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PUMA MASTERFUND 5-2 ABN 63 780 844 207 Special purpose financial report - for the year ended 31 MarCh 2008 For personal use only

For personal use only - ASX · PUMA MASTERFUND 5-2 Cash flow statement For the year ended 31 March 2008 Cash flow statement 12 months 18 months ended 31 ended 31 March March 2008

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Page 1: For personal use only - ASX · PUMA MASTERFUND 5-2 Cash flow statement For the year ended 31 March 2008 Cash flow statement 12 months 18 months ended 31 ended 31 March March 2008

PUMA MASTERFUND 5-2ABN 63 780 844 207

Special purpose financial report - for the yearended 31 MarCh 2008

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Page 2: For personal use only - ASX · PUMA MASTERFUND 5-2 Cash flow statement For the year ended 31 March 2008 Cash flow statement 12 months 18 months ended 31 ended 31 March March 2008

PUMA MA5TERFUND 5-2ABN 63 780 844 207

Contents

Auditor's independence declarationIncome statementBalance sheet

Statement of changes in equityCash flow statementNotes to the financial statementsDirectors' declarationIndependent audit report to the unitholders of PUMA MASTERFUND S-2

Page234567

2021

This financial report covers PUMA MASTERFUND S-2 as an individual entity.

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Page 3: For personal use only - ASX · PUMA MASTERFUND 5-2 Cash flow statement For the year ended 31 March 2008 Cash flow statement 12 months 18 months ended 31 ended 31 March March 2008

PRcEW7ËRHOusE(mPERS I

PricewaterhouseCoopersABN 52 780 433 757

Auditor's Independence Declaration

Darling Park Tower 2201 Sussex StreetGPO BOX 2650SYDNEY NSW 1171DX 77 SydneyAustraliaww.pwc.com/auTelephone +61282660000Facsimile +61 2 8266 9999

As lead auditor for the audit of PUMA MASTERFUND S-2 for the year ended 31 March 2008, Ideclare that to the best of my knowledge and belief, there have been:

a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in

relation to the audit; and

b) no contraventions of any applicable code of professional conduct in relation to the audit.

This declaration is in respect of PUMA MASTERFUND S-2 during the year.

~Craig Stafford

Partner

PricewaterhouseCoopers

Sydney

/ i December 2008

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Page 4: For personal use only - ASX · PUMA MASTERFUND 5-2 Cash flow statement For the year ended 31 March 2008 Cash flow statement 12 months 18 months ended 31 ended 31 March March 2008

Income statement

Notes

Investment incomeInterest income / revenue from continuing operationsFees and commission incomeTotal investment income

ExpensesFees and commission expenseInterest expenseTotal operating expenses

Net operating profit

Financing costs attributable to unitholdersDistributions to unitholdersIncrease/(decrease) in net assets attributable to unitholdersNet profit for the year

PUMA MA5TERFUND 5-2Income statement

For the year ended 31 March 2008

12 monthsended 31

March2008

$

23

42,993,950654.132

43.648.082

45

1,337,88535.862.47637.200.361

6.447.721

18 monthsended 31

March2007

$

95,166,4121.145.832

96.312.244

3,255,69375.708.67978.964.372

17.347.872

6(6,375,965) (17,306,370)

71.756 41.502

The above income statement should be read in conjunction with the accompanying notes.

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Page 5: For personal use only - ASX · PUMA MASTERFUND 5-2 Cash flow statement For the year ended 31 March 2008 Cash flow statement 12 months 18 months ended 31 ended 31 March March 2008

PUMA MA5TERFUND 5-2Balance sheet

As at 31 March 2008

Balance sheet

AssetsCash and cash equivalentsInvestment securities available for saleReceivablesLoan assets held at amortised costDerivative financial instruments - positive valuesTotal assets

LiabiltiesBank overdraftDistributions payablePayablesDerivative financial instruments - negative valuesDebt issued at amortised costTotal liabilties (excluding net assets attributable to unitholders)

Net assets attributable to unitholdersNet assets/(liabilities)

EquityAccumulated lossesTotal equity

As at31 March 31 March

2008 2007Notes $ $

9,685,0687 4,988,892 19,340,0209 32,975 68,33210 404,764,932 607,059,940

19.204 1.193.861419.491.071 627,662.153

2,406615,577 913,813

12 419,676 451 ,4531,249,138

13 418.437.553 625.104,759419.472.806 627.721 ,569

6 18,265(59.416)

(59.416)(59.416)

The above balance sheet should be read in conjunction with the accompanying notes.

