2023 Annual Report

Page 1

Management's Responsibility

To the Members of Lake Country Co-operative Association Limited:

Management is responsible for the preparation and presentation of the accompanying financial statements, including responsibility for significant accounting judgments and estimates in accordance with Canadian accounting standards for private enterprises. This responsibility includes selecting appropriate accounting principles and methods, and making decisions affecting the measurement of transactions in which objective judgment is required.

In discharging its responsibilities for the integrity and fairness of the financial statements, management designs and maintains the necessary accounting systems and related internal controls to provide reasonable assurance that transactions are authorized, assets are safeguarded and financial records are properly maintained to provide reliable information for the preparation of financial statements.

The Board of Directors is composed entirely of Directors who are neither management nor employees of the Co-operative. The Board is responsible for overseeing management in the performance of its financial reporting responsibilities, and for approving the financial information included in the annual report. The Board fulfils these responsibilities by reviewing the financial information prepared by management and discussing relevant matters with management, internal auditors, and external auditors. The Board is also responsible for recommending the appointment of the Co-operative's external auditors.

MNP LLP is appointed by the members to audit the financial statements and report directly to them; their report follows. The external auditors have full and free access to, and meet periodically and separately with, both the Board and management to discuss their audit findings.

26

Independent Auditor's Report

To the Members of Lake Country Co-operative Association Limited:

Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of Lake Country Co-operative Association Limited (the "Co-operative"), which comprise the balance sheet as at October 31, 2023, and the statements of net savings and retained savings and cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Co-operative as at October 31, 2023, and the results of its operations and its cash flows for the year then ended in accordance with Canadian accounting standards for private enterprises.

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 Financial Statements section of our report. We are independent of the Co-operative in accordance with the ethical requirements that are relevant to our audit of the financial statements in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Responsibilities of Management and the Board of Directors for the Financial Statements

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

In preparing the financial statements, management is responsible for assessing the Co-operative’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 Co-operative or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are responsible for overseeing the Co-operative’s financial reporting process.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the 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 financial statements.

27
MNP LLP 101, 1061 Central Avenue, Pr nce Albert SK, S6V 4V4 1.855.667.3310 T: 306.764.6873 F: 306.763.0766 MNP ca

Independent Auditor's Report continued

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 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 Co-operative’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 Co-operative’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 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 Co-operative to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

• 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.

Report on Other Legal and Regulatory Requirements

As required by paragraph 11 of the Co-operatives Regulations, 1998, we report that, in our opinion, Canadian accounting standards for private enterprises have been applied on a basis consistent with that of the preceding year. Prince

28
Chartered Professional Accountants
Albert, Saskatchewan February 27, 2024

As at October 31, 2023

Current assets

Cash

Accounts receivable (Note 5)

Income taxes recoverable

Inventories (Note 6)

Prepaid agriculture suppliers

Prepaid expenses

Investments

Property, plant and equipment (Note 7)

Assets under capital lease (Note 8)

Intangible assets (Note 9)

Goodwill (Note 10) Total assets

Current liabilities

Line of credit (Note 11)

Accounts payable and trust liabilities (Note 12)

Customer prepaid accounts

Current portion of capital lease obligation (Note 13)

Current portion of long-term debt (Note 14)

Members'

Subsequent event (Note 22)

Commitments (Note 23)

Approved on behalf of the Board of Directors

The

29
Co-operative Association Limited Balance
Lake Country
Sheet
2023 2022
$ 2,169,381
110,852,815
$ 8,705,094
106,708,042 2,371,609 60,605 187,019,422 154,411 188,291,662
69,474,139 3,100,751
1,361,731
68,893,040 1,459,466
Other
70,254,438 813 64,610,411 808
Federated Co-operatives Limited (Note 4(a))
organizations
96,968,586 936,008 6,687,256
365,562,443 77,870,437 556,083
$
3,695,920 $
5,426,406 3,695,920
340,451,727
$ 41,089,204
148,745 $ 5,000,000
3,726,878 183,556 1,352,636 114,832,767 1,515,192 106,756,497
debt (Note 14) Capital lease obligation (Note 13) Total liabilities 1,580,340 552,727 116,965,834 2,043,245 482,707 109,282,449
70,867,404 1,374,778
96,330,871
Long-term
equity Share capital (Note 15) Reserves and retained savings (Note 16) 105,321,632 143,274,977 248,596,609 $ 365,562,443 103,144,112 128,025,166 231,169,278 $ 340,451,727
liabilities and members' equity
Total
Director
Director
accompanying notes are an integral part of these financial statements

Transfer to statutory reserve (Note 16)

