TIDMMIN
RNS Number : 8203G
Minoan Group PLC
29 July 2021
The information contained within this announcement is deemed to
constitute inside information as stipulated under the Market Abuse
Regulation (EU) No. 596/2014. Upon the publication of this
announcement, this inside information is now considered to be in
the public domain.
29 July 2021
Interim Results Announcement
Minoan Group Plc
(the "Group" or the "Company" or "Minoan")
Minoan Group Plc, the AIM listed resort development company
announces its unaudited interim results for the six months ended 30
April 2021.
KEY POINTS
-- Commercialisation of the Project in Crete is being accelerated
-- Environmental Assessment significantly advanced
-- Updating Development Master Plan for a post Covid world
-- Repayment date of loan from DAGG LLP extended to 31 October 2021
Christopher Egleton, Chairman of Minoan, said:
"We have reassessed the Project's market position and I am
confident that it is very well suited to the post Covid world. The
Company is now accelerating the commercialisation of the Project in
parallel with the updating of the Development Master Plan."
The Company's unaudited interim results for the 6 months ended
30 April 2021 can be viewed on Minoan's website,
www.minoangroup.com , with effect from 29 July 2021.
For further information 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
I am pleased to report that we have made significant progress in
the period and subsequently as the Company has continued to advance
the Itanos Gaia hotel and resort development in Crete (the
"Project"). As shareholders will be aware, the Project is set
within the 25 square kilometre Cavo Sidero Peninsula within one of
the largest private estates in the Eastern Mediterranean. It has
been designated as a project of strategic importance by the Greek
government.
The Project
We have reviewed and reaffirmed, and had reviewed by external
experts, the enduring attraction of this Project in a changing
tourism world, not just in the Mediterranean but internationally.
We are confident in the position of the Project at the top end of
the market.
We are confident in its value and are committed to achieving its
special nature and quality. This confidence has encouraged us to
press ahead and to make significant progress in the
commercialisation of the Project, including guiding and updating
the Development Master Plan for it and for the achievement of the
final stage of permitting before day to day building permits are
sought.
This final stage is the Environmental Assessment ("EA") which is
being prepared following the directions as laid out clearly in the
Presidential Decree which granted "outline planning consent". The
updated Development Master Plan is being adjusted to ensure that
the results of the studies referred to above have been taken into
account.
All this has taken place and will proceed in parallel with, and
facilitates, engagement with our partner, the Public Welfare
Ecclesiastical Foundation Panagia Akrotiriani ("the Foundation"),
where progress in discussions has been slow and has now been
overtaken by our wish to take advantage of the relevance of the
Project commercially, regardless of their detailed outcome.
The updated Development Master Plan will assist the
commercialisation of the Project in terms of the discussions with
potential partners including hotel operators. The Project's
emphasis on long term sustainability has always been at the core of
the Group's plans because the Board believes it is only in this way
that the interests of all stakeholders, including the local
community, can be protected.
The Board believes that the Itanos Gaia Project will be one of
the most desirable projects in the Mediterranean and that the
location, design, and the space it affords to visitors will ensure
its attraction in a post Covid world.
Financial Review
The Board is pleased to note the significant reduction in the
loss for the six months period to 30 April 2021, against the
backdrop of the Covid-19 pandemic.
The loss before taxation was further reduced to GBP788,000
compared to GBP901,000 in the same period last year. Excluding the
non-cash Share based payment charge included in Finance costs, the
loss for the first half year was GBP338,000 (2019/20:
GBP532,000).
This improvement was largely due to a reduction in operating
expenses as the Company continued to reduce its cost base in Greece
and the UK whilst focusing on the key activities necessary to drive
the Project forward.
As previously announced further equity raises have enabled the
Company to continue to finance the Project as it moves closer to
commercialisation. In the period GBP718,000 was raised with the
money being used to provide working capital for the Company which
includes the preparation of the studies necessary to complete the
Environmental Assessment together with the accompanying
architectural designs.
As announced on 21 July 2020, Minoan reorganised its only
secured borrowing with the refinancing being undertaken by a group
of existing shareholders through a special purpose vehicle, DAGG
LLP ("DAGG"). It has been agreed with DAGG that the Loan shall now
be extended to 31 October 2021 from the previously agreed 31 July
2021.
