, 2025 and 2024
(In thousands of Canadian dollars)

Notes January 31, 2025 January 31, 2024
ASSETS $ $
Current
Cash 1 501 1 255
Trade and other receivables 8 112 8 306
Current tax assets 7 512 6 588
Inventory 95 540 98 205
Prepaid expenses 2 136 2 652
114 801 117 006
Assets classified as held for sale 10 10 172 1 862
Total current assets 124 973 118 868
Non-current
Other financial assets 8 218 949 284 761
Property, plant and equipment 9 122 796 116 098
Investment properties 10 127 005 14 707
Intangible assets 11 7 043 -
Defined benefit plans 16 124 179 86 595
Total non-current assets 599 972 502 161
Total assets 724 945 621 029
LIABILITIES
Current
Bank overdraft 13 15 126 22 674
Trade and other payables 15 115 993 84 692
Lease liabilities 12 6 515 2 989
Total current liabilities 137 634 110 355
Non-current
Lease liabilities 12 11 234 4 830
Deferred tax liabilities 6 46 570 28 947
Total non-current liabilities 57 804 33 777
Total liabilities 195 438 144 132
SHAREHOLDERS' EQUITY
Capital stock 14 2 563 2 588
Retained earnings 526 944 474 309
Total shareholders' equity 529 507 476 897
Total liabilities and shareholders' equity 724 945 621 029

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

The consolidated financial statements for the year ended January 31, 2025 were approved and authorized for publication by the Board of Directors on April 24, 2025.

On behalf of the Board,

(s) Yves Des Groseillers
Director

(s) Marie-Berthe Des Groseillers
Director

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BMTC Group Inc.
Notes to the Consolidated Financial Statements
For the years ended January 31, 2025 and 2024
(In thousands of dollars, except per share amounts)

  1. GOVERNING STATUTES AND NATURE OF OPERATIONS

BMTC Group Inc. (hereinafter "BMTC") is a company governed by the Business Corporations Act (Quebec). Its registered office and principal place of business is located at 8500 Place Marien, Montréal East, Quebec, H1B 5W8. Its common shares are listed on the Toronto Stock Exchange. The BMTC Group Inc. is now formed of the Tanguay division and its subsidiaries Le Corbusier-Concorde S.E.C., Commandité Le Corbusier-Concorde Inc. and 9519-2340 Québec Inc. (collectively designated as the "Company"). The Company manages and operates a retail network of furniture, household appliances and electronic products, in Quebec, while also overseeing the management of its real estate division.

  1. GENERAL INFORMATION AND STATEMENT OF COMPLIANCE WITH IFRS

These consolidated financial statements of the Company have been prepared in accordance with IFRS Accounting Standards (IFRS) as issued by the International Accounting Standard Board.

The consolidated financial statements have been prepared on the historical cost basis, except for certain financial instruments and the liability relating to share-based payments, which are established at fair value, and post-employment benefit assets or liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets, less an adjustment to reflect application of the asset limit.

  1. MATERIAL ACCOUNTING POLICIES

The material accounting policies specified below have been applied consistently throughout all periods presented in the consolidated financial statements unless otherwise indicated.

3.1 Basis of consolidation

The consolidated financial statements include the accounts of BMTC, and its wholly-owned subsidiaries Le Corbusier-Concorde S.E.C., Commandité Le Corbusier-Concorde Inc. and 9519-2340 Québec Inc.

Asset and liability balances and revenues and expenses from transactions between group companies, including unrealized gains and losses on transactions between consolidated entities, are eliminated in preparing the consolidated financial statements.

3.2 Foreign currency translation

The consolidated financial statements are presented in Canadian dollars, which is also the functional currency of the Company.

Foreign currency transactions are translated into the Company's functional currency, using the exchange rates prevailing at the dates of the transactions. Foreign currency monetary assets and liabilities are translated into the functional currency using the exchange rates in effect at the reporting date. Other foreign currency non-monetary financial assets that are measured at fair value are translated into the functional currency using the exchange rate in effect on the date of determination of fair value. Foreign exchange gains and losses resulting from the settlement of such transactions and from the remeasurement of monetary items at the reporting date are recognized in earnings.

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BMTC Group Inc.
Notes to the Consolidated Financial Statements
For the years ended January 31, 2025 and 2024
(In thousands of dollars, except per share amounts)

3. MATERIAL ACCOUNTING POLICIES (Continued)

The realized and unrealized appreciation of other financial assets classified at fair value through profit or loss recognized directly in profit or loss includes the related exchange component.

Non-monetary items measured at historical cost are translated using the exchange rates at the date of the transaction.

3.3 Segment reporting

In accordance with IFRS 8, Operating Segments, the Company presents and discloses information that is regularly reviewed by the President and Chief Executive Officer in assessing performance. The Company comprises two main business operations which are Retail and Real Estate operations. Details of the Company's two reportables operating segments are provided in Note 4.

3.4 Revenue recognition

Revenue from merchandise sales is measured at the amount of the consideration for which the Company expects to receive in exchange for the merchandise and is presented in earnings net of estimated returns, recorded using the most likely amount method, and excluding sales taxes. Revenue is recognized when the control of the goods has been transferred to the customer either upon delivery or when the customer collects the ordered goods.

Revenue from extended service contracts is recognized at the time of the sale at the net amount of costs incurred by the Company with the service suppliers, who will provide the services required by the Company's customers.

Investment income is recognized using the accrual basis of accounting, as follows:

  • Interest is recognized based on the number of days the investment was held during the year and is calculated using the effective interest method;
  • Dividends on listed share investments are recognized when the right to receive the payment is established.

Rental income from investment properties is recorded on a straight-line basis, over the term of the lease, and is included in revenue.

3.5 Income taxes

Income tax expense comprises the sum of deferred tax and current tax. Income tax is recognized in earnings except to the extent it relates to items recognized in other comprehensive income or directly in shareholders' equity.

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BMTC Group Inc.
Notes to the Consolidated Financial Statements
For the years ended January 31, 2025 and 2024
(In thousands of dollars, except per share amounts)

3. MATERIAL ACCOUNTING POLICIES (Continued)

Current income tax assets or liabilities comprise those obligations to, or claims from, tax authorities relating to the current or prior reporting periods, that are unpaid at the reporting date. Current tax is payable on taxable income, which differs from earnings in the consolidated financial statements. The calculation of current tax is based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period.

Deferred income taxes are calculated using the liability method on temporary differences between the carrying amounts of assets and liabilities and their tax bases. However, deferred tax is not provided on the initial recognition of goodwill or of an asset or liability unless the related transaction is a business combination or affects tax or accounting income.

Deferred tax assets and liabilities are calculated, without discounting, based on tax rates and tax laws that have been enacted or substantively enacted at the end of the reporting period, and which will apply when it is expected that the related deferred income tax asset will be realized or the deferred income tax liability settled. Deferred tax assets are recognized to the extent that it is probable that they will be able to be utilized against future taxable income. Deferred tax liabilities are always provided for in full.

Deferred tax assets and liabilities are offset only when the Company has a right and intention to set off current tax assets and liabilities levied by the same taxation authority.

