30 Nov 2011 09:30
Doric Nimrod Air One Limited
Half-Yearly
Financial Report
From Incorporation on 8 October 2010 to 30 September 2011 (Unaudited)
Contents
1. Summary Information
2. Chairman's Statement
3. Responsibility Statement
4. Directors
5. Unaudited Financial Statements
6. Notes to Financial Statements
7. Advisers and Contact Information
Doric Nimrod Air One Limited
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SUMMARY INFORMATION |
Company Overview
Doric Nimrod Air One Limited (LSE:DNA) ("DNA" or the "Company") is a Guernsey domiciled company which listed on the Specialist Fund Market of the London Stock Exchange and on the Channel Islands Stock Exchange on 13 December 2010.
Investment Objectives and Policy
The Company's investment objective is to obtain income returns and a capital return for its Shareholders by acquiring, leasing and then selling a single aircraft (the "Asset").
The Company has purchased one airbus A380-861 aircraft, manufacturer's serial number 016 which has, initially, been leased to Emirates Airlines, the national carrier owned by the Investment Corporation of Dubai, based in Dubai, United Arab Emirates.
The Company aims to provide Shareholders with an attractive total return comprising income, from distributions through the period of the Company's ownership of the Asset, and capital, upon the sale of the Asset.
Performance Overview
All payments by Emirates, the Lessee, have to date been made in accordance with the terms of the Lease.
During the period to date and in line with the Distribution policy DNA declared two interim dividends of 2.25 pence per Ordinary Preference Share.
Future dividend payments are anticipated to be declared and paid on a quarterly cycle and as per the Prospectus are targeted at 2.25 pence per Ordinary Preference Share per quarter subject to compliance with applicable laws and regulations.
Doric Nimrod Air One Limited
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CHAIRMAN'S STATEMENT |
I am very pleased to present Shareholders with the Company's first half yearly financial report covering the period from incorporation on 8 October 2010 until 30 September 2011.
Notwithstanding the extreme turbulence and uncertainty within the global economy, and in international markets, I am glad to report that the Company has performed well. During the period, and in line with the targeted distribution policy outlined in the Company's Prospectus, the Company has declared two interim dividends of 2.25p per ordinary preference share. Future dividend payments are anticipated to be declared and paid on a quarterly basis.
The Company's 42,450,000 shares were admitted to trading on the Specialist Fund Market of the London Stock Exchange plc and listing on the Channel Islands Stock Exchange on 13 December 2010. The Company's investment objective is to obtain income returns and a capital return for its shareholders by acquiring, leasing and then selling a single aircraft. The Company purchased one Airbus A380-861, aircraft manufacturer's serial number 016, which it leased to Emirates Airlines, the national carrier owned by the investment corporation of Dubai, based in Dubai, United Arab Emirates.
A senior secured financing facility provided by Westpac, in the amount of US$122 million provided the monies along with the placing proceeds for the acquisition of the aircraft. Upon purchase of the plane the Company entered into a lease with Emirates for an initial term of twelve years, with fixed leased rentals for the duration. The debt portion of the funding will be fully amortised over the twelve year term of the lease, with the aim of leaving the aircraft unencumbered at the conclusion of the lease.
Both the aircraft and the lessee have performed well over the period. Despite the turmoil in the global economy, passenger air traffic remained robust (though air freight traffic was more subdued). Emirates continues to report strong performance. This was greatly aided by the airline's ability to adjust flight schedules swiftly, and redeploy aircraft about the network, thus optimising revenue. The airline operates with a remarkably high passenger seat factor whilst at the same time increasing seat capacity.
The lease payments received by the Company from Emirates cover repayment of the debt as well as income to pay dividends to shareholders. Emirates bears all costs (including maintenance, repair and insurance) relating to the aircraft during the lifetime of the lease. The aircraft is equipped with four Engine Alliance 7200 power plants. The Company's Asset Manager, Doric Asset Finance Limited, continues to monitor the lease and reports regularly to the Board. Nimrod Capital LLP, the Company's Placing and Corporate and Shareholder Advisory Agent, continues to
Doric Nimrod Air One Limited
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CHAIRMAN'S STATEMENT |
liaise between the Board and Shareholders, which includes distribution of quarterly fact sheets and the interim management statements.
On behalf of the Board I would like to thank all Shareholders for their continued support of the Company.
Charles Wilkinson
Chairman
Doric Nimrod Air One Limited
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INTERIM MANAGEMENT REPORT from period of incorporation to 30 September 2011 (the "Period") |
A description of important events that have incurred during the Period, their impact on the performance of the Company as shown in the financial statements and description on the principle risks and uncertainties of the remaining six months of the annual financial year is given within the Chairman's Statement and the Notes to the Financial Statements contained below and is incorporated here by reference.
There were no material related party transactions which took place in the period, other than those disclosed at Note 17 of the Notes to the Financial Statements.
