LEVERATOR PLC FINANCIAL STATEMENTS BULLETIN 1 JANUARY – 31 DECEMBER 2009

Leverator Plc     Stock Exchange Release    5 February 2010 at 10.50 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 (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 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

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 96,742 (EUR 76,163 for the review period 1 January – 31 December 2008) and financial income and expenses totalled EUR 253,188 (EUR 161,429). The result for the review period was EUR 105,087 (EUR 49,508).

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

* 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. Net cash assets MEUR 29.1 include MEUR 4.8 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

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.

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 2010. 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 the Company’s interest earnings will cover its interest payable and other expenses in 2010.

Leverator Plc will publish its Interim Report 1 January – 31 March 2010 on 6 May 2010.

Helsinki 5 February 2010

LEVERATOR PLC

Board of Directors

For further information, please contact:
Martti Timgren, CEO, tel. +358 207 207 582 or mobile +358 50 531 9772

DISTRIBUTION
Helsinki Exchanges
Principal media
Bondholders

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

Financial Statements 1 January – 31 December 2009 has been prepared in compliance with International Financial Reporting Standards (IFRS) and the accounting principles applied in the Financial Statements are the same as in the financial statements for 2008. The information in the  Financial Statements has been audited.

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