Changes in deferred tax assets or liabilities are recognized as a component of tax expense, except where they relate to items that are recognized in other comprehensive income or directly in shareholders' equity, in which case the related deferred tax is also recognized in comprehensive income or shareholders' equity, respectively.

3.6 Inventory

Inventory, which is composed almost exclusively of finished goods for retail sale, is valued at the lower of cost and net realizable value. Cost is determined by the weighted average method.

The cost of inventories comprises all costs of purchase and other costs incurred in bringing the inventories to their present location and condition. The net realizable value is estimated selling price in the ordinary course of business less the estimated costs necessary to make the sale.

3.7 Vendor rebates

Cash considerations received from vendors are a reduction of the price of the vendors' products and are accounted for as a reduction of cost of sales and related inventory, respectively, in the Company's consolidated statement of earnings and comprehensive income and consolidated statements of financial position.

Rebates are recognized when they are considered probable and can be reasonably estimated.

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BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of dollars, except per share amounts)

3. MATERIAL ACCOUNTING POLICIES (Continued)

3.8 Property, plant and equipment

Property, plant and equipment are carried at acquisition cost less any accumulated depreciation and any accumulated impairment losses. Items of property, plant and equipment with different useful lives are depreciated separately.

A transfer from investment properties to property, plant and equipment is recognized when there is a change in the use of the property and it becomes owner-occupied by the Company. The transfer is then made at the carrying amount.

Depreciation commences when an item of property, plant and equipment is available for use using the straight-line method over the following periods, in order to depreciate its cost less the residual value over its estimated useful life.

Periods
Land Not depreciated
Parking lots 20 years
Buildings 2 to 50 years
Signs 5 years
Leasehold improvements 2 to 5 years
Automotive equipment 7 to 15 years
Computer equipment 2 to 5 years
Furniture and equipment 5 years
Leased property 1 to 10 years
Leased automotive equipment 5 to 7 years

The depreciation method, useful lives and residual values are reviewed annually.

3.9 Investment properties

Assets held to earn rental income, capital appreciation, or both, which are not occupied by the Company, are classified as investment properties. Investment properties are carried, at the acquisition cost less any accumulated depreciation and any accumulated impairment losses. Depreciation commences as soon as an asset is available for used, using the straight-line method, according to the following periods:

Periods
Land Not depreciated
Parking lots 20 years
Buildings 2 to 50 years
Furniture and equipment 5 years
Computer equipment 2 to 5 years

BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of dollars, except per share amounts)

3. MATERIAL ACCOUNTING POLICIES (Continued)

The depreciation method, useful lives and residual values are reviewed annually.

Transfers to the "Investment properties" category are made at the carrying amount, on the date of the transfer, only in cases when there is a change of use. If an asset owner-occupied by the Company becomes an investment property, it is accounted for using the accounting methods applicable to investment properties.

3.10 Intangible assets

Intangible assets with a finite useful life are recognized at cost and are amortized on a straight-line basis over their useful life. The amortization method and the estimated useful lives are reviewed annually.

Software Periods
2 to 7 years

3.11 Leases, lease liabilities and right-of-use asset

The Company as lessee

The Company records a right-of-use asset and a lease liability on the date when a leased asset becomes available.

Right-of-use asset is equal to the cost of the initial lease liability, rent payments paid on or before the commencement date, initial direct costs incurred and restoration costs, less any incentive received. The Company includes its right-of-use assets with its property, plant and equipment in Note 9.

The lease liability corresponds to the present value of lease payments discounted at the implicit interest rate in the lease or the Company incremental borrowing rate when the former is not readily available. The Company's incremental borrowing rate is based on its credit rating, allowing it to obtain an asset of a similar value with similar borrowing terms and security.

The Company has elected to apply the exemption provision relating to short-term leases and leases of low-value, and associated costs, such as maintenance and insurance, are expensed as incurred.

The Company as lessor

The Company classifies each lease as operating lease or finance lease, at the beginning of the lease. A lease is a finance lease if it transfers substantially all of the risks and rewards of the underlying asset to the lessee; otherwise, the rental agreement is an operating lease agreement. Rental income from operating leases is accounted for on a straight-line basis over the term of the lease.

3.12 Impairment of property, plant and equipment

Individual assets or assets combined into cash-generating units are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

An impairment loss is recognized for the amount by which the asset's or cash-generating unit's carrying amount exceeds its recoverable amount, which is the higher of fair value less costs to sell and value-in-use.

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BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of dollars, except per share amounts)

3. MATERIAL ACCOUNTING POLICIES (Continued)

3.13 Shareholders' equity

Capital stock is the amount received on issuance and is presented net of the initial share issue costs.

Retained earnings include all current and prior period retained profits, net of share redemption premiums, dividends paid and the costs of share issuances.

Dividends payable to shareholders are included in other payables when they have been declared but not paid before the reporting date.

3.14 Post-employment benefits

The Company provides post-employment benefits through defined benefit pension plans as well as defined contribution pension plans.

Contributions to the defined contribution plans are recognized as an expense in the period that relevant employee services are rendered.

The Company accrues its obligations under its defined benefit pension plans and the related costs, net of plan assets, as the services are rendered. The Company has adopted the following accounting policies:

  • The Company's defined benefit plan obligations are measured individually, estimating the amount of future benefits earned by employees for services provided in the current and prior periods. The actuarial valuation of defined benefit obligations uses the projected unit credit method. This determination incorporates management's best estimate of future salary levels, retirement ages of employees, mortality rates and other actuarial assumptions;

  • The discount rate for defined benefit obligations is determined by reference to the market yield, at year-end, on high-quality corporate bonds that are denominated in the currency in which the benefits will be paid and that have terms to maturity approximating the terms of the related pension liability;

  • Remeasurements, which include actuarial gains and losses on benefit obligations, the return on plan assets in excess of interest income, the effect of the asset ceiling, and the impact of minimum funding requirements, are recognized in other comprehensive income and retained earnings immediately without any reclassification to net earnings;

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BMTC Group Inc.
Notes to the Consolidated Financial Statements
For the years ended January 31, 2025 and 2024
(In thousands of dollars, except per share amounts)

3. MATERIAL ACCOUNTING POLICIES (Continued)

  • The defined benefit plan amount presented in the consolidated statement of financial position is the difference between the present value of the defined benefit plan obligations and the fair value of the plan assets at the reporting date. The economic benefit available is calculated as the difference between the present value of the accounting value of the current service cost of the employer and the current services cost of the employer on a funded basis. This value cannot, however, be negative. When there is a defined benefit plan asset, the amount of the asset recognized cannot be greater than the present value of any future economic benefit available as a future plan reimbursement or decrease in future plan contributions. Any minimum funding requirements applicable to the Company's plans are taken into account to calculate the present value of economic benefits;
  • An additional liability is recognized in the amount of the minimum funding requirement for defined benefit plans when the Company does not have an unconditional right to the surplus;

3.15 Provisions and contingent liabilities

Provisions are recognized when present obligations as a result of a past event will probably lead to an outflow of economic resources from the Company and when amounts can be estimated reliably. The timing or amount of the outflow may still be uncertain. A present obligation arises from the presence of a legal or constructive commitment that has resulted from past events, for example, product warranties granted, legal disputes or onerous contracts.

