LEVERATOR PLC INTERIM REPORT 1 JANUARY – 30 SEPTEMBER 2011


Leverator Plc     Stock Exchange Release    3 November 2011 at 10:45 a.m. EET


Business

Leverator Plc’s (Leverator) business consists of the issue of bonds and the grant of loans to CapMan Mezzanine IV L.P. mezzanine fund (CMM IV). Leverator’s result is formed by the difference between interest received from CMM IV’s loans and interest paid to bondholders. The issued bonds are listed on the Helsinki Exchanges (Nasdaq OMX Helsinki).

Bonds

Leverator has issued a serial loan with a fixed coupon interest of 8.162%. The bonds were issued in five tranches in accordance with the loan capital needed by CMM IV, and investors subscribed all five tranches according to their commitments. The final size of the bond totalled MEUR 192 on 18 June 2009. The final loan maturity is 21 June 2016. Leverator has a call option to repay the bonds or part thereof not earlier than 22 June 2009.

Leverator repaid 11.3% of the original loan capital, equivalent to EUR 21,701,760, in accordance with the terms of loan on 21 June 2011. The outstanding bond loan totalled EUR 149,178,240 on 30 September 2011.

Issued tranches and Leverator’s financial performance

Issued tranches (trading code LEVJ816216)
Tranche Issue date Size of the tranche, MEUR Date of listing Subscription price, %
1st tranche 12 July 2004 8.0 13 July 2004 100.00
2nd tranche 5 June 2006 40.0 13 June 2006 99.137
3rd tranche 28 March 2007 48.0 13 April 2007 98.290
4th tranche 28 April 2009 36.0 5 May 2009 97.389
5th tranche 18 June 2009 60.0 25 June 2009 98.468

Leverator’s turnover for the review period was EUR 0, because the Company’s interest earnings and interest expenses are presented as financial items in the income statement. Leverator’s operating loss was EUR 58,282 (EUR 48,584 for the review period 1 January – 30 September 2010) and financial income and expenses totalled EUR 206,964 (EUR 213,076). The result for the review period was EUR 110,026 (EUR 121,726).

Leverator’s solvency and risks

The security for the bonds is Leverator’s receivable from CMM IV. The security for this receivable to Leverator is CMM IV’s mezzanine loan receivables from portfolio companies as well as associated options and portfolio company shares that are possibly subscribed on the basis of those options.

Leverator’s solvency to pay the bonds’ interest and principal is based on CMM IV’s solvency to pay the loan receivable and interest to Leverator. CMM IV’s solvency is dependent on its mezzanine loan receivables from portfolio companies and on the value of associated options or shares as well as on CMM IV’s right to call the commitments and clawback of the Fund’s Limited Partners. The most significant risks or uncertainty factors in Leverator’s operations are that the portfolio companies would not be able to pay their debt to the fund, that the fund’s Limited Partners would not be able to fulfil their obligations in accordance with fund agreement or that the fund’s solvency would be put at risk due to some other cause.

An examination of CMM IV’s solvency to manage the loan receivable to Leverator is first carried out in order to determine Leverator’s solvency.

CMM IV’s solvency 30 September 2011

  MEUR
Outstanding balance to Leverator   149.2
   
CMM IV’s mezzanine loans and associated options and shares:  
     - acquisition cost* 138.7
     - value appreciation* -18.4
Net cash assets  
     - bank deposits 13.4
     - outstanding interest receivables** 5.1
     - accumulated interest receivables** 2.6
     - Leverator/accumulated interest -3.5
Commitments at call from Limited Partners 10.0
Clawback at call 10.9
Total 158.8

* Figures reported by CMM IV's management company taking also into account a 10% allowance for depreciation.                                   

** Excludes interest receivables that are outstanding or have accumulated that are not booked in the Fund's accounts because of the uncertainty whether they can be collected.                                  

As CMM IV's financial assets exceed the total loan receivables of Leverator, the latter's receivable due from CMM IV presented below can be booked in full.                               

The values given above are reported by CMM IV’s management company. Net cash assets MEUR 17.6 include MEUR 4.7 interest receivables, which CMM IV’s portfolio companies have been unable to pay in accordance with original loan terms to CMM IV due to restrictions in the portfolio companies’ senior loan agreements. The management company’s assessment of the value appreciation of mezzanine loans and associated options and shares is based on reporting principles common to the private equity industry. These principles aim at take into account risk factors caused by the general economic environment. The amount of commitments and clawback that the fund has a right to call from the Fund’s Limited Partners is based on CMM IV’s fund agreement.

Leverator’s solvency 30 September 2011

  MEUR
Balance of bonds at nominal value 149.2
   
Leverator’s receivable from CMM IV at nominal value 149.2
Net cash assets 0.5
Total 149.7

Leverator’s solvency exceeds the balance of the bonds.

Leverator’s more detailed financial position is presented in the income statement, balance sheet, statement of changes in equity and cash flow statement in Appendix 1. There are no exceptional liabilities of Leverator or CMM IV in the knowledge of Leverator’s Board of Directors that should be considered in the above calculations.

Leverator’s ownership

The owners of Leverator Plc are CapMan Plc, Etera Mutual Pension Insurance Company, Foundation for Economic Education, Ilmarinen Mutual Pension Insurance Company, OP Life Assurance Company Ltd, Pharmacy Pension Fund, Mandatum Life Insurance Company Limited, Varma Mutual Pension Insurance Company and Yleisradio Pension Fund with equal holdings.

