Global Ports Holding PLC (GPH) Interim Results 2021 31-Jan-2022 / 16:20 GMT/BST Dissemination of a Regulatory Announcement that contains inside information according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group. The issuer is solely responsible for the content of this announcement.

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Global Ports Holding Plc

Interim results for the six months ended 30 September 2021

Global Ports Holding Plc ("GPH" or "Group"), the world's largest independent cruise port operator, today announces its financial results for the six months ended 30 September 2021.

On the 10 November 2021 GPH issued a trading update for the period from 1 April to 30 September 2021. Today's statement provides the financial statements that support this previously issued trading update.

CONTACT 
For investor, analyst and financial media enquiries: 
Investor Relations 
Martin Brown 
Telephone: +44 (0) 7947 163 687 
Email: martinb@globalportsholding.com 

Global Ports Holding PLC

Interim condensed consolidated financial statements

For the six months ended 30 September 2021

Contents

Responsibility Statement                                                                  3 
Primary Statements 
Interim condensed consolidated statement of profit or loss and other comprehensive income 4 - 5 
Interim condensed consolidated statement of financial position                            6 
Interim condensed consolidated statement of changes in equity                             7 - 9 
Interim condensed consolidated cash flow statement                                        10 
Notes to the condensed financial statements                                               11 - 35 

Responsibility Statement

We confirm that to the best of our knowledge:

-- the condensed set of financial statements has been prepared in accordance with IAS 34 Interim FinancialReporting as adopted by the United Kingdom,

-- the interim management report includes a fair review of the information required by: a. DTR 4.2.7R of the Disclosure Guidance and Transparency Rules, being an indication of important eventsthat have occurred during the first six months of the financial year and their impact on the condensed set offinancial statements; and a description of the principal risks and uncertainties for the remaining six months ofthe year; and b. DTR 4.2.8R of the Disclosure Guidance and Transparency Rules, being related party transactions that havetaken place in the first six months of the current financial year and that have materially affected the financialposition or performance of the entity during that period; and any changes in the related party transactionsdescribed in the last annual report that could do so.

By order of the Board,

Ercan ERGÜL

Board Member

31 January 2022

 
 
                                                                                    Six months ended 
                                                                Six months ended                        15 Months ended 
                                                                                    30 September 2020 
(USD '000)                                              Notes   30 September 2021                       31 March 2021 
                                                                                    (Unaudited) 
                                                                (Unaudited)                             (Audited) 
                                                                                    (restated*) 
 
Revenue                                                 6       61,060              46,399              79,399 
Cost of sales                                                   (67,152)            (56,695)            (98,090) 
Gross profit                                                    (6,092)             (10,296)            (18,691) 
 
Other income                                                    1,269               815                 2,878 
Selling and marketing expenses                                  (874)               (524)               (1,622) 
Administrative expenses                                         (7,076)             (6,485)             (20,211) 
Impairment loss on trade receivables and contract               (407)               (940)               (1,339) 
assets 
Other expenses                                                  (5,293)             (3,618)             (33,369) 
Operating profit                                                (18,473)            (21,048)            (72,354) 
 
Finance income                                          7       9,523               21,268              30,047 
Finance costs                                           7       (20,110)            (28,922)            (80,814) 
Net finance costs                                               (10,587)            (7,654)             (50,767) 
 
Share of profit of equity-accounted investees                   (343)               337                 465 
 
 (Loss) / Profit before tax                                     (29,403)            (28,365)            (122,656) 
 
Tax income                                              8       6,102               4,274               15,061 
 
Loss from continuing operations                                 (23,301)            (24,091)            (107,595) 
 
Profit from discontinued operations                     5       --                  (7,061)             12,906 
 
(Loss) / Profit for the period / year                           (23,301)            (31,152)            (94,689) 
 
(Loss) / Profit for the period / year attributable to: 
Owners of the Company                                           (18,844)            (26,277)            (80,313) 
Non-controlling interests                                       (4,457)             (4,875)             (14,376) 
                                                                (23,301)            (31,152)            (94,689) 

* Comparative information has been re-presented due to a discontinued operation and change in financial year. See Note 2a.

The notes on pages 11 to 35 are an integral part of these condensed consolidated interim financial statements

                                                                                            Six months 
                                                                            Six months      ended           15 Months 
                                                                            ended                           ended 
                                                                                            30 September 
(USD '000)                                                          Notes   30 September    2020            31 March 
                                                                            2021                            2021 
                                                                                            (Unaudited) 
                                                                            (Unaudited)                     (Audited) 
                                                                                            (restated*) 
 
Other comprehensive income 
Items that will not be reclassified subsequently 
 
to profit or loss 
Remeasurement of defined benefit liability                                  5               (100)           (117) 
                                                                            5               (100)           (117) 
Items that may be reclassified subsequently to profit or loss 
Foreign currency translation differences                                    (686)           53,240          65,014 
Cash flow hedges - effective portion of changes in fair value               91              180             469 
Cash flow hedges - realized amounts transferred to income statement         (100)           (115)           (244) 
Equity accounted investees - share of OCI                                   (565)           --              (872) 
Losses on a hedge of a net investment                                       (990)           (36,443)        (45,209) 
                                                                            (2,250)         16,862          19,158 
Other comprehensive loss for the year, net of income tax                    (2,245)         16,762          19,041 
Total comprehensive loss for the year                                       (25,546)        (14,390)        (75,648) 
 
Total comprehensive loss attributable to: 
Owners of the Company                                                       (20,694)        (13,410)        (64,987) 
Non-controlling interests                                                   (4,852)         (980)           (10,661) 
                                                                            (25,546)        (14,390)        (75,648) 
 
Basic and diluted earnings / (loss) per share (cents per share)     14      (30.0)          (41.8)          (127.8) 
Basic and diluted earnings / (loss) per share (cents per share) -           (30.0)          (30.6)          (148.4) 
continuing operations 

* Comparative information has been re-presented due to a discontinued operation and change in financial year. See Note 2a.

The notes on pages 11 to 35 are an integral part of these condensed consolidated interim financial statements

                                                                As at                As at           As at 
                                                                 30 September 2021   31 March 2021    30 September 2020 
                                                        Notes 
                                                                (USD '000)           (USD '000)      (USD '000) 
                                                                (Unaudited)          (Audited)       (Unaudited) 
Non-current assets 
Property and equipment                                          127,447              126,858         145,129 
Intangible assets                                    9          376,226              331,910         458,548 
Right of Use Assets                                             86,356               87,469          80,774 
Investment property                                             2,158                2,198           2,211 
Goodwill                                                        13,485               13,485          14,223 
Equity-accounted investees                                      16,535               18,776          26,893 
Due from related parties                             16         8,049                8,125           7,673 
Deferred tax assets                                             15,677               11,137          3,991 
Other non-current assets                                        2,346                2,638           4,406 
                                                                648,279              602,596         743,848 
Current assets 
Trade and other receivables                          10         28,253               26,162          16,915 
Due from related parties                             16         460                  324             796 
Other investments                                               57                   63              78 
Other current assets                                            38,382               12,371          5,382 
Inventory                                                       946                  903             1,545 
Prepaid taxes                                                   273                  238             1,958 
Cash and cash equivalents                                       82,616               170,599         108,854 
                                                                150,987              210,660         135,528 
Total assets                                                    799,266              813,256         879,376 
 
Current liabilities 
                                                     12         61,351               295,200         80,773 
Loans and borrowings 
Other financial liabilities                                     1,176                2,925           2,124 
Trade and other payables                                        58,066               39,236          23,227 
Due to related parties                               16         3,338                1,253           696 
Current tax liabilities                                         61                   157             2,038 
Provisions                                           13         8,691                7,640           3,487 
                                                                132,683              346,411         112,345 
 
Non-current liabilities 
Loans and borrowings                                 12         483,464              253,734         494,354 
Other financial liabilities                                     53,753               55,249          49,895 
Trade and other payables                                        11                   12              -- 
Derivative financial liabilities                     17         230                  399             443 
Deferred tax liabilities                                        48,212               49,323          77,951 
Provisions                                           13         19,414               21,221          18,944 
Employee benefits                                               482                  344             848 
                                                                605,566              380,282         642,435 
Total liabilities                                               738,249              726,693         754,780 
Net assets                                                      61,017               86,563          124,596 
 
Equity 
Share capital                                                   811                  811             811 
Legal reserves                                                  6,014                6,014           11,819 
Share based payment reserves                                    239                  239             239 
Hedging reserves                                                (43,515)             (41,951)        (276,065) 
Translation reserves                                            58,488               58,779          285,210 
Retained earnings                                               (30,990)             (12,151)        21,067 
Equity attributable to equity holders of the Company            (8,953)              11,741          43,081 
Non-controlling interests                                       69,970               74,822          81,515 
Total equity                                                    61,017               86,563          124,596 

The notes on pages 11 to 35 are an integral part of these condensed consolidated interim financial statements

 
                                             Share 
                                   Legal     based      Hedging  Translation Retained          Non-controlling 
(USD '000)           Notes Share             payment    reserves reserves    earnings          interests 
                           capital  reserves reserves                                                          Total 
                                                                                      Total 
                                                                                                               equity 
Balance at 1 April         811     6,014     239        (41,951) 58,779      (12,151) 11,741   74,822          86,563 
2021 (Audited) 
 
Loss for the year          --      --        --         --       --          (18,844) (18,844) (4,457)         (23,301) 
Other comprehensive 
(loss) / income for        --      --        --         (1,564)  (291)       5        (1,850)  (395)           (2,245) 
the year 
Total comprehensive 
(loss) / income for        --      --        --         (1,564)  (291)       (18,839) (20,694) (4,852)         (25,546) 
the year 
 
Transactions with 
owners of the 
Company 
Contribution and 
distributions 
Dividends                  --      --        --         --       --          --       --       --              -- 
Transfer to legal          --      --        --         --       --          --       --       --              -- 
reserves 
Total contributions        --      --        --         --       --          --       --       --              -- 
and distributions 
 
Changes in ownership 
interest 
Equity injection           --      --        --         --       --          --       --       --              -- 
Acquisition of 
subsidiary with            --      --        --         --       --          --       --       --              -- 
non-controlling 
interest 
Transactions with 
non-controlling            --      --        --         --       --          --       --       --              -- 
interest 
Total changes in           --      --        --         --       --          --       -- 
ownership interest 
Total transactions 
with owners of the         --      --        --         (1,564)  (291)       (18,839) (20,694) (4,852)         (25,546) 
Company 
Balance at 30 
September 2021             811     6,014     239        (43,515) 58,488      (30,990) (8,953)  69,970          61,017 
(Unaudited) 

The notes on pages 11 to 35 are an integral part of these condensed consolidated interim financial statements

 
                                             Share 
                                   Legal     based     Hedging   Translation Retained          Non-controlling 
(USD '000)           Notes Share             payment   reserves  reserves    earnings          interests 
                           capital  reserves reserves                                                          Total 
                                                                                      Total 
                                                                                                               equity 
Balance at 1 January       811     13,144    239       (220,029) 213,715     61,053   68,933   86,330          155,263 
2020 (Audited) 
 
Loss for the year          --      --        --        --        --          (41,302) (41,302) (6,396)         (47,698) 
Other comprehensive 
(loss) / income for        --      --        --        (56,036)  71,495      (105)    15,354   2,894           18,248 
the year 
Total comprehensive 
(loss) / income for        --      --        --        (56,036)  71,495      (41,407) (25,948) (3,502)         (29,450) 
the year 
 
