April 26, 2000 First Quarter Report To Shareholders 2000

Sales for the three months to March 31, 2000 were $205.9 million, an increase of $13.5 million or 7.0% over the $192.4 million achieved in the comparable period of last year. Sales of the Packaging segment were $103.9 million which reflects an improvement of 6.9% over last year's $97.2 million with all geographic areas contributing to the increase. Metal Processing sales, at $74.1 million, were down 1.4% in the quarter due primarily to lower sales of stainless steel pipe and tube. Distribution sales for the quarter, at $27.9 million, were ahead 39.2% over last year and benefited from strong markets in North America and rising stainless steel prices.

Earnings before goodwill amortization for the first three months of 2000 were $8.3 million or $0.24 per share, which represents an increase of 8.0% over the $7.7 million or $0.22 per share earned last year. Net earnings for the quarter were $7.9 million or $0.23 per share, which is 8.8% ahead of the $7.2 million or $0.21 per share achieved in the comparable quarter of last year.

Operating profits for the first quarter amounted to $15.1 million which is $0.3 million or 1.9% above last year. The Packaging segment had profits of $4.5 million which represents an increase of 6.2% over the $4.3 million earned last year. Although higher profits were recorded in all areas, performance was below our expectations due to strong plastic strapping competition in the U.S. and lower earnings at the U.K. unit due to the continuing strength of the British pound and increased competition from mainland Europe.

The Metal Processing segment generated profits of $10.2 million which is 18.6% below the comparable quarter of last year. Rising nickel prices reduced profits from the sale of stainless steel pipe and tube as we were unable to recover all of the material costs from customers in the first quarter. Earnings from roll formed products declined due to a change in product mix. Profits from pickling operations were down due primarily to lower technology income compared to last year.

Distribution earnings, at $1.5 million, are well ahead of last year when this segment incurred a loss. Distribution has benefited from the strong economy, rising stainless steel prices and increased demand in Texas markets resulting from the recovery in oil prices.

On August 12, 1999, the Company issued a press release that it had filed with The Toronto Stock Exchange a Notice of Intention to make a Normal Course Issuer Bid for its common shares. The Company is entitled to purchase up to 1,036,336 common shares of Samuel Manu-Tech Inc. during the one-year period commencing August 19, 1999. For the quarter ended March 31, 2000, 118,500 shares were purchased bringing the cumulative total under the Issuer Bid to 212,700 shares.

The outlook for the second quarter is positive. At the Metal Processing segment we anticipate profits to remain stable while the Packaging and Distribution segments are expected to continue to improve their profitability.

Mark C. Samuel
President and CEO
April 26, 2000

Three Months ended March 31, 2000 and 1999 (unaudited)
(thousands of dollars except per share amounts)

	1ST QUARTER
	2000	1999
NET SALES	$  205,872	$   192,393
COSTS (INCOME) AND EXPENSES:
Cost of sales, selling & administration	184,517	171,670
Depreciation and amortization	6,296	5,944
Interest on long-term debt	2,860	3,096
Interest on short-term debt	287	257
Interest income	(113)	(31)
	193,847	180,936
EARNINGS BEFORE INCOME TAXES AND GOODWILL AMORTIZATION	12,025	11,457
PROVISION FOR INCOME TAXES	3,700	3,750
EARNINGS BEFORE GOODWILL AMORTIZATION	8,325	7,707
GOODWILL AMORTIZATION, net of income taxes	442	459
NET EARNINGS	$      7,883	$     7,248
EARNINGS PER SHARE BEFORE GOODWILL AMORTIZATION	$        0.24	$       0.22
NET EARNINGS PER SHARE	$        0.23	$       0.21

The Company has adopted the CICA's new disclosure recommendations with respect to goodwill amortization, which permits the entity to present goodwill amortization on a net-of-tax basis as a separate line item in the income statement. The comparative figures for 1999 have been restated to be consistent with the presentation adopted in September 1999.

