TIDMMIN
RNS Number : 1495X
Minoan Group PLC
30 April 2021
Preliminary Results Announcement
Minoan Group Plc (or "the Company" or "the Group") announces its
Preliminary Results for the year ended 31 October 2020
Highlights
-- Overall Group loss reduced by circa GBP1,201,000 to GBP876,000 (2020: GBP2,077,000).
-- Finance costs reduced by GBP1,266,000
-- Total equity at 31 October 2020 of GBP41,942,000 (2019: GBP42,257,000)
-- Group has continued to progress the Crete project
-- Refinanced its only secured indebtedness
-- Reduced its overall cost base in Greece and the UK
-- Appointed Deloitte to assist board and review plans
-- Progressed with discussions re adjustments to its contract
-- In a strong position to move towards commercialisation
Minoan Chairman, Christopher Egleton commented:
I am pleased that we have been able to make progress in what has
been a very difficult period for any business associated with the
tourism industry. The Crete project's inherent flexibility allows
it to meet the changing demands in the post Covid world.
Minoan Group Plc's Preliminary Results Announcement for the year
ended 31 October 2020 can be viewed on the Company's website,
www.minoangroup.com , with effect from 30 April 2021.
For further information please visit www.minoangroup.com or
contact:
Minoan Group Plc
Christopher Egleton christopher.egleton@minoangroup.com
Bill Cole william.cole@minoangroup.com
WH Ireland Limited 020 7220 1666
Adrian Hadden/Lydia Zychowska
Pello Capital Limited 020 7710 9610
Mark Treharne
Sapience Communications Limited 020 3195 3240
Richard Morgan Evans
Chairman's Statement
Introduction
The period under review, the year ended 31 October 2020, was
dominated by the effects of the Covid pandemic. Nevertheless I am
pleased to report that, as forecast, the loss for the year was
substantially reduced.
During the year, the Group continued to progress the Crete
project (the "Project") and refinanced its only secured
indebtedness, whilst successfully reducing its overall cost base in
Greece and the UK. Notwithstanding the pandemic, we have made
steady progress and are well placed to progress the Project as we
move into the post-pandemic environment, embracing the vacation
environments most applicable to the post-pandemic world.
Financial Review
The reduction in the loss before taxation to GBP876,000 from
GBP2,077,000 was largely due to the cancellation of warrants, which
led to a credit rather than a charge for share based payments. This
credit will not be repeated in the current year but neither will
some of the other finance costs and, therefore, I expect that the
costs going forward will remain at much lower levels than has been
the case in recent years.
Operating costs rose to GBP864,000 from GBP799,000 wholly as a
result of increases in legal and professional fees.
I am also pleased to report that discussions with our debt
provider regarding a rearrangement of the existing terms have
commenced.
The Project and Greece
Covid-19 has undoubtedly led to delays in the timetable we set
ourselves in my Chairman's Statement last year. It has, however,
been fortuitous in other ways. The true potential of the Project is
being highlighted by the very changes in the market that have been
driven by Covid-19, with the advantages of space, privacy and
luxury already proving to be highly valued.
In order to ensure that the Company's business plan is robust we
appointed Deloitte in Athens to conduct a review. This review,
which involved all the key hotel financial and commercial
assumptions as well as the legal and planning background alongside
current and predicted conditions in the tourism market and the
experience and expertise of the Group's team, is largely complete.
I am pleased to be able to confirm that both Deloitte and we are
satisfied that the current plan is both robust and practical in the
current market.
As I reported last year, at the top end of the market the early
indications of the effects of the Covid pandemic seemed to revolve
around providing the space for enhanced social distancing. It now
appears to have started to increase the attractiveness of "villas",
partly because this style of accommodation and holiday allows
guests a range of choices between complete privacy (isolation)
whilst retaining the ability to be part of a wider hotel
community.
The size, location, and topography of the Site allow for
variations in design and therefore future product and mean that the
Project is ideally suited to provide the flexibility necessary to
meet changing market demands.
All of these factors have an impact on overall value, and
shareholders will be pleased to know that, following discussions
with its valuers, the Company is of the view that the value of the
Project has not been impaired by the effects of the pandemic.
