LEVERATOR PLC FINANCIAL STATEMENTS BULLETIN 1 JANUARY – 31 DECEMBER 2012


Leverator Plc     Financial Statement Release 8 February 2013 at 11:00 a.m. EET

 

 

 

LEVERATOR PLC FINANCIAL STATEMENTS BULLETIN  1 JANUARY – 31 DECEMBER 2012

 

 

 

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 8.3% and 10.8% of the original loan capital, equivalent to EUR 16,000,128 and EUR 20,736,000, in accordance with the terms of loan on 21 June 2012 and 21 December 2012. The outstanding bond loan totalled EUR 112,442,112 on 31 December 2012.

 

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 94,313 (EUR 98,134 for the review period 1 January – 31 December 2011) and financial income and expenses totalled EUR 350,750 (EUR 301,123). The result for the review period was EUR 193,610 (EUR 150,212).

 

 

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 31 December 2012

 

  MEUR
Outstanding balance to Leverator   112.4
   
CMM IV’s mezzanine loans and associated options and shares:  
     - acquisition cost* 108.7
     - value appreciation* -11.8
Net cash assets  
     - bank deposits 3.8
     - outstanding interest receivables** 0.8
     - accumulated interest receivables** 0.7
     - Leverator/accumulated interest -0.2
Commitments at call from Limited Partners 10.0
Clawback at call 10.9
Total 122.9

 

 

* Figures reported by CMM IV's management company.

** 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. 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 31 December 2013

 

  MEUR
Balance of bonds at nominal value 112.4
   
Leverator’s receivable from CMM IV at nominal value 112.4
Net cash assets 0.8
Total 113.2

 

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 2012 the shareholders of Leverator Plc elected the following members to the Company’s Board of Directors: Mr Tatu Hemmo, Mrs Nina Härkönen, Mr Staffan Jåfs, Mr Harri Lemmetti, Mr Olli Liitola, Mr Tommi Mäkelä, Mrs Katja Salovaara, Mr Tomi Viia, and Mr Kyösti Ylikortes. The members elected Mr Tatu Hemmo 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. Restrictions in the portfolio companies’ senior loan agreements may in certain cases prevent the companies from meeting their interest payments in accordance with the original loan terms during 2013. The aforementioned issues might, in turn, weaken the fund’s ability to meet its debt to Leverator Plc in full, which would affect Leverator Plc’s solvency. It is possible that the fund’s solvency weakens further during 2013.

 

It is highly probable that Leverator Plc’s interest earnings will cover its interest payable and other expenses in 2013.

 

Leverator Plc will publish its Interim Report 1 January–31 March 2013 on 3 May 2013.

 

 

Helsinki 8 February 2013

 

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

NASDAQ OMX Helsinki

Principal media

Bondholders

 

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

 

Financial Statements Bulletin 1 January–31 December 2012 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 2011. The information presented has been audited.

 

 

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

 

 

INCOME STATEMENT, IFRS      
         
EUR 1.10.- 31.12.2012 1.1.-31.12.2012 1.10.-31.12.2011 1.1.- 31.12.2011
         
Turnover 0 0 0 0
         
Personnel expenses -23,200 -23,200 -24,400 -24,400
Other operating expenses -17,778 -71,113 -15,452 -73,734
         
Operating loss -40,978 -94,313 -39,852 -98,134
         
Financial income and expenses 82,041 350,750 94,159 301,123
         
Profit before taxes 41,063 256,437 54,307 202,989
         
Income taxes -10,060 -62,827 -14,121 -52,777
         
Profit for the financial year 31,003 193,610 40,186 150,212
         
Total comprehensive income, IFRS      
The company does not have items included in comprehensive income.  
 
         
Earnings per share:        
         
Earnings per share, € 0.0301 0.1882 0.0391 0.1460
           

 

 

BALANCE SHEET, IFRS    
     
EUR 31.12.2012 31.12.2011
     
ASSETS    
     
Non-current assets    
     
Investments    
Other investments 112,442,112 149,178,240
     
Total non-current assets 112,442,112 149,178,240
     
Current assets    
     
Current receivables 283,131 337,863
Cash and bank 748,982 575,600
     
Total current assets 1,032,113 913,463
     
TOTAL ASSETS 113,474,225 150,091,703
     
     
     
EUR 31.12.2012 31.12.2011
     
SHAREHOLDERS' EQUITY AND    
LIABILITIES    
     
Shareholders' equity    
     
Share capital 102,857 102,857
Retained earnings 506,207 355,995
Profit for the financial year 193,610 150,212
     
Total shareholders' equity 802,674 609,064
     
     
Liabilities    
     
Non-current liabilities 112,442,112 149,178,240
Current liabilities 229,439 304,399
     
Total liabilities 112,671,551 149,482,639
     
TOTAL SHAREHOLDERS' EQUITY 113,474,225 150,091,703
AND LIABILITIES    

 

 

STATEMENT OF CHANGES IN EQUITY, IFRS    
         
  Share capital Other reserves Retained   earnings Total equity
Equity on 31.12.2011 102,857 0 506,207 609,064
Profit for the financial year     193,610 193,610
Equity on 31.12.2012 102,857 0 699,817 802,674
         
  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     150,212 150,212
Equity on 31.12.2011 102,857 0 506,207 609,064

 

 

CASH FLOW STATEMENT, IFRS    
     
EUR 1-12/2012 1-12/2011
     
Cash flow from operations    
Operating profit 193 610 150 212
Other adjustments to operating profit -373 173 -449 411
Interest paid -11 522 963 -13 061 577
Interest received 11 875 908 13 461 650
Cash flow from operations 173 382 100 874
     
Cash flow from investments    
Change in long-term loan receivables 36 736 128 21 701 760
Cash flow from investments 36 736 128 21 701 760
     
Financial cash flow    
Change in long-term liabilities -36 736 128 -21 701 760
Financial cash flow -36 736 128 -21 701 760
     
Change in cash funds 173 382 100 874
Cash funds at start of the period 575 600 474 726
Cash funds at end of the period 748 982 575 600

 


Attachments

Leverator Plc Financial Statements Bulletin 2012.pdf