Provisions are measured at the estimated expenditure required to settle the present obligation, based on the most reliable evidence available at the reporting date, including the risks and uncertainties associated with the present obligation.

All provisions are reviewed at each reporting date and are adjusted to reflect the current best estimate.

In those cases where the possible outflow of economic resources as a result of present obligations is considered improbable or remote, no liability is recognized.

3.16 Financial instruments

Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual provisions of the financial instrument.

Financial assets and financial liabilities are measured initially at fair value plus transactions costs, except for financial assets and financial liabilities carried at fair value through profit or loss, which are measured initially at fair value.

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BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of dollars, except per share amounts)

3. MATERIAL ACCOUNTING POLICIES (Continued)

Financial assets are derecognized when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and all substantial risks and rewards are transferred. A financial liability is derecognized when it is extinguished, discharged, cancelled or expires.

For the purpose of subsequent measurement, financial assets of the Company are classified into the following categories upon initial recognition:

  • Amortized cost;
  • Financial assets at fair value through profit or loss.

The following table summarizes the financial instrument classification and valuation methods.

Item Classification method
Cash Amortized cost
Trade and other receivables Amortized cost
Other financial assets Fair value through profit or loss
Bank overdraft Amortized cost
Trade and other payables* Amortized cost
  • Excluding employee benefits payable, taxes and other statutory liabilities which are not financial instruments.

The category determines subsequent measurement and whether any resulting income and expense is recognized in net earnings or in other comprehensive income.

All financial assets except for those at fair value through profit or loss are subject to the recognition of expected credit losses.

All income and expenses relating to financial assets that are recognized in net earnings are presented within realized and unrealized gains on financial assets at fair value or finance income, except for any expected credit losses of trade and other receivables which is presented within administrative expenses.

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BMTC Group Inc.
Notes to the Consolidated Financial Statements
For the years ended January 31, 2025 and 2024
(In thousands of dollars, except per share amounts)

3. MATERIAL ACCOUNTING POLICIES (Continued)

Financial assets at amortized cost

A financial asset must be measured at amortized cost if the two following conditions are met: the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

The Company recognizes a loss allowance for expected credit losses on financial assets measured at amortized cost. The amount of expected credit losses is updated on each reporting date to take into account changes in credit risk since the initial recognition of the respective financial instrument.

The Company recognizes lifetime expected credit losses on trade accounts receivable. Lifetime expected credit losses correspond to expected credit losses that result from all possible default events over the expected life of a financial instrument. The measurement of expected credit losses reflects reasonable and supportable information on past events, current conditions and forecasts of events and economic conditions and takes into account factors specific to receivables, general economic conditions and an assessment of the current and forecast direction of the conditions at the reporting date, including the time value of money, as applicable.

Financial assets at fair value through profit or loss

Investments presented as other financial assets have been classified at fair value through profit or loss because they are part of a portfolio included in management reports and are measured at fair value by management. Consequently, realized and unrealized gains and losses on these assets are recognized through profit or loss. Transaction costs related to held-for-trading financial assets are expensed as incurred.

Financial liabilities

Financial liabilities are subsequently measured at amortized cost using the effective interest method.

3.17 Judgment, estimates and assumptions

When preparing the consolidated financial statements, management undertakes a number of judgments, estimates and assumptions about recognition and measurement of assets, liabilities, income and expenses. The actual results are likely to differ from the judgments, estimates and assumptions made by management, and will seldom equal the estimated results. Information about the significant judgments, estimates and assumptions that have the most significant effect on the recognition and measurement of assets, liabilities, income and expenses is provided below.


BMTC Group Inc.
Notes to the Consolidated Financial Statements
For the years ended January 31, 2025 and 2024
(In thousands of dollars, except per share amounts)

3. MATERIAL ACCOUNTING POLICIES (Continued)

Inventory valuation

The Company uses a high degree of judgment when estimating the effect of certain factors on the net realizable value of inventory, such as obsolescence and damages. The quantity, age and condition of inventory is measured and evaluated regularly during the period.

Useful lives of property, plant and equipment and intangibles assets

Management reviews the useful lives of property, plant and equipment and intangibles assets at each reporting date based on the expected utility of the assets. Actual results may, however, vary due to technical obsolescence, particularly for software and IT equipment.

Fair value of financial instruments

Management uses valuation techniques in measuring the fair value of financial instruments, where active market quotes are not available, that is for discount notes.

The carrying amounts of these instruments and a price sensitivity analysis of other financial instruments are presented in Note 19. In applying the valuation techniques, management makes maximum use of observable data, and uses estimates and assumptions that are, as far as possible, consistent with data that market participants would use in pricing the instrument. Where applicable data is not observable, management uses the best information available. These estimates may vary from the actual prices that would be achieved in an arm's length transaction at the reporting date.

Provisions and contingent liabilities

Judgment is required to determine whether a past event has led to a liability that should be recognized in the consolidated financial statements or presented as a contingent liability. Judgment and estimates are applied to quantify such liabilities and are based on a variety of factors, such as the nature of the claim or conflict, legal proceedings, the potential amount payable, the advice of legal counsel, prior experience and the likelihood of a loss. Refer to Note 17 for details on the carrying amount and other information on provisions and contingent liabilities.

Defined benefit pension plan cost and obligations

Management estimates the defined benefit obligations annually with the assistance of independent actuaries; however, the actual outcome may vary due to estimation uncertainties. The defined benefit obligations estimate is based on standard rates of inflation, mortality rates and the Company's specific anticipation of future salary increases. Estimation uncertainties exist particularly with regard to the assumptions, which may vary significantly in future valuations of the Company's defined benefit obligations. Refer to Note 16 for details on the carrying amount and other information on defined benefit pension plan cost and obligations.

32


BMTC Group Inc.
Notes to the Consolidated Financial Statements
For the years ended January 31, 2025 and 2024
(In thousands of dollars, except per share amounts)

3. MATERIAL ACCOUNTING POLICIES (Continued)

3.18 Accounting standard issued but not yet effective

IFRS 18, "Presentation and Disclosure in Financial Statements"

In April 2024, the IASB issued IFRS 18, which replaces IAS 1 Presentation of Financial Statements, and consequential amendments to several other standards. IFRS 18 introduces new requirements for presentation within the statement of earnings, including specified totals and subtotals. Entities are required to classify all income and expenses within the statement of earnings into one of five categories: operating, investing, financing, income taxes and discontinued operations, with prescribed subtotals for each new category. It also requires disclosure of management-defined performance measures which will now form part of the consolidated financial statements.

IFRS 18, and the amendments to the other standards, is effective for reporting periods beginning on or after January 1 2027, but earlier application is permitted and must be disclosed. IFRS 18 will apply retrospectively. The Company is currently working to identify all impacts the amendments will have on the consolidated financial statements and notes to the consolidated statements.

