Dci Advisors Regulatory News (DCI)

30 September 2022

DOLPHIN CAPITAL INVESTORS LIMITED

("DCI", "Dolphin" or the "Company"

and together with its subsidiaries the "Group")

Half Year Results for the six months ended 30 June 2022 and

Trading Update

Financial Highlights:

· At 30 June 2022, the total Group Net Asset Value ("NAV") was €122.7 million and €116.1 million before and after Deferred Tax Liabilities ("DTL") respectively. This represents a decrease of €3.0 million (2.5%) compared to 31 December 2021. The NAV reduction is principally due to operating, finance, corporate and management expenses.

· Sterling NAV per share as at 30 June 2022 stood at 11.7p and 11.1p, before and after DTL respectively and remained unchanged compared to 31 December 2021. The Sterling NAV per share remained stable as the operating and other expenses were offset by the 2.8% depreciation in Sterling against the Euro during the period.

· Aggregate Group debt was €18.3 million, a Group total debt to gross asset ratio of 9.7% as at 30 June 2022 (31 December 2021: 9.2%).

Finance and Realisations Highlights:

· In accordance with the Company's announcement released on 29 September 2022, DCI has reached a preliminary agreement to sell its indirect equity interest held in the One&Only at Kea Island project ("OOKI"). Dolphin is the owner of 66.7% of Single Purpose Vehicle Ten Ltd ("SPV10") which, in turn, indirectly owns 50.0% of OOKI, thereby providing DCI with an effective equity interest of 33.3%. On 28 September 2022, SPV10 received a notice from the project's minority shareholder that it had reached a binding agreement for the sale of its 40.0% effective equity ownership interest in OOKI. Pursuant to the Shareholders' Agreement dated 27 May 2019, SPV10 is entitled to exercise a tag-along right to sell its interest in OOKI simultaneously with the proposed transfer of the minority shareholder's interest for a proportionate consideration. SPV10 intends to exercise its tag-along right to sell all of its effective equity interest in OOKI for a proportionate cash consideration of €26.9 million. The pro-rata consideration attributable to Dolphin's stake in SPV10 amounts to €17.9 million and represents a premium of 17.0% over the valuation of Dolphin's investment in OOKI disclosed in the Company's financial statements as at 31 December 2021. The completion of the disposal remains subject to the execution of a share purchase agreement and the fulfilment of the terms and conditions precedent set out therein, which is expected to conclude during Q4 2022. Given the completion uncertainties and that the tag-along notice was received following period end, the valuation of the OOKI investment as at 30 June 2022 has not been adjusted to reflect the agreed sale price. The disposal proceeds will first be applied towards the repayment in full of the existing loan facility that Dolphin drew down on 7 June and 16 July 2021, of which €12.8 million was outstanding on 31 August 2022. The remaining proceeds are expected to be retained by Dolphin to meet its current liabilities and working capital requirements. Dolphin Capital Partners Ltd will retain its role as OOKI's development and asset manager and has informed the Company that it does not intend to sell its shareholding stake in the project. One&Only will also continue to operate the OOKI Resort and Private Homes through the existing long-term management and branding agreements.

· At our Kilada Country Club, Golf and Residences development ("Kilada"), construction works continued. Earthworks have been completed on 13 of the 18 fairways and the first hydroseed grassing in certain completed areas has commenced. The irrigation lake has been filled to the level required for the watering needs of the grassed areas, with water that is sourced from the upgraded municipal wastewater treatment plant. The infrastructure works are also progressing. A continuing significant risk factor for the project timing remains the ongoing archaeological investigations, which are taking place in parallel with the construction works. We continue to co-operate with the Ministry of Culture in order to accelerate the investigations, with additional specialist archaeologists and longer working hours.