As Nicholas Day, a substantial shareholder of the Company,
holding 10.78% of Minoan's issued share capital, is a member of
DAGG, this constitutes a related party transaction under Rule 13 of
the AIM Rules for Companies. The Directors of Minoan consider,
having consulted with the Company's nominated adviser, that the
extension to the Loan is fair and reasonable insofar as its
shareholders are concerned.
Total assets at 30 April 2021 totalled GBP50,575,000 (30 April
2020: GBP49,962,000).
Outlook
The positive results of the reassessment of the Project's
attributes and value gives the Board the confidence to say that
this, taken together with the current favourable investment
environment in Greece and our strong focus on commercialisation
means we expect to provide updates more frequently over the next
months. In the meantime the Board would like to thank the
shareholders for their patience and on-going support.
Christopher W Egleton
Chairman
28 July 2021
Unaudited Consolidated Statement of Profit and Loss and Other
Comprehensive Income
Six months ended 30 April 2021
6 months ended 6 months ended Year ended
30.04.21 30.04.20 31.10.20
GBP'000 GBP'000 GBP'000
-------------- -------------- -----------
Revenue - - -
Cost of sales - - -
-------------- -------------- -----------
Gross profit - - -
Operating expenses (272) (352) (864)
Operating loss (272) (352) (864)
Finance costs (516) (549) (12)
Loss before taxation (788) (901) (876)
Taxation - - -
-------------- -------------- -----------
Loss for period attributable
to equity holders of the Company (788) (901) (876)
-------------- -------------- -----------
Loss per share attributable to
equity holders of
the Company: Basic and diluted (0.15)p (0.21)p (0.20)p
-------------- -------------- -----------
Unaudited Consolidated Statement of Changes in Equity
Six months ended 30 April 2021
Share Share Merger Warrant Retained Total
capital premium reserve reserve earnings equity
GBP'000 GBP'000 GBP'000 GBP000 GBP'000 GBP'000
-------- -------- -------- -------- --------- --------
Balance at 1 November
2020 17,959 36,476 9,349 2,527 (24,369) 41,942
Loss for the period - - - - (788) (788)
Issue of ordinary shares
at a premium 653 65 - - - 718
Share based payments - - - 450 - 450
Balance at 30 April 2021 18,612 36,541 9,349 2,977 (25,157) 42,322
-------- -------- -------- -------- --------- --------
Six months ended 30 April 2020
Share Share Merger Warrant Retained Total
capital premium reserve reserve earnings equity
GBP'000 GBP'000 GBP'000 GBP000 GBP'000 GBP'000
-------- -------- -------- -------- --------- --------
Balance at 1 November
2019 17,188 36,119 9,349 3,094 (23,493) 42,257
Loss for the period - - - - (901) (901)
Issue of ordinary shares
at a premium 185 324 - - - 509
Share based payments - - - 369 369
Balance at 30 April 2020 17,373 36,443 9,349 3,463 (24,394) 42,234
-------- -------- -------- -------- --------- --------
Year ended 31 October 2020
Share Share Merger Warrant Retained Total
capital premium reserve reserve earnings equity
GBP'000 GBP'000 GBP'000 GBP000 GBP'000 GBP'000
-------- -------- -------- -------- --------- ----------
Balance at 1 November
2019 17,188 36,119 9,349 3,094 (23,493) 42,257
Loss for the period - - - - (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
-------- -------- -------- -------- --------- ----------
Unaudited Consolidated Statement of Financial Position as at 30
April 2021
As at 30.04.21 As at 30.04.20 As at 31.10.20
GBP'000 GBP'000 GBP'000
---------------- ---------------- --------------
Assets
Non-current assets
Intangible assets 3,583 3,583 3,583
Property, plant and equipment 157 157 157
Total non-current assets 3,740 3,740 3,740
---------------- ---------------- --------------
Current assets
Inventories 46,631 46,009 46,431
Receivables 165 208 225
Cash and cash equivalents 39 5 6
---------------- ---------------- --------------
Total current assets 46,835 46,222 46,662
---------------- ---------------- --------------
Total assets 50,575 49,962 50,402
---------------- ---------------- --------------
Equity
Share capital 18,612 17,373 17,959
Share premium account 36,541 36,443 36,476
Merger reserve account 9,349 9,349 9,349
Warrant reserve 2,977 3,463 2,527
Retained earnings (25,157) (24,394) (24,369)
---------------- ---------------- --------------
Total equity 42,322 42,234 41,942
---------------- ---------------- --------------
Liabilities
Current liabilities 8,253 7,728 8,460
Total equity and liabilities 50,575 49,962 50,402