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Page 6: For personal use only - ASX · PUMA MASTERFUND 5-2 Cash flow statement For the year ended 31 March 2008 Cash flow statement 12 months 18 months ended 31 ended 31 March March 2008

PUMA MASTERFUND 5-2Statement of changes in equity

For the year ended 31 March 2008

Statement of changes in equity

Total equity at the beginning of the year

12 months 18 monthsended 31 ended 31

March March2008 2007

$ $(59.416) (96.017)

5,925 (4,901 )6.447.721 17.347.8726.453.646 17.342.971

(6,375,965) (17,306,370)(18.265)

(59.416)

Revaluation of investment securities available for saleProfit for the yearTotal recognised income and expense for the year

Distributions to unit holdersIncrease in net assets attributable to unitholdersTotal equity at the end of the year

Under AIFRS, net assets attributable to unitholders are classified as a liabilty rather than equity.

The above statement of changes in equity should be read in conjunction with the accompanying notes.

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Page 7: For personal use only - ASX · PUMA MASTERFUND 5-2 Cash flow statement For the year ended 31 March 2008 Cash flow statement 12 months 18 months ended 31 ended 31 March March 2008

PUMA MASTERFUND 5-2Cash flow statement

For the year ended 31 March 2008

Cash flow statement

12 months 18 monthsended 31 ended 31

March March2008 2007

Notes $ $

Cash flows from operating activitiesInterest received 44,021,900 96,953,914Fees and other non-interest income received 676,476 1,119,181Fees and commissions paid (1,355,598) (3,324,173 )Interest and other costs of financing paid (36.065.924) (76.282,592)Net cash inflow from operating activities 16(a) 7.276.854 18.466.330

Cash flows from investing activitiesNet loan repayments 201.287 .293 371.661.670Net cash inflow from investing activities 201.287 .293 371.661.670

Cash flows from financing activitiesRepayment of issued bonds (206,553,600) (376,358,400)Distribution paid (6.674.201) (17.982,380)Net cash (outflow) from financing activities (213.227 .801) (394.340.780)

Net (decrease) in cash and cash equivalents (4,663,654) (4,212,780)

Cash and cash equivalents at beginning of the year 19.337.614 23.550.394

Cash and cash equivalents at the end of the year 16(b) 14.673.960 19.337.614

The above cash flow statement should be read in conjunction with the accompanying notes.

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Page 8: For personal use only - ASX · PUMA MASTERFUND 5-2 Cash flow statement For the year ended 31 March 2008 Cash flow statement 12 months 18 months ended 31 ended 31 March March 2008

PUMA MASTERFUND 5-2Notes to the financial statements

31 March 2008

1 Summary of significant accounting policies

The principal accounting policies applied in the preparation of these financial statements are set out below. Thesepolicies have been consistently applied to all years presented, unless otherwise stated in the following text.

(a) Basis of preparation

The Trust is not a reporting entity because, in the opinion of the directors of the Manager of the Trust, there are nousers who are unable to command the preparation of reports tailored so as to satisfy, specifically, all of theirinformation needs.

This financial report is a special purpose financial report which has been prepared for the sole purpose of complyingwith the Trust Deed to prepare and distribute a financial report. The Trust Deed allows for a special purpose financialreport to be prepared in accordance with generally accepted Australian accounting principles and practices exceptthat the Trust need not comply with AASB 7 "Financial Instruments Disclosure" or AASB 139 "Financial Instruments:Recognition and Measurement"; or such other principles and practices as the Trust Manager determines.

The Trust has adopted the requirements of Accounting Standards, Australian Interpretations, the Corporations Act2001 and other applicable Accounting Standards and Urgent Issues Group Interpretations except for therequirements of AASB 7 "Financial Instrument Disclosure" and interest income and expense is not determined on theeffective yield basis as prescribed by AASB 139 "Financial Instruments: Recognition and Measurement."

Historical cost convenUon

This financial report has been prepared under the historical cost convention, as modified by the revaluation ofinvestment securities available for sale and certain other assets and liabilities (including derivative instruments) at fairvalue.