From a project financing perspective, the sale of the 24 founder land plots to the owner of the Amanzoe resort in return for an aggregate consideration of €10.0 million has been substantially delayed by the purchaser. With no immediate resolution in sight, we are working on fallback financial solutions, including the possibility of a loan facility from an institutional private credit provider. The conclusion of such a loan, together with the third party €12.0 million preferred equity investment that has been fully drawn down and the €6.0 million Greek state subsidy, which was awarded to the project in November 2021, would ensure that Kilada's first phase development costs are fully financed.

The Kilada product offering has been substantially enhanced to include apartments and family units. These have been introduced to the market through a series of promotional efforts, including targeted social media and real estate agency campaigns, advertising and participation in international real estate fairs. New sales material has been prepared, a dedicated Kilada sales office near the site has opened and new signage has been erected. During the period, three new reservation agreements and one pre-contract for the sale of a residential plot were concluded. Numerous site visits over the summer by potential buyers have also resulted in a solid pipeline of potential new sales leads.

· The Company has mandated AXIA Ventures Group Limited to undertake a formal sales process starting Q4 2022 for the sale of its shareholding in Aristo Developers Ltd ("Aristo"). Gross sales of Aristo, a 47.9% DCI affiliate, during the six months to June 2022 increased by 65.8% compared to the 2021 corresponding period, with Cypriot and other European Union buyers representing 41.6% of sales.

· There has been no progress in selling the Livka Bay Project to the interested buyers.

For further information, please contact:

DOLPHIN CAPITAL INVESTORS LIMITED ("DCI", "Dolphin" or the "Company" and together with its subsidiaries the "Group")

Unaudited Interim Financial Report For the Six Months Ended 30 June 2022

A. Chairman's Statement

Dear Shareholder,

Overview

Progress continues in the implementation of Dolphin's realisation strategy. In particular:

· we have received a tag-along notice to sell our equity interest in the One&Only at Kea Island project ("OOKI") at a premium to our last carrying valuation and we intend to exercise our respective tag-along right; and

· together with the controlling shareholder, we have appointed AXIA Ventures Group Limited to market the sale of Aristo Developers Ltd ("Aristo").

Further details are provided below and in the Investment Manager's Report in section B.

Once the sale of our equity in OOKI has been completed, the bulk of the disposal proceeds will be applied towards the repayment in full of DCI's existing loan facility. This will de-risk the Company's financial position as it will have no direct indebtedness, leaving at a Group level, only the limited recourse loan to the Livka Bay project ("Livka Bay"). The remaining cash will be sufficient to finance operations for the foreseeable future.

Meanwhile, progress continues with the construction at OOKI and Kilada Country Club, Golf and Residences development ("Kilada") and resolving the various issues impacting Dolphin's other investments.

Summary of Financial Performance

At 30 June 2022, the Group Net Asset Value ("NAV") after Deferred Tax Liability ("DTL") was €116.1 million, representing a 2.5% decrease compared to 31 December 2021. The NAV decline reflects operating and other expenses of €1.9 million (30 June 2021: €3.8 million). In the first half of 2022, DCI advanced to Dolphin Capital Partners Limited ("DCP" or the "Investment Manager") €1.2 million against future incentive fees, compared with investment management fees of €1.8 million paid during the first half of 2021. The net loss after tax attributable to the owners of the Company was €3.0 million, as at 30 June 2022 and 30 June 2021.

In sterling terms, DCI's NAV was unchanged at 11.1p per Share on 30 June 2022 and on 31 December 2021. At 30 June 2022, DCI had a market capitalisation of approximately £28.0 million, compared with the Company's NAV of £105.8 million before DTL and £100.1 million after DTL, respectively.

Investment Portfolio

Following the period end, the Company in principle intends to sell its effective 33.3% stake in OOKI for a consideration of €17.92 million, representing a 17.0% premium to the valuation of OOKI included in DCI's financial statements at 30 June 2022 and 31 December 2021. The valuation had increased by 18.0% between 31 December 2020 and 31 December 2021. The disposal is subject to execution of a share purchase agreement and fulfilment of certain conditions precedent, expected to be concluded in Q4 2022.

