Dolphin Capital Investors Limited Disposal (1832P)
15 November 2016 - 6:01PM
UK Regulatory
TIDMDCI
RNS Number : 1832P
Dolphin Capital Investors Limited
15 November 2016
15 November 2016
THIS DOCUMENT CONTAINS INSIDE INFORMATION
DOLPHIN CAPITAL INVESTORS LIMITED
("DCI" or "Dolphin" or the "Company",
together with its subsidiaries, the "Group")
Disposal of Playa Grande
DCI, a leading investor in high-end residential resorts in the
eastern Mediterranean, Dominican Republic and Panama, is pleased to
announce that it has entered into an agreement for the disposal of
its Playa Grande Golf and Resort project, including the Amanera
resort (the "Disposal"), in the Dominican Republic to Third Point
LLC, the Company's largest shareholder (the "Acquirer") acting on
behalf of certain funds managed and/or advised by it.
Completion of the sale is conditional on the lapse of a Right of
First Refusal ("ROFR") in relation to the project in favour of its
prior owner. In order to exercise this ROFR, the prior owner is
required to pay a deposit equal to 10% of the consideration for the
Disposal within 15 days of receipt of a draft sale contract from
the Company. It is not currently anticipated that this right will
be exercised.
The Disposal follows a broad marketing exercise concluding in a
competitive process during which the Company also received
significant interest for Playa Grande from another reputable
investor. The Disposal is in line with the Board's decision earlier
this year to accelerate asset divestments and improve liquidity and
follows the recent announcement of the Group's sale of its 49.75%
stake in Aristo Developers Limited, based in Cyprus.
The Disposal was agreed at an enterprise value of EUR140 million
which represents a 10% discount to the project's carrying gross
asset value as at 30 June 2016 and will result in a loss on sale of
EUR15 million to be recognised in the Company's Financial
Statements for the year ending 31 December 2016.
The Acquirer will assume all Playa Grande liabilities which
amounted to EUR75 million at 30 September 2016 (EUR58 million of
which were loans). DCI will also be released from liability and/or
indemnified under its guarantees of the EUR19 million senior
construction project loan with a consortium of banks in the
Dominican Republic and the EUR34 million project mezzanine
financing facility with Melody Capital.
The consideration of EUR64 million will be payable through
EUR4.7 million in cash (of which approximately EUR0.9 million will
remain in escrow to cover certain potential post completion claims
and liabilities) and the retirement of all of the Company's EUR50
million and US$9.17 million 2018 Convertible Bonds (the "Bonds"),
the majority of which are held by certain funds managed and/or
advised by Third Point (together with any accrued interest on the
Bonds). The Acquirer has paid a deposit of EUR4.7 million, while
the Bonds will be cancelled upon the completion of the
transaction.
Following the Disposal and the repayment of the 2016 Convertible
Bonds in 31 March 2016, DCI itself will not have any further
recourse loans or guarantees and any remaining Group debt is on a
non-recourse basis at project level. The Disposal reduces the
aggregate DCI Group loans from EUR232 million as at 30 June 2016 to
EUR102 million resulting in a pro forma debt/asset ratio for the
Group of 18.5% (31 December 2015: 26%).
For the purposes of the AIM Rules, the Disposal constitutes a
related party transaction in view of Third Point's position as a
substantial shareholder in the Company. As required by the AIM
Rules, the Directors consider, having consulted with the Nominated
Adviser, Grant Thornton UK LLP, that the Disposal is fair and
reasonable insofar as other shareholders are concerned.
Commenting on the disposal, Andrew Coppel, CBE, Chairman of the
DCI Board, said:
"The Disposal, following on from that of our holding in Aristo
Developers, further underpins our commitment to delivering value
for shareholders. We will continue to seek further asset
realisations."
Miltos Kambourides, Company Founder and Managing Director of
Dolphin Capital Partners, said:
"We are proud to have developed the Playa Grande project and the
Amanera Resort to its current status where it has been
internationally recognised as one of the top luxury resort
destinations in the Americas. This sale will enable the project to
move on to its next stage of development."
For further information, please contact:
Dolphin Capital Investors
Andrew Coppel, CBE +44 (0) 7785 577023
Dolphin Capital Partners
Miltos E Kambourides miltos@dolphincp.com
Panmure Gordon
(Broker)
Richard Gray / Dominic Morley
/ Andrew Potts +44 (0) 20 7886 2500
Grant Thornton UK LLP
(Nominated Adviser)
Philip Secrett +44 (0) 20 7383 5100
Instinctif
(PR Communications Adviser)
Mark Garraway +44 20 7457 2020
This information is provided by RNS
The company news service from the London Stock Exchange
END
DISDMMMMVKFGVZG
(END) Dow Jones Newswires
November 15, 2016 02:01 ET (07:01 GMT)
Dci Advisors (LSE:DCI)
Historical Stock Chart
From Apr 2024 to May 2024
Dci Advisors (LSE:DCI)
Historical Stock Chart
From May 2023 to May 2024