Three Months ended March 31, 2000 and 1999 (unaudited)
(thousands of dollars)

	1ST QUARTER
SALES	2000	1999
Packaging	$   103,920	$    97,237
Metal Processing	74,067	75,125
Distribution	27,885	20,031
Consolidated	$   205,872	$  192,393

	1ST QUARTER
EARNINGS BEFORE INTEREST AND GOODWILL AMORTIZATION	2000	1999
Packaging	$     4,536	$     4,269
Metal Processing	10,177	12,495
Distribution	1,486	(915)
Corporate	(1,140)	(1,070)
Consolidated	$   15,059	$   14,779

March 31, 2000 and 1999 (unaudited)
(thousands of dollars)

	2000	1999
ASSETS
CURRENT ASSETS:
Cash and short-term deposits	$       5,252	$      6,393
Accounts receivable	122,089	117,404
Inventories	150,074	148,187
Prepaids and sundry	4,335	2,748
	281,750	274,732
FIXED ASSETS	178,228	187,776
DEFERRED PENSION COSTS	4,120	3,921
INTANGIBLE ASSETS	52,648	58,641
	$   516,746	$   525,070
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Bank indebtedness	$     13,027	$     35,460
Accounts payable and accrued liabilities	95,817	92,675
Dividends payable	1,731	1,395
Income taxes payable	5,856	1,493
Current portion of long-term debt	12,273	1,223
	128,704	132,246
LONG-TERM DEBT	146,106	173,792
POST-RETIREMENT BENEFITS
OTHER THAN PENSIONS	3,940	4,579
DEFERRED INCOME TAXES	13,802	5,638
	292,552	316,255
SHAREHOLDERS' EQUITY:
Capital stock	27,786	27,958
Retained earnings	189,387	172,227
Cumulative translation adjustment	7,021	8,630
	224,194	208,815
	$   516,746	$   525,070

Effective January 1, 2000 the Company adopted the new recommendations of the CICA with respect to accounting for income taxes and accounting for employee future benefits.  The cumulative effect of adopting the liability method of tax allocation, on a retroactive basis without restating the financial statements of prior periods, was a decrease to retained earnings of $10,004, an increase to the cumulative translation adjustment of $503 and an increase to future income taxes of $9,501.  The effect of adopting the recommendations with respect to employee future benefits, on a prospective basis, was not material.

Three Months ended March 31, 2000 and 1999 (unaudited)
(thousands of dollars)

	2000	1999
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$       7,883	$       7,248
Items not involving cash:
Depreciation and amortization	6,296	5,944
Goodwill amortization	592	609
Future income taxes	21	181
Decrease (increase) in deferred pension costs	120	(402)
Decrease in post-retirement benefits other than pensions	(125)	(220)
	14,787	13,360
Change in non-cash operating working capital:
Increase in accounts receivable	(6,940)	(9,863)
Decrease (increase) in inventories	(4,672)	7,615
Decrease (increase) in prepaids and sundry	(207)	745
Increase in accounts payable and accrued liabilities	6,174	9,999
Increase in income taxes payable	1,935	195
	11,077	22,051
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds on sale of fixed assets	313	100
Loss (gain) on disposal of fixed assets	(20)	--
Purchase of fixed assets and intangible assets	(3,725)	(7,734)
	(3,432)	(7,634)
CASH FLOWS FROM FINANCING ACTIVITIES:
Purchase of common shares	(828)	--
Repayment of long term debt	(3,585)	(5,421)
Dividends paid on common shares	(1,717)	(1,382)
	(6,130)	(6,803)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS	235	(48)
INCREASE (DECREASE) IN CASH DURING THE PERIOD	1,750	7,566
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	(9,525)	(36,633)
CASH AND CASH EQUIVALENTS, END OF PERIOD	$    (7,775)	$     (29,067)

Cash and cash equivalents is comprised of cash and short-term deposits less bank indebtedness.

The Consolidated Cash Flow Statements have been prepared in conformity with the new CICA Handbook section 1540.  The comparative figures for 1999 have been restated to be consistent with the method adopted in June 1999.

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