REG - Dolphin Capital Inv - Final Results <Origin Href="QuoteRef">DOLC.L</Origin> - Part 4
04/05/2017 07:06
- Part 4: For the preceding part double click ID:nRSD1068Ec
show the discontinued
operation separately from continuing operations.
Results of discontinued operation
From 1 January 2016to 31 December 2016 From 1 January 2015to 31 December 2015
(Restated)
Note E'000 E'000
Revenue 6 10,604 4,226
Expenses
Cost of sales 7 (8,220) (5,629)
Change in valuations 8B (43,453) (5,233)
Depreciation charge 16 (496) (678)
Professional fees 11 (2,038) (3,291)
Administrative and other expenses 12 (1,507) (968)
Net finance income/(costs) 13 11,135 (3,105)
Results from operating activities (33,975) (14,678)
Taxation 14 1,273 (63)
Results from operating activities, net of tax (32,702) (14,741)
Loss on disposal of discontinued operation 8A (24,566) -
Loss from discontinued operation, net of tax (57,268) (14,741)
Cash flows used in discontinued operation
From 1 January 2016 to 31 December 2016 From 1 January 2015 to 31 December 2015
E'000 E'000
Net cash (used in)/from operating activities (57,452) 13,047
Net cash from/(used in) investing activities 60,394 (40,222)
Net cash (used in)/from financing activities (4,945) 6,418
Net cash flows for the year (2,003) (20,757)
11. PROFESSIONAL FEES
From 1 January 2016to 31 December 2016 From 1 January 2015to 31 December 2015
Continuing operations Discontinued operation Total Continuing operations Discontinued operation Total
(Restated) (Restated) (Restated)
E'000 E'000 E'000 E'000 E'000 E'000
Legal fees 940 73 1,013 722 70 792
Auditors' remuneration (see below) 683 30 713 756 54 810
Accounting expenses 294 6 300 287 7 294
Appraisers' fees 92 - 92 140 - 140
Project design and development fees 1,863 1,008 2,871 1,494 2,877 4,371
Consultancy fees 741 86 827 142 52 194
Administrator fees 117 26 143 308 - 308
Other professional fees 750 809 1,559 1,024 231 1,255
Total 5,480 2,038 7,518 4,873 3,291 8,164
From 1 January 2016to 31 December 2016 From 1 January 2015to 31 December 2015
Continuing operations Discontinued operation Total Continuing operations Discontinued operation Total
(Restated) (Restated) (Restated)
E'000 E'000 E'000 E'000 E'000 E'000
Auditors' remuneration comprises the following fees:
Audit and other audit related services 650 30 680 714 43 757
Tax and advisory 33 - 33 42 11 53
Total 683 30 713 756 54 810
12. ADMINISTRATIVE AND OTHER EXPENSES
From 1 January 2016to 31 December 2016 From 1 January 2015to 31 December 2015
Continuing operations Discontinued operation Total Continuing operations Discontinued operation Total
(Restated) (Restated) (Restated)
E'000 E'000 E'000 E'000 E'000 E'000
Travelling and accommodation 432 85 517 461 90 551
Insurance 122 32 154 113 154 267
Repairs and maintenance 83 56 139 123 - 123
Marketing and advertising expenses 281 164 445 435 368 803
Litigation liability provisions - - - 2,039 - 2,039
Immovable property and other taxes 467 - 467 645 - 645
Rents 189 156 345 238 147 385
Site housing expenses - 601 601 - 24 24
Other 658 413 1,071 1,078 185 1,263
Total 2,232 1,507 3,739 5,132 968 6,100
13. NET Finance costS
From 1 January 2016to 31 December 2016 From 1 January 2015to 31 December 2015
Continuing operations Discontinued operation Total Continuing operations Discontinued operation Total
(Restated) (Restated) (Restated)
E'000 E'000 E'000 E'000 E'000 E'000
Recognised in profit or loss
Interest income 29 1 30 87 19 106
Exchange difference - 13,556 13,556 - - -
Finance income 29 13,557 13,586 87 19 106
Interest expense (12,928) (2,386) (15,314) (16,632) (3,068) (19,700)
Bank charges (571) (36) (607) (438) (55) (493)
Exchange difference (1,600) - (1,600) (661) (1) (662)
Finance costs (15,099) (2,422) (17,521) (17,731) (3,124) (20,855)
Net finance (costs)/income recognised in profit or loss (15,070) 11,135 (3,935) (17,644) (3,105) (20,749)