Transactions with 
owners of the 
Company 
Contribution and 
distributions 
Dividends                  --      --        --        --        --          --       --       (237)           (237) 
Transfer to legal          --      (1,325)   --        --        --          1,325    --       --              -- 
reserves 
Total contributions        --      (1,325)   --        --        --          1,325    --       (237)           (237) 
and distributions 
 
Changes in ownership 
interest 
Equity injection     4b    --      --        --        --        --          --       --       326             326 
Acquisition of 
subsidiary with            --      --        --        --        --          --       --       399             399 
non-controlling 
interest 
Transactions with 
non-controlling      4a    --      --        --        --        --          96       96       (1,801)         (1,705) 
interest 
Total changes in           --      --        --        --        --          96       96       (1,076)         (980) 
ownership interest 
Total transactions 
with owners of the         --      (1,325)   --        --        --          1,421    96       (1,313)         (1,217) 
Company 
Balance at 30 
September 2020             811     11,819    239       (276,065) 285,210     21,067   43,081   81,515          124,596 
(Unaudited) 

The notes on pages 11 to 35 are an integral part of these condensed consolidated interim financial statements

                                            Share 
                                   Legal    based      Hedging   Translation Retained          Non-controlling Total 
(USD '000)           Notes Share            payment    reserves  reserves    earnings          interests 
                           capital reserves reserves                                                           equity 
                                                                                      Total 
Balance at 1 January       811     13,144   239        (220,029) 213,715     61,053   68,933   86,330          155,263 
2020 
 
(Loss) / income for        --      --       --         --        --          (80,313) (80,313) (14,376)        (94,689) 
the year 
Other comprehensive 
(loss) / income for        --      --       --         (45,856)  61,299      (117)    15,326   3,715           19,041 
the year 
Total comprehensive 
(loss) / income for        --      --       --         (45,856)  61,299      (80,430) (64,987) (10,661)        (75,648) 
the year 
 
Transactions with 
owners of the 
Company 
Contribution and 
distributions 
Transfer to legal          --      (1,276)  --         --        --          1,276    --       --              -- 
reserves 
Dividends                  --      --       --         --        --          --       --       (237)           (237) 
Total contributions        --      (1,276)  --         --        --          1,276    --       (237)           (237) 
and distributions 
 
Changes in ownership 
interest 
Equity injection     4b    --      --       --         --        --          --       --       483             483 
Acquisition of 
minority             4a    --      --       --         --        --          96       96       (1,801)         (1,705) 
shareholding 
Acquisition of 
subsidiary with            --      --       --         --        --          --       --       708             708 
non-controlling 
interest 
Disposal of          5     --      (5,854)  --         223,934   (216,235)   5,854    7,699    --              7,699 
subsidiary 
Total changes in           --      (5,854)  --         223,934   (216,235)   5,950    7,795    (610)           7,185 
ownership interest 
Total transactions 
with owners of the         --      (7,130)  --         223,934   (216,235)   7,226    7,795    (847)           6,948 
Company 
Balance at 31 March        811     6,014    239        (41,951)  58,779      (12,151) 11,741   74,822          86,563 
2021 (audited) 

The notes on pages 11 to 35 are an integral part of these condensed consolidated interim financial statements

 
                                                                                    Six months ended 30      15 Month 
                                                          Six months ended 30      September 2020            ended 
                                                         September 2021 
                                                                                   (USD '000)                31 March 
                                                   Notes (USD '000)                                          2021 
                                                                                   (Unaudited) 
                                                         (Unaudited)                                         (USD '000) 
                                                                                   (*) 
                                                                                                             (Audited) 
Cash flows from operating activities 
Loss for the period / year                               (23,301)                  (31,152)                  (94,689) 
Adjustments for: 
Depreciation of PPE and RoU assets and                   14,420                    22,619                    34,209 
amortization expense 
Impairment losses on intangible / tangible assets        --                        --                        3,941 
Impairment losses on investments                         --                        --                        8,410 
Share of profit of equity-accounted investees, net       343                       (337)                     (465) 
of tax 
Gain on sale of discontinued operation, net of tax       --                        --                        (9,071) 
Gain on disposal of property plant and equipment         --                                                  -- 
Finance costs (excluding foreign exchange          7     16,915                    15,238                    36,867 
differences) 
Finance income (excluding foreign exchange         7     (482)                     1,068                     (626) 
differences) 
Foreign exchange differences on finance costs and  7     (1,076)                   3,408                     14,526 
income, net 
Income tax expense                                       (5,909)                   (8,282)                   (15,417) 
Employment termination indemnity reserve                 26                        54                        50 
(Charges to) / reversal of provision                     (744)                     (114)                     7,739 
Operating cash flow before changes in operating          192                       2,502                     (14,526) 
assets and liabilities 
Changes in: 
- trade and other receivables                            (2,091)                   12,192                    5,922 
- other current assets                                   (26,089)                  824                       3,480 
- related party receivables                              282                       (1,821)                   (397) 
- other non-current assets                               293                       (178)                     2,508 
- trade and other payables                               13,736                    5,515                     14,386 
- related party payables                                 2,086                     (610)                     (65) 
- provisions                                             --                        (4,336)                   (32) 
Post-employment benefits paid                            (1)                       (27)                      (1,350) 
Cash generated by operations before benefit and tax      (11,592)                  14,061                    1,886 
payments 
Income taxes paid                                        (173)                     (833)                     (442) 
Net cash generated from operating activities             (11,765)                  13,228                    9,484 
Cash inflows from operating activities on                --                        --                        27,163 
discontinued operations 
Investing activities 
Acquisition of property and equipment                    (3,895)                   (11,879)                  (27,913) 
Acquisition of intangible assets                         (46,392)                  (44,170)                  (56,557) 
Proceeds from sale of property and equipment             3                         203                       392 
Disposal of discontinued operation, net of cash    5     --                        --                        99,943 
disposed of 
Bank interest received                                   140                       60                        153 
Dividends from equity accounted investees                1,647                     --                        1,647 
Investment in equity accounted investee                  --                        --                        (570) 
Acquisition of subsidiary, net of cash acquired          --                        (1,109)                   (2,816) 
Advances given for tangible assets                       --                        267                       (9,668) 
Net cash used in investing activities                    (48,497)                  (56,628)                  4,611 
Cash used in investing activities of discontinued        --                        --                        (1,560) 
operations 
Financing activities 
Equity injection by minorities to subsidiaries           --                        183                       482 
Dividends paid to NCIs                                   --                        (237)                     (237) 
Interest paid                                            (30,754)                  (14,417)                  (31,545) 
Proceeds from loans and borrowings                       269,081                   129,488                   161,096 
Repayments of borrowings                                 (263,104)                 (19,268)                  (52,318) 
Repayments of lease liabilities                          (798)                     (1,325)                   (3,922) 
Net cash used in financing activities                    (25,575)                  94,424                    73,556 
Cash used in financing activities of discontinued        --                        --                        (1,167) 
operations 
Net (decrease) / increase in cash and cash               (85,837)                  51,024                    112,087 
equivalents 
Effect of foreign exchange rate changes on cash          (2,146)                   1,878                     (5,268) 
and cash equivalents 
Cash and cash equivalents at beginning of year           170,599                   55,952                    63,780 
Cash and cash equivalents at end of period               82,616                    108,854                   170,599 

* Comparative information has not been restated for the disposal and includes the full impact of the discontinued operation; however it does reflect the change in financial year. See Note 2a.

The notes on pages 11 to 35 are an integral part of these condensed consolidated interim financial statements 1. General information

Global Ports Holding PLC is a public limited company listed on the London Stock Exchange, and incorporated in the United Kingdom and registered in England and Wales under the Companies Act 2006. The address of the registered office is 34 Brook Street 3rd Floor, London, England, W1K 5DN, United Kingdom.

These unaudited condensed interim consolidated financial statements of Global Ports Holding PLC (the "Company", and together with its subsidiaries, the "Group") for the six months ended 30 September 2021 were authorised for issue in accordance with a resolution of the directors on 31st January 2022. 2. Accounting policies a. Basis of preparation

This condensed set of consolidated financial statements included in this half-yearly financial report has been prepared in accordance with the International Accounting Standard 34 'Interim Financial Reporting', as adopted by the United Kingdom and the requirements of the Disclosure and Transparency Rules ("DTR") of the FCA in the United Kingdom as applicable to interim financial reporting.

The interim condensed financial statements represent a 'condensed set of financial statements' as referred to in the DTR issued by the FCA. The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the consolidated financial statements as at and for the year ended 31 March 2021 available on the Company website. Also, 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.

Management decided to change financial year of the Group to start from April 1st (first applied to the annual financial statements 2021, which ended 31st March 2021) to eliminate periodicity of the operations. With the change in financial year, Group will present its yearly operations covering business season in Europe (from early April until late October) and business season in Americas (Early October until late March). Accordingly, comparative information in the statement of profit or loss and OCI and cash flow statement were reclassified for consistency.

The financial information contained in this report for the six months ended 30 September 2020 and 30 September 2021 is unaudited. These interim financial statements were authorized for issue by the Company's board of directors on 31st January 2022.

The comparative figures for the 15 months ended 31 March 2021 are not the company's statutory accounts for that financial year. Those accounts have been reported on by the company's auditor and delivered to the registrar of companies. The report of the auditor was (i) unqualified, (ii) did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498 (2) or (3) of the Companies Act 2006. b. Going concern

The Group operates 20 ports in 14 different countries and is focusing on increasing its number of Ports in different geographical locations to support its operations and diversify economic and political risks. As a consequence, the directors believe that the Group is well placed to manage its business risks successfully despite the current uncertain economic outlook.

Cruise Port results turned positive in second quarter of the year reaching 30% of passenger numbers realized in the same period of 2019. The recovery seen during calendar Q2-2022 (second quarter of this report) is continued in calendar Q3-2022 and into calendar year 2022. Each month more cruise ships are being added back into service. At the same time the seasons impact the business volumes with the Mediterranean region ending its season around October/November and the Caribbean main season just starting at this time. The number of ship calls has reached around 66-72% compared to 2019 and slightly in excess of 40% on a passenger basis vs. 2019, indicating 60-70% occupancy ratios on the cruise ships on average during third quarter of financial year 2022. This is in line with the announcements of the cruise lines that about 70-75% of the ships are back in service; it was announced by cruise lines that all ships will return to service by mid-2022.

2 Accounting Policies (continued)

b) Going concern (continued)

In line with this expectation, and recovery impact on number of calls, management expected passenger numbers will increase up to 50% of 2019 realizations by year-end. With this additional performance of a positive Adjusted EBITDA in Q3-2022 on top of second quarter YTD performance, management expected slightly positive consolidated Adjusted EBITDA for the calendar year 2021. This recovery is expected to increase gradually until Q2 of financial year 2023 (June to September 2022) and by Q3-2023, management expected operations to reach its normalized, pre-Covid level and the return of regular business cycle.