Although DCI's strategy had been to sell the OOKI investment following completion of construction and opening of the first phase of the development, the Board and DCP decided that it would be in the Company's best interests to take advantage of the opportunity to sell the equity at a premium to valuation through exercise of the tag-along provision in the shareholders' agreement, together with other minority shareholders. The sale of DCI's interest in OOKI advances the Company's Investing Policy and Realisation Strategy and avoids the future potential cost and difficulty of selling an effective minority interest at a time of deteriorating economic conditions in the European Union ("EU").

The sale of the Company's equity interest in OOKI, permits the Company's financial resources and DCP's investment team to focus on the Kilada and Aristo investments in the short term.

Construction of the centrepiece Jack Niklaus Signature Golf Course at Kilada continues to progress, despite delays caused by archaeological works and findings. The first villa plots have been pre-sold and a sales campaign for multi-family town houses and apartments is underway. As Greece's first project to receive 'Strategic Investment' status, Kilada's application for €6.0 million of state subsidies was awarded to the project in Q4 2021, which may be drawn in stages, subject to construction milestones being met. The completion of the golf course, scheduled for late 2023, will be a key attraction for individual property buyers.

The Company's and DCP's principal focus for the remainder of 2022 is centred on securing the development funds required for the completion of the first phase of Kilada's development. We have entered into preliminary discussions with an institutional private credit fund to secure a loan of up to €10.0 million. We expect the loan to be concluded during Q4 2022, thereby providing us with flexibility regarding the delay by the buyer of the 24 founder plots to provide the funds required for the completion of the first phase of Kilada's development plan.

In relation to our investment in Aristo, one of Cyprus' principal residential property developers, together with the controlling shareholder, we have engaged AXIA Ventures Group Limited, to identify potential buyers of Aristo through a formal sales process, which will commence during Q4 2022.

It is disappointing to report that there has been no progress in selling the Livka Bay investment to the interested buyers. Following a recent site visit and discussions with the various contracted service providers, the Board and DCP will be reassessing the Company's options in the coming months.

The legal dispute which emerged in 2021 between the Greek Church and the Greek State in relation to the title to the Lavender Bay Resort Project ("Lavender" or "Lavender Bay") land purchased by DCI, makes this investment unmarketable for the time being. DCP continues to engage constructively with the Greek Church in an endeavour to reach an amicable solution.

It remains the intention of the Board and the Investment Manager to dispose all of the Company's remaining investments by the end of 2024, consistent with the new Investing Policy and Realisation Strategy.

Corporate Governance

The Company's new Memorandum and Articles of Association approved and adopted at the 2021 Extraordinary General Meeting ("EGM") require the Company to hold Annual General Meetings ("AGM"s). The Company's first AGM will be held on 18 October 2022, at which Shareholders will be requested inter alia to adopt the Annual Report & Accounts for 2021 and re-elect all the current Directors of the Company. Notice of the AGM has been communicated to Shareholders.

Prospects

The Board intends to apply the net proceeds from the sale of the Company's stake in OOKI to repay the outstanding balance of the term loan facility. After repaying the loan, the remaining cash will be retained to meet the Company's other accrued liabilities and cover its reasonable working capital requirements.

The Board and the Investment Manager will continue their efforts to realise the Company's other assets. After the sale of our interest in OOKI has completed and the financing of the Kilada development has been secured, it is the intention to distribute substantially all further realisation proceeds to shareholders. Greek tourism and visitor arrivals have been buoyant in 2022, however, given the increasing economic headwinds we are witnessing in the EU, which affects all of our assets in Greece, Cyprus and Croatia, the pricing and terms of disposals of the remaining investments remains unpredictable and thus the timing and quantum of distributions to shareholders cannot be determined with any certainty.

Subject to regulatory constraints, the Board and DCP remain open to discussions with Shareholders at any time. We are most appreciative of your continuing patience and support.