Compliance with International Financial Reporting Standards (IFRS)

Australian Accounting Standards include Australian equivalents to International Financial Reporting Standards.Compliance with AIFRS ensures that the financial report of the Trust, comprising the financial statements and notesthereto, complies with International Financial Reporting Standards (IFRS) except for the requirements of AASB 7"Financial Instrument disclosure" and; application of the effective yield method on interest premium received onstated income loans, noted above.

(b) Foreign currency translations

Functional and presentation currency

The Trust financial statements are presented in Australian dollars (presentation currency), which is the Trust'sfunctional currency.

(c) Segment reporting

The Trust operates predominantly in the financial services sector in Australia.

(d) Revenue recognition

Interest income

Interest income has been brought to account on an accruals basis.

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PUMA MASTERFUND 5-2Notes to the financial statements

31 March 2008(continued)

1 Summary of significant accounting policies (continued)

(d) Revenue recognition (continued)

Fee income

Fee income is brought to account as earned.

(e) Net assets attributable to unitholders

The income unitholders are entitled to the net income amount of the trust following payment of trust expenses,manager fee, payment to swap providers or liquidity facilty providers and interest expenses of the trust. This netincome payment may further be subordinated to make any principal shortalls. Following all payments being madeunder the cash flow waterfall, the income unitholders are entitled to any residual and are therefore classified asfinancial liabilities.

(f) Income tax

Under current income tax legislation, the trust is not liable for income tax provided its taxable income is fullydistributed to the beneficiary.

(g) Distributions

In accordance with the trust deed, the trust distributes its distributable (taxable) income, and any other amountsdetermined by the manager, to unitholders by cash. The distributions are recognised in the income statement asfinance costs attributable to unitholders.

(h) Increaseldecrease in net assets attributable to unitholders

Income not distributed is included in net assets attributable to unitholders. Movements in net assets attributable tounitholders are recognised in the income statement as finance costs.

(i) Derivative instruments

Derivative instruments entered into by the Trust include swaps in the interest rate markets. These derivativeinstruments are principally used for the risk management of existing financial assets and liabilties.

All derivatives, including those used for balance sheet hedging purposes, are recognised on the balance sheet andare disclosed as an asset where they have a positive fair value at balance date or as a liabilty where the fair value atbalance date is negative.

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and subsequentlyremeasured to their fair value. Fair values are obtained from quoted market prices in active markets, including recentmarket transactions, and valuation techniques, including discounted cash flow models and option pricing models, asappropriate. Movements in the carrying amounts of derivatives are recognised in the income statement, unless thederivative meets the requirements for hedge accounting.

The best evidence of a derivative's fair value at initial recognition is the transaction price, unless its fair value isevidenced by comparison with other observable current market transactions in the same instrument or based on avaluation technique whose variables include only data from observable markets. Where such evidence exists, theTrust recognises profis immediately when the derivative is recognised.

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PUMA MASTERFUND 5-2Notes to the financial statements

31 March 2008(continued)

1 Summary of significant accounting policies (continued)

ü) Investments and other financial assets

With the exception of derivatives which are classified separately in the balance sheet, the remaining investments infinancial assets are classified into the following categories: loan assets held at amortised cost and investmentsecurities available for sale. The classification depends on the purpose for which the investment was acquired, whichis determined at initial recognition and, except for fair value though profit and loss, is re-evaluated at each reportingdate.

Loan assets held at amortised cost

Loan assets which are held at amortised cost in the balance sheet are non derivative financial assets with fixed ordeterminable payments that are not quoted in an active market.

Investment securities available for sale

Investment securities available for sale consist of securities that are not actively traded and are intended to be heldfor an indefinite period of time. Such securities are available for sale and may be sold should the need arise,including liquidity needs, or impacts of changes in interest rates, exchange rates or equity prices.

Investment securities available for sale are initially carried at fair value plus transaction costs. Gains and lossesarising from subsequent changes in fair value are recognised directly in the available for sale reserve in net assetsattributable to unit holders, until the asset is derecognised or impaired, at which time the cumulative gain or loss wilbe recognised in the income statement. Fair values of quoted investments in active markets are based on current bidprices. If the relevant market is not considered active (or the securities are unlisted), fair value is established by usingvaluation techniques, including recent arm's length transactions, discounted cash flow analysis, option pricing modelsand other valuation techniques commonly used by market participants.

