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Dolphin Capital Investors Limited12 March 2007 12 March 2007 Dolphin Capital Investors Limited (DCI.L) _________________________________________ Results for the period ended 31 December 2006 _____________________________________________ Dolphin Capital Investors ("Dolphin" or the "Company"), the leading investor inthe residential resort sector in south-east Europe, announces its Maiden Resultsfor the period ended 31 December 2006. Highlights__________ • The Company was admitted to AIM in December 2005 as the firstinvestment fund dedicated to residential resorts in the south-east Mediterraneanat a price of 68p (€1.00) per share raising €104 million. In October 2006,Dolphin successfully completed a follow-on offering, raising an additional €300million at a price of 93p (€1.38) per share • In the 12 months to 31 December 2006, the Company executed seveninvestments, committing a total of €201 million. The Company's net share ofthese developments (before deferred income tax liabilities) based on the €102million invested, represents a value of €260 million • As of 31 December 2006, and after taking into account the netproceeds of the secondary fundraising at 93p, the Net Asset Value ("NAV") pershare of the Company before and after deferred income tax liabilities is 110p(€1.63) and 101p (€1.50) respectively (69% and 55% annual increase over theCompany's reported NAV per share of 65p at admission) • The end of year NAV per share before deferred income tax liabilitiesand after adjusting for non-invested cash is 137p (€2.04), corresponding to anuplift of over 100% • An additional amount of €71 million was committed to an existing andto two new projects in January and February 2007, resulting in total capitalcommitments of €272 million to nine projects, with approximately 16 million m2of land under ownership/contract Andreas N Papageorghiou, Chairman, commented: "The Annual Results coupled with the quality of the Dolphin projects reflect anoutstanding year and demonstrate the Investment Manager's ability to createextraordinary value for its shareholders." Miltos Kambourides, founder and Managing Partner of Dolphin Capital Partners, commented: "With total capital commitments of over €270 million to nine projects inGreece, Cyprus and Croatia as of the end of February 2007, Dolphin has becomethe regional leader in the residential resort sector in south-east Europe." Contacts:Dolphin Capital Investors www.dolphincapitalinvestors.comMiltos E Kambouridesmiltos@dolphincp.comPierre A Charalambidespierre@dolphincp.com Adventis Financial PRAnnie Evangeli 020 7034 4757 / 07778 507 162aevangeli@adventis.co.ukChris Steele 020 7034 4759 / 07979 604 687csteele@adventis.co.uk Dolphin Capital Investors Limited ("Dolphin" or "the Company") is the leadinginvestor in the residential resort sector in south-east Europe and one of thelargest real estate investment companies listed on AIM. Dolphin seeks to generate strong capital growth for its shareholders byacquiring large sea-front sites of striking natural beauty and establishingsophisticated leisure-integrated residential resorts. Dolphin targets Greece and other countries in the eastern Mediterranean region,a market severely lacking high-quality holiday and retirement home products. Dolphin has established a strong record of fast-paced investment activity and ispartnering with some of the world's finest designers and operators. Dolphin is managed by Dolphin Capital Partners ("DCP" or "the Investment Manager"), an independent private equity management firm that specialises in realestate investments in south-east Europe. Milestones • Summer 2005 - Dolphin is formed and funded with €5 million of seedcapital • 8 December 2005 - Dolphin completes its admission to trading on AIM("Admission"), raising €104 million via a placing with institutional investors.The issue price at admission is 68p • 23 January 2006 - Dolphin commits €23 million to Kilada Hills GolfResort in Argolida, one of the first golf-integrated residential resorts to bedeveloped in Greece • 11 April 2006 - Dolphin commits €9.6 million to Scorpio Bay Resort, amaster-planned leisure-integrated residential resort near Athens and anadditional amount of €22 million for the expansion of Kilada Hills Golf Resort • 19 May 2006 - Dolphin commits €17.4 million to Apollo Heights PoloResort, the Company's first investment in Cyprus • 30 June 2006 - Dolphin's NAV per share stated before deferred incometax liabilities and after founding shareholder warrants is reported at 107p (93pafter both deferred income tax liabilities and founding shareholder warrants) • 19 July 2006 - Dolphin commits €5 million to Amanmila Resort inMilos, Greece, most likely the first villa-integrated Aman resort to bedeveloped in Europe • 31 July 2006 - Dolphin commits €15.5 million to Lavender Bay GolfResort, a golf-integrated residential resort to be developed in Thessalia,Greece • 30 September 2006 - Dolphin's Net Asset Value ("NAV") per sharestated before deferred income tax liabilities (excluding the secondaryfundraising of October 2006) is reported at 122p (103p after deferred income taxliabilities) • 4 October 2006 - Dolphin places 217,959,896 new common shares at 93pper share and raises an additional €300 million, becoming one of the largestAIM-traded real estate investment funds • 13 November 2006 - Dolphin commits an additional €30.5 million and€20 million to Lavender Bay Golf Resort and Kilada Hills Golf Resortrespectively and through a €4 million minority buy-out takes 100% control ofApollo Heights Polo Resort • 20 December 2006 - Dolphin commits €24 million to Sitia Bay GolfResort, a seafront golf-integrated residential resort to be developed in theregion of Sitia on the island of Crete, Greece • 28 December 2006 - Dolphin commits €30 million to Seascape HillsResort in Argolida, Greece, an exclusive villa community including an AmanResort, only a 10-minute drive from Kilada Hills Golf Resort • 31 December 2006 - After taking into account the net proceeds of thesecondary fundraising at 93p, Dolphin's NAV per share stated before deferredincome tax liabilities is reported at 110p (101p after deferred income taxliabilities), recording a 69% (55%) annual uplift over the Company's reportedNAV per share of 65p at Admission • As of 31 December 2006 - Dolphin has committed €201 million to sevenprojects, of which €102 million has already been invested. After adjusting fornon-invested cash of €293 million, the NAV per share before deferred income taxliabilities is 137p • 5 February 2007 - Dolphin commits €35 million to Livka Bay Resort,the Company's first investment in Croatia representing the development of anexclusive residential resort on the island of Solta, only 20 km from SplitInternational Airport • 14 February 2007 - Dolphin launches Rebranded Hotels, a platform setup to redevelop old hotel properties into hip condo hotels in strategic areas ofGreece, by acquiring 80% of a 163-room hotel property in Porto Heli for €3million, the first in a series of identified acquisitions that are expected toabsorb €30 million of capital • 22 February 2007 - Dolphin assumes 100% control of Scorpio Bay Resortin a €6.5 million buy-out of its 49% partner • As of 28 February 2007 - Dolphin has committed €272 million (€123million already invested) to nine projects with approximately 16 million m2 ofland under ownership/contract. The remaining uncommitted funds of €127 millionfrom the net €399 million equity raised are expected to be committed before theend of 2007 Chairman's Statement It gives me great pleasure to present the first annual results of DolphinCapital Investors Limited. Dolphin demonstrated an impressive performance during its first full year ofoperation. Over the past 12 months, the Company has grown to become one of thelargest real estate funds on AIM and a premier force within the residentialresort sector in south-east Europe. Dolphin's total commitments as of 31 December 2006 amounted to €201 million inseven projects, namely Kilada Hills Golf Resort, Scorpio Bay Resort, ApolloHeights Polo Resort, Amanmila Resort, Lavender Bay Golf Resort, Sitia Bay GolfResort and Seascape Hills Resort. With an additional €71 million committed bothto an existing and to two new projects during the first two months of 2007,total commitments reached €272 million to nine projects as of the end ofFebruary 2007, leaving uncommitted funds of €127 million from the net €399million capital raised. The end of year NAV per share is 110p (€1.63) and 101p (€1.50) before and afterdeferred income tax liabilities, implying a 69% and 55% annual increase over theCompany's reported NAV per share of 65p at Admission respectively. The reportedNAV per share figures do not truly reflect the Company's actual pace of growthdue to the timing of the secondary fundraising of €300 million at 93p in October2006. As of 31 December 2006, the €102 million invested created a total NAVbefore deferred income tax liabilities of €260 million, implying a NAV per sharebefore deferred income tax liabilities and non-invested cash of 137p (€2.04),corresponding to an uplift of over 100%. The above results coupled with the quality of the Dolphin projects reflect anoutstanding year and demonstrate the Investment Manager's ability to createextraordinary value for its shareholders and maintain a leadership positionwithin the residential resort sector. The Company's strategy is furthersupported by continuing favourable macro and demographic trends, compellingsupply/demand dynamics and increasing regional governmental support forup-market residential resorts. With an exciting investment pipeline at an already advanced negotiation stage, Iam confident that the team at Dolphin Capital Partners will continue the highlevel of investment activity and success rate during 2007, while in parallelprogressing the permitting and branding process of the existing projects,seeking to create significant value for shareholders. Andreas N PapageorghiouChairmanDolphin Capital Investors Ltd Investment Manager's Report Overview Dolphin Capital Investors, managed by Dolphin Capital Partners, is the first andcurrently the only LSE-listed investment company exclusively targetingresidential resort developments in south-east Europe. The Company's investmentmodel focuses on acquiring land sites of striking natural beauty andestablishing premium branded residential resorts, strategically targetingholiday and retirement home buyers from northern Europe, Russia and the MiddleEast and, more opportunistically, wealthy local buyers. Underpinned by limitedcompetition and strong supply/demand fundamentals in a region with high barriersto entry, Dolphin's investment strategy is to generate strong capital growth toits shareholders. 2006 was a highly productive year, marked in part by Dolphin's successful returnto the public markets in October 2006, during which an additional amount of €300million was raised from a list of prominent institutional investors.Approximately half of the additional capital raised was committed in the firstfive months thereafter, demonstrating a strong pace of investment. With a total commitment of over €270 million to nine projects in Greece, Cyprusand Croatia as of the end of February 2007, we believe Dolphin is the regionalleader in the residential resort sector in south-east Europe. The remaininguncommitted funds of €127 million are on course to be committed before the endof 2007. Every single investment to date has proven to be accretive to the Company's NAV.After taking into account the net proceeds of the secondary fundraising at 93p,the Company has achieved an annual growth in reported NAV of 69% (beforedeferred income tax liabilities) and has seen its share price rise by 92% in thefirst 14 months post Admission. The Investment Manager's team has also grown both in number and experience. Morethan 10 additional individuals have joined us on a full time basis sinceAdmission resulting in a multi-talented and dynamic group of highly motivatedprofessionals. Notable recruits include Panos Katsavos, Dolphin's FinanceDirector, Spyros Tzoannos, Asset Management Director, and George Koutsopodiotis,Investment Director. With new offices both in Athens and Cyprus, the InvestmentManager will continue to expand and strengthen its resources throughout 2007. DCP's active presence and extended contacts in the local markets generate aconstant stream of privately negotiated opportunities. DCP's internationalrelationships with some of the world's most renowned designers, operators andmarketers further enhance Dolphin's competitive advantage and help createwell-conceived, premier-branded residential resort products. There are many accomplishments that can be credited to the Company's record over2006. One measure of performance that stands out though, is the value created bythe Company's invested funds. The €102 million invested as of 31 December 2006resulted in a net asset value of €260 million, creating a 2.5 times growthmultiple. We expect this trend to continue throughout 2007, as more non-investedfunds are invested and the permitting and branding process of the Company'sprojects is progressed. Sector Dynamics Dolphin's investment proposition continues to be supported by benign globaleconomic, social and demographic fundamentals. The surge in foreign propertyownership continues along a sustained development path, amidst rising individualprosperity, monetary stability, excess savings, growing population andincreasing awareness of high quality, leisure-integrated,environmentally-friendly residential communities. Recent research shows that demand for a place in the sun in the UK market,perhaps the best known for its long-established tradition of holiday homeownership, has trebled in the past decade with over 3% of British householdsowning a second overseas residence, a figure forecast to increase to 10% overthe next 20 years (1). Another important factor driving Dolphin's vision relates to the increasing paceof growth of the hospitality and tourism industry, now commanding an impressive15% of the world economy (2), and the global emergence and success of qualityintegrated residential resort communities in attractive natural surroundings. The Investment Manager believes that the mix of accommodation and amenities thatthese resorts provide strikes a chord with its targeted pool of buyers:hard-working middle-aged professionals looking for hip and trouble-free holidayhome ownership, internationally minded retirees longing for a quality shift intheir lives and the fast emerging breed of affluent individuals in their questfor exclusive private getaways. Smartly-conceived, premium-branded and well-marketed, master-planned coastalresidential communities in other emerging parts of the world have alreadywitnessed tremendous success, achieving sales prices which are at a multiple ofthe average real estate market. Branded resorts, like all other branded consumergoods today, tend to carry an internationally common price, irrespective oftheir location. Dolphin's financial assumptions rely on average market pricingwithout a premium. The Investment Manager will also consider opportunities for early returnrealisations. In an environment of falling property investment returns coupledwith an abundance of capital, we believe the Dolphin portfolio of projects isexpected to emerge as an attractive investment opportunity for real estateinstitutional investors in search of above market returns. (1) Source: "A place in the sun? Trends in ownership of UK foreign property",Grant Thornton, November 2006. (2) Source: "The European hotel sector: New territory for the property hunters?", Eurohypo, January 2007. Regional Focus Demand has slowly but decidedly been shifting away from the more established andmature markets to more unspoilt coastal territories such as the Caribbean,central America, south-east Asia and south-east Europe. Dolphin's focus on thelatter has come at an opportune time, as the region emerges as a viablealternative to the saturated markets of