TIDM48AH

RNS Number : 9903G

Granite Mortgages 03-3 PLC

26 November 2015

Granite MorTgages 03-3 PLC

Interim Financial Report

for the 6 months to 30 September 2015

Registered Number: 04823268

Financial information

Granite Mortgages 03-3 plc ('the Company') is a public limited company incorporated and domiciled in the United Kingdom.

The Directors present the Interim Financial Report for the Company for the six months reporting period from 1 April 2015 to 30 September 2015 (the 'six month period').

In accordance with the transitional provisions contained in Section 79(2)(a) of the Transparency (Directive 2004/109/EC) Regulations 2007, an Issuer of debt securities with a denomination of EUR50,000 or less and admitted to trading before 1 January 2005 is exempted from the requirement to disclose its half yearly financial report for a period of 10 years following 1 January 2015 (the 'interim reporting exemption'). The interim reporting exemption now having come to an end, the Company in accordance with the Transparency (Directive 2004/109/EC) Regulations 2007 (as amended), now complies and has accordingly produced its half yearly Interim Financial Report for the six month period. Where appropriate to show half year and full year comparisons, the unaudited six month period to 30 September 2014 ('H1 2014/15') and audited 12 month period to 31 March 2015 ('FY 2014/15') have been presented.

Principal activities

The Company's principal activity is to issue floating rate debt securities and to enter into financial arrangements to fund the activities of certain subsidiaries of Granite Finance Holdings Limited and ultimately UK Asset Resolution Limited ('UKAR') by means of intercompany loans. The debt securities are issued in US Dollars, Euros and Sterling and are secured on a beneficial interest in a portfolio of mortgage loans originated by NRAM plc ('NRAM') formerly Northern Rock (Asset Management) plc and held under a master trust arrangement by Granite Finance Trustees Limited. These mortgage loans are secured on residential properties in the United Kingdom. Noteholders will only be paid interest and principal to the extent that funds are received on the Trust's mortgage portfolio and used by Granite Finance Funding Limited to repay the inter-company loan with the Company in accordance with the inter-company agreements. Details are set out in the offering circular pertinent to this issue. The securitisation structure was established primarily as a means of raising finance for Northern Rock plc during 2004.

During the six months to 30 September 2015, Granite Finance Funding Limited made repayments totalling GBP30.0m (H1 2014/15: GBP25.4m; FY 2014/15: GBP51.8m) to the Company in respect of the inter-company loan. These repayments were used to repay certain of the debt securities in issue. The company made all interest payments due in line with the securitisation transaction documents. All payments made in the period were in accordance with the pass-through provisions that continue to apply following the breach of the non-asset trigger in November 2008. The Company is entitled to a pre-determined retained profit under the securitisation transaction documents. Under the terms of the securitisation, the Company retains the right to 0.01% of the interest received under the inter-company loan (as defined within the securitisation transaction documents). The Company is taxed in accordance with the permanent regime for securitisation companies.

On 13 November 2015, the Company announced that amendments had been made to the Granite Transaction Documents granting NRAM the right (the 'Seller Call Option') at any time to require the Mortgages Trustee to sell the loans which are securitised within the Granite structure to NRAM or to a person nominated by NRAM, provided that the proceeds of sale are sufficient to fully redeem all of the Granite notes in issue. The Company also announced that NRAM had entered into an agreement, subject to the satisfaction of certain conditions precedent, to sell the loans which are securitised within the Granite structure to Cerberus European Residential Holdings B.V. The sale is expected to be completed following the exercise by NRAM of the Seller Call Option prior to 9 December 2015. The proceeds of sale are expected to be sufficient to fund the redemption of all of the notes issued by the Granite issuing companies, including those issued by the Company, on the notes

Principal activities (continued)

payment date scheduled to fall on 20 January 2016. Consequently the Directors of the Company have not applied the going concern basis in preparing this Interim Financial Report.