---------------- ---------------- --------------
Unaudited Consolidated Cash Flow Statement
Six months ended 30 April 2021
6 months ended 6 months ended Year ended
30.04.21 30.04.20 31.10.20
GBP'000 GBP'000 GBP'000
-------------- -------------- -----------
Cash flows from operating activities
Net cash outflow (444) (253) (567)
Finance costs for continuing
operations (66) (180) (12)
Net cash used in operating
activities (510) (433) (579)
-------------- -------------- -----------
Cash flows from investing activities
Purchase of property, plant -
and equipment - -
Purchase of intangible assets - - -
Net cash used in investing -
activities - -
-------------- -------------- -----------
Cash flows from financing activities
Net proceeds from the issue
of ordinary shares 718 509 1,128
Loans repaid (175) (95) (567)
Net cash generated from financing
activities 543 414 561
-------------- -------------- -----------
Net increase/(decrease) in
cash 33 (19) (18)
Cash at beginning of period 6 24 24
-------------- -------------- -----------
Cash at end of period 39 5 6
-------------- -------------- -----------
1 Cash flows from operating activities
6 months 6 months ended Year ended
ended 30.04.21 30.04.20 31.10.20
GBP'000 GBP'000 GBP'000
--------------- -------------- ----------
Loss before taxation (788) (901) (876)
Finance costs 66 180 12
Depreciation & amortisation - - -
Increase in inventories (200) (161) (583)
Share based payment charge 450 369 -
Decrease/(increase) in receivables 60 3 (14)
(Decrease)/increase in current
liabilities (32) 257 894
Net cash outflow from continuing
operations (444) (253) (567)
--------------- -------------- ----------
Notes to the Unaudited Financial Statements
Six months ended 30 April 2021
1. General information
The Company is a public limited company incorporated in England
and Wales. The Company's principal activity in the period 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. Basis of preparation
The interim financial statements are unaudited and do not
constitute statutory accounts as defined in Section 434(3) of the
Companies Act 2006. A copy of the audited Report and Financial
Statements for the year ended 31 October 2020 has been delivered to
the Registrar of Companies. The auditor's report on these accounts
was unqualified and did not contain statements under s498(2) to
s498(4) of the Companies Act 2006.
These interim financial statements for the six months ended 30
April 2021 comprise an Unaudited Consolidated Statement of Profit
and Loss and Other Comprehensive Income, Unaudited Consolidated
Statement of Changes in Equity, Unaudited Consolidated Statement of
Financial Position and Unaudited Consolidated Cash Flow Statement
plus relevant notes.
The interim financial statements are prepared in accordance with
EU adopted International Financial Reporting Standards ("IFRS") and
the International Financial Reporting Interpretations Committee
("IFRIC") interpretations and the Companies Act 2006 applicable to
companies reporting under IFRS.
The principal accounting policies adopted in the preparation of
the interim financial statements are consistent with those adopted
in the Report and Financial Statements for the year ended 31
October 2020.
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
Group 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.
3. Loss per share attributable to equity holders of the
Company
Earnings per share are calculated by dividing the earnings
attributable to the equity holders of a company by the weighted
average number of ordinary shares in issue during the period.
Diluted earnings per share are calculated by adjusting basic
earnings per share to assume the conversion of all dilutive
potential ordinary shares. There are no dilutive instruments in
issue, therefore the basic loss per share and diluted loss per
share are the same. The weighted average number of shares used in
calculating basic and diluted loss per share for the six months
ended 30 April 2021 was 519,320,281 (Six months ended 30 April
2020: 426,618,435, year ended 31 October 2020: 444,380,239).
4. Share based payments charge
In accordance with IAS 32, the Share based payments charge
in respect of warrants finance charges has been included
in Finance costs in the Unaudited Consolidated Statement
of Profit and Loss and Other Comprehensive Income.
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IR BRGDRDGDDGBI
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