Spain, Portugal and southern France. The region's only golf-integrated residential resort that has come to market todate, Aphrodite Hills Resort in Cyprus, has seen its international real estatesales progress at remarkable levels with current selling prices much higher thanoriginally anticipated and at a premium to the average Cypriot real estatemarket. With the first resorts in Greece and Croatia expected to come to marketin 2008, the region is anticipated to enter into a virtuous circle of resortdevelopment, infrastructure improvement, direct-flight expansion and imageenhancement. While our primary focus remains on Greece and to a significant extent on Cyprusand Croatia, we are carefully exploring other neighbouring regional markets insouth-east Europe such as Turkey, Sicily and Montenegro, always aiming foroutstanding coastal sites at low entry land prices. The regional governments, originally slow to react, have now clearlydemonstrated their willingness to support the development of the residentialresort sector by amending or drafting new legislation and providing substantialsubsidies or tax breaks. These initiatives aim to upgrade the tourism industry,attract foreign direct investment, create jobs and offer sustainableopportunities for growth to non-urban and non-industrial regions. We believe that Dolphin's role in this mentality shift has been instrumental andwe hope that the Dolphin projects are not only profitable for our investors butleave a long lasting economic and social benefit to the regions in which theyare developed. Greece Greece retains a particularly attractive investment environment for Dolphin. AnEU and EMU member since 1981 and 2001 respectively, the country has been leadingthe European GDP growth rate charts since 1996 with a solid 4.2% GDP growth over2006. Economic conditions are expected to remain benign and tourist arrivalscontinue to strengthen at an unprecedented rate, recording a 7% increase over2005 and topping 16 million for the very first time in 2006. The Greek Ministryof Tourism also recently launched the country's new tourism campaign abroad,with an aggressive €40 million budget that aims to exceed in the current yearthe all time record in tourist arrivals set over 2006. The country's vast and pristine coastline (c.16,000 km) is mostly untapped.Greece today has virtually no branded resorts and only five 18-hole golfcourses, despite being one of the most visited countries in the world (3). Themarket is so severely undersupplied that it ranks top in Dolphin's investmentpriorities. In addition to Dolphin's seven projects in Greece, a small number of otherresidential resorts of significant size have finally begun to make planningprogress with the express support of the government, a trend that reflects thepolicy makers' recent drive to extend the tourist season, reinvigorate visitornumbers and upgrade the tourism industry through the creation of golf resortswith state-of-the-art leisure facilities. Much needed legislative changes arealso finally being introduced aiming to reduce bureaucracy roadblocks, providefor increased investment incentives and introduce more investor-friendlydevelopment laws. A particularly favourable legislative change, and part of theNew Development Law, relates to the provision of grants for as much as 50% ofhotel and other leisure product construction costs. This change is expected toenhance Dolphin's investment proposition, substantially reducing the cost ofleisure components to which the Company assigns little value in its assessmentof potential investments. (3) Greece ranked 17th in the World's Top Tourism Destinations list 2005published by the World Tourism Organisation (UNWTO). Cyprus Cyprus, a full EU member since 1 May 2004 and expected future member of the EMUin January 2008, offers a liberal climate for investments, whilst being one ofthe UK's preferred holiday and retirement destinations. The island hosts more than 2.4 million tourists per year generating revenues ofmore than €1.7 billion, accounting for 15-20% of the country's GDP. Cyprus ispopular due to the year-round warm weather, the British-type legal andadministration system that was established while the island was a British colonyand the relatively advanced infrastructure. Golf tourism has been a major investment focus over the past five years,reflecting aggressive plans by the Cyprus Tourist Organisation to capture 5% ofthe northern European golf market by 2012. Cyprus currently has fourcommercially operated 18-hole golf courses and hopes to develop an additionalseven by 2012, five of which are expected to be fully operational by 2009. TheCypriot property market has also seen sustained demand among buyers from the UKand Russia, with approximately 30,000 new holiday homes built over the past fiveyears, in spite of rising land and home prices. Dolphin has to date invested in one residential resort in Cyprus, namely ApolloHeights Polo Resort, a 460-hectare site between the cities of Limassol andPaphos. The Investment Manager is reviewing a number of additional investmentopportunities in that market. Croatia Over the past five years a number of plans for residential developments alongthe Croatian coast have been heralded, fuelled by the growing popularity ofCroatia as a tourist destination. According to the World Trade Organisation, thecountry is set to experience unprecedented growth rates in the number of foreigntourist arrivals between 2000 and 2020, expected to be as high as 8.4% perannum. Croatia owes its renewed popularity to a number of factors, including itsstunning coastal scenery and driving access from Central Europe. The opening ofEU accession negotiations (expected to be completed by 2010) has also marked anacceleration of the interest in the country's property market, as has theimplementation of regional planning initiatives along the Croatian coast andincreased mortgage availability to foreign investors. Over the past two years,the government has earmarked over €500 million for investment in hotels, holidayresorts and campsites, a move aimed at helping to sustain the recent growthrates in tourism, a sector which accounts for almost 20% of GDP and 23% of totalemployment. It should be noted that the large majority of resort development plans inCroatia that have been announced have yet to materialise, set back by coastaltourist zoning approval delays from Zagreb. The Croatian government onlyrecently granted its first zoning approvals, most notably to Dolphin's 90%-ownedLivka Bay Resort, the Company's first investment in Croatia located on theisland of Solta near Split. The Company intends to further grow its presence inCroatia over 2007. Current Investments The Company's investment activity over 2006 has been entirely consistent withthe business plan presented in the AIM Admission document published in December2005, namely investing in early-phase, large-scale residential resortsintegrated with one or more leisure components, such as hotel, golf course,country club, spa facility, marina and other sport facilities, located withinthe targeted region of south-east Europe. Dolphin's primary focus lies onbeachfront sites, one of the fastest appreciating assets in the world since the1960s. Dolphin favours sites which are located in areas that are set to benefitfrom significant upcoming regional infrastructural developments. Attractivenatural settings and accessibility to local and foreign visitors alike alsoconstitute important site selection criteria for the Company. Dolphin's nine investments as of 28 February 2007 were sourced either by directland acquisitions or through purchases into existing projects that were in theearly conception stages. Over the past 12 months, the Investment Manager hasmade considerable progress with regards to its existing sites by acquiringadditional contiguous land, progressing designs and permits, advancingdiscussions with and appointing leading operators and by working intensively onall fronts to ensure both the appropriate market positioning and the operationalsuccess of the resorts. Development Country Land Site Current Total Total (Hectares) Shareholding Investment Commitment_________________________________________________________________________________________________________________ Kilada Hills Greece 250 87% €52.5m €65.0mScorpio Bay Greece 172 100% €9.6m €16.0mApollo Heights Cyprus 460 100% €16.4m €21.4mAmanmila Greece 200 25%-50% €0.1m €5.0mLavender Bay Greece 294 95% €7.9m €46.0mSitia Bay Greece 204 75% €10.6m €24.0mSeascape Hills Greece 57 99% €17.5m €30.0mLivka Bay Croatia 56 90% €7.7m €35.0mRebranded Hotels * Greece 1 100% €1.2m €30.0m_________________________________________________________________________________________________________________ Total 1,694 €123m €272m_________________________________________________________________________________________________________________ Note: All figures reported as of 28 February 2007. * The €30 million allocation into Rebranded Hotels has been taken in full in theCompany's calculation of total commitments as of 28 February 2007. Kilada Hills Golf Resort Located in Argolida, one of the most up-market second-home residential areas inGreece and only a two-hour drive from Athens International Airport, Kilada HillsGolf Resort represents Dolphin's most advanced project to date. The currently 250-hectare site is to be developed as an upscale residentialresort comprising more than 450 units on approximately 180 hectares of landintegrated with a luxury hotel of c.20,000 m 2, an 18-hole championship golfcourse, as well as other supporting recreational and sports facilities,including a marina, an equestrian centre, a winery, an olive oil processfacility and a small retail complex. The project also includes Kilada HillsCollection, the development of 10 exclusive villas on the seafront part of thesite which are currently under construction. To enhance the offering of theresort, the project company acquired Sunset Hotel, a small beachfront propertythat has the right of use of most of the sandy beach that lies next to the site.The remaining 70 hectares are anticipated to be used as part of the seconddevelopment phase. The Company recently increased its total commitment to the project by €20million to a total of €65 million, out of which €52.5 million has been investedas of 28 February 2007. The additional capital is intended to fund further landacquisitions and infrastructure works. Over the past 12 months, the project has made significant progress with thepermitting process and has already obtained construction permits for the hotel,the golf course and part of the residential development. The permits are nowbeing expanded to cover a larger area than originally anticipated. The revisedmaster-plan and designs are being finalised whilst tender documents forcontractors are currently being developed, with awards expected in summer 2007.Construction for the golf course, hotel and leisure facilities is set to beginthereafter. Progress has also been achieved with the permit process for the project'sdesalination plant and marina. The Company has further appointed the following partners, as set out below: Golf course: Jack Nicklaus, one of the world's most celebrated golf players andgolf architects is designing an 18-hole signature championship course which isexpected to become one of the best in Greece (www.nicklaus.com). Master-planning/Architecture/Design: Jean-Michel Gathy, the award-winningarchitect whose recent work includes the Reethi Rah One & Only Resort in theMaldives, the Setai in Miami and Amanyara in the Turks and Caicos Islands tomention but a few (www.denniston.com.my). Resort Operator: GHM, probably one of the newest and most hip luxury resortoperators in south-east Asia with hotels such as the Setai in Miami, the Dataiin Langkawi and the Chedi in Muscat under management, will be operating thehotel and residences (www.ghmhotels.com). Very sadly, Mark Potiriadis, the person who first conceived Kilada Hills GolfResort and who, together with his development team, led the project'spre-development process, is no longer with us. Mark, who was Dolphin's 13%partner in the project, passed away unexpectedly in January 2007. Mark's teamcontinues to coordinate the project development and, together with Dolphin, willwork with the project's partners to create a unique and truly-integratedworld-class resort that will raise the standard in south-east Europe, as Markhad always envisioned. Scorpio Bay Resort Spread over a 172-hectare site on a mountainous peninsula in the region ofSkorponeri and only a one-hour drive from Athens International Airport, ScorpioBay represents the development of a master-planned, leisure-integratedresidential resort overlooking the island of Evia. The project will comprise a five-star hotel and residential resort with nettotal construction estimated at 100,000 buildable m2, of which 80,000 buildablem2 will be residential units. Dolphin initially committed €9.6 million to the project company in return for a51% stake. More specifically, Dolphin had originally: • acquired the site for a total cost of €20.5 million and sold 49% ofthe project company to Egnatia Insurance for €18 million in back-to-backtransactions; • committed €6.4 million for the initial development expenses; and • entered into a loan agreement to provide Egnatia Insurance with a€6.5 million loan at an 8% interest cost for a maximum period of one year. Theloan had been secured against Egnatia Insurance's 49% shareholding in theproject. In early 2007, Egnatia Insurance lost its insurance licence, giving Dolphin theopportunity to foreclose on the loan, acquire Egnatia's 49% stake for €6.5million and become the project's 100% owner. The project is going through the first of a series of steps in the permittingprocess, which is expected to be finalised in 2008. The operator and designerare expected to be appointed in the next few months. Apollo Heights Polo Resort Spread over a 460-hectare site between the cities of Paphos and Limassol inCyprus and accessible in less than an hour from both of the island'sinternational airports, Apollo Heights Polo Resort represents Dolphin's firstinvestment in Cyprus. The project envisages a multi-phase development concept with the capacity toaccommodate more than 200,000 m2 of residential real estate and is expected tobe the region's first polo-integrated residential resort. The site is adjacent to the existing polo grounds of the Cyprus PoloAssociation, and within a few hundred metres from a secluded beach and an18-hole golf course currently used by the British Bases. Dolphin originally invested €12.4 million and committed €17.4 million for a 69%stake in the project. Thereafter, the Company executed a successful buy-out ofthe 41% minority stake for €4 million, increasing its total commitment to theproject to €21.4 million. The project is currently being master-planned and thepermit process has been initiated through a staged programme which, due to thevast size of the site, is expected to span over the next three years. Amanmila Resort Spread over a 200-hectare site on the island of Milos, Greece, Amanmilarepresents a multi-phased development including Europe's probably firstvilla-integrated Aman Resort (www.amanresorts.com). The site, an unspoilt peninsula with approximately 5 km of shoreline and itsvery own natural anchorage, will feature on one-third of its area a 40-room Amanhotel together with 40 Aman villas targeting the highest end of the hotel andreal estate markets. The remaining area is master-planned to accommodate otherresidential and leisure developments. Dolphin's 50% project partner is S&B Industrial Minerals, Greece's largestmining company, listed on the Athens Stock Exchange. S&B currently owns half ofthe peninsula while the other half has been pre-contracted from local sellersbut has not yet been transferred to the project company pending certaingovernment approvals. Aman Resorts and John Heah, an award winning architectcharged with the design of the project, are each 25% shareholders in the AmanResort