Key Performance Indicators (KPIs)

The KPIs used by management in assessing the performance of the Company are the quality of the assets in the mortgage pool and the compliance of the Company with the terms of the securitisation documentation. During the period the Company has complied with the terms of the securitisation documentation. Information about the quality of the assets in the mortgage pool is provided in the monthly trustee reports to investors, available on the website of NRAM plc ('NRAM') at http://www.nram.co.uk/corporate/treasury/securitisation, including the following:

 
                                                At 30 Sept     At 30 Sept  At 31 Mar 
                                                      2015           2014       2015 
-----------------------------------  ------  -------------  -------------  --------- 
Number of outstanding mortgage 
 loans                               Number        115,271        141,854    132,570 
Outstanding mortgage loans            GBPbn           11.5           14.0       12.9 
Number of mortgage loans 3 
 months or more in arrears           Number          3,334          4,241      3,759 
Principal value of mortgage 
 loans 3 months or more in arrears     GBPm          414.4          534.8      472.3 
Arrears value of mortgage loans 
 3 months or more in arrears           GBPm           18.4           22.1       19.7 
Mortgage loans in repossession       Number            192            371        272 
Value of mortgage loans in 
 repossession                          GBPm           23.0           43.6       30.6 
Weighted average indexed current 
 LTV                                      %           68.5           75.2       73.2 
 

Principal risks and uncertainties

In the ordinary course of business the Company is exposed to, and manages, a variety of risks, with credit risk, liquidity risk and market risk (foreign currency risk and interest rate risk) being of particular significance. The Directors have responsibility for the overall system of internal control and for reviewing its effectiveness. In general, when a transaction or group of transactions is entered into, derivative instruments are taken out to manage the associated risks. The effectiveness of the risk management is then monitored on an ongoing basis.

Statement of Comprehensive Income

 
                                                6 months      6 months    12 months 
                                              to 30 Sept    to 30 Sept    to 31 Mar 
                                                    2015          2014         2015 
                                      Note        GBP000        GBP000       GBP000 
-----------------------------------  -----  ------------  ------------  ----------- 
 Interest receivable                   3           1,518         1,884        3,682 
 Interest expense                      4         (1,450)       (1,810)      (3,522) 
-----------------------------------  -----  ------------  ------------  ----------- 
 Net interest income                                  68            74          160 
 Fair value movements                  5           (133)             3         (60) 
 Administrative expenses               6            (69)          (73)        (159) 
-----------------------------------  -----  ------------  ------------  ----------- 
 (Loss)/profit before taxation                     (134)             4         (59) 
 Taxation                              7               -             -            - 
-----------------------------------  -----  ------------  ------------  ----------- 
 (Loss)/profit for the period/year                 (134)             4         (59) 
 Other comprehensive income                            -             -            - 
-----------------------------------  -----  ------------  ------------  ----------- 
 Total comprehensive (expense)/income 
  for the period/year                              (134)             4         (59) 
------------------------------------------  ------------  ------------  ----------- 
 

The results above arise from continuing activities.

Balance Sheet

 
                                     Note   At 30 Sept   At 30 Sept   At 31 Mar 
                                                  2015         2014        2015 
                                                GBP000       GBP000      GBP000 
----------------------------------  -----  -----------  -----------  ---------- 
 Assets 
 Non-current assets 
 Loans to Group undertakings                         -      175,228     176,539 
 Derivative financial instruments                    -        6,002       6,960 
----------------------------------  -----  -----------  -----------  ---------- 
 Total non-current assets                            -      181,230     183,499 
----------------------------------  -----  -----------  -----------  ---------- 
 Current assets 
 Loans to Group undertakings                   166,314       47,732      20,105 
 Derivative financial instruments                6,980        1,592       1,041 
 Cash and cash equivalents                       5,040       11,625       5,818 
 Total current assets                          178,334       60,949      26,964 
 
 Total assets                                  178,334      242,179     210,463 
----------------------------------  -----  -----------  -----------  ---------- 

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 Equity and liabilities 
 Liabilities 
 Non-current liabilities 
 Debt securities in issue             9              -      168,046     156,723 
 Derivative financial instruments                    -          853           - 
----------------------------------  -----  -----------  -----------  ---------- 
 Total non-current liabilities                       -      168,899     156,723 
----------------------------------  -----  -----------  -----------  ---------- 
 Current liabilities 
 Amounts due to banks                 10         5,037       11,622       5,815 
 Debt securities in issue             9        173,237       61,316      47,537 
 Derivative financial instruments                    -           80           - 
 Other liabilities                    11            24           29         218 
----------------------------------  -----  -----------  -----------  ---------- 
 Total current liabilities                     178,298       73,047      53,570 
 