From 1 January 2016 to 31 December 2016 From 1 January 2015 to 31 December 2015
E'000 E'000
Recognised in other comprehensive income
Foreign currency translation differences (7,458) 17,221
Finance (costs)/income recognised in other comprehensive income (7,458) 17,221
14. Taxation
From 1 January 2016 to 31 December 2016 From 1 January 2015 to 31 December 2015
(Restated)
E'000 E'000
RECOGNISED IN PROFIT OR LOSS
TAXATION ON CONTINUING OPERATIONS
Income tax (26) 55
Net deferred tax (3,558) (15,414)
Taxation recognised in profit or loss - continuing operations (3,584) (15,359)
TAXATION ON DISCONTINUED OPERATION
Income tax - 17
Net deferred tax (1,273) 46
Taxation recognised in profit or loss - discontinued operation (1,273) 63
Total (4,857) (15,296)
RECOGNISED IN OTHER COMPREHENSIVE INCOME
Revaluation of property, plant and equipment (see note 26) 1,682 (1,791)
Taxation recognised in other comprehensive income 1,682 (1,791)
Reconciliation of taxation based on taxable loss and taxation based on accounting loss:
From 1 January 2016 to 31 December 2016 From 1 January 2015 to 31 December 2015
(Restated)
E'000 E'000
Loss before taxation (207,306) (148,613)
Taxation using domestic tax rates (13,470) (25,305)
Effect of valuation loss on properties (3,017) (18,283)
Non-deductible expenses 8,252 22,140
Tax-exempt income (591) (2,158)
Current year losses for which no deferred tax is recognised 5,334 4,839
Effect of tax losses utilised (6) (259)
Effect of tax rate changes - 3,715
Effect of losses surrendered to group companies (19) (10)
Other (67) (38)
Total (3,584) (15,359)
As a company incorporated under the BVI International Business Companies Act (Cap. 291), the Company is exempt from taxes
on profits, income or dividends. Each company incorporated in BVI is required to pay an annual government fee, which is
determined by reference to the amount of the company's authorised share capital.
The profits of the Cypriot companies of the Group are subject to a corporation tax rate of 12.50% on their total taxable
profits. Tax losses of Cypriot companies are carried forward to reduce future profits for a period of five years. In
addition, the Cypriot companies of the Group are subject to a 3% special contribution on rental income. Under certain
conditions, interest income may be subject to a special contribution at the rate of 30%. In such cases, this interest is
exempt from corporation tax.
In Greece, the corporation tax rate applicable to profits is 29%. Tax losses of Greek companies are carried forward to
reduce future profits for a period of five years. In Turkey, the corporation tax rate is 20%. Tax losses of Turkish
companies are carried forward to reduce future profits for a period of five years. In Croatia, the corporation tax rate is
20%. Effective from 1 January 2017, the corporation tax rate will be 18%. Tax losses of Croatian companies are carried
forward to reduce future profits for a period of five years.
The Group's subsidiary in the Dominican Republic, which was disposed of during the year 2016, has been granted a 100%
exemption on local and municipal taxes by the Dominican Republic's Confotur (Tourism Promotion Council), for a period of
fifteen years, effective from the finalisation of the construction of the project. In the Republic of Panama, the
corporation tax rate is 25% and the capital gains tax rate is 10%. The Panamanian tax legislation further contemplates a
method of taxation which involves a 3% advance on the tax, which is not calculated on the actual gain, but on the total
value of the transfer or on the registered value of the property (whichever may be higher). In some instances, this 3% may
be considered by the taxpayer as the final tax payable. Tax losses of companies in the Republic of Panama are carried
forward to reduce future profits for a period of five years.