On behalf of the Board 

Dolphin Capital Investors

30 September 2022

B. Investment Manager's Report

B.1. Business Overview

During the first nine months of 2022 we focused on enhancing the value of our portfolio assets and pursuing divestment opportunities for all of our assets other than Kilada and OOKI, while addressing the day-to-day challenges presented mainly by the significant inflationary effects on development costs, as well as the effects of the conflict in Ukraine. Our focus was on:

· progressing construction works at OOKI and Kilada;

· adjusting our retail and project sales and marketing strategies;

· securing liquidity at the DCI level to meet all our operational expenses in the medium-term;

· making permitting advances across our asset portfolio; and

· monitoring our operational budgets and reducing overhead costs.

B.2. Major Assets Review

· Kilada Country Club, Golf and Residences, Greece - www.mykilada.com

o Construction works continue on the golf course site, with 13 of the 18 fairways having been excavated through rough shaping. Further the irrigation and drainage works have advanced in those fairways, with sanding works also progressing on which the grass planting with hydroseeding commenced in September 2022. The irrigation lake has been partially filled, using recycled water from the upgraded municipal wastewater treatment plant and bore holes in accordance with the environmental requirements of the project, so as to cover the watering needs of the first grassed areas. The roads site infrastructure works for the first phase have significantly advanced, with only the electrical works pending, whereas the club house excavation commenced, but was suspended due to archaeological findings.

o Delays driven by unexpected archaeological findings continue to affect the progress of the works. The project management team remains in continuous communication with the antiquities department to accelerate the ongoing archaeological investigation in affected areas of the project, with longer working hours and additional resources.

o The preferred equity co-investor, has contributed to date €12.0 million into the project, fully meeting his commitment.

o During the period, three new reservation agreements and one pre-contract for the sale of residential plots have been concluded. The new family style units have been designed, new signage was created on site, and a dedicated Kilada sales office has been created. A targeted social media campaign has been underway during the summer months, alongside PR activities and advertising campaigns in international media. We also participated in international real estate affairs and a series of events in collaboration with PGA. Sales meetings and promotional events are planned for the UK in September.

· Lavender Bay Resort Project

o The Greek Council for Public Properties issued an Opinion on 29 September 2021 claiming that the land that was sold to Golfing Developments S.A. ("Golfing"), our wholly owned subsidiary that owns the Lavender Bay investment, belonged to the Greek State and not the Archdiocese of Dimitriada (the "Greek Church") which had sold the property to us in 2006 and 2007. This Opinion was adopted by the Ministry of Finance in Q1 2022, who has since taken steps to register the property in the name of the Greek State at the local land registries.

o In view of these developments, we have entered into negotiations with the Greek Church with a view to ensuring that no additional funds will be paid to them under our sale and purchase contracts until the resolution of this legal dispute with the Greek State, and to reduce the overall quantum of our deferred liabilities to them. We have had a series of constructive discussions with the Greek Church during Q3 2022 on the subject matter and currently expect to reach an amicable resolution of this matter by the end of the year.

o In parallel, we are working with the Greek Church's legal counsels to prepare our case against the Greek State to the competent courts, so that the matter can be finally judicially resolved.

· Aristo Developers Limited (a 47.9% affiliate) - www.aristodevelopers.com

o 44 homes and plots were sold during the first six months of 2022, representing total sales of €13.9 million, up 65.8% compared to €8.4 million for the same period in 2021.

o 63 homes and plots were sold in total up to the end of August 2022, representing total sales of €19.3 million, up 71.7% compared to €11.3 million for the same period in 2021.

o The main nationality of clients was Cypriots & Russians during 2022, representing c. 32% and 26% of sales, respectively.

C. Group Assets

A summary of Dolphin's current investments is presented below.

\* Total real estate value includes equity investments in OOKI and Aristo.

D. Outlook

The Company's main objectives for the remainder of 2022 remain to:

1. complete the sale of DCI's 33.3% stake at OOKI;

2. secure adequate working capital liquidity for DCI;

3. execute further portfolio asset disposals;

4. progress construction at Kilada and generate plot/villa sales; and,

5. progress planning and permitting selectively for the remaining portfolio.