 Total liabilities                             178,298      241,946     210,293 
----------------------------------  -----  -----------  -----------  ---------- 
 
 Equity 
 Issued capital and reserves: 
 Share capital                                      50           50          50 
 Retained earnings                                (14)          183         120 
----------------------------------  -----  -----------  -----------  ---------- 
 Total equity                                       36          233         170 
 Total equity and liabilities                  178,334      242,179     210,463 
----------------------------------  -----  -----------  -----------  ---------- 
 

Statement of Changes in Equity

For the 6 months to 30 September 2015

 
                                       Share    Retained     Total 
                                     capital    earnings    equity 
                                      GBP000      GBP000    GBP000 
---------------------------------  ---------  ----------  -------- 
 Balance at 1 April 2015                  50         120       170 
 Total comprehensive expense for 
  the period                               -       (134)     (134) 
---------------------------------  ---------  ----------  -------- 
 Balance at 30 September 2015             50        (14)        36 
---------------------------------  ---------  ----------  -------- 
 

For the 6 months to 30 September 2014

 
                                      Share    Retained     Total 
                                    capital    earnings    equity 
                                     GBP000      GBP000    GBP000 
--------------------------------  ---------  ----------  -------- 
 Balance at 1 April 2014                 50         179       229 
 Total comprehensive income for 
  the period                              -           4         4 
--------------------------------  ---------  ----------  -------- 
 Balance at 30 September 2014            50         183       233 
--------------------------------  ---------  ----------  -------- 
 

Cash Flow Statement

 
                                                  6 months   6 months 
                                                to 30 Sept         to 
                                                      2015    30 Sept 
                                                    GBP000       2014 
                                                               GBP000 
-------------------------------------------   ------------  --------- 
 Cash flows from operating activities: 
 (Loss)/profit before taxation for the 
  financial period                                   (134)          4 
 Cash flows (used in)/generated from 
  operating activities before changes 
  in operating assets and liabilities                (134)          4 
 Net decrease in operating assets: 
 - loans to Group undertakings                      30,167     25,533 
 - derivative financial instruments                  1,021      5,636 
 Net decrease in operating liabilities: 
 - debt securities in issue                       (30,860)   (28,633) 
 - derivative financial instruments                      -    (2,363) 
 - amounts due to banks                              (778)    (6,840) 
 - other liabilities                                 (194)      (177) 
 Net cash used in operating activities               (778)    (6,840) 
 
 Net decrease in cash and cash equivalents           (778)    (6,840) 
 Cash and cash equivalents at beginning 
  of period                                          5,818     18,465 
--------------------------------------------  ------------  --------- 
 Cash and cash equivalents at end of 
  period                                             5,040     11,625 
--------------------------------------------  ------------  --------- 
 
 Cash collateral held                                5,037     11,622 
 Cash at bank                                            3          3 
--------------------------------------------  ------------  --------- 
                                                     5,040     11,625 
 -------------------------------------------  ------------  --------- 
 

Notes to the Financial Information

1. Reporting entity

Granite Mortgages 03-3 plc ('the Company') is a public limited company incorporated and domiciled in the United Kingdom.

2. Basis of preparation

This Interim Financial Report has been prepared in accordance with IAS 34 'Interim Financial Reporting'.

The information in this document does not include all of the disclosures required by IFRS in full annual financial statements, and it should be read in conjunction with the Financial Statements of the Company for the year ended 31 March 2015.

On 13 November 2015, the Company announced that amendments had been made to the Granite Transaction Documents granting NRAM the right (the 'Seller Call Option') at any time to require the Mortgages Trustee to sell the loans which are securitised within the Granite structure to NRAM or to a person nominated by NRAM, provided that the proceeds of sale are sufficient to fully redeem all of the Granite notes in issue. The Company also announced that NRAM had entered into an agreement, subject to the satisfaction of certain conditions precedent, to sell the loans which are securitised within the Granite structure to Cerberus European Residential Holdings B.V. The sale is expected to be completed following the exercise by NRAM of the Seller Call Option prior to 9 December 2015. The proceeds of sale are expected to be sufficient to fund the redemption of all of the notes issued by the Granite issuing companies, including those issued by the Company, on the notes payment date scheduled to fall on 20 January 2016. Accordingly, the going concern basis of accounting is no longer appropriate as at 30 September 2015. The comparative financial information continues to be prepared on a going concern basis under the historical cost basis except for financial instruments classified as 'at fair value through profit or loss'. No adjustments were necessary in this Interim Financial Report to write down assets to their recoverable value or to provide for liabilities arising as a result of the decision to cease trading.