Going Concern
The Company's financial position, its cashflows and liquidity position are set out in the financial statements and the Company's financial risk management objectives and policies are set out in Note 16 of the Notes to the Financial Statements.
After making reasonable enquiries, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in the preparation of this half-yearly financial report.
Doric Nimrod Air One Limited
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STATEMENT OF DIRECTORS' RESPONSIBILITIES IN RESPECT OF THE FINANCIAL STATEMENTS |
Responsibility Statements
The Board of directors jointly and severally confirm that, to the best of their knowledge:
(a) The financial statements, prepared in accordance with International Financial Reporting Standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company; and
(b) This Interim Management Report includes or incorporates by reference:
a. An indication of important events that have occurred during the Period, and their impact on the financial statements;
b. a description of the principal risks and uncertainties for the remaining six months of the financial year; and
c. confirmation that there were no related party transactions in the Period that have materially affected the financial position or the performance of the Company during that period.
Charles Wilkinson Norbert Bannon
Chairman Chairman of Audit Committee
Doric Nimrod Air One Limited (the "Company")
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DIRECTORS |
Charles Edmund Wilkinson (Chairman)
Charles Wilkinson is a solicitor who retired from Lawrence Graham LLP in March 2005. While at Lawrence Graham, he specialised in corporate finance and commercial law, latterly concentrating on investment trust and fund work. He is currently Chairman of the Audit Committee of Doric Nimrod Air Two Limited. He is also a Director of Premier Energy and Water Trust PLC a listed investment trust and of Landore Resources Ltd, a Guernsey based mining exploration company.
Norbert Bannon
Norbert Bannon works as a financial advisor and non-executive director. He is a director of the Irish and UK subsidiaries of a major Canadian bank and is chairman of a large UK pension scheme. He is a director of and advisor to a number of financial companies in the UK and Ireland.
He has extensive experience in international finance having been CEO of banks in Singapore and New York. He was Managing Director of Ireland's largest venture capital company and was Finance Director and Chief Risk Officer of AIB Capital Markets plc which he left in 2002. He has worked as consultant to a number of international companies.
He earned a degree in economics from Queen's University, studied at Stanford Graduate School of Business and is a Chartered Accountant.
Geoffrey Alan Hall
Geoffrey Hall has extensive experience in investment management. He has been previously been Chief Investment Officer at Allianz Insurance Plc, a major UK insurance company, and an investment manager at HSBC Asset Management, County Investment Management, and British Railways Pension Funds. He is currently an investment consultant to Cumberland Place Investment management, and also Chairman of WHEB Asset Management, a major firm in sustainability investing.
Geoffrey earned his Master's degree in Geography at the University of London. He is an Associate of the Society of Investment Professionals (the CFA Society of the UK).
Doric Nimrod Air One Limited (the "Company")
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STATEMENT OF COMPREHENSIVE INCOME for the period 8 October 2010 to 30 September 2011 |
|
Notes |
8 Oct 2010 to 30 Sep 2011 | |
GBP | |||
Income | |||
A rent income | 4 | 9,610,433 | |
B rent income | 4 | 4,321,632 | |
13,932,065 | |||
Expenses | |||
Operating expenses | 5 | (468,732) | |
Depreciation of Aircraft | 9 | (2,721,747) | |
(3,190,479) | |||
Net profit for the period before finance costs and foreign exchange losses |
10,741,586 | ||
Finance costs | |||
Loan interest | (3,139,996) | ||
Unrealised foreign exchange loss | 16b | (1,445,976) | |
Profit for the period | 6,155,614 | ||
Other Comprehensive Income | - | ||
Total Comprehensive Income for the period | 6,155,614 | ||
Pence | |||
Earnings per Share for the period - Basic and Diluted | 8 | 14.50 |
In arriving at the results for the financial period, all amounts above relate to continuing operations.
There are no recognised gains or losses for the period other than those disclosed above.
The notes on pages 12 to 25 form an integral part of these financial statements.
Doric Nimrod Air One Limited (the "Company")
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STATEMENT OF FINANCIAL POSITION as at 30 September 2011 |
Notes | 30 Sep 2011 | ||
GBP | |||
NON-CURRENT ASSETS | |||
Aircraft | 9 | 112,437,425 | |
CURRENT ASSETS | |||
Cash and cash equivalents | 4,655,513 | ||
Receivables | 11 | 4,207 | |
4,659,720 | |||
TOTAL ASSETS | 117,097,145 | ||
CURRENT LIABILITIES | |||
Current portion of bank loan | 13 | 9,854,921 | |
Payables - due within one year | 12 | 138,862 | |
9,993,783 | |||
NON-CURRENT LIABILITIES | |||
Bank loan | 13 | 64,182,520 | |
TOTAL LIABILITIES | 74,176,303 | ||
TOTAL NET ASSETS | 42,920,842 | ||
EQUITY | |||
Share capital | 14 | 39,016,728 | |
Revenue reserve | 3,904,114 | ||
42,920,842 | |||
Pence | |||
Net asset value per Ordinary Share based on 42,450,000 shares in issue |
101.11 |
The Financial Statements were approved by the Board of directors and authorised for issue on 29 November 2011 and are signed on its behalf by:
Norbert Bannon Charles Wilkinson
Director Director
The notes on pages 12 to 25 form an integral part of these financial statements.