The directors believe that the Group is well placed to manage its financing and other business risks satisfactorily and have a reasonable expectation that the Group will have adequate resources to continue in operation for at least 12 months from the signing date of these consolidated financial statements. They therefore consider it appropriate to adopt the going concern basis of accounting in preparing the financial statements. c. Critical accounting judgements and key sources of estimation uncertainty

In the application of the Group's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

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

Impairment review of cash generating units (CGUs)

IFRS requires management to perform impairment tests annually for goodwill and, for finite lived assets, if events or changes in circumstances indicate that their carrying amounts may not be recoverable.

Impairment testing requires management to judge whether the carrying value of Assets and the associated goodwill of CGU can be supported by the net present value of future cash flows it generates. Calculating the net present value of the future cash flows requires estimates to be made in respect of highly uncertain matters including management's expectations of:

- Operational growth expectations including the forecast number of calls, passengers and container volumes,

- appropriate discount rates to reflect the risks involved

Management prepared formal forecasts for cruise port and commercial port operation for their remaining concession period, which are used to estimate their Value In Use ("VIU"). VIU calculations require subjective judgements based on a wide range of variables at a point in time including future passenger numbers or commercial volumes. Any significant decrease in variables used for value in use calculation is assessed as an impairment indicator. Due to the adverse impact of the Covid-19 pandemic on the Group's trade, an indicator of impairment has been identified for all cruise ports within the Group. For Nassau Cruise Port, the Group estimates the recoverable amount using a fair value less costs to sell method, using a level 3 valuation technique based on forecast future cash flows. If the recoverable amount of an investment is estimated to be less than its carrying amount, the carrying amount of the investment is reduced to its recoverable amount and an impairment loss is recognised in the income statement. Each port represents a separate CGU.

2 Accounting Policies (continued)

c) Critical accounting judgements and key sources of estimation uncertainty (continued)

The Group uses the budget and long-range plan as approved by the board as the basis for the discounted cash flow models. The period over which cash flows have been projected is the length of the relevant concession agreement. The concession period has been used instead of 5 years (and a terminal value) as the concession length best represents the future use of the assets within the CGU. Management forecasted a recovery in following two years for number of passengers based on past experience on issues impacted Cruise industry (Costa Concordia case, 2008 global economic crisis), the publications made by Cruise Industry stakeholders, and the cash flows for following seven years with the remaining concession term having minimal estimated growth or industry growth. The key assumptions used in the estimation of the recoverable amount are set out below.

                                                                      2021 
Post-tax discount rate used for Ports with Euro functional currency   4.33% - 7.64% 
Post-tax discount rate used for Ports with USD functional currency    7.70% - 10.54% 
Annualized growth, year 2 - year 7 "Passengers"                       2.00% - 5.97% 

The resulting ViU of each CGU gives a recoverable amount higher than the carrying value of Asset and associated goodwill of CGU.

Changing the assumptions selected by management, in particular the discount rate and growth rate assumptions used in the cash flow projections, could significantly affect the Group's impairment evaluation and hence reported assets and profits or losses. d. Change in / new accounting policies

The accounting policies applied in these interim financial statements are the same as those applied in the Group's consolidated financial statements as at and for the 15-months ended 31 March 2021. The changes in accounting policies are also expected to be reflected in the Group's consolidated financial statements as at and for the year ending 31 March 2022. e. Foreign currency

Transactions in foreign currencies are translated into the respective functional currencies of the Group entities by using the exchange rate at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the reporting date are retranslated to the functional currency at the exchange rate at the reporting date. Non-monetary assets and liabilities denominated in foreign currencies carried at historical cost should be retranslated using the exchange rate at the date of the transaction. Foreign currency differences arising on retranslation are recognised in profit or loss.

The Group entities use United Stated Dollars ("USD"), Euro or Turkish Lira ("TL") as their functional currencies since these currencies represent the primary economic environment in which they operate. These currencies are used to a significant extent in, or have a significant impact on, the operations of the related Group entities and reflect the economic substance of the underlying events and circumstances relevant to these entities. Transactions and balances not already measured in the functional currency have been re-measured to the related functional currencies in accordance with the relevant provisions of IAS 21 The Effect of Changes in Foreign Exchange Rates.

For the purpose of the interim condensed consolidated financial statements, US Dollars has been chosen as the presentation currency by management to facilitate the investors' ability to evaluate the Group's performance and financial position in relation to similar companies domiciled in different jurisdictions, and to eliminate the depreciating effect of TL against hard currencies, considering all subsidiaries of the Company are earning revenues in hard currencies.

2 Accounting Policies (continued)

e) Foreign currency (continued)

Assets and liabilities of those Group entities with a different functional currency than the presentation currency of the Group are translated into the presentation currency of the Group at the rate of exchange ruling at the reporting date. The income and expenses of the Group entities are translated into the presentation currency at the average exchange rates for the period. Equity items, except for net income, are translated using their historical costs. These foreign currency differences are recognised in "other comprehensive income" ("OCI"), within equity under "translation reserves".

Below are the foreign exchange rates used by the Group for the periods shown.

As at 30 September 2021, 31 March 2021 and 30 September 2020, foreign currency exchange rates of the Central Bank of the Turkish Republic were as follows:

              30 September 2021 31 March 2021 30 September 2020 
TL/USD        0.1131            0.1201        0.1281 
Euro/USD      1.1663            1.1739        1.1691 

For the six months ended 30 September 2021, 30 September 2020 and for the 15 months period ended 31 March 2021, average foreign currency exchange rates of the Central Bank of the Turkish Republic were as follows:

              Six months ended 30 September 2021 Six months ended 30 September 2020 15-months period ended 31 March 
                                                                                    2021 
TL/USD        0.1184                             0.1422                             0.1412 
Euro/USD      1.1919                             1.1367                             1.1579 f. Alternative performance measures 

This interim condensed set of financial statements includes certain measures to assess the financial performance of the Group's business that are termed "non-IFRS measures" because they exclude amounts that are included in, or include amounts that are excluded from, the most directly comparable measure calculated and presented in accordance with IFRS, or are calculated using financial measures that are not calculated in accordance with IFRS. These non-GAAP measures comprise the following.

Segmental EBITDA

Segmental EBITDA calculated as income/(loss) before tax after adding back: interest; depreciation; amortisation; unallocated expenses; and Specific adjusting items.

Management evaluates segmental performance based on Segmental EBITDA. This is done to reflect the fact that there is a variety of financing structures in place both at a port and Group-level, and the nature of the port operating right intangible assets vary by port depending on which concessions were acquired versus awarded, and which fall to be treated under IFRIC 12. As such, management considers monitoring performance in this way, using Segmental EBITDA, gives a more comparable basis for profitability between the portfolio of ports and a metric closer to net cash generation. Excluding project costs for acquisitions and one-off transactions such as project specific development expenses as well as unallocated expenses, gives a more comparable year-on-year measure of port-level trading performance.

Management is using Segmental EBITDA for evaluating each port and group-level performances on operational level. As per management's view, some specific adjusting items included on the computation of Segmental EBITDA.

2 Accounting Policies (continued)

f) Alternative performance measures (continued)

Specific adjusting items

The Group presents specific adjusting items separately. For proper evaluation of individual ports financial performance and consolidated financial statements, Management considers disclosing specific adjusting items separately because of their size and nature. These expenses and income include project expenses; being the costs of specific M&A activities , the costs associated with appraising and securing new and potential future port agreements which should not be considered when assessing the underlying trading performance and the costs related to the refinancing of Group debts, the replacement provisions, being provision created for replacement of fixed assets which does not include regular maintenance, other provisions and reversals related to provisions provided, being related to unexpected non-operational transactions, impairment losses, construction accounting margin, being related to IFRIC 12 computation and main business of the Group is operating ports rather than construction, employee termination expenses, income from insurance repayments, income from scrap sales, gain/loss on sale of securities, other provision expenses, redundancy expenses and donations and grants.

Specific adjusting items comprised as following,

                                            Six months ended    Six months ended    15 months period ended 
                                            30 September 2021   30 September 2020   31 March 2021 
 
                                            (USD '000)          (USD '000)          (USD '000) 
                                            (Unaudited)         (Unaudited)         (Audited) 
Project expenses                            4,520               2,135               11,098 
Employee termination expenses               85                  149                 228 
Replacement provisions                      275                 245                 793 
Provisions / (reversal of provisions) (*)   (568)               1,014               8,489 
Impairment losses                           --                  --                  11,997 
Construction accounting margin              (926)               (801)               (1,052) 
Other expenses                              527                 480                 (598) 
Specific adjusting items                    3,913               3,222               30,955 

(*) This figure composed of expected impairment losses on receivables, provision expenses excluding vacation pay and replacement provisions and impairment losses related to assets.

Adjusted EBITDA

Adjusted EBITDA calculated as Segmental EBITDA less unallocated (holding company) expenses.

Management uses an Adjusted EBITDA measure to evaluate Group's consolidated performance on an "as-is" basis with respect to the existing portfolio of ports. Notably excluded from Adjusted EBITDA, the costs of specific M&A activities and the costs associated with appraising and securing new and potential future port agreements. M&A and project development are key elements of the Group's strategy in the Cruise segment. Project lead times and upfront expenses for projects can be significant, however these expenses (as well as expenses related to raising financing such as acquisition financing) do not relate to the current portfolio of ports but to future EBITDA potential. Accordingly, these expenses would distort Adjusted EBITDA which management is using to monitor the existing portfolio's performance.

A full reconciliation for Segmental EBITDA and Adjusted EBITDA to profit before tax is provided in the Segment Reporting Note 3 to these financial statements.

2 Accounting Policies (continued)

f) Alternative performance measures (continued)

Underlying Profit

Management uses this measure to evaluate the profitability of the Group normalised to exclude the specific non-recurring expenses and income, and adjusted for the non-cash port intangibles amortisation charge, giving a measure closer to actual net cash generation, which the directors' consider a key benchmark in making the dividend decision.

Underlying Profit is calculated as profit/(loss) for the year after adding back: amortization expense in relation to Port Operation Rights, depreciation expense in relation to Right-of-use assets and specific non-recurring expenses and income.

Adjusted earnings per share

Adjusted earnings per share is calculated as underlying profit divided by weighted average per share.

Management uses these measures to evaluate the profitability of the Group normalised to exclude the gain on reversal of provisions, non-cash provisional income and expenses, gain or loss on foreign currency translation on equity, unhedged portion of investment hedging on Global Liman, adjusted for the non-cash port intangibles amortisation charge, and adjusted for change in accounting policies, giving a measure closer to actual net cash generation, which the directors' consider a key benchmark in making the dividend decision. Management decided this year that in the light of a more meaningful presentation of the underlying profit, the unhedged portion of the investment hedge on Global Liman and any gain or loss on foreign currency translation on equity as explained in note 14 have been excluded.

Underlying profit and adjusted earnings per share computed as following;

                                                                    Six months        Six months        15-months 
                                                                    ended             ended             ended 
                                                                    30 September      30 September      31 March 2021 
                                                                    2021              2020 
                                                                                                        (USD '000) 
                                                                    (USD '000)        (USD '000) 
                                                                                                        (Audited) 
                                                                    (Unaudited)       (Unaudited) 
Loss for the Period, net of IFRS 16 impact                          (23,301)          (31,152)          (94,689) 
Impact of IFRS 16                                                   (1,581)           (1,679)           (3,300) 
Loss for the Period                                                 (24,882)          (32,831)          (97,989) 
Amortisation of port operating rights / RoU asset / Investment      10,600            8,315             25,126 
Property 
Non-cash provisional (income) / expenses (*)                        68                1,408             9,510 
Impairment losses                                                   --                --                11,997 
Unhedged portion of Investment hedging on Global Liman              10,599            9,497             39,038 
(Gain) / loss on foreign currency translation on equity             136               5,713             1,238 
Underlying (Loss) / Profit                                          (3,479)           (7,898)           (11,080) 
Weighted average number of shares                                   62,826,963        62,826,963        62,826,963 
Adjusted earnings per share (pence)                                 (5.54)            (12.57)           (17.61) 

(*) This figure composed of employee termination expense, replacement provision, and provisions / (reversal of provisions) under specific adjusting items.

