The information contained
within this announcement is deemed to constitute inside information
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Upon the publication of this announcement, this inside information
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31 July 2024
Interim Results
Announcement
Minoan Group
Plc
(the "Group" or the "Company"
or "Minoan")
Minoan Group Plc, the AIM listed
resort development company presents its unaudited interim results
for the six months ended 30 April 2024.
KEY
POINTS
· Discussions continue with the Public Welfare Ecclesiastical
Foundation Panagia Akrotiriani
("the Foundation") along with
prospective development and other partners.
· Work on the reduction of liabilities is nearing completion and
will be advised shortly.
· Process of recruiting a new and enlarged management team has
commenced.
· The
Loss for the period was £601,000 (2022/23: £286,000).
Christopher Egleton, Chairman of Minoan,
said:
"I am encouraged by the progress in
discussions with the Foundation and the Greek Ministry of National
Economy and Finance. Following the signing of a collaboration
agreement with a major international luxury hotel group, we
continue to advance the commercial aspects of the Project with
Contractors, Banks, Banking Advisors and other potential partner
organisations. A number of these discussions are at an advanced
stage."
The Company's unaudited interim
results for the six months ended 30 April 2024 can be viewed on
Minoan's website, www.minoangroup.com,
with effect from 31 July 2024.
For further information visit
www.minoangroup.com or contact:
Minoan Group
Plc
mail@minoangroup.com
WH
Ireland
Limited
020 7220 1666
Antonio Bossi/Andrew de
Andrade
Peterhouse Capital Limited
020 7469 0930
Duncan Vasey
Chairman's Statement
Introduction
I am pleased to present the
unaudited interim results for Minoan Group Plc for the six months
to 30 April 2024.
On 30 April 2024, the Company
confirmed that it and the Public Welfare Ecclesiastical Foundation
Panagia Akrotiriani ("the Foundation") were progressing the
detailed discussions necessary regarding the updating and alignment
of the existing Contract with changes in the Greek legal framework
generally as well as specific matters such as the revised Itanos
Gaia Project (the "Project") that have taken place since the
Contract was agreed and signed. As Shareholders are aware these
discussions are taking place within an institutional process
conducted through the Ministry of National Economy and Finance, the
supervising authority for all Foundations in Greece.
Significant progress is being made
and numerous meetings have and are continuing to take place with
the Foundation and/or its advisors. In this process it is
important to bear in mind that the relationship
with the Foundation, as is the case with development, financial and
hospitality partners, are for the long term. In the case of the
Foundation the relationship will stretch for the length of the
lease, and whilst the process is taking some time to conclude, it
is important to ensure that all parties understand what is expected
of them now and in the future and on what terms.
Progress is being made and I expect
to be able to inform Shareholders in the near future on this and a
number of other matters, notably the ongoing discussions with
prospective development and other partners.
In addition to Project itself, one
of the issues being addressed by the Company is the reduction of
liabilities in order to help prepare the Company for the change in
gear that will be necessary as soon as the updated Contract is
complete. Discussions on this are progressing well and I expect
them to reach a conclusion in the very near term.
I have explained previously the fact
that one of the major tasks to be undertaken once the Updated
Contract is in place is the recruitment of a new and enlarged
management team in order to move forward as fast as possible and
this process has already been commenced. It remains mine and the
Board's belief that the Itanos Gaia Project at Cavo Sidero will be
a stunning addition to the tourism offering of Greece as a whole
and for Crete in particular.
Financial Review
The loss before taxation for the six
months period to 30 April 2024 was £601,000 compared to £286,000 in
the same period last year, the majority of which is accounted for
by a one-off charge for the extension fee for DAGG on its loan
renewal in November 2023.
The Company continues to focus on
the key activities necessary to drive the Project
forward.
Total assets at 30 April 2024
totalled £52,109,000 (2023: £51,475,000).
Chairman's Statement (continued)
Outlook
In conclusion, I am encouraged by
the progress in discussions with the Foundation and the Greek
Ministry of National Economy and Finance. Following the signing of
a collaboration agreement with a major international luxury hotel
group, we continue to advance the commercial aspects of the Project
with Contractors, Banks, Banking Advisors and other potential
partner organisations. A number of these discussions are at an
advanced stage. I look forward to updating Shareholders on further
progress as we conclude the various ongoing discussions.