development part of the site. The preliminary master-plan and designshave been submitted for approval and construction work is expected to beginwithin 2008. Lavender Bay Golf Resort Situated around a secluded bay at the mouth of Pagassitikos Gulf near the townof Volos and only a two-and-half hour drive from Athens and Thessalonikiinternational airports, Lavender Bay Golf Resort represents Dolphin's firstinvestment in the region of Thessalia, a leading candidate for the 2013Mediterranean Games. Dolphin recently increased its initial €15.5 million commitment by an additional€30.5 million in order to fund the conversion of part of the leasehold land intofreehold land, acquire additional adjacent land and progress the permit process.The project, currently master-planned by EDSA (www.edsaplan.com), will comprisea five-star hotel, more than 100,000 m2 of residential units, an 18-holechampionship golf course, marina, beach club and other leisure activities spreadover a 294-hectare site. Over the past five months, the project has made significant progress withregards to permits, having received in early 2007 the first approvals of thepermitting process, namely the Preliminary Environmental Impact Study. Therenowned golf player and designer Gary Player (www.garyplayer.com) has beenappointed to create an 18-hole Gary Player Signature Golf Course that is tocomplement the master-planned coastal residential community. A resort operatoris expected to be appointed within the next few months. Construction is expectedto begin in H1 2008. Sitia Bay Golf Resort Situated on the island of Crete and only a 10-minute drive from Sitia Airport,Sitia Bay Golf Resort represents one of the most advanced residential resorts interms of permits on the largest of the Greek islands. The over 200-hectare site is being designed as a residential resort aiming forover 110,000 m2 of buildable residential units, a c.200-room luxury hotel, aconvention centre, an 85-berth marina, an 18-hole golf course, a beach andcountry club and other leisure facilities. The project represents Dolphin's first investment in Crete, the most popularGreek tourist destination with more than 2.2 million visitors last year, whichis anticipated to be one of the main beneficiaries of the influx of foreigninvestment in the real estate sector that is anticipated over the coming years.Construction is set to begin in H2 2008, with the Environmental Impact Study forthe hotel and marina (the most critical stage in the permit process) alreadyapproved. Dolphin has to date invested approximately €11 million out of a total commitmentof €24 million to fund a staged acquisition of 75% of the project company andthe initial stages of the development process. The remaining shares are owned byGreek Marble Industry Technical & Tourist Company Iktinos Hellas SA, a publiclytraded company on the Athens Stock Exchange. The golf designer, master-plannerand resort operator are expected to be appointed in the next few months. Seascape Hills Resort Situated near Porto Heli, an established second-home holiday destination foraffluent Greeks and only a 10-minute drive from Kilada Hills Golf Resort,Seascape Hills represents Dolphin's second investment in the Argolida peninsula,a region of strategic importance to the Company's investment plans. Nestled within the highest hills of the wider Porto Heli area, the site offersalmost 360 degrees panoramic sea views and a serene environment, ideal for anexclusive, private getaway. The resort is intended to become an exclusive villacommunity including a luxury 40-room Aman hotel integrated with 30 Aman villasand a spa. To date Dolphin has acquired/optioned 57 hectares of land. Upon completion ofthe land assembly, the project is expected to span over 100 hectares, half ofwhich will be taken up by the Aman Resort development with the rest serving as aland bank for additional phases. The project is further expected to benefit fromthe extended range of facilities to be offered by the neighbouring Kilada HillsGolf Resort. Livka Bay Resort Spread over a 56-hectare site along an unspoilt natural cove on the south end ofthe island of Solta and only 20 km from Split International Airport, Livka BayResort represents Dolphin's first investment in Croatia. The exclusive residential community is expected to be one of the firstleisure-integrated residential resorts to come to market in Croatia, havingalready obtained zoning for the first phase of its development comprising themarina, hotel, club house, retail village, beach club and some residential showvillas. Zoning for the remaining residential component (villas and apartments)is expected during 2007. Final permits for the entire project are expectedwithin 18 months and construction is set to begin during the second half of2008. Dolphin is already in advanced negotiations with leading operators anddesigners for the development and operation of the resort. Dolphin has acquired a 90% shareholding in the project company for a conditionalconsideration of up to €21.8 million (net of a current bank loan of €9.2million) paid in stages, subject to specific permit milestones and residentialreal estate sales having been achieved. An additional amount of €13.2 millionhas been committed to repay existing shareholder loans, acquire additionalcontiguous land and fund the permitting and early development phases of theproject. Rebranded Hotels Rebranded Hotels represents a newly-created investment platform set up toacquire, re-develop and re-brand existing sea-front dilapidated hotels in Greeceinto trendy condominium hotels where most of the suites will be offered eitherfor sale or for long-term lease. The platform seeks to take advantage of favourable upcoming legislation aimed atencouraging the restoration and renovation of old hotels that are notoperational. Old hotel properties offer a large amount of buildable space on thebeach which would be impossible to replicate today. More specifically, buildingcoefficients in effect at the time of their construction were significantlyhigher than the permissible allocation today. The platform complements the residential real estate offering of the Company'scurrent projects by appealing to a large number of vacationers who prefer condosuites for short term accommodation instead of houses in large-scale integratedresorts. Condo hotels are the newest trend in vacation home ownership, which hasseen increasing growth over the recent years in other more mature markets. Rebranded Hotels has completed the first in a series of acquisitions in aproperty formerly known as Yiouli Hotel, by taking an 80% stake in the propertyfor a consideration of €3 million to be paid in stages. Built in 1970 on an8,211 m2 site, the now non-operational 163-room hotel is situated on one of thesandiest beaches of Porto Heli in the region of Argolida. Its close proximity toDolphin's existing residential resort developments in Argolida, namely KiladaHills Golf Resort and Seascape Hills Resort, will allow interested buyers toenjoy the leisure facilities that these resorts have to offer. Looking Ahead As Dolphin's acquisition and development program continues, the prospects forsignificant capital appreciation are strong. The Investment Manager's experienceand network in the targeted markets is being enhanced at all levels of thesourcing and execution process, allowing us to become more effective in everynew deal we undertake. We are therefore confident that we will continue toexperience high NAV growth throughout 2007. Significant NAV growth is believed to have already been achieved post year-enddue to the following factors that are not accounted for in the 2006 figures: • The investments in Livka Bay Resort and Rebranded Hotels. • The additional land acquired in Sitia Bay Golf Resort and KiladaHills Golf Resort. • The increase in the shareholding of Scorpio Bay Resort from 51% to100%. • Initial permit approvals received for Lavender Bay Golf Resort. Our goals for 2007 are to: • commit the remaining funds in an already existing strong pipeline; • further establish the Company's position in Croatia and Cyprus; • progress the development of existing projects; • extend the network of strategic partners (developers, architects,operators, marketers, debt capital providers); • consider realisation opportunities; • continue to build a solid investment pipeline and increase the sizeof future transactions; • cautiously continue to investigate Turkey while exploring otherregional markets with significant land price appreciation potential such asSicily and Montenegro; • continue to grow the Company's NAV both from existing and newprojects; and • further develop our position as the leading investor in theresidential resort sector in south-east Europe. We believe that all the above goals are well within our reach in what promisesto be a busy 2007. Miltos Kambourides Pierre CharalambidesManaging Partner PartnerDolphin Capital Partners Dolphin Capital Partners Finance Director's Report In its first full year of trading, Dolphin has recorded strong financialresults. The Company's rapid pace of investment activity in 2006 has seencommitments of €201 million out of a total of €399 million of net equity raisedas of 31 December 2006, namely the €109 million (including the initial €5m ofseed capital and less €3.4 million of placing costs) from Admission in December2005 and the additional €300 million (less €7.0 million of placing costs) in thesubsequent follow-on offering of October 2006. With executed investments in a total of seven projects as of 31 December 2006and six valued by Colliers, namely Kilada Hills Golf Resort, Scorpio Bay Resort, Apollo Heights Polo Resort,Lavender Bay Golf Resort, Sitia Bay Golf Resort and Seascape Hills Resort, Dolphin has witnessed an uplift in itsinvested capital over 2006 of €158 million, driven primarily by: • acquiring a portfolio of privately negotiated land sites in thetargeted region, following pre-contracts and several months of due diligence; • deferring payment of part of the price consideration by linking it topermit progress; • increasing when possible Dolphin's participation in project companiesin an effort to maximise the NAV uplift; and • achieving progress with the planning and permitting process ofprojects. The Company's first year-end NAV was calculated as of 31 December 2006 and theresults are summarised below. After taking into account the net proceeds of thesecondary fundraising at 93p, Dolphin's NAV per share stated before deferredincome tax liabilities stands at 110p (101p after deferred income taxliabilities), recording a 69% (55%) annual uplift over the Company's reportedNAV per share at Admission of 65p: ________________________________________________________________________________ NAV metric • £________________________________________________________________________________Total NAV after DITL (millions) 509 343 Total NAV before DITL (millions) 552 372 NAV/share after DITL 1.50 101p NAV/share before DITL 1.63 110p NAV/share before DITL and non-invested cash 2.04 137p________________________________________________________________________________ Using £/Euro exchange rate of 0.67333 as of 31 December 2006 DITL: Deferred Income Tax Liabilities It should also be noted that the reported deferred income tax liabilities of €43million is based on the current fair market value of the land acquired and isonly applicable to direct land or asset sales. These deferred income taxliabilities are not expected to become payable because, in the event of a landsale, this will be effected through the sale of the shares of the holding SPVsand not the land itself. As such, the Investment Manager considers the NAVbefore DITL to be a more representative figure. In accounting terms, the net profit for the year was €110 million, implyingEarnings Per Share equal to of €1.01. Based on the consolidated financial statements of the Company as of 31 December2006 prepared under IFRS, Dolphin's Total assets are €606 million (whichcomprise Investment Property, Property, plant & equipment and Current assets)and Total Liabilities are €65 million. The valuation of the Company's Investment property portfolio (freehold and longleasehold interests) at 31 December 2006 was undertaken by ColliersInternational. This valuation was performed on the basis of Market Value (pleasesee Appendix A for a more detailed description of the valuation methodologyused). The fair market value of these investments as of 31 December 2006,assuming a 100% ownership basis, has been valued by Colliers International at€298 million. After deducting Minority Interests of €32 million and adjustingfor other net liabilities of approximately €6 million, Dolphin's share of thatrepresents a valuation of €260 million versus an investment of €102 million.This represents an uplift of €158 million or a 2.5 times multiple over investedcapital. Current assets are €308 million (after deducting Trading properties of €19.9million which are included in Investment property). This figure includes a cashbalance of €293 million and €15 million of other receivables. Total liabilities are €65 million, of which €43 million refers to deferredincome tax liabilities (which, as already mentioned, is believed to be unlikelyto materialise as the exit of investments is expected to be realised by sellingthe shares of the holding SPVs and not the land itself), €8 million refers toInterest-bearing loans and Finance lease obligations and €14 million to otherpayables. Accordingly, the NAV of the Company as of 31 December 2006 before and afterdeferred income tax liabilities was €552 million and €509 million respectively. The consolidated financial statements have been audited by KPMG. Exercised Warrants As of 30 June 2006, the uplift in the value of Dolphin's investments from theProspective Investment Portfolio section of the Company's Admission documentpublished in December 2005 was €71.8 million, which resulted in the full awardof the Founding Shareholder Warrants and the issuing of 12.5 million new commonshares. The Founding Shareholder Warrants entitled Dolphin's FoundingShareholders to subscribe, at €0.01 per Common Share, for such number of CommonShares (capped at 12.5 million Common Shares) which when multiplied by theplacing price of 68 pence (€1.00) equals 50% of the difference between themarket value of the Company's legal interests in the Prospective InvestmentPortfolio (further defined in the Company's AIM Admission document) atacquisition and its cost of investment. 