2 Accounting Policies (continued)

f) Alternative performance measures (continued)

Net debt

Net debt comprises total borrowings (bank loans, Eurobond and finance leases net of accrued tax) less cash, cash equivalents and short-term investments.

Management includes short term investments into the definition of Net Debt, because these short-term investments are comprised of marketable securities which can be quickly converted into cash.

Net debt comprised as following:

                                                          Six months ended    Six months ended    15-months ended 
                                                          30 September 2021   30 September 2020   31 March 2021 
 
                                                          (USD '000)          (USD '000)          (USD '000) 
                                                          (Unaudited)         (Unaudited)         (Audited) 
Current loans and borrowings                              61,351              80,773              295,200 
Non-current loans and borrowings                          483,464             494,354             253,734 
Gross debt                                                544,815             575,127             548,934 
Lease liabilities recognized due to IFRS 16 application   (66,856)            (66,374)            (65,918) 
Gross debt, net of IFRS 16 impact                         477,959             508,753             483,016 
Cash and bank balances                                    (82,616)            (108,854)           (170,599) 
Short term financial investments                          (57)                (78)                (63) 
Net debt                                                  395,286             399,821             312,354 
Equity                                                    61,017              124,596             86,563 
Net debt to Equity ratio                                  6.48                3.21                3.61 

Leverage ratio

Leverage ratio is used by management to monitor available credit capacity of the Group.

Leverage ratio is computed by dividing gross debt to Adjusted EBITDA.

Leverage ratio computation is made as follows;

                                                          Six months ended    Six months ended    15-months ended 
                                                          30 September 2021   30 September 2020   31 March 2021 
 
                                                          (USD '000)          (USD '000)          (USD '000) 
                                                          (Unaudited)         (Unaudited)         (Audited) 
Gross debt                                                544,815             575,127             548,934 
Lease liabilities recognised due to IFRS 16 application   (66,856)            (66,374)            (65,918) 
Gross debt, net of IFRS 16 impact                         477,959             508,753             483,016 
Adjusted EBITDA (annualized)                              (5,526)             8,725               (6,725) 
Impact of IFRS 16 on EBITDA (annualized)                  (5,101)             (4,889)             (6,592) 
Adjusted EBITDA, net of IFRS 16 impact                    (10,627)            3,836               (13,317) 
Leverage ratio                                            NA                  132.6x              NA 

2 Accounting Policies (continued)

f) Alternative performance measures (continued)

CAPEX

CAPEX represents the recurring level of capital expenditure required by the Group excluding M&A related capital expenditure.

CAPEX computed as 'Acquisition of property and equipment' and 'Acquisition of intangible assets' per the cash flow statement.

                                        Six months ended    Six months ended    15-months ended 
                                        30 September 2021   30 September 2020   31 March 2021 
 
                                        (USD '000)          (USD '000)          (USD '000) 
                                        (Unaudited)         (Unaudited)         (Audited) 
Acquisition of property and equipment   3,895               10,045              27,913 
Acquisition of intangible assets        46,392              44,170              56,557 
CAPEX                                   50,287              54,215              84,470 

Cash conversion ratio

Cash conversion ratio represents a measure of cash generation after taking account of on-going capital expenditure required to maintain the existing portfolio of ports.

It is computed as Adjusted EBITDA less CAPEX divided by Adjusted EBITDA.

                                           Six months ended    Six months ended    15-months ended 
                                           30 September 2021   30 September 2020   31 March 2021 
 
                                           (USD '000)          (USD '000)          (USD '000) 
                                           (Unaudited)         (Unaudited)         (Audited) 
Adjusted EBITDA (annualized)               (5,526)             8,725               (6,725) 
Impact of IFRS 16 on EBITDA (annualized)   (5,101)             (4,889)             (6,592) 
Adjusted EBITDA, net of IFRS 16 impact     (10,627)            3,836               (13,317) 
CAPEX                                      (50,287)            (54,215)            (84,470) 
Cash converted after CAPEX                 (60,914)            (50,379)            (97,787) 
Cash conversion ratio                      NA                  NA                  NA 

Hard currency

Management uses the term hard currency to refer to those currencies that historically have been less susceptible to exchange rate volatility. For the period ended 30 September 2021 and 2020, and for the 15 months period ended 31 March 2021, the relevant hard currencies for the Group are US Dollar, Euro and Singaporean Dollar. 3. Segment reporting a. Products and services from which reportable segments derive their revenues

The Group operates various cruise and one commercial port, and all revenue is generated from external customers such as cruise liners, ferries, yachts, individual passengers, container ships and bulk and general cargo ships. b. Reportable segments

Operating segments are defined as components of an enterprise for which discrete financial information is available that is evaluated regularly by the chief operating decision-maker, in deciding how to allocate resources and assessing performance.

The Group has identified two main segments, commercial and cruise businesses. Under each main segment, Group had presented its operations on port basis as an operating segment, as each port represents a set of activities which generates revenue and the financial information of each port is reviewed by the Group's chief operating decision-maker in deciding how to allocate resources and assess performance. Spanish Ports are aggregated due to the Group's operational structure. The Group's chief operating decision-maker is the Chief Executive Officer ("CEO"), who reviews the management reports of each port at least on a monthly basis. Following the disposal of Port Akdeniz, the only port within the commercial segment is Port Adria.

The CEO evaluates segmental performance on the basis of earnings before interest, tax, depreciation and amortisation excluding the effects of Specific adjusting items comprising project expenses, bargain purchase gains and reserves, board member leaving fees, employee termination payments, unallocated expenses, finance income, finance costs, and including the share of equity-accounted investments which are fully integrated into GPH cruise port network ("Adjusted EBITDA" or "Segmental EBITDA"). Adjusted EBITDA is considered by Group management to be the most appropriate profit measure for the review of the segment operations because it excludes items which the Group does not consider to represent the operating cash flows generated by underlying business performance. The share of equity-accounted investees has been included as it is considered to represent operating cash flows generated by the Group's operations that are structured in this manner.

The Group has the following operating segments under IFRS 8: ? BPI ("Creuers" or "Creuers (Barcelona and Málaga)"), VCP ("Valetta Cruise Port"), Ege Liman ("EgePorts-Kusadasi"), Bodrum Liman ("Bodrum Cruise Port"), Ortadogu Liman (Cruise port operations) (sold in January2021; see note 5), Italian Ports ("Cagliari Cruise Port", "Catania Cruise Port", Ravenna Cruise Port", "TarantoCruise Port"), Nassau Cruise Port ("NCP"), Antigua Cruise Port ("GPH Antigua"), Lisbon Cruise Terminals, SATS -Creuers Cruise Services Pte. Ltd. ("Singapore Port"), Venezia Investimenti Srl. ("Venice Investment" or "VeniceCruise Port"), La Spezia Cruise Facility Srl. ("La Spezia"), Balearic Handling SLA ("Balearic"), and Shore HandlingSLA ("Shore") which fall under the Group's cruise port operations. ? Port of Adria ("Port of Adria-Bar") and Ortadogu Liman (Commercial port operations) ("PortAkdeniz-Antalya") (sold in January 2021; see note 7) which both fall under the Group's commercial port operations.

The Group's reportable segments under IFRS 8 are BPI, VCP, Ege Liman, Nassau Cruise Port, Antigua Cruise Port, Port of Adria (Commercial port operations) and Ortadogu Liman (Commercial port operations).

Bodrum Cruise Port, Italian Ports, Port of Adria (Cruise Operations), Ortadogu Liman (Cruise operations), Shore, Balearic and Equity accounted investees are not exceeding the quantitative threshold, have been included in Other Cruise Ports.

Global Liman, BPI, Global BV, GP Melita, POH, GP Netherlands, Global Depolama, GP Med, GPH Americas, and GPH Bahamas do not generate any revenues and therefore is presented as unallocated to reconcile to the consolidated financial statements results.

Assets, revenue and expenses directly attributable to segments are reported under each reportable segment.

Any items which are not attributable to segments have been disclosed as unallocated.

3 Segment reporting (continued) b. Reportable segments (continued) i. Segment revenues, results and reconciliation to profit before tax

The following is an analysis of the Group's revenue, results and reconciliation to profit before tax by reportable segment:

                                    Nassau  Antigua Other                    Port             Elimination 
                BPI     VCP   Ege   Cruise  Cruise  Cruise  Total   Ortadogu of    Total      of           Total 
USD '000                      Liman Port    Port    Ports   Cruise  Liman    Adria Commercial Discontinued Consolidated 
                                                                                              operations 
Six months 
ended 30 
September 2021 
(Unaudited) 
Revenue         2,153   3,402 396   48,480  310     1,865   56,606  --       4,454 4,454      --           61,060 
Segmental       (281)   2,180 (124) (585)   (585)   (293)   312     --       1,821 1,821      --           2,133 
EBITDA 
Unallocated                                                                                                (2,618) 
expenses 
Adjusted EBITDA                                                                                            (485) 
Reconciliation 
to profit 
before tax 
Depreciation 
and                                                                                                        (14,420) 
amortisation 
expenses 
Specific 
adjusting                                                                                                  (3,913) 
items* 
Finance income                                                                                             9,523 
Finance costs                                                                                              (20,110) 
(Loss) / profit 
before income                                                                                              (29,405) 
tax 
Six months 
ended 30 
September 2020 
(Unaudited) 
Revenue         245     1,208 270   40,295  135     623     42,776  16,289   3,623 19,912     (16,289)     46,399 
Segmental       (1,576) 587   (185) (2,342) (549)   (681)   (4,746) 12,004   1,144 13,148     (12,004)     (3,602) 
EBITDA 
Unallocated                                                                                                (2,208) 
expenses 
Adjusted EBITDA                                                                                            (5,810) 
Reconciliation 
to profit 
before tax 
Depreciation 
and                                                                                                        (11,680) 
amortisation 
expenses 
Specific 
adjusting                                                                                                  (3,222) 
items* 
Finance income                                                                                             6,842 
Finance costs                                                                                              (14,496) 
(Loss) / profit 
before income                                                                                              (28,366) 
tax 
15 month ended 
31 March 2021 
(Audited) 
Revenue         1,886   4,217 905   58,746  2,781   1,546   70,081  33,465   9,318 42,783     (33,465)     79,399 
Segmental       (2,740) 2,054 (391) 432     627     (1,680) (1,698) 22,833   2,852 25,685     (22,833)     1,154 
EBITDA 
Unallocated                                                                                                (7,879) 
expenses 
Adjusted EBITDA                                                                                            (6,725) 
Reconciliation 
to profit 
before tax 
Depreciation 
and                                                                                                        (34,209) 
amortisation 
expenses 
Specific 
adjusting                                                                                                  (30,955) 
items* 
Finance income                                                                                             30,047 
Finance costs                                                                                              (80,814) 
(Loss) / profit 
before income                                                                                              (122,656) 
tax 

* Please refer to Note 2 (f) for alternative performance measures (APM) on pages 14 to 18.