The Directors consider that the Company's accounting policies are the most appropriate to its circumstances, have been consistently applied in dealing with items which are considered material and are supported by reasonable and prudent estimates and judgements.

The preparation of this Interim Financial Report requires the use of estimates and assumptions that affect the reported values of assets and liabilities at the Balance Sheet date and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on management's best knowledge of the amounts, events or actions, actual results ultimately may differ from those estimates.

In preparing this Interim Financial Report, including the comparative financial information where applicable, the Company has adopted for the first time the following amendments to IFRS, which had no material impact on the Company:

   --      The Annual Improvements to IFRSs 2010-2012 Cycle; and 
   --      The Annual Improvements to IFRSs 2011-2013 Cycle. 

There have been no other material changes to the accounting policies previously applied by the Company in preparing, and detailed in, its Annual Report & Financial Statements for the year ended 31 March 2015, which were prepared in accordance with International Financial Reporting Standards ('IFRS') as adopted by the European Union.

Notes to the Financial Information (continued)

   3       Interest receivable 
 
                                            6 months   6 months   12 months 
                                                  to         to          to 
                                             30 Sept    30 Sept      31 Mar 
                                                2015       2014        2015 
                                              GBP000     GBP000      GBP000 
-----------------------------------------  ---------  ---------  ---------- 
 Interest on loans to Group undertakings       1,518      1,879       3,677 
 Other interest receivable from 
  Group undertakings                               -          5           5 
-----------------------------------------  ---------  ---------  ---------- 
                                               1,518      1,884       3,682 
-----------------------------------------  ---------  ---------  ---------- 
 
   4       Interest expense 
 
                                    6 months   6 months   12 months 
                                          to         to          to 
                                     30 Sept    30 Sept      31 Mar 
                                        2015       2014        2015 
                                      GBP000     GBP000      GBP000 
---------------------------------  ---------  ---------  ---------- 
 Interest on floating rate notes       1,133      1,697       2,956 

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 Interest on cash collateral               -          5           5 
 Interest on derivatives                 317        108         561 
---------------------------------  ---------  ---------  ---------- 
                                       1,450      1,810       3,522 
---------------------------------  ---------  ---------  ---------- 
 
   5       Fair value movements 

Fair value movements in the Statement of Comprehensive Income comprised the following:

 
                                                  6 months       6 months     12 months 
                                                        to             to            to 
                                              30 Sept 2015   30 Sept 2014   31 Mar 2015 
                                                    GBP000         GBP000        GBP000 
-------------------------------------------  -------------  -------------  ------------ 
  Net (losses)/gains on derivatives                  (669)        (2,482)           721 
  Net gains/(losses) on debt securities 
   in issue due to exchange rate movements             536          2,485         (781) 
                                                     (133)              3          (60) 
-------------------------------------------  -------------  -------------  ------------ 
 

The Company enters into certain derivative financial instruments which although effective as economic hedges are not included in hedge accounting relationships. These derivatives hedge foreign currency debt securities in issue recorded at amortised cost.

Notes to the Financial Information (continued)

   6       Administrative expenses 
 
                                           6 months   6 months   12 months 
                                                 to         to          to 
                                            30 Sept    30 Sept      31 Mar 
                                               2015       2014        2015 
                                             GBP000     GBP000      GBP000 
----------------------------------------  ---------  ---------  ---------- 
 Cash manager fee - NRAM                         59         59         111 
 Corporate services fee - Law Debenture 
  Corporate Services                              5          5           9 
 Audit fees                                       2          2           4 
 Other legal and professional fees                3          7          35 
----------------------------------------  ---------  ---------  ---------- 
                                                 69         73         159 
----------------------------------------  ---------  ---------  ---------- 
 

The Company had no employees during the periods presented and none of the Directors received emoluments in respect of their services to the Company. A fee is paid to Law Debenture Corporate Services Limited for the provision of corporate administration services including the provision of directors.