Further, as shareholders are aware from the updates already
provided, discussions with The Public Welfare Ecclesiastical
Foundation Panagia Akrotiriani regarding desirable adjustments to
its contract and long lease are in progress.
Once these have been agreed we will accelerate commercial
discussions with new and existing parties and bring them to
conclusion.
Outlook
Whilst the pandemic has undoubtedly slowed progress over the
last year, it has presented us with the opportunity to work on
refining the master contract and highlighted the continuing value
of the Project as the sector adapts to the changing needs of a post
pandemic world. This puts us in a very strong position as we move
towards commercialisation.
We have launched a new website in recent months, which I hope
highlights to both shareholders and potential partners the scale of
the opportunity in front of us. This can be found at
www.minoangroup.com and we encourage investors to visit it.
I am pleased to be able to say that I believe that I will be
able to update shareholders on progress on all the major issues
more frequently over the coming weeks and months.
Christopher W Egleton
Chairman
29 April 2021
Consolidated Statement of Profit and Loss and Other
Comprehensive Income
Year ended 31 October 2020
2020 2019
GBP'000 GBP'000
--------------------------- ---------------------------
Revenue - -
Cost of sales - -
--------------------------- ---------------------------
Gross profit - -
Operating expenses (864) (799)
Other operating expenses:
Corporate development costs - -
Operating loss (864) (799)
Finance costs (12) (1,278)
Loss before taxation (876) (2,077)
Taxation - -
--------------------------- ---------------------------
Loss after taxation (876) (2,077)
Other Comprehensive Income for - -
the year
--------------------------- ---------------------------
Total Comprehensive Income for
the year (876) (2,077)
--------------------------- ---------------------------
Loss for year attributable to
equity holders of the Company (876) (2,077)
Loss per share attributable to
equity holders of
the Company: Basic and diluted (0.20)p (0.61)p
--------------------------- ---------------------------
Consolidated Statement of Changes in Equity
Year ended 31 October 2020
Year ended 31 October 2020
Share Share Merger Warrant Total
capital premium reserve Reserve Retained earnings equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------- -------------------- --------- ------- ------------- ----------------- -------------------------------------------------------------------------
Balance at
1
November
2019 17,188 36,119 9,349 3,094 (23,493) 42,257
Loss for
the year - - - - (876) (876)
Issue of
ordinary
shares
at a
premium 771 357 - - - 1,128
Share
based
payments
reduction
in
Warrant
reserve - - - (567) - (567)
Balance
at 31
October
2020 17,959 36,476 9,349 2,527 (24,369) 41,942
---------- -------------------- --------- ------- ------------- ----------------- -------------------------------------------------------------------------
Year ended 31 October 2019
Share Share Merger Warrant Retained Total
capital premium reserve Reserve earnings equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------- ------------------------------- --------- ------- ------------- ----------------- -------------------------------------------------------------------------
Balance at
1
November
2018 15,460 34,373 9,349 2,830 (21,416) 40,596
Loss for
the year - - - - (2,077) (2,077)
Issue of
ordinary
shares
at a
premium 1,728 1,746 - - - 3,474
Share
based
payments - - - - - -
Extension
of
warrant
expiry
date (see
note
17) - - - 264 - 264
Balance
at 31
October
2019 17,188 36,119 9,349 3,094 (23,493) 42,257
---------- ------------------------------- --------- ------- ------------- ----------------- -------------------------------------------------------------------------
Consolidated Statement of Financial Position as at 31 October
2020
2020 2019
GBP'000 GBP'000
-------- --------
Assets
Non-current assets
Intangible assets 3,583 3,583
Property, plant and equipment 157 157
Total non-current assets 3,740 3,740
-------- --------
Current assets
Inventories 46,431 45,848
Receivables 225 211
Cash and cash equivalents 6 24
Total current assets 46,662 46,083
-------- --------
Total assets 50,402 49,823
-------- --------
Equity
Share capital 17,959 17,188
Share premium account 36,476 36,119
Merger reserve account 9,349 9,349
Warrant reserve 2,527 3,094
Retained earnings (24,369) (23,493)
-------- --------
Total equity 41,942 42,257
-------- --------
Liabilities