E. Financial results for the first half of 2022

E.1. Consolidated statement of profit or loss for the first half of 2022

Financial Results

Loss after tax for the periods ended 30 June 2022 and 30 June 2021 attributable to owners of the Company amounted to €3.0 million. Loss per share was €0.003 compared to €0.003 in the same period last year.

Consolidated statement of profit or loss and other comprehensive income

For the six-month period ended 30 June 2022

Further analysis of individual revenue and expense items is provided below.

Professional Fees

The charge for the period was €1.0 million (30 June 2021: €0.9 million) and comprises the following:

Administrative and other expenses

The administrative and other expenses amounted to €0.7 million (30 June 2021: €0.7 million) and are analysed as follows:

E.2. Consolidated statement of financial position as at 30 June 2022

The reported NAV as at 30 June 2022 is presented below:

___________

Notes:

1. Euro/GBP rate 0.86258 as at 30 June 2022 and 0.83939 as at 31 December 2021.

2. NAV per share has been calculated on the basis of 904,626,856 issued shares as at 30 June 2022 and as at 31 December 2021.

Total Group NAV as at 30 June 2022 was €122.7 million and €116.1 million before and after DTL respectively. This represents a decrease of €3.0 million (2.4)% and €3.0 million (2.5)% respectively, from the 31 December 2021 figures. Given that no independent valuation of the Company's portfolio took place as at 30 June 2022, the NAV reduction is mainly due to Dolphin's regular operational, corporate, finance and management expenses.

Sterling NAV per share as at 30 June 2022 was 11.7p before DTL and 11.1p after DTL and remained unchanged compared to 31 December 2021. The Sterling NAV per share remained stable due to 2.8% depreciation of the Sterling versus the Euro during the period, which was counterbalanced by the factors mentioned above.

The Company's consolidated assets of €189.8 million include €119.6 million of real estate assets, €65.3 million of equity-accounting investees (which reflects our 33.3% shareholding in OOKI as well as the Company's 47.9% interest in Aristo), €1.8 million of trade and other receivables, and €3.1 million in cash.

The figure of €119.6 million of real estate assets (property, plant and equipment, trading properties and investment property) represents the fair market valuations conducted as at 31 December 2021 for both freehold and long leasehold interests.

The Company's consolidated liabilities (excluding DTL) total €57.9 million and comprise €26.1 million of trade and other payables as well as €31.8 million of interest-bearing loans and finance lease obligations. Trade and other payables comprise mainly €20.8 million of option contracts to acquire land in Lavender Bay. The Company is in negotiations with the original vendor with a view to ensuring that no additional deferred payments are made to them under the relevant sale and purchase contracts until the resolution of this legal dispute with the Greek State.

Condensed consolidated interim statement of financial position

As at 30 June 2022

Condensed consolidated interim statement of profit or loss and other comprehensive income

For the six-month period ended 30 June 2022

Condensed consolidated interim statement of changes in equity

For the six-month period ended 30 June 2022

Condensed consolidated interim statement of cash flows

For the six-month period ended 30 June 2022

Notes to the condensed consolidated interim financial statements

For the six-month period ended 30 June 2022

1. REPORTING ENTITY

Dolphin Capital Investors Limited (the 'Company') was incorporated and registered in the British Virgin Islands ('BVIs') on 7 June 2005. The Company is a real estate investment company focused on the early-stage, large-scale leisure-integrated residential resorts in south-east Europe. The Company is managed by Dolphin Capital Partners Limited (the 'Investment Manager' or 'DCP'), an independent private equity management firm that specialises in real estate investments, primarily in south-east Europe. The shares of the Company were admitted to trading on the AIM market of the London Stock Exchange ('AIM') on 8 December 2005.