Doric Nimrod Air One Limited (the "Company")
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STATEMENT OF CASH FLOWS for the period ended 30 September 2011 |
8 Oct 2010 to 30 Sep 2011 | |||
GBP | |||
OPERATING ACTIVITIES | |||
Profit for the period | 6,155,614 | ||
Depreciation of Aircraft | 2,721,747 | ||
Loan interest | 3,139,996 | ||
Increase in payables | 138,862 | ||
Increase in receivables | (4,207) | ||
Foreign exchange movement on loan balance | 1,415,742 | ||
NET CASH INFLOW FROM OPERATING ACTIVITIES | 13,567,754 | ||
INVESTING ACTIVITIES | |||
Purchase of Aircraft | (115,159,172) | ||
NET CASH OUTFLOW FROM INVESTING ACTIVITIES | (115,159,172) | ||
FINANCING ACTIVITIES | |||
Dividends paid | (1,910,250) | ||
Repayments of capital on borrowings | (4,053,819) | ||
Repayments of interest on borrowings | (3,121,538) | ||
Proceeds on issue of shares | 39,625,022 | ||
Share issue costs | (949,544) | ||
New bank loans raised | 76,729,560 | ||
Costs assocaited with loans raised | (72,500) | ||
NET CASH INFLOW FROM FINANCING ACTIVITIES | 106,246,931 | ||
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD |
- | ||
Increase in cash and cash equivalents | 4,655,513 | ||
CASH AND CASH EQUIVALENTS AT END OF PERIOD | 4,655,513 |
The notes on pages 12 to 25 form an integral part of these financial statements.
Doric Nimrod Air One Limited (the "Company")
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STATEMENT OF CHANGES IN EQUITY for the period ended 30 September 2011 |
Notes | Share Capital | Revenue Reserve | Total | ||||
GBP | GBP | GBP | |||||
Balance as at 8 October 2010 | - | - | - | ||||
Total Comprehensive Income for the period |
- |
6,155,614 |
6,155,614 | ||||
Share issue proceeds | 14 | 39,625,022 | - | 39,625,022 | |||
Fair value adjustment on share issue | 14 | 341,250 | (341,250) | - | |||
Share issue costs | 14 | (949,544) | - | (949,544) | |||
Dividends paid | 7 | - | (1,910,250) | (1,910,250) | |||
Balance as at 30 September 2011 | 39,016,728 | 3,904,114 | 42,920,842 |
The notes on pages 12 to 25 form an integral part of these financial statements.
Doric Nimrod Air One Limited (the "Company")
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Notes to the Financial Statements as at 30 September 2011 |
1 GENERAL INFORMATION
Doric Nimrod Air One Limited (the "Company") was incorporated in Guernsey on 8 October 2010 with registered number 52484. Its share capital is denominated in Sterling and consists of one class of Ordinary Preference Shares and one class of Subordinated Administrative Shares. The Company's Ordinary Preference Shares are listed on the London Stock Exchange ("LSE") and Channel Islands Stock Exchange ("CISX") and have been admitted to trading on the Specialist Fund Market ("SFM").
The Company's investment objective is to obtain income returns and a capital return for its Shareholders by acquiring, leasing and then selling a single aircraft.
The significant accounting policies adopted by the Company are as follows:
2 ACCOUNTING POLICIES
(a) Basis of Preparation and Going Concern
The financial statements have been prepared in conformity with IFRS which comprise standards and interpretations approved by the International Accounting Standards Board ("IASB") and International Financial Reporting Interpretations Committee ("IFRIC") and applicable Guernsey law. The financial statements have been prepared on a historical cost basis.
These financial statements are presented in pounds sterling, because that is the currency of the primary economic environment in which the Company operates.
Changes in accounting policy and disclosure
The following Standards or Interpretations that are expected to affect the Company have been issued but not yet adopted by the Company as shown below. Other Standards or Interpretations issued by the IASB and IFRIC are not expected to affect the Company.
IFRS 7 Financial Instruments: Disclosure - amendments enhancing disclosures about transfers of financial assets effective for annual periods beginning on or after 1 July 2011.
IFRS 9 Financial Instruments - Classification and Measurement effective for annual periods beginning on or after 1 January 2013.
IFRS 13 Fair Value Measurement effective for annual periods beginning on or after 1 January 2013.
IAS 1 Presentation of Financial Statements - amendments to revise the way other comprehensive income is presented effective for annual periods beginning on or after 1 July 2012.