Current liabilities 8,460 7,566
Total equity and liabilities 50,402 49,823
-------- --------
Consolidated Cash Flow Statement
Year ended 31 October 2020
Note to the
Consolidated
Cash Flow 2020 2019
Statement GBP'000 GBP'000
-------- --------
Cash flows from operating activities
Net cash (outflow) from continuing
operations 1 (567) (1,909)
Finance costs for continuing operations (12) (1,278)
Net cash generated from/(used)
in operating activities (579) (3,187)
-------- --------
Cash flows from (investing) / divesting
activities in discontinued operations
Purchase of property, plant and - -
equipment
Net cash used in investing activities
in discontinued operations - -
-------- --------
Cash flows from financing activities
in continuing operations
Net proceeds from the issue of
ordinary shares 1,128 3,738
Loans (repaid) / received (567) (547)
-------- --------
Net cash generated from financing
activities in continuing operations 561 3,191
-------- --------
Net increase/(decrease) in cash (18) 4
Cash transferred to non-current
assets held for sale - -
-------- --------
(18) 4
Cash at beginning of year 24 20
-------- --------
Cash at end of year 6 24
-------- --------
Note to the Consolidated Cash Flow Statement
Year ended 31 October 2020
1 Cash flows from operating activities in continuing operations
2020 2019
GBP'000 GBP'000
--------------------------- ---------------------------
Loss before taxation (876) (2,077)
Finance costs 12 1,278
Depreciation - -
Exchange gain relevant to property,
plant and equipment - 4
Increase in inventories (583) (467)
(Decrease)/Increase in receivables (14) 4
Increase/(Decrease) in current liabilities 894 (651)
Net cash (outflow) from continuing
operations (567) (1,909)
--------------------------- ---------------------------
Notes to the Financial Statements
Year ended 31 October 2020
1 General information
The financial information set out in this announcement does not
constitute statutory financial statements for the year ended 31
October 2020 or 31 October 2019. The report of the auditors on the
statutory financial statements for the year ended 31 October 2020
and 31 October 2019 was not qualified.
The report of the auditor on the statutory financial statements
for each of the years ended 31 October 2020 and 31 October 2019 did
not contain statements under section 498(2) or (3) of the Companies
Act 2006. The statutory financial statements for the year ended 31
October 2019 have been delivered to the Registrar of Companies. The
financial statements for the year ended 31 October 2020 will be
delivered to the Registrar of Companies following the Company's
Annual General Meeting.
The Company is a public limited company incorporated in England
and Wales. The Company's principal activity in the year under
review was that of a holding and management company of a Group
involved in the design, creation, development and management of
environmentally friendly luxury hotels and resorts plus the
provision of general management services.
2 Accounting policies
Basis of preparation
The financial statements are prepared under the historical cost
convention except for where financial instruments are stated at
fair value.
Adoption of new and revised Standards
The International Accounting Standards Board and IFRIC have
issued the following new and revised standards and interpretations
with an effective date after the date of these financial
statements, which have been endorsed and issued by the EU:
Standard Details of amendment Effective
date
IFRS 3 Business Combinations Amendments updating a reference to
1 January 2022
the Conceptual Framework
IAS 1 Presentation of Financial Amendments regarding the
classification of 1 January 2023
Statements liabilities
Amendments regarding the disclosure of 1 January 2023
accounting policies
IAS 8 Accounting Policies, Amendments regarding the definition
of 1 January 2023
Changes in Accounting accounting estimates
Estimates and Errors
IAS 16 Property, Plant and Amendments prohibiting a company from
1 January 2022
Equipment deducting from the cost of property, plant and
equipment amounts received from selling items
produced while the company is preparing the asset
for its intended use
IAS 37 Provisions, Contingent Amendments regarding the costs to
include 1 January 2022
Liabilities and when assessing whether a contract is onerous
Contingent Assets
Going concern
The directors have considered the financial and commercial
position of the Group in relation to its project in Crete (the
"Project"). In particular, the directors have reviewed the matters
referred to below.