Christopher W Egleton
Chairman
31 July 2024
Unaudited Consolidated
Statement of Comprehensive Income
Six months ended 30 April
2024
|
6 months ended
30.04.24
£'000
|
6 months
ended 30.04.23
£'000
|
Year
ended 31.10.23
£'000
|
|
|
|
|
Revenue
|
-
|
-
|
-
|
Cost of sales
|
-
|
-
|
-
|
Gross profit
|
-
|
-
|
-
|
|
|
|
|
Operating expenses
|
(360)
|
(220)
|
(536)
|
|
|
|
|
Operating loss
|
(360)
|
(220)
|
(536)
|
|
|
|
|
Finance costs
|
(241)
|
(66)
|
7
|
Loss
before taxation
|
(601)
|
(286)
|
(529)
|
|
|
|
|
Taxation
|
-
|
-
|
-
|
Loss
for period attributable to equity holders of the
Company
|
(601)
|
(286)
|
(529)
|
Loss per share attributable to equity
holders of the Company: Basic and diluted
|
(0.07p)
|
(0.04p)
|
(0.07p)
|
|
|
|
|
Unaudited Consolidated
Statement of Changes in Equity
Six months ended 30 April
2024
|
Share
capital
£'000
|
Share
premium
£'000
|
Merger
reserve
£'000
|
Warrant
reserve
£000
|
Retained earnings
£'000
|
Total
equity
£'000
|
|
|
|
|
|
|
|
Balance at 1 November 2023
|
20,509
|
36,583
|
9,349
|
2,461
|
(26,712)
|
42,190
|
Loss for the period
|
-
|
-
|
-
|
-
|
(601)
|
(601)
|
Issue of ordinary shares
|
930
|
-
|
-
|
-
|
-
|
930
|
Share based payments
|
-
|
-
|
-
|
-
|
-
|
-
|
Balance at 30 April 2024
|
21,439
|
36,583
|
9,349
|
2,461
|
(27,313)
|
42,519
|
Six months
ended 30 April 2023
|
Share
capital
£'000
|
Share
premium
£'000
|
Merger
reserve
£'000
|
Warrant
reserve
£000
|
Retained
earnings £'000
|
Total
equity
£'000
|
|
|
|
|
|
|
|
Balance at 1 November
2022
|
20,321
|
36,583
|
9,349
|
2,619
|
(26,183)
|
42,689
|
Loss for the period
|
-
|
-
|
-
|
-
|
(286)
|
(286)
|
Issue of ordinary shares
|
27
|
-
|
-
|
-
|
-
|
27
|
Share based payments
|
-
|
-
|
-
|
-
|
-
|
-
|
Balance at 30 April 2023
|
20,348
|
36,583
|
9,349
|
2,619
|
(26,469)
|
42,430
|
Year ended 31 October 2023
|
Share
capital
£'000
|
Share
premium
£'000
|
Merger
reserve
£'000
|
Warrant
reserve
£000
|
Retained
earnings £'000
|
Total
equity
£'000
|
|
|
|
|
|
|
|
Balance at 1 November
2022
|
20,321
|
36,583
|
9,349
|
2,619
|
(26,183)
|
42,689
|
Loss for the year
|
-
|
-
|
-
|
-
|
(529)
|
(529)
|
Issue of ordinary shares
|
188
|
-
|
-
|
-
|
-
|
188
|
Decrease in warrant
Reserve
|
-
|
-
|
-
|
(158)
|
-
|
(158)
|
Balance at 31 October
2023
|
20,509
|
36,583
|
9,349
|
2,461
|
(26,712)
|
42,190
|
Unaudited Consolidated Statement of Financial Position as at
30 April 2024
|
As at 30.04.24
£'000
|
As at
30.04.23
£'000
|
As at
31.10.23
£'000
|
Assets
|
|
|
|
Non-current assets
|
|
|
|
Intangible assets
|
3,583
|
3,583
|
3,583
|
Property, plant and
equipment
|
157
|
157
|
157
|
Total non-current assets
|
3,740
|
3,740
|
3,740
|
|
|
|
|
Current assets
|
|
|
|
Inventories
|
48,215
|
47,561
|
47,995
|
Receivables
|
136
|
159
|
117
|
Cash and cash equivalents
|
18
|
15
|
17
|
Total current assets
|
48,369
|
47,735
|
48,129
|
|
|
|
|
Total assets
|
52,109
|
51,475
|
51,869
|
|
|
|
|
Equity
|
|
|
|
Share capital
|
21,439
|
20,348
|
20,509
|
Share premium account
|
36,583
|
36,583
|
36,583
|
Merger reserve account
|
9,349
|
9,349
|
9,349
|
Warrant reserve
|
2,461
|
2,619
|
2,461
|
Retained earnings
|
(27,313)
|
(26,469)
|
(26,712)
|
Total equity
|
42,519
|
42,430
|
42,190
|
|
|
|
|
Liabilities
|
|
|
|
Current liabilities
|
9,590
|
9,045
|
9,679
|
|
|
|
|
Total equity and liabilities
|
52,109
|
51,475
|
51,869
|
Unaudited Consolidated Cash Flow Statement
Six
months ended 30 April 2024
|
6 months ended
30.04.24
£'000
|
6 months
ended 30.04.23
£'000
|
Year ended
31.10.23
£'000
|
|
|
|
|
Loss before taxation
|
(601)
|
(286)
|
(529)
|
Finance costs
|
241
|
66
|
(7)
|
Increase in inventories
|
(220)
|
(173)
|
(606)
|
(Increase) / decrease in
receivables
|
(19)
|
8
|
50
|
Increase in current
liabilities
|
186
|
234
|
591
|
Net cash (outflow) from
operations
|
(413)
|
(151)
|
(501)
|
Finance costs
|
(241)
|
(66)
|
(151)
|
Net
cash used in operating activities
|
(654)
|
(217)
|
(652)
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
Purchase of property, plant and
equipment
|
-
|
-
|
-
|
Purchase of intangible
assets
|
-
|
-
|
-
|
Net
cash used in investing activities
|
-
|
-
|
-
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