The condensed consolidated interim financial statements of the Company as at and for the six-month period ended 30 June 2022 comprise the financial statements of the Company and its subsidiaries (together referred to as the 'Group') and the Group's interests in associates. These interim financial statements have not been subject to an audit.

2. Basis of preparation

(a) Statement of compliance

These condensed consolidated interim financial statements for the six-month period ended 30 June 2022 have been prepared in a form consistent with that which will be adopted in the Company's annual accounts having regard to the accounting standards applicable to such annual accounts namely International Financial Reporting Standards ('IFRS') as adopted by the European Union ('EU') and should be read in conjunction with the Group's last annual consolidated financial statements as at and for the year ended 31 December 2021 ('last annual financial statements'). They do not include all of the information required for a complete set of financial statements prepared in accordance with IFRS Standards. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group's financial position and performance since the last annual financial statements. They are presented in euro (€), rounded to the nearest thousand.

These condensed consolidated interim financial statements were authorised for issue by the Board of Directors on 29 September 2022.

(b) Basis of preparation

The condensed consolidated interim financial statements of the Company for the six-month period ended 30 June 2022 have been prepared on a going concern basis, which assumes that the Group will be able to discharge its liabilities in the normal course of business.

The Group's cash flow forecasts for the foreseeable future involve uncertainties related primarily to the exact disposal proceeds and timing of disposals of the assets expected to be disposed of. Management believes that the proceeds from forecast asset sales will be sufficient to maintain the Group's cash flow at a positive level. Should the need arise, management will take actions to reduce costs and is confident that it can secure additional loan facilities and/or obtain repayment extension on existing ones, until planned asset sales are realised and proceeds received. 

If, for any reason, the Group is unable to continue as a going concern, then this could have an impact on the Group's ability to realise assets at their recognised values and to extinguish liabilities in the normal course of business at the amounts stated in the condensed consolidated interim financial statements.

Based on these factors, management has a reasonable expectation that the Group has and will have adequate resources to continue in operational existence for the foreseeable future.

3. SIGNIFICANT ACCOUNTING POLICIES

The accounting policies applied by the Group in these condensed consolidated interim financial statements are the same as those applied by the Group in its consolidated financial statements as at and for the year ended 31 December 2021. A number of new standards are effective from 1 January 2022, but they do not have a material effect on the Group's financial statements.

Where necessary, comparative figures have been adjusted to conform to changes in presentation in the current period.

4. USE OF JUDGEMENTS AND ESTIMATES

The preparation of interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

In preparing these condensed consolidated interim financial statements, the significant judgements made by the management in applying the Group's accounting policies and the key sources of estimation and uncertainty were the same as those applied to the consolidated financial statements as at and for the year ended 31 December 2021.

5. PRINCIPAL SUBSIDIARIES

As at 30 June 2022, the Group's most significant subsidiaries were the following:

The above shareholding interest percentages are rounded to the nearest integer.

\* This entity holds 48% shareholding interest in DCI Holdings Two Ltd ('DCI H 2' owner of Aristo Developers Ltd)

** This entity holds 50% shareholding interest in Single Purpose Vehicle Fourteen Limited ('SPV 14' owner of OOKI)

6. revenue

7. COST OF SALES

8. chANGE IN VALUATIONS

9. SEGMENT REPORTING

Operating segments

As at 30 June 2022 and 30 June 2021, the Group is not considered to have reportable operating segments that require disclosure. The Group has one business segment, focusing on achieving capital growth through investing in residential resort developments primarily in south-east Europe.

The geographic information analyses the Group's non-current assets by the Company's country of domicile. In presenting the geographic information, segment assets were based on the geographic location of the assets.

Non-current assets

Country risk developments

Greek tourism is heading for an excellent year, supporting public revenue, despite inflationary pressures worldwide and the environment of high uncertainty that has emerged following the energy crisis. High-frequency indicators confirm the expected solid outlook for tourism in 2022 and remain in line with the projections of a full return to pre-pandemic levels by 2023.