Doric Nimrod Air One Limited (the "Company")
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Notes to the Financial Statements as at 30 September 2011 (continued) |
2 ACCOUNTING POLICIES (continued)
(a) Changes in accounting policy and disclosure (continued)
IAS 24 Related Party Disclosures - revised definition of related parties effective for annual periods beginning on or after 1 January 2011.
The directors have considered the above and are of the opinion that the above Standards and Interpretations are not expected to have an impact on the Company's financial statements except for the presentation of additional disclosures and changes to the presentation of components of the financial statements. These items will be applied in the first financial period for which they are required.
(b) Taxation
The Company has been assessed for tax at the Guernsey standard rate 0%. Income Tax has been provided based on the tax rate applicable to the Company, on its current year profits.
(c) Share capital
Ordinary preference shares ("Shares") are classified as equity. Incremental costs directly attributable to the issue of Shares are recognised as a deduction from equity.
(d) Expenses
All expenses are accounted for on an accruals basis.
(e) Interest Income
Interest income is account for on an accruals basis.
(f) Foreign currency translation
The currency of the primary economic environment in which the Company operates (the functional currency) is Great British Pounds ("GBP") which is also the presentation currency.
Transactions denominated in foreign currencies are translated into GBP at the rate of exchange ruling at the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated into the functional currency at the foreign exchange rate ruling at that date. Foreign exchange differences arising on translation are recognised in the Statement of Comprehensive Income.
(g) Cash and Cash equivalents
Cash at bank and short term deposits which are held to maturity are carried at cost. Cash and cash equivalents are defined as call deposits, short term deposits and highly liquid investments readily convertible to known amounts of cash and subject to insignificant risk of changes in value. For the purposes of the Statement of Cash Flow, cash and cash equivalents consist of cash and deposits at bank.
Doric Nimrod Air One Limited (the "Company")
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Notes to the Financial Statements as at 30 September 2011 (continued) |
2 ACCOUNTING POLICIES (continued)
(h) Segmental Reporting
The directors are of the opinion that the Company is engaged in a single segment of business, being acquisition and lease of one Airbus A380-861 aircraft (the "Aircraft").
(i) Going concern
After making enquiries, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. The directors believe the Company is well placed to manage its business risks successfully despite the current economic climate. Accordingly, the directors have adopted the going concern basis in preparing the financial information.
(j) Leasing and rental income
The lease relating to the Aircraft has been classified as an operating lease as the terms of the lease do not transfer substantially all the risks and rewards of ownership to the lessee. The Aircraft is shown as a non-current asset in the Statement of Financial Position. Further details of the lease are given in Note 10.
Rental income from the operating lease is recognised on a straight-line basis over the term of the lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight-line basis over the lease term.
(k) Property, plant and equipment - Aircraft
In line with IAS 16 Property Plant and Equipment, the Aircraft is recorded at the fair value of the consideration paid. The cost of the asset is made up of the purchase price of the Aircraft plus any costs directly attributable to bringing into working condition for its intended use. Accumulated depreciation and any recognised impairment loss are deducted from cost to calculate the carrying amount of the Aircraft.
Depreciation is recognised so as to write off the cost of the asset less the estimated residual value of £6.2 million over the estimated useful life of the asset of 30 years, using the straight line method.
Depreciation is charged systematically over the asset's useful life. The depreciation method reflects the pattern of benefit consumption. The residual value is reviewed annually and is the amount the entity would receive currently if the asset were already of the age and condition expected at the end of its useful life. Useful life is also reviewed annually.
Doric Nimrod Air One Limited (the "Company")
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Notes to the Financial Statements as at 30 September 2011 (continued) |
2 ACCOUNTING POLICIES (continued)
(l) Financial liabilities
Financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs. Other financial liabiliites are subsequently measured at amortised cost using the effective interest method, with interest expense recognised on an effective yield basis.
The effective interest method is a method of calculating the amortised cost of the financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financail liabilities, or, where appropriate, a shorter period, to the net carrying amount on initial recognition.
The Company derecognises financial liabilities when, and only when, the Company's obligations are discharged, cancelled or they expire.
3 SIGNIFICANT JUDGEMENTS AND ESTIMATES
In the application of the Company's accounting policies, which are described in note 2, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabiliites that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Critical judgements in applying the Company's accounting policies
The following are the critical judgements and estimates, that the directors have made in the process of applying the Company's accounting policies and that have the most significant effect on the amounts recognised in financial statements.
Residual value and useful life of Aircraft
As described in note 2 (k), the Company depreciates the Aircraft on a straight line basis over the estimated useful life of the Aircraft and taking into consideration the estimated residual value. In making its judgement regarding these estimates the directors considered previous sales of similar aircraft and generally accepted aviation information regarding life expectancy of aircraft.
