LEVERATOR PLC INTERIM REPORT 1 JANUARY – 30 JUNE 2009


Leverator Plc     Interim Report             7 August 2009 at 10.00 a.m.

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.

Bonds

Leverator has issued a serial loan with a fixed coupon interest of 8.162%. The bonds will be issued in a maximum of five tranches in accordance with the loan capital needed by CMM IV, and investors have committed to subscribe all five tranches. The last tranche was issued on 18 June 2009 and the final size of the bond totalled MEUR 192.

The bonds’ trading lot is MEUR 0.5 and 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. In the event that the bonds are called prior to 22 June 2011, a premature payment premium is paid as specified in the listing particulars.

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 issued fourth and fifth tranches during the review period. The size of the fourth tranche was MEUR 36.0 and the subscription price was 97.389%. The tranche was listed on 5 May 2009. The size of the fifth tranche was MEUR 60.0 and the subscription price was 98.468 %. The fifth and last tranche was listed on 25 June 2009.

During the review period Leverator forwarded a total of MEUR 96.0 loan to CMM IV from the proceeds received from the issue of the fourth and fifth tranches.

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 33,937 (EUR 28,431 for the review period 1 January – 30 June 2008) and financial income and expenses totalled EUR 73,766 (EUR 67,947). The result for the review period was EUR 23,183 (EUR 22,637).

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

  MEUR
Outstanding balance to Leverator   192.0
   
CMM IV’s mezzanine loans and associated options and shares:  
     - acquisition cost 164.7
     - value appreciation -6.0
Net cash assets 43.3
Commitments at call from Limited Partners 10.0
Clawback at call 10.9
Total 222.8

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

  MEUR
Balance of bonds at nominal value 192.0
   
Leverator’s receivable from CMM IV at nominal value 192.0
Net cash assets 0.5
Total 192.5

Leverator’s solvency exceeds the balance of the bonds.

Leverator’s more detailed financial position is presented in the income statement, balance sheet, 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 management

On 12 May 2009 the shareholders of Leverator Plc elected the following members to the Company’s Board of Directors: Mr Risto Autio, Mr Karri Alameri, Mr Kari Joutsa, Mr Harri Lemmetti, Mr Olli Liitola, Mr Jyrki Orpana, Mr Jorma Tammenaho, Mr Hannu Tarkkonen and Mr Kyösti Ylikortes. The members elected Mr Jyrki Orpana as Chairman of the Board.

Adoption of IFRS standards (IAS)

As of 1 January 2007, Leverator Plc has adopted International Financial Reporting Standards (IFRS) in its financial reporting.

Future outlook

Developments in the general market environment in the next few years may cause difficulties in the ability of fund’s portfolio companies to pay interest on their mezzanine loans and repay principal to the fund. This, 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 the Company’s interest earnings will cover its interest payable and other expenses in 2009.

Leverator Plc will publish its Interim Report 1 January – 30 September 2009 on 30 October 2009.

Helsinki 7 August 2009

LEVERATOR PLC

Board of Directors

For further information, please contact:

Olli Liitola, Member of the Board of Directors, tel. +358 207 207 506 or mobile +358 400 605 040

DISTRIBUTION

Helsinki Exchanges

Principal media

Bondholders

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

Interim Report 1 January – 30 June 2009 has been prepared in compliance with International Financial Reporting Standards (IFRS) applying IAS and IFRS standards, as well as SIC and IFRIC interpretations, valid on 31 December 2007. The figures in the Interim Report are unaudited.

APPENDIX 1.    INCOME STATEMENT, BALANCE SHEET, STATEMENT OF CHANGES IN EQUITY AND CASH FLOW STATEMENT

INCOME STATEMENT, IFRS      
           
EUR 1.4.-
30.6.2009
1.1.-
30.6.2009
1.4.-
30.6.2008
1.1.-
30.6.2008
1.1.-
31.12.2008
           
Turnover 0 0 0 0 0
           
Personnel expenses 0 0 0 0 -23 200
Other operating expenses -23 150 -33 937 -19 023 -28 431 -52 963
           
Operating loss -23 150 -33 937 -19 023 -28 431 -76 163
           
Financial income and expenses 41 878 73 766 33 851 67 947 161 429
           
Profit/loss before taxes 18 728 39 829 14 828 39 516 85 266
           
Income taxes -7 616 -16 646 -7 184 -16 879 -35 758
           
Profit/loss for the financial year 11 112 23 183 7 644 22 637 49 508
           
           
           
Earnings per share:          
           
Earnings per share, € 0,0108 0,0225 0,0074 0,0220 0,0481
                 

 

BALANCE SHEET, IFRS      
EUR 30.6.2009 30.6.2008 31.12.2008
       
ASSETS      
       
Fixed assets      
       
Investments      
Other investments 189 622 237 95 165 361 95 289 749
       
Total fixed assets 189 622 237 95 165 361 95 289 749
       
Current assets      
       
Deferred tax assets 0 0 0
Short-term receivables 448 675 498 744 508 144
Cash and bank 487 025 286 648 377 480
       
Total current assets 935 700 785 392 885 624
       
TOTAL ASSETS 190 557 937 95 950 753 96 175 373
       
       
SHAREHOLDERS' EQUITY AND      
LIABILITIES      
       
Shareholders' equity      
       
Share capital 102 857 102 857 102 857
Other reserves 231 989 231 989 231 989
Retained earnings -89 528 -139 036 -139 036
Profit/loss for the financial year 23 183 22 637 49 508
       
Total shareholders' equity 268 501 218 447 245 318
       
Liabilities      
       
Capital loan 586 660 532 054 558 915
Long-term liabilities 189 226 474 94 980 008 95 132 348
Short-term liabilities 424 037 203 504 203 173
Deferred tax liabilities 52 265 16 740 35 619
       
Total liabilities 190 289 436 95 732 306 95 930 055
       
TOTAL SHAREHOLDERS' EQUITY 190 557 937 95 950 753 96 175 373
AND LIABILITIES      

 

STATEMENT OF CHANGES IN EQUITY, IFRS    
         
  Share capital Other reserves Retained  earnings Total equity
Equity on 31.12.2008 102 857 231 989 -89 528 245 318
Profit for the financial year     23 183 23 183
Equity on 30.6.2009 102 857 231 989 -66 345 268 501
         
  Share capital Other reserves Retained earnings Total equity
Equity on 31.12.2007 102 857 231 989 -139 036 195 810
Profit for the financial year     22 637 22 637
Equity on 30.6.2008 102 857 231 989 -116 399 218 447

 

CASH FLOW STATEMENT, IFRS      
       
EUR 1-6/2009 1-6/2008 1-12/2008
       
Cash flow from operations      
Operating profit/loss 23 183 22 637 49 508
Other adjustments to operating profit -70 570 -75 359 -136 513
Interest paid -7 835 520 -3 917 760 -7 835 520
Interest received 4 548 088 4 037 875 8 080 750
Cash flow from operations -3 334 819 67 393 158 225
       
Cash flow from investments      
Investments in other placements -94 140 840 0 0
Cash flow from investments -94 140 840 0 0
       
Financial cash flow      
Change in long-term liabilities 97 585 204 0 0
Financial cash flow 97 585 204 0 0
       
Change in cash funds 109 545 67 393 158 225
Cash funds at start of the period 377 480 219 255 219 255
Cash funds at end of the period 487 025 286 648 377 480