Net proceeds from the issue of
ordinary shares
|
930
|
27
|
188
|
Net loans received /
(repaid)
|
(275)
|
75
|
351
|
|
655
|
102
|
539
|
|
|
|
|
Net
increase / (decrease) in cash
|
1
|
(115)
|
(113)
|
|
|
|
|
Cash at beginning of
period
|
17
|
130
|
130
|
Cash at end of period
|
18
|
15
|
17
|
|
|
|
|
Notes to the Unaudited Financial Statements
Six
months ended 30 April 2024
1.
General information
The Company is a public limited
company incorporated in England and Wales and quoted on AIM. The
Company's principal activity in the period under review was that of
a holding and management company of a Group involved in the design,
creation, development and management of environmentally friendly
luxury hotels and resorts.
2.
Basis of preparation
The interim financial statements are
unaudited and do not constitute statutory accounts as defined in
Section 434(3) of the Companies Act 2006. A copy of the audited
Group Strategic Report, Report of the Directors and Consolidated
Financial Statements for the year ended 31 October 2023 has been
delivered to the Registrar of Companies. The auditor's report on
these accounts was unqualified and did not contain statements under
s498(2) to s498(4) of the Companies Act 2006.
These interim financial statements
for the six months ended 30 April 2024 comprise an Unaudited
Consolidated Statement of Comprehensive Income, Unaudited
Consolidated Statement of Changes in Equity, Unaudited Consolidated
Statement of Financial Position, Unaudited Consolidated Cash Flow
Statement plus relevant notes.
The interim financial statements are
prepared in accordance with EU adopted International Financial
Reporting Standards ("IFRS") and the International Financial
Reporting Interpretations Committee ("IFRIC") interpretations and
the Companies Act 2006 applicable to companies reporting under
IFRS.
The principal accounting policies
adopted in the preparation of the interim financial statements are
consistent with those adopted in the Report and Financial
Statements for the year ended 31 October 2023.
Going concern
The directors have considered the
financial and commercial position of the Group in relation to its
project in Crete (the "Project"). In particular, the directors have
reviewed the matters referred to below.
Following the unanimous approval of
a Plenum of the Greek Council of State, the highest court in
Greece, the Presidential Decree granting land use approval for the
Project was issued on 11 March 2016 and was published in the
Government Gazette. The planning rules for the Project are now
enshrined in law. The appeals lodged against the Presidential
Decree have been rejected by the Greek Supreme Court. Accordingly,
the directors consider that they will conclude further Project
joint venture agreements in the near term.
In addition to specific Project
related matters as noted above, and as has been the case in the
past, the Group continues to need to raise capital in order to meet
its existing finance and working capital requirements. While the
directors consider that any necessary funds will be raised as
required, the ability of the Company to raise these funds is, by
its nature, uncertain.
Having taken these matters into
account, the directors consider that the going concern basis of
preparation of the financial statements is appropriate.
Notes to the Unaudited Financial Statements
(continued)
Six
months ended 30 April 2024
3.
Loss per share attributable to equity holders of the
Company
Earnings per share are calculated by
dividing the earnings attributable to the equity holders of a
company by the weighted average number of ordinary shares in issue
during the period. Diluted earnings per share are calculated by
adjusting basic earnings per share to assume the conversion of all
dilutive potential ordinary shares. As the Group is loss making,
there are no dilutive instruments in issue, therefore the basic
loss per share and diluted loss per share are the same. The
weighted average number of shares used in calculating basic and
diluted loss per share for the six months ended 30 April 2024 was
820,457,443 (Six months ended 30 April 2023: 733,176,060; Year
ended 31 October 2023: 738,256,428).