Transfer to general reserve (Note 16)

to members (Note 15)

The

30 Lake Country Co-operative Association Limited Statement of Net Savings and Statement of Retained Savings For the Year Ended October 31, 2023 2023 % 2022 % Sales (Note 17) $ 675,878,411 100.0 $ 656,736,083 100.0 Cost of goods sold 586,265,279 86.7 560,158,985 85.3 Gross margin 89,613,132 13.3 96,577,098 14.7 Expenses Operating and administration Net interest (Note 18) 81,560,989 12.1 74,338,481 (597,405) 11.3 (0.1) 124,434 81,685,423 12.1 73,741,076 11.2 Savings from operations 7,927,709 1.2 22,836,022 3.5 FCL loyalty program (Note 4(c)(iii)) Patronage refunds (Note 4(a)) 6,297,025 16,816,333 0.9 2.5 6,070,942 14,274,942 0.9 2.2 Savings before gain on amalgamation 4.6 6.6 31,041,067 43,181,906 Gain on amalgamation (Note 24) 2,180,532 0.3 Savings before gain on acquisition 33,221,599 4.9 43,181,906 6.6 Gain on acquisition (Note 25) 189,719 0.1 Savings before income taxes 33,411,318 5.0 43,181,906 6.6 Income tax expenses (Note 21) 3,939,013 0.6 6,065,667 0.9 Net savings 29,472,305 4.4 37,116,239 5.7 $ $ Retained savings, beginning of year $ $ Net savings
Patronage
29,472,305 (1,997,851) (13,124,881) (14,349,573) 37,116,239 (2,378,421) (15,870,851) (18,866,967) Retained savings, end of year (Note 16) $ $
allocation
are an
these financial statements
accompanying notes
integral part of

Operating activities

Net savings

Adjustments for:

Depreciation

FCL patronage refund

Gain on acquisition

Goodwill on acquisition

Gain on the disposal of property, plant and equipment

Gain on amalgamation

Changes in non-cash operating working capital:

Accounts receivable

Income taxes recoverable

Inventories

Prepaid agriculture suppliers

Prepaid expenses

Accounts payable and trust liabilities

Customer prepaid accounts

Net working capital on amalgamation

Redemption of FCL shares

Additions to property, plant and equipment

Proceeds from the disposal of property, plant and equipment

Cash acquired on amalgamation

Increase in long-term debt

Repayment of long-term debt

Share capital issued

GST on allocation

(borrowings) are comprised of: Cash

$ $ 29,472,305

8,330,361 (16,816,333) (189,719)

7,317,949 (14,274,942) (789,720)

1,623,372 (236,132) (349,774) (2,180,532)

(581,099) (1,641,285) (4,144,773)

1,009,878

(30,157,265) (3,310,108) (11,768,173) (2,361,948) 188,933 35,263,435 807,864

74,272

12,430,017 (28,838,928)

630,161 1,196,890

1,538,097

(2,128,350)

(13,128,532)

(18,377,672)

330,581 (5,333,722)

(38,919,823)

(1,800,420)

31
Association Limited Statement
Cash
For the Year
October
2023 2022
Lake Country Co-operative
of
Flows
Ended
31, 2023
37,116,239
Cash provided by (used for) operating
93,806 (25,463,467) (2,352,100) 19,419,504
activities (14,738,460)
Investing activities
12,250,537
Cash used for investing activities (14,681,285) (11,130,276)
Cash Consideration on business combination
(99,425)
Financing activities
18,700 494,913
669,549
21,240 454,370
Cash used for financing activities (13,205,172) (11,746,841) Net decrease in cash Cash, beginning of year (42,624,917) 3,705,094 (3,457,613) 7,162,707 Cash (borrowings), end of year $ (38,919,823) $ 3,705,094
Redemption of share capital
(11,091,580)
and cash equivalents
of credit $ 2,169,381
8,705,094
$ $
3,705,094
Cash
Line
(41,089,204) $
(5,000,000)
The accompanying notes are an integral part of these financial statements

Lake Country Co-operative Association Limited

Notes to the Financial Statements

For the Year Ended October 31, 2023

1. Incorporation and operations

The Lake Country Co-operative Association Limited ("the Co-operative") was incorporated under the Cooperatives Act of Saskatchewan on April 8, 1940. The primary business of the Co-operative is operating retail food, liquor, agriculture, home building, and petroleum outlets in Prince Albert and area, Saskatchewan.