3 Segment reporting (continued) b. Reportable segments (continued)

The Group did not have inter-segment revenues in any of the periods shown above. ii. Segment assets and liabilities

The following is an analysis of the Group's assets and liabilities by reportable segment:

                                 Ege    Nassau    Antigua    Other     Total   Ortadogu Port of Total      Total 
                 BPI     VCP     Liman  Cruise    Cruise     Cruise    Cruise  Liman    Adria   Commercial Consolidated 
USD '000                                Port      Port       Ports 
30 September 
2021 (Unaudited) 
Segment assets   126,572 119,124 38,791 271,942   46,294     12,382    615,105 --       64,964  64,964     680,069 
Equity-accounted --      --      --     --        --         16,535    16,535  --       --      --         16,535 
investees 
Unallocated                                                                                                102,659 
assets 
Total assets                                                                                               799,263 
 
Segment          60,015  62,209  11,648 281,583   51,652     13,459    480,566 --       40,854  40,854     521,420 
liabilities 
Unallocated                                                                                                216,829 
liabilities 
Total                                                                                                      738,249 
liabilities 
31 March 2021 
(Audited) 
Segment assets   134,164 121,511 37,024 198,831   52,436     11,159    555,125 --       67,587  67,587     622,712 
Equity-accounted --      --      --     --        --         18,776    18,776  --       --      --         18,776 
investees 
Unallocated                                                                                                171,768 
assets 
Total assets                                                                                               813,256 
 
Segment          63,260  64,194  7,767  206,314   54,572     11,522    407,629 --       42,535  42,535     450,164 
liabilities 
Unallocated                                                                                                276,529 
liabilities 
Total                                                                                                      726,693 
liabilities 
30 September 
2020 (Unaudited) 
Segment assets   143,547 121,473 40,628 190,406   41,982     12,509    550,545 206,077  72,589  278,666    829,211 
Equity-accounted --      --      --     --        --         26,893    26,893  --       --      --         26,893 
investees 
Unallocated                                                                                                23,272 
assets 
Total assets                                                                                               879,376 
 
Segment          66,698  63,595  7,958  190,673   42,133     12,688    383,745 61,686   39,039  100,725    484,470 
liabilities 
Unallocated                                                                                                270,310 
liabilities 
Total                                                                                                      754,780 
liabilities 

3 Segment reporting (continued) b. Reportable segments (continued) iii. Other segment information

The following table details other segment information:

                               Ege     Nassau  Antigua Other   Total    Ortadogu Port of Total                  Total 
              BPI      VCP     Liman   Cruise  Cruise  Cruise  Cruise   Liman    Adria   Commercial Unallocated Consolidated 
USD '000                               Port    Port    Ports 
Six months 
ended 30 
September 
2021 
(Unaudited) 
Depreciation 
and           (6,337)  (1,646) (1,401) (1,741) (1,229) (370)   (12,724) --       (1,559) (1,559)    (137)       (14,420) 
amortisation 
expenses 
Additions to 
non-current 
assets 
- Capital     31       142     13      46,577  100     3,302   50,164   --       83      83         39          50,286 
expenditures 
Total 
additions to  31       142     13      46,577  100     3,302   50,164   --       83      83         39          50,286 
non-current 
assets 
Six months 
ended 30 
September 
2020 
(Unaudited) 
Depreciation 
and           (6,014)  (1,502) (1,410) 585     (592)   (996)   (9,929)  --       (1,599) (1,599)    (154)       (11,682) 
amortisation 
expenses 
Additions to 
non-current 
assets 
- Capital     1,340    893     41      41,892  9,816   230     54,212   --       4       4          --          54,216 
expenditures 
Total 
additions to  1,340    893     41      41,892  9,816   230     54,212   --       4       4          --          54,216 
non-current 
assets 
15 months 
ended 31 
March 2021 
(Audited) 
Depreciation 
and           (15,313) (3,881) (3,511) (2,945) (1,557) (2,562) (29,769) --       (4,060) (4,060)    (380)       (34,209) 
amortisation 
expenses 
Additions to 
non-current 
assets 
- Capital     2,111    1,820   75      56,817  15,998  150     76,971   1,734    79      1,813      5,686       84,470 
expenditures 
Total 
additions to  2,111    1,820   75      56,817  15,998  150     76,971   1,734    79      1,813      5,686       84,470 
non-current 
assets 

3 Segment reporting (continued)

b) Reportable segments (continued) iv. Geographical information

The Port operations of the Group are managed on a worldwide basis, but operational ports and management offices are primarily in Turkey, Montenegro, Malta, Spain, Bahamas, Antigua & Barbuda and Italy. The geographic information below analyses the Group's revenue and non-current assets by countries. In presenting the following information, segment revenue has been based on the geographic location of port operations and segment non-current assets were based on the geographic location of the assets.

                  Six months ended    Six months ended    15 months ended 
                  30 September 2021   30 September 2020   31 March 2021 
Revenue 
                  (USD '000)          (USD '000)          (USD '000) 
                  (Unaudited)         (Unaudited)         (Audited) 
Turkey            865                 597                 1,479 
Montenegro        4,454               3,623               9,318 
Malta             3,402               1,208               4,217 
Spain             2,754               316                 1,981 
Bahamas           48,480              40,295              58,746 
Antigua & Barbuda 310                 135                 2,781 
Italy             597                 80                  468 
Croatia           197                 145                 409 
                  61,060              46,399              79,399 
                   As at                As at           As at 
                    30 September 2021   31 March 2021    30 September 2020 
Non-current assets 
                   (USD '000)           (USD '000)      (USD '000) 
                   (Unaudited)          (Audited)       (Unaudited) 
Turkey             44,260               44,518          205,694 
Spain              116,659              123,714         129,094 
Malta              116,736              118,985         119,897 
Montenegro         63,105               65,267          70,604 
Bahamas            193,625              138,376         118,022 
Antigua & Barbuda  64,227               65,355          53,068 
Italy              6,380                5,123           5,507 
UK                 8,309                8,509           8,167 
Croatia            2,751                2,833           2,911 
Unallocated        32,227               29,916          30,884 
                   648,279              602,596         743,848 

Non-current assets relating to deferred tax assets and financial instruments (including equity-accounted investees) are presented as unallocated.

(v) Information about major customers

IFRIC 12 construction revenue relates entirely to ongoing construction at Nassau Cruise Port. Excluding IFRIC 12 revenue, the Group did not have a single customer that accounted for more than 10% of the Group's consolidated revenue in any of the periods presented. 4. Transactions with owners of the company a. Changes in ownership interest

The Group has acquired minority shares of Malaga Port at 23 January 2020. 20% of total shares of Malaga Port owned by Malaga Port Authority acquired by Creuers. Total consideration paid for 20% shares amounted to Eur 1,540 thousand (USD 1,707 thousand). Minority interest regarding this 20% shares of Malaga Port as of 31 December 2019 was 1,853 thousand, which was reversed for finalization of acquisition accounting.

The Group has taken over all shares of Ravenna Passenger Terminal at 5 July 2020. Ravenna Passenger Terminal's equity was negative after the year end 2019 accounts. Accordingly, a raise on equity was compulsory for regulatory reasons. None of the minority shareholders accepted to inject equity to the Company, and current equity of EUR 50 thousand (USD 57 thousand) offset against retained earning losses. The Group decided to keep the company operative, so accepted to inject new equity of EUR 20 thousand (USD 23 thousand) and offset remaining losses of EUR 57 thousand (USD 64 thousand). As a result of this transaction, the Group become only shareholder of Ravenna Passenger Terminal. Minority interest provided for 46% shares of the Port as of 31 December 2019 was USD 52 thousand losses, resulting a decrease in equity attributable to owners of the company amounting to USD 50 thousand and translation reserves by USD 2 thousand. b. Contributions and distributions

The Group's subsidiary Bodrum Cruise Port, the directors decided to increase paid in capital of the Company by TRY 7,924 thousand (USD 1,208 thousand) from TRY 18,000 thousand (USD 12,726 thousand) to TRY 25,924 thousand (USD 13,933 thousand) on 26 February 2020. Minority shareholders paid USD 483 thousand (USD 326 thousand as of 30 September 2020) of total share capital increase. 5. Discontinued operation

Following a strategic review the Group has announced in July 2019 that is will focus on cruise operations and has launched a disposal process for certain assets. As a result of such disposal process, the Group has, following a period of exclusive negotiations, entered into a conditional sale and purchase agreement ("SPA") on 21 October 2020 to sell Ortadogu Antalya Liman Isletmeleri ("Port Akdeniz") to QTerminals W.L.L. ("QTerminals" or "Purchaser"), a Qatari commercial port operating company, for an enterprise value of USD 140 million. After the approval of QTerminals' application by the Competition Authority, fulfilment of all prerequisites for the sale transaction and obtaining the necessary legal approvals, the sale was completed on January 25, 2021.

As a result of the adjustments made according to the net debt position of Port Akdeniz and debt-like items, the equity value sales price was realized as USD 115,159 thousand. Q Terminals has paid USD 103,643 thousand of the total amount in cash, and the balance amounting to USD 11,516 thousand has been withheld by the Purchaser at the initial completion date and settled in the fourth calendar quarter 2021.

Port Akdeniz is classified as a discontinued operation because it represents a separate major line of business and geographic area of operations. Port Akdeniz was not previously classified as held-for-sale or but as discontinued operation in the annual financial statements for the period ended 31 March 2021. The comparative consolidated statement of profit or loss has been restated to show the discontinued operation separately from continuing operations.

5 Discontinued operation (continued) a. Results of discontinued operation

                                                       2021      2019 
 
Revenue                                                33,465    47,486 
Cost of sales                                          (31,192)  (31,731) 
Gross profit                                           2,273     15,755 
Other income                                           1,090     1,837 
Selling and marketing expenses                         (25)      (55) 
Administrative expenses                                (2,415)   (2,141) 
Other expense                                          (2,763)   (1,948) 
Operating profit                                       (1,840)   13,448 
 
Finance income                                         11,830    1,283 
Finance costs                                           (11,803) (3,585) 
Net finance costs                                      27        (2,302) 
 
Share of profit of equity-accounted investees          --        -- 
 
Results from operating activities                      (1,813)   11,146 
 
Income tax benefit/ (expense)                          5,648     (1,268) 
 
Results from operating activities, net of tax          3,835     9,878 
Gain on sale of discontinued operation                 9,071     -- 
                                                       12,906    9,878 
Basic and diluted earnings per share (cents per share) 20.5      15.7 

The profit from the discontinued operation of USD 12,906 thousand (2019: USD 9,878 thousand) is attributable entirely to the owners of the Company. Of the loss from continuing operations of USD 84,582 thousand (2019: USD 24,509 thousand), an amount of USD 71,208 thousand is attributable to the owners of the Company (2019: USD 28,436 thousand). b. Effect of disposal on the financial position of the Group

In thousands of USD                                 As at Closing Date 
Property and equipment                              (25,166) 
Intangible assets                                   (127,719) 
Other long-term assets                              (13) 
Inventories                                         (458) 
Trade and other receivables                         (1,969) 
Related party receivables                           (3,481) 
Cash and cash equivalents                           (3,700) 
Loans and borrowings                                28,172 
Trade and other payables                            7,107 
Provisions                                          2,666 
Deferred tax liabilities                            25,782 
Current tax liabilities                             390 
Net assets and liabilities                          (98,389) 
Sales price                                         115,159 
Net asset value of disposal group                   (98,389) 
Hedge accounting disposal                           (133,265) 
Disposal of translation created on consolidation    125,566 
Gain on sale of discontinued operation, net of tax  9,071 
Consideration received, satisfied in cash           103,643 
Cash and cash equivalents disposed of               (3,700) 
Net cash inflows                                    99,943 6. Revenue 

The Group's operations and main revenue streams are those described in the last annual financial statements. The Group's revenue is derived mainly from cruise and commercial operations.