Following the unanimous approval of a Plenum of the Greek
Council of State, the highest court in Greece, the Presidential
Decree granting land use approval for the Project was issued on 11
March 2016 and was published in the Government Gazette. The
planning rules for the Project are now enshrined in law. The
appeals lodged against the Presidential Decree have been rejected
by the Greek Supreme Court.
Accordingly, the directors consider that they will conclude
further Project joint venture agreements in the near term. In
addition, the directors are considering other options which would
have a major beneficial impact on the Group's resources.
In addition to specific Project related matters as noted above,
and as has been the case in the past, the Group continues to need
to raise capital in order to meet its existing finance and working
capital requirements. While the directors consider that any
necessary funds will be raised as required, the ability of the
Company to raise these funds is, by its nature, uncertain.
Having taken these matters into account, the directors consider
that the going concern basis of preparation of the financial
statements is appropriate.
Basis of consolidation
The consolidated financial statements incorporate the financial
statements of the Company and all its subsidiaries as at 31 October
2020 using uniform accounting policies. The Group's policy is to
consolidate the result of subsidiaries acquired in the year from
the date of acquisition to the Group's next accounting reference
date. Intra-group balances are eliminated on consolidation.
Acquisitions of subsidiaries and businesses are accounted for
using the acquisition method. The consideration for each
acquisition is measured at the aggregate of the fair values of the
assets given, liabilities incurred and equity instruments issued by
the Group in exchange for control of the acquired business.
Acquisition related costs are recognised in the consolidated
statement of comprehensive income as incurred.
Critical accounting estimates and judgements
The preparation of the financial statements in accordance with
generally accepted financial accounting principles requires the
directors to make critical accounting estimates and judgements that
affect the amounts reported in the financial statements and
accompanying notes. The estimates and assumptions that have a
significant risk of causing material adjustments to the carrying
value of assets and liabilities within the next financial year are
discussed below:
in capitalising the costs directly attributable to the Project
(see inventories below), and continuing to recognise goodwill
relating to the Project, the directors are of the opinion that the
Project will be brought to fruition and that the carrying value of
inventories and goodwill is recoverable; and as set out above, the
directors have exercised judgement in concluding that the company
and group is a going concern.
Goodwill
Goodwill arising on acquisitions represents the difference
between the fair value of the net assets acquired and the
consideration paid and is recognised as an asset.
Goodwill arising on acquisition is allocated to cash-generating
units. The recoverable amount of the cash-generating unit to which
goodwill has been allocated is tested for impairment annually, or
on such other occasions that events or changes in circumstances
indicate that it might be impaired. Any impairment is recognised
immediately as an expense and is not subsequently reversed.
Property, plant and equipment
Property, plant and equipment is stated at historical cost less
accumulated depreciation and any recognised impairment loss.
Depreciation is provided in order to write off the cost of each
asset, less its estimated residual value, over its estimated useful
life on a straight line basis as follows:
Plant and equipment: 3 to 5 years
Fixtures and fittings: 3 years
Where the carrying amount of an asset is greater than its
estimated recoverable amount, it is written down immediately to its
recoverable amount.
Investments
Investments in subsidiaries are stated at cost less any
impairment deemed necessary.
Inventories
Inventories represent the actual costs of goods and services
directly attributable to the acquisition and development of the
Project and are stated at the lower of cost and net realisable
value.
Foreign currency
A foreign currency transaction is recorded, on initial
recognition in Euros, by applying to the foreign currency amount
the spot exchange rate between the functional currency and the
foreign currency at the date of the transaction.
At the end of the reporting period:
- foreign currency monetary items are translated using the
closing rate;
- non-monetary items that are measured in terms of historical
cost in a foreign currency are translated using the exchange rate
at the date of the transaction; and
- non-monetary items that are measured at fair value in a
foreign currency are translated using the exchange rates at the
date when the fair value was determined.
Exchange differences arising on the settlement of monetary items
or on translating monetary items at rates different from those at
which they were translated on initial recognition during the period
or in previous annual financial statements are recognised in profit
or loss in the period in which they arise.