2. Significant accounting policies

These financial statements have been prepared by management in accordance with Canadian accounting standards for private enterprises. A precise determination of many assets and liabilities is dependent upon future events and consequently, the preparation of these financial statements involves the use of estimates and approximations. Areas subject to estimation include valuation of accounts receivable, inventory, useful life of property, plant and equipment, impairment of long-lived assets, goodwill, intangibles, income taxes, asset retirement obligations, accrued liabilities, purchase price allocation and potential contingencies. These estimates also affect the disclosure of contingencies at the date of the financial statements and the reported amounts of assets, liabilities, revenues and expenses. Actual results could differ from those estimates.

These financial statements have been prepared to reflect the following significant accounting policies:

(a) Definition of financial year

The Co-operative's financial year ends on the Saturday closest to October 31.

(b) Cash

Cash is defined as cash and investments with an initial maturity of less than three months.

(c) Inventories

Inventories are valued using a weighted average formula, first-in first-out method, and the retail method. Inventories are stated at the lower of cost and net realizable value. Costs, including an appropriate portion of fixed and variable overhead expenses, are assigned to inventories by the most appropriate method for that particular inventory class.

The Co-operative estimates net realizable value as the amount that inventories are expected to be sold for, taking into consideration fluctuations of retail price due to seasonality less estimated costs necessary to make the sale. Inventories are written down to net realizable value when the cost of inventories is determined to be not recoverable due to obsolescence, damage or permanent declines in selling prices.

(d) Financial instruments

The Co-operative recognizes its financial instruments when the Co-operative becomes party to the contractual provisions of the financial instrument.

32

Lake Country Co-operative Association Limited

Notes to the Financial Statements

For the Year Ended October 31, 2023

(i) Arm's length financial instruments

Financial instruments originated/acquired or issued/assumed in an arm's length transaction are initially recorded at their fair value. At initial recognition, the Co -operative may irrevocably elect to subsequently measure any arm's length financial instrument at fair value. The Co-operative has not made such an election during the year.

Investments in equity instruments not quoted in an active market are subsequently measured at cost less impairment, or adjustments for patronage refunds or share redemptions. All transactions with Federated Cooperatives Limited (FCL) are disclosed in a separate note (Note 4). All other financial assets and liabilities are subsequently measured at amortized cost.

Transaction costs and financing fees are added to the carrying amount for those financial instruments subsequently measured at cost or amortized cost.

(ii) Financial asset impairment

The Co-operative assesses impairment of all its financial assets measured at cost or amortized cost. The Cooperative groups assets for impairment testing when available information is not sufficient to permit identification of each individually impaired financial asset in the group, there are numerous assets affected by the same factors, or no asset is individually significant. Management considers whether the issuer is having significant financial difficulty, whether there has been a breach in contract, such as a default or delinquency in interest or principal payments, in determining whether objective evidence of impairment exists. When there is an indication of impairment, the Co-operative determines whether it has resulted in a significant adverse change in the expected timing or amount of future cash flows during the year.

The Co-operative reduces the carrying amount of any impaired financial assets to the highest of: the present value of cash flows expected to be generated by holding the assets; the amount that could be realized by selling the assets at the balance sheet date; and the amount expected to be realized by exercising any rights to collateral held against those assets.

Any impairment, which is not considered temporary, is included in current year net savings.

The Co-operative reverses impairment losses on financial assets when there is a decrease in impairment and the decrease can be objectively related to an event occurring after the impairment loss was recognized. The amount of the reversal is recognized in net savings in the year the reversal occurs.

(e) Assets under capital lease

Leases, which transfer substantially all of the benefits and risks incident to ownership of property, are recorded as an acquisition of an asset and the incurrence of an obligation. Under this method of accounting for leases, the asset is depreciated over its estimated useful life and the obligation, including interest thereon, over the life of the lease. Rents on non- capital leases are expensed as incurred.

33

Notes to the Financial Statements

For the Year Ended October 31, 2023

(f) Property, plant and equipment

Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses. Depreciation is taken over the estimated useful lives of the assets using the following methods and rates:

Pavement

Buildings

Manufacturing

Furniture & equipment

EDP equipement

Vehicles

Dwelling

Declining balance Straightline Declining balance

Declining balance

Straight-line

4% to 8%

5

20%

15%

4%

Expenditures for maintenance and repairs are charged to operating expenses as incurred. Significant expenditures for improvements are capitalized. Gains or losses realized on the disposal of property, plant and equipment are reflected in operations in the year of disposition.

Claims for assistance under various FCL programs are recorded as a reduction of the cost of related assets in the period in which eligible expenditures are incurred, with any depreciation calculated on the net amount.

An impairment loss is recognized when the carrying amount of a long-lived asset is not recoverable and exceeds its fair value. No such impairment loss was recorded during the year.