Doric Nimrod Air One Limited (the "Company")
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Notes to the Financial Statements as at 30 September 2011 (continued) |
3 SIGNIFICANT JUDGEMENTS AND ESTIMATES (continued)
Issue of initial shares
As described in note 14, Shares issued prior to the public Placing were accounted for at the fair value of the Shares on the date of issue. The directors estimated the value of these Shares issued based on the anticipated launch price and their assessment of the respective dates of issue and the probability of a successful launch. The difference between fair value and actual cash proceeds is shown as a movement in reserves in the Statement of Changes in Equity.
Operating lease commitments- Company as lessor
The Company has entered into an operating lease on an Aircraft. The Company has determined, based on an evaluation of the terms and conditions of the arrangements, that it retains all the significant risks and rewards of ownership of this asset and accounts for the contract as an operating lease.
Impairment
An impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less costs to sell and its value in use. The directors monitor the asset for any indications of impairment as required by IAS 16 Property, Plant and Equipment and IAS 36 Intangible Assets.
4 RENTAL INCOME
8 Oct 2010 to 30 Sep 2011 | |||
GBP | |||
A rent income | 9,610,433 | ||
B rent income | 4,321,632 | ||
13,932,065 |
Rental income is derived from the leasing of the Aircraft. Rent is split into A rent, which is received in US Dollars ("USD") and B rent, which is received in GBP. Rental income received in USD is translated into the functional currency at the date of the transaction.
Doric Nimrod Air One Limited (the "Company")
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Notes to the Financial Statements as at 30 September 2011 (continued) |
5 OPERATING EXPENSES
8 Oct 2010 to 30 Sep 2011 | |||
GBP | |||
Nimrod management fee | 104,932 | ||
Doric asset management fee | 197,917 | ||
Administration fees | 53,751 | ||
Accountancy fees | 7,644 | ||
Registrars fee | 7,052 | ||
Audit fee | 12,500 | ||
Directors' remuneration | 43,525 | ||
Directors' and Officers' insurance | 6,651 | ||
Legal & professional expenses | 12,415 | ||
Annual fees | 3,718 | ||
Sundry costs | 8,678 | ||
Other operating expenses | 9,949 | ||
468,732 |
6 DIRECTORS' REMUNERATION
Under their terms of appointment, each director is paid a fee of £15,000 per annum by the Company, except for the Chairman, who receives £20,000 per annum. The Chairman of the audit committee also receives an extra £3,000 per annum.
7 DIVIDENDS IN RESPECT OF EQUITY SHARES
8 Oct 2010 to 30 Sep 2011 | |||
GBP | Pence per share | ||
First interim payment | 955,125 | 2.25 | |
Second interim payment | 955,125 | 2.25 | |
1,910,250 | 4.50 |
Doric Nimrod Air One Limited (the "Company")
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Notes to the Financial Statements as at 30 September 2011 (continued) |
8 EARNINGS PER SHARE
Earnings per Share ("EPS") is based on the net gain for the period attributable to Shareholders of £6,155,614 and on 42,450,000 Shares, being the weighted average number of Shares in issue during the period. The directors are of the opinion that calculating EPS using 42,450,000 Shares follows the substance of IAS 33 Earnings per Share, paragraph 26 as the share transactions prior to the Placing did not result in a corresponding change in the Company's resources. The calculation of EPS under the alternative method would give an EPS of 17.45 pence based on 32,775,283 Shares, being the alternative weighted average number of Shares in issue during the period. There are no dilutive instruments and therefore basic and diluted earnings per Share are identical.
9 PROPERTY, PLANT AND EQUIPMENT - AIRCRAFT
Aircraft | |||
GBP | |||
COST | |||
As at 8 Oct 2010 | - | ||
Additions | 115,159,172 | ||
As at 30 Sep 2011 | 115,159,172 | ||
ACCUMULATED DEPRECIATION | |||
As at 8 Oct 2010 | - | ||
Charge for the year | 2,721,747 | ||
As at 30 Sep 2011 | 2,721,747 | ||
CARRYING AMOUNT | |||
As at 8 Oct 2010 | - | ||
As at 30 Sep 2011 | 112,437,425 |
The Company can sell the asset during the term of the lease (with the lease attached and in accordance with the terms of the transfer provisions contained therein). If at the end of the lease the Company makes the choice to sell the asset rather than leasing it out again, Emirates will be given first refusal on the asset.
Under IAS 17, the direct costs attributed in negotiating and arranging the operating lease has been added to the carrying amount of the leased asset and recognised as an expense over the lease term.
Doric Nimrod Air One Limited (the "Company")
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Notes to the Financial Statements as at 30 September 2011 (continued) |
10 OPERATING LEASES
The amounts of minimum lease payments at the reporting date under non-cancellable operating leases are detailed below:
Next 12 months | 2 to 5 years | After 5 years | Total | ||||
GBP | GBP | GBP | GBP | ||||
Aircraft - A rental payments | 9,464,963 | 37,859,854 | 44,310,534 | 91,635,351 | |||
Aircraft - B rental payments | 4,321,632 | 17,286,528 | 28,207,920 | 49,816,080 | |||
13,786,595 | 55,146,382 | 72,518,454 | 141,451,431 |
The Operating lease is for an Airbus A380-861 aircraft. The term of the lease is for 12 years ending November 2022.