20% of the Founding Shareholder Warrantswere awarded to the Investment Manager. Over-Performance Warrants In conjunction with the secondary placing (the "Placing") in October 2006, theCompany granted the Investment Manager an additional over- performance incentivedesigned to reward the Investment Manager if the Company achieves exceptionalgrowth in its net asset value during the period from the date of the Placing to31 December 2007. The achievement of this additional incentive will bepredicated upon the Company's net asset value growth over this periodout-performing a hurdle rate of 30% (the "Over-Performance Hurdle"). In theevent of this over-performance, the Investment Manager will be granted the rightto subscribe (at par value of €0.01) for such number of further common shares asequals 10% of the value of the net asset value growth over the Over-PerformanceHurdle divided by the October 2006 placing price of €1.38. For any common sharessubscribed for pursuant to the exercise of the warrants, the Investment Managershall be subject to a lock-up for a period of 2 years from the date ofsubscription. Finance and Capital Structure The Company's loan to value ratio is currently low. Dolphin anticipates anincrease in the gearing of its projects as they start to enter the constructionphase. The Investment Manager will continue to review all options for leveringup the balance sheet, in an effort to optimise the Company's capital structureand enhance shareholder returns. Substantial Shareholdings________________________________________________________________________________ Number of PercentageName of holder ordinary shares of €0.01 held________________________________________________________________________________1 Lansdowne Partners 40,205,000 11.84% 2 Merrill Lynch BlackRock Investment Management 33,662,804 9.92% 3 Standard Life Investments 29,441,088 8.67% 4 Henderson Global Investors 29,374,500 8.65% 5 Goldman Sachs as market-maker 17,791,600 5.24% 6 Morgan Stanley Securities 16,600,000 4.89% 7 Capital Group 16,000,000 4.71% 8 Fortress Drawbridge Funds 12,385,000 3.65% 9 M & G Investment Management 10,175,000 3.00%________________________________________________________________________________ Panos KatsavosFinance DirectorDolphin Capital Partners Board of Directors Role Dolphin's Board of Directors (the "Board") is the Company's absolutedecision-making body approving and disapproving all investments proposed by theInvestment Manager. The Board is responsible for acquisitions and divestments,major capital expenditures and focuses upon the Company's long-term objectives,strategic direction and dividend policy. Composition The Board of the Company comprises five independent non-executive Directors andMiltos Kambourides. The biographical details of all the Directors are givenbelow. Andreas Papageorghiou (non-executive Chairman), aged 74, a practising lawyer andthe managing partner of A. N. Papageorghiou & Associates Law Offices in Nicosia,Cyprus. Mr. Papageorghiou was called to the English Bar in 1959 (Gray's Inn) andhe subsequently practised law from 1959 to 1963. From 1963 to 1978, Mr.Papageorghiou was internal legal adviser and subsequently senior manager ofLegal & Trustee Services of the Bank of Cyprus group of companies. From 1978 to1980, he was the Minister of Commerce & Industry of the Republic of Cyprus andfrom 1981 to 1993, he was the general manager of the Cyprus Housing FinanceCorporation. Nicholas Moy (non-executive Director), aged 69, the Group Chairman of GryphonEmerging Markets Ltd ("Gryphon"), an investment banking firm specialising in thecountries of the Mediterranean basin and the Middle East. Gryphon is active inrestructuring and refinancing companies requiring capital, as well asestablishing and operating private equity investment funds in the largeremerging market economies. Mr. Moy currently serves as chairman of the ArabBusiness Council in London, and is also a director or advisory board member of anumber of international funds and related companies. Mr. Moy was previouslyco-founder and deputy chairman of Granville Holdings Limited, a London basedinvestment bank and one of the pioneers of the private equity sector in the UK,Continental Europe and the Middle East. Cem Duna (non-executive Director), aged 60, the president of AB Consultancy andInvestment Services, a leading Turkish consultancy company. He is also the vicechairman of the board of Turkish Industrialists and Businessmen Association. Mr.Duna was previously Ambassador and Permanent Delegate of Turkey to the EuropeanUnion between 1991 and 1995. During this period, he led the negotiations for theformation of the Customs Union. Mr. Duna was also the Ambassador and PermanentDelegate of Turkey to the United Nations Offices in Geneva and the ChiefNegotiator in the GATT Uruguay Round Multilateral Trade negotiations. He alsospent three and half years as the late President Turgut Ozal's Foreign PolicyAdvisor between the years 1985 and 1988 when Mr. Ozal was the Prime Minister ofTurkey. Mr. Duna served at various diplomatic levels in capitals that includedCopenhagen, The Hague, Jeddah and London through his career in the ForeignMinistry. Antonios Achilleoudis (non-executive Director), aged 38, the co-founder andmanaging director of Axia Ventures Ltd and Axia Asset Management, a New Yorkbased alternative investment advisory firm. In this capacity, Mr. Achilleoudishas advised and consulted on the structuring of several hedge fund andalternative investment products and projects, including the formation of amulti-strategy hedge fund and the management of a long/short equity fund. From1993 to 2000, Mr. Achilleoudis was vice president of Investments at the PrivateClient Group of Gruntal & Co. LLC, an investment bank and member of the New YorkStock Exchange. In this capacity, he was managing the investment portfolios ofhigh net worth individuals and institutions with specialisation in hedge fundadvisory services and research. Roger Lane-Smith (non-executive Director), aged 62, a non-executive director ofa number of UK quoted companies including the chairmanship of JJB Sports plc.Until April 2005, Mr. Lane-Smith was executive chairman and senior partner ofDLA Piper Rudnick Group Cary LLP, a major Professional Services firm, whichunder his leadership grew through acquisition and geographical expansion toglobal revenues exceeding US$1.2 billion. Miltos Kambourides (non-independent Director), aged 34, the founder and managingpartner of Dolphin Capital Partners Limited. Prior to founding Dolphin CapitalPartners in 2004, Mr. Kambourides was a founding partner of Soros Real EstatePartners ("SREP"), a global real estate private equity business formed in 1999by George Soros. During Mr. Kambourides' tenure, the company raised a US$1billion fund and executed a number of complex real estate transactions inwestern Europe and Japan, including a significant investment in severalmaster-planned leisure-integrated residential community developments in Spain.While at SREP, Mr. Kambourides was the deal leader and a founder of Mapeley Ltd,which went on to become the second largest real estate outsourcing company inthe UK, now listed on LSE with a market capitalisation of £1.1 billion. Prior tojoining Soros, Mr. Kambourides spent two years at Goldman Sachs working on realestate private equity transactions in the UK, France and Spain. In 1998, hereceived a Goldman Sachs Global Innovation award for his work at Trillium, thelargest real estate outsourcing company in the UK, later sold to LandSecurities. Mr. Kambourides graduated from the Massachusetts Institute of Technology with aBS and MS in Mechanical Engineering and a BS in Mathematics. He has receivedseveral academic honours and participated twice in the International MathOlympiad (Beijing 1990, Moscow 1992) and once in the Balkan Math Olympiad (Sofia1990) where he received a bronze medal. Independent Auditor's Report To the Members of Dolphin Capital Investors Limited Report on the Consolidated Financial Statements We have audited the consolidated financial statements of Dolphin CapitalInvestors Limited (the "Company"), which comprise the consolidated balance sheetas at 31 December 2006, and the consolidated income statement, consolidatedstatement of changes in equity and consolidated cash flow statement for theperiod from 7 June 2005 to 31 December 2006, and a summary of significantaccounting policies and other explanatory notes. Board of Directors' Responsibility for the Financial Statements The Company's Board of Directors is responsible for the preparation and fairpresentation of these consolidated financial statements in accordance withInternational Financial Reporting Standards as adopted by the European Union(EU) and International Financial Reporting Standards as issued by theInternational Accounting Standards Board (IASB). This responsibility includes:designing, implementing and maintaining internal control relevant to thepreparation and fair presentation of financial statements that are free frommaterial misstatement, whether due to fraud or error; selecting and applyingappropriate accounting policies; and making accounting estimates that arereasonable in the circumstances. Auditor's Responsibility Our responsibility is to express an opinion on these consolidated financialstatements based on our audit. This report is made solely to the Company'smembers, as a body. Our audit work has been undertaken so that we might state tothe Company's members those matters we are required to state to them in anauditor's report and for no other purpose. To the fullest extent permitted bylaw, we do not accept or assume responsibility to anyone other than the Companyand the Company's members as a body, for our audit work, for this report, or forthe opinions we have formed. We conducted our audit in accordance withInternational Standards on Auditing. Those Standards require that we comply withethical requirements and plan and perform the audit to obtain reasonableassurance whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements. The procedures selecteddepend on the auditor's judgment, including the assessment of the risks ofmaterial misstatement of the financial statements, whether due to fraud orerror. In making those risk assessments, the auditor considers internal controlrelevant to the entity's preparation and fair presentation of the financialstatements in order to design audit procedures that are appropriate in thecircumstances, but not for the purpose of expressing an opinion on theeffectiveness of the entity's internal control. An audit also includesevaluating the appropriateness of accounting policies used and thereasonableness of accounting estimates made by the Board of Directors, as wellas evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion. Opinion In our opinion, the consolidated financial statements give a true and fair viewof the consolidated financial position of Dolphin Capital Investors Limited asof 31 December 2006, and of its consolidated financial performance and itsconsolidated cash flows for the period from 7 June 2005 to 31 December 2006 inaccordance with International Financial Reporting Standards as adopted by the EUand International Financial Reporting Standards as issued by the IASB. KPMGChartered Accountants9 March 2007Nicosia, Cyprus Consolidated Income StatementFor the period from 7 June 2005 to 31 December 2006________________________________________________________________________________ From 7 June 2005 to 31 December 2006 Note •'000________________________________________________________________________________Gain on disposal of investment 27 7,955Valuation gains on investment property 12 44,516Total operating profits 52,471________________________________________________________________________________Investment manager fees 10.2 (3,816)Professional fees 11 (1,909)Other expenses (2,586)Administrative expenses (8,311)Net operating profit before net financial income 44,160________________________________________________________________________________Financial income 8 4,058Financial expense 8 (377)Net financial income 8 3,681Excess of fair value over cost arising on acquisitions 26 78,179________________________________________________________________________________Profit before taxation 126,020Taxation 24 (10,525)Profit for the period 115,495________________________________________________________________________________Attributable to:Equity holders of the Company 110,324Minority interest 5,171________________________________________________________________________________Profit for the period 115,495Basic earnings per share (•) 20 1.01 Consolidated Balance SheetAs at 31 December 2006________________________________________________________________________________ 2006 Note •'000________________________________________________________________________________AssetsInvestment property 12 278,017Property, plant & equipment 13 165Total non-current assets 278,182________________________________________________________________________________Trading properties 14 19,900Loans receivable 15 6,500Receivables and prepayments 16 7,570Deferred tax assets 17 520Cash and cash equivalents 18 292,929Total current assets 327,419Total assets 605,601________________________________________________________________________________EquityShare capital 19 3,395Share premium 19 395,335 Retained earnings 110,324________________________________________________________________________________Total equity attributable to equity holders of the parent 509,054Minority interest 31,898Total equity 540,952________________________________________________________________________________LiabilitiesInterest-bearing loans 21 2,500Finance lease obligation 22 4,532Deferred tax liability 17 43,372Total non-current liabilities 50,404________________________________________________________________________________Interest - bearing loans 21 1,029Finance lease obligation 22 122Trade and other payables 23 12,951Tax payable 24 143________________________________________________________________________________Total current liabilities 14,245Total liabilities 64,649Total equity & liabilities 605,601Net asset value per share 9 1.50 Consolidated Statement of Changes in EquityFor the period from 7 June 2005 to 31 December 2006____________________________________________________________________________________________________________________ Share Share Retained Minority Total capital premium earnings Total interest equity •'000 •'000 •'000 •'000 •'000 •'000____________________________________________________________________________________________________________________ Balance at beginning of period 50 4,950 - 5,000 - 5,000Shares issued 3,345 400,791 - 404,136 - 404,136Placing costs - (10,406) - (10,406) - (10,406)Profit for the period - - 110,324 110,324 5,171 115,495Minority interest on acquisitions - - - - 26,727 26,727____________________________________________________________________________________________________________________ Balance at end of period 3,395 395,335 110,324 509,054 31,898 540,952____________________________________________________________________________________________________________________ Consolidated Cash Flow StatementFor the period from 7 June 2005 to 31 December 2006________________________________________________________________________________ From 7 June 2005 to 31 December 2006 Note •'000________________________________________________________________________________Operating activitiesProfit for the period 126,020Adjustments for: Excess of fair value over cost arising on acquisitions 26 (78,179) Gain on disposal of investment in subsidiary 27 (7,955) Gains on fair value adjustment of investment property 12 (44,516) Depreciation charge 13 3 Interest income 8 (4,058) Interest expense 8 290________________________________________________________________________________Operating loss before changes in working capital (8,395)Increase in receivables and prepayments (1,553)Increase in trade and other payables 12,949________________________________________________________________________________Cash generated from operations 3,001Interest paid (261)Interest received 2,801Cash flows from operating activities 5,541________________________________________________________________________________Investing activitiesAcquisition of subsidiaries net of cash acquired 26 (65,278)Loans receivable 15 (6,500)Acquisition of investment property 12 (57,011)Acquisition of property, plant and equipment 13 (53)Proceeds from disposal of investment in subsidiary 27 18,000Cash flows used in investing activities (110,842)________________________________________________________________________________Financing activitiesProceeds from the issue of share capital 19 409,136Payment of placing costs 19 (10,406)Repayment of interest-bearing loans 21 (500)Cash flows from financing activities 398,230________________________________________________________________________________Net increase in cash and cash equivalents 292,929Cash and cash equivalents at 7 June 2005 -________________________________________________________________________________Cash and cash equivalents at 31 December 2006 18 292,929________________________________________________________________________________ Notes to the Consolidated Financial Statements 1. General information Dolphin Capital Investors Limited (the "Company") was incorporated andregistered in the British Virgin Islands on 7 June 2005. The Company is a realestate investment company focused on early-stage, large scale leisure-integratedresidential resorts in Southeast Europe, and managed by Dolphin Capital PartnersLimited (the "Investment Manager"), an independent private equity managementfirm that specialises in real estate investments in Southeast Europe. The shares of the Company were admitted to trading on the AIM market of theLondon Stock Exchange ("AIM") on 8 December 2005. The consolidated financialstatements of the Company for the period from 7 June 2005 to 31 December 2006comprise the Company and its subsidiaries (together referred to as the "Group"). The consolidated financial statements were authorised for issue by the directorson 8 March 2007. 