   7       Taxation 

The Company is taxed in accordance with the permanent regime for securitisation companies. Under the permanent regime, as the tax charge is based purely on contractually retained profit, neither the current tax charge nor deferred tax will be affected by any fair value gains or losses arising on derivatives and other financial instruments.

Taxation appropriately reflects changes in tax rates which had been substantively enacted by 30 September 2015.

The tax charge for each period included nil overseas tax charge. The tax charge for the six months to 30 September 2015 has been calculated using the expected effective tax rate for the 12 months to 31 March 2016, ie 20% (year ended 31 March 2015: 21%).

No deferred tax assets were unrecognised at 30 September 2015, 30 September 2014 or 31 March 2015. No deferred tax assets have been recognised in respect of tax losses carried forward.

   8       Related party disclosures 

The Company is a special purpose vehicle controlled by its Board of Directors, which comprises three Directors. Two of the Company's three Directors are corporate Directors provided by Law Debenture Corporate Services Limited and the third Director is a Director of NRAM (the controlling party under IFRS). Transactions during the period with the Company's key management personnel and other related parties were similar in nature to those during the year ended 31 March 2015.

Notes to the Financial Information (continued)

   9       Debt securities in issue 
 
 Class     In currency     In currency      In currency   30 Sept   30 Sept    31 Mar 
             30 Sept         30 Sept             31 Mar      2015      2014      2015 
               2015            2014                2015    GBP000    GBP000    GBP000 
-------  --------------  --------------  --------------  --------  --------  -------- 
 S1 A3      $10,284,000     $25,966,000     $18,615,000     6,801    16,004    12,526 
 S1 B       $46,443,000     $46,443,000     $46,443,000    30,713    28,625    31,253 
 S1 M       $17,416,000     $17,416,000     $17,416,000    11,517    10,734    11,720 
 S1 C       $32,252,000     $32,252,000     $32,252,000    21,329    19,879    21,703 
 S2 A     EUR13,163,000   EUR33,237,000   EUR23,827,000     9,720    25,870    17,231 
 S2 B     EUR14,836,000   EUR14,836,000   EUR14,836,000    10,955    11,548    10,729 
 S2 M      EUR4,838,000    EUR4,838,000    EUR4,838,000     3,572     3,765     3,498 
 S2 C     EUR35,477,000   EUR35,477,000   EUR35,477,000    26,198    27,614    25,655 
 S3 A     GBP21,230,000   GBP53,604,000   GBP38,429,000    21,230    53,604    38,429 
 S3 B     GBP18,384,000   GBP18,384,000   GBP18,384,000    18,384    18,384    18,384 
 S3 M      GBP7,418,000    GBP7,418,000    GBP7,418,000     7,418     7,418     7,418 
 S3 C      GBP4,838,000    GBP4,838,000    GBP4,838,000     4,838     4,838     4,838 
-------  --------------  --------------  --------------  --------  --------  -------- 
                                                          172,675   228,283   203,384 
 Accrued interest - non-current                                 -       454       284 
 Accrued interest - current                                   562       258       252 
                                                         --------  --------  -------- 
                                                          173,237   229,362   204,260 
                                                         --------  --------  -------- 
 
   10     Amounts due to banks 
 
                                      30 Sept   30 Sept    31 Mar 
                                         2015      2014      2015 
                                       GBP000    GBP000    GBP000 
-----------------------------------  --------  --------  -------- 
 Cash collateral which the Company 
  has received                          5,037    11,622     5,815 
-----------------------------------  --------  --------  -------- 
 

All of the cash collateral held is in respect of collateral received from derivative counterparties pursuant to the provisions of associated credit support agreements.