11 RECEIVABLES
30 Sep 2011 | |||
GBP | |||
Prepayments | 4,185 | ||
Sundry debtors | 22 | ||
4,207 |
The above carrying value of receivables is equivalent to its fair value.
12 PAYABLES (amounts falling due within one year)
30 Sep 2011 | |||
GBP | |||
Accrued administration fees | 11,490 | ||
Accrued audit fee | 12,500 | ||
Accrued management fees | 112,500 | ||
Other accrued expenses | 2,372 | ||
138,862 |
The above carrying value of payables is equivalent to its fair value.
Doric Nimrod Air One Limited (the "Company")
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Notes to the Financial Statements as at 30 September 2011 (continued) |
13 PAYABLES (amounts falling due after one year)
TOTAL | |||
30 Sep 2011 | |||
GBP | |||
Bank loan | 74,109,941 | ||
Associated costs | (72,500) | ||
74,037,441 | |||
Amount due for settlement within 12 months | 9,854,921 | ||
Amount due for settlement after 12 months | 64,182,520 |
The loan is from Westpac for USD 122,000,000 and runs for 12 years until December 2022 and has an effective interest rate of 5.4950%.
The loan is secured on the Aircraft. No breaches or defaults occurred in the period.
Transaction costs of arranging the loan have been deducted from the carrying amount of the loan and will be amortised over its life.
In the directors opinion, the above carrying value of the bank loan is equivalent to its fair value.
14 SHARE CAPITAL
The Share Capital of the Company is represented by an unlimited number of shares of no par value being issued or reclassified by the Company as Ordinary Preference Shares or Subordinated Administrative Shares.
Subordinated Administrative Shares | Ordinary Preference Shares | ||
Shares issued at incorporation | - | 1 | |
Shares issued 11 October 2010 | - | 4,000,000 | |
Shares issued 1 December 2010 | - | 1,000,000 | |
Shares redeemed 1 December 2010 | - | (2,175,001) | |
Shares issued 6 December 2010 | 2 | - | |
Shares issued in Placing | - | 39,625,000 | |
Issued share capital as at 30 September 2011 | 2 | 42,450,000 |
Doric Nimrod Air One Limited (the "Company")
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Notes to the Financial Statements as at 30 September 2011 (continued) |
14 SHARE CAPITAL (continued)
Issued | |||
GBP | |||
Ordinary Preference Shares | |||
1,825,000 Shares issued prior to Placing - Fair value | 91,260 | ||
1,000,000 Shares issued prior to Placing - Fair value | 250,010 | ||
39,625,000 Shares issued in Placing | 39,625,000 | ||
Share issue costs | (949,544) | ||
Issued share capital as at 30 September 2011 | 39,016,726 | ||
Subordinated Administrative Shares | |||
Shares issued 6 December 2010 | 2 | ||
Total share capital as at 30 September 2011 | 39,016,728 |
Members holding Ordinary Preference Shares are entitled to receive, and participate in, any dividends out of income; other distributions of the Company available for such purposes and resolved to be distributed in respect of any accounting period; or other income or right to participate therein. On a winding up, members are entitled to the surplus assets remaining after payment of all the creditors of the Company. Members have the right to receive notice of and to attend, speak and vote at general meetings of the Company.
The holders of Subordinated Administrative Shares are not entitled to receive, and participate in, any dividends out of income; other distributions of the Company available for such purposes and resolved to be distributed in respect of any accounting period; or other income or right to participate therein. On a winding up, holders are entitled to a return of capital paid up on them after the Ordinary Preference Shares have received a return of their capital paid up but ahead of the return of all additional capital to the holders of Ordinary Preference Shares. Holders shall not have the right to receive notice of and no right to attend, speak and vote at general meetings of the Company, except for the Liquidation Proposal Meeting (general meeting convened six months before the end term of the Lease where the Liquidation Resolution will be proposed) or if there are no Ordinary Preference Shares in existence.
A fair value adjustment arose on the issue of 1,825,000 and 1,000,000 Ordinary Preference shares for which the consideration was £10 and £10 respectively. The fair value adjustment of £341,250 has been adjusted through reserves.
Doric Nimrod Air One Limited (the "Company")
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Notes to the Financial Statements as at 30 September 2011 (continued) |
15 FINANCIAL INSTRUMENTS
The Company's main financial instruments comprise:
(a) Cash and cash equivalents that arise directly from the Company's operations; and
(b) Loan secured on non current asset.
16 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Company's objective is to obtain income and returns and a capital return for its Shareholders by acquiring, leasing and then selling a single aircraft.