(k) Loan impairment review

All loan assets are subject to recurring review and assessment for possible impairment. All bad debts are written offin the period in which they are identified. Provisions for loan losses are based on an incurred loss model, whichrecognises a provision where there is objective evidence of impairment at each balance date, and is calculated basedon the discounted values of expected future cash flows.

Specific provisions are recognised where specific impairment is identified. Where individual loans are found not to beimpaired, they are placed into pools of assets with similar risk profiles and collectively assessed for losses that havebeen incurred but not yet identified.

(I) Financial liabilties

The Trust has on issue debt securities and instruments which are initially recognised at fair value, net of transactioncosts incurred. These instruments are subsequently measured at amortised cost. Any difference between theproceeds (net of transaction costs) and the redemption amount is recognised in the income statement over the periodof the borrowings using the effective interest rate method.

(m) Receivables

Receivables may include amounts for interest and accrued income. Interest is accrued at the reporting date from thetime of last payment in accordance with the policy set out in note 1 (d) above.

(n) Payables

Payables includes liabilities and accrued expenses owing by the trust which are unpaid as at balance date. Thedistribution amount payable to unitholders as at the reporting date is recognised separately on the balance sheetwhen unitholders are presently entitled to the distributable income under the trust deed.

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Page 11: For personal use only - ASX · PUMA MASTERFUND 5-2 Cash flow statement For the year ended 31 March 2008 Cash flow statement 12 months 18 months ended 31 ended 31 March March 2008

PUMA MASTERFUND 5-2Notes to the financial statements

31 March 2008(continued)

1 Summary of significant accounting policies (continued)

(0) Cash and cash equivalents

Cash and cash equivalents for the purpose of the cash flow include Cash and balances with central banks, short termamounts included in Due from banks, Bank accepted bills and negotiable certificates of deposits issued by a bank,with a maturity of less than 3 months, included in Investment securities available for sale.

(p) Net deficit position

The Trust has a residual equity deficit as at 31 March 2008. The considered view of the Directors is that, after makingdue enquiry there is reasonable expectation that the trust has adequate resources to continue operations at existinglevels for the next 12 months from the date of the financial statements. The Directors believe the going concernassumption is a valid basis on which to prepare the financial statements.

The net deficit of the trust is shown in equity with retained profis being applied first to accumulated losses in equity.Once accumulated losses are fully recouped, any subsequent profits accrue to unitholders, increasing the value of .the liabilty to unitholders and therefore resulting in a finance charge in the income statement, bringing the net profi toniL.

(q) New accounting standards and interpretations

Certain new accounting standards and interpretations have been published that are not mandatory for 31 March 2008reporting periods. The directors' assessment of the impact of these new standards (to the extent relevant to theTrust) and interpretations is set below:

(i) AASB 8 Operating Segments and AASB 2007-3 Amendments to Australian Accounting Standards arising fromAASB 8.

AASB 8 and AASB 2007-3 are effective for annual reporting periods beginning on or after 1 January 2009. The Trusthas not adopted these standards early. Application of these standards wil not affect any of the amounts recognisedin the financial statements, but may affect the segment disclosures provided in note 8.

(ii) Revised AASB 101 Presentation of Financial Statements and AASB 2007-8 Amendments to AustralianAccounting Standards arising from AASB 101.

AASB 101 (Revised) is applicable to annual reporting period beginning on or after 1 January 2009. The Trust has notadopted this standard early. It requires the presentation of a statement of comprehensive income and makeschanges to the statement of changes in equity which will not affect any of the amounts recognised in the financialstatements. If the Trust makes a prior period adjustment or re-classifies items in the financial statement, it will need todisclose a third balance sheet (statement of financial position), this one being at the beginning of the comparativeperiod.

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PUMA MASTERFUND 5-2Notes to the financial statements

31 March 2008(continued)

2 Interest income

12 months 18 monthsended 31 ended 31

March March2008 2007

Average Average Average Averagebalance Interest rate balance Interest rate

$ $ % $ $ %

Cash and money market instrumentsLoans secured by first mortgage

22,288,498 1,492,157494.427.640 41.501.793

42.993.950

6.69 30,569,221 2,696,1878.39 795.588.814 92.470.225

95.166.412

5.907.77

This table shows the average balance for each of the major categories of interest-bearing assets, the amount of interestrevenue and the average interest rate. The average balances are calculated using daily balances.

The management fee has been calculated as 25 basis points (inclusive of GST) on the monthly average bond balance.