For the six-month period 30 September, revenue comprised the following:

                                                                                        other             Total             Port            Port of         Total            Total 
               BPI          VCP           EP          NCP                  ACP          cruise            Cruise            Akdeniz         Adria           Commercial       Consolidated 
                                                                                        ports 
(USD '000)     2021  2020   2021  2020    2021 2020   2021   2020       2021 2020     2021 2020         2021 2020        2021  2020       2021 2020       2021 2020        2021 2020 
 
Point in time 
Container      --    --     --    --      --   --     --     --         --   --       --  --           --   --          --    11,361     2,829 2,842      2,829 14,203      2,829 14,203 
revenue 
Landing fees   1,519 23     809   62      3    1      1,421  201        40   20       609 127          4,401 433         --    --         --   --         --   --          4,401 433 
 
Port service   299   56     876   227     62   39     13     2          1    --       1,083 287          2,334 611         --    1,377      432  85         432  1,462       2,766 2,073 
revenue 
Cargo revenue  --    --     --    --      --   --     --     --         --   --       --  --           --   --          --    2,896      754  504        754  3,400       754  3,400 
Domestic water 18    8      --    --      3    8      5      62         --   --       1   2            27   79          --    12         113  2          113  14          140  93 
sales 
Income from 
duty free      --    --     620   17      --   --     --     --         --   --       --  --           620  17          --    --         --   --         --   --          620  17 
operations 
Other revenue  82    10     171   138     107  101    742    (39)       48   17       113 100          1,264 327         --    301        11   7          11   308         1,275 635 
 
Over time 
Rental income  234   148    925   764     221  121    --     --         221  98       67  108          1,668 1,239       --    342        307  183        307  525         1,975 1,763 
 
Management fee --    --     --    --      --   --     --     --         --   --       --  --           --   --          --    --         --   --         --   --          --   -- 
Construction   --    --     --    --      --   --     46,299 40,070     --   --       --  --           46,299 40,070      --    --         --   --         --   --          46,299 40,070 
revenue 
Total          2,153 245    3,402 1,208   396  270    48,480 40,295     310  135      1,873 623          56,614 42,776      --    16,289     4,446 3,623      4,446 19,912      61,060 62,688 
 
 

The following table provides information about receivables, contract assets and contract liabilities from contracts with customers:

                                                                Period ended        Period ended        15 months ended 
Revenue                                                         30 September 2021   30 September 2020   31 March 2021 
                                                                (USD '000)          (USD '000)          (USD '000) 
Receivables, which are included in 'trade and other             9,480               7,245               5,129 
receivables' 
Contract assets                                                 787                 1,381               839 
Contract liabilities                                            (376)               (1,258)             (318) 
                                                                9,891               7,368               5,650 

The contract assets primarily relate to the Group's rights to consideration for work completed but not billed at the reporting date on Commercial services provided to vessels and rental agreements. The contract assets are transferred to receivables when the rights become unconditional. This occurs when the Group issues an invoice to the customer.

The contract liabilities primarily relate to the advance consideration received from customers for providing services, for which revenue is recognised over time. These amounts will be recognised as revenue when the services has provided to customers and billed, which was based on the nature of the business less than one week period.

The amount of USD318 thousand recognised in contract liabilities at the beginning of the period has been recognised as revenue for the period ended 30 September 2021.

The amount of revenue recognised in the period ended 30 September 2021 from performance obligations satisfied (or partially satisfied) in previous periods is USD787 thousand. This is mainly due to the nature of operations.

No information is provided about remaining performance obligations at 30 September 2021 that have an original expected duration of one year or less, as allowed by IFRS 15. 7. Finance income and costs

Finance income comprised the following:

                                Six months ended 30 September   Six months ended 30 September   15 months ended 31 March 
                                2021                            2020                            2021 
Finance income 
                                (USD '000)                       (USD '000)                     (USD '000) 
                                (Unaudited)                     (Unaudited)                     (Audited) 
Other foreign exchange gains    4,259                           21,208                          29,422 
(*) 
Gain on refinancing of Eurobond 4,770                           --                              -- 
Interest income on related      342                             6                               469 
parties 
Interest income on banks and    3                               40                              54 
others 
Interest income from housing    6                               13                              30 
loans 
Interest income from debt       143                             1                               72 
instruments 
Total                           9,523                           21,268                          30,047 

(*) The Group's foreign exchange gains arise mainly through its operations in Turkey, depreciation of TL against the functional currencies of these entities results in a benefit as the cost base is significantly more weighted to TL than the revenues.

The income from financial instruments within the category financial assets at amortized costs is USD 82 thousand (30 September 2020: USD 873 thousand, 31 March 2021: USD 553 thousand).

Finance costs comprised the following:

                                       Six months ended 30          Six months ended 30          15 months ended 31 
                                       September 2021               September 2020               March 2021 
Finance costs 
                                       (USD '000)                    (USD '000)                  (USD '000) 
                                       (Unaudited)                  (Unaudited)                  (Audited) 
Interest expense on loans and          13,760                       11,619                       30,339 
borrowings 
Foreign exchange losses from Eurobond  1,942                        9,302                        39,038 
Foreign exchange losses on loans and   898                          685                          1,224 
borrowings 
Interest expense on lease obligations  1,958                        1,970                        4,912 
Foreign exchange losses on equity      136                          2,007                        1,238 
translation (*) 
Other foreign exchange losses          218                          2,606                        2,447 
Loan commission expenses               671                          441                          933 
Unwinding of discounts during the year 175                          166                          408 
Letter of guarantee commission         10                           67                           17 
expenses 
Other interest expenses                270                          50                           88 
Other costs                            72                           9                            170 
Total                                  20,110                       28,922                       80,814 

(*) Ege Ports and Bodrum Cruise Port have functional currency of USD while their books are required to be kept as per Turkish Companies Law "VUK 213" article 215 in TL. All equity transactions are made in TL and transaction incurred during the year are being translated to USD resulting to foreign exchange differences on the profit or loss account.

The interest expense for financial liabilities not classified as fair value through profit or loss is USD 15,988 thousand (30 September 2020: USD 13,639 thousand, 31 March 2021: USD 35,251 thousand). 8. Taxation

For the six months ended 30 September 2021, 30 September 2020 and for the fifteen months ended 31 March 2021, income tax expense comprised the following:

                     Six months ended 30 September      Six months ended 30 September      15 months ended 31 March 
                     2021                               2021                               2021 
 
                     (USD '000)                          (USD '000)                        (USD '000) 
                     (Unaudited)                        (Unaudited)                        (Audited) 
Current income taxes (81)                               (369)                              (82) 
Deferred income      6,183                              4,643                              15,143 
taxes 
Total                6,102                              4,274                              15,061 9. Intangible assets 

A summary of the movements in the net book value of intangible assets for the 6-months, 9-months and 15-months period is as follows:

                                   Six months ended 30           nine months ended 30           15 months ended 31 
                                   September 2021                September 2020                 March 2021 
 
                                   (USD '000)                    (USD '000)                     (USD '000) 
                                   (Unaudited)                   (Unaudited)                    (Audited) 
Net book value as at 1 January     331,910                       424,618                        424,618 
Additions                          54,214                        49,942                         66,127 
Disposals                          (2)                           --                             (670) 
Transfers                                                        --                             586 
Acquisition through business       --                            --                             1,446 
combination 
Discontinued operations            --                            --                             (144,369) 
Amortization                       (8,821)                       (24,927)                       (25,238) 
Currency translation differences   (1,075)                       8,915                          9,410 
Net book value as at 30 June       376,226                       458,548                        331,910 

The details of the principal port operation rights for the six months ended 30 September 2021, 15 months ended 31 March 2021 and nine months ended 30 September 2020 are as follows:

                     As at 30 September 2021          As at 31 March 2021              As at 30 September 2020 
USD '000             Carrying    Remaining            Carrying    Remaining            Carrying    Remaining 
                     Amount      Amortisation Period  Amount      Amortisation Period  Amount      Amortisation Period 
Creuers del port de  86,766      105 months           92,442      111 months           97,144      117 months 
Barcelona 
Cruceros Malaga      10,454      131 months           10,838      137 months           11,420      143 months 
Valletta Cruise Port 61,472      542 months           62,561      548 months           62,985      554 months 
Port of Adria        15,121      267 months           15,562      273 months           19,850      279 months 
Port Akdeniz         --          --                   --          --                   131,720     95 months 
Ege Ports            9,780       138 months           10,197      144 months           10,559      150 months 
Bodrum Cruise Port   2,386       558 months           2,411       564 months           2,437       570 months 
Nassau Cruise Port   184,731     311 months           132,112     317 months           117,624     323 months 
Cagliari Cruise Port 1,720       63 months            1,897       69 months            2,052       75 months 
Catania Cruise Port  1,835       75 months            1,981       81 months            2,075       87 months 
Ravenna Cruise Port  --          --                   --          --                   8           3 months 
                     374,265                          330,001                          457,874 10. Trade and other receivables 
                              Six months ended 30 September   15 months ended 31 March    Six months ended 30 September 
                              2021                            2021                        2020 
 
                              (USD '000)                      (USD '000)                  (USD '000) 
                              (Unaudited)                     (Audited)                   (Unaudited) 
Trade receivables             10,267                          5,968                       8,626 
Deposits and advances given   5,163                           4,438                       5,741 
Other receivables             12,823                          15,756                      2,548 
Total trade and other         28,253                          26,162                      16,915 
receivables 

Venetto Sviluppo, the 51% shareholder of APVS, which in turn owns a 53% stake in Venezia Terminal Passegeri S.p.A (VTP), has a put option to sell its shares in APVS partially or completely (up to 51%) to Venezia Investimenti (VI). This option originally can be exercised between 15th May 2017 and 15th November 2018, extended until the end of November 2023. If VS exercises the put option completely, VI will own 99% of APVS and accordingly 71.51% of VTP. The Group has given a guarantee letter for its portion of 25% in VI, which in turn has given the full amount of call option as guarantee letter to VS. 11. Capital and reserves

Dividends

Dividend distribution declarations are made by the Company in GBP and paid in USD in accordance with its articles of association, after deducting taxes and setting aside the legal reserves as discussed above.

The Board of the Company has decided to temporarily suspend the dividend for full year 2019 and 2021, until the situation related to spread of Covid-19 ("coronavirus") becomes clearer.