(g) Asset retirement obligation

The Co-operative has a liability for an asset retirement obligation in the period in which a legal liability is incurred. The liability is based on management's best estimate. The liability is subsequently adjusted for the passage of time, which is recognized as an accretion expense in the statement of net savings. The liability is also adjusted due to revisions in either the timing or the amount of the original estimated cash flows associated with the liability. Actual costs incurred upon settlement of the asset retirement obligations are charged against the asset retirement obligation to the extent of the liability recorded.

(h) Share capital

The Co-operative approves an allocation to members subsequent to year end. The amount is recorded as an addition to share capital and a reduction in retained savings. The Co-operative records the redemption of shares that is to be paid to members at the time it has been approved by the Board of Directors.

(i) Revenue recognition

The Co-operative recognizes revenue when evidence of an arrangement exists, delivery or change of ownership has occurred, the price has been determined, and collection is reasonably assured. Patronage allocations are recognized in savings when earned by the Co-operative.

34
Lake Country Co-operative Association Limited
Declining balance 20% 20%
to 25 years
of original cost
& 30%
of original cost

Notes to the Financial Statements

For the Year Ended October 31, 2023

(j) Income taxes

The Co-operative follows the taxes payable method whereby only current income tax assets and liabilities are recognized to the extent they remain unpaid or are recoverable. In addition, the benefit relating to a tax loss incurred in the current period and carried back to prior periods is recognized as a current asset. Current income tax assets and liabilities are measured using tax rates that are enacted or substantively enacted at the reporting date.

(k) Goodwill

Goodwill resulting from business combinations represents the portion of the purchase price that was in excess of the fair value of the net identifiable assets acquired. Goodwill is not amortized and is tested for impairment whenever changes in circumstances indicate that the carrying amount of the reporting unit to which goodwill is assigned exceeds the fair value of the reporting unit. If the carrying value of the reporting unit to which goodwill has been assigned exceeds its fair value, then, with respect to the reporting unit's goodwill, any excess of its carrying value over its fair value is expensed. Impairment losses relating to goodwill cannot be reversed in future years.

(I) Intangible assets

Indefinite life intangible assets, which consist of licences, are not amortized.

An impairment loss is recognized when the carrying amount of an intangible asset is not recoverable and exceeds its fair value. No such impairment loss was recorded during the year.

(m) Business combinations

Business combinations are accounted for using the acquisition method. The application of this method requires certain estimates and assumptions especially concerning the determination of the fair value of the acquired intangible assets, property, plant and equipment, as well as the liabilities assumed at the date of the acquisition, based on information available at that date.

At the acquisition date, the Co-operative recognizes, separately from goodwill, the identifiable assets acquired, the liabilities assumed and any non-controlling interest in the subsidiary. Identifiable assets acquired and liabilities assumed are measured at their acquisition-date fair values. Any non-controlling interest in a subsidiary is measured either at fair value or at the non-controlling interest's proportionate share of the subsidiary's identifiable net assets.

The consideration transferred for each acquisition is measured as the sum of the acquisition-date fair values of the assets transferred, the liabilities incurred, and equity instruments issued by the Co-operative to obtain control of the subsidiary.

35
Lake Country Co-operative Association Limited

Notes to the Financial Statements

3. Financial instruments and risk management

The significant financial risks to which the Co-operative is exposed are credit risk, interest rate risk, liquidity risk, and commodity price risk.

(a) Credit risk

The Co-operative is exposed to credit risk on accounts receivable from its customers. The Co-operative manages credit risk through an active credit management program. The Co-operative does not have a significant exposure to any individual customer (2022 - no significant exposure to any individual customer).

(b) Interest rate risk

Interest rate risk is the risk that the value of a financial instrument might be adversely affected by a change in interest rates. Changes in market interest rates may have an effect on cash flows associated with some financial assets and liabilities, known as cash flow risk, and on the fair value of other financial assets or liabilities, known as price risk. The Co-operative's sensitivity to fluctuations in interest rates is limited to its cash and debt. The Co-operative manages its exposure to interest rate risk through floating rate deposits and borrowings

(c) Liquidity risk

Liquidity risk is the risk that the Co-operative will encounter difficulty in meeting obligations associated with financial liabilities. The Co-operative is exposed to liquidity risk arising primarily from the current obligations. The Co-operative's ability to meet obligations depends on funds generated by its operations.

(d) Commodity price risk

The Co-operative enters into transactions to purchase crop production products, for which market prices fluctuate. The nature of the Co-operative's activities exposes it to risk of changes in commodity prices related to crop inputs that may occur between the time products are received from the supplier and actual date of sale to customers. To mitigate a portion of this risk, the Co-operative enters into contracts with the supplier to purchase the product at specified prices.