IFRS 7, "Financial Instruments: Disclosures", and IFRS 9, "Financial Instruments"

In May 2024, the IASB issued amendments to IFRS 7, "Financial Instruments: Disclosures," and IFRS 9, "Financial Instruments," following the postimplementation review of the requirements in IFRS 9 and the related requirements in IFRS 7. The IASB has amended IFRS 9 to clarify the recognition and derecognition date for certain financial assets and liabilities, with a new exception for certain financial liabilities settled in cash through an electronic payment system, as well as to clarify and include additional guidance for assessing whether the cash flows of a financial asset are solely payments of principal and interest on the principal amount outstanding. The IASB has amended IFRS 7 to add new disclosures for certain instruments whose contractual terms could change cash flows as well as to improve the disclosures about equity instruments designated as at fair value through other comprehensive income. The Company is currently assessing the impact of adopting the amendments to IFRS 7 and IFRS 9, which will be effective for years beginning on or after January 1, 2026.

4. REPORTABLE SEGMENTS

The Company has two reportable segments: Retail and Real Estate. The following summary describes the operations of each of the Company's reportable segments:

  • Retail business manages and operates, under the Tanguay banner, a retail network of furniture, household appliances and electronic products, in Quebec;

  • Real estate business holds a portfolio of properties in Quebec with the intends to proceed with the development or to generate rental income.

Reportable segments are presented according to the same criteria used to produce the internal report submitted to the President and the Chief Executive Officer, which assesses the performance of the reportable segments. The segment performance is assessed on the basis of operating earnings.


BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

4. REPORTABLE SEGMENTS (Continued)

Information regarding the operating (loss) earnings is as follow:

January 31, 2025

Retail Real Estate Total
$ $ $
Revenue 599 220 3 481 602 701
Cost of sales (366 443) - (366 443)
Gross Profit 232 777 3 481 236 258
Other (expenses) income 145 - 145
Operating expenses (196 765) (10 947) (207 712)
Administrative expenses (27 765) (801) (28 566)
Gains (losses) on disposals of property, plant and equipment 11 123 - 11 123
Operating (loss) earnings 19 515 (8 267) 11 248

January 31, 2024

Retail Real Estate Total
$ $ $
Revenue 578 945 - 578 945
Cost of sales (354 488) - (354 488)
Gross Profit 224 457 - 224 457
Other (expenses) income 27 - 27
Operating expenses (211 252) - (211 252)
Administrative expenses (28 852) - (28 852)
Gains (losses) on disposals of property, plant and equipment 60 412 - 60 412
Operating (loss) earnings 44 792 - 44 792

Total assets ${}^{1}$ and liabilities per by reportable operating segments are as follows:

Jan. 31, 2025 Jan. 31, 2024 Jan. 31, 2025 Jan. 31, 2024
Assets Liabilities
$ $ $ $
Retail 358 612 321 561 181 576 144 132
Real Estate 147 384 14 707 13 862 -
Total 505 996 336 268 195 438 144 132

(1) Excluding other financial assets


BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

5. ADDITIONAL INFORMATION ON CONSOLIDATED STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME

January 31, 2025 January 31, 2024
Employee benefits expense $ $
Salaries 96 236 96 161
Defined benefit pension plans
expenses (recovery) (note 16) (317) 618
Defined contribution pension plan expense (note 16) 1 347 1 287
Total employee benefits expense 97 266 98 066
January 31, 2025 January 31, 2024
--- --- ---
$ $
Other elements of revenues and expenses
Depreciation of property, plant and equipment
and investment properties 13 779 9 466
Depreciation of intangible assets 1 006 -
Losses (gains) on disposals of financial assets (270) (899)
January 31, 2025 January 31, 2024
--- --- ---
Investment income $ $
On financial assets at fair value through profit or loss
Interest 2 621 3 558
Dividends 5 182 4 682
On financial assets at amortized cost
Interest 837 445
Total investment income 8 640 8 685

6. INCOME TAXES

The income tax expense is detailed as follows: January 31, 2025 January 31, 2024
$ $
Total current tax expense (recovery) for the year (765) 4 520
Total deferred tax expense (recovery)* for the year 8 666 2 751
7 901 7 271
  • In 2025 and 2024, the deferred tax liability includes only the impact of changes in temporary differences.

BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

6. INCOME TAXES (Continued)

The Company's effective income tax rate differs from the combined statutory income tax rate. This difference arises from the following items:

January 31, 2025 January 31, 2024
$ $
Income tax expense (recovery) for the year based on combined tax rate (federal and provincial of 26.50% in 2025 and 2024) 13 729 14 495
Non-taxable dividends (573) (569)
Non-taxable capital gains (5 328) (6 760)
Non-deductible expenses 66 120
Other 7 (15)
7 901 7 271

The income tax recovery (expense) related to other comprehensive income is as follows:

January 31, 2025 January 31, 2024
$ $
Current tax recovery (expense) - 792
Deferred tax recovery (expense)* (8 957) (2 823)
(8 957) (2 031)
  • In 2025 and 2024, the deferred tax liability includes only the impact of changes in temporary differences.
    The tax effects of significant components of temporary differences that give rise to the Company's deferred tax assets (liabilities) are as follows:
Balance as at February 1, 2024 Recognized in earnings Recognized in other comprehensive income Balance as at January 31, 2025
Recognized amounts $ $ $ $
Net unrealized gain (loss) on other financial assets (3 619) (4 257) - (7 876)
Liability (asset) defined benefit plans (22 912) (1 004) (8 957) (32 873)
Property, plant and equipment, intangibles and investment properties (2 416) (3 405) - (5 821)
(28 947) (8 666) (8 957) (46 570)

BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

6. INCOME TAXES (Continued)

Balance as at February 1, 2023 Recognized in earnings Recognized in other comprehensive income Balance as at January 31, 2024
Recognized amounts $ $ $ $
Net unrealized gain (loss) on other financial assets (3 741) 122 - (3 619)
Liability (asset) defined benefit plans (20 076) (13) (2 823) (22 912)
Property, plant and equipment, intangibles and investment properties 444 (2 860) - (2 416)
(23 373) (2 751) (2 823) (28 947)

7. CASH FLOW ADJUSTMENTS AND CHANGES IN WORKING CAPITAL

January 31, 2025 January 31, 2024
Adjustments are detailed as follows: $ $
Depreciation of property, plant and equipment and investment properties 13 779 9 466
Depreciation of intangible assets 1 006 -
Deficit (excess) of contributions over defined benefit plan expense (3 785) (2 314)
Investment income (8 640) (8 685)
Interest on lease liability 372 335
2 732 (1 198)

The net change in working capital detailed as follows:

January 31, 2025 January 31, 2024
$ $
Trade and other receivables 194 454
Inventory 2 665 15 422
Prepaid expenses 516 (1 286)
Trade and other payables excluding trade and accrued expenses for investment properties and intangible 18 018 (13 240)
21 393 1 350

BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

8. OTHER FINANCIAL ASSETS

January 31, 2025
Fair value Cost
At fair value through profit or loss $ $
Liquidities bearing interest from 4.00 % to 4.25 %, maturing no later than 2025 48 533 48 533
Preferred shares 555 500
Shares of Canadian companies 65 017 44 405
Shares of U.S. companies 104 844 65 308
Total at fair value through profit or loss 218 949 158 746
Total other financial assets 218 949 158 746
January 31, 2024
--- --- ---
Fair value Cost
At fair value through profit or loss $ $
Liquidities bearing interest from 4.00 % to 4.25 %, maturing no later than 2024 73 502 73 460
Government and corporate bonds 67 895 65 755
Preferred shares 500 500
Shares of Canadian companies 58 897 49 174
Shares of U.S. companies 83 967 67 796
Total at fair value through profit or loss 284 761 256 685
Total other financial assets 284 761 256 685

BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(in thousands of Canadian dollars, except per share data)

  1. PROPERTY, PLANT AND EQUIPMENT
Land Parking lots and buildings Signs Leasehold improvements Automotive equipment Computer equipment Furniture and equipment Leased property Leased automotive equipment Total
$ $ $ $ $ $ $ $ $ $
Gross carrying amount
Balance as at February 1, 2024 46 217 123 181 539 9 719 6 337 9 457 9 179 21 409 579 226 617
Additions 20 223 - - - 1 020 - - 12 027 1 777 35 047
Transfer to investment properties (20 223) - - - - - - - - (20 223)
Disposals (190) (2 220) - - (170) - - (1 257) (147) (3 984)
Balance as at January 31, 2025 46 027 120 961 539 9 719 7 187 9 457 9 179 32 179 2 209 237 457
Depreciation and impairment
Balance as at February 1, 2024 - 65 682 511 9 719 3 290 9 060 7 038 14 755 464 110 519
Disposals - (1 994) - - (98) - - (1 257) (85) (3 434)
Depreciation - 3 564 6 - 614 252 412 2 565 163 7 576
Balance as at January 31, 2025 - 67 252 517 9 719 3 806 9 312 7 450 16 063 542 114 661
Carrying amount as at January 31, 2025 46 027 53 709 22 - 3 381 145 1 729 16 116 1 667 122 796
Gross carrying amount
Balance as at February 1, 2023 55 691 152 715 539 9 719 5 328 9 370 8 648 22 432 1 525 265 967
Additions - - - - 1 441 87 531 2 522 55 4 636
Assets classified as held for sale (1 675) (2 052) - - - - - - - (3 727)
Transfer to investment properties (4 677) (13 903) - - - - - - - (18 580)
Disposals (3 122) (13 579) - - (432) - - (3 545) (1 001) (21 679)
Balance as at January 31, 2024 46 217 123 181 539 9 719 6 337 9 457 9 179 21 409 579 226 617
Balance as at February 1, 2023 - 79 596 486 9 673 2 898 8 652 6 570 14 660 1 274 123 809
Assets classified as held for sale - (1 865) - - - - - - - (1 865)
Transfer to investment properties - (5 622) - - - - - - - (5 622)
Disposals - (10 560) - - (163) - - (3 545) (1 001) (15 269)
Depreciation - 4 133 25 46 555 408 468 3 640 191 9 466
Balance as at January 31, 2024 - 65 682 511 9 719 3 290 9 060 7 038 14 755 464 110 519
Carrying amount as at January 31, 2024 46 217 57 499 28 - 3 047 397 2 141 6 654 115 116 098

During the year ended January 31, 2025, the Company disposed of assets for an amount of $6,968, including an amount of $2,417 received as an additional settlement related to an expropriation, resulting in a gain of $6,475. The company also disposed of assets held for sale in the amount of $6,510, resulting in a gain of $4,648.

During the year ended January 31, 2024, the Company disposed of assets in the amount of $66,822, which resulted in a gain of $60,412. Assets relating to closed stores, following the Company's deployment of its Tanguay division throughout Quebec, were transferred either to assets classified as held for sale or investment properties.


BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

10. INVESTMENT PROPERTIES

Land Parking lots and buildings Furniture and equipment Computer equipment Total
$ $ $ $ $
Gross carrying amount
Balance as at February 1, 2024 6 426 13 903 - - 20 329
Assets transferred from property, plant and equipment 20 223 - - - 20 223
Additions 22 330 69 140 14 782 2 198 108 450
Assets classified as held for sale (3 104) (8 773) - - (11 877)
Balance as at January 31, 2025 45 875 74 270 14 782 2 198 137 125
Depreciation and impairment
Balance as at February 1, 2024 - 5 622 - - 5 622
Assets transferred form property, plant and equipment - - - - -
Assets classified as held for sale - (1 705) - - (1 705)
Depreciation - 4 951 1 142 110 6 203
Balance as at January 31, 2025 - 8 868 1 142 110 10 120
Carrying amount as at Jan. 31, 2025 45 875 65 402 13 640 2 088 127 005
Land Parking lots and buildings Furniture and equipment Computer equipment Total
$ $ $ $ $
Gross carrying amount
Balance as at February 1, 2023 1 749 - - - 1 749
Assets transferred form property, plant and equipment 4 677 13 903 - - 18 580
Balance as at January 31, 2024 6 426 13 903 - - 20 329
Depreciation and impairment
Balance as at February 1, 2023 - - - - -
Assets transferred form property, plant and equipment - 5 622 - - 5 622
Depreciation - - - - -
Balance as at January 31, 2024 - 5 622 - - 5 622
Carrying amount as at Jan. 31, 2024 6 426 8 281 14 707

The carrying amount at January 31, 2025 includes $3,045 of unarmorized investment properties under construction. As at January 31, 2025, the Company had entered into commitments of $28,810 for the construction and improvements of investment properties. In addition, an amount of $5,234 has been recorded in accrued expenses for investments properties not yet paid for.

On January 31, 2025, the company entered into a sales agreement with a buyer for a building included in its real estate segment. The transaction is expected to be completed by the end of the financial year 2026, subject to fulfillment of the contractual conditions. In accordance with IFRS 5, this asset has been reclassified under "Assets held for sale" and measured at the lower of carrying amount and fair value less costs to sell.

40


BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

11. INTANGIBLE ASSETS

January 31, 2025 January 31, 2024
Software Total Software Total
$ $ $ $
Gross carrying amount
Opening balance - - - -
Additions 8 049 8 049 - -
Disposals - - - -
Closing balance 8 049 8 049 - -
Depreciation and impairment
Opening balance - - - -
Disposals - - - -
Depreciation 1 006 1 006 - -
Closing balance 1 006 1 006 - -
Carryin amount at closing 7 043 7 043 - -

As at January 31, 2025, an amount of $8,049 has been recorded in accrued expenses for intangible assets not yet paid for.