Leverator’s Board of Directors

On 4 May 2011 the shareholders of Leverator Plc elected the following members to the Company’s Board of Directors: Mr Karri Alameri, Mr Tatu Hemmo, Mrs. Nina Härkönen, Mr Harri Lemmetti, Mr Olli Liitola, Mr Tommi Mäkelä, Mr Jyrki Orpana, Mr Jorma Tammenaho and Mr Kyösti Ylikortes. The members elected Mr Jyrki Orpana as Chairman of the Board.

Future outlook

Developments in the general market environment in the next few years may continue to cause difficulties in the ability of fund’s portfolio companies to pay interest on their mezzanine loans and repay principal to the fund in accordance with original loan terms. The amount of unpaid interest receivables mentioned under CMM IV’s solvency is expected to rise during the last quarter of 2011 and in 2012. These, in turn, might weaken the fund’s ability to meet in full its debt to Leverator Plc, which would affect Leverator Plc’s solvency.

It is highly probable that Leverator Plc’s interest earnings will cover its interest payable and other expenses in 2011.

Leverator Plc will publish its Financial Statements Bulletin 1 January – 31 December 2011 on 3 February 2012.

Helsinki 3 November 2011

LEVERATOR PLC

Board of Directors

 

For further information, please contact:
Olli Liitola, CEO, tel. +358 207 207 506 or mobile +358 400 605 040

DISTRIBUTION
Helsinki Exchanges
Principal media
Bondholders

APPENDIX 1.                     Income statement, balance sheet, statement of changes in equity and cash flow statement

Interim Report 1 January – 30 September 2011 has been prepared in compliance with International Financial Reporting Standards (IFRS) and the accounting principles applied are the same as in the financial statements for 2010. The information presented in the Interim Report is un-audited.

APPENDIX 1. Income Statement, Balance Sheet, Statement of Changes in Equity and Cash Flow Statement

 

INCOME STATEMENT, IFRS          
           
EUR 1.7.- 30.9.2011 1.1.- 30.9.2011 1.7.- 30.9.2010 1.1.- 30.9.2010 1.1.- 31.12.2010
           
Turnover 0 0 0 0 0
           
Personnel expenses 0 0 0 0 -23,200
Other operating expenses -18,348 -58,282 -16,718 -48,584 -61,137
           
Operating loss -18,348 -58,282 -16,718 -48,584 -84,337
           
Financial income and expenses 93,372 206,964 69,724 213,076 281,352
           
Profit before taxes 75,024 148,682 53,006 164,492 197,015
           
Income taxes -19,472 -38,656 -13,781 -42,766 -38,102
           
Profit for the financial year 55,552 110,026 39,225 121,726 158,913
           
Total comprehensive income, IFRS          
The company does not have items          
included in comprehensive income.          
           
Earnings per share:          
           
Earnings per share, € 0.0540 0.1070 0.0381 0.1183 0.1545

 

BALANCE SHEET, IFRS      
       
EUR 30.9.2011 30.9.2010 31.12.2010
       
ASSETS      
       
Non-current assets      
       
Investments      
Other investments 149,178,240 190,756,358 170,243,545
       
Total non-current assets 149,178,240 190,756,358 170,243,545
       
Current assets      
       
Current receivables 3,457,715 4,830,495 391,146
Cash and bank 466,664 263,740 474,726
       
Total current assets 3,924,379 5,094,235 865,872
       
TOTAL ASSETS 153,102,619 195,850,593 171,109,417
       
SHAREHOLDERS' EQUITY AND LIABILITIES      
       
Shareholders' equity      
       
Share capital 102,857 102,857 102,857
Retained earnings 355,995 247,548 197,082
Profit for the financial year 110,026 121,726 158,913
       
Total shareholders' equity 568,878 472,131 458,852
       
Liabilities      
       
Non-current liabilities 149,178,240 190,549,888 170,139,858
Current liabilities 3,355,501 4,698,830 485,090
Deferred tax liabilities 0 129,744 25,617
       
Total liabilities 152,533,741 195,378,462 170,650,565
       
TOTAL SHAREHOLDERS' EQUITY      
AND LIABILITIES 153,102,619 195,850,593 171,109,417

 

STATEMENT OF CHANGES IN EQUITY, IFRS    
         
  Share capital Other reserves Retained   earnings Total equity
Equity on 31.12.2010 102,857 0 355,995 458,852
Profit for the financial year     110,026 110,026
Equity on 30.9.2011 102,857 0 466,021 568,878
         
  Share capital Other reserves Retained earnings Total equity
Equity on 31.12.2009 102,857 231,989 15,559 350,405
Other Changes   -231,989 231,989 0
Profit for the financial year     121,726 121,726
Equity on 30.9.2010 102,857 0 369,274 472,131

 

CASH FLOW STATEMENT, IFRS      
       
EUR 1-9/2011 1-9/2010 1-12/2010
       
Cash flow from operations      
Operating profit/loss 110,026 121,726 158,913
Other adjustments to operating profit -331,688 -177,035 -243,250
Interest paid -6,973,613 -7,835,520 -15,671,040
Interest received 7,187,213 8,075,520 16,151,054
Cash flow from operations -8,062 184,691 395,677
       
Cash flow from investments      
Investments in other placements 21,701,760 0 21,120,000
Cash flow from investments 21,701,760 0 21,120,000
       
Financial cash flow      
Change in long-term liabilities -21,701,760 -600,000 -21,720,000
Financial cash flow -21,701,760 -600,000 -21,720,000
       
Change in cash funds -8,062 -415,309 -204,323
Cash funds at start of the period 474,726 679,049 679,049
Cash funds at end of the period 466,664 263,740 474,726