The following table details the categories of financial assets and liabilities held by the Group at the reporting date:
30 Sep 2011 | |||
GBP | |||
Financial assets | |||
Loans and receivables | 4,655,535 | ||
Total assets | 4,655,535 | ||
Financial liabilities | |||
Accrued expenses | 138,862 | ||
Loans payable | 74,037,441 | ||
Financial liabilities measured at amorised cost | 74,176,303 |
Loans and receivables presented above represents cash and cash equivalents and sundry debtors as detailed in the Consolidated Statement of Financial Position and Note 11.
Financial liabilities measured at amortised cost presented above represents accrued expenses and loans payable as detailed in the Consolidated Statement of Financial Position.
The main risks arising from the Company's financial instruments are capital management risk, foreign currency risk, credit risk, liquidity risk and interest rate risk. The Board regularly review and agrees policies for managing each of these risks and these are summarised below:
(a) Capital management
The Company manages its capital to ensure that the Company will be able to continue as a going concern while maximising the return to shareholders through the optimisation of the debt and equity balance.
Doric Nimrod Air One Limited (the "Company")
|
Notes to the Financial Statements as at 30 September 2011 (continued) |
16 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)
(a) Capital management (continued)
The capital structure of the Company consists of debt, which includes the borrowings disclosed in Note 13, cash and cash equivalents and equity attributable to equity holders, comprising issued capital and retained earnings.
The Company's Board of directors reviews the capital structure on a bi-annual basis.
Equity includes all capital and reserves of the Company that are managed as capital.
(b) Foreign currency risk
The Company undertakes transactions denominated in foreign currencies and holds assets and liabilities denominated in foreign currencies. Consequently exposures to exchange rate fluctuations arise. The directors do not deem these fluctuations to be material as the loan repayments and lease rentals on which the fluctuations arise are matched as described below.
Lease rentals (as detailed in Notes 4 and 10) are received in USD and GBP. Those lease rentals received in USD are used to pay the loan repayments due, also in USD (as detailed in Note 13). Both USD lease rentals and loan repayments are fixed and are for similar sums and similar timings. The matching of lease rentals to settle loan repayments therefore mitigates risks caused by foreign exchange fluctuations.
The carrying amounts of the Company's foreign currency denominated monetary assets and liabiliites at the reporting date are as follows:
Liabilities | Assets | ||
GBP | GBP | ||
Bank loan (USD) | 74,109,941 | - | |
Cash and cash equivalents | - | 2,404,777 |
The following table details the Company's sensitivity to a 15 per cent increase and decrease in Sterling against USD. 15 per cent represents the directors' assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 15 per cent change in foreign currency rates. A positive number below indicates an increase in profit and other equity where Sterling strengthens 15 per cent against USD. For a 15 per cent weakening of the Sterling against USD, there would be a comparable impact on the profit and other equity, and the balances below would be negative:
Doric Nimrod Air One Limited (the "Company")
|
Notes to the Financial Statements as at 30 September 2011 (continued) |
16 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)
(b) Foreign currency risk (continued)
USD impact | |||
Profit or loss | 9,352,850 | ||
Assets | (313,664) | ||
Liabilities | 9,666,514 |
(c) Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company.
The credit risk on cash transactions and transactions involving long term borrowings are mitigated by transacting with counterparties that are regulated entities subject to prudential supervision, or with high credit ratings assigned by international credit rating agencies.
The Company's financial assets exposed to credit risk are as follows:
30 Sep 2011 | |||
GBP | |||
Receivables | 22 | ||
Cash and cash equivalents | 4,655,513 | ||
4,655,535 |
Cash is held in accounts with Barclays and Westpac Banking Corporation ("Westpac"), which have credit ratings of Aa3 and Aa2 respectively.
There is a contractual credit risk arising from the possibility that the lessee may default on the lease payments. This risk is mitigated, as under the terms of the lease agreement between the lessee and the Company, any non payment of the lease rentals constitutes a Special Termination Event, under which the lease terminates and the Company may either choose to sell the asset or lease the Aircraft to another party.
(d) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in realising assets or otherwise raising funds to meet financial commitments. The Company's main financial commitments are its ongoing operating expenses and loan repayments to Westpac.
Doric Nimrod Air One Limited (the "Company")
|
Notes to the Financial Statements as at 30 September 2011 (continued) |
16 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)
(d) Liquidity risk (continued)
Ultimate responsibility for liquidity risk management rests with the Board of directors, which established an appropriate liquidity management framework at the incorporation of the Company, through the timings of lease rentals and loan repayments. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and borrowing facilities, by monitoring forecast and actual cash flows, and by matching profiles of financial assets and liabiliites.
The table below details the residual contractual maturities of financial liabiliites:
1-3 months | 3-12 months | Over 1 year | |||||
GBP | GBP | GBP | |||||
Financial liabilities | |||||||
Payables - due within one year | 138,862 | - | - | ||||
Loans payable | 2,463,730 | 7,391,191 | 64,182,520 | ||||
2,602,592 | 7,391,191 | 64,182,520 |
(e) Interest rate risk
Interest rate risk arises from the possibility that changes in interest rates will affect future cash flows. It is the risk that fluctuations in market interest rates will result in a reduction in deposit interest earned on bank deposits held by the Company.