No dividend to non-controlling interest was paid during six-months period in 2021 (Dividends to non-controlling interests totaled USD 237 in the 6 months ended 30 September 2020 and comprised a distribution of USD 213 thousand made to other shareholders by Barcelona Port Investments no cash settlement, a distribution of USD 25 thousand made to other shareholders by Valletta Cruise Port). 12. Loans and borrowings

Loans and borrowings comprised the following:

                                                                                      As at 
                                                                 As at                             As at 
                                                                                      31 March 
                                                                  30 September 2021                30 September 2020 
Short term loans and borrowings                                                       2021 
                                                                 (USD '000)                        (USD '000) 
                                                                                      (USD '000) 
                                                                 (Unaudited)                       (Unaudited) 
                                                                                      (Audited) 
Short term portion of bonds issued (i), (ii)                     12,634               272,437      29,535 
Short term bank loans                                            24,502               3,802        26,922 
Short term portion of long-term bank loans                       19,757               16,654       22,150 
Lease obligations                                                4,458                2,307        2,166 
     -- Finance leases                             --                   --           13 
     -- Lease obligations recognized under IFRS 16 4,458                2,307        2,153 
Total                                                            61,351               295,200      80,773 

12 Loans and borrowings (continued)

                                                                           As at 
                                                      As at                             As at 
                                                                           31 March 
                                                       30 September 2021                30 September 2020 
Long term loans and borrowings                                             2021 
                                                      (USD '000)                        (USD '000) 
                                                                           (USD '000) 
                                                      (Unaudited)                       (Unaudited) 
                                                                           (Audited) 
Long term portion of bonds and notes issued (i), (ii) 174,109              113,734      353,946 
Long term bank and other loans                        242,894              76,389       76,199 
Finance lease obligations                             66,461               63,611       64,209 
Total                                                 483,464              253,734      494,354 

(i) The sales process of the Eurobond issuances amounting to USD 250 million with 7 years of maturity, and a 8.125% coupon rate based on 8.250% reoffer yield was completed on 14 November 2014. Coupon repayment are made semi-annually. The bonds are quoted on the Irish Stock Exchange.

Eurobonds contain the following key financial covenants:

If a concession termination event occurs at any time, Global Liman (the "Issuer") must offer to repurchase all of the notes pursuant to the terms set forth in the indenture (a "Concession Termination Event Offer"). In the Concession Termination Event Offer, the Issuer will offer a "Concession Termination Event Payment" in cash equal to 100% of the aggregate principal amount of notes repurchased, in addition to accrued and unpaid interest and additional amounts, if any, on the notes repurchased, to the date of purchase (the "Concession Termination Event Payment Date"), subject to the rights of holders of notes on the relevant record date to receive interest due on the relevant interest payment date.

According to the Eurobond issued by Global Liman, the consolidated leverage ratio may not exceed 5.0 to 1 (incurrence covenant). The consolidated leverage ratio as defined in the Eurobond includes Global Liman as the issuer and all of its consolidated subsidiaries excluding Nassau Cruise Port and Antigua Cruise Port (both being Unrestricted Subsidiaries as defined in the Eurobond). Irrespective of the consolidated leverage ratio, the issuer will be entitled to incur any or all of the following indebtedness:

-- Indebtedness incurred by the Issuer, Ege Ports ("Guarantor") or Ortadogu Liman ("Guarantor") pursuant toone or more credit facilities in an aggregate principal amount outstanding at any time not exceeding USD 5 million;

-- Purchase money indebtedness incurred to finance the acquisition by, the Issuer or a RestrictedSubsidiary, of assets in the ordinary course of business in an aggregate principal amount which, when addedtogether with the amount of indebtedness incurred and then outstanding, does not exceed USD 10 million; and

-- Any additional indebtedness of the Issuer or any Guarantor (other than and in addition to indebtednesspermitted above) and Port of Adria indebtedness, provided, however, that the aggregate principal amount ofIndebtedness outstanding at any time of this clause does not exceed USD 20 million; and provided further, that morethan 50% in aggregate principal amount of any Port of Adria indebtedness incurred pursuant to this clause isborrowed from the International Finance Corporation and/or the European Bank for Reconstruction and Development.

Group debt covenants are calculated based on applicable IFRSs as of the time the lease obligations were initially recognised. Therefore, the group debt covenants as at period end have not been affected from the transition to IFRS 16. Management will assess in the future for any new transactions that will be entered into, depending on the nature of them, whether debt covenants' calculations are affected.

(ii) Nassau Cruise Port has issued an unsecured bond with a total nominal volume of USD 133.3 million pursuant to the Bond Subscription Agreement dated 29 June 2020. The unsecured bonds have been sold to institutional investors at par across two tranches in local currency Bahamian Dollar and US-Dollar, which are pari-passu to each other, and with a fixed coupon of 8.0% across both tranches payable semi-annually starting 30 June 2021. Final maturity of the bond is 30 June 2040, principal repayment will occur in ten equal, annual installments, beginning in June 2031 and each year afterwards until final maturity.

12 Loans and borrowings (continued)

Nassau Cruise Port has issued two additional tranches of unsecured notes with a total nominal volume of USD 55 million pursuant to note purchase agreements dated 24 June 2021 and 29 September 2021. Notes have a fixed coupon of 5.29% and 5.42% respectively, payable semi-annually starting 31 December 2021. Final maturity of the notes is 31 December 2040 (amortising) and 31 December 2031 (bullet repayment) respectively.

The bonds and the notes are general obligation of Nassau Cruise Port and not secured by any specific collateral or guarantee. No other entity of the Group has provided any security or guarantee with respect to the Nassau Cruise Port bond and notes. The bonds and the notes contain a covenant that Nassau Cruise Port must maintain a minimum debt service coverage ratio of 1.30x prior to the distribution of any dividends to shareholders.

(iii) The Group has entered a new five-year, senior secured loan agreement for up to USD 261.3 million with the investment firm Sixth Street to refinance Eurobond. USD186.3m of this loan have been drawn for the refinancing as of the reporting date, while the remaining USD75m represent a growth financing facility which the Group can draw meeting certain requirements. Group's Eurobond (i) has been refinanced in full at the end of July 2021. Under the terms of the Facility Agreement, the Company will have the ability to select from a range of interest payment options including an all-cash interest rate, a cash interest rate of LIBOR +5.25% plus PIK rate, or a PIK only rate of LIBOR +8.5% up until December 2022. The loan repayment is repaid with a bullet payment at final maturity in year 2026. The Group, at its discretion, will not be required to make any debt service (principal or interest) until year-end 2022. As part of the financing arrangement with Sixth Street, the Company has agreed to issue warrants to Sixth Street for a subscription price equal to the nominal value per share representing 9.0% of the Company's fully-diluted share capital (subject to customary adjustments). 13. Provisions

For the period ended 30 September, the movements of the provisions as below:

               Replacement         Nassau Ancillary       Italian Ports           Unused 
               provisions for      contribution           Concession fee          vacations   Legal     Other   Total 
               Creuers (*)         provision (**)         provision (***) 
Balance at 1   8,429               12,381                 887                     258         6,118     788     28,861 
April 2021 
Provisions 
created        275                 71                     --                      37          102       90      575 
through p&l 
Paid in cash   --                  --                     (166)                   --          (1,152)   --      (1,318) 
Reversal of    --                  --                     --                      --          --        --      -- 
provisions 
Unwinding of   158                 --                     16                      --          --        --      174 
provisions 
Currency 
translation    (64)                --                     (2)                     (9)         (101)     (11)    (187) 
difference 
Balance at 30  8,798               12,452                 735                     286         4,968     867     28,105 
September 2021 
Non-current    8,798               6,994                  593                     --          3,000     29      19,414 
Current        --                  5,458                  142                     286         1,967     838     8,691 
               8,798               12,452                 735                     286         4,968     867     28,105 

(*) As part of the concession agreement between Creuers and the Barcelona (entered in 1999 for WTC wharf and in 2003 for Adossat Wharf) and Malaga Port Authorities (entered in 2008), the Company has an obligation to maintain the port equipment in good operating condition throughout its operating period, and in addition return the port equipment to the Port Authorities in a specific condition at the end of the agreement.

(**) As part of agreement between NCP and Government of Bahamas entered in 2019, ancillary contributions will be made to local community to increase the wealth of people of Bahamas. These payments will be made as grant and partly as interest free loan. Therefore, a provision is provided for ancillary contributions based on Management's best estimate of these payments.

(***) On 16 December 2009, Ravenna Port Authority and Ravenna Passenger Terminal S.r.l. ("RTP") entered into an agreement regarding the operating concession for the Ravenna Passenger Terminal which originally terminated on 27 December 2019 but was extended to end of 2021. RTP had an obligation to pay a concession fee to the Port Authority of Euro 86,375 per year until end of concession. The expense relating to this concession agreement is recognized on a straight-line basis over the concession period, giving rise to an accrual in the earlier years.

On 13 June 2011, Catania Port Authority and Catania Cruise Terminal S.r.l. ("CCT") entered into an agreement regarding the operating concession for the Catania Passenger Terminal which terminates on 12 June 2026. CCT had an obligation to pay a concession fee to the Catania Port Authority of Euro 135,000 per year until end of concession. The expense relating to this concession agreement is recognized on a straight-line basis over the concession period, giving rise to an accrual in the earlier years. 14. Earnings / (Loss) per share

The Group presents basic earnings per share ("basic EPS") data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period, less own shares acquired.

During the year, the Group introduced share-based payments as part of its long-term incentive plan to directors and senior management. The shares to be granted to the participants of the scheme are only considered as potential shares when the market vesting conditions are satisfied at the reporting date. None of the market conditions are satisfied at the reporting date and therefore there is no dilution of the earnings per share or adjusted earnings per share.

At a General Meeting of the Company held on 9 June 2021, certain resolutions were passed related to issuing warrants to Sixth Street, in the context of the financing package agreed with Sixth Street, representing 9.0% of the issued share capital, and these warrants have been issued in July 2021. Resolutions were also passed related to issuing further warrants to Sixth Street, pro-rata to the utilisation of the USD 75.0 million growth facility. The warrants become exercisable upon certain specific events, including the acceleration, repayment in full or termination of the loan, de-listing of GPH or a change of control. None of the exercising events are happened at the reporting date, and therefore there is no dilution of the earnings per share or adjusted earnings per share.

Earnings per share is calculated by dividing the profit attributable to ordinary shareholders, by the weighted average number of shares outstanding.