36
Lake Country Co-operative Association Limited
October
For the Year Ended
31, 2023

4. Transactions with Federated Co-operatives Limited

(a) Patronage refund

The Co-operative, along with other Co-operatives in Western Canada, own FCL. At the end of each year, FCL divides a substantial portion of its net savings among these retail Co-operatives in proportion to the business done by each with FCL. During FCL's fiscal year ended October 31, 2023, the Co-operative purchased goods amounting to $494,987,687 (2022 - $491,652,684) from FCL in the normal course of operations.

These purchases resulted in a patronage refund from FCL which was received as non-cash consideration in the form of additional shares in FCL. FCL, based on its available cash flow, redeemed an amount of FCL shares held by the Co-operative. The amounts of the patronage refund and shares redeemed are as follows:

2023 2022

(b) Asset retirement obligation

The Co-operative participates in a contaminated site management program established by FCL to manage its asset retirement obligations. This program limites the Co-peratives liabilty to $25,000 per site as long as the Cooperative continues to exercise due diligence. The Co-operative has 28 sites under this program. Management believes that due diligence has been exercised and that the impact of the asset retirement obligation to the Cooperative's financial statement is not significant.

The Co-operative's has seven fertilizer sites that are covered under the contaminated site management program established by FCL. Management cannot make a reasonable estimate of the future asset retirement obligation due to the uncertainty of the timing of when management would decommission the fertilizer division.

(c) Purchase commitments

(i) Under the terms of the agreement with FCL, the Co-operative has committed to purchase petroleum products, at market price, from FCL for its gas bar and cardlock operations over a ten year period commencing from April 2014. Failure to meet this commitment would require the Co-operative to immediately pay outstanding gas bar and cardlock loan balances owed to FCL, plus repay any gas bar and cardlock grants received, including interest on the grants compounded annually at 10% from the grant date. Total grants received during this period amounted to approximately $4,742,888 (2022 - $5,405,407). Management intends to fulfill all existing contracts with FCL.

(ii) Under the terms of the agreement with FCL, the Co-operative has committed to purchase petroleum products, at market price, from the FCL corporate bulk plant over a ten year period commencing from February 2015. Failure to meet this commitment would require the Co-operative to pay a portion of the capital costs of the bulk plant to FCL determined by a formula based upon usage. Management intends to fulfill all existing contracts with FCL.

37
Country Co-operative Association Limited
the
Lake
Notes to
Financial Statements For the Year Ended October 31, 2023
Opening investment balance Increase in FCL shares from amalgamation Patronage refund Share redemptions $ 64,610,411 1,257,711 16,816,333 $ 62,586,006 14,274,942 (12,430,017) (12,250,537) Closing investment balance $ 70,254,438 $ 64,610,411

5.

Lake Country Co-operative Association Limited

Notes to the Financial Statements

For the Year Ended October 31, 2023

(iii) Under the terms of the agreement with FCL, the Co-operative has committed to purchase at least 90% of its total goods from FCL and commits, to the best of its ability, to use FCL's services. If the eligibility requirements are met, FCL will pay the Co-operative, on a quarterly basis, a Loyalty Payment based on cents per litre. The Loyalty Payment revenue is accrued as earned.

(iv) Under the terms of the agreement with FCL, the Co-operative has committed to purchase food, pharmacy, food-related products, petroleum, building supplies and agricultural products from FCL and continue to operate certain food, petroleum, home center and agricultural sites over periods of ten to thirty years depending on the specific contract. Failure to meet this commitment would require the Co-operative to repay the assistance received on a prorated basis. Total assistance that would be repayable if commitments were not met without FCL approval as at October 31, 2023 amounted to $7,942,195 (2022 - $6,793,418). Management intends to fulfill all commitments with FCL.

(v) Under the terms of the agreement with FCL, the Co-operative has committed to purchase fertilizer products, at market price, from FCL over a five year period commencing from July 2019. Failure to meet this commitment would require the Co-operative to pay a termination charge to FCL determined by a formula based on purchases and years remaining in the contract. Management intends to fulfill all existing contracts with FCL.

2023 2022

6.

2023 2022

The cost of inventories recognized as an expense during the year was $584,673,170 (2022 - $558,972,772).

38
Accounts receivable
Customer accounts receivable Other accounts receivable Allowance for doubtful accounts $ 61,272,786 9,853,053 $ 65,405,418 5,122,622 (1,635,000) (1,651,700) $ 69,474,139 $ 68,893,040
Inventories
Raw material Work in process Goods for resale $ 10,179,034 498,925 $ 17,201,291 592,110 88,914,641 100,174,856 $ 110,852,815 $ 106,708,042

7.