The Company mitigates interest rate risk by fixing the interest rate on the loan and the lease rentals.
The following table details the Company's exposure to interest rate risks:
Less than 1 month | Fixed interest | Non-interest bearing | Total | |||||
GBP | GBP | GBP | GBP | |||||
Financial assets | ||||||||
Receivables | - | - | 4,207 | 4,207 | ||||
Cash and cash equivalents | 4,655,513 | - | - | 4,655,513 | ||||
Total financial assets | 4,655,513 | - | 4,207 | 4,659,720 | ||||
Financial liabilities | ||||||||
Accrued expenses | - | - | 138,862 | 138,862 | ||||
Loans payable | - | 74,037,441 | - | 74,037,441 | ||||
Total financial liabilities | - | 74,037,441 | 138,862 | 74,176,303 | ||||
Total interest sensitivity gap | 4,655,513 | 74,037,441 | ||||||
Doric Nimrod Air One Limited (the "Company")
|
| |||||||
Notes to the Financial Statements as at 30 September 2011 (continued) |
| |||||||
16 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)
(e) Interest rate risk (continued)
If interest rates had been 50 basis points higher and all other variables were held constant, the Company's net assets attributable to shareholders as at 30 September 2011 would have been £19,398 greater, due to an increase in the amount of interest receivable on the bank balances.
If interest rates had been 50 basis points lower and all other variables were held constant, the Company's net assets attributable to shareholders as at 30 September 2011 would have been £19,398 lower, due to an decrease in the amount of interest receivable on the bank balances.
17 RELATED PARTIES
Nimrod Capital LLP ("Nimrod") is the Company's Placing Agent and Corporate and Shareholder Adviser. In consideration for Nimrod acting as placing agent in the Placing, the Company agreed to pay Nimrod at Admission, a placing commission equal to 0.43 per cent. of the Initial Gross Proceeds.
The Company shall pay to Nimrod for its services as Corporate and Shareholder Adviser a fee of £100,000 per annum (adjusted annually for inflation from 2012 onwards, at 2.25 per cent. per annum) payable quarterly in arrears.
17 RELATED PARTIES (continued)
During the period, the Company incurred £588,254 of expenses with Nimrod, of which £25,000 was outstanding to this related party at 30 September 2011.
Doric Asset Finance Limited ("Doric") is the Company's Asset Manager. Doric received a fee as at Admission, equal to 1.14 per cent. of the Initial Gross Proceeds.
The Company will also pay Doric a management and advisory fee of £250,000 per annum (adjusted annually for inflation from 2012 onwards, at 2.25 per cent. per annum), payable quarterly in arrears.
During the period, the Company incurred £1,463,004 of expenses with Doric, of which £nil was outstanding to this related party at 30 September 2011.
18 ULTIMATE CONTROLLING PARTY
In the opinion of the directors, the Company has no ultimate controlling party.
Doric Nimrod Air One Limited (the "Company")
|
Notes to the Financial Statements as at 30 September 2011 (continued) |
19 SUBSEQUENT EVENTS
On 6 October 2011, a further dividend of 2.25 pence per Ordinary Preference Share was declared and this was paid on 28 October 2011.
Doric Nimrod Air One Limited
ADVISORS & CONTACT INFORMATION
Key Information
Exchange
Ticker
Listing Date
Fiscal Year End
Base Currency
ISIN
SEDOL
Country of Incorporation
Management and Administration
Registered Office
Doric Nimrod Air One Limited
Anson Place
Mill Court
La Charroterie
St Peter Port
Guernsey GY1 EJ
Asset Manager
Doric Asset Finance Limited
5 Royal Exchange Buildings
London
EC3V 3NL
Placing and Corporate and Shareholder Advisory Agent
Nimrod Capital LLP
4 The London Fruit and Wool Exchange
Brushfield Street
London E1 6HB
Solicitors to the Company (as to English Law)
Herbert Smith LLP
Exchange House
Primrose Street
London EC2A 2HS
Specialist Fund Market of the LSE/ CISX
DNA
13 December 2010
31 March
GBP
GG00B4MF3899
B4MF389
Guernsey - Registration number 52484
Company Secretary and Administrator
Anson Fund Managers Limited
P.O. Box 405, Anson Place
Mill Court
La Charroterie
St Peter Port
Guernsey GY1 3GF
Registrar
Anson Registrars Limited
PO Box 426, Anson Place
Mill Court, La Charroterie
St Peter Port
Guernsey GY1 3WX
Advocates to the Company (as to Guernsey Law)
Mourant Ozannes
1 Le Marchant Street
St Peter Port
Guernsey
GY1 4HP
Auditor
Ernst & Young LLP
Royal Chambers
St Julian's Avenue
St Peter Port
Guernsey
GY1 4AF