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PUMA MASTERFUND 5-2Notes to the financial statements

31 March 2008(continued)

5 Interest expense

12 months 18 monthsended 31 ended 31

March March2008 2007

Average Average Average Averagebalance Interest rate balance Interest rate

$ $ % $ $ $

Bonds 513.557.849 35.862.476 6.98 822.974.754 75,708.679 6.1535.862.476 75.708.679

This table shows the average balance for each of the major categories of interest-bearing liabilties, the amount ofinterest expense and the average interest rate. The average balances are calculated using daily balances.

6 Net assets attributable to unitholders

Net assets attributable to unitholders is represented by:

As at31 March 31 March2008 2007$ $

Opening balanceRevaluation of investment securities available for saleNet operating profiDistributions paid or providedTransfer (to)/from accumulated losses reserve

5,9256,447,721 .

(6,375,965)(59.416)

18.265

(4,901)17,347,872

(17,306,370)(36.601 )

7 Investment securities available for sale

As at31 March 31 March2008 2007$ $

Bank bills 4.988.8924.988.892

19~340.02019.340.020

The fair value movement in the value of bank bills of $5,925 (2007: -$4,901) is immaterial, therefore no separateavailable for sale reserve is presented.

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PUMA MASTERFUND 5-2Notes to the financial statements

31 March 2008(continued)

8 Segment information

The Trust operates predominantly in the financial services sector. The Trust's operations are located primarily inAustralia. The Trust acquires pools of mortgages and issues bondsto the market.

9 Receivables

As at31 Mareh 31 Ma~h2008 2007$ $

Interest receivableOther receivables

4,91528.06032.975

19,05249.28068.332

10 Loan assets held at amortised cost

As at31 March 31 March2008 2007$ $

Loans secured by first mortgage 404.764.932 607.059,940

The assets of the Trust are pledged as security for the bonds.

The loans and advances are not considered to be impaired.

11 Auditor's remuneration

Auditor's remuneration for auditing services of $10,068 (2007: $10,000) has been paid by Macquarie Bank Limited on behalfof the Trust. The auditors have received no other benefis.

12 Payables

As at31 March 31 March2008 2007$ $

Management feesOther payablesTrustee feesRedraw facility (i)

122,70341,583

5,390250.000419.676

175,36812,83413,251

250.000451.453

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PUMA MASTERFUND 5-2Notes to the financial statements

31 March 2008(continued)

12 Payables (continued)

(i) Redraw facilty

Macquarie Bank Limited provided the Trust with a redraw facilty on a committed basis which could be used to fundshort term cashflow shortalls resulting from timing differences, under normal commercial terms. The limit of theredraw facilty is $2,250,000.

13 Debt issued at amortised cost

As at31 March 31 March2008 2007$ $

Bonds principal and accrued interest 418.437.553 625.104.759

The existing bonds are secured by floating charges over the assets of the Trust.

The final maturity date of the registered stock is 24/10/2035. In Series A, there exists a margin of BBSW+0.23% ontranche 1 of $377,088,000 and a margin of BBSW+0.37% on tranche 2 of $40,000,000.

14 Financial risk management

The Trust is exposed to interest rate risk and credit risk arising from the financial instruments it holds. The riskmanagement policies employed by the Trust to manage these risks are discussed below.

(a) Credit risk

Credit risk is the risk that a counterparty wil fail to perform contractual obligations, either in whole or in part, under acontract. Concentrations of credit risk are minimised primarily by:

· ensuring counterparties, together with the respective credit limits, are approved, and

· ensuring that transactions are undertaken with a large number of counterparties.

The carrying amounts of financial assets best represent the maximum credit risk exposure at the balance sheet date.

The Trust's primary credit risk arises from the business of investing in Australian residential mortgages. Themortgages are fully mortgage insured and the manager of PUMA Masterfund S-2, Macquarie Securitisation Limited,performs a regular assessment of these insurers to ensure that their credit qualiy is at investment grade. For otherfinancial instruments, including derivatives, credit risk also arises from the potential failure of counterparties to meettheir obligations under the respective contracts at maturity.

(b) Interest rate risk

Interest rate risk is the risk that the value of a financial instrument will fluctuate due to changes in market interestrates.