2. Statement of compliance The consolidated financial statements have been prepared in accordance withInternational Financial Reporting Standards (IFRSs) as adopted by the EuropeanUnion (EU) and IFRSs as issued by the International Accounting Standards Board(IASB). At 31 December 2006, the following International Financial Reporting Standards,amendments and interpretations had been issued by the IASB and adopted by theEuropean Commission, but have not been applied by the Company, because theirfirst time adoption falls in future periods. • IAS 1 (Amendment), Presentation of Financial Statements - CapitalDisclosures (effective for annual periods beginning on or after 1 January 2007).The standard will require increased disclosure in respect of the Company'scapital. The application of this amendment is not expected to have a materialeffect on the consolidated financial statements of the Company. • IFRS 7, Financial Instruments: Disclosures (effective for annualperiods beginning on or after 1 January 2007). IFRS 7 introduces new disclosuresto improve the information about financial instruments. It requires thedisclosures of qualitative and quantitative information about exposure to risksarising from financial instruments, including specified minimum disclosuresabout credit risk, liquidity risk and market risk, including sensitivityanalysis to market risk. It replaces IAS 30, Disclosures in the FinancialStatements of Banks and Similar Financial Institutions, and disclosurerequirements in IAS 32, Financial Instruments: Disclosure and Presentation. Itis applicable to all entities that report under IFRS. The application of thisstandard is not expected to have a material effect on the consolidated financialstatements of the Company. • IFRIC 7, Applying the Restatement Approach under IAS 29 FinancialReporting in Hyperinflationary Economies (effective for annual periods beginningon or after 1 March 2006). The interpretation contains guidance on how an entitywould restate its financial statements pursuant to IAS 29 in the first year itidentifies the existence of hyperinflation in the economy of its functionalcurrency. The application of this interpretation is not expected to have amaterial effect on the consolidated financial statements of the Company. • IFRIC 8, Scope of IFRS 2 (effective for annual periods beginning onor after 1 May 2006). The interpretation clarifies that the accounting standardIFRS 2 Share-based Payment applies to arrangements were an entity makesshare-based payments for apparently nil or inadequate consideration. Theapplication of this interpretation is not expected to have a material effect onthe consolidated financial statements of the Company. • IFRIC 9 Reassessment of embedded derivatives (effective for annualperiods beginning on or after 1 June 2006). The interpretation addresses issuesin relation to embedded derivatives. The application of this interpretation isnot expected to have a material effect on the consolidated financial statementsof the Company. At 31 December 2006, the following International Financial Reporting Standards,amendments and interpretations had been issued by the IASB but not yet beenadopted by the European Commission and the Company. The first time adoption ofthese standards falls in future periods. • IFRS 8, Operating Segments (effective for annual periods beginning onor after 1 January 2009). The standard sets out requirements for disclosure ofinformation about an entity's operating segments and also about the entity'sproducts and services, the geographical areas in which it operates and its majorcustomers. The application of this standard is not expected to have a materialeffect on the consolidated financial statements of the Company. • IFRIC 10 Interim Financial Reporting and Impairment (effective forannual periods beginning on or after 1 November 2006). The interpretationaddresses the interaction between the requirements of IAS 34 and the recognitionof impairment losses on goodwill in IAS 36 and certain financial assets in IAS39, and the effect of that interaction on subsequent interim and annualfinancial statements. The application of this standard is not expected to have amaterial effect on the consolidated financial statements of the Company. • IFRIC 11, Scope of IFRS 2 Group and Treasury Share Transactions(effective for annual period beginning on or after 1 March 2007). Theinterpretation addresses the following: (a) whether certain transactions shouldbe accounted for as equity-settled or as cash-settled under the requirement ofIFRS 2 and (b) issues concerning share-based payment arrangements that involvetwo or more entities within the same group. The application of thisinterpretation is not expected to have a material effect on the consolidatedfinancial statements of the Company. • IFRIC 12, Service Concession Arrangements (effective for annualperiods beginning on or after 1 January 2008). The interpretation sets outgeneral principles on recognising and measuring the obligations and relatedrights in service concession arrangements. The application of thisinterpretation is not expected to have a material effect on the consolidatedfinancial statements of the Company. 3. Basis of preparation The financial statements are presented in euro (•), rounded to the nearestthousand. They are prepared on the historical cost basis except for investmentproperty, which is stated at its fair value. The preparation of financial statements in conformity with IFRS requiresmanagement to make judgement, estimates and assumptions that affect theapplication of policies and the reported amounts of assets and liabilities,income and expenses. The estimates and associated assumptions are based onhistorical experience and various other factors that are believed to bereasonable under the circumstances, the results of which form the basis ofmaking the judgements about carrying values of assets and liabilities that arenot readily apparent from other sources. Actual results may differ from theseestimates. The estimates and underlying assumptions are reviewed on an ongoing basis.Revisions to accounting estimates are recognised in the period in which theestimate is revised if the revision affects only that period, or in the periodof the revision and future periods if the revision affects both current andfuture periods. 4. Significant subsidiaries The Company's most significant subsidiaries are the following: ________________________________________________________________________________ Country of ShareholdingName incorporation interest________________________________________________________________________________Scorpio Bay Holdings Limited Cyprus 51%Scorpio Bay Resorts S.A. Greece 51%Latirus Enterprises Limited Cyprus 80%Iktinos Techniki Touristiki S.A. Greece 75%XScape Limited Cyprus 95%Golfing Developments S.A. Greece 95%MindCompass Overseas Limited Cyprus 87%MindCompass Overseas S.A. Greece 87%Alasia Polo and Country Resort Limited Cyprus 100%DolphinCI Fourteen Limited Cyprus 100%Special Purpose Vehicle Fourteen S.A. Greece 99%________________________________________________________________________________ 5. Significant accounting policies The accounting policies set out below have been consistently applied to theresults, other gains and losses, assets, liabilities and cash flows of entitiesincluded in the consolidated financial statements. 5.1 Subsidiaries Subsidiaries are those entities, including special purpose entities, controlledby the Company. Control exists when the Company has the power, directly orindirectly, to govern the financial and operating policies of an entity so as toobtain benefits from its activities. In assessing control, potential votingrights that presently are exercisable are taken into account. The financialstatements of subsidiaries are included in the consolidated financial statementsfrom the date that control commences until the date that control ceases. 5.2 Transactions eliminated on consolidation Intra-group balances and any unrealised gains and losses arising fromintra-group transactions are eliminated in preparing the consolidated financialstatements. Unrealised gains arising from transactions with associates areeliminated to the extent of the Group's interest in the entity. Unrealisedlosses are eliminated in the same way as unrealised gains, but only to theextent that there is no evidence of impairment. 5.3 Excess of fair value over cost arising on acquisition of subsidiaries If the Company's interest in the net fair value of the identifiable assets,liabilities and contingent liabilities recognised exceeds the cost of a businesscombination, the Company reassesses the identification and measurement of theCompany's identifiable assets, liabilities and contingent liabilities and themeasurement of the cost of the combination, and recognises immediately in theconsolidated income statement any excess remaining after the reassessment. 5.4 Investment property Investment properties are those which are held either to earn rental income orfor capital appreciation or both. Investment properties are stated at fairvalue. An external, independent valuation company, having an appropriaterecognised professional qualification and recent experience in the location andcategory of property being valued, values the portfolio every six months. Thefair values are based on market values, being the estimated amount for which aproperty could be exchanged on the date of valuation between a willing buyer anda willing seller in an arm's length transaction after proper marketing whereinthe parties had each acted knowledgeably, prudently and without compulsion. The valuation analysis of properties is based on all the pertinent marketfactors that relate both to the real estate market and, more specifically, tothe subject properties. The valuation analysis of a property typically uses fourapproaches: the cost approach, the direct sales comparison approach, the incomeapproach and the residual value approach. The cost approach measures value byestimating the Replacement Cost New or the Reproduction Cost New of property andthen determining the deductions for accrued depreciation that should be made toreflect the age, condition and situation of the asset during its past andproposed future economic working life. The direct sales comparison approach isbased on the premise that persons in the marketplace buy by comparison. Itinvolves acquiring market sales/offerings data on properties similar to thesubject property. The prices of the comparables are then adjusted for anydissimilar characteristics as compared to the subject's characteristics. Oncethe sales prices are adjusted, they can be reconciled to estimate the marketvalue for the subject property. Based on the income approach, an estimate ismade of prospective economic benefits of ownership. These amounts are discountedand/or capitalised at appropriate rates of return in order to provide anindication of value. The residual value approach is used for the valuation ofthe land and depends on two basic factors: the location and the total value ofthe buildings developed on a site. Under this approach, the residual value ofthe land is calculated by subtracting from the estimated sales value of thecompleted development the development cost. Each of the above-mentioned techniques results in a separate valuationindication for the subject property. Then a reconciliation process is performedto weigh the merits and limiting conditions of each approach. Once this isaccomplished, a value conclusion is reached by placing primary weight on thetechnique, or techniques, that are considered to be the most reliable, given allfactors. Any gain or loss arising from a change in fair value is recognised in theconsolidated income statement. A property interest under an operating lease is classified and accounted for asan investment property on a property-by-property basis when the Group holds itto earn rentals or for capital appreciation or both. Any such property interestunder an operating lease classified as an investment property is carried at fairvalue. Lease payments are accounted for as described in accounting policy 5.7. 5.5 Property, plant and equipment Property, plant and equipment are stated at cost less accumulated depreciationand impairment losses. The cost of self-constructed assets includes the cost ofmaterials, direct labour, the initial estimate, where relevant, of the costs ofdismantling and removing the items and restoring the site on which they arelocated, and appropriate proportion of production overheads. Depreciation ischarged to the consolidated income statement on a straight-line basis over theestimated useful lives of items of property, plant and equipment. Freehold landis not depreciated. The annual rates of depreciation are as follows: ________________________________________________________________________________________________________________________________________________________________Furniture and fittings 10%Technological equipment 20-33 1/3%Motor vehicles 20%________________________________________________________________________________ The Group recognises in the carrying amount of an item of property, plant andequipment the cost of replacing part of such an item when that cost is incurredif it is probable that the future economic benefits embodied with the item willflow to the Group and the cost of the item can be measured reliably. All othercosts are recognised in profit or loss as incurred. 5.6 Trading properties Trading properties (inventory) are shown at the lower of cost and net realisablevalue. Net realisable value is the estimated selling price in the ordinarycourse of the business less the estimated costs of completion and the estimatedcosts necessary to make the sale. Cost of trading properties is determined on the basis of specific identificationof their individual costs and represents the fair value paid at the date thatthe land was acquired by the Group. 5.7 Leased assets Leases under the terms of which the Group assumes substantially all the risksand rewards of ownership are classified as finance leases. Property held under operating leases that would otherwise meet the definition ofinvestment property may be classified as investment property on aproperty-by-property basis. Such property is accounted for as if it were afinance lease and the fair value model is used for the asset recognised. Minimum lease payments on finance leases are apportioned between the financecharge and the reduction of the outstanding liability. The finance charge isallocated to each period during the lease term so as to produce a constantperiodic rate of interest on the remaining balance of the liability. 5.8 Loans, trade and other receivables Trade and other receivables are stated at their cost less impairment losses (seeaccounting policy 5.17). 5.9 Cash and cash equivalents Cash and cash equivalents comprise cash deposited with banks and bank overdraftsrepayable on demand. Cash equivalents are short-term, highly liquid investmentsthat are readily convertible to known amounts of cash and which are subject toan insignificant risk of changes in value. Bank overdrafts that are repayable ondemand and form an integral part of the Group's cash management are included asa component of cash and cash equivalents for the purpose of the statement ofcash flows. 