Dolphin Capital Investors Limited Disposal of One&Only at Kea Island project (2186B)
29 Setembro 2022 - 11:23AM
UK Regulatory
TIDMDCI
RNS Number : 2186B
Dolphin Capital Investors Limited
29 September 2022
29 September 2022
Dolphin Capital Investors Limited
("Dolphin" or the "Company")
Disposal of One&Only at Kea Island project
Dolphin, an investor in high-end resort developments in the
eastern Mediterranean, announces that it has received a Tag Notice
for the sale of its entire interest in the One&Only at Kea
Island project ("OOKI").
Dolphin is the owner of 66.67% of Single Purpose Vehicle Ten Ltd
("SPV10") which, in turn, indirectly owns 50% of OOKI, thereby
providing DCI with an effective equity interest of 33.33%. On 28
September SPV10 received a notice from a minority shareholder that
it had reached a binding agreement for the sale of its 40%
effective equity ownership interest in OOKI.
Pursuant to a Shareholders' Agreement dated 27 May 2019, SPV10
is entitled to exercise a tag-along right to sell its interest in
OOKI simultaneously with the proposed transfer of the minority
shareholder's interest for a proportionate consideration.
On 29 September, SPV10 responded to the minority shareholder
that it intends to exercise its tag-along right to transfer all of
its effective equity interest in OOKI for a proportionate cash
consideration of EUR26.88 million, subject to being satisfied with
the terms and conditions of the respective share purchase
agreement.
Dolphin Capital Partners Ltd will retain its role as OOKI's
development and asset manager and has informed the Company that it
does not intend to sell its shareholding stake in the project.
One&Only will also continue to operate the OOKI Resort and
Private Homes through the existing long-term management and
branding agreements.
The pro rata consideration for Dolphin's stake in SPV10 amounts
to EUR17.92 million and represents a premium of 17% to the
valuation of the Dolphin's investment in OOKI disclosed in the
Company's financial statements as at 31 December 2021.
The conclusion of the share purchase transaction remains subject
to the execution of the final documentation and the fulfilment of
the terms and conditions set out therein, which may be expected to
complete during the fourth quarter of 2022.
The disposal proceeds will first be applied towards the
repayment in full of the existing loan facility that Dolphin drew
down on 7 June and 16 July 2021, of which EUR12.8 million was
outstanding at 31 August 2022. Following this repayment, all debt
at the Company level would have been fully repaid. All remaining
funds will be retained by Dolphin to meet its current liabilities
and working capital requirements.
The Company will issue a further announcement on completion of
the transaction and receipt of the consideration from the acquirer
of SPV10's indirect ownership interest in OOKI.
Enquiries
Dolphin Capital Investors Via FIM Capital Limited
Martin Adams
Dolphin Capital Partners miltos@dolphincp.com
Miltos E Kambourides
finnCap (Nominated Adviser & Broker)
William Marle / Jonny Franklin-Adams / Edward Whiley / Milesh Hindocha
(Corporate Finance)
Mark Whitfeld / Pauline Tribe (Sales) +44 (0) 20 7220 0500
FIM Capital Limited (Administrator) llennon@fim.co.im / gdevlin@fim.co.im
Lesley Lennon / Grainne Devlin (Corporate Governance)
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END
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