   11     Other liabilities 
 
                                            30 Sept   30 Sept    31 Mar 
                                               2015      2014      2015 
                                             GBP000    GBP000    GBP000 
-----------------------------------------  --------  --------  -------- 
 Amounts owed to NRAM group undertakings         24        29       218 
-----------------------------------------  --------  --------  -------- 
 

Notes to the Financial Information (continued)

   12     Financial instruments 

(a) Categories of financial assets and financial liabilities: carrying value compared to fair value

The following table summarises the carrying amounts and fair values of financial assets and liabilities:

 
  At 30 September 2015 
 
                                               Total carrying 
                                                        value                  Fair value 
                                                       GBP000                      GBP000 
---------------------------------  --------------------------  -------------------------- 
Financial assets 
Loans to Group undertakings                           166,314                     166,314 
Derivative financial instruments                        6,980                       6,980 
Cash and cash equivalents                               5,040                       5,040 
---------------------------------  --------------------------  -------------------------- 
Total financial assets                                178,334                     178,334 
---------------------------------  --------------------------  -------------------------- 
 
 
                                               Total carrying 
                                                        value                  Fair value 
                                                       GBP000                      GBP000 
---------------------------------  --------------------------  -------------------------- 
Financial liabilities 
Debt securities in issue                              173,237                     172,715 
Amounts due to banks                                    5,037                       5,037 
Other liabilities                                          24                          24 
---------------------------------  --------------------------  -------------------------- 
Total financial liabilities                           178,298                     177,776 
---------------------------------  --------------------------  -------------------------- 
  At 30 September 2014 
 
                                               Total carrying 
                                                        value                  Fair value 
                                                       GBP000                      GBP000 
---------------------------------  --------------------------  -------------------------- 
Financial assets 

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November 26, 2015 02:30 ET (07:30 GMT)

Loans to Group undertakings                           222,960                     222,960 
Derivative financial instruments                        7,594                       7,594 
Cash and cash equivalents                              11,625                      11,625 
---------------------------------  --------------------------  -------------------------- 
Total financial assets                                242,179                     242,179 
---------------------------------  --------------------------  -------------------------- 
 
 
                                               Total carrying 
                                                        value                  Fair value 
                                                       GBP000                      GBP000 
---------------------------------  --------------------------  -------------------------- 
Financial liabilities 
Debt securities in issue                              229,362                     230,858 
Amounts due to banks                                      933                         933 
Derivative financial instruments                    11,622                      11,622 
Other liabilities                                          29                          29 
---------------------------------  --------------------------  -------------------------- 
Total financial liabilities                           241,946                     243,442 
---------------------------------  --------------------------  -------------------------- 
 

Notes to the Financial Information (continued)

   12     Financial instruments (continued) 

(a) Categories of financial assets and financial liabilities: carrying value compared to fair value (continued)

 
  At 31 March 2015 
 
                                    Total carrying 
                                             value                Fair value 
                                            GBP000                    GBP000 
---------------------------------  ---------------  ------------------------ 
Financial assets 
Loans to Group undertakings                196,644                   196,644 
Derivative financial instruments             8,001                     8,001 
Cash and cash equivalents                    5,818                     5,818 
---------------------------------  ---------------  ------------------------ 
Total financial assets                     210,463                   210,463 
---------------------------------  ---------------  ------------------------ 
 
 
                                    Total carrying 
                                             value                Fair value 
                                            GBP000                    GBP000 
---------------------------------  ---------------  ------------------------ 
Financial liabilities 
Debt securities in issue                   204,260                   200,960 
Amounts due to banks                         5,815                     5,815 
Other liabilities                              218                       218 
---------------------------------  ---------------  ------------------------ 
Total financial liabilities                210,293                   206,993 
---------------------------------  ---------------  ------------------------ 
 

Notes to the Financial Information (continued)

   12     Financial instruments (continued) 
   (b)        Fair value measurement 

Financial assets and liabilities carried at fair value are valued on the following bases:

 
 At 30 September 2015                 Level 1   Level 2   Level 3     Total 
                                       GBP000    GBP000    GBP000    GBP000 
----------------------------------  ---------  --------  --------  -------- 
 Financial assets 
 Derivative financial instruments           -     6,980         -     6,980 
----------------------------------  ---------  --------  --------  -------- 
 
 
 At 30 September 2014                 Level 1   Level 2   Level 3     Total 
                                       GBP000    GBP000    GBP000    GBP000 
----------------------------------  ---------  --------  --------  -------- 
 Financial assets 
 Derivative financial instruments           -     7,594         -     7,594 
 Financial liabilities 
 Derivative financial instruments           -       933         -       933 
----------------------------------  ---------  --------  --------  -------- 
 
 
 At 31 March 2015                     Level 1   Level 2   Level 3     Total 
                                       GBP000    GBP000    GBP000    GBP000 
----------------------------------  ---------  --------  --------  -------- 
 Financial assets 
 Derivative financial instruments           -     8,001         -     8,001 
----------------------------------  ---------  --------  --------  -------- 
 

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices that are observable for the asset or liability, whether directly (i.e. as price) or indirectly (i.e. derived from the implications of prices).