Lake

8.

9.

10.

The changes in the carrying amount of goodwill for the current year are as follows:

39
Financial
For
Ended October
2023
Country Co-operative Association Limited Notes to the
Statements
the Year
31,
Property, plant and
Accumulated Depreciation 2023 Book Value 2022 Book Value Original Cost Land Pavement Buildings Manufacturing Furniture & equipment EDP equipment Vehicles Dwelling Under construction 13,402,152 15,320,044 61,598,309 7,548,782 31,519,250 6,252,784 19,823,892 1,356,236 11,871,331 13,402,152 9,511,918 41,789,592 2,938,241 9,747,508 1,183,970 5,733,129 790,745 11,871,331 8,690,518 7,848,247 29,963,672 2,065,879 8,747,410 632,870 5,363,813 835,932 13,722,096 $ $ $ $ 5,808,126 19,808,717 4,610,541 21,771,742 5,068,814 14,090,763 565,491 $ 168,692,780 $ 71,724,194 $ 96,968,586 $ 77,870,437 Depreciation for the current year included in operating and administration expense was $8,152,440 (2022$7,079,627).
equipment
Assets
capital
Accumulated Depreciation 2023 Book Value 2022 Book Value Original Cost Floaters $ 1,275,255 $ 339,247 $ 936,008 $ 556,083 Depreciation for the current year included in operating and administration expense was $177,921 (2022$238,322).
under
lease
Intangible asset Licenses 2023 2022 Balance, beginning of year Additions $ 5,426,406 $ 5,314,406 1,260,850 112,000 $ 6,687,256 $ 5,426,406
Goodwill
2023 2022 Balance, beginning of year Additions to goodwill $ 3,695,920 $ 2,072,548 1,623,372 Balance, end of year $ 3,695,920 $ 3,695,920

Lake Country Co-operative Association Limited

Notes to the Financial Statements

11. Line of credit

The Co-operative has a quick loan authorized for up to $6,000,000 along with a $24,000,000 margined line of credit with Conexus Credit Union of which $2,089,204 as at October 31, 2023 (2022 - $nil was drawn). The lines of credit are secured by a Certified Copy of Resolution, a General Security Agreement, a first security interest in property with a net book value of $6,635,977, and a specific security agreement over accounts receivable and inventory. Interest on the lines of credit is at prime (7.20%) (2022 - 5.95%). The loans are subject to certain financial covenants and the Co-operative is in compliance with these covenants as at year-end.

The Co-operative has a $3,485,000 line of credit with Diamond North Credit Union of which no amount has been drawn as at October 31, 2023 (2022 - $nil). The line of credit is secured by a General Security Agreement. Interest on the line of credit is at prime plus 0.75% (7.95%) (2022 - 6.70%).

The Co-operative has two FCL operating lines of credit for $40,000,000 and $15,000,000 of which $39,000,000 has been drawn as at October 31, 2023 (2022 - $5,000,000). The lines of credit bear interest at prime rate (7.20%) and are repayable on demand with semi -monthly payments of interest calculated daily. The loans are subject to certain financial covenants and the Co-operative is in compliance with these covenants as at yearend. Security for the credit is a General Security Agreement.

12. Accounts payable and trust liabilities

FCL payables

Other payables

Trust liabilities:

deductions Goods and services tax

sales tax

13. Obligation under capital lease

2023 2022

<1J The lease agreement for CWB National Leasing matures August 1, 2025 with a final payment of $53,798 due on this date, has a nominal interst rate of 3.77%, and is secured by equipment with a net book value of $194,629 (2022 - $278,041).

40
For the Year Ended October 31, 2023
Payroll
Provincial
Liquor
Vapour tax Federal fuel charge $ 57,406,732 10,675,975 $ 86,636,181 7,451,724 471,003 163,412 552,414 258,035 3,045 546,702 435,094 203,779 3,118 1,336,788 1,054,273 $ 70,867,404 $ 96,330,871
consuption tax
2023 Current Portion 2023 Deferred Portion 2022 Current Portion 2022 Deferred Portion Total Tarra Gator<1J JD floater<2J 242,580 458,892 95,497 53,248 147,083 405,644 183,556 482,707 $ $ $ $ $ Total $ 701 472 $ 148 745 $ 552,727 $ 183,556 $ 482 707

Notes to the Financial Statements

For the Year Ended October 31, 2023

13. Obligation under capital lease continued

2 < J The lease agreement for Brandt Tractor Ltd. matures April 13, 2028 with a final payment of $200,000 due on this date, has a nominal interst rate of 5.50%, and is secured by equipment with a net book value of $741,379.