15. LOSS per share
Basic loss per share
Basic loss per share is calculated by dividing the loss attributable to owners of the Company by the weighted average
number of common shares outstanding during the year.
From 1 January 2016to 31 December 2016 From 1 January 2015to 31 December 2015
Continuing operations Discontinued operation Total Continuing operations Discontinued operation Total
(Restated) (Restated) (Restated)
'000 '000 '000 '000 '000 '000
Loss attributable to owners of the Company (E) (203,363) (40,399) (243,762) (131,133) (14,227) (145,360)
Number of weighted average common shares outstanding 904,627 904,627 904,627 788,860 788,860 788,860
Basic loss per share (E) (0.22) (0.05) (0.27) (0.16) (0.02) (0.18)
Loss attributable to owners of the Company
From 1 January 2016to 31 December 2016 From 1 January 2015to 31 December 2015
Continuing operations Discontinued operation Total Continuing operations Discontinued operation Total
(Restated) (Restated) (Restated)
E'000 E'000 E'000 E'000 E'000 E'000
Loss attributable to owners of the Company (203,363) (40,399) (243,762) (131,133) (14,227) (145,360)
Loss attributable to non-controlling interests (359) (16,869) (17,228) (2,121) (514) (2,635)
Total (203,722) (57,268) (260,990) (133,254) (14,741) (147,995)
Weighted average number of common shares outstanding
From 1 January 2016 to 31 December 2016 From 1 January 2015 to 31 December 2015
(Restated)
'000 '000
Outstanding common shares at the beginning of the year 904,627 642,440
Effect of shares issued during the year - 122,544
Effect of Bond Conversion shares - 23,876
Weighted average number of common shares outstanding 904,627 788,860
Diluted loss per share
Diluted loss per share is calculated by adjusting the loss attributable to owners and the number of common shares
outstanding to assume conversion of all dilutive potential shares. As of 31 December 2016 and 31 December 2015, the
diluted loss per share is the same as the basic loss per share, due to the fact that no dilutive potential ordinary shares
were outstanding during these years.
The average market value of the Company's shares for the purpose of calculating the dilutive effect of warrants and
Convertible Bonds was based on quoted market prices. The Convertible Bonds were repaid on scheduled maturing date in March
2016 and all warrants expired on 3 January 2017.
16. Property, plant and equipment
UnderconstructionE'000 Land &buildingsE'000 Machinery & equipmentE'000 OtherE'000 TotalE'000
2016
Cost or revalued amount
At beginning of year 12,227 176,426 28,421 2,088 219,162
Direct acquisitions 1,041 153 1,794 81 3,069
Direct disposals - (576) (146) (780) (1,502)
Disposals through disposal of subsidiary companies (see note 33) - (69,101) (23,742) (478) (93,321)
Reclassification to assets held for sale (2,294) (20,291) (5,076) (103) (27,764)
Transfers to trading property (see note 19) - (2,266) (252) - (2,518)
Transfer (to)/from other assets (11,311) 8,078 3,233 - -
Revaluation adjustment - 5,796 - - 5,796
Exchange difference 337 1,342 362 7 2,048
At end of year - 99,561 4,594 815 104,970
Depreciation and impairment losses
At beginning of year - 26,126 4,620 1,401 32,147
Direct disposals - - (121) (728) (849)
Disposals through disposal of subsidiary companies (see note 33) - (12,363) (2,377) (281) (15,021)
Reclassification to assets held for sale - (1,420) (275) (55) (1,750)
Transfer to trading property (see note 19) - - (103) - (103)
Depreciation charge for the year-continuing operations - 1,614 532 138 2,284
Depreciation charge for the year - discontinued operation - 358 132 6 496
Impairment loss - 780 - - 780
Reversal of impairment loss - (872) - - (872)
Exchange difference - 158 48 5 211
At end of year - 14,381 2,456 486 17,323
Carrying amounts - 85,180 2,138 329 87,647
2015
Cost or revalued amount
At beginning of year 31,273 146,826 13,687 2,506 194,292
Direct acquisitions 35,483 2,156 4,856 78 42,573