5.10 Share capital and premium Share capital represents the issued amount of shares outstanding at their parvalue. Any excess amount of capital raised is included in share premium.External costs directly attributable to the issue of new shares, other than on abusiness combination, are shown as a deduction, net of tax, in share premiumfrom the proceeds. Share issue costs incurred directly in connection with abusiness combination are included in the cost of acquisition. 5.11 Dividends Dividends are recognised as a liability in the period in which they are declaredand approved and are subtracted directly from retained earnings. 5.12 Interest-bearing borrowings Interest-bearing borrowings are recognised initially at fair value, lessattributable transaction costs. Subsequent to initial recognition,interest-bearing borrowings are stated at amortised cost with any differencebetween cost and redemption value being recognised in the consolidated incomestatement over the period of the borrowings on an effective interest basis. 5.13 Trade and other payables Trade and other payables are stated at their cost. 5.14 Provisions A provision is recognised in the consolidated balance sheet when the Group has alegal or constructive obligation as a result of a past event, and it is probablethat an outflow of economic benefits will be required to settle the obligation.If the effect is material, provisions are determined by discounting the expectedfuture cash flows at a pre-tax rate that reflects current market assessments ofthe time value of money and, where appropriate, the risks specific to theliability. 5.15 Expenses Investment manager fees, audit and professional fees and other expenses areaccounted for on an accrual basis. Expenses are charged to the consolidatedincome statement, except for expenses incurred on the acquisition of aninvestment property, which are included within the cost of that investment.Expenses arising on the disposal of an investment property are deducted from thedisposal proceeds. 5.16 Net financing costs Net financing costs comprise interest payable on borrowings calculated using theeffective interest rate method net of interest capitalised, interest receivableon funds invested and foreign exchange gains and losses. Interest income isrecognised in the consolidated income statement as it accrues. The interestexpense component of finance lease payments is recognised in the consolidatedincome statement using the effective interest rate method. 5.17 Impairment The carrying amounts of the Group's assets, other than investment property (seeaccounting policy 5.4) and deferred tax assets (see accounting policy 5.19), arereviewed at each balance sheet date to determine whether there is any indicationof impairment. If any such indication exists, the assets' recoverable amount isestimated. The recoverable amount is the greater of the net selling price andvalue in use of an asset. In assessing value in use of an asset, the estimatedfuture cash flows are discounted to their present value using a pre-tax discountrate that reflects current market assessments of the time value of money and therisks specific to the asset. An impairment loss is recognised whenever the carrying amount of an asset or itscash-generating unit exceeds its recoverable amount. Impairment losses arerecognised in the consolidated income statement. Impairment losses recognised inrespect of cash generating units are allocated first to reduce the carryingamount of any goodwill allocated to cash generating units and then, to reducethe carrying amount of the other assets in the unit on a pro rata basis. 5.18. Foreign currency translation Transactions in foreign currencies are translated to euro at the spot foreignexchange rate ruling at the date of the transaction. Monetary assets andliabilities denominated in foreign currencies at the balance sheet date aretranslated to euro at the foreign exchange rate ruling at that date. Foreignexchange differences arising on translation are recognised in the consolidatedincome statement. 5.19 Income tax Income tax on the profit or loss for the year comprises current and deferredtax. Income tax is recognised in the consolidated income statement except to theextent that it relates to items recognised directly in equity, in which case itis recognised in equity. Current tax is the expected tax payable on the taxable income for the year,using tax rates enacted or substantially enacted at the balance sheet date, andany adjustment to tax payable in respect of previous years. Deferred tax is provided using the balance sheet liability method, providing fortemporary differences between the carrying amounts of assets and liabilities forfinancial reporting purposes and the amounts used for taxation purposes. Theamount of deferred tax provided is based on the expected manner of realisationor settlement of the carrying amount of assets and liabilities, using tax ratesenacted or substantially enacted at the balance sheet date. A deferred tax asset is recognised only to the extent that it is probable thatfuture taxable profits will be available against which the asset can beutilised. Deferred tax assets are reduced to the extent that it is no longerprobable that the related tax benefit will be realised. 5.20 Segment reporting A segment is a distinguishable component of the Group that is engaged either inproviding products or services (business segment), or in providing products orservices within a particular economic environment (geographical segment), whichis subject to risks and rewards that are different from those of other segments. 5.21 Earnings per share The Group presents basic and diluted (if applicable) earnings per share (EPS)data for its shares. Basic EPS is calculated by dividing the profit or lossattributable to shareholders of the Company by the weighted average number ofshares outstanding during the period. Diluted EPS is determined by adjusting theprofit or loss attributable to shareholders and the weighted average number ofshares outstanding for the effects of all dilutive potential shares. 5.22 Net asset value per share The Group presents net asset value per share by dividing the total equityattributable to equity holders of the Company by the number of sharesoutstanding as at the balance sheet date. 6. Property valuation and reporting policy The Directors have appointed Colliers International, an internationallyrecognised firm of surveyors to conduct a valuation of the Company's acquiredsites to determine their fair asset value as at 31 December 2006. Thesevaluations were prepared in accordance with generally accepted appraisalstandards, as set out by the American Society of Appraisers (the "ASA"), and inconformity with the Uniform Standards of Professional Appraisal Practice of theAppraisal Foundation and the Principles of Appraisal Practice and Code of Ethicsof the ASA and RICS (the "Royal Institute of Chartered Surveyors"). Furthermore,the valuations were conducted on an "as is condition" and on an open marketcomparative basis. Property valuations are prepared at the end of June and December of each year.The Company reserves the right to undertake quarterly valuations on selectedprojects where it seems necessary. 7. Segment reporting The Company has one business and geographical segment focusing on achievingcapital growth through investing in residential resort developments insouth-eastern Europe. 8. Net financial income________________________________________________________________________________ From 7 June 2005 to 31 December 2006 •'000________________________________________________________________________________Interest income 4,058Financial income 4,058________________________________________________________________________________Interest expense (290)Bank charges (87)Financial expense (377)Net financial income 3,681________________________________________________________________________________ 9. Net asset value per share The net asset value per share as at 31 December 2006 is €1.50 per common sharebased on 339,460 thousand common shares in issue as at that date. 10. Related party transactions 10.1 Directors of the Company Miltos Kambourides is the founder and managing partner of the InvestmentManager. The interests of the Directors, all of which are beneficial, in the issued sharecapital of the Company are as follows:________________________________________________________________________________ Shares '000________________________________________________________________________________Miltos Kambourides (indirect holding) 2,339Nicholas Moy 50Roger Lane-Smith 25Andreas Papageorghiou 5________________________________________________________________________________ Save as disclosed, none of the Directors had any interest during the period inany material contract for the provision of services which was significant to thebusiness of the Group. 10.2 Investment Manager fees Annual fees The Investment Manager is entitled to an annual management fee of 2% of theequity funds defined as follows: • €109 million; plus • the gross proceeds of further equity issues; plus • realised net profits less any amounts distributed to shareholders. In addition, the Company shall reimburse the Investment Manager for anyprofessional fees or other costs incurred on behalf of the Company at itsrequest for services or advice. Annual management fees paid during the periodfrom 7 June 2005 to 31 December 2006 amounted to €3,816 thousand. Performance fees The Investment Manager is entitled to a performance fee based on the netrealised cash profits made by the Company subject to the Company receiving the "Relevant Investment Amount" which is defined as an amount equal to: (i) the total cost of the investment; plus (ii) a hurdle amount equal to an annualised percentage return of 8%compounded for each year or fraction of a year during which such investment isheld (the "Hurdle"); plus (iii) a sum equal to the amount of any realised losses and/or write-downs inrespect of any other investment which has not already been taken into account indetermining the Investment Manager's entitlement to a performance fee. In the event that the Company has received distributions from an investmentequal to the Relevant Investment Amount any subsequent net realised cash profitsarising shall be distributed in the following order or priority: (i) first, 60% to the Investment Manager and 40% to the Company until theInvestment Manager shall have received an amount equal to 20% of such profits;and (ii) second, 80% to the Company and 20% to the Investment Manager, such that the Investment Manager shall receive a total performance feeequivalent to 20% of the net realised cash profits. The performance fee payment is subject to the following escrow and clawbackprovisions. Escrow The escrow arrangements for the payment of performance fees payable to theInvestment Manager have been amended to take into account the proceeds of theAIM secondary placement. The following table compares the escrow arrangements atthe time of Admission, and following the completion of the AIM secondaryplacement. The key change relates to the final release of performance fees fromthe escrow account to the Investment Manager which will only occur once theCompany has distributed to shareholders the €109 million equity funds raisedplus the proceeds of the AIM secondary placement (all at an 8% compound return).This amendment further aligns the Investment Manager with shareholders byfocusing the Investment Manager on maximising shareholder returns and returningthe initially invested capital back to shareholders, once realised. ________________________________________________________________________________________________________________________Escrow At Admission Amended terms________________________________________________________________________________________________________________________Up to €109 million returned 50% of overall performance fee held in escrow 50% of overall performance fee held in escrowAbove €109 million returned 25% of overall performance fee held in escrow 25% of overall performance fee held in escrowAbove €109 million plus All performance fees released from escrow 25% of any performance fee earned8% hurdle returned held in escrow€109 million plus new equity funds returned plus 8% hurdle N/A All performance fees released from escrow________________________________________________________________________________________________________________________ Clawback If on the earlier of (i) disposal of the Company's interest in a relevantinvestment or (ii) 1 August 2015, the proceeds realised from that investment areless than the Relevant Investment Amount, the Investment Manager shall pay tothe Company an amount equivalent to the difference between the proceeds realisedand the Relevant Investment Amount. The payment of the clawback is subject tothe maximum amount payable by the Investment Manager not exceeding the aggregateperformance fees (net of tax) previously received by the Investment Manager inrelation to other investments. Performance fees paid or accrued during the period from 7 June 2005 to 31December 2006 amounted to •nil. 10.3 Directors' remuneration From admission of the Company to trading on AIM each director is paid €15thousand p.a., except for Mr. Roger Lane-Smith who is paid €45 thousand p.a. andMessrs Achilleoudis and Kambourides who have waived their fees. Total fees andexpenses paid to the Directors for the period from 7 June 2005 to 31 December2006 were as follows: ________________________________________________________________________________ •'000________________________________________________________________________________Andreas Papageorghiou 20.5Cem Duna 20.5Nicholas Moy 20.5Roger Lane-Smith 13.1________________________________________________________________________________Total 74.6________________________________________________________________________________ 10.4 Shareholder and development agreements Shareholder agreements Dolphinci Three Limited, a subsidiary of the Group, has signed a shareholderagreement with the minority shareholder of Kilada Hills. Under its currentterms, the shareholding of the parties is diluted at any capital increase incase it fails to participate at a valuation equal to €60 million, plus anyfurther cash invested into the project. Dolphinci Nine Limited, a subsidiary of the Group, has signed a shareholderagreement with the minority shareholder of Lavender Bay. Under its currentterms, the shareholding of the parties is diluted at any capital increase incase it fails to participate at a valuation equal to €1.3 million, plus anyadditional equity invested into the project. Development agreements MindCompass Overseas Ltd, a subsidiary of the Group, has signed a DevelopmentManagement agreement with companies owned by or related to the minorityshareholder of Kilada Hills under the terms of which these companies undertaketo assist MindCompass Overseas Ltd to obtain all permits required to enable thedevelopment of the project and coordinate advisors, consultants and operatorsduring the pre-development and construction phases. The development managerreceives an annual fee plus an incentive and success fee. XScape Ltd, a subsidiary of the Group, has signed a Development Managementagreement with the companies owned by or related to the minority shareholder ofLavender Bay under the terms of which these companies undertake to assist XScapeLtd to obtain all permits required to enable the development of the project andcoordinate advisors, consultants and operators during the pre-development andconstruction phases. The development manager receives an annual fee plus anincentive and success fee. 10.5 Other related parties During the period, the Group incurred the following related party transactionswith the following entities, which are owned by the minority shareholder ofXScape Ltd (Lavender project) and MindCompass Overseas Ltd (Kilada project). ______________________________________________________________________________________________________________________Related Party • '000 Nature of transaction______________________________________________________________________________________________________________________Roots Development S.A. 167 Project management services in relation to the Kilada Hills projectRoots Development S.A. 67 Project management services in relation to the Seascape Hills projectRoots Development S.A. 208 Project management services in relation to the Lavender Bay projectErgotex Parks Limited 777 Project management services in relation to the Kilada Hills projectErgotex Parks Limited 371 Project management services in relation to the Seascape Hills project______________________________________________________________________________________________________________________ The above transactions are based on written agreements that were entered into onan arm's length basis. 