Level 3: Inputs for the asset or liability that are not based on observable market data or have significant unobservable inputs.

There were no transfers between Levels during the period (H1 2014/15: none; FY 2014/15: none).

Derivative financial instruments which are categorised as Level 2 are those which either:

(a) Have future cash flows which are known dates and for which the cash flow amounts are known or calculable by reference to observable interest and foreign currency exchange rates; or

(b) Have future cash flows which are not pre-defined, but which the fair value of the instrument has very low sensitivity to unobservable inputs.

In each case the fair value is calculated by discounting cash flows using observable market parameters including swap rates, interest rates and currency rates.

Notes to the Financial Information (continued)

   13     Risks and uncertainties 

The Directors are aware of the following material risks and uncertainties which may affect the Company during the period to 31 March 2016:

- external economic factors including unemployment, house price movements, and the extent and timing of changes in interest rates.

There may be other risks that are not listed above that the Directors are not aware of or that the Directors do not consider material.

   14     Events after the reporting period 

On 13 November 2015, the Company announced that amendments had been made to the Granite Transaction Documents granting NRAM the right (the 'Seller Call Option') at any time to require the Mortgages Trustee to sell the loans which are securitised within the Granite structure to NRAM or to a person nominated by NRAM, provided that the proceeds of sale are sufficient to fully redeem all of the Granite notes in issue. The Company also announced that NRAM had entered into an agreement, subject to the satisfaction of certain conditions precedent, to sell the loans which are securitised within the Granite structure to Cerberus European Residential Holdings B.V. The sale is expected to be completed following the exercise by NRAM of the Seller Call Option prior to 9 December 2015. The proceeds of sale are expected to be sufficient to fund the redemption of all of the notes issued by the Granite issuing companies, including those issued by the Company, on the notes payment date scheduled to fall on 20 January 2016.

 
 The financial information in this document is unaudited and 
  does not constitute statutory accounts within the meaning of 
  section 435 of the Companies Act 2006. The comparative figures 
  for the financial year ended 31 March 2015 are not the statutory 
  accounts for that financial year for the Company. The 2015 
  statutory accounts of the Company have been reported on by 
  that company's auditors and delivered to the Registrar of Companies. 
  The report of the auditors was unqualified, did not include 
  a reference to any matters to which the auditors drew attention 
  by way of emphasis without qualifying their report, and did 
  not contain a statement under section 498(2) or (3) of the 
  Companies Act 2006. This document may contain forward-looking 
  statements with respect to certain plans and current goals 
  and expectations relating to the future financial conditions, 
  business performance and results of the Company. By their nature, 
  all forward-looking statements involve risk and uncertainty 
  because they relate to future events and circumstances that 
  are beyond the control of the Company including, amongst other 
  things, UK domestic and global economic and business conditions, 
  market related risks such as fluctuation in interest rates 
  and exchange rates, inflation, deflation, the impact of competition, 
  changes in customer preferences, risks concerning borrower 
  credit quality, delays in implementing proposals, the timing, 
  impact and other uncertainties of future acquisitions or other 
  combinations within relevant industries, the policies and actions 
  of regulatory authorities, the impact of tax or other legislation 
  and other regulations in the jurisdictions in which the Company 
  and its affiliates operate. As a result, the actual future 
  financial condition, business performance and results of the 
  Company may differ materially from the plans, goals and expectations 
  expressed or implied in these forward-looking statements. 
 

Statement of Directors' Responsibilities

The Directors confirm that this Interim Financial Report has been prepared in accordance with IAS 34 as adopted by the European Union and that the management commentary and related notes includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:

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