Direct disposals - (35) (367) (661) (1,063)
Disposals through disposal of subsidiary company (see note 33) - (1,578) (3) - (1,581)
Reclassification to assets held for sale - (5,343) (162) - (5,505)
Transfers to trading property (see note 19) - - (198) - (198)
Transfer (to)/from other assets (58,131) 48,492 9,639 - -
Revaluation adjustment - (15,181) - - (15,181)
Write offs - discontinued operation - (1,513) - - (1,513)
Exchange difference 3,602 2,602 969 165 7,338
At end of year 12,227 176,426 28,421 2,088 219,162
Depreciation and impairment losses
At beginning of year - 12,102 4,041 1,384 17,527
Direct disposals - - (338) (412) (750)
Disposals through disposal of subsidiary company (see note 33) - (156) (3) - (159)
Reclassification to assets held for sale - (10) (65) - (75)
Transfer to trading property (see note 19) - - (104) - (104)
Depreciation charge for the year-continuing operations - 1,611 487 143 2,241
Depreciation charge for the year - discontinued operation - 321 217 140 678
Impairment loss - 1,898 - - 1,898
Impairment loss - discontinued operation - 12,252 17 - 12,269
Write offs - discontinued operation - (433) - - (433)
Exchange difference - (1,459) 368 146 (945)
At end of year - 26,126 4,620 1,401 32,147
Carrying amounts 12,227 150,300 23,801 687 187,015
The carrying amount at year end of land and buildings, if the cost model was used, would have been E79 million (2015: E132
million).
As at 31 December 2016 and 31 December 2015, part of the Group's immovable property is held as security for bank loans (see
note 25).
Fair value hierarchy
The fair value of land and buildings, amounting to E85,180 thousand (2015: E150,300 thousand), has been categorised as a
Level 3 fair value based on the inputs to the valuation techniques used.
The following table shows a reconciliation from opening to closing balances of Level 3 fair value.
31 December 2016 31 December 2015
E'000 E'000
At beginning of year 150,300 134,724
Acquisitions 153 2,156
Disposals (57,314) (1,457)
Transfers from other assets 5,812 48,492
Reclassification to assets held for sale (18,871) (5,333)
Losses recognised in profit or loss
Reversal of (impairment loss) and write offs in 'Change in valuations' 92 (1,898)
Impairment loss and write offs in 'Loss from discontinued operation, net of tax' - (13,332)
Depreciation in 'Depreciation charge' (1,614) (1,611)
Depreciation in 'Loss from discontinued operation, net of tax' (358) (321)
Losses recognised in comprehensive income
Revaluation adjustment in 'Revaluation on property, plant and equipment' 5,796 (15,181)
Unrealised exchange difference in 'Foreign currency translation differences' 1,184 4,061
At end of year 85,180 150,300
The following table shows the valuation techniques used in measuring land and buildings, as well as the significant
unobservable inputs used.
During 2015, the valuation technique used in measuring the fair value of properties in Greece and the Americas changed to
Income approach or an approach combining Income approach, in cases where the property construction was fully completed or
nearly completed in the year and hence, more reliance could have been placed on cash flow data.
Property location Valuation technique (see note 3) Significant unobservable inputs Inter-relationship between key unobservable inputs and fair value measurement
Property in Greece - Resorts Income approach Room occupancy rate (annual): 2016: 21% to 62% The estimated fair value would increase/(decrease) if:
(weighted average: 26%-60%)
(2015: 20% to 57% ) Room occupancy rate was higher/(lower);
(weighted average: 26%-56%) Average daily rate per occupied room was higher/(lower);
Average daily rate per occupied room: 2016: E399 to E1,742 Gross operating margin was higher/(lower);
(weighted average: E593-E1,471) Terminal capitalisation rate was lower/(higher);
(2015: E528 to E1,742) Risk-adjusted discount rate was lower/(higher).