Future minimum lease payments related to obligations under capital lease are as follows:

14. Long-term debt

1 < J The Co-operative pays share capital over-age repayments to its members over a four year timeframe.

2 < J The Diamond North Credit Union fertilizer plant load was fully paid on May 2023.

<3l The line of credit, bearing interest at prime rate (7.20%) (2022 - 5.95%), repayable via an annual reduction in available credit, matures on June 2025. Line of credit was obtained to assist in the funding of the crop inputs building expansion project in Nipawin, SK. The line of credit is subject to certain non-financial covenants. The Co-operative believes it is in compliance with these covenants as at year-end and has been in compliance since the loan start date. Security for the credit is a General Security Agreement. The available line of credit decreases as follows:

2024

2025

The scheduled principal repayments on the long-term debt for the next four years are as follows:

41
Lake Country Co-operative Association Limited
2024 2025 2026 2027 2028 $ 180,648 229,362 77,898 77,898 238,950 804,756 (103,284)
$ 701,472
Less: imputed interest
2023 Current Portion 2023 Deferred Portion 2022 Current Portion 2022 Deferred Portion Total Share Capital 1 Repayments< J Fertilizer plant< J FCL lines of credit<3l $ 2,286,216 $ 1,205,876 $ 1,080,340 $ 805,107 198,648 $ 1,043,245 2 646,760 146,760 500,000 511,437 1,000,000 lli 2,932,976 lli 1,352,636 lli 1,580,340 lli 1,515,192 lli 2,043,245
30,
July 1, 2023 - June
June
$ 1,000,000 500,000
July 1, 2024 -
30,
2024 2025 2026 2027 1,352,636 860,114 360,113 360,113 $ $ 2,932,976

15.

16.

42
For
October
2023
Lake Country Co-operative Association Limited Notes to the Financial Statements
the Year Ended
31,
Share
Authorized, unlimited@ $10 2023 2022 Balance, beginning
year Allocation
Amalgamation
-operative
Limited Cash from
members GST on allocation Shares transferred from reserves $ 103,144,112 14,349,573 569,945 18,700 494,913 23,589 $ 94,938,759 18,866,967 21,240 454,370 18,505 118,600,832 114,299,841 General repayment Shares transferred to reserves Withdrawals and retirements Withholding tax 7,496,686 150,668 3,257,944 2,373,902 6,397,609 64,149 2,675,589 2,018,382 13,279,200 11,155,729 Balance, end of year $ 105,321,632 $ 103,144,112
capital
of
to members
of Alvena Co
Association
new
Statutory Reserve General Reserv Retaine d 2023 2022 Balance, beginning of year $ 21,771,204 $ 106,253,962 $ $ 128,025,166 $ 109,730,250 Net savings distributed to retained savings 29,472,305 29,472,305 37,116,239 Patronag e (14,349,573) (14,349,573) (18,866,967) Shares transferred 127,079 127,079 45,644 Reserve transfers 1,997,851 13,124,881 (15,122,732) Balance, end of year $ 23,896,134 $ 119,378,843 $ $ 143,274,977 $ 128,025,166
Reserves and retained savings

17.

18.

All sales are to external customers and no single customer accounts for more than 10% of sales.

interest

19. Lease to others

The Co-operative leases property, plant and equipment to others. The lease is classified as an operating lease and rental revenues are included in operating and administration expenses. At year end the cost of the property, plant and equipment held for leasing purposes was $5,780,235 (2022 - $5,780,235) and the accumulated depreciation was $2,270,253 (2022 - $2,042,355). Revenue generated from operating leases during the year is $601,603 (2022 - $567,509).

20. Pension plan

The Co-operative participates in a multi-employer defined contribution plan whereby the Co-operative and participating employees contribute equal amounts up to the maximum allowed under the Income Tax Act. The Co-operative has no unfunded liability under this plan. During the year, the Co-operative recorded $1,899,981 (2022 - $1,675,149) of expense relating to the plan. There were no significant changes to the rate of employer contributions during the year.

