LEVERATOR PLC INTERIM REPORT 1 JANUARY – 31 MARCH 2010


Leverator Plc     Stock Exchange Release    7 May 2010 at 12.30 p.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

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 8,797 (EUR -10,787 for the review period 1 January – 31 March 2009) and financial income and expenses totalled EUR 71,758 (EUR 31,888). The result for the review period was EUR 46,591 (EUR 12,071).

Leverator paid down its capital loan by EUR 300,000 during the first quarter (January-March 2009: EUR 0).

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* 172.0
     - value appreciation* -4.7
Net cash assets  
     - bank deposits 25.4
     - outstanding interest receivables** 2.1
     - accumulated interest receivables** 4.0
     - Leverator/accumulated interest -4.4
Commitments at call from Limited Partners 10.0
Clawback at call 10.9
Total 215.4

 * 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 27.1 include MEUR 2.1 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

  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 Board of Directors

On 7 May 2010 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 Tatu Hemmo and Mr Kyösti Ylikortes. The members elected Mr Jyrki Orpana as Chairman of the Board.

Leverator’s management

Mr. Olli Liitola, M.Sc. (Eng.), Senior Partner at CapMan, has been appointed Leverator’s CEO.

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 – 30 June 2010 on 6 August 2010.

Helsinki 7 May 2010

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, cash flow statement and statement of changes in equity

Interim Report 1 January – 31 March 2010 has been prepared in compliance with International Financial Reporting Standards (IFRS) and the accounting principles applied in the Interim Report are the same as in the financial statements for 2009. The information in the Interim Report is  unaudited.

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

 

INCOME STATEMENT, IFRS      
       
EUR 1.1.- 31.3.2010 1.1.- 31.3.2009 1.1.- 31.12.2009
       
Turnover 0 0 0
       
Personnel expenses 0 0 -26,200
Other operating expenses -8,797 -10,787 -70,542
       
Operating loss -8,797 -10,787 -96,742
       
Financial income and expenses 71,758 31,888 253,188
       
Profit/loss before taxes 62,961 21,101 156,446
       
Income taxes -16,370 -9,030 -51,359
       
Profit/loss for the financial year 46,591 12,071 105,087
       
Total comprehensive income, IFRS      
The company does not have items included in comprehensive income.      
Earnings per share:      
       
Earnings per share, € 0.0453 0.0117 0.1022

  

BALANCE SHEET, IFRS      
       
EUR 31.3.2010 31.3.2009 31.12.2009
ASSETS      
       
Non-current assets      
       
Investments      
Other investments 190,176,342 95,289,749 190,176,342
       
Total non-current assets 190,176,342 95,289,749 190,176,342
       
Current assets      
       
Deferred tax assets 0 0 0
Current receivables 4,828,873 2,612,177 480,873
Cash and bank 350,077 348,978 679,049
       
Total current assets 5,178,950 2,961,155 1,159,922
       
TOTAL ASSETS 195,355,292 98,250,904 191,336,264
       
SHAREHOLDERS' EQUITY AND      
LIABILITIES      
       
Shareholders' equity      
       
Share capital 102,857 102,857 102,857
Other reserves 115,994 231,989 231,989
Retained earnings 131,554 -89,528 -89,528
Profit/loss for the financial year 46,591 12,071 105,087
       
Total shareholders' equity 396,996 257,389 350,405
       
Liabilities      
       
Capital loan 300,000 572,543 600,000
Non-current liabilities 189,873,274 95,132,348 189,873,274
Current liabilities 4,681,674 2,243,975 425,607
Deferred tax liabilities 103,348 44,649 86,978
       
Total liabilities 194,958,296 97,993,515 190,985,859
       
TOTAL SHAREHOLDERS' EQUITY 195,355,292 98,250,904 191,336 264
AND LIABILITIES      

 

STATEMENT OF CHANGES IN EQUITY, IFRS    
         
  Share capital Other reserves Retained   earnings Total equity
Equity on 31.12.2009 102,857 231,989 15,559 350,405
Other changes   -115,995 115,995 0
Profit for the financial year     46,591 46,591
Equity on 31.3.2010 102,857 115,994 178,145 396,996
         
  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     105,087 105,087
Equity on 31.12.2009 102,857 231,989 15,559 350,405


Other reserves are linked to the capital loan that the company has received. A proportion of this loan was paid down during the first quarter, and an equivalent sum has been transferred from Other reserves to retained earnings.

 

CASH FLOW STATEMENT, IFRS      
       
EUR 1-3/2010 1-3/2009 1-12/2009
       
Cash flow from operations      
Operating profit/loss 46,591 12,071 105,087
Other adjustments to operating profit -75,563 -40,573 -201,829
Interest paid 0 0 -15,671,040
Interest received 0 0 12,624,987
Cash flow from operations -28,972 -28,502 -3,142,795
       
Cash flow from investments      
Investments in other placements 0 0 -94,140,840
Cash flow from investments 0 0 -94,140,840
       
Financial cash flow      
Change in long-term liabilities -300,000 0 97,585,204
Financial cash flow -300,000 0 97,585,204
       
Change in cash funds -328,972 -28,502 301,569
Cash funds at start of the period 679,049 377,480 377,480
Cash funds at end of the period 350,077 348,978 679,049