|
Leverator Plc Financial Statement 29 January 2009 at 9.35 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 will be issued no later than 21 June 2009. The tranches have a maximum size of MEUR 60 each. The maximum total issue is 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. Leverator’s financial performance is impacted by the time of new tranche issues. 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 |
No tranches were issued during the review period. 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 76,163 (EUR 85,508 for the review period 1 January – 31 December 2007) and financial income and expenses totalled EUR 161,429 (EUR 119,112). The result for the review period was EUR 49,508 (EUR 12,424).
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 and on the credit limit of CMM IV. The most significant risk or uncertainty factor in Leverator’s operations is that the portfolio companies would not be able to pay their debt to the fund, 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 | 96.0 | ||
| CMM IV’s mezzanine loans and associated options and shares: | |||
| - acquisition cost* | 148.1 | ||
| - value appreciation* | -7.9 | ||
| Net cash assets | 3.6 | ||
| Commitments at call from Limited Partners | 12.9 | ||
| Clawback at call | 10.9 | ||
| Credit limit balance | -41.8 | ||
| Total | 125.8 | ||
|
* The values reported by CMM IV’s management company. CMM IV’s solvency exceeds the balance of the loan receivable to Leverator; therefore Leverator’s receivable from CMM IV can be accounted for in full in the calculation below. Leverator’s solvency |
MEUR | ||
| Balance of bonds at nominal value | 96.0 | ||
| Leverator’s receivable from CMM IV at nominal value | 96.0 | ||
| Net cash assets | 0.7 | ||
| Total | 96.7 | ||
Leverator’s solvency exceeds the balance of the bonds.
Leverator’s more detailed financial position is presented in the balance sheet, income statement 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 7 May 2008 the shareholders of Leverator Plc elected the following members to the Company’s Board of Directors: Mr Risto Autio, Mr Magnus Backström, 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 2009 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 jeopardise the fund’s ability to meet in full its debt to Leverator Plc. At present this scenario is improbable. The fund still has an undrawn balance of MEUR 41.8 in its loan facility. The fund will also be asking Leverator Plc for at least this amount at the latest by June 2009, when the company must issue a tranche for a corresponding amount. The last possible date of issue of the last tranche is 21 June 2009. No other significant changes are expected in the company’s financial position during 2009. It is highly probable that the Company’s interest earnings will cover its interest payable and other expenses.
Leverator Plc will publish its Interim Report 1 January – 31 March 2009 on 11 May 2009.
Helsinki 29 January 2009
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. Balance sheet, income statement, cash flow statement and statement of changes in equity
Financial Statements Bulletin 1 January – 31 December 2008 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 Financial Statements Bulletin are audited.
APPENDIX 1. BALANCE SHEET, INCOME STATEMENT, STATEMENT OF CHANGES IN EQUITY AND CASH FLOW STATEMENT
| BALANCE SHEET, IFRS | ||
| EUR | 31.12.2008 | 31.12.2007 |
| ASSETS | ||
| Fixed assets | ||
| Investments | ||
| Other investments | 95 289 749 | 95 046 233 |
| Total fixed assets | 95 289 749 | 95 046 233 |
| Current assets | ||
| Deferred tax assets | 0 | 139 |
| Short-term receivables | 508 144 | 484 952 |
| Cash and bank | 377 480 | 219 255 |
| Total current assets | 885 624 | 704 346 |
| TOTAL ASSETS | 96 175 373 | 95 750 579 |
| SHAREHOLDERS' EQUITY AND | ||
| LIABILITIES | ||
| Shareholders' equity | ||
| Share capital | 102 857 | 102 857 |
| Other reserves | 231 989 | 231 989 |
| Retained earnings | -139 036 | -151 460 |
| Profit/loss for the financial year | 49 508 | 12 424 |
| Total shareholders' equity | 245 318 | 195 810 |
| Liabilities | ||
| Capital loan | 558 915 | 506 756 |
| Long-term liabilities | 95 132 348 | 94 833 982 |
| Short-term liabilities | 203 173 | 214 031 |
| Deferred tax liabilities | 35 619 | 0 |
| Total liabilities | 95 930 055 | 95 554 769 |
| TOTAL SHAREHOLDERS' EQUITY | ||
| AND LIABILITIES | 96 175 373 | 95 750 579 |
| INCOME STATEMENT, IFRS | ||||
| EUR | 1.10.- 31.12.2008 | 1.1.- 31.12.2008 | 1.10.- 31.12.2007 | 1.1.- 31.12.2007 |
| Turnover | 0 | 0 | 0 | |
| Personnel expenses | -23 200 | -23 200 | -25 328 | -25 328 |
| Other operating expenses | -15 583 | -52 963 | -13 957 | -60 180 |
| Operating loss | -38 783 | -76 163 | -39 285 | -85 508 |
| Financial income and expenses | 58 592 | 161 429 | 34 720 | 119 112 |
| Profit/loss before taxes | 19 809 | 85 266 | -4 565 | 33 604 |
| Income taxes | -6 946 | -35 758 | -5 295 | -21 180 |
| Profit/loss | ||||
| for the financial year | 12 863 | 49 508 | -9 860 | 12 424 |
| Earnings per share: | ||||
| Earnings per share, € | 0,0125 | 0,0481 | -0,0096 | 0,0121 |
| STATEMENT OF CHANGES IN EQUITY, IFRS | ||||||||
| 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 | 49 508 | 49 508 | ||||||
| Equity on 31.12.2008 | 102 857 | 231 989 | -89 528 | 245 318 | ||||
| Equity on 31.12.2006 | 102 857 | 231 989 | -151 460 | 183 386 | ||||
| Profit for the financial year | 12 424 | 12 424 | ||||||
| Equity on 31.12.2007 | 102 857 | 231 989 | -139 036 | 195 810 | ||||
|
CASH FLOW STATEMENT, IFRS |
||||||||
| EUR | 1-12/2008 | 1-12/2007 | ||||||
| Cash flow from operations | ||||||||
| Operating profit/loss | 49 508 | 12 424 | ||||||
| Other adjustments to operating profit | -136 513 | -101 228 | ||||||
| Interest paid | -7 835 520 | -7 835 520 | ||||||
| Interest received | 8 080 750 | 8 043 442 | ||||||
| Cash flow from operations | 158 225 | 119 118 | ||||||
| Cash flow from investments | ||||||||
| Investments in other placements | 0 | -47 179 200 | ||||||
| Cash flow from investments | 0 | -47 179 200 | ||||||
| Financial cash flow | ||||||||
| Change in long-term liabilities | 0 | 47 179 200 | ||||||
| Financial cash flow | 0 | 47 179 200 | ||||||
| Change in cash funds | 158 226 | 119 118 | ||||||
| Cash funds at start of the period | 219 255 | 100 137 | ||||||
| Cash funds at end of the period | 377 480 | 219 255 | ||||||