11. Professional fees ________________________________________________________________________________ From 7 June 2005 to 31 December 2006 •'000________________________________________________________________________________Project management fees 1590Legal fees 45Audit fees 137Accounting fees 67Other professional fees 70Total 1,909________________________________________________________________________________ 12. Investment property________________________________________________________________________________ Leasehold Freehold land land Total •'000 •'000 •'000________________________________________________________________________________At beginning of period - - -Additions through: direct acquisitions 554 57,011 57,565 acquisition of subsidiary companies (see note 26) 4,100 171,836 175,936________________________________________________________________________________ 4,654 228,847 233,501Fair value adjustment 26,247 18,269 44,516________________________________________________________________________________At end of period 30,901 247,116 278,017________________________________________________________________________________ 13. Property, plant and equipment ________________________________________________________________________________ Equipment Motor vehicles Total •'000 •'000 •'000________________________________________________________________________________Cost at beginning of period - - -Additions through:Direct acquisition of equipment 53 - 53Acquisition of subsidiary companies 212 3 215Cost at end of period 265 3 268________________________________________________________________________________Depreciation at beginning of period - - -Additions through:Acquisition of subsidiary companies 100 - 100Charge for the period 3 - 3Depreciation at end of period 103 - 103________________________________________________________________________________Carrying amount 162 3 165________________________________________________________________________________ 14. Trading properties________________________________________________________________________________ 31 December 2006 •'000________________________________________________________________________________At beginning of period -Additions through acquisition of subsidiaries (see note 26) 19,900At end of period 19,900________________________________________________________________________________ 15. Loans receivable The Company entered into a loan agreement with Egnatia Anonimi AsfalistikiEtaireia ("Egnatia") on 30 June 2006 regarding Scorpio Bay Resort to provideEgnatia with a €6.5 million loan at an 8% interest cost for a maximum period ofone year. The loan is secured against Egnatia's 49% shareholding of Scorpio BayHoldings Ltd and, in the event that it is not repaid within 12 months, theCompany has the right to obtain 100% of Scorpio Bay Holdings Ltd. As of 31December 2006, no interest has been accrued on the loan because Egnatia hasentered into liquidation proceedings and was unable to repay the loan. As aresult, the Group activated the security provisions of the loan agreement on 22February 2007 and acquired Egnatia's 49% shareholding interest in Scorpio BayHoldings Ltd (see also note 29). 16. Receivables and prepayments ________________________________________________________________________________ 31 December 2006 •'000________________________________________________________________________________Accrued interest receivable 1,257Pre-contract advances for land acquisitions 1,951Investment manager fee prepayments 2,045Other receivables and prepayments 2,317________________________________________________________________________________Total 7,570________________________________________________________________________________ 17. Deferred tax assets and liabilities________________________________________________________________________________ Deferred Deferred tax asset tax liability •'000 •'000________________________________________________________________________________Balance 7 June 2005 - -From acquisition of subsidiaries (see note 26) 491 (32,828)(Charge)/Credit in the income statement 29 (10,544)________________________________________________________________________________Balance as at 31 December 2006 520 (43,372)________________________________________________________________________________ Deferred tax assets and liabilities are attributable to the following: ________________________________________________________________________________ Deferred Deferred tax asset tax liability •'000 •'000________________________________________________________________________________Revaluation of investment property - (42,219)Revaluation of trading property (on acquisition of subsidiary) - (1,153)Tax losses 520 -________________________________________________________________________________Total 520 (43,372)________________________________________________________________________________ The deferred tax provision for the Cyprus subsidiaries is based on the capitalgains tax rate, which is 20%. The deferred tax provision for the Greeksubsidiaries is based on a 25% tax rate, which is the rate applicable for theyear 2007 and thereafter. 18. Cash and cash equivalents________________________________________________________________________________ 31 December 2006 •'000________________________________________________________________________________Bank balances 53,193One-month fixed deposits 14,927Two-month fixed deposits 61,149Three-month fixed deposits 163,660________________________________________________________________________________Cash and cash equivalents in the statement of cash flows 292,929________________________________________________________________________________ The average interest rate on the above bank balances for the period from 7 June2005 to 31 December 2006 was 3.21%. 19. Share capital and premium Authorised share capital________________________________________________________________________________ Number 31 December of shares 2006 '000 •'000________________________________________________________________________________Common shares of €0.01 each 500,000 5,000________________________________________________________________________________ Movement in share capital and premium________________________________________________________________________________ Number Share Share of shares capital premium '000 •'000 •'000________________________________________________________________________________Shares issued on 7 June 2005 5,000 50 4,950Shares issued from AIM primary placement on 8 December 2005 104,000 1,040 102,960Placement costs on AIM primary placement - - (3,411) Shares issued from exercise of warrants on 9 October 2006 12,500 125 -Shares issued from AIM secondary placement on 9 October 2006 217,960 2,180 297,831Placement costs on AIM secondary placement - - (6,995)________________________________________________________________________________Total 339,460 3,395 395,335________________________________________________________________________________ Warrants The Founding Shareholder Warrants entitled the Founding Shareholders tosubscribe, at par value per common share of €0.01, for such number of commonshares (capped at 12.5 million common shares) which when multiplied by theplacing price of 68p (€1.00) equals 50% of the difference between the marketvalue of the Company's legal interests in the Prospective Investment Portfolioand its cost of investment. The valuation of the Company's legal interests inthe Prospective Investment Portfolio was carried out by the Company's propertyvaluer, Colliers International S.A. as at 30 June 2006. All of the FoundingShareholder Warrants were exercised in September 2006 and were all admitted totrading on AIM on 9 October 2006. In conjunction with the secondary placing on 9 October 2006 (the "Placing"), theInvestment Manager was granted an additional over-performance incentive designedto reward the Investment Manager if the Company achieves exceptional growth inits net asset value during the period from the date of the Placing to 31December 2007. The achievement of this additional incentive is predicated uponthe Company's net asset value growth over this period out-performing a hurdlerate of 30% (the 'Over-Performance Hurdle'). In the event of this overperformance, the Investment Manager will be granted the right to subscribe (atpar value of €0.01) for such number of further common shares as equals 10% ofthe value of the net asset value growth over the Over-Performance Hurdle dividedby the Placing price of £0.93 (€1.38). The Investment Manager has agreed thatany common shares subscribed for pursuant to the Warrant Proposal will besubject to a lock-up requirement for a period of 2 years from the date ofsubscription. 20. Earnings per share Basic earnings per share Basic earnings per share is calculated by dividing the profit attributable toequity holders of the Company by the weighted average number of common shares inissue during the period from 7 June 2005 to 31 December 2006. ____________________________________________________________________________________________________________________ 31 December 2006____________________________________________________________________________________________________________________ Profit attributable to equity holders of the Company (in thousands of euro) 110,324Number of weighted average common shares in issue (in thousands of shares) 109,096____________________________________________________________________________________________________________________ Basic earnings per share (• per share) 1.01____________________________________________________________________________________________________________________ Weighted average number of common shares____________________________________________________________________________________________________________________ 31 December 2006 '000 ____________________________________________________________________________________________________________________Issued common shares on 7 June 2005 5,000Effect of shares issued on 8 December 2005 70,546Effect of warrants exercised on 9 October 2006 1,923Effect of shares issued on 9 October 2006 31,627____________________________________________________________________________________________________________________Weighted average number of common shares as at 31 December 2006 109,096____________________________________________________________________________________________________________________ Diluted earnings per share As at 31 December 2006, the diluted earnings per share are the same as the basicearnings per share because the warrants that were granted in October 2006 (seenote 19) were not exercisable. 21. Interest-bearing loans________________________________________________________________________________ Short-term Long-term Total •'000 •'000 •'000________________________________________________________________________________Loans 1,000 2,500 3,500Accrued interest 29 - 29________________________________________________________________________________Total 1,029 2,500 3,529________________________________________________________________________________ The Group has obtained a loan of €4 million from EFG Eurobank Ergasias inAthens. The loan bears interest at Euribor plus 2.20% and it is repayable insixteen equal quarterly instalments, commencing 27 months from the date theinitial funds were disbursed to the Group. For more information about theGroup's exposure to interest rate and currency risk, see note 25. 22. Finance lease obligations________________________________________________________________________________ Minimum lease Principal Interest payments •'000 •'000 •'000________________________________________________________________________________Less than one year 122 6 128Between one and five years 466 21 487More than five years 4,066 90 4,156________________________________________________________________________________Total 4,654 117 4,771________________________________________________________________________________ 23. Trade and other payables________________________________________________________________________________ 31 December 2006 •'000________________________________________________________________________________Trade payables 11,040Other payables and accrued expenses 1,911________________________________________________________________________________Total 12,951________________________________________________________________________________ 24. Taxation________________________________________________________________________________ From 7 June 2005 to 31 December 2006 •'000________________________________________________________________________________Deferred tax income (29)Deferred tax expense 10,544Defence tax 10________________________________________________________________________________Total 10,525________________________________________________________________________________ Reconciliation of taxation based on taxable income and taxation based on Group'saccounting profit: ________________________________________________________________________________ From 7 June 2005 to 31 December 2006 •'000________________________________________________________________________________Taxation using the Company's domestic tax rate -Recognised tax losses (29)Effect of investment property valuations 10,544Other 10________________________________________________________________________________Taxation per consolidated income statement 10,525________________________________________________________________________________ The tax payable amount of €143 thousand represents income tax payable in Greece. The profits of the Cypriot companies of the Group are subject to a corporationtax rate of 10% on their total taxable profits. Losses of Cypriot companies arecarried forward to reduce future profits without limits and without beingsubject to any tax rate. In addition, the Cypriot companies of the Group aresubject to a special contribution of 10% on their interest income and a 3%special contribution on rental income. In Greece, the corporation tax rate as at31 December 2006 is 29%. Tax losses of Greek companies are carried forward toreduce future profits for a period of five years. As a company incorporated under the BVI International Business Companies Act(Cap. 291), the Company is exempt from taxes on profit, income or dividends.Each company incorporated in BVI is required to pay an annual government feewhich is determined by reference to the amount of the Company's authorised sharecapital. 25. Financial instruments The Group's activities expose it to a variety of financial risks: market pricerisk, credit risk, liquidity risk and interest rate risk. Market price risk The Group is exposed to property price and market rental risks. Credit risk Credit risk is monitored on an ongoing basis. At the balance sheet date therewere no significant concentrations of credit risk. The maximum exposure tocredit risk is represented by the carrying amount of each financial asset in thebalance sheet. Management does not expect any counterparty to fail to meet itsobligations. Liquidity risk The Company maintains sufficient cash balances for working capital requirements. Interest rate risk The Company is exposed to risks associated with the effects of fluctuations inprevailing market interest rates on its cash balances and long-term borrowings.Cash is invested at short-term market interest rates. Foreign currency risk The Group is exposed to foreign currency risk on monetary assets and liabilitiesheld in currencies other than the euro. The Group ensures that the net exposureis kept to an acceptable level. The currency giving rise to this risk isprimarily Pounds Sterling. Fair value Fair value represents the amount for which an asset could be exchanged or aliability repaid on an arm's length basis. The current and long-term financialassets and liabilities of the Group are included at values which approximatetheir fair values. 