When a gain or loss on a non-monetary item is recognised to
other comprehensive income and accumulated in equity, any exchange
component of that gain or loss is recognised to other comprehensive
income and accumulated in equity. When a gain or loss on a
non-monetary item is recognised in profit or loss, any exchange
component of that gain or loss is recognised in profit or loss.
Cash flows arising from transactions in a foreign currency are
recorded in Euros by applying to the foreign currency amount the
exchange rate between the Euros and the foreign currency at the
date of the cash flow.
Cash and cash equivalents
Cash and cash equivalents include cash in hand and short-term
deposits, with a maturity of less than three months, held with
banks.
Trade and other receivables
Trade and other receivables are recognised initially at fair
value and shown less any provision for amounts considered
irrecoverable. They are subsequently measured at an amortised cost
using the effective interest rate method, less irrecoverable
provision for receivables.
Trade and other payables
Trade and other payables are recognised initially at fair value
and subsequently measured at amortised cost using the effective
interest rate method.
Loans
Loan borrowings are recognised initially at fair value net of
transaction costs incurred. Borrowings are subsequently stated at
amortised cost and any difference between the proceeds (net of
transaction costs) and the redemption value is recognised as a
borrowing cost over the period of the borrowings using the
effective interest method
Share-based payments
The Group has a Long Term Incentive Plan ("LTIP") in which any
director or employee selected by the remuneration committee may
participate. Awards under the LTIP have been granted on the basis
that certain performance conditions will be met.
The Company has also granted options and warrants to purchase
Ordinary Shares. The fair values of the LTIP awards, options and
warrants are calculated using the Black-Scholes and Binomial option
pricing models as appropriate at the grant date. The fair value of
LTIP awards and options are charged to profit or loss over their
vesting periods, with a corresponding entry recognised in equity.
This charge does not involve any cash payment by the Group.
Where warrants are issued in conjunction with a loan instrument,
the fair value of the warrants forms part of the total finance cost
associated with that instrument and is released to profit or loss
through finance costs over the term of that instrument using the
effective interest method.
Taxation
Current taxes, where applicable, are based on the results shown
in the financial statements and are calculated according to local
tax rules using tax rates enacted, or substantially enacted, by the
statement of financial position date and taking into account
deferred taxation. Deferred tax is computed using the liability
method. Under this method, deferred tax assets and liabilities are
determined based on temporary differences between the financial
reporting and tax bases of assets and liabilities and are measured
using enacted rates and laws that will be in effect when the
differences are expected to reverse. Deferred tax is not accounted
for if it arises from initial recognition of an asset or liability
in a transaction that at the time of the transaction affects
neither accounting, nor taxable profit or loss. Deferred tax assets
are recognised to the extent that it is probable that future
taxable profits will arise against which the temporary differences
will be utilised.
Deferred tax is provided on temporary differences arising on
investments in subsidiaries except where the timing of the reversal
of the temporary difference is controlled by the Group and it is
probable that the temporary difference will not reverse in the
foreseeable future. Deferred tax assets and liabilities arising in
the same tax jurisdiction are offset.
The Group is entitled to a tax deduction for amounts treated as
compensation on exercise of certain employee share options. As
explained under "Share-based payments" above, a compensation
expense is recorded in the Group's statement of comprehensive
income over the period from the grant date to the vesting date of
the relevant options. As there is a temporary difference between
the accounting and tax bases a deferred tax asset is recorded. The
deferred tax asset arising is calculated by comparing the estimated
amount of tax deduction to be obtained in the future (based on the
Company's share price at the statement of financial position date)
with the cumulative amount of the compensation expense recorded in
the statement of comprehensive income. If the amount of estimated
future tax deduction exceeds the cumulative amount of the
remuneration expense at the statutory rate, the excess is recorded
directly in equity against retained earnings.
3 Information regarding directors and employees
Directors' and key management remuneration
Costs taken
Costs taken to
to profit or
inventories loss Total
GBP'000 GBP'000 GBP'000
------------- ------------ --------
Year ended 31 October 2020
Fees 35 144 179
Sums charged by third parties
for
directors' and key management
services 134 70 204
Share-based payments (note - - -
17)
------------- ------------ --------
169 214 383
------------- ------------ --------
Year ended 31 October 2019
Fees (85) 274 189
Sums charged by third parties
for
directors' and key management
services 111 70 181
Share-based payments (note - -
17)
------------- ------------ --------
26 344 370
------------- ------------ --------
The total directors' and key management remuneration shown above
includes the following amounts in respect of the directors of the
Company.