12. LEASE LIABILITIES

The Company is committed under long-term leases for stores, warehouses and leased automotive equipment, for which a lease liability is recorded. The reconciliation of the lease liability is detailed as follows:

January 31, 2025 January 31, 2024
$ $
Opening balance 7 819 8 726
Additions 13 804 2 577
Disposal (57) -
Interest 372 335
Payments (4 189) (3 819)
Closing balance 17 749 7 819

BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

12. LEASE LIABILITIES (continued)

The principal payments to be made are detailed as follows:

Less than one year From 1 to 5 years More than 5 years Total
$ $ $ $
January 31, 2025 6 515 7 905 3 329 17 749
January 31, 2024 2 989 4 830 - 7 819

The Company is committed under long-term leases, for which additional payments for taxes and maintenance, not taken into account in the lease liability obligation, are required. During the year ended January 31, 2025, a rental charge of $3,358 was recognized in earnings ($10,825 for the corresponding period of 2024) in connection with these additional payments.

13. BANK BORROWINGS

The Company has an unsecured line of credit in the amount of $30,000 repayable on demand, bearing interest at the prime rate. The Company is subject to certain restrictive covenants, for the years ended January 31, 2025 and 2024, the Company was not in default.

14. CAPITAL STOCK

Authorized

Unlimited number of shares without par value

First preferred shares, issuable in series.

Second preferred shares, issuable in series.

January 31, 2025 January 31, 2024
$ $
Issued and fully paid
32,362,300 common shares
(32,685,050 as at January 31, 2024) 2 563 2 588

BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

14. CAPITAL STOCK (continued)

January 31, 2025 January 31, 2024
Issued and fully paid
Beginning of year 32 685 050 33 040 400
Share redemption (322 750) (355 350)
Issued and fully paid, end of year 32 362 300 32 685 050
Shares authorized for the share option plan 5 710 864 5 710 864
Total shares authorized 38 073 164 38 395 914

During the year ended January 31, 2025, the Company redeemed 322,750 common shares for a total cash consideration of $4,386. The redemption premium of $4,361 for the shares and the tax on the net value of equity repurchases of $88 were recognized in retained earnings for a total of $4,449.

During the year ended January 31, 2024, the Company redeemed 355 350 common shares for a total cash consideration of $5,245. The redemption premium of $5,215 for the shares was recognized in retained earnings.

Share option plan

The Company has a share option plan for certain directors and employees, which provides for the purchase of common shares under certain circumstances up to a maximum number of 10,729,106 issuable common shares. As at January 31, 2025, a total of 5,710,864 common shares (5,710,864 common shares as at January 31, 2024) remained authorized for issuance under the Company's share option plan. During the year ended January 2024 and 2025, no options were granted.

15. TRADE AND OTHER PAYABLES

The following table analyzes trade and other payables recognized in the consolidated statements of financial position:

January 31, 2025 January 31, 2024
$ $
Trade accounts payable 41 720 32 736
Accrued expenses 10 181 7 731
Accrued expenses - investment properties and intangibles 13 283 -
Employee benefits 10 582 10 789
Customer deposits 40 227 33 436
115 993 84 692

BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

16. POST-EMPLOYMENT BENEFITS

Description of benefit plans

The Company has two funded pension plans, which provide most of its employees retirement benefits. The supplemental pension plan (SPP) contains a defined benefit component and a defined contribution component, while the additional supplemental pension plan (APP) is a defined benefit plan. The benefits under the defined benefit component of the SPP are based on the indexed average career salary, whereas the APP is based on final average salary.

There are no other benefit plans available to employees.

Since the SPP is registered with Retraite Québec, the governance of the pension plan falls to the Pension Committee (the Committee). The Committee may delegate some of its functions and, or use of experts, as needed, such as actuaries, custodians and trustees. The SPP is also registered with the Canada Revenue Agency (CRA).

The investment of the pension fund of the defined benefit component of the SPP and the selection and monitoring of investment performance has been delegated to the Company under the leadership of the Investment Committee, which is a sub-committee of the Board of Directors of the Company. The Company has a responsibility to establish and review the investment policy of the pension plan, where applicable, and monitor on a regular basis the performance of investment managers. The responsibilities of the Company with respect to the defined contribution component is limited to the selection of investment options offered and the monitoring of the performance of investment managers, as investment decisions fall within the responsibility of the participants. The Company uses experienced professionals to assist it in performing its functions and reports its observations and actions to the Investment Committee.

The APP is only registered with CRA. Governance of the APP falls to the Company. A refundable tax account is registered with CRA for a portion of the assets of the plan. The other portion is invested, and the responsibilities of the Company in this regard are similar to those outlined above for the SPP.

Defined benefit pension plans

The most recent actuarial valuations of the pension plans for funding purposes were performed as at December 31, 2021 for the SPP and as at December 31, 2024 for the APP. The next valuations will be performed as at December 31, 2024 for the SPP and as at December 31, 2025 for the APP.

Obligations for defined benefit pension plans

Accrued benefit obligations: January 31, 2025 January 31, 2024
$ $
Balance, beginning of period 254 955 255 584
Current service costs 3 805 4 077
Employee contributions 791 840
Interest cost 12 471 12 025
Benefits paid (10 033) (9 303)
Actuarial losses (gains)
Losses (gains) due to changes in financial assumptions 10 991 (7 949)
Experience losses (gains) 744 (319)
Balance, end of period 273 724 254 955

BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

16. POST-EMPLOYMENT BENEFITS (Continued)

Breakdown of accrued benefit obligations: January 31, 2025 January 31, 2024
$ $
Active participants 154 712 143 668
Retired participants 83 421 78 772
Participants with deferred benefits 35 144 32 142
Voluntary contributions 304 253
Payables 143 120
Total 273 724 254 955
Plan assets for defined benefit pension plans
Fair value of plan assets: January 31, 2025 January 31, 2024
$ $
Balance, beginning of period 341 550 332 201
Interest income 16 593 15 484
Actual return on plan assets, excluding amounts in interest income 45 534 (604)
Employer contributions 3 468 2 932
Employees contributions 791 840
Benefits paid (10 033) (9 303)
Balance, end of period 397 903 341 550

Composition of plan assets

Asset category: January 31, 2025 January 31, 2024
% $ % $
Equity instruments
- Canadian shares 36 141 751 36 122 830
- Foreign shares 32 126 986 28 95 414
Fixed income instruments 15 63 615 15 53 454
Other* 12 45 794 15 50 041
CRA refundable tax account 5 19 757 6 19 811
Total 100 397 903 100 341 550
  • Other includes short-term investments and liquidity.

The value of the assets is derived from observable value on the market, with the exception of the refundable tax account with the CRA.


BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

16. POST-EMPLOYMENT BENEFITS (Continued)

Reconciliation of the funding situation of pension plans to amounts recognized in the consolidated statements of financial position:

January 31, 2025 January 31, 2024
$ $
Fair value of plan assets 397 903 341 550
Accrued benefit obligations 273 724 254 955
Plan surplus (deficit) and assets (liabilities) recognized in the consolidated statement of financial position 124 179 86 595

Pension expense recognized in consolidated net earnings:

January 31, 2025 January 31, 2024
$ $
Current service costs 3 805 4 077
Past service costs - -
Net interest expense (income) (4 122) (3 459)
Pension expense (recovery) recognised in consolidated net earnings (317) 618

Amounts recognized in other comprehensive income:

January 31, 2025 January 31, 2024
$ $
Actuarial losses (gains)
Losses (gains) due to changes in financial assumptions 10 991 (7 949)
Experience losses (gains) 744 (319)
Return on plan assets (excluding amounts included in interest income) (45 534) 604
Remeasurements of the net defined benefit liability (asset) (33 799) (7 664)

Principal assumptions used to evaluate the benefit obligations are as follows:

January 31, 2025 January 31, 2024
Accrued benefit obligations
Discount rate (SPP) 4.65% 4.90%
Discount rate (APP) 4.60% 4.90%
Escalation rate on credited annuity payments 3.00% 3.00%

BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

16. POST-EMPLOYMENT BENEFITS (Continued)

The assumption regarding future mortality has been established using the CPM mortality tables, private sector, generationally projected using the B, as published by the Canadian Institute of Actuaries. This translates into an average life expectancy in years for a pensioner retiring at the age of 65 years:

January 31, 2025 January 31, 2024
Retirement at the end of the current year
- Male 22 22
- Female 24 24
January 31, 2025 January 31, 2024
Retirement in 20 years after the end of the current year
- Male 23 23
- Female 25 25

Other demographic assumptions used include the age of retirement and rates of retirement. Concerning the retirement age, the age at which participants must receive an unreduced pension was used for the two pensions. For the retirement rate, a variable rate table depending inversely on the age of the participant was used. As the pension benefit, in the case of retirement, is equal to the value of service costs of the member, in each of the pensions, the effect of this assumption is minimal.

The sensitivity of the accrued benefit obligations to changes in significant assumptions is shown below:

Change in assumption Increase in the assumption Decrease in the assumption
Discount rate 0.50% Decrease of 7.2% Increase of 8.4%
Escalation rate on credited annuity payments 0.50% Nil Decrease of 1.9%
Increase in the assumption by one year Decrease in the assumption by one year
Life expectancy Increase of 2.8% Decrease of 3.1%

BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

16. POST-EMPLOYMENT BENEFITS (Continued)

January 31, 2024
Change in assumption Increase in the assumption Decrease in the assumption
Discount rate 0.50% Decrease of 7.0% Increase of 8.3%
Escalation rate on credited annuity payments 0.50% Nil Decrease of 1.9%
Increase in the assumption by one year Decrease in the assumption by one year
Life expectancy Increase of 2.8% Decrease of 3.0%

Sensitivity analyses were determined on the basis of reasonable modifications to existing assumptions that would occur at the end of the period. Each sensitivity analysis disclosed is based on the modification of the single assumption, while all other assumptions remain unchanged. In reality, there is expected to be certain interrelationships between assumptions. The analysis above does not take into account the interrelationships between assumptions. The projected credit units method has been used in the sensitivity analysis for changes in significant actuarial assumptions used in the calculation of the benefit obligation.

The defined benefit plan entails certain risks for the Company. The most significant risks are described below:

  • Asset volatility:

Plan obligations are calculated using a discount rate based on yields of corporate bonds. If the asset underperforms compared to this yield a deficit, is created;

Plan assets include a significant proportion of equity instruments, which are assumed to obtain a higher return than corporate bonds in the long term, but cause some risk and volatility in short-term performance;

Nevertheless, given that the plan obligations are rather long-term, the Company believes that a certain level of investment in equity instruments is an appropriate element of its strategy to manage the long-term plan. Plan assets are invested in a diversified mix to minimize the risk of volatility.

  • Change in yield of corporate bonds:

Because the discount rate assumption is based on the yield of corporate bonds, a decrease of the yield may cause an increase in the plan obligations. However, this increase would be partially offset by an increase in the value of corporate bonds held by the plan.


BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

16. POST-EMPLOYMENT BENEFITS (Continued)

- Life expectancy:

The majority of plan obligations are established to provide benefits for the life of the participant, so any increase in life expectancy will cause an increase in plan obligations.

The latest mortality tables are used to minimize this risk.

Based on the most recent actuarial valuation of the SPP as at December 31, 2021, the plan has a surplus of $91,500 under the going-concern basis and a surplus of $25,600 using a solvency basis. There are no past service contributions required, since the plan shows a surplus under the going-concern basis and the stabilization provision is fully funded. The contributions for current service cost of the Company including the stabilization provision, is equivalent to 440% of employee contributions. The Company pays the minimum required to ensure the plans are fully funded on a minimum funding basis.

The employer contribution is estimated to be $3,500 for the 2026 fiscal year for all plans.

The following is a maturity analysis of the pension benefits:

January 31, 2025 January 31, 2024
$ $
Less than one year 8 640 7 967
Between 1 and 2 years 10 374 9 686
Between 3 and 5 years 36 139 33 357
More than five years 545 676 552 947
600 829 603 957

Defined contribution (DC) pension plan

The total cost of the DC plan for the period between February 1, 2024 and January 31, 2025 was $1,347 ($1,287 for the period between February 1, 2023 and January 31, 2024).

17. PROVISIONS AND CONTINGENT LIABILITIES

The Company is party to claims and lawsuits in the normal course of business. Management believes that the resolution of these claims and lawsuits will not have a materially adverse effect on the Company's financial position.

18. RELATED PARTIES

The Company is committed under leases with a corporation controlled by officers, which expires in December 2027 and December 2034, for which a lease obligation totaling $5,491 is recorded as at January 31, 2025.

For the year ended January 31, 2025, depreciation of $539 relating to the right-of-use and a $26 interest expense were recognized in the earnings in connection with these leases.


BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

18. RELATED PARTIES (Continued)

The following transactions were concluded with a company controlled by officers. Unless otherwise indicated, none of the transactions have any special clauses, conditions and no guarantees have been given or received.

January 31, 2025 January 31, 2024
$ $
Rent 614 594
Management fees 1 899 1 845

The services of certain senior officers and staff are provided through a management company controlled by these officer to ensure the direction of the activities of the Tanguay division, in particular, personnel management, purchasing supervision and ensuring sales growth. These management fees, due annually, are renewable for an additional 12 month period on maturity each year, unless either party provide, a notice to the contrary.

Compensation of the key officers and directors includes the following expenses:

January 31, 2025 January 31, 2024
$ $
Short-term benefits 2 214 2 162
Share-based payments 782 782
Management fees 1 899 1 845
4 895 4 789

19. FINANCIAL INSTRUMENTS

The carrying amounts presented in the consolidated statement of financial position relate to the following categories of financial assets and liabilities:

January 31, 2025 January 31, 2024
$ $
Financial assets
Financial assets at fair value through profit and loss
Other financial assets 218 949 284 761
Financial assets at amortized cost
Cash 1 501 1 255
Trade and other receivables 8 112 8 306
9 613 9 561
Financial liabilities
Financial liabilities at amortized cost
Bank overdraft 15 126 22 674
Trade* and other payables 105 411 73 903
120 537 96 577
  • excluding employee benefits, taxes and other statutory liabilities

BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

19. FINANCIAL INSTRUMENTS (Continued)

The following table presents financial assets and financial liabilities measured at fair value in the consolidated statement of financial position in accordance with the fair value hierarchy. This hierarchy groups financial assets and financial liabilities into three levels based on the significance of inputs used in measuring the fair value of the financial assets and financial liabilities.