The Trust's exposure to interest rate risk and the weighted average effective interest rate is set out in the followingtable:

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14 Financial risk management (continued)

PUMA MASTERFUND 5-2Notes to the financial statements

31 March 2008(continued)

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14 Financial risk management (continued)

PUMA MASTERFUND 5-2Notes to the financial statements

31 March 2008(continued)

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PUMA MASTERFUND 5-2Notes to the financial statements

31 March 2008(continued)

14 Financial risk management (continued)

(c) Additional financial instruments disclosures

Objectives and significant terms and conditions

Basis swaps

The Trust has entered into basis swap contracts to hedge monthly bond coupon payments against interest ratemovements. The Trust has entered into basis swap contracts to protect bondholders against movements in variablerates which create short term exposures between 1 month variable rate bond note payments and cash rates receivedon mortgage loans. The type of basis swaps transacted are:

1. Overnight index swaps (30 days to cash)

Interest rate swaps

The Trust has also entered into interest rate swap contracts to hedge both asset and liabilty fixed rate positionsagainst interest rate movements. This entitles the Trust to receive interest at floating rates on notional principalamounts and obliges it to pay interest at fixed rates on the same amount. This converts the Trust's fixed rate incometo floating in order to match the rates payable on the funding of the assets which reset quarterly. This minimises theTrust's interest rate risk. Under the interest rate swaps, the Trust agrees with another party to exchange, at monthlyand quarterly intervals, the difference between fixed rate and floating rate interest amounts calculated by reference tothe agreed notional principal amounts.

The following table provides details of the Trust's outstanding derivatives (including those detailed on pages 15 and16) as at 31 March 2007 and 31 March 2008:

Notional Asset Liabilty Net fairamount revaluation revaluation value

$ $ $ $

2008 Interest rate contracts 1,000,000 19,204 19,204

2007 Interest rate contracts 800,000,000 1,193,861 (1,249,138) (55,277)

The nominal amount includes two types of swaps which synthetically creates a basis swap.

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PUMA MASTERFUND 5-2Notes to the financial statements

31 March 2008(continued)

15 Related party transactions

Trust Manager

The trust manager of PUMA MASTERFUND S-2 is Macquarie Securitisation Limited, a wholly ownec; subsidiary ofMacquarie Bank Limited.

Trustee

The Trustee of the Trust is Perpetual Limited

Key management personnel

Key management personnel includes persons who were directors of Macquarie Securitisation Limited at any timeduring the financial year as follows:

J Finlay (appointed 11/07/2008)S M Halpern (resigned 15/06/2007)A P Gill (resigned 21/09/2007)F N GanisM J O'HareK Stephenson (appointed 15/05/2007)eM Thompson (appointed 15/05/2007- resigned 24/06/2008)

Remuneration to key management personnel

The KMPs did not receive any benefits or consideration in connection with the management of the Trust. All benefitsthat were received by the KMPs were solely related to other services performed with respect to their employment byMacquarie Group Limited.

Manager's fees and other transactions

Transactions between the Trust and Macquarie Securitisation Limited result from normal dealings with that companyas the Trust Manager. Management fees paid or payable are disclosed in notes 4 and 12.

The sole income unitholder in the Trust is Macquarie Securitisation Limited.

There are hedging transactions entered through companies within the Macquarie Group.

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PUMA MASTERFUND 5-2Notes to the financial statements

31 March 2008(continued)

16 Reconcilation of net profit to net cash inflow from operating activities

31 March2008

$

(a) Reconcilation of net profit to net cash inflow from operating activitiesNet profi

(Decrease) in fees and commissions payableDecrease in interest receivable(Decrease) in interest payable(Increase)/decrease in fees and commissions receivable(Increase) in trading securities and other financial instrumentsNet cash inflow from operating activities

6,447,721(29,486)

1,028,159(113,606)

18,547(74.481)

7.276.854

(b) Components of cash and cash equivalentsCash as at the end of the financial year as shown in the cash flow statement is

. reconciled to the balance sheet as follows:Cash at bankMoney market instruments

9,685,0684.988.892

14.673.960

17 Events occurring after the balance sheet date

As at

31 March

2007$

17,347,872(117,275)1,797,694(511,846)

(938)(49.177)

18.466.330

(2,406)19.340.02019.337.614

No significant events have occurred since balance date which would impact on the financial position of the Trustdisclosed in the balance sheet as at 31 March 2008 or on the results and cash flows of the Trust for the year endedon that date.

18 Contingent assets and liabilties and commitments

There are no outstanding contingent assets and liabilties or commitments as at 31 March 2008.