According to Alpha Bank's bulletin Greek tourism revenue in 2022 is expected to reach €20 billion, exceeding the amount generated by tourism in 2019 (€18.2 billion). 8 million travellers from abroad visited Greece in the first half of 2022 with travel receipts amounting to €5.1 billion. Compared to the January-June 2019 period, this year's tourism figures were down by 15 % and 5.3% respectively. Meanwhile, the average expenditure per trip increased by 12.6 % compared to the January-July 2019 period.

Travel receipts during the first half of 2022 boosted state revenue, which amounted to €41.8 billion compared to €35.3 billion in the same period of 2021, registering an increase of 18.5%. The Bank of Greece has revised its GDP growth forecast upwards and now expects that the economy will grow 4.2% in 2022 and 3.1% in 2023 versus 3.2% and 4.1% respectively expected previously, driven by strong tourism performance. Greece's exit from the enhanced surveillance regime on August 20, 2022 is also another positive aspect.

In Cyprus, tourist arrivals in the first half of 2022 exceeded 1.22 million which correspond to 74.9% of the respective period of 2019, which was an historic record year. The 1.22 million arrivals also mark 63.2% of those of the whole of last year, according to data released by the Statistical Service of Cyprus.

The Cyprus property market continues to recover after falling prices in 2021. In the first quarter of 2022, the number of real estate transactions increased for the first time in 14 years. In the second quarter of 2022, it remains high, according to the Cyprus Land Registry. Buyers are especially interested in land and luxury real estate.

Management continues to closely monitor developments in this sphere and will adjust its operational processes and divestment strategies accordingly so that it can successfully navigate the business through the coming months.

10. PROFESSIONAL FEES

11. ADMINISTRATIVE AND OTHER EXPENSES

Personnel expenses

12.Taxation

13. LOSS per share

Basic loss per share

Basic loss per share is calculated by dividing the loss attributable to owners of the Company by the weighted average number of common shares outstanding during the period.

Weighted average number of common shares outstanding

Diluted loss per share

Diluted loss per share, is calculated by adjusting the loss attributable to owners and the number of common shares outstanding to assume conversion of all dilutive potential shares. As of 30 June 2022 and 30 June 2021, the diluted loss per share is the same as the basic loss per share, due to the fact that no dilutive potential ordinary shares were outstanding during these periods.

14. Property, plant and equipment

Fair value hierarchy

The fair value of land and buildings has been categorised as a Level 3 fair value based on the inputs to the valuation techniques used.

Valuation techniques and significant unobservable inputs

The valuation techniques used in measuring the fair value of land and buildings, as well as the significant unobservable inputs used, are the same as those used as at 31 December 2021.

15. Investment property

Fair value hierarchy

The fair value of investment property has been categorised as a Level 3 fair value based on the inputs to the valuation techniques used.

Valuation techniques and significant unobservable inputs

The valuation techniques used in measuring the fair value of investment property, as well as the significant unobservable inputs used, are the same as those used as at 31 December 2021.

16. equity-accounted investees

DCI H2

As at 30 June 2022 and 31 December 2021, the investment in DCI H2 is presented at its recoverable amount of €42.7 million. The recoverable amount is calculated based on the NAV of DCI H2 group at the reporting date adjusted by approximately 30% discount on the DCI H2 group's real estate properties. The fair value of the investment in DCI H2 has been categorised as a Level 3 fair value based on the inputs to the valuation techniques used.

The details of the above investments are as follows:

The above shareholding interest percentages are rounded to the nearest integer.

\* This represents the indirect shareholding % in SPV14. The Group has 67% shareholding interest in its subsidiary SPV 10 which owns 50% shareholding interest in SPV 14.

17. Trading properties

18. RECEIVABLES AND OTHER ASSETS

19. CAPITAL AND RESERVES

Capital

Reserves

Translation reserve

Translation reserve comprises all foreign currency differences arising from the translation of the interim financial statements of foreign operations.