43 Lake Country Co-operative Association Limited Notes to the Financial Statements For the Year Ended October 31, 2023
Sales 2023 2022 Consumer products Agro division $ 336,905,526 338,972,885 $ 322,715,821 334,020,262 $ 675,878,411 $ 656,736,083
Net
2023 2022 Interest expense on - Short-term debt - Long-term debt Interest revenue $ 158,390 1,217,403 $ 145,570 445,431 (1,251,359) (1,188,406) $ (597,405) $ 124,434

21. Income tax expense

The Co-operative accounts for income taxes using the taxes payable method. As a result, the Co-operative's income tax expense varies from the amount that would otherwise result from the application of the statutory income tax rates as set out below:

in income tax expense resulting from:

income and non-deductible expense

members of $14,349,573 (2022 - $18,866,967)

22.Subsequentevent

Patronage allocation to members

Subsequent to October 31, 2023 the Board of Directors approved a patronage allocation to members in the amount of $14,349,573 (2022 - $18,866,967)

23. Commitments

The Co-operative is committed to the completion of construction projects with an estimated total cost of the project is $17,331,831 of which $11,871,331 has been set up as under construction. This project will be financed from operations or a loan.

44
Country Co-operative Association Limited
For the Year
October
2023
Lake
Notes to the Financial Statements
Ended
31,
2023 2022 Savings before income taxes $ 33,411,318 $ 43,181,906 Expected income tax expense at the combined tax rate of 27.0% (2022 - 27.0%)
of the general rate reduction 9,021,056 11,659,114 Increase
Non-taxable
Patronage allocation
Gain on amalgamation (146,688) (3,874,385) (588,744) (312,301) (5,094,081) Income or expenses claimed in different periods for income tax purposes: Depreciation in excess of capital cost allowance Capital cost allowance in excess of depreciation Allowance for doubtful accounts (91,896) (5,424) (4,509) (78,526) Other items that impact income taxes: Manufacturing and Processing Investment Tax Credit Prior year tax adjustment (479,622) (15,550) 17,329 (1,093) $ 3,939,013 $ 6,065,667 Income tax expense
net
(decrease)
to

24. Alvena Co-operative Association Limited amalgamation

On April 16, 2023 the Co-operative amalgamated with Alvena Co-operative Association Limited (the "acquiree"). This amalgamation is accounted for using the acquisition method. This method results in the acquiree's identifiable assets acquired and liabilities assumed being measured at their acquisition date fair values. For amalgamations involving cooperatives, the consideration is deemed to be the amount of the acquiree's share capital at the acquisition date. The following is a summary of the fair value of the assets acquired and liabilities assumed in the amalgamation as well as the deemed consideration and calculation of the gain on amalgamation.

25. Business combination

On March 31, 2023, the Co-operative acquired one Husky retail fuel site from Federated Co-operative Ltd.

Total cash consideration was $99,425. The Co-operative determined the acquisition constituted a business combination and accounted for using the acquisition method. This method resulted in the acquirees' identifiable assets acquired being measured at their acquisition date fair values. The fuel site have been integrated and is reported within the Petroleum division from the date of acquisition.

The purchase price allocation was as follows:

26.

is

are as follows:

27. Comparative figures

Certain comparative figures have been reclassified to conform to current year financial statement presentation. This did not affect prior year earnings.

45
Country Co-operative
Financial
For the Year Ended October 31, 2023
Lake
Association Limited Notes to the
Statements
Current assets Property, plant and equipment Other assets Total net assets 1,639,485 221,600 1,257,716 $ $ 3,118,801 Less: Total net liabilities Deemed consideration Gain on amalgamation (368,323) (569,946) $ 2,180,532
Equipment Site Improvements Deemed consideration $ 197,060 92,084 (99,425) Gain on acquisition $ 189,719
Operating leases
2024 2025 2026 2027 2028 $ 882,554 882,554 882,554 882,554 820,054 $ 4,350,270
The Co-operative
committed to operating leases. Total minimum lease payments
46
Country Co-operative Association Limited Unaudited Statistical Information For the Year Ended October 31, 2023 Record of Sales and Net Savings Share Repayments Net Savings Year Sales % From Date of Incorporation, April 8, 1940, to October 31, 2014 $ 73,775,313 $ 3,177,736,912 $ 179,627,412 5.7 2015 2016 2017 2018 2019 2020 2021 2022 2023 4,495,503 4,249,707 4,329,216 5,683,039 6,037,679 6,758,927 7,399,399 11,091,580 13,128,532 234,950,056 251,070,801 282,792,405 329,073,417 368,372,866 383,490,932 520,630,439 656,736,083 675,878,411 9,094,171 10,500,119 8,648,759 21,097,363 15,899,244 31,816,748 31,116,372 37,116,239 29,472,305 3.9 4.2 3.1 6.4 4.3 8.3 5.9 5.7 4.4 $ 136,948,895 $ 6,880,732,322 $ 374,388,732 5.4 Membership Members purchasing during the year Inactive members 47,110 7,572 Total members 54,682
Lake

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