                                                                               As at          As at          As at 
                                                                                30            30 September   31 March 
                                                                               September      2020 
                                                                               2021                          2021 
                                                                                              (USD '000) 
                                                                               (USD '000)                    (USD '000) 
                                                                                              (Unaudited) 
                                                                               (Unaudited)                   (Audited) 
Loss attributable to owners of the Company                                     (18,844)       (26,277)       (80,313) 
Weighted average number of shares                                              62,826,963     62,826,963     62,826,963 
Basic and diluted earnings / (loss) per share with par value of GBP 0.01       (29.99)        (41.82)        (127.8) 
(cents per share) 
Loss attributable to owners of the Company                                     (18,844)       (19,217)       (93,219) 
Weighted average number of shares                                              62,826,963     62,826,963     62,826,963 
Basic and diluted earnings / (loss) per share with par value of GBP 0.01       (29.99)        (30.59)        (148.4) 
(cents per share) - continuing operations 15. Commitment and contingencies 

The information related to the significant lawsuits that the Group is directly or indirectly a party to, are outlined below:

The Port of Adria-Bar (Montenegro) is a party to the disputes arising from the collective labour agreement executed with the union by Luka Bar AD (former employer/company), which was applicable to Luka Bar AD employees transferred to Port of Adria-Bar. The collective labour agreement has expired in 2010, before the Port was acquired by the Group under the name of Port of Adria-Bar. However, a number of lawsuits have been brought in connection to this collective labour agreement seeking (i) unpaid wages for periods before the handover of the Port to the Group, and (ii) alleged underpaid wages as of the start of 2014. On March 2017, the Supreme Court of Montenegro adopted a Standpoint in which it is ruled that collective labour agreement cannot be applied on rights, duties and responsibilities for employees of Port of Adria-Bar after September 30th, 2010. Although the Standpoint has established a precedent that has applied to the claims for the period after September 30th, 2010; there are various cases pending for claims related to the period of October 1st, 2009 - September 30th, 2010. In respect of the foregoing period of one year, the Port of Adria-Bar has applied to the Constitutional Court to question the alignment of the collective labour agreement with the Constitution, Labor Law and general collective agreement. The Port of Adria-Bar is notified that the application for initiating the procedure for reviewing the legality of the Collective Agreement has been rejected due to a procedural reason, without evaluating the arguments submitted. On May 17, 2021, the Supreme Court dismissed Port of Adria's case and confirmed and accepted the applicability of the conflicting articles of the collective bargaining agreement in terms of employees' lawsuits for employees.

15 Commitment and contingencies (continued)

On 24 July 2020, the Competition Authority initiated an investigation against Ortadogu Liman, Metlog Lojistik Gemicilik Turizm A.S., and MSC Gemi Acenteligi A.S., due to an alleged breach of Article 4 and 6 of the Law on the Protection of Competition, Law No. 4054 ("Competition Law"). Port Akdeniz has engaged legal representation and submitted a full defence against all allegations on 14 September 2020. As a result of such defence, all allegations pertaining to the breach of Article 4 have been dropped by the Competition Authority, however, in the investigation report received on 2 August 2021, the Competition Authority has alleged that Ortadogu Liman has alleged that Ortadogu Liman has engaged in exclusionary abuse in breach of Article 6 of the Competition Law. Whole process before the Competition Authority may take up to an additional 6 to 12 months (excluding the possibility to file an administrative lawsuit against a negative decision of the Competition Authority).

At this stage, the claim has not matured, and it depends on the decision of the Competition Authority and based on the defence against the claims. The course of the process remains uncertain. The aforementioned investigation report refers a potential monetary fine ranging from 0.5% to 3.0% of Ortadogu Liman's annual revenue in the year prior to the final decision. At this stage, a reasonable estimation cannot be made on the liability related to potential claims, accordingly no provision is recognised.

Ortadogu Liman has been sued for a service given to a commercial ship. Following the local court's decision accepting the claims of the ship owner, Ortadogu Liman has filed an appeal against such decision. 16. Related parties

There are no changes in the related parties of these interim financial statements compared to those used in the Group's consolidated financial statements as at and for 15 months ended 31 March 2021.

All related party transactions between the Company and its subsidiaries have been eliminated on consolidation and are therefore not disclosed in this note.

Due from related parties

Current and non-current receivables from related parties comprised the following:

                                                               As at 
                                          As at                             As at 
                                                               31 March 
                                           30 September 2021                30 September 2020 
Current receivables from related parties                       2021 
                                          (USD '000)                        (USD '000) 
                                                               (USD '000) 
                                          (Unaudited)                       (Unaudited) 
                                                               (Audited) 
Global Yatirim Holding                    --                   --           227 
Adonia Shipping (*)                       10                   6            104 
Straton Maden (*)                         66                   66           66 
Global Menkul                             --                   6            -- 
Global Ports Holding BV                   --                   4            4 
Lisbon Cruise Terminals lda               21                   22           58 
Aysegül Bensel                            --                   --           28 
Other Global Yatirim Holding Subsidiaries 363                  220          309 
Total                                     460                  324          796 
                                                                  As at 
                                             As at                             As at 
                                                                  31 March 
                                              30 September 2021                30 September 2020 
Non-current receivables from related parties                      2021 
                                             (USD '000)                        (USD '000) 
                                                                  (USD '000) 
                                             (Unaudited)                       (Unaudited) 
                                                                  (Audited) 
Goulette Cruise Holding (**)                 8,049                8,125        7,673 
Total                                        8,049                8,125        7,673 

(*) These amounts are payments in advance for contracted work. These have an interest rate charged of 17.50% p.a. as at 30 September 2021 (31 March 2021: 16.75%, 30 September 2020: 15.75%).

(**) Company is financing its Joint venture for the payment of La Goulette Shipping Company acquisition price with a maturity of 5 years with bullet repayment at the end of term. Yearly interest up to 8% (31 March 2021: 8%, 30 September 2020: 4.5%) is accruing and paid at maturity.

16 Related parties (continued)

Due to related parties

Current payables to related parties comprised the following:

                                                               As at 
                                          As at                             As at 
                                                               31 March 
                                           30 September 2021                30 September 2020 
                                                               2021 
Current payables to related parties       (USD '000)                        (USD '000) 
                                                               (USD '000) 
                                          (Unaudited)                       (Unaudited) 
                                                               (Audited) 
Mehmet Kutman                             1,042                827          330 
Global Sigorta (*)                        --                   154          366 
Global Yatirim Holding                    2,092                129          -- 
Aysegül Bensel                            162                  102          -- 
Other Global Yatirim Holding Subsidiaries 42                   41           -- 
Total                                     3,338                1,253        696 

(*) These amounts are related to professional services provided. These have an interest rate of 17.50% p.a. as at 30 September 2021 (31 March 2021: 17.50%, 30 September 2020: 15.50%).

Transactions with related parties

Transactions with other related parties comprised the following for the following periods:

                       Six months ended  Six months ended  15 months ended 
(USD '000)             30 September 2021 30 September 2020 31 March 2021 
                       (Unaudited)       (Unaudited)        (Audited) 
                       Rent              Rent              Rent 
                                  Other             Other            Other 
                       Income            Income            Income 
Global Yatirim Holding --         96     58         6      265       106 
Global Menkul          --         16     --         --     --        -- 
Total                  --         112    58         6      265       106 
 
 USD '000 
                       Project           Project           Project 
                                  Other             Other            Other 
                       Expenses          Expenses          Expenses 
Global Yatirim Holding 160        3      152        65     276       83 
Global Menkul          --         --     --         1      --        1 
Total                  160        3      152        66     276       84 17. Financial Instruments' fair value disclosures 

Fair value measurements

The information set out below provides information about how the Group determines fair values of various financial assets and liabilities.

Determination of the fair value of a financial instrument is based on market values when there are two counterparties willing to sell or buy, except under the conditions of events of default forced liquidation. The Group determines the fair values based on appropriate methods and market information and uses the following assumptions: the fair values of cash and cash equivalents, other monetary assets, which are short term, trade receivables and payables and long term foreign currency loans and borrowings with variable interest rates and negligible credit risk change due to borrowings close to year end are expected to approximate to the carrying amounts.

17 Financial Instruments' fair value disclosures (continued)

Fair value measurements (continued)

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable and consists of the following three levels: ? Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities; ? Level 2: Input other than quoted prices included within level 1 that are observable for the assets orliabilities, either directly (i.e. as prices) or indirectly (i.e. derived from prices); ? Level 3: Inputs for the asset or liability that is not based on observable market data (unobservableinputs).

Except as detailed in the following table, the directors consider the carrying amounts of the Group's financial assets and financial liabilities were approximate to their fair values.

                            As at 30 September 2021 As at 31 March 2021 As at 30 September  2020 
                       Note 
                            (Unaudited)             (Audited)           (Unaudited) 
(USD '000)                  Carrying     Fair       Carrying   Fair     Carrying      Fair 
Financial assets 
Other financial assets      57           57         63         63       78            78 
Financial liabilities 
Loans and borrowings   12   473,896      473,896    483,016    447,078  472,814       508,752 
Lease obligations           70,919       70,919     65,918     65,918   66,375        66,375 

The Group's lease obligations fair value has been obtained using the discounted cash flow model.

All loans have been included in Level 2 of the fair value hierarchy as they have been valued using quotes available for similar liabilities in the active market. The valuation technique and inputs used to determine the fair value of the loans and borrowings is based on discounted future cash flows and discount rates.

The groups Eurobond liability has been included in level 1 of the fair value hierarchy as it has been valued using quotes available on its quoted market.

The fair value of loans and borrowings has been determined in accordance with the most significant inputs being discounted cash flow analysis and discount rates.

Financial instruments at fair value

The table below analyses the valuation method of the financial instruments carried at fair value. The different levels have been defined as follows:

(USD '000)

                                                                     Level 1 Level 2 Level 3 Total 
As at 30 September 2021 (Unaudited) Derivative financial liabilities --      230     --      230 
As at 31 March 2021 
                                    Derivative financial liabilities --      399     --      399 
(Audited) 
As at 30 september 2020 (Unaudited) Derivative financial liabilities --      443     --      443 

The valuation technique and inputs used to determine the fair value of the interest rate swap is based on future cash flows estimated based on forward interest rates (from observable yield curves at the end of the reporting period) and contract interest rates, discounted at a rate that reflects the credit risk of various counterparties. 18. Events after the reporting date

On October 15th 2021, Group has signed a 20-year lease agreement with the Port of Authority of Kalundborg to manage the cruise services in Kalundborg Port, Denmark. As part of the lease agreement, subject to certain milestones, Group will invest up to EUR6m by the end of 2025 into a purpose-built cruise terminal.

On November 10th 2021, Global Ports Canary Islands S.L. ("GPCI"), 80% of its shares owned by the Group and 20% owned by Sepcan S.L. ("Sepcan"), following a public tender process, has been awarded to preferred bidder status by the Port Authority of Las Palmas. Sepcan is a Canary island based company providing services to the port of Las Palmas since 1936 and since 1998 has been focused on mooring/unmooring, luggage handling, ship's provisioning and passenger services.

18 Events after the reporting date (continued)

The concessions cover the port of Las Palmas de Gran Canaria, port of Arrecife (Lanzarote) and Puerto del Rosario (Fuerteventura), which have tenures of 40 years, 20 years and 20 years respectively. Following successful execution of the concession agreements, GPH, as part of GPCI, will manage the cruise port operations in Gran Canaria, Lanzarote and Fuerteventura.

GPH owns 80% of GPCI and Sepcan S.L. owns 20%. Sepcan is a Canary island family-owned company that has been providing services to the port of Las Palmas since 1936 and since 1998 has been focused on mooring/unmooring, luggage handling, ship's provisioning and passenger services. They also specialise in environmental services and maritime pollution prevention.

Group has been awarded by the Tarragona Port Authority ("Port Authority") a 12-year concession, with a 6-year extension option, to manage the services for cruise passengers in Tarragona, Spain. Under the terms of the agreement, GPH will invest up to EUR5.5m into building a new state of the art modular cruise terminal.

-----------------------------------------------------------------------------------------------------------------------

ISIN:          GB00BD2ZT390 
Category Code: IR 
TIDM:          GPH 
LEI Code:      213800BMNG6351VR5X06 
Sequence No.:  139941 
EQS News ID:   1274796 
 
End of Announcement  EQS News Service 
=------------------------------------------------------------------------------------
 

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January 31, 2022 11:21 ET (16:21 GMT)

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