2020 2019
Fees/Sums
Fees/Sums charged Share-based charged by Share-based
by third parties payments third parties payments
GBP'000 GBP'000 GBP'000 GBP'000
----------------- ----------- -------------- -----------
C W Egleton (Chairman) 134 - 162 -
B D Bartman 35 - 35 -
G D Cook 35 - 35 -
T R C Hill 35 - 48 -
239 - 280 -
----------------- ----------- -------------- -----------
Staff costs during the period (including directors and key
management)
Costs taken
Costs taken to
to profit or
inventories loss Total
GBP'000 GBP'000 GBP'000
---------------------------- ---------------------------- ----------------------------
Year ended 31 October 2020
Salaries and fees 35 145 180
Social security cost 6 13 19
41 158 199
---------------------------- ---------------------------- ----------------------------
Year ended 31 October 2019
Salaries and fees - 250 250
Social security cost - 30 30
- 280 280
---------------------------- ---------------------------- ----------------------------
Note: Staff costs exclude sums charged by third parties for
directors' services.
2020 2019
No. No.
----------------------------- -----------------------------
Group monthly average number of persons
employed
Directors 7 7
Management, administration and sales - 2
----------------------------- -----------------------------
4 Loss before taxation
The loss before taxation is stated after charging:
2020 2019
GBP'000 GBP'000
Auditor's remuneration:
Group audit fees 20 21
------------------------------ ------------------------------
5 Segmental information
The Group strategy and growth objectives necessitate the
building of an associated infrastructure. The Group considers it
appropriate to identify separately the corporate development
division together with costs related to acquisitions. Accordingly,
the Group is organised into two divisions both by business segment
and geographical location:
-- the luxury resorts division, currently being the development
of a luxury resort in Crete, which includes the central
administration costs of the Group and which is a continuing
operation;
-- the corporate development division (UK) as described above, which is a continuing operation.
The information presented below is consistent with how
information is presented to the Board, with the Group's accounting
policies and with the geographical location of the relevant
divisions.
2020
Luxury Corporate
Resorts Development Total
GBP'000 GBP'000 GBP'000
Operating expenses (864) - (864)
------------- -------------------- ----------------------
(864) - (864)
Charge in respect of share-based
payments - - -
Charge related to assets - - -
held for sale
------------- -------------------- ----------------------
Operating (loss)/profit (864) - (864)
Finance costs (12) - (12)
(Loss)/profit before taxation (876) - (876)
Taxation - - -
------------- -------------------- ----------------------
(Loss)/profit after taxation (876) - (876)
Operating expenses include:
Depreciation and amortisation - - -
Assets/liabilities
Goodwill 3,583 - 3,583
Other non-current assets 157 - 157
Current assets 46,662 - 46,662
Total assets 50,402 - 50,402
------------- -------------------- ----------------------
Total and current liabilities 8,460 - 8,460
------------- -------------------- ----------------------
2019
Luxury Corporate
Resorts Development Total
GBP'000 GBP'000 GBP'000
Operating expenses (799) - (799)
----------- -------------------- ----------------
(799) - (799)
Charge in respect of share-based
payments - - -
Charge related to assets - - -
held for sale
----------- -------------------- ----------------
Operating (loss)/profit (799) - (799)
Finance costs (1,278) - (1,278)
(Loss)/profit before taxation (2,077) - (2,077)
(Loss)/profit after taxation (2,077) - (2,077)
Operating expenses include:
Depreciation and amortisation - - -
Assets/liabilities
Goodwill 3,583 - 3,583
Other non-current assets 157 - 157
Current assets 46,083 - 46,083
Total assets 49,823 - 49,823
----------- -------------------- ----------------
Total and current liabilities 7,566 - 7,566
----------- -------------------- ----------------
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