The fair value hierarchy has the following levels:

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;

Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices);

Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

The level within which the financial asset or financial liability is classified is determined based on the lowest level of significant input to the fair value measurement. The financial assets and financial liabilities measured at fair value in the consolidated statements of financial position and financial instruments measured at amortized cost for which fair value is presented are grouped according to the fair value hierarchy is as follows:

January 31, 2025
Level 1 Level 2 Level 3
$ $ $
Financial assets at fair value
Liquidities bearing interest 48 533 -
Preferred shares 555 - -
Shares of Canadian companies 65 017 - -
Shares of U.S. companies 104 844 - -
January 31, 2024
Level 1 Level 2 Level 3
$ $ $
Financial assets at fair value
Liquidities bearing interest 73 502 -
Government and corporate bonds 67 895 -
Preferred shares 500 - -
Shares of Canadian companies 58 897 - -
Shares of U.S. companies 83 967 - -

Fair value measurement

The methods and valuation techniques used for the purpose of measuring fair value are unchanged compared to the previous reporting period.


BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

19. FINANCIAL INSTRUMENTS (Continued)

The fair value of a financial instrument is generally the consideration for which the instrument would be exchanged in an arm's length transaction, between knowledgeable, willing parties who are under no compulsion to act.

The existence of published price quotations in an active market is the best evidence of fair value. The fair value of shares and bonds is established based on the most recent closing date market price, based on the bid price at the period-end. If a security is not actively traded, the fair value is determined by a valuation technique using observable market date to the extent possible.

Jan. 31, 2025 Jan. 31, 2024
$ $
Gains (losses) unrealized on assets held at the close 31 652 322
Gains (losses) realized on assets not held at the close 270 899
Gains (losses) realized and unrealized on financial assets, fair value 31 922 1 221

Financial instrument risks

The Company manages the risks arising from financial instruments, in close cooperation with the Board of Directors. The objectives are to ensure the availability of sufficient amounts of cash flow in the short and medium term of the company by reducing the exposure to financial markets. Long-term financial instruments are managed to generate lasting returns.

The Company does not actively engage in the trading of financial assets for speculative purposes nor does it write options.

Market risk

Market risk encompasses many types of risk. The variation of the types of risk, such as interest rate risk and other factors impacting all similar publicly traded financial instruments, has an impact on the fair value of the financial assets classified at fair value through profit or loss. To minimize market risk, the Company ensures that the type of investments and individual investments in its investment portfolio are diversified. Additionally, a significant portion of its investments is in financial instruments with short maturity dates, in particular banker's acceptances and discount notes.

Price risk sensitivity

The following table illustrates the sensitivity of income and equity in regards to changes in the market price all other things being equal. It assumes a ± 5% change of the market price for the years ended January 31, 2025 and 2024.

January 31, 2025 January 31, 2024
$ $
Variation
Income for the year and equity 7 392 9 163

BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

19. FINANCIAL INSTRUMENTS (Continued)

Exchange risk and foreign currency sensitivity

The Company is exposed to exchange risk, because a part of its purchases of inventory is made in currencies other than Canadian dollars. The Company also owns equity investments denominated in foreign dollars.

The Company does not enter into foreign exchange forward contracts to mitigate the exposure to foreign currency risk.

Financial assets and financial liabilities which expose the Company to currency risk are disclosed below. The amounts are translated into Canadian dollars at the closing rate:

January 31, 2025 January 31, 2024
$ $
Shares denominated in foreign dollars 104 844 83 967
Trade denominated in foreign dollars (6 574) (1 498)
Total exposure 98 270 82 469

The following table illustrates the sensitivity of income and equity in regards to the Company's financial assets and financial liabilities and the Canadian dollar exchange rate relative to foreign currencies, all other factors remaining constant. It assumes a ± 5% change of the Canadian dollar exchange rate for the years ended January 31, 2025 and 2024.

January 31, 2025 January 31, 2024
Variation $ $
Income for the year and equity 4 306 3 587

Credit risk

Credit risk is the risk that a party to a financial instrument will fail to discharge an obligation towards the Company. The Company is exposed to this risk as a result of various financial instruments, including its cash and cash equivalent, trade and other receivables and investments in bonds. The Company's maximum credit risk exposure is limited to the carrying amount of its financial assets recognized on the reporting date.

Credit risk in respect of cash and cash equivalents, amounts receivable on credit and debit cards is considered negligible because the counterparties are reputable banks with quality external credit ratings.

For commercial trade and other receivables, management has assessed that the credit quality of trade and other receivable that are neither impaired nor in default remains sound. No significant customers or counterparties were considered to be in default, and no significant increases in credit risk were identified for these assets at the end of the reporting date.

With regard to credit risk related to bond investments, the Company manages its exposure by investing exclusively in securities issued by highly rated financial institutions and highly rated sovereign entities, primarily federal governments, thereby significantly reducing the likelihood of credit losses.


BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

19. FINANCIAL INSTRUMENTS (Continued)

Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations. The Company manages its liquidities by monitoring forecasted cash receipts and disbursements in the course of daily activities. Net cash requirements are compared with available cash, investments and credit facility to ascertain if they are sufficient for the period in question. The Company also considers expected cash resources from sales and its financial assets in managing the liquidity risk.

Future payments to be made under its contractual obligations are allocated as follows:

January 31, 2025
Carrying amount Contractual cash flows Under 1 year 2 - 5 years More than 5 years
$ $ $ $ $
Trade and other payables excluding customer deposits 75 766 75 766 75 766 - -
Lease liabilities 17 749 20 267 7 305 9 208 3 754
93 515 96 033 83 071 9 208 3 754
January 31, 2024
--- --- --- --- --- ---
Carrying amount Contractual cash flows Under 1 year 2 - 5 years More than 5 years
$ $ $ $ $
Trade and other payables excluding customer deposits 51 256 51 256 51 256 - -
Lease liability 7 819 8 525 3 277 5 248 -
59 075 59 781 54 533 5 248 -

Capital management

The Company's capital management objectives are to safeguard its assets, while maximizing the Company's growth and providing an adequate return to its shareholders. In addition to a conservative approach with respect to safeguarding the financial position, the Company achieves its objective through sound management of internally generated capital and through using capital when necessary to finance its growth initiatives. The Company's capital corresponds to equity.


BMTC Group Inc.

Notes to the Consolidated Financial Statements

For the years ended January 31, 2025 and 2024

(In thousands of Canadian dollars, except per share data)

20. EARNINGS PER SHARE AND DIVIDENDS

The following table presents the calculation of basic net earnings per share:

January 31, 2025 January 31, 2024
$ $
Net earnings 43 909 47 427
Weighted average number of shares to calculate basic and diluted net earnings per share 32 478 472 32 870 410
Net earnings per share: Basic and diluted 1.35 1.44

During the year ended January 31, 2025, the Company paid $11,667 or $0.36 per common share in dividends to its shareholders ($11,817 or $0.36 as at January 31, 2024).

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