26. Business combinations As of 31 December 2006, the Group acquired ownership interest in the followingentities: Acquisitions of Minority Interests Additional acquisition in Alasia Alasia Polo Polo Additional and Mind and acquisition Country Compass Latirus Country in Resort Overseas XScape Enterprises Resort XScape Total Limited Limited Limited Limited Total Limited Limited acquisitions • '000 • '000 • '000 • '000 • '000 • '000 • '000 • '000 (a) (b) (c) (d) (e) (f)______________________________________________________________________________________________________________________Investment property 63,307 76,238 4,100 32,291 175,936 - - 175,936Property, plant and equipment 36 4 12 63 115 - - 115Trading properties - 19,900 - - 19,900 - - 19,900Deferred tax asset - 399 86 6 491 - - 491Cash and cash equivalents 355 8,534 - 109 8,998 - - 8,998Deferred tax liability (12,573) (11,493) (1,515) (7,247) (32,828) - - (32,828)Interest-bearing loans - (4,000) - - (4,000) - - (4,000)Finance lease obligation - - (4,100) - (4,100) - - (4,100)Net current assets/(liabilities) 247 2,617 1,780 (17) 4,627 - - 4,627______________________________________________________________________________________________________________________Net assets 51,372 92,199 363 25,205 169,139 - - 169,139Minority interest (21,053) (12,450) (54) (6,301) (39,858) 21,053 2,121 (16,684)______________________________________________________________________________________________________________________Net assets acquired 30,319 79,749 309 18,904 129,281 21,053 2,121 152,455Purchase consideration (12,674) (45,233) (72) (10,724) (68,703) (4,000) (1,573) (74,276)______________________________________________________________________________________________________________________Excess of fair value over costarising on acquisitions 17,645 34,516 237 8,180 60,578 17,053 548 78,179______________________________________________________________________________________________________________________ Analysis of net cash flow andcash equivalents:Purchase consideration (12,674) (45,233) (72) (10,724) (68,703) (4,000) (1,573) (74,276)Cash and cash equivalents ofacquired companies 355 8,534 - 109 8,998 - - 8,998______________________________________________________________________________________________________________________Cash outflow on acquisitions (12,319) (36,699) (72) (10,615) (59,705) (4,000) (1,573) (65,278)______________________________________________________________________________________________________________________ (a) Alasia Polo and Country Resort Limited The Group acquired 59.02% of Alasia Polo and Country Resort Limited, holdingcompany of a development of a polo-integrated residential community nearLimassol, Cyprus. (b) MindCompass Overseas Limited During the period the Group acquired 85.3% of MindCompass Overseas Limited,holding company of a development of a golf-integrated resort at Kilada,Pelloponissos, Greece. As a result of the Group's additional cash invested into the Killada Hillsproject and in accordance with the shareholder agreement mentioned on note 10.4,the minority shareholder's ownership interest in MindCompass Overseas Limitedwas diluted by 1.6% and the Group's shareholding was increased to 86.9%. (c) XScape Limited During the period the Group acquired 85% of XScape Limited, a development of agolf integrated residential resort nearVolos, Greece. (d) Latirus Enterprises Limited The Group acquired 79.656% of Latirus Enterprises Limited, the Cypriot companythat owns 94.16% of Iktinos Techniki Touristiki S.A., the Greek company thatowns the Sitia Bay Golf Resort project in the island of Crete, Greece. (e) Alasia Polo and Country Resort Limited The Group acquired the remaining 40.98% of Alasia Polo and Country ResortLimited for the amount of €4.0 million. (f) XScape Limited As a result of the Group's additional cash invested into the Lavender Bay GolfResort project and in accordance with the shareholder agreement mentioned onnote 10.4, the minority shareholder's ownership interest in XScape Limited wasdiluted by 10.4% and the Group's shareholding was increased to 95.4%. 27. Disposal of shares of subsidiary During the period, the Group sold a 49% shareholding in Scorpio Bay HoldingsLimited for a total consideration of €18 million. The original purchaseconsideration for acquiring all of the issued share capital of Scorpio BayHoldings Limited was €20.5 million. This gave rise to a realised gain to theGroup of €8 million and a minority interest of €10 million. 28. Commitments On 31 December 2006, the Group had commitments on the following projects: ________________________________________________________________________________ Remaining Investment commitments as at as at 31 December 31 December Commitment 2006 2006 Country •'000,000 •'000,000 •'000,000________________________________________________________________________________Kilada Hills Greece 65.0 47.0 18.0Scorpio Bay Greece 9.6 9.6 0.0Apollo Heights Cyprus 21.4 16.4 5.0Amanmila Greece 5.0 0.1 4.9Lavender Bay Greece 46.0 6.4 39.6Sitia Bay Greece 24.0 10.6 13.4Seascape Hills Greece 30.0 12.0 18.0________________________________________________________________________________Total 201.0 102.1 98.9________________________________________________________________________________ 29. Post balance sheet events The Group had the following post balance sheet events: • The Group has signed an agreement to acquire a 90% shareholding inLivka Bay Resort, situated on the island of Solta, Croatia. Livka Bay Resort isintended to become one of the first exclusive residential resorts on theDalmatian coast with a luxury hotel, a 160-berth marina and other supportingrecreational, sports and retail facilities. The Group is committing a total of€35 million to acquire a 90% shareholding interest in the project company andfund the resorts initial development expenses. The remaining shares are owned byVirtus Investments BV, a developer of high-end resorts. • Le Monde Asfalistiki S.A. and Egnatia, the two minority shareholdersof Scorpio Bay Holdings Ltd, have entered into liquidation proceedings, and, asa result, the €6.5 million loan that Egnatia received from the Group hasremained unpaid. The Group has activated the security provisions of the loanagreement and acquired their shareholding interest of 49% on Scorpio BayHoldings Ltd. As at 22 February 2007, the Group owns 100% of Scorpio BayHoldings Ltd. • On 14 February 2007, the Group entered into an agreement to acquirefrom Mr. George Vernikos, a Greek citizen, the 80% of the share capital of theGreek company, Portoheli Hotel and Marina S.A., the owner of Yiouli Hotel atPorto Heli, for the amount of €2.7 million. Mr. George Vernikos is thefather-in-law of Mr. Miltos Kambourides, a non-executive and non-independentdirector of the Company. Mr. Kambourides has abstained from voting in theInvestment Committee meeting where the final decision to acquire the abovecompany was taken. • On 16 February 2007, as part of the Kilada Hills Golf Resortexpansion, the Group acquired Sunset Hotel, including over 8,000 square metersof land, from Mr. Ioannis Roussis, a Greek citizen, for the amount of €4.3million. Sunset Hotel is located in Argolida, Greece. Appendix AValuation Certificate Board of Dolphin Capital InvestorsDolphin Capital PartnersVanterpool PlazaWickams Cay 1Road TownTortolaBritish Virgin Islands Re: Certificate of Value as of 31 December 2006 Athens, 30 January 2007 Dear Sirs: In accordance with the terms of our appointment as independent appraisers, wehave conducted a valuation of the real estate assets, including land andbuildings (the "Assets") belonging to Dolphin Capital Investors Limited (AIM:DCI.L) and certain subsidiaries (the "Company" or "DCI") in Greece and Cyprus.Colliers International Hellas has been instructed by the Company, to offer anopinion of the "Fair Market Value" of the real estate assets owned by theCompany in Greece and in Cyprus, namely Kilada Hills Golf Resort, Scorpio BayResort, Apollo Heights Polo Resort, Lavender Bay Golf Resort, Sitia Bay GolfResort and Seascape Hills Resort. The properties are held for investment and in some instances held fordevelopment or are in the course of development. The purpose of our valuation analysis was to assist Dolphin Capital InvestorsLimited in establishing the fair market value of the real estate assets. The value estimates apply as of 31 December 2006 and are subject to theAssumptions and Limiting Conditions contained in our valuation report that wasaddressed to the management of DCI. In the process of preparing this appraisalwe: • Inspected all the subject properties; • Relied on information provided by the Company as well as on aprevious valuation reports; • Conducted market research into sales and rental rates for comparableproperties; and • Examined market conditions and analysed their potential effect on theproperties. The function of the valuation is to provide information to the management of DCIregarding the market value of the subject properties for Balance Sheet Reportingand inclusion in the Company's Annual Accounts. The result of our valuation consulting services does not constitute a fairnessopinion or investment advice and should not be interpreted as such. Ourvaluation report is not intended for the benefit of a Bank or Developer (otherthan the client) or any other third party and should not be taken to supplantother inquiries and procedures that a Bank or any other third party shouldundertake for the purpose of considering a transaction with the Company.Accordingly our work product is not to be used for any other purpose ordistributed to third parties. Our real estate valuation analysis is based on the premise that the Company isand will continue as a going-concern business enterprise. Our valuation consulting services are performed in accordance with generallyaccepted appraisal standards and in conformance with the professional appraisalsocieties to which we belong. The date of valuation has been established as 31 December 2006. The standard of value is "Fair Market Value", defined as: "The most probable price, as of a specified date, in cash, or in termsequivalent to cash, or in other precisely revealed terms, for which thespecified property rights should sell after reasonable exposure in a competitivemarket under all conditions requisite to a fair sale, with the buyer and sellereach acting prudently, knowingly, and for self-interest, and assuming thatneither is under undue duress." Before any valuation analysis can be made, the appropriate premise of valueshould be established. The general concept of value can be separated into twocategories: value-in-exchange on a piecemeal basis and value-in-use.Value-in-exchange represents the action of buyers, sellers, and investors, andimplies the value at which the property would sell on a piecemeal basis in theopen market. Value-in-use is the value of special purpose property and assets aspart of an integrated facility and reflects the extent to which the assetscontribute to the profitability of the operation of that facility or goingconcern. These two premises can have a significant effect on the results of avaluation analysis. For purposes of the valuation of the selected assets, we have used the premiseof Value-in-Exchange. We have performed no test of earnings and cash flows toverify whether there is a sufficient return on and return of investment in theAssets. On the basis of our research, study, inspection, investigation and analysis, itis our opinion that the subjects Assets have an estimated "Fair Market Value" asof 31 December 2006. Our study was conducted in accordance with generally accepted appraisalstandards, as set out by the American Society of Appraisers (the "ASA"). Thevaluation report was prepared in conformity with the Uniform Standards ofProfessional Appraisal Practice of the Appraisal Foundation and the Principlesof Appraisal Practice and Code of Ethics of the ASA and RICS (the "RoyalInstitution of Chartered Surveyors"). Respectfully submitted, Dimitris Papachristos Richard HazellHead of Valuation Managing DirectorColliers International Hellas Colliers International Hellas This information is provided by RNS The company news service from the London Stock Exchange
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| Date | Source | Headline | |
|---|---|---|---|
| 29th Apr 2024 | 11:32 am | RNS | Holding(s) in Company |
| 16th Apr 2024 | 12:38 pm | RNS | Shareholder Loan & Related Party Transaction |
| 15th Apr 2024 | 2:26 pm | RNS | Shareholder Update |
| 2nd Apr 2024 | 3:33 pm | RNS | Update on legal actions |
| 28th Mar 2024 | 9:43 am | RNS | Legal Update |
| 14th Mar 2024 | 2:57 pm | RNS | Further Shareholder Loan and RPT |
| 27th Feb 2024 | 2:17 pm | RNS | Holding(s) in Company |
| 23rd Feb 2024 | 5:00 pm | RNS | Holding(s) in Company |
| 9th Feb 2024 | 5:07 pm | RNS | Further Shareholder Loan |
| 9th Feb 2024 | 3:39 pm | RNS | Holding(s) in Company |
| 27th Dec 2023 | 2:23 pm | RNS | Government Grant to the Kilada Project |
| 15th Dec 2023 | 9:36 am | RNS | Result of AGM |
| 13th Dec 2023 | 8:53 am | RNS | Shareholder Loan |
| 13th Dec 2023 | 8:46 am | RNS | Update on legal actions |
| 1st Dec 2023 | 3:44 pm | RNS | Holding(s) in Company |
| 22nd Nov 2023 | 12:32 pm | RNS | AGM Timing |
| 21st Nov 2023 | 11:30 am | RNS | Notice of AGM |
| 16th Nov 2023 | 3:31 pm | RNS | Shareholder Loan |
| 6th Oct 2023 | 2:17 pm | RNS | Shareholder Loan |
| 29th Sep 2023 | 7:00 am | RNS | Half-year Report |
| 14th Sep 2023 | 12:32 pm | RNS | Shareholder Loans and a Related Party Transaction |
| 7th Sep 2023 | 4:17 pm | RNS | Holding(s) in Company |
| 30th Aug 2023 | 10:22 am | RNS | Director/PDMR Shareholding |
| 29th Aug 2023 | 10:07 am | RNS | Director/PDMR Shareholding |
| 21st Aug 2023 | 11:46 am | RNS | Holding(s) in Company |
| 8th Aug 2023 | 9:23 am | RNS | Director/PDMR Shareholding |
| 3rd Aug 2023 | 4:35 pm | RNS | Director/PDMR Shareholding |
| 1st Aug 2023 | 4:33 pm | RNS | Notification of Transaction of a PCA |
| 27th Jul 2023 | 3:14 pm | RNS | Director/PDMR Shareholding |
| 30th Jun 2023 | 1:25 pm | RNS | Annual Financial Report |
| 29th Jun 2023 | 4:50 pm | RNS | Shareholder Loans |
| 7th Jun 2023 | 7:00 am | RNS | Change of Name |
| 26th May 2023 | 2:19 pm | RNS | Shareholder Loans |
| 26th May 2023 | 9:41 am | RNS | Kilada Funding |
| 3rd May 2023 | 4:24 pm | RNS | Holding(s) in Company |
| 28th Apr 2023 | 9:41 am | RNS | Shareholder Loans |
| 27th Apr 2023 | 2:45 pm | RNS | Holding(s) in Company |
| 19th Apr 2023 | 7:00 am | RNS | Shareholder Loans and Related Party Transaction |
| 18th Apr 2023 | 10:30 am | RNS | Shareholder Update |
| 13th Apr 2023 | 4:21 pm | RNS | Holding(s) in Company |
| 13th Apr 2023 | 3:58 pm | RNS | Holding(s) in Company |
| 11th Apr 2023 | 4:36 pm | RNS | Holding(s) in Company |
| 11th Apr 2023 | 3:12 pm | RNS | Filing of Claim Form |
| 6th Apr 2023 | 4:50 pm | RNS | Holding(s) in Company |
| 5th Apr 2023 | 4:39 pm | RNS | New website now live |
| 31st Mar 2023 | 6:13 pm | RNS | Company Website |
| 20th Mar 2023 | 7:00 am | RNS | Termination of Inv. Manager & Removal of Director |
| 17th Feb 2023 | 3:48 pm | RNS | Holding(s) in Company |
| 13th Feb 2023 | 7:00 am | RNS | Directorate Change |
| 23rd Dec 2022 | 9:07 am | RNS | Completion of disposal of interest in OOKI |
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