Minoan Group PLC
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Minoan Group PLC Value in Crete 5 April 2016 The Presidential Decree (‘PD’) authorising Minoan’s major development in Company Data Crete outshines the group results for 2014/15 just published. EPIC MIN Price (last close) p 9.4 The results themselves are satisfactory, if not exciting – but the Greek decision turns 52 week Hi / Lo p 13.1 / 6.0 attention back to the company as an asset play of significant potential value. Issued Ord. m 188.83 Market cap £m 17.7 The PD is subject only to an appeal to the Council of State, which has already Diluted Ord. m 258.21 unanimously approved the project. It now looks unstoppable, although we must still Diluted mkt cap £m 24.3 consider the possibility of hitches on the way, given the history of the process in which Minoan has been involved over the years. Share Price, p The PD is the first approval for a major foreign leisure development in Greece for 14 the past 30 years. It opens the way to a 2,000 bed luxury hotel and residential 12 project in the spectacular North-East corner of Crete, and will be a ‘trophy asset’ in 10 the making. 8 On activation of the contract with the Toplou Monastery Foundation (‘the Foundation’) Minoan will have a number of options open to it to realise value, the 6 most likely of which we believe would be a partnership deal with a leading 4 international operator, combined with investment from other sources: Middle Apr/15 Aug/15 Dec/15 Apr/16 Eastern and, more recently, Asian financial institutions have been persistent Source: ADVFN investors in high end hotel and leisure assets, and some very high prices have been realised. Valuation is difficult at this stage, but we have calculated a range of possible short, Description medium and long term values, which translate into the following target prices for Minoan Minoan Group PLC is engaged in the shares – holiday/leisure business. It has a long standing project for a luxury Short term: 21p leisure/holiday complex in Cavo Sidero in Eastern Crete, and also Medium term: 41p operates in the UK travel agency Long term: 61p sector. Conor Fahy (Analyst) 0207 065 2690 [email protected] Hannah Crowe 0207 065 2692 [email protected] Please refer to the important disclosures shown on the back page and note that post MiFID this information is categorised as Marketing Material Minoan Group PLC 5 April 2016 The Crete project State of play On 11 March 2016 Minoan announced: “...the Presidential Decree (“PD”) granting land use approval for its project in Crete (the “Project”) has been issued. The President of the Hellenic Republic of Greece, Mr Prokopios Pavlopoulos has signed the decree and it has been published in the Government Gazette today. The planning rules for the Project are now enshrined in law.” This has been long in the making. The contract (following an international bidding mechanism) with the Toplou Monastery Foundation (‘the Foundation’)1 for use of the land was signed in 1995. Since then the project has been bogged down by bureaucratic delay and litigious opposition. Greece has many hoops through which the innocents are invited to jump. It says much for the perseverance and determination of the Minoan management that it has got to this final stage. Landmarks in the last ten years are summarised below – April 2007: approval of the environmental plan in February 2007, followed by an appeal. December 2010: The Greek Council of state annuls the decision. December 2010: the Greek government approves a new ‘fast track’ process designed ‘to expedite the planning process for projects which the government considers to be environmentally appropriate and, in the strategic long term, (in the) national interest.’ July 2011: Minoan submits a new masterplan. The design reflects a number of iterations following various changes to relevant planning and tourism laws. September 2011: CBRE site valuation of €100m, reaffirmed in 2012. June 2012: an agreement with The Candia Investment Corporation (‘Candia’) for an economic interest in the project of up to 10%. September 2012: fast track status awarded. February 2013: appeal against fast track status. April 2013: appeals withdrawn. December 2013: Strategic Environmental Assessment (‘SEA’) submitted. May 2014: SEA approved by the Greek Ministry of Culture. November 2014: project approved by the committee of the general secretaries of the relevant government ministries. March 2015: unanimous approval by a Plenum of the Greek Council of State (the highest court in the country). March 2016: PD issued, all relevant ministerial signatures having been obtained. 1 the Public Welfare Ecclesiastical Foundation Panagia Akrotiriani which has its seat at the Holy Monastery of Toplou, Crete, a charitable foundation established by the Holy Monastery of Toplou and the Holy Metropolis of Sitia and Ierapetra. 2 www.equitydevelopment.co.uk 5 April 2016 Minoan Group PLC ‘Fast track’ has still not been very quick, but it has proved to be a vast improvement on what went on before. There can be another appeal against the PD. Objectors, if allowed under the law, have 60 days after signature in which to make an appeal – which makes the relevant date 11 May 2016. The problem facing possible objectors, however, is that the project has been unanimously approved by the Council of State, with no dissenting opinions expressed – and any appeal must go to that very same Council of State. It appears very unlikely that an appeal would succeed. The project also has the overwhelming backing of the relevant local authorities/communities in Minoan’s part of Crete. It should perhaps be emphasised that every elected government from the beginning of the project has given its approval of it, but frustrated by legal delays. A last ditch appeal, however, is still possible, involving delay, which means there is still a political/legal risk involved. This affects timescale. If there is no appeal, on 12 May Minoan will be in possession of a major asset on which it can do business. If there is an appeal, the Council of State may be able to hear it before the summer recess; if not, probably in September. We can only wait and see, and assume that the process will be finally over by September at the latest. Given the history of the project the cynic might regard this view as a triumph of hope against experience, but it seems a reasonable assumption - we have not applied a political/legal risk discount. What Minoan has secured in Crete The project site is the Cavo Sidero peninsula in north-eastern Crete, and comprises more than 22,000 stremmata (about 5,500 acres). It has 28 kilometres of Mediterranean 2coastline, numerous secluded bays and inlets as well as an interior with rolling hills where herbs such as thyme and marjoram are part of the natural vegetation. It surrounds the famous Vai palm forest and beach, the only one in Europe and a major tourist lure. Position in Crete Development locations The original plan envisaged a high quality development in three phases of 7,000 beds, but was eventually rejected on planning grounds in 2010. The new plan which replaced it, and which has now been signed into law by the PD, is significantly smaller in scale at about 2,000 beds. However, it has, if anything, upped the ante in terms of quality. The entire project will be built and operated to five star or six star standard, and will consist of small and medium sized hotels (including two flagship hotels) and residential units, the residential units all being served by the hotels. www.equitydevelopment.co.uk 3 Minoan Group PLC 5 April 2016 It should be noted that the proposed development will only utilise about 0.4% of the contract land, an illustration of the care given to preservation of the environment and the cultural and historical significance of the site. This tiny footprint could seem to allow for further development in the future, not allowed for in our estimates. The development will fall definitely into the luxury bracket, and is probably a ‘trophy asset’ in the making. There will be a golf course designed around the natural contours of the land, as well as a multitude of other land based and water sports, wellness centres, and cultural and environmental activities. Minoan believes that these facilities will prove to be a magnet for year-round use, not just concentrating on the seasonal summer trade. The project will be self-sufficient in water and energy resources. Other participants in the project Candia: Candia acquired a 5% interest in the project in 2012 for an immediate cash consideration of £1m - Minoan was in need of cash at the time. A further £1m was supposed to be subscribed for an additional 5%, but this is now ‘due at such time as the parties determine.’ The agreement also specified that Candia and its partners would have the right to purchase a further 25% share in the Project for an additional £12.5 million, during an agreed period after receipt of Environmental Approval. There has as yet been no announcement in respect of this, but exercise of this right would have a significant impact on the value of the project to Minoan. Exercise or non-exercise would also have implications for the value of the project as a whole – see later. Also part of the agreement was an option for Candia to buy up to 4m shares in Minoan at 8p per share, exercisable up to and including 30 September 2015. We assume it has lapsed. The Foundation: the contract with the Foundation contains a number of provisions relating to environmental and other matters, but also contains important commercial terms.