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PUMA MASTERFUND 5-2Directors' declaration

31 March 2008

Directors' declaration

We report that in our opinion:

(a) The Trust has operated for the period ended 31 March 2008 in accordance with the provisions of the TrustDeed dated 13 July 1990, as amended; and

(b) the accompanying special purpose financial report of the Trust as set out on page 3 to 19 are properlydrawn up in accordance with the Trust deed so as to present fairly the financial position of the Trust as at31 March 2008 and the result of its operations for the financial period ended on that date.

The special purpose financial report of the Trust has been prepared in accordance with accounting policies describedin Note 1 and the requirements of the Trust Deed.

Signed in accordance with a resolution of the directors of the Trust manager on 11/12/2008

Director

\;1 Sf)!' J'11/12/2008

Kevin Stephenson

-20-

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PRcEW7ËRHOusE(mPERS I

PricewaterhouseCoopersABN 52 780 433 757

Independent auditor's report to the unitholders ofPUMA MA5TERFUND 5-2

Darling Park Tower 2201 Sussex StreetGPO BOX 2650SYDNEY NSW 1171DX 77 SydneyAustraliaTelephone +61282660000Facsimile +61 28266 9999ww.pwc.com/au

Report on the financial report

We have audited the accompanying financial report, being a special purpose financial report, ofPUMA MASTERFUND S-2 (the Trust), which comprises the balance sheet as at 31 March 2008,the income statement, the statement of changes in equity and cash flow statement for the year thenended, a summary of significant accounting policies, other explanatory notes and the directors'declaration.

The responsibilty of the directors of Manager of the Trust for the financial report

The directors of the Managerof the Trust are responsible for the preparation and fair presentationof the special purpose financial report and have determined that the accounting policies describedin Note 1 to the financial statements, which form part of the special purpose financial report, areappropriate to meet the requirements of the Trust Deed dated 8 June 1993, (as amended by theDeed of Variation dated 21 December 2007) and are appropriate to meet the needs of theunitholders. The responsibility of the directors of the Manager of the Trust also includesestablishing and maintaining internal control relevant to the preparation and fair presentation of thespecial purpose financial report that is free from material misstatement, whether due to fraud orerror; selecting and applying appropriate accounting policies; and making accounting estimatesthat are reasonable in the circumstances.

Auditor's responsibilty

Our responsibility is to express an opinion on the special purpose financial report based on ouraudit. No opinion is expressed as to whether the accounting policies used, as described in Note 1,are appropriate to meet the needs of the unitholders. We conducted our audit in accordance withAustralian Auditing Standards. These Auditing Standards require that we comply with relevantethical requirements relating to audit engagements and plan and perform the audit to obtainreasonable assurance whether the financial report is free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the special purpose financial report. The procedures selected depend on theauditor's judgement, including the assessment of the risks of material misstatement of the specialpurpose financial report, whether due to fraud or error. In making those risk assessments, theauditor considers internal control relevant to the Trust's preparation and fair presentation of thespecial purpose financial report in order to design audit procedures that are appropriate in thecircumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust'sinternal control. An audit also includes evaluating the reasonableness of accounting estimatesmade by the directors of the Manager of the Trust, as well as evaluating the overall presentation ofthe special purpose financial report.

The special purpose financial report has been prepared for distribution to unitholders for thepurpose of fulfillng the financial reporting obligations of the directors of the Manager of the Trustunder the Trust Deed. We disclaim any assumption of responsibility for any reliance on this auditreport or on the special purpose financial report to which it relates to any person other than theunitholders, or for any purpose other than that for which they were prepared.

Liability limited by a scheme approved under Professional Standards Legislation

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fRcEW£RHOUSEßPERS I

Independent auditor's report to the unitholders ofPUMA MA5TERFUND 5-2 (continued)

For further explanation of an audit, visit our website http://ww.pwc.com/au/financialstatementaudit.

Our audit did not involve an analysis of the prudence of business decisions made by directors ormanagement.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide abasis for our audit opinion.

Auditor's opinion

In our opinion, the special purpose financial report presents fairly, in all material respects, thefinancial position of PUMA MASTERFUND S-2 as of 31 March 2008 and its financial performancefor the year then ended in accordance with the accounting policies described in Note 1 to thefinancial statements.

~=~~Craig StaffordPartner

Sydney

I' December 2008

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