(weighted average: E600-E1,470)
Gross operating margin rate: 2016: 9% to 45%
(weighted average: 36%-38%)
(2015: 23% to 47% )
(weighted average: 36%-44%)
Terminal capitalisation rate: 2016: 8% (2015: 8%)
Risk-adjusted discount rate: 2016: 11% to 12%
(2015: 11% to 13%)
Property in Greece - Hotel complexes Combined approach (Market and Cost) Market approach (for land components) The estimated fair value would increase/(decrease) if:
Premiums/(discounts) on the following: Premiums were higher/(lower);
Location: 2016: -10% to 0% Discounts were lower/(higher);
(2015: -20% to 0%) Weights on comparables with premiums were higher/(lower);
Asking vs transaction: 2016: -30% to -10% Weights on comparables with discounts were lower/(higher);
(2015: -25% to -15%) Replacement cost (new) per m2 was higher/(lower);
Frontage sea view: 2016: 0% to +20% Enterpreneurial profit rate was higher/(lower);
(2015: 0% to +20%) Depreciation rate was lower/(higher).
Maturity/development potential: 2016: 0% to +10%
(2015: 0% to +10%)
Weight allocation: 2016: +10% to +15%
(2015: +10% to +20% )
Cost approach (for building components)
Replacement cost (new) per m2: 2016: E500 - E1,100
(2015: E500 - E1,100)
Enterpreneurial profit rate: 2016: 20% (2015: 20%)
Depreciation rate: 2016: 32% (2015: 30%)
Useful life (years): 2016: 60 (2015: 60)
Combined approach (Market and Income) Market approach The estimated fair value would increase/(decrease) if:
Premiums/(discounts) on the following: Premiums were higher/(lower);
Location: 2016: 0% Discounts were lower/(higher);
(2015: -20% to +30%) Weights on comparables with premiums were higher/(lower);
Site size: 2016: -20% to +10% Weights on comparables with discounts were lower/(higher);
(2015: -20% to +10%) Room occupancy rate was higher/(lower);
Asking vs transaction: 2016: -20% to 0% Average daily rate per occupied room was higher/(lower);
(2015: -20% to 0%) Gross operating margin was higher/(lower);
Frontage sea view: 2016: 0% to +10% Terminal capitalisation rate was lower/(higher);
(2015: 0%) Risk-adjusted discount rate was lower/(higher)..
Maturity/development potential: 2016: -50% to 0%
(2015: -50% to 0%)
Premium due to being part of strategic investment: 2016: 15% (2015: 15%)
Weight allocation: 2016: +10% to +40%
(2015: +10% to +60%)
Cost approach
Room occupancy rate (annual): 2016: 18% to 33%
(weighted average: 30%)
(2015: 18% to 33%)
(weighted average: 30%)
Average daily rate per occupied room: 2016: E1,305 to E1,700
(weighted average: E1,538)
(2015: E1,305 to E1,700)
(weighted average: E1,538)
Gross operating margin rate: 2016: 9% to 37%
(weighted average: 33%)
(2015: 9% to 37%)
(weighted average: 33%)
Terminal capitalisation rate: 2016: 8% (2015: 8%)
Risk-adjusted discount rate: 2016: 11% (2015: 11%)
Property location Valuation technique (see note 3) Significant unobservable inputs Inter-relationship between key unobservable inputs and fair value measurement
Property in Americas - Resort and golf course Income approach Room occupancy rate (annual): 2015: 36% to 48% (weighted average: 39%) The estimated fair value would increase/(decrease) if:
Average daily rate per occupied room: 2015: $1,314 to $2,463 (weighted average: $2,062) Occupancy rate was higher/(lower);
Gross operating margin rate: 2015: 3% to 46% (weighted average: 38%) Average daily rate per occupied room was higher/(lower);
Terminal capitalisation rate: 2015: 9% Gross operating margin was higher/(lower);
Risk-adjusted discount rate: 2015: 11% Terminal capitalisation rate was lower/(higher);
Risk-adjusted discount rate was lower/(higher).
Annual membership dues per member: 2015: $8,400 to $10,960 (weighted average: $9,600) The estimated fair value would increase/(decrease) if:
Membership initiation fees per member: 2015: $60,000 Membership fees per member were higher/(lower);
Gross operating margin rate: 2015: 30% to 53% (weighted average: 43%) Gross operating margin was higher/(lower);
Terminal capitalisation rate: 2015: 11% Terminal capitalisation rate was lower/(higher);
Risk-adjusted discount rate: 2015: 13% Risk-adjusted discount rate was lower/(higher).
17. Investment property
Note 31 December 2016 31 December 2015
E'000 E'000
At beginning of year 340,853 451,880
Direct acquisitions 11 1,064
Direct disposals - (756)
Disposals through disposal of subsidiary companies 33 (74,644) (10,979)
Transfers to trading properties 19 (273) (14,290)
Reclassification to assets held for sale (28,135) (52,507)
Concession/write off of land 8B - (2,607)
Exchange difference 3,320 14,095
Fair value adjustment - continuing operations 8B (22,126) (53,163)
Fair value adjustment - discontinued operation 8B (42,458) 8,116
At end of year 176,548 340,853
As at 31 December 2016 and 31 December 2015, part of the Group's immovable property is held as security for bank loans (see
note 25).
Changes in fair values are recognised as gains/(losses) in profit or loss and included in 'Change in valuations' or 'Loss
from discontinued operation, net of tax' if they relate to the discontinued operation. All such gains/(losses) are
unrealised. Concession/write off of land is included in 'Changes in valuations'. Exchange differences are unrealised,
recognised in comprehensive income and included in 'Foreign currency translation differences'.
Fair value hierarchy
The fair value of investment property, amounting to E176,548 thousand (2015: E340,853 thousand), has been categorised as a
Level 3 fair value based on the inputs to the valuation techniques used.
Valuation techniques and significant unobservable inputs
The following table shows the valuation techniques used in measuring the fair value of investment property, as well as the
significant unobservable inputs used.
During 2015, the valuation technique used in measuring the fair value of properties in Greece and the Americas changed to
Income approach, in cases where there was significant improvement in the level of completion of the relevant projects.
Property location Valuation technique (see note 3) Significant unobservable inputs Inter-relationship between key unobservable inputs and fair value measurement
Property in Greece Income approach Room occupancy rate (annual): 2016: 29% to 42% The estimate fair value would increase/(decrease) if:
(weighted average: 38%) Occupancy rate was higher/(lower);
(2015: 29% to 42%) Average daily rate per occupied room was higher/(lower);
(weighted average: 38%) Gross operating margin was higher/(lower);
Average daily rate per occupied room: 2016: E823 to E1,708 Terminal capitalisation rate was (lower)/higher;
(weighted average E1,455) Quantity of villas was higher/(lower);
(2015: E818 to E1,723 ) Selling price per m2 was higher/(lower);
(weighted average E1,432) Expected annual growth in selling price was higher/(lower);
Gross operating margin rate: 2016: 12% to 35% Cash flow velocity was shorter/(longer);
(weighted average 28%) Risk-adjusted discount rate was lower/(higher).
(2015: 16% to 33%)
(weighted average 29%)
Terminal capitalisation rate: 2016: 10% (2015: 10%)
Quantity of villas: 2016: 35 (2015: 35)
Selling price per m2: 2016: E5,500 to E6,000
(2015: E5,500 to E6,000)
Expected annual growth in selling price: 2016: 0% to 5%
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