Interim Results
Crescent Hydropolis Resorts PLC
29 September 2005
Crescent Hydropolis Resorts PLC
INTERIM REPORT
For the month ended 30 June 2005
INTERIM REPORT
Chief Executive's Statement
29 September 2005
Crescent Hydropolis Resorts PLC (CHR), the world's leading developer of ultra-
luxury underwater resort hotels and casinos under the Hydropolis design concept
first conceived and developed by the German architect and CHR's executive
chairman, Joachim Hauser, announces its interim results for the period ended 30
June 2005. The Company had euro4.125.000 in cash at the date of its admission to
trading on AIM.
The main items of expenditure in the interim accounts relate to the costs of
admission and the reimbursement of certain expenses incurred prior to admission.
Since then, additional funds have been raised through private placings. These
additional funds are being deployed to develop the architectural, design,
engineering and feasibility studies for proposed Hydropolis projects.
CHR is in active negotiations to launch projects in five locations spanning the
globe in both deep and shallow water Hydropolis configurations. In four of the
five proposed locations, Landstation towers are planned to accompany the
underwater Hydro-Palace structure, thereby enhancing each project's financial
feasibility through pre-sales of residential units. Among the proposed locations
for Hydropolis properties are Dubai, UAE, as well as locations in North America,
along Europe's Mediterranean coastline, in the Indian Ocean and in the Far East.
The proposed project for Dubai, while not yet contractually agreed, remains an
active and high priority on CHR's roster of planned projects. The Company is
presently bringing its Dubai project proposal into compliance with the financing
terms and conditions set forth by the Dubai Development and Investment Authority
and Dubailand.
CHR maintains strong relations with its industrial partners, including Siemens
AG, Hydropolis' engineering and technical adviser, Siemens Industrial Building
Consultants GmbH, the project manager for each of the proposed Hydropolis
properties, Duik Combinatie Nederland BV (DCN), underwater tunnel and concrete
experts for Hydropolis' shallow water designs and Ostsee-Kontor, marine and
naval consultants on structural design for Hydropolis' deep water Hydro-Palaces.
We were pleased to have Siemens Executive Vice President, Joachim Kundt, join
CHR's Board of Directors shortly after the Company's listing.
As we proceed in executing the Company's business plan, CHR is positioned to
develop shareholder value through the implementation of the Hydropolis concept
with the announcements of the Company's first actual projects in the months
ahead.
Mansoor Ijaz, Chief Executive
LONDON, 29 September 2005 Contact:- +44 7717 333 137
INDEPENDENT REVIEW REPORT TO CRESCENT HYDROPOLIS RESORTS PLC
Introduction
The Board of Directors of Crescent Hydropolis Resorts PLC (the Company) have
instructed us to review the financial information set out on pages 3 to 7 and we
have read the other information contained in the Interim Report and considered
whether it contains any apparent misstatements or material inconsistencies with
the financial information.
This report is made solely to the Company in accordance with Bulletin 1999/4
issued by the Auditing Practices Board. Our work has been undertaken so that we
might state to the Company those matters we are required to state to them in an
independent review report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to anyone other than
the Company, for our review work, for this report, or for the conclusions we
have performed.
Directors' Responsibilities
The Interim Report, including the financial information contained therein, is
the responsibility of, and has been approved by the Company's Directors. The
Listing Rules of the London Stock Exchange require that the accounting policies
and presentation applied to the interim figures should be consistent with those
applied in preparing the preceding annual accounts except where any changes, and
the reasons for them, are disclosed.
Review Work Performed
We conducted our review in accordance with guidance contained in Bulletin
1999/4 issued by the Auditing Practices Board. A review consists principally of
making enquiries of group management and applying analytical procedures to the
financial information and underlying financial data and based thereon, assessing
whether the accounting policies and presentation have been consistently applied
unless otherwise disclosed. A review excludes audit procedures such as tests of
controls and verification of assets, liabilities and transactions. It is
substantially less in scope than an audit performed in accordance with Auditing
Standards and therefore provides a lower level of assurance than an audit.
Accordingly, we do not express an audit opinion on the financial information. To
the fullest extent permitted by law, we do not accept or assume responsibility
to anyone other than the Company and the Company's members as a body, for our
audit work, for this report, or for the opinions we have formed.
Review conclusion
On the basis of our review, we are not aware of any material modifications that
should be made to the financial information as presented for the month ended 30
June 2005.
CHANTREY VELLACOTT DFK LLP
Chartered Accountants
London 28 September 2005
UNAUDITED INCOME STATEMENT FOR THE MONTH ENDED 30 JUNE 2005
Note One month
ended 30 June
2005
euro'000
Administrative expenses 3
Loss from operations 3
Development costs 5 375
Loss for the period from continuing operations 378
Loss per share 2
Basic (euro0.01)
Diluted (euro0.01)
The Company's results shown above are derived entirely from continuing
activities
UNAUDITED STATEMENT OF CHANGES IN EQUITY FOR THE MONTH ENDED 30 JUNE 2005
Share Capital Accumulated
Capital Reserves Losses Total
euro'000 euro'000 euro'000 euro'000
Balance at 1 June 2005 - - - -
Loss for the period - - (378) (378)
Total recognised expense for the period - - (378) (378)
Issue of share capital 794 33,454 - 34,248
Costs of issue of share capital - (253) - (253)
Balance at 30 June 2005 794 33,201 (378) 33,617
UNAUDITED BALANCE SHEET AS AT 30 JUNE 2005
30 June 31 May
2005 2005
Note euro'000 euro'000
ASSETS
Non-current assets
Intangible assets 42,045 -
42,045 -
Current assets
Trade and other receivables 155 -
Cash and cash equivalents 4,125 -
4,280 -
Total assets 46,325 -
EQUITY AND LIABILITIES
Equity attributable to Equity Holders of the Company
Share capital 3 794 -
Capital reserves 33,201 -
Accumulated losses (378) -
33,617 -
Current Liabilities
Trade and other liabilities 1,958 -
42,045 -
Non-current Liabilities
Long term liabilities 4 10,750 -
10,750 -
Total Equity and Liabilities 46,325 -
Approved by the Board of Directors on 28 September 2005
Signed on behalf of the Board of Directors:
Mansoor Ijaz
Chief Executive & Director
UNAUDITED CASH FLOW STATEMENT FOR THE MONTH ENDED 30 JUNE 2005
One month
ended 30 June
2005
euro'000
Cash Flows from Operating Activities
Loss from Operations (378)
Operating Cash Flows before movement in Working Capital (378)
Development costs 375
Increase in receivables (33)
Increase in payables 588
Net Cash used in Operating Activities 552
Cash flows from Investing Activities
Acquisition of intangible fixed assets (300)
Net Cash from Investing Activities (300)
Cash Flows from Financing Activities
Share capital issued (net of costs) 3,873
Net Cash from Financing Activities 3,873
Net increase/(decrease) in Cash and Cash Equivalents 4,125
Cash and Cash Equivalents at beginning of period -
Cash and Cash Equivalents at end of period 4,125
NOTES TO INTERIM REPORT FOR THE MONTH ENDED 30 JUNE 2005
1. Basis of Preparation
The Interim Accounts have been prepared in accordance with applicable
international accounting standards and the Company's established accounting
policies. The Interim Accounts do not constitute statutory accounts within the
meaning of S.240 of the Companies Act 1985.
2. Loss per Share
One month
ended 30 June
2005
euro'000
Loss for the period from continuing operations (378)
Number of ordinary shares in issue during the period 79,375,298
Loss per share
Basic (euro0.01)
There are no dilutive instruments over the period. The loss per share
calculation is distorted by accounting requirements to base the period's loss
calculations on a weighted share average. As the majority of the Company's
shares were issued midway or later through the accounting period, the weighted
share average distorts in a material way the loss per share calculation, a fact
that must be taken into consideration when reviewing the Company's financial
performance.
3. Share Capital
30 June 31 May
2005 2005
euro'000 euro'000
Authorised:
1,000,000,298 ordinary shares of euro0.01 each 10,000 -
Called up, allotted and fully paid:
Ordinary shares of euro0.01 each 794 -
The Company was incorporated on 31 March with an authorised share capital of
£2,000 comprising 2,000 ordinary shares of £1 each.
On incorporation, the Company issued two ordinary shares of £1 each.
On 9 June 2005, 1,998 existing authorised but unissued ordinary shares of £1
each were cancelled.
On the same day the authorised share capital was increased to £2 and
euro10,000,000 by the creation of 1,000,000,000 Ordinary Shares of euro0.01
each.
On the same day, each of the existing issued ordinary shares of £1 each were
converted into stock and reconverted into ordinary shares.
On 15 June 2005, 12,500,000 ordinary shares were issued fully paid for cash at
euro0.01 per share.
On 15 June 2005, Hydropolis acquired the Hydropolis Project concept and all
the associated know how from Crescent Hydropolis Holdings LLC for a
consideration of 60,000,000 ordinary shares issued as fully paid at euro0.50 per
share (such shares being issued on 17 June 2005) and payment of euro10,750,000
in cash in instalments with the final payment due in December 2009.
On 23 June 2005, Hydropolis raised euro4,125,000 by way of placing,
conditional on Admission, 6,875,000 ordinary shares at euro0.60 per share. Issue
costs of euro253,000 have been set against the share premium account.
4. Long-Term Liabilities
On 15 June 2005, Hydropolis acquired the Hydropolis Project concept and all
the associated know how from Crescent Hydropolis Holdings LLC for a
consideration of 60,000,000 ordinary shares issued as fully paid at euro0.50 per
share (such shares being issued on 17 June 2005) and payment of euro10,750,000
in cash in instalments with the final payment due in December 2009.
5. Development Costs
Costs of planning, travel expenditures and other associated matters in
connection with the development of the project payable to Crescent Investment
Management LLC, a Delaware corporation with its registered office at 100 United
Nations Plaza, 44th Floor, New York, NY and a company in which Mr Ijaz and Mr
Hauser are interested.
COMPANY AND INVESTOR INFORMATION
Directors Mr Joachim Hauser Executive Chairman
Mr Mansoor Ijaz Chief Executive
Mr Joachim Kundt Non-Executive Director
Mr Laurence Keenan Non-Executive Director
Mr Richard Armstrong Non-Executive Director
Registered Office 1 Knightsbridge
4th Floor
London SW1X 7LX
Nominated Adviser and Broker Nabarro Wells & Co. Limited
Saddlers House
Gutter Lane
London EC2V 6HS
Auditors Chantrey Vellacott DFK
Russell Square House
10-12 Russell Square
London WC1B 5LF
Bankers HSBC Bank PLC
70 Pall Mall
London SW1Y 5EZ
Solicitors McClure Naismith
Pountney Hill House
6 Laurence Pountney Hill
London EC4R 0BL
Registrars Neville Registrars
18 Laurel Lane